200 BMW Group Locations 5.2 12.0 -3,785 -6.8 2,247,485 6.1 Production volume BMW 5 MINI Rolls-Royce -1,440,315 -294,120 3,725 Total 5 1,738,160 -1,547,057 311,490 3,279 1,861,826 1,699,835 303,177 - 3,354 2,006,366 1,838,268 322,803 -4,495 2,165,566 1,933,647 342,008 5.2 5.9 3,848 2,279,503 -14.4 5.3 Motorcycles segment Production volume6 BMW Financial Services segment New contracts with retail customers 1,905,234 338,466 1,811,719 302,183 - 4,063 2,117,965 -1,655,138 305,030 3,630 1,963,798 301,526 3,575 1,845,186 -2,247,485 6.1 Fleet emissions in g CO2/km³ 145 143 133 130 127 -2.3 Motorcycles segment Sales volume4 104,286 106,358 -110,360 -115,215 -136,963 10.9 Further non-financial performance figures Automotive segment Sales volume BMW² MINI Rolls-Royce Total² -1,380,384 -1,540,085 285,060 -3,538 1,668,982 -123,495 -113,811 -110,127 -133,615 63,229 -70,208 EBIT margin -% (change in %pts) -11.8 -10.8 -70,630 9.4 -75,173 9.6 -85,536 -13.8 9.2 -0.4 ROCE € million -% (change in %pts) -73.7 63.0 61.7 -72.2 10.5 Motorcycles segment ROCE % (change in %pts) -10.2 1.8 16.4 21.8 31.6 -77.3 2,117,965 Revenues 5.9 151,004 13.0 -1,196,610 -1,341,296 -1,471,385 1,509,113 -1,655,961 9.7 1 Figures exclude suspended contracts of employment, employees in the non-work phases of pre-retirement part-time arrangements and low income earners. 2 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2011: 94,400 units, 2012: 141,165 units, 2013: 198,542 units, 2014: 275,891 units, 2015: 282,000 units). 3 EU-28. 4 Excluding Husqvarna, sales volume up to 2013: 59,776 units. 5 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2011: 98,241 units, 2012: 150,052 units, 2013: 214,920 units, 2014: 287,466 units, 2015: 287,755 units). 6 Excluding Husqvarna, production up to 2013: 59,426 units. 4 Automotive segment BMW Group in figures BMW Group Profit before tax 2011 2012 2013 2014 2015 -Change in % € million -7,383 -7,803 -7,893 -8,707 9,224 Key financial performance indicators 9.8 1,963,798 1,668,982 Financial and Non-financial Performance Indicators Review of Operations Results of Operations, Financial Position and Net Assets Comments on Financial Statements of BMW AG Events after the End of the Reporting Period Report on Outlook, Risks and Opportunities 68 Outlook Report on Risks and Opportunities Internal Control System and Risk Management System Relevant for the Financial Reporting Process Disclosures Relevant for Takeovers 87 BMW Stock and Capital Markets in 2015 90-GROUP FINANCIAL STATEMENTS 90 90 92 94 Income Statements for Group and Segments Statement of Comprehensive Income for Group Balance Sheets for Group and Segments Cash Flow Statements for Group and Segments 96 Group Statement of Changes in Equity 98 Notes to the Group Financial Statements Accounting Principles and Policies 98 113 Notes to the Income Statement 121 Notes to the Statement of General and Sector-specific Environment 88 83 81 THE NEXT 100 YEARS M B MINI Rolls-Royce Motor Cars Limited Contents 3- BMW GROUP IN FIGURES 6- REPORT OF THE SUPERVISORY BOARD 14 STATEMENT OF THE CHAIRMAN OF THE BOARD OF MANAGEMENT 18-COMBINED MANAGEMENT REPORT- 18 General Information on the BMW Group 18 Business Model Comprehensive Income Management System 20 23 23 27 Overall Assessment by Management 27 29 29 49 59 62 63 63 Report on Economic Position 122 Notes to the Balance Sheet 147 163 198 BMW Group Ten-year Comparison 202 204 Index 206 Financial Calendar 207 Contacts 3 BMW Group in figures 2011 2012 198 OTHER INFORMATION 2013 2015 Change in % Key non-financial performance indicators BMW Group Workforce at year-end¹ -100,306 -105,876 -110,351 -116,324 -122,244 5.1 Automotive segment Sales volume2 2014 -1,845,186 197 Auditor's Report 196-Responsibility Statement by the Other Disclosures Segment Information 168-STATEMENT ON CORPORATE GOVERNANCE (§ 289 a HGB)- 168 169 (Part of the Combined Management Report) Information on the Company's Governing Constitution Declaration of the Board of Management and of the Supervisory Board pursuant to § 161 AktG 170 Members of the Board of Management 171 Members of the Supervisory Board Company's Legal Representatives 174 181 182 184 188 Composition and Work Procedures of the Board of Management of BMW AG and its Committees Composition and Work Procedures of the Supervisory Board of BMW AG and its Committees Disclosures pursuant to the Act on Equal Gender Participation Information on Corporate Governance Practices Applied beyond Mandatory Requirements Compliance in the BMW Group Compensation Report 176 BMW GROUP Financial Services segment % (change in %pts) 2,100 1,750 1,400 1,050 700 350 11 -12 -13 -14 -15 1,669.0 1,845.2 1,963.8 2,118.0 2,247.5 *Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2011: 94,400 units, 2012: 141,165 units, 2013: 198,542 units, 2014: 275,891 units, 2015: 282,000 units). Profit before financial result in € million 9,800 8,400 7,000 5,600 4,200 2,800 1,400 ||||| · 11 12 -13 14 -15 8,018 8,275 7,978 9,118 9,593 105 90 75 60 2,450 in € billion Revenues in thousand units 1,975 14.6 Other Entities -168 3 -164 -154 211 37.0 Eliminations -1,103 -937 -527 45 -163 Income taxes Net profit -2,476 4,907 Earnings per share in € -7.45/7.47 -2,692 5,111 -7.75/7.77 -2,564 -5,329 -8.08/8.10 -2,890 5,817 8.83/8.85 -2,828 6,396 -9.70/9.72 2.1 10.0 9.9/9.8 5 BMW Group in figures Sales volume of automobiles* -664 30 15 Profit before tax The main topics discussed at a two-day meeting of the Supervisory Board held during the second half of the year were business and product strategy as well as long-term corporate planning. During the first part of the meeting, the Board of Management reported on the results of the annual Number ONE corporate strategy review. The Board of Management also provided information on the planned further development of the Group's vehicle portfolio and its intention to continue its collaboration with Toyota. In view of the increasing regulation of toxic emissions on key markets, the two boards discussed the challenges facing the Group in the field of alternative drive technologies going forward and the strategic importance of electric mobility. The Board of Management also reported in depth on topics relating to the changing market environment and potential business opportunities emerging in connection with digitalisation and vehicle connectivity, and provided an overview of its plans and activities in this field. The Supervisory Board also gathered facts and figures on the BMW lightweight construction strategy. As part of a series of vehicle presentations, members of the Supervisory Board took the opportunity to drive selected BMW and MINI models on a test track, including the latest BMW 7 Series. Furthermore, the current state of progress of selected vehicle development projects was presented and explained to the Supervisory Board. In the second part of the meeting, the Supervisory Board deliberated at length on the long-term corporate forecast presented by the Board of Management for the years 2016 to 2021. The Board of Management also described various crisis scenarios to the Supervisory Board. The Supervisory Board lauded the management team's efforts to keep a tight control over fixed costs. After thorough examination and lengthy discussion, the Supervisory Board; gave the plans its formal approval. The performance and strategic direction of the Financial Services segment as well as risk management in this area were also reported on. The consequences of stricter regulation of financial services were also discussed. The Supervisory Board deliberated on the annual budget presented by the Board of Management for the financial year 2016, including the main external influencing factors identified. Again in 2015, the Personnel Committee and the full Supervisory Board examined both the structure and the amount of compensation that Board of Management members receive. In addition to reviewing trends in business performance and board compensation on a multi-year basis, consideration was also given to the development of the remuneration of senior management and employees of BMW AG within Germany over the course of time. An external compensation consultant, independent of both the Board of Management and BMW AG, was called upon to provide expert advice and assist the Supervisory Board in the evaluation of DAX compensation studies. After a careful review, the Supervisory Board concluded that the level of compen- sation of board members, including pension entitlements, is appropriate and that the compensation system has proved its worth. The Supervisory Board therefore resolved not to propose any changes to the system of Board of Management compensation in 2015. 9 REPORT OF THE SUPERVISORY BOARD Further information on the compensation of Board of Management members is provided in the Compen- sation Report (see section "Statement on Corporate Governance"). In 2015, the Board of Management and the Supervisory Board again conducted an in-depth review of the corporate governance standards currently in place in the BMW Group as well as the rules set out in the German Corporate Governance Code. In the most recent Declaration of Compliance issued in December 2015, both boards decided that the BMW Group should comply with all of the recommendations issued by the German Government Corporate Governance Code Commission on 12 June 2015, except for the disclosure of Board of Management members' compensation in prescribed model tables, as the Supervisory Board is of the opinion that these tables do not improve the clarity and comprehensibility of the Compensation Report. The wording of the Declaration of Compliance is contained in the Corporate Governance Report. Both the Personnel Committee and the Supervisory Board again asked the Board of Management to describe the state of progress in implementing the BMW Group's diversity concept. This programme not only relates to gender diversity, it also promotes both cultural diversity and a balanced mixture of age groups among staff. The Board of Management also reported on the percentage of and development of female execu- tives at various management levels within the Group and the targets determined by the Board of Management for the two executive levels immediately below it. In addition, the Board of Management reported to the Supervisory Board on measures to develop young talent for future strategic fields of expertise. The Supervisory Board also consulted on the consequences of legislation relating to the equal participation of women and men in management positions in Germany for the BMW Group's two boards. As its target for the proportion of women on the Board of Management by 31 December 2016, the Supervisory Board has stipulated that the Board of Management should continue to have at least one female member. Assuming the Board of Management continues to comprise eight members, this would correspond to a ratio of at least 12.5%. The fact that the Supervisory Board considers it desirable to increase the proportion of women on the board further supports the Board of Management's current raft of measures, which is also aimed at increasing the proportion of women at the highest executive management levels of the BMW Group. The legal minimum of 30 per cent of female and male members in the Supervisory Board that came into force on 1 January 2016 is already being complied with, both in terms of the Supervisory Board in its entirety and also for both shareholder and employee representatives. One of the Supervisory Board meetings was held at the Landshut (Germany) site, at which the focus was placed on purchasing strategy and the significance of BMW component-producing plants in terms of pur- chasing and production. The Board of Management also elaborated on the requirements that result from the distribution of sales volume and production sites across the world for the Group's purchasing team and discussed with the Supervisory Board the measures necessary to establish a capable supplier base in growth markets. During its visit to the plant, the Supervisory Board inspected the foundry as well as the production facilities for electric motors and CFRP components. The Supervisory Board decided upon specific appointment objectives for its own composition based on a detailed composition profile, a description of which is provided in the Corporate Governance Report. In line with a new recommendation contained in the German Corporate Governance Code, the appointment objectives have been supplemented to include a maximum length of office on the Supervisory Board. Based on a self-assessment, the Supervisory Board determined that its composition at 31 December 2015 complied with its appointment objectives. Apart from this matter, there were no indications of possible conflicts of interest on the part of Supervisory Board members in the financial year 2015. Significant transactions with Supervisory Board members and other related parties as defined by IAS 24, including close relatives and intermediate entities, are monitored in the form of quarterly requests for relevant information. The Supervisory Board endeavours to assess and continuously improve the efficiency of its work, including that of its committees. Once a year, the efficiency examination is dealt with as a separate agenda point, at 10 which the members of the Board of Management are not present. Preparations for the examination are facilitated by means of a questionnaire. As a result of the efficiency examination, suggestions for additional topics of report were made during the year under report. Each of the five Supervisory Board meetings in 2015 was attended on average by 95 per cent of its members, a fact that can be corroborated by the analysis of attendance fees for individual members, as disclosed in the Compensation Report. None of the members of the Supervisory Board took part in only half or less than half of the meetings of the Supervisory Board, the Presiding Board or the committees to which the members belong during their terms of office in the period under report. Description of Presiding Board activities and committee work In order to work more efficiently and prepare complex issues and decisions with greater thoroughness, the Supervisory Board has established a Presiding Board and several committees. A description of the duties, composition and working procedures of these committees is provided in the Corporate Governance Report. The relevant chairmen reported at length on the status of Presiding Board and committee work at the subsequent Supervisory Board meeting. In a total of four meetings, the Presiding Board focused mainly on preparing topics for the meetings of the full Supervisory Board, unless these fell under the remit of one of the committees. The treatment of more extensive issues, such as the Long-term Business Forecast and the Annual Strategic Review, was prepared by the Presiding Board on the basis of written and oral reports provided by Board of Management members and senior department heads. The Presiding Board selected further topics of discussion for Supervisory Board meetings and made suggestions to the Board of Management regarding items to be included in its reports to the full Supervisory Board. The Audit Committee held four meetings and three telephone conference calls during 2015. In those telephone conference calls, the Audit Committee deliberated with the Board of Management on each of the BMW Group's Quarterly Reports, prior to their publication. Representatives of the external auditors were present during the telephone conference call held to present the Interim Financial Report for the six-month period ended 30 June 2015. The report had been subjected to review by the external auditors. The Audit Committee meeting held in spring 2015 was primarily dedicated to preparing the Supervisory Board meeting at which the financial statements were examined. Prior to proposing KPMG AG Wirtschafts- prüfungsgesellschaft for election as Company and Group auditor at the Annual General Meeting 2015, the Audit Committee obtained a Declaration of Independence from the proposed auditor. The Audit Committee also considered the scope and composition of non-audit services, including tax advisory services provided by KPMG entities to the BMW Group. There were no indications of conflicts of interest, grounds for exclusion or lack of independence on the part of the auditor. The fee proposals for the audit of the year-end Company and Group Financial Statements 2015 and the review of the six-month Interim Financial Report were deemed appropriate by the Audit Committee. Sub- sequent to the Annual General Meeting 2015, the Audit Committee therefore appointed KPMG AG for the relevant engagements and specified audit focus areas. The Head of Group Controlling reported to the Audit Committee on the current risk profile and on risk management processes and developments within the BMW Group. The Head of Group Financial Reporting provided a description of various aspects of the internal control system (ICS) underlying financial reporting and explained measures being taken to further improve the system. Testing performed during the year under report did not highlight any material ICS weaknesses that could jeopardise the system's effectiveness. In the financial year 2015, the Personnel Committee took the decision to disburse any costs to current and former members of the Board of Management that could arise in connection with a civil action brought by a former supplier in the USA. As a former member of the Board of Management, I did not personally vote on this resolution, which was taken as a precautionary measure. 1,723 At the first Supervisory Board meeting of the year, the Board of Management presented the new and updated models scheduled for market launch in the course of 2015. Furthermore, the Board of Management provided detailed information on both the ongoing status and its plans for expanding capacities at various BMW Group production sites. in € million 9,800 8,400 7,000 5,600 4,200 2,800 1,400 11 ―12 13 14 -15 68.8 76.8 76.1 80.4 8 92.2 -12 -13 -14 ―15 7,383 7,803 7,893 8,707 9,224 6 Norbert Reithofer - Chairman of the Supervisory Board 7 REPORT OF THE SUPERVISORY BOARD Dear Shareholders, Despite the volatile conditions prevailing on various markets, the BMW Group finished the financial year 2015 with another outstanding earnings performance, reaffirming its position as market leader in the premium segment. The BMW Group is now headed by Harald Krüger, who became the new Chairman of the Board of Management on 13 May 2015. With this carefully planned generational change at the top of the Board of Management, the Supervisory Board has not only ensured personnel continuity, it has also made an important contribution to shaping the future strategy of the BMW Group. Main emphases of the Supervisory Board's monitoring and advisory activities The Supervisory Board performed the duties charged to it in accordance with the law and the Articles of Incorporation with the utmost care. Throughout the financial year 2015, the Supervisory Board closely monitored the BMW Group's business performance and macroeconomic developments on important markets, diligently supervised the governance of the Board of Management and advised it on significant projects and plans. In a total of five meetings, the Supervisory Board deliberated at great length on the current business and financial situation of the Group. Further topics of particular focus and consultation at Supervisory Board meetings were corporate strategy (including a whole range of key topics involving the future shape of business), corporate forecasts and the strategy and management of the Financial Services segment. In addi- tion, decisions were taken regarding personnel changes on the Board of Management and with respect to corporate governance. Furthermore, the Supervisory Board attentively monitored the BMW Group's business performance, both at scheduled meetings and at other times, as the need arose. In particular, the Board of Management provided regular reports on current sales and workforce figures. The Chairman of the Board of Management kept the Chairman of the Supervisory Board well informed, both promptly and directly, on the progress of important business projects and plans of strategic significance. In addition to scheduled meetings, Dr Friedrich Eichiner, member of the Board of Management responsible for Finance, and Dr Karl-Ludwig Kley, the Chairman of the Supervisory Board's Audit Committee, consulted with each other directly at other times. In its regular reports on the financial condition of the Group, the Board of Management provided infor- mation on sales volume developments, market competition issues relevant for the Automotive and Motorcycles segments, and changes in the size of the workforce. The Board of Management also dealt with questions re- garding economic developments and the prospects of the world's key regions. On the Financial Services side of the business, the Board of Management provided regular updates on new business with retail customers and changes in the portfolio of contracts with dealerships and retail customers as well as the total volume of business. In its regular reports on the financial condition of the Group, the Board of Management also reported to the Supervisory Board on any variances from budget. Major transactions and projects were highlighted in the Board of Management's reports on business developments, and deliberated on in subsequent discussions. For example, the Supervisory Board was kept informed of the status of acquisition projects, such as the joint acquisition of the navigation data provider HERE in conjunction with other partners as well as the purchase of a leasing company in China. Furthermore, the Board of Management reported on the BMW Group's compliance with emissions limits and confirmed that no distinction is made between “dyno mode" and on-road testing when measuring the exhaust emissions of BMW Group vehicles. Over the course of the year under report, the two boards discussed at length eco- nomic developments and business performance in China. Other subjects of discussion were progress in the field of electric mobility, product quality and customer satisfaction. 11 RoE -1,619 -1,790 - Financial Services Other Entities Eliminations 68,821 -76,848 -76,059 -80,401 -92,175 14.6 63,229 1,436 -17,510 5 -70,208 -1,490 -19,550 -70,630 1,504 -19,874 -75,173 -85,536 13.8 -1,679 1,990 -18.5 20,599 -23,739 15.2 5 6 .7 -7 Motorcycles - Automotive Revenues 25.6 29.4 21.2 20.0 -19.4 20.2 0.8 Further financial performance figures in € million Capital expenditure 3,692 5,240 -6,711 6,100 -13,359 5,890 Depreciation and amortisation 3,646 3,541 -3,741 4,170 4,659 11.7 Operating cash flow Automotive segment -8,110 9,167 -9,964 -9,423 11,836 -3.4 -14,405 -15,955 -17,057 169 -1,248 -949 -437 -65 -575 Profit before tax -7,383 -7,803 -7,893 8,707 9,224 5.9 -71 Automotive -7,170 -6,561 -6,886 7,523 9.3 Motorcycles 41 6 -76 107 -179 67.3 Financial Services 6,823 1,561 44 -19 -19,097 -12.0 Profit before financial result (EBIT) -8,018 -8,275 Automotive Motorcycles - Financial Services Other Entities Eliminations -7,477 45 -7,599 -7,978 -6,649 58 -9,118 5.2 -7,244 -7,836 -8.2 9 1,763 -1,558 -79 1,643 -112 1,756 182 62.5 1,981 12.8 9,593 ANNUAL REPORT 2015 Glossary -2014 2015 2014 Eliminations (unaudited supplementary information) 2015 2014 (unaudited supplementary information) Assets 54 424 445 285 30 34 48 313 Other Entities 2014 2015 59,078 35,386 33,769 Total equity and liabilities 172,174 154,803 83,352 79,131 - Motorcycles (unaudited supplementary information) 2015 2014 93 GROUP FINANCIAL STATEMENTS Financial Services (unaudited supplementary information) -41,148 65,591 35,366 -5,204 -367 -599 -2,596 -384 Financial assets 25 -20 -205 2,469 22,268 21,895 -27,129 386 359 86,396 1,913 287 -222 -1,751 2 5,966 5,808 -10,687 -10,516 41,865 - 37,438 Intangible assets Property, plant and equipment - Leased products Investments accounted for using the equity method - Other investments Receivables from sales financing -236 210 1,985 -6,183 Current provisions and liabilities -18,794 20,111 - 3,777 Deferred tax 16 -2,116 -1,974 429 4,141 -421 38 -49,523 43,167 2,621 1,933 Other liabilities Financial liabilities 4,268 4,621 36 37,220 Minority interest Equity Pension provisions. 34- 234 42,764 -217 37,437 33,460 31,045 35 3,000 - 4,604 -1,770 -2,741 Other provisions 39 4,559 -4,275 5,545 38 -42,160 37,482 3,211 3,250 Trade payables 40 -7,773 -7,709 6,856 6,929 Other liabilities 39 -9,208 -7,775 Financial liabilities 75,699 -1,050 -1,590 5,445 Non-current provisions and liabilities 63,819 58,288 14,506 14,317 Other provisions 36 5,009 -4,522 4,398 3,746 Current tax 37 1,441 810 42,530 30,425 -47,194 21 -18 -17 1 -7 -7 157 189 22 - Total Foreign Germany Included at 31 December 2015 No longer included in 2015 -167 178 41 subsidiaries (2014: 43), either dormant or generating a negligible volume of business, and four joint opera- tions (2014: 4) are not consolidated on the grounds that their inclusion would not influence the economic decisions of users of the Group Financial Statements. Non-inclusion of operating subsidiaries and joint opera- tions reduces total Group revenues by 0.3% (2014: 0.3%). Together with SGL Carbon SE, Wiesbaden, the BMW Group is party to three joint operations that manufacture carbon fibres and carbon fibre fabrics used in vehicle production. The joint operations - SGL Automotive Carbon Fibers GmbH & Co. KG, Munich, SGL Automo- tive Carbon Fibers Verwaltungs GmbH, Munich, and SGL Automotive Carbon Fibers LLC, Dover, DE - are consolidated proportionately on the basis of the BMW Group's 49% shareholding. 113 Notes to the Income Statement 121 Notes to the Statement 98-Accounting Principles and Policies 98-Notes 96 Group Statement of Changes in Equity 94 Cash Flow Statements 92 Balance Sheets Comprehensive Income 90 Statement of 90 90-GROUP FINANCIAL STATEMENTS Income Statements 100 No entities were consolidated fully for the first time in the financial year 2015. LARGUS Grundstücks-Verwal- tungsgesellschaft mbH & Co. KG, Munich, was merged with LARGUS Grundstücks-Verwaltungsgesellschaft mbH, Munich, and therefore ceased to be a separate consolidated company. BMW Services Italia S.p.A., San Donato Milanese, was merged with BMW Italia S.p.A., Milan, and ceased to be a separate consolidated com- A "List of Group Investments" pursuant to § 313 (2) HGB will be submitted to the operator of the electronic version of the German Federal Gazette. This list, along with the "List of Third Party Companies which are not of Minor Importance for the Group", will also be posted on the BMW Group website at www.bmwgroup.com/ir. As in the previous year, seven participations are not consolidated using the equity method on the grounds of immateriality. They are included in the Group balance sheet in the line "Other investments", measured at cost less - where applicable - accumulated impairment losses. The joint ventures, BMW Brilliance Automotive Ltd., Shenyang, DriveNow GmbH & Co. KG, Munich, and DriveNow Verwaltungs GmbH, Munich, are accounted for using the equity method. Included for the first time in 2015 of Comprehensive Income Included at 31 December 2014 trusts (almost all used for asset-backed financing transactions). The Group Financial Statements comply with § 315a of the German Commercial Code (HGB). This provision, in conjunction with the Regulation (EC) No. 1606/2002 of the European Parliament and Council of 19 July 2002, relating to the application of International Finan- cial Reporting Standards, provides the legal basis for preparing consolidated financial statements in accord- ance with international standards in Germany and applies to financial years beginning on or after 1 January 2005. The consolidated financial statements of Bayerische Motoren Werke Aktiengesellschaft (BMWAG Group Finan- cial Statements or Group Financial Statements) at 31 De- cember 2015 have been drawn up in accordance with International Financial Reporting Standards (IFRS) as endorsed by the EU. The designation "IFRS" also in- cludes all valid International Accounting Standards (IAS). All Interpretations of the IFRS Interpretations Commit- tee (IFRIC) mandatory for the financial year 2015 are also applied. 1-Basis of preparation of Comprehensive Income 122 Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information 113 Notes to the Income Statement 121 Notes to the Statement 98-Accounting Principles and Policies The BMW Group and segment income statements are presented using the cost of sales method. The Group and segment balance sheets correspond to the classi- fication provisions contained in IAS 1 (Presentation of Financial Statements). 98-Notes 94 Cash Flow Statements 92 Balance Sheets Comprehensive Income 90 Statement of 90 90-GROUP FINANCIAL STATEMENTS Income Statements 96 Group Statement of Changes in Equity In order to improve clarity, various items are aggregated in the income statements and balance sheets presented. These items are disclosed and analysed separately in the notes. A Statement of Comprehensive Income is presented at Group level reconciling the net profit to comprehensive income for the year. The BMW AG Group Financial Statements include, besides BMW AG, all material subsidiaries, one spe- cial purpose securities fund and 21 special purpose The scope of the consolidated financial statements is based on the application of IFRS 10 (Consolidated Financial Statements) and IFRS 11 (Joint Arrangements). 2-Consolidated companies The Board of Management authorised the Group Financial Statements for issue on 18 February 2016. tronic version of the German Federal Gazette and can be obtained via the Company Register website. Printed copies will also be made available on re- quest. In addition the Group Financial Statements and the Combined Management Report can be downloaded from the BMW Group website at www. bmwgroup.com/ir. The Group Financial Statements, drawn up in accord- ance with § 315a HGB, and the Combined Manage- ment Report for the financial year ended 31 December 2015 will be submitted to the operator of the elec- All consolidated subsidiaries have the same year-end as BMW AG with the exception of BMW India Private Ltd., Gurgaon, and BMW India Financial Services Private Ltd., Gurgaon, both of whose year-ends are 31 March in accordance with local legal requirements. 99 GROUP FINANCIAL STATEMENTS Bayerische Motoren Werke Aktiengesellschaft has its seat in Munich, Petuelring 130, and is registered in the Commercial Register of the District Court of Munich under the number HRB 42243. The Group currency is the euro. All amounts are dis- closed in millions of euros (€ million) unless stated otherwise. In addition to credit financing and leasing contracts, the Financial Services segment also brokers insurance busi- ness via cooperation arrangements entered into with local insurance companies. These activities are not ma- terial to the BMW Group as a whole. In conjunction with the refinancing of financial services business, a significant volume of receivables arising from retail customer and dealer financing is sold. Simi- larly, rights and obligations relating to leases are sold. The sale of receivables is a well-established instrument used by industrial companies. These transactions usually take the form of asset-backed financing transactions involving the sale of a portfolio of receivables to a trust which, in turn, issues marketable securities to refinance the purchase price. The BMW Group continues to "ser- vice" the receivables and receives an appropriate fee for these services. Such assets remain in the Group Finan- cial Statements although they have been legally sold. Gains and losses relating to the sale of such assets are not recognised until the assets are removed from the Group balance sheet. Special purpose trusts/entities are included as consolidated companies in accordance with IFRS 10 (Consolidated Financial Statements). Inter-segment transactions - relating primarily to inter- nal sales of products, the provision of funds and the related interest – are eliminated in the “Eliminations" column. Further information regarding the allocation of activities of the BMW Group to segments and a description of the segments is provided in note 49. In order to facilitate the sale of its products, the BMW Group provides various financial services - mainly loan and lease financing – to both retail customers and dealers. The inclusion of the financial services activities of the Group therefore has an impact on the Group Financial Statements. In order to provide a better insight into the net assets, financial position and performance of the BMW Group and going beyond the requirements of IFRS 8 (Operat- ing Segments), the Group Financial Statements also include balance sheets and income statements for the Automotive, Motorcycles, Financial Services and Other Entities segments. The Group Cash Flow Statement is supplemented by statements of cash flows for the Auto- motive and Financial Services segments. This supple- mentary information is unaudited. The number of subsidiaries - including the special purpose securities fund and special purpose trusts - consolidated in the Group Financial Statements changed in 2015 as follows: 122 Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information pany. Furthermore, the non-consolidated entity, BMW Forschung und Technik GmbH, Munich, was merged with BMW AG. 3-Business acquisitions -1,104 898 618 -699 -514 Inventories Trade receivables -102 Receivables from sales financing Current tax 4,540 -1,359 592 511 35,633 Financial assets 1,121 -1,048 -23,586 -1,846 -26,396 -44,346 Deferred tax Other assets Non-current assets -453 383 -7 8 -139 128 -158 -137 1 1 28,178 1,354 37 3,953 1,783 30,617 45,379 -811 48,416 -36,682 -153 38,352 2014 -Financial Services (unaudited supplementary information) In the case of a joint operation, the parties that have joint control of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement. Assets, liabilities, revenues and expenses of a joint operation are recognised proportionately in the Group Financial Statements on the basis of the BMW Group's rights and obligations. Joint operations and joint ventures are forms of joint arrangements. Such an arrangement exists when the BMW Group jointly carries out activities on the basis of a contractual agreement with a third party that requires the unanimous consent of both parties with respect to all significant activities of the joint arrangement. Receivables, payables, provisions, income and expenses and profits between consolidated companies (intragroup results) are eliminated on consolidation. The equity of subsidiaries is consolidated in accordance with IFRS 3 (Business Combinations). IFRS 3 requires that all business combinations are accounted for using the acquisition method, whereby identifiable assets and liabilities acquired are measured at their fair value at acquisition date. An excess of acquisition cost over the Group's share of the net fair value of identifiable assets, liabilities and contingent liabilities is recognised as good- will in a separate balance sheet line item and allocated to the relevant cash-generating unit (CGU). 4-Consolidation principles THERE Holding B.V., Amsterdam, is included in the BMW AG Group Financial Statements as an associated company using the equity method and allocated for segment reporting purposes to the Automotive segment. In view of the proximity of the reporting date and on the grounds of materiality, no fair value adjustments were recorded in conjunction with the at-equity carry- ing amount at 31 December 2015, with the consequence that the Group's interest is accounted for at cost at that date. The purchase price allocation is expected to be com- pleted in the first quarter of 2016. BMW, AUDI and Daimler jointly acquired HERE's map- ping service with effect from 4 December 2015. Out of the total purchase price of €2.6 billion (subject to pur- chase price adjustments), an amount of €0.6 billion was financed via bank loans taken up by the intermediary acquiring entity. The remainder is being financed by the three partners in equal parts. The BMW Group's share of this amount was approximately €0.67 billion. B.V., The Hague, the BMW Group has a 33.3% share- holding in THERE Holding B.V., Amsterdam. THERE Holding B.V., Amsterdam, is included in the BMW AG Group Financial Statements for the year ended 31 December 2015 as an associated company using the equity method (see also note 3). THERE Holding B.V., Amsterdam, and its wholly owned subsidiary, HERE International B.V., Amsterdam (until 28 January 2016: THERE Acquisition B.V., Amsterdam) were founded in connection with the acquisition. HERE International B.V., Amsterdam, acquired all of the shares of the HERE Group. Via BMW International Holding The HERE Group's digital maps are fundamental for the next generation of mobility and location-based services, providing the basis for new assistance systems and, ulti- mately, fully autonomous driving. Using high-precision digital maps in combination with real-time vehicle data, it will be possible to increase road safety and facilitate the development of innovative new products and services. In August 2015, BMW AG (Munich), Daimler AG (Stutt- gart) and AUDI AG (Ingolstadt) agreed with Nokia Corporation, Helsinki, to acquire that entity's maps and location-based services business (HERE Group), as part of a joint strategy to secure the long-term availability of HERE's products and services as an open, independent and value-creating platform for cloud-based maps and other mobility services. 2015 29,822 (unaudited supplementary information) Total assets -65,133 -54,828 Other assets Cash and cash equivalents -65,832 -55,342 Current assets 978 870 122,029 106,316 78,841 68,174 -113,026 -99,688 - Motorcycles Notes to the Group Financial Statements Accounting Principles and Policies 34- -1,062 -664 -163 Other financial result Financial result Profit/loss before tax -34 154 -528 -73 -49 -204 83 Income taxes 73 -525 211 1,723 1,975 -1,080 -1,197 -1,323 1,234 -1,430 1,332 Interest and similar expenses -3 -8 -55 -15 -6 -33 42 83 -89 -98 1,447 -29 1,198 105 Basic earnings per share of common stock in € Basic earnings per share of preferred stock in € Dilutive effects Diluted earnings per share of common stock in € — Diluted earnings per share of preferred stock in € - 92 BMW Group Balance Sheets for Group and Segments at 31 December Assets Attributable to shareholders of BMW AG Note Automotive (unaudited supplementary information) in € million 2015 2014 2015 2014 Group Attributable to minority interest. -55 ༄། ༅| ཤྩ ༄| ་ ༄ -460 -80 Net profit/loss -21 11 1 1 73 1,426 1,187 137 104 -460 -80 ༄།༄|ཉཋ| | | 138 -7 -1,295 1,177 7 -19,097 -17,783 -18,484 -17,057 -16,973 -Revenues 7 Cost of sales 314 3,153 2,816 7 7 -613 448 20,599 23,739 -20,586 -1,365 91 GROUP FINANCIAL STATEMENTS Motorcycles Financial Services Other Entities Eliminations (unaudited supplementary information) (unaudited supplementary information) (unaudited supplementary information) (unaudited supplementary information) 2015 2014 2015 2014 2015 -2014 2015 2014 -1,990 -1,679 -1,542 -84 Gross profit -239 -201 -78 83 - Other operating expenses 112 1,981 1,756 169 71 -575 -65 -3 Profit/loss before financial result Result from equity accounted investments Interest and similar income 4 4 -44 Intangible assets -46 -54 -1,164 -1,035 -30 -28 19 -17 Selling and administrative expenses -46 -73 238 136 -59 -81 - Other operating income -27 182 -98 Equity attributable to shareholders of BMWAG 22. -6,499 42,706 Total assets 172,174 154,803 83,352 79,131 43,022 90-GROUP FINANCIAL STATEMENTS Income Statements 90 Statement of Comprehensive Income 92-Balance Sheets 94 Cash Flow Statements 96 Group Statement of Changes in 90 56,844 61,831 5,752 5,384 4,859 3,952 -2,381 -1,906 -1,240 -1,186 -4,693 -5,038 -19,907 -19,231 33 -6,122 -7,688 3,952 Equity 6,635 98 Notes 113 Notes to the Income Statement Revenue reserves Accumulated other equity 3333 34- 657 656 Capital reserves 34 - 2,005 34- -41,027 35,621 34. -1,181 -2,027 2014 2015 2014 121 Notes to the Statement of Comprehensive Income 122 Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information Other assets Cash and cash equivalents Current assets Equity and liabilities in € million Subscribed capital Note Group Automotive (unaudited supplementary information) 2015 98 Accounting Principles and Policies 23,586 -28,178 -1,887 Other investments 26 428 -408 5,147 5,110 -1,088 Receivables from sales financing -41,865 37,438 Financial assets 28- 2,208 2,024 27- 2,233 -1,088 -2,233 6,899 -5,999 Property, plant and equipment 2015 -17,759 -17,182 -17,416 -16,863 Leased products 24- -34,965 30,165 3 Investments accounted for using the equity method 25 586 447 Deferred tax 16 31. 32 27- 28 Current tax 29 30 | | | | -11,071 -11,089 -10,611 -10,698 2,751 - 2,153 2,453 Financial assets -7,372 Receivables from sales financing Inventories -1,945 -2,061 4,114 -3,253 Other assets Non-current assets 30 -1,568 -1,094 3,935 - 3,662 110,343 97,959 40,330 36,425 Trade receivables BMW Group 23 31 December 2015 Change in current other financial liabilities Repayment of non-current other financial liabilities Proceeds from new non-current other financial liabilities Repayment of bonds Proceeds from the issue of bonds Interest paid -23 -1,917 Intragroup financing and equity transactions Payments into equity Issue/buy-back of treasury shares -4,072 -6,116 5,659 -7,603 43- Cash inflow/outflow from investing activities Payment of dividend for the previous year 15 -1,715 Change in commercial paper - -498 2,132 2,648 -5,697 -8,802 - 5,900 9,715 -7,249 -8,908 10,892 -13,007 -133 -264 Effect of exchange rate on cash and cash equivalents Cash inflow/outflow from financing activities Proceeds from the sale of marketable securities and from matured term deposits -1,012 -4,216 Investments in marketable securities and term deposits -25 379 -566 -971 298 -551 41 -293 Interest received Income taxes paid Change in other operating assets and liabilities -Change in trade payables Change in trade receivables Change in inventories Cash inflow/outflow from operating activities 550 323 -3,323 -190 -215 Proceeds from the disposal of investments -99 -7461 36 -6,099 -5,889 -38 Proceeds from the disposal of intangible assets and property, plant and equipment Expenditure for investments Investment in intangible assets and property, plant and equipment 2,912 -137 132 960 43- -4,252 -6,880 43- 5,004 3,133 -369 -3,898 -6,637 -3,309 -4,026 -15 -124 3 172 -1,034 128 29 31 4,230 -109 579 383 Change in deferred taxes 367 -70 46 -552 -337 -655 -518 8 -5 -54 -138 -14 5 -5 316 4,577 -24² -12 159 7,688 6,122 Cash and cash equivalents as at 31 December -7,671 -7,688 Cash and cash equivalents as at 1 January 17 -1,566 43- Change in cash and cash equivalents │ '། ༅། ས། Effect of changes in composition of Group on cash and cash equivalents 86 73 1 Expenditure for investments includes the acquisition of shares in THERE Holding B.V., Amsterdam, amounting to €668 million. 2 Interest relating to financial services business is classified as revenues/cost of sales. Changes in working capital Automotive - Financial Services -302 -40 -125 2,786 -2,893 Net profit 1,198 -1,447 4,521 -5,147 2014 2015 2014 2015 (unaudited supplementary information) (unaudited supplementary information) 95 GROUP FINANCIAL STATEMENTS -907 147 Other Disclosures 163 Segment Information of Comprehensive Income -3,538 -384 -4,499 -599 -25,835 -30,933 -51 28,755 - 26,923 31,471 -835 33,495 43,801 -25,258 -29,180 46,169 582 -23,680 23,613 .357 401 14,695 595 Pension provisions Other provisions Deferred tax 432 -162 -19,122 571 -32,871 53,158 518 223 23,038 630 41,503 65,912 275 396 21 48 192 263 62 85 Current tax Other provisions Non-current provisions and liabilities - Other liabilities - Financial liabilities 16,030 8 408 -16,610 24 58 -13 -1,130 31 28 Accumulated other equity Revenue reserves Capital reserves Subscribed capital 2015 (unaudited supplementary information) Equity attributable to shareholders of BMW AG 2014 2014 (unaudited supplementary information) Eliminations Equity and liabilities Other Entities 98 2015 Minority interest = 9,948 5,078 -6,158 -75 273 -313 160 136 55 -78 45 Equity -14,996 -15,869 12,031 15,225 9,357 1,710 -282 378 -15,624 17 -699 -514 -331 -47 -116 -77 Change in deferred taxes -3,898 Gain/loss on disposal of tangible and intangible assets and marketable securities -6,637 -2,720 -3,299 Change in leased products -1,103 -296 Change in provisions Change in receivables from sales financing -144 -63 Result from equity accounted investments - 121 Notes to the Statement 113 Notes to the Income Statement 98 Accounting Principles and Policies 98 Notes Equity 96 Group Statement of Changes in 94-Cash Flow Statements 92 Balance Sheets Comprehensive Income 90 Statement of Income Statements 90 90-GROUP FINANCIAL STATEMENTS -655 -518 4,323 4,686 Depreciation and amortisation of other tangible, intangible and investment assets -127 68,174 78,841 106,316 122,029 870 978 Current provisions and liabilities Other liabilities -54,998 -55,512 -65,525 -66,224 11,087 27,388 30,121 13,071 Trade payables Financial liabilities -113,026 122 Notes to the Balance Sheet -99,688 94 -239 Other interest and similar income/expenses 2,774 2,751 Reconciliation between net profit and cash inflow/outflow from operating activities Current tax 5,817 6,396 Net profit 2014 Group 2015 Note in € million Cash Flow Statements for Group and Segments BMW Group Total equity and liabilities 1 Other non-cash income and expense items 371 Minority Equity Accumulated other equity 97 GROUP FINANCIAL STATEMENTS 41,027 2,027 -Total 657 -71 7,381 -1,012 6,369 22 -1,904 34- attributable to shareholders interest of BMW AG 5,798 Dividends paid -1,707 -1,707 1 January 2014 35,600 188 35,412 1,136 135 -1,627 Derivative financial instruments differences Securities Currency translation 35,621 19 2,005 34- capital Capital Subscribed Note 31 December 2015 Premium arising on capital increase relating to preferred stock Other changes reserves Subscribed share capital increase out of Authorised Capital Net profit Dividends paid 1 January 2015 in € million 31 December 2014 Subscribed share capital increase out of Authorised Capital Premium arising on capital increase relating to preferred stock Other changes Other comprehensive income for the period after tax Comprehensive income 31 December 2015 Revenue reserves 34- 656 Revenue reserves - Capital reserves Subscribed capital Note 35,621 2,005 656 34- 4,206 -1,592 5,798 15 -1,707 33,122 1,990 656 904 904 6 -1,616 27 7,262 -857 -117 855 893 7,289 -893 -117 -855 -6,396 27 6,369 Dividends paid -857 1 1 22 - Premium arising on capital increase relating to preferred stock - Other changes -541 - Subscribed share capital increase out of Authorised Capital - Other comprehensive income for the period after tax Comprehensive income 31 December 2015 -Net profit 42,764 234 42,530 -1,337 24 132 -81 -10 -71 22 -1,904 -1,904 1 January 2015 37,437 141 -723 - Premium arising on capital increase relating to preferred stock - Other changes -10 -10 -15 15 - Subscribed share capital increase out of Authorised Capital 3,519 19 3,500 -1,616 - Net profit 5,817 -2,298 -2,298 -480 Other comprehensive income for the period after tax Comprehensive income 31 December 2014 37,220 37,437 217 37,220 -480 141 -723 -Derivative financial instruments differences translation Securities Currency -Total Minority interest -Equity attributable to shareholders of BMW AG Accumulated other equity 31 December 2014 217 Net profit - Other comprehensive income for the period after tax Comprehensive income 31 December 2014 1 January 2014 -5,836 -7,524 -170 -253 3,881 -5,406 -140 -458 -3,775 -6,498 177 144 -134 36 -387 -297 Cash inflow/outflow from operating activities - Investment in intangible assets and property, plant and equipment -4,299 -2,840 -1,715 -1,917 -15 23 Intragroup financing and equity transactions Payment of dividend for the previous year Payments into equity Issue/buy-back of treasury shares - Proceeds from the sale of marketable securities and from matured term deposits Cash inflow/outflow from investing activities Investments in marketable securities and term deposits Proceeds from the disposal of investments Expenditure for investments Proceeds from the disposal of intangible assets and property, plant and equipment -823 38 -6,021 -5,791 Result from equity accounted investments Gain/loss on disposal of tangible and intangible assets and marketable securities- Other non-cash income and expense items Change in receivables from sales financing Change in leased products Depreciation and amortisation of other tangible, intangible and investment assets Change in provisions - Other interest and similar income/expenses Reconciliation between net profit and cash inflow/outflow from operating activities Current tax 56 60 -16 -163 Dividends paid -15 14 Changes in working capital 5,913 - Change in inventories Change in trade payables - -10,351 Interest received -180 9,423 11,836 -132 Income taxes paid -161 -133 -2,531 -2,595 Change in other operating assets and liabilities 858 -1,706 419 -2,295 - Change in trade receivables 4,094 -4,715 -136 90-GROUP FINANCIAL STATEMENTS Cash and cash equivalents as at 31 December - Cash and cash equivalents as at 1 January 879 1,783 1,359 5,752 3,952 -1,783 6,775 5,752 -1,023 -1,800 Change in cash and cash equivalents Effect of changes in composition of Group on cash and cash equivalents 904 Income Statements -424 90 Statement of 92 Balance Sheets in € million Group Statement of Changes in Equity BMW Group -264 96 147 Other Disclosures 163 Segment Information 122 Notes to the Balance Sheet of Comprehensive Income 121 Notes to the Statement 113 Notes to the Income Statement 98 Accounting Principles and Policies 98 Notes Equity 96 - Group Statement of Changes in 94 Cash Flow Statements Comprehensive Income _ 90 5,298 -4,814 -7,671 -41 -521 Proceeds from new non-current other financial liabilities -8,787 -773 452 108 Repayment of bonds Proceeds from the issue of bonds -733 Interest paid 2 -1,009 -719 Repayment of non-current other financial liabilities Cash inflow/outflow from financing activities -3,343 -1,073 -429 Change in current other financial liabilities Change in commercial paper -6,130 -4,682 Effect of exchange rate on cash and cash equivalents 10,028 5,927 -1,042 18 70 39 -11 IASB EU 12.11.2009/ 1.1.2018 Financial Instruments IFRS 9 Expected impact on BMW Group Acquisition of an Interest in a Joint Operation application Date of mandatory Date of issue by IASB Standard/Interpretation (b) Financial reporting pronouncements issued by the IASB, but not yet applied No Significant in principle 110 1 Mandatory application in annual periods beginning on or after 1 February 2015. 2 Mandatory application in annual periods beginning on or after 17 June 2014. Insignificant Date of mandatory application 28.10.2010/ Insignificant 19.11.2013/ IFRS 11 IFRS 10, IFRS 12 and IAS 28) 1.1.2015 -6.5.2014 IAS 28 Consolidation Exception (Amendments to IFRS 12/ No 16.12.2011/ -1.1.2016 Investment Entities: Applying the IFRS 10/ Insignificant No -11.9.2014 Sale or Contribution of Assets between an Investor and an Associate or Joint Venture (Amendments to IFRS 10 and IAS 28) IFRS 10/ IAS 28 24.7.2014 18.12.2014 1.7.2014 In the event of involvement in legal proceedings or when claims are brought against a Group entity, provi- sions for litigation and liability risks are recognised when an outflow of resources is probable and a reliable estimate can be made of the amount of the obligation. Management is required to make assumptions with re- spect to the probability of occurrence, the amount in- volved and the duration of the legal dispute. For these reasons, the recognition and measurement of provi- sions for litigation and liability risks are subject to un- certainty. The outcome of legal proceedings is often difficult to predict. Further information is provided in Insignificant Date of Standard/Interpretation 2015: (a) Financial reporting rules applied for the first time in the financial year 2015 The following Standards, Revised Standards, Amendments and Interpretations were applied for the first time in the financial year 8-Financial reporting rules Determining the scope of consolidated companies to be included in the Group Financial Statements may involve the use of judgement. In particular when the BMW Group holds 50% or less of the voting rights, a detailed assessment must be made as to whether sole control, joint control or significant influence applies. For instance, other contractual rights and/or other matters and cir- cumstances could result in the conclusion that the BMW entity concerned controls or jointly controls an entity in which it has a participation. In the latter case, it must then be decided whether the joint arrangement is a joint operation or a joint venture. In making its judgement, the BMW Group must take all contractual arrangements and other circumstances into account, and not just the structure and legal form of the entity. A new assessment is made in the event of any indication of changes in the previous assessment of (joint) control. Further informa- tion is provided in note 2. In addition, judgement is required in particular when assessing whether the risks and rewards incidental to ownership of a leased asset have been transferred for the purposes of determining the classification of leasing arrangements. note 36. If the recognition and measurement criteria relevant for provisions are not fulfilled and the possi- bility of any outflow in settlement is remote, the poten- tial obligation is disclosed as a contingent liability. depending on the product and sales market concerned. Warranty provisions are recognised when the risks and rewards of ownership of the goods are transferred to the dealer or retail customer or when a new category of warranty is introduced. In order to determine the level of the provision, various factors are taken into considera- tion, including estimations based on past experience with the nature and amount of claims. These estima- tions also involve assessing the future level of potential repair costs and price increases per product and mar- ket. Provisions for warranties are adjusted regularly to take account of new circumstances and the impact of any changes recognised in the income statement. Further information is provided in note 36. Similar estimates are also made in conjunction with the measurement of expected reimbursement claims. 109 GROUP FINANCIAL STATEMENTS Estimations are required for the purposes of recognising and measuring provisions for warranty obligations (statutory, contractual and voluntary). In addition to statutorily prescribed manufacturer warranties, the BMW Group also offers various categories of warranty note 35. The calculation of pension provisions requires assump- tions to be made with regard to discount factors, salary trends, employee fluctuation and the life expectancy of employees. As in previous years, discount factors are determined by reference to market yields at the end of the reporting period on high quality corporate bonds. The salary level trend refers to the expected rate of salary increase which is estimated annually depending on inflation and the career development of employees within the Group. Further information is provided in The calculation of deferred tax assets requires assump- tions to be made with regard to the level of future tax- able income and the timing of recovery of deferred tax assets. These assumptions take account of forecast oper- ating results and the impact on earnings of the reversal of taxable temporary differences. Since future busi- ness developments cannot be predicted with certainty and to some extent cannot be influenced by the BMW Group, the measurement of deferred tax assets is sub- ject to uncertainty. Further information is provided in -1.1.2016 note 16. Current income taxes are computed throughout the BMW Group in accordance with tax legislation appli- cable in each relevant country. In situations where a permissible element of discretion has been applied in determining the amount of a tax exposure to be recognised in the financial statements, there is always a possibility that local tax authorities reach a dif- may ferent conclusion. issue by IASB Date of mandatory application IASB Date of mandatory application EU Impact Insignificant -17.6.2014² 1.2.20151 -1.7.2014 12.12.2013 1.1.2014 20.5.2013 Annual Improvements to IFRS 2011-2013 Annual Improvements to IFRS 2010-2012 12.12.2013 Levies Employee Contributions (Amendments to IAS 19) Insignificant 1.2.20151 1.7.2014 21.11.2013 Employment Benefits:- IAS 19 on BMW Group IFRIC 21 1.1.2016 Equity Method in Separate Financial (Amendments to IFRS 11) IAS 16/- IAS 41 (Amendments to IAS 16 and IAS 38) Insignificant 1.1.2016 1.1.2016 12.5.2014 Clarification of Acceptable Methods of Depreciation and Amortisation IAS 38 Agriculture: Bearer Plants - IAS 16/ for Unrealised Losses Insignificant No 1.1.2017 19.1.2016 Recognition of Deferred Tax Assets IAS 12 163 Segment Information (Amendments to IAS 12) 147 Other Disclosures 30.6.2014 1.1.2016 - None 1 The mandatory effective date for the Amendments was deferred by the IASB for an indefinite period on 17 December 2015. 2 Interim standard IFRS 14 will not be endorsed into EU law. in note 27. - No 1.1.2017 -21.5.2015 Insignificant 1.1.2016 1.1.2016 1.1.2016 Statements (Amendments to IAS 27) Annual Improvements to IFRS 2012-2014 Amendments to "International Financial Reporting Standard for Small and Medium- sized Entities" (IFRS for SMEs) None 1.1.2016 -1.1.2016 12.8.2014 IAS 27 (Amendments to IAS 16 and IAS 41) None 25.9.2014 Insignificant Amendments to IAS 7) of Comprehensive Income 92 Balance Sheets Comprehensive Income 11.9.2015 90 Statement of Income Statements 90 No Significant in principle -1.1.2018 IFRS 16 28.5.2014/ IFRS 15- 90-GROUP FINANCIAL STATEMENTS Insignificant No² -1.1.2016 30.1.2014 Regulatory Deferral Accounts IFRS 14 Revenue from Contracts with Customers 122 Notes to the Balance Sheet Leases 1.1.2019 Insignificant No 1.1.2017 29.1.2016 Cash Flow Statements (Initiative to Improve Disclosure Requirements - IAS 7 113 Notes to the Income Statement 121 Notes to the Statement Policies 13.1.2016 -Significant in principle 1.1.2016 Significant in principle 18.12.2014 Presentation of Financial Statements (Initiative to Improve Disclosure Require- ments Amendments to IAS 1) 98-Accounting Principles and 98-Notes IAS 1 96 Group Statement of Changes in Equity 94 Cash Flow Statements -No -1.1.2016 these purposes, the main factors taken into consideration are past experience, current market data (such as the level of financing business arrears), rating classes and scoring information. Further information is provided -7.53 The bad debt risk relating to receivables from sales financing is assessed regularly by the BMW Group. For Share-based remuneration programmes expected to be settled in cash are revalued to their fair value at each balance sheet date between the grant date and the settle- ment date and on the settlement date itself. The ex- pense for such programmes is recognised in the income statement (as personnel expense) over the vesting pe- riod of the programmes and recognised in the balance sheet as a provision. Share-based remuneration programmes which are ex- pected to be settled in shares are, in accordance with IFRS 2 (Share-based Payments), measured at their fair value at grant date. The related expense is recognised in the income statement (as personnel expense) over the vesting period, with a contra (credit) entry recorded against capital reserves. as attributable to each category of stock, by the average number of outstanding shares. The net profit is accord- ingly allocated to the different categories of stock. The portion of the Group net profit for the year which is not being distributed is allocated to each category of stock based on the number of outstanding shares. Profits available for distribution are determined directly on the basis of the dividend resolutions passed for common and preferred stock. Diluted earnings per share are dis- closed separately. Basic earnings per share are computed in accordance with IAS 33 (Earnings per Share). Basic earnings per share are calculated for common and preferred stock by dividing the Group net profit after minority interests, In accordance with IAS 20 (Accounting for Government Grants and Disclosure of Government Assistance), public sector grants are not recognised until there is rea- sonable assurance that the conditions attaching to them have been complied with and the grants will be received. The resulting income is recognised in cost of sales over the periods necessary to match them with the related costs which they are intended to compensate. Cost of sales comprises the cost of products sold and the acquisition cost of purchased goods sold. In addition to directly attributable material and production costs, it also includes statutory and non-statutory warranty ex- penses, research costs, non-capitalised development costs, amortisation on capitalised development costs, production-related overheads (including depreciation of property, plant and equipment and amortisation of other intangible assets relating to production), write-downs on inventories, freight and insurance costs relating to deliveries to dealers and agency fees on direct sales. Expenses which are directly attributable to financial services business (including depreciation on leased products), the interest expense from refinancing the en- tire financial services business as well as the expense of risk provisions and write-downs relating to such busi- ness are also reported in cost of sales. of the lease. Interest income from finance leases and from customer and dealer financing are recognised using the effective interest method and reported as rev- enues within the line item "Interest income on loan financing". If the sale of products includes a determina- ble amount for subsequent services (multiple-compo- nent contracts), the related revenues are deferred and recognised as income over the relevant service period. Amounts are normally recognised as income by reference to the pattern of related expenditure. Profits arising on the sale of vehicles for which a Group company retains a repurchase commitment (buy-back contracts) are not recognised until such profits have been realised. The difference between the sales and buy-back price is ac- counted for as deferred income and recognised in in- stalments as revenue over the contract term. 122 Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information of Comprehensive Income 113 Notes to the Income Statement 121 Notes to the Statement 98-Accounting Principles and Policies 98-Notes 96 Group Statement of Changes in Equity 94 Cash Flow Statements 92 Balance Sheets Comprehensive Income 90 Statement of The share-based remuneration programme for Board of Management members and senior heads of depart- ment entitles BMW AG to elect whether to settle its commitments in cash or with shares of BMW AG com- mon stock. Following the decision to settle in cash, this programme is accounted for as a cash-settled share- based transaction. Further information on share-based remuneration programmes is provided in note 19. Purchased and internally-generated intangible assets are recognised as assets in accordance with IAS 38 (Intangible Assets), where it is probable that the use of the asset will generate future economic benefits and where the costs of the asset can be determined reliably. Such assets are measured at acquisition and/or manu- facturing cost and, to the extent that they have a finite useful life, amortised over their estimated useful lives. With the exception of capitalised development costs, intangible assets are generally amortised over their esti- mated useful lives of between three and 20 years. 103 GROUP FINANCIAL STATEMENTS Development costs for vehicle and engine projects are capitalised at manufacturing cost, to the extent that attributable costs can be measured reliably and both technical feasibility and successful marketing are assured. It must also be probable that the devel- opment expenditure will generate future economic benefits. Capitalised development costs comprise all expenditure that can be attributed directly to the de- velopment process, including development-related overheads. Capitalised development costs are amor- tised systematically over the estimated product life (usually four to eleven years) following the start of production. 90-GROUP FINANCIAL STATEMENTS Income Statements 104 Where Group products are recognised by BMW Group entities as leased products under operating leases, they are measured at manufacturing cost. All other leased products are measured at acquisition cost. All leased products are depreciated over the period of the lease using the straight-line method down to their expected residual value. Changes in residual value expectations are recognised - in situations where the recoverable amount of the lease exceeds the asset's carrying amount – by adjusting scheduled depreciation prospectively over the remaining term of the lease contract. If the recover- able amount is lower than the asset's carrying amount, an impairment loss is recognised for the shortfall. A test is carried out at each balance sheet date to determine whether an impairment loss recognised in prior years no longer exists or has decreased. In these cases, the carry- ing amount of the asset is increased to the recoverable amount. The higher carrying amount resulting from the ties. In accordance with IAS 17, assets leased under finance leases are measured at their fair value at the inception of the lease or at the present value of the lease payments, if lower. The assets are depreciated using the straight- line method over their estimated useful lives or over the lease period, if shorter. The obligations for future lease instalments are recognised as other financial liabili- Non-current assets also include assets relating to leases. The BMW Group uses property, plant and equipment as lessee on the one hand and leases out vehicles produced by the Group and other brands as lessor on the other. IAS 17 (Leases) contains rules for determining, on the basis of risks and rewards, the economic owner of the assets. In the case of finance leases, the assets are at- tributed to the lessee and in the case of operating leases the assets are attributed to the lessor. As a general rule, borrowing costs are not included in acquisition or manufacturing cost. Borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are recognised as a part of the cost of that asset in accordance with IAS 23 (Borrowing Costs). The cost of internally constructed plant and equipment comprises all costs which are directly attributable to the manufacturing process as well as an appropriate pro- portion of production-related overheads. This includes production-related depreciation and an appropriate proportion of administrative and social costs. 90 For machinery used in multiple-shift operations, depre- ciation rates are increased to account for the additional utilisation. 8 to 50 Other equipment, factory and office equipment Factory and office buildings, residential buildings, fixed installations in buildings and outside facilities. Plant and machinery. Systematic depreciation is based on the following useful lives, applied throughout the BMW Group: All items of property, plant and equipment are consid- ered to have finite useful lives. They are recognised at acquisition or manufacturing cost less scheduled de- preciation based on the estimated useful lives of the assets. Depreciation on property, plant and equipment reflects the pattern of their usage and is generally com- puted using the straight-line method. Components of items of property, plant and equipment with different useful lives are depreciated separately. the Group's share of the fair value of the individually identifiable assets acquired and liabilities and contin- gent liabilities assumed. in years Goodwill arises on first-time consolidation of an ac- quired business when the cost of acquisition exceeds 3 to 21 2 to 25 90-GROUP FINANCIAL STATEMENTS Income Statements 102 the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and costs incurred or to be incurred in respect of the sale can be measured reliably. Revenues are stated net of settlement discount, bonuses and rebates. Revenues also include lease rentals and interest income earned in conjunction with finan- cial services. Revenues from leasing instalments relate to operating leases and are recognised in the income statement on a straight line basis over the relevant term Korean Won Russian Rouble Japanese Yen Chinese Renminbi British Pound US Dollar 2014 2015 1.09 Average rate Closing rate The exchange rates of those currencies which have a material impact on the Group Financial Statements were as follows: Foreign currency receivables and payables in the single entity accounts of BMW AG and subsidiaries are re- corded, at the date of the transaction, at cost. At the end of the reporting period, foreign currency receivables and payables are translated at the closing exchange rate. The resulting unrealised gains and losses as well as the subsequent realised gains and losses arising on settle- ment are recognised in the income statement in accord- ance with the underlying substance of the relevant transactions. statement are also recognised directly in accumulated other equity. counted for as a general rule using the equity method when significant influence can be exercised (IAS 28 Investments in Associates and Joint Ventures). As a general rule, there is a rebuttable assumption that the Group has significant influence if it holds between 20% and 50% of the associated company's or joint venture's voting power. The financial statements of consolidated companies which are drawn up in a foreign currency are translated using the functional currency concept (IAS 21 The Effects of Changes in Foreign Exchange Rates) and the modified closing rate method. The functional currency of a subsidiary is determined as a general rule on the basis of the primary economic environment in which it operates and corresponds therefore usually to the rele- vant local currency. Income and expenses of foreign subsidiaries are translated in the Group Financial State- ments at the average exchange rate for the year, and assets and liabilities are translated at the closing rate. Exchange differences arising from the translation of shareholders' equity are recognised directly in accumu- lated other equity. Exchange differences arising from the use of different exchange rates to translate the income In November 2009 the IASB issued IFRS 9 (Financial Instruments) as part of a project to revise the accounting for financial instruments. This Standard marks the first 5-Foreign currency translation 31.12.2015 ―31.12.2014 90 1.21 1.33 Revenues from the sale of products are recognised when the risks and rewards of ownership of the goods are transferred to the dealer or customer, provided that The financial statements of BMW AG and of its subsidi- aries in Germany and elsewhere have been prepared for consolidation purposes using uniform accounting poli- cies in accordance with IFRS 10 (Consolidated Financial Statements). 6-Accounting policies 51.03 -1,397.80 68.01 1,255.38 -70.98 -1,324.84 79.91 1,278.92 140.38 1.11 -134.28 130.74 8.19 6.97 -7.07 0.81 0.73 0.78 0.74 144.95 90 Statement of Comprehensive Income 92 Balance Sheets Provisions for pensions are recognised using the pro- jected unit credit method in accordance with IAS 19 (Employee Benefits). Under this method, not only obli- gations relating to known vested benefits at the re- porting date are recognised, but also the effect of future increases in pensions and salaries. This involves taking account of various input factors which are evaluated on a prudent basis. The calculation is based on an inde- pendent actuarial valuation which takes into account all relevant biometric factors. of the balance sheet as "Liabilities in conjunction with assets held for sale". Assets held for sale and disposal groups held for sale are presented separately in the balance sheet in accord- ance with IFRS 5, if the carrying amount of the relevant assets will be recovered principally through a sale trans- action rather than through continuing use. This situa- tion only arises if the assets can be sold immediately in their present condition, the sale is expected to be completed within one year from the date of classifica- tion and the sale is highly probable. At the date of classification, property, plant and equipment, intangible assets and disposal groups which are being held for sale are measured at the lower of their carrying amount and their fair value less costs to sell and scheduled depre- ciation/amortisation ceases. This does not apply, how- ever, to items within the disposal group which are not covered by the measurement rules contained in IFRS 5. Simultaneously, liabilities directly related to the sale are presented separately on the equity and liabilities side Cash and cash equivalents comprise mainly cash on hand and cash at bank with an original term of up to three months. Borrowing costs are not included in the acquisition or manufacturing cost of inventories. Work in progress and finished goods are stated at the lower of average manufacturing cost and net realisable value. Manufacturing cost comprises all costs which are directly attributable to the manufacturing process and an appropriate proportion of production-related overheads. This includes production-related deprecia- tion and an appropriate proportion of administrative and social costs. Inventories of raw materials, supplies and goods for resale are stated at the lower of average acquisition cost and net realisable value. tax assets also include claims to future tax reductions which arise from the expected usage of existing tax losses available for carryforward to the extent that fu- ture usage is probable. Deferred taxes are computed using enacted or planned tax rates which are expected to apply in the relevant national jurisdictions when the amounts are recovered. Remeasurements of the net defined benefit liability for pension plans are recognised, net of deferred tax, directly in equity (revenue reserves). 107 GROUP FINANCIAL STATEMENTS come statement. The fair values of the derivative financial instruments are measured using market information and recognised valuation techniques. In those cases where hedge ac- counting is applied, changes in fair value are recognised either in profit or loss or in other comprehensive in- come as a component of accumulated other equity, de- pending on whether the transactions are classified as fair value hedges or cash flow hedges. In the case of fair value hedges, the results of the fair value measurement of the derivative financial instruments and the related hedged items are recognised in the income statement. In the case of fair value changes in cash flow hedges which are used to mitigate the future cash flow risk on a recognised asset or liability or on forecast transactions, unrealised gains and losses on the hedging instrument are recognised initially directly in accumulated other equity. Any such gains or losses are recognised subse- quently in the income statement when the hedged item (usually external revenue) is recognised in the in- come statement. The portion of the gains or losses from fair value measurement not relating to the hedged item is recognised immediately in the income statement. If, contrary to the normal case within the BMW Group, hedge accounting cannot be applied, the gains or losses from the fair value measurement of derivative finan- cial instruments are recognised immediately in the in- If there are no quoted prices on active markets for deriva- tive financial instruments, credit risk is taken into ac- count as an adjustment to the fair value of the financial instrument. The BMW Group applies the option of measuring the credit risk for a group of financial assets and financial liabilities on the basis of its net exposure. Portfolio-based value adjustments to the individual finan- cial assets and financial liabilities are allocated using the relative fair value approach (net method). measured in accordance with IAS 39 at their fair value, irrespective of their purpose or the intention for which they are held. All derivative financial instruments (such as interest, currency and combined interest/currency swaps, for- ward currency and forward commodity contracts) are ments. Derivative financial instruments are only used within the BMW Group for hedging purposes in order to reduce currency, interest rate, fair value and market price risks from operating activities and related financing require- Items are presented as financial assets to the extent that they relate to financing transactions. In accordance with IAS 12 (Income Taxes), deferred taxes are recognised on all temporary differences be- tween the tax and accounting bases of assets and lia- bilities and on consolidation procedures. Deferred The recognition of impairment losses on receivables relating to industrial business is also, as far as possible, based on the same procedures applied to financial ser- vices business. Impairment losses (write-downs and allowances) on receivables are always recorded on separate accounts and derecognised at the same time the corresponding receivables are derecognised. Net interest expense on the net defined benefit liability and/or net interest income on the net defined benefit asset are presented separately within the financial result. All other costs relating to allocations to pension pro- visions are allocated to costs by function in the income Other provisions are recognised when the BMW Group has a present obligation (legal or constructive) arising from past events, the settlement of which is probable and when a reliable estimate can be made of the amount of the obligation. Measurement of provisions is based on the best estimate of the expenditure required to settle the present obligation at the end of the reporting period. Non-current provisions with a remaining period of more than one year are discounted to the present value of the expenditures expected to settle the obliga- tion at the end of the reporting period. The BMW Group regularly checks the recoverability of its leased products. One of the main assumptions re- quired for leased products relates to their residual value since this represents a significant portion of future cash inflows. In order to estimate the level of prices likely to be achieved in the future, the BMW Group incorpo- rates internally available historical data, current market data and forecasts of external institutions into its cal- culations. Internal back-testing is applied to validate the estimations made. Further information is provided in note 24. Estimations are required to assess the recoverability of a cash-generating unit (CGU). If the recoverability of an asset is being tested at the level of a CGU, assumptions must be made with regard to future cash inflows and outflows, involving in particular an assessment of the forecasting period to be used and of developments after that period. For the purposes of determining future cash inflows and outflows, management applies fore- casting assumptions which are continually brought up to date and regularly compared with external sources of information. The assumptions used take account in particular of expectations of the profitability of the product portfolio, future market share developments, macro-economic developments (such as currency, inter- est rate and raw materials), the legal environment and past experience. The preparation of the Group Financial Statements in accordance with IFRS requires management to make certain assumptions and judgements and to use estimates that can affect the reported amounts of assets and lia- bilities, revenues and expenses and contingent liabilities. Major items requiring assumptions and estimations are described below. The assumptions used are con- tinuously checked for their validity. Actual amounts could differ from the assumptions and estimations used if business conditions develop differently to the Group's expectations. 7- Assumptions, judgements and estimations has no liabilities which are held for trading. Liabilities from finance leases are stated at the present value of of Comprehensive Income 122 Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information 113 Notes to the Income Statement 121 Notes to the Statement 98-Accounting Principles and Policies statement. 98-Notes 94 Cash Flow Statements 92 Balance Sheets Comprehensive Income 90 Statement of 90 90-GROUP FINANCIAL STATEMENTS Income Statements 108 Financial liabilities are measured on first-time recogni- tion at cost which corresponds to the fair value of the consideration given. Transaction costs are also taken into account except for financial liabilities allocated to the category "financial liabilities measured at fair value through profit or loss". Subsequent to initial recogni- tion, liabilities are – with the exception of derivative financial instruments - measured at amortised cost using the effective interest method. The BMW Group 96 Group Statement of Changes in Equity the future lease payments and disclosed under other financial liabilities. Impairment losses on receivables relating to financial services business are recognised using a uniform meth- odology that is applied throughout the Group and meets the requirements of IAS 39. This methodology results in the recognition of impairment losses both on individual assets and on groups of assets. If there is objective evi- dence of impairment, the BMW Group recognises im- pairment losses on the basis of individual assets. Within the retail customer business, the existence of overdue balances or the incidence of similar events in the past are examples of such objective evidence. In the event of overdue receivables, impairment losses are always rec- ognised individually based on the length of period of the arrears. In the case of dealer financing receivables, the allocation of the dealer to a corresponding rating category is also deemed to represent objective evidence of impairment. If there is no objective evidence of im- pairment, impairment losses are recognised on financial assets using a portfolio approach based on similar groups of assets. Company-specific loss probabilities and loss ratios, derived from historical data, are used to measure impairment losses on similar groups of assets. of Comprehensive Income 122 Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information Financial assets are accounted for on the basis of the set- tlement date. On initial recognition, they are measured at their fair value. Transaction costs are included in the fair value unless the financial assets are allocated to the category "financial assets measured at fair value through profit or loss". A financial instrument is a contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity. Once a BMW Group entity becomes party to such to a contract, the financial instrument is recognised either as a financial asset or as a financial liability. classified. No held-for-trading financial assets are in- cluded under this heading. 105 GROUP FINANCIAL STATEMENTS Non-current marketable securities are measured accord- ing to the category of financial asset to which they are Investments in non-consolidated Group companies, non-consolidated joint operations and interests in asso- ciated companies, joint ventures and participations not accounted for using the equity method, are reported as Other investments, measured at their fair value. If this value is not available or cannot be determined relia- bly, they are measured at cost. Investments accounted for using the equity method are (except when the investment is impaired) measured at the Group's share of equity taking account of fair value adjustments on acquisition. As an exception from this rule, the associated company, THERE Holding B.V., Amsterdam, is included in the Group Financial State- ments for the financial year 2015 at its acquisition cost (at 4 December 2015). Investments accounted for using the equity method comprise joint ventures and signifi- cant associated companies. If the reason for a previously recognised impairment loss no longer exists, the impairment loss is reversed up to the level of the recoverable amount, capped at the level of rolled-forward amortised cost. This does not apply to goodwill: previously recognised impair- ment losses on goodwill are not reversed. No reversals of impairment losses were recorded in the financial year 2015. The Group's financial assets are allocated to either cash funds or to the categories "loans and receivables", "available-for-sale", "held for trading" or "fair value take account in particular of expectations of the profita- bility of the product portfolio, future market share de- velopments, macro-economic developments (such as currency, interest rate and raw materials prices) as well as the legal environment and past experience. Cash flows of the Automotive and Motorcycles CGUs are dis- counted using a risk-adjusted pre-tax weighted average cost of capital (WACC) of 12.0% (2014: 12.0%). In the case of the Financial Services CGU, a sector-compatible pre-tax cost of equity capital of 13.4% (2014: 13.4%) is applied. In conjunction with the impairment tests for CGUs, sensitivity analyses are performed for the main assumptions. Analyses performed in the year under re- port confirmed, as in the previous year, that no impair- ment loss was required to be recognised. If there is any evidence of impairment of non-financial assets (except inventories and deferred taxes), or if an annual impairment test is required to be carried out – i.e. for intangible assets not yet available for use, intan- gible assets with an indefinite useful life and goodwill acquired as part of a business combination – an impair- ment test pursuant to IAS 36 (Impairment of Assets) is performed. Each individual asset is tested separately unless the cash flows generated by the asset cannot be distinguished to a large degree from the cash flows generated by other assets or groups of assets (cash-gen- erating units/CGUs). For the purposes of the impair- ment test, the asset's carrying amount is compared with its recoverable amount, the latter defined as the higher of the asset's fair value less costs to sell and its value in use. An impairment loss is recognised when the recover- able amount is lower than the asset's carrying amount. Fair value is the price that would be received to sell an asset in an orderly transaction between market partici- pants at the measurement date. The value in use corre- sponds to the present value of future cash flows ex- pected to be derived from an asset or group of assets. reversal may not, however, exceed the rolled-forward amortised cost of the asset. of Comprehensive Income 122 Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information 113 Notes to the Income Statement 121 Notes to the Statement 98-Accounting Principles and Policies 98-Notes 96 Group Statement of Changes in Equity 94 Cash Flow Statements The first step of the impairment test is to determine the value in use of an asset. If the calculated value in use is lower than the carrying amount of the asset, then its fair value less costs to sell are also determined. If the lat- ter is also lower than the carrying amount of the asset, then an impairment loss is recorded, reducing the car- rying amount to the higher of the asset's value in use or fair value less costs to sell. The value in use is deter- mined on the basis of a present value computation. Cash flows used for the purposes of this calculation are derived from long-term forecasts approved by manage- ment. The long-term forecasts themselves are based on detailed forecasts drawn up at an operational level and, based on a planning period of six years, correspond roughly to a typical product's life-cycle. For the pur- poses of calculating cash flows beyond the planning pe- riod, the asset's assumed residual value does not take growth into account. Forecasting assumptions are con- tinually brought up to date and regularly compared with external sources of information. The assumptions used Receivables from sales financing comprise receivables from retail customer, dealer and lease financing. option". - a measurement or recognition inconsistency ("ac- counting mismatch") is eliminated or significantly reduced or 113 Notes to the Income Statement 121 Notes to the Statement 98-Accounting Principles and Policies 98-Notes 96 Group Statement of Changes in Equity 94 Cash Flow Statements 92 Balance Sheets Comprehensive Income 90 Statement of The prerequisite for categorising an item as a “financial asset measured at fair value through profit and loss" is that 90 106 With the exception of derivative financial instruments, all receivables and other current assets relate to loans and receivables which are not held for trading. All such items are measured at amortised cost. Appropriate impairment losses are recognised to take account of all identifiable risks. In accordance with IAS 39 (Financial Instruments: Recognition and Measurement), assessments are made regularly as to whether there is any objective evidence that a financial asset or group of assets may be impaired. Available-for-sale financial assets are written down if there is objective evidence that impairment has occurred. In the case of equity capital instruments that are listed on a stock market, it is assumed that an item is impaired if its fair value falls significantly (more than 20%) or on a prolonged basis (more that 5% over nine months) be- low acquisition cost. Impairment losses identified after carrying out an impairment test are recognised as an ex- pense. Gains and losses on available-for-sale financial assets are recognised directly in other accumulated equity until the financial asset is disposed of or is deter- mined to be impaired, at which time the cumulative loss previously recognised in other comprehensive income is reclassified to profit or loss for the period. Loans and receivables which are not held for trading and held-to-maturity financial investments with a fixed term are measured at amortised cost using the effec- tive interest method. All financial assets for which pub- lished price quotations in an active market are not avail- able and whose fair value cannot be determined reliably are required to be measured at cost. Available-for-sale assets include non-current invest- ments, securities and investment fund shares. This cate- gory includes all non-derivative financial assets which are not classified as "loans and receivables" or "held-to- maturity investments" or as items measured "at fair value through profit and loss". value of available-for-sale financial assets is measured using appropriate valuation techniques e.g. discounted cash flow analysis based on market information available at the balance sheet date. Financial assets, for which the fair value option is ap- plied, include other investments, and remain in the relevant balance sheet line item after initial recognition. Gains and losses are presented in the income statement line item "Other financial result" and interest income and expenses are presented within the net interest result. Subsequent to initial recognition, financial assets which are available-for-sale or held-for-trading or for which the fair value option is applied, are measured at their fair value. When market prices are not available, the fair - a group of financial instruments is managed, and its performance evaluated, on a fair value basis or the financial instrument contains one or more embedded derivatives that are required to be separated. 90-GROUP FINANCIAL STATEMENTS Income Statements of three phases of the IASB project to replace the exist- ing IAS 39 (Financial Instruments: Recognition and Measurement). The first phase deals initially only with 101 GROUP FINANCIAL STATEMENTS Investments accounted for using the equity method (joint ventures and associated companies) are meas- ured at the BMW Group's share of equity, taking account of fair value adjustments. Any difference be- tween the cost of investment and the Group's share of equity is accounted for in accordance with the acquisi- tion method. Investments in other companies are ac- Expense relating to interest impact on other long-term provisions 2014 111,905 -105,743 -7,783 -7,560 119,688 113,303 The number of employees at the end of the reporting period is disclosed in the Combined Management Report. 119 GROUP FINANCIAL STATEMENTS Fee expense The fee expense pursuant to § 314 (1) no. 9 HGB recog- nised in the financial year 2015 for the Group auditor in € million and its network of audit firms amounted to €23 mil- lion (2014: €23 million) and consists of the following: 2015 2014 Audit of financial statements thereof KPMG AG Wirtschaftsprüfungsgesellschaft Other attestation services - thereof KPMG AG Wirtschaftsprüfungsgesellschaft Tax advisory services thereof KPMG AG Wirtschaftsprüfungsgesellschaft- Other services thereof KPMG AG Wirtschaftsprüfungsgesellschaft- Fee expense thereof KPMG AG Wirtschaftsprüfungsgesellschaft 15 -15 4 3 4 2 2015 year number of employees during the average number 54,499,460 54,259,767 € 9.70 8.83 € 9.72 8.85 3.20 2.90 3.22 2.92 relevant financial years. As in the previous year, diluted earnings per share correspond to basic earnings per 2 share. 2014 8,887 8,094 1,983 -1,670 10,870 9,764 Personnel expenses include €48 million (2014: €42 mil- lion) of expenditure incurred to adjust the workforce size. Employees thereof 214 (2014: 186) at proportionately-consolidated entities Apprentices and students gaining work experience thereof 2 (2014: 2) at proportionately-consolidated entities Average number of employees The was: 2015 -3 1 1 The total carrying amount of the provision for the share- based remuneration component of current and former Board of Management members and senior heads of department at 31 December 2015 was €4,989,668 (2014: €3,096,674). The total expense recognised in 2015 for the share-based remuneration component of current and former Board of Management members and senior heads of depart- ment was €1,892,994 (2014: €1,449,486). The fair value of the programmes for Board of Manage- ment members and senior heads of department at the date of grant of the share-based remuneration compo- nents was €1,605,147 (2014: €1,479,939), based on a total of 18,143 shares (2014: 17,712 shares) of BMW AG common stock or a corresponding cash-based settle- ment measured at the relevant market share price pre- vailing on the grant date. Further details on the remuneration of the Board of Management are provided in the 2015 Compensation Report, which is part of the Combined Management Report. Other assets Other investments Leased products Property, plant and equipment Intangible assets in € million Tax increases as a result of non-deductible expenses and tax reductions due to tax-exempt income de- creased significantly compared to one year earlier. As in the previous year, tax increases as a result of non- tax-deductible expenses were attributable primarily to the impact of non-recoverable withholding taxes and transfer price issues. 163 Segment Information 147 Other Disclosures 122 Notes to the Balance Sheet of Comprehensive Income 121 Notes to the Statement 113-Notes to the Income Statement 98 Accounting Principles and Policies 98-Notes 96 Group Statement of Changes in Equity 94 Cash Flow Statements 92 Balance Sheets Comprehensive Income 90 Statement of 90 90-GROUP FINANCIAL STATEMENTS Income Statements 33.2% 30.7% 2,890 The cash-settlement obligation for the share-based re- muneration component is measured at its fair value at the balance sheet date (based on the closing price of BMW AG common stock in Xetra trading at 31 Decem- ber 2015). The share-based remuneration component is measured at its fair value at each balance sheet date between grant and settlement date, and on the settlement date itself. The appropriate amounts are recognised as personnel expense on a straight-line basis over the vesting period and reported in the balance sheet as a provision. With effect from the financial year 2012, qualifying senior heads of department are also entitled to opt for a share-based remuneration component, which, in most respects, is comparable to the share-based remunera- tion arrangements for Board of Management members. four years. Once the holding period is fulfilled, BMW AG grants one additional share of BMW AG common stock for each three held or, at its discretion, pays the equiva- lent amount in cash (share-based remuneration com- ponent). Special rules apply in the case of death or in- validity of a Board of Management member or early termination of the contractual relationship before ful- filment of the holding period. 23 -7 23 -6 The total fee comprises expenses recorded by BMW AG, Munich, and all consolidated subsidiaries. The fee expense shown for KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin, relates only to services provided on behalf of BMW AG, Munich, and its German subsidiaries. Government grants and government assistance Income from asset-related and performance-related grants, amounting to €33 million (2014: €30 million) 19-Share-based remuneration The BMW Group operates three share-based remunera- tion programmes, namely the Employee Share Pro- gramme (for entitled employees), share-based com- mitments to members of the Board of Management and share-based commitments to senior heads of de- partment. In the case of the Employee Share Programme, non- voting shares of preferred stock in BMW AG were granted to qualifying employees during the financial year 2015 at favourable conditions (see note 34 for the number and price of issued shares). The holding pe- riod for these shares is up to 31 December 2018. The BMW Group recorded a personnel expense of €6 mil- lion (2014: €6 million) for the Employee Share Pro- and €132 million (2014: €73 million) respectively, were recognised in the income statement in 2015. A large part of these amount to public sector grants for the promotion of regional structures and to subsidies for plant expansion. gramme in 2015, corresponding to the difference between the market price and the reduced price of the shares of preferred stock purchased by employees. The Board of Management reserves the right to decide anew each year with respect to an Employee Share Programme. For financial years beginning after 1 January 2011, BMW AG has added a share-based remuneration com- ponent to the existing compensation system for Board of Management members. Each Board of Management member is required to invest 20% of his/her total bonus (after tax) in shares of BMW AG common stock, which are recorded in a separate custodian account for each member concerned (annual tranche). Each annual tranche is subject to a holding period of 601,995,196 120 90 90 Statement of Comprehensive Income 92 Balance Sheets 94 Cash Flow Statements 96 Group Statement of Changes in Equity 98-Notes 98 Accounting Principles and Policies 113-Notes to the Income Statement 121-Notes to the Statement of Comprehensive Income 122 Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information 90-GROUP FINANCIAL STATEMENTS Income Statements number 601,995,196 - thereof pension costs: €1,250 million (2014: €991 million) Personnel expenses Social security, retirement and welfare costs 2,654 2,827 478 602 Eliminations 3,281 2,945 -715 690 12,435 12,261 12,104 11,678 Valuation allowance -502 -496 Netting -9,988 -9,704 -9,988 -9,704 Deferred taxes 1,945 2,061 2,116 1,974 Net 87 -171 95 178 -4,175 4,187 The line "Other variances" comprises primarily recon- ciling items relating to the Group's share of results of equity accounted investments. The allocation of deferred tax assets and liabilities to balance sheet line items at 31 December is shown in the following table: Deferred tax assets - Deferred tax liabilities - 2015 2014 2015 2014 -12 10 11 1,977 -1,706 20 Liabilities 50 400 -367 393 -6,260 5,486 5 5 11 1,363 -1,289 2,109 2,687 548 - 566 -376 2,828 117 GROUP FINANCIAL STATEMENTS Tax losses available for carryforward - for the most part usable without restriction - amounted to €468 mil- lion (2014: €469 million). This includes an amount of €345 million (2014: €228 million), for which a valuation allowance of €100 million (2014: €74 million) was rec- ognised on the related deferred tax asset. For entities with tax losses available for carryforward, a net surplus of deferred tax assets over deferred tax liabilities is re- ported at 31 December 2015 amounting to €104 mil- lion (2014: €140 million). Deferred tax assets are recog- nised on the basis of management's assessment of whether it is probable that the relevant entities will gen- erate sufficient future taxable profits, against which deductible temporary differences can be offset. 5,798.1 € million € million 5,839.6 529.8 - 5,317.7 480.4 90-GROUP FINANCIAL STATEMENTS Income Statements 90 90 Statement of Comprehensive Income 92 Balance Sheets 94 Cash Flow Statements 96 Group Statement of Changes in Equity 98-Notes 98 Accounting Principles and Policies Average number of common stock shares in circulation Average number of preferred stock shares in circulation Basic earnings per share of common stock Basic earnings per share of preferred stock Dividend per share of common stock Dividend per share of preferred stock *Proposal by management. Basic earnings per share of preferred stock are com- puted on the basis of the number of preferred stock shares entitled to receive a dividend in each of the 18-Other disclosures relating to the income statement 113-Notes to the Income Statement 121 Notes to the Statement of Comprehensive Income 122 Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information Personnel expenses The income statement includes personnel costs as follows: in € million Wages and salaries 6,369.4 € million 2014 2015 Capital losses available for carryforward in the United Kingdom which do not relate to ongoing operations in € million increased to €2,234 million due to exchange rate factors (2014: €2,112 million). As in previous years, deferred tax assets recognised on these tax losses - amounting to €402 million at the end of the reporting period (2014: €422 million) – were fully written down since they can only be utilised against future capital gains. Netting relates to the offset of deferred tax assets and liabilities within individual separate entities or tax groups to the extent that they relate to the same tax authorities. Deferred taxes recognised directly in equity amounted to €2,004 million (2014: €1,889 million), an increase of €115 million (2014: €1,438 million) compared to the end of the previous year. The change includes an increase in deferred taxes recognised in conjunction with cur- rency translation amounting to €43 million (2014: €9 mil- lion). Changes in deferred tax assets and liabilities during the reporting period can be summarised as follows: 2015 2014 Deferred taxes at 1 January (assets (-)/liabilities (+)) Deferred tax expense (+)/income (-) recognised through income statement Change in deferred taxes recognised directly in equity. Exchange rate impact and other changes Deferred taxes at 31 December (assets (-)/liabilities (+)) -87 839 Deferred tax assets on tax loss carryforwards and capital losses before allowances totalled €548 million (2014: €566 million). After valuation allowances of €502 million (2014: €496 million), their carrying amount stood at €46 million (2014: €70 million). -77 -72 -1,429 253 387 171 -87 Changes in deferred tax assets and liabilities include changes relating to items recognised either through the income statement or directly in equity as well as the impact of exchange rate and other factors. Deferred taxes recognised directly in equity increased in total by €72 million (2014: €1,429 million). Of this amount, €520 million (2014: €759 million) related to the fair value measurement of derivative financial instruments and marketable securities (recognised directly in equity), shown in the summary above in the line items "Other assets" and "Liabilities". Working in the opposite direc- tion, deferred taxes relating to remeasurements of the net defined benefit liability for pension plans (recognised directly in equity), shown in the summary above in the line item "Provisions", fell by €448 million (2014: increase of €670 million). Deferred taxes are not recognised on retained profits of €33.7 billion (2014: €30.7 billion) of foreign subsidiaries, as it is intended to invest these profits to maintain and expand the business volume of the relevant companies. A computation was not made of the potential impact of income taxes on the grounds of disproportionate ex- pense. The tax returns of BMW Group entities are checked regularly by German and foreign tax authorities. Taking account of a variety of factors - including existing inter- pretations, commentaries and legal decisions taken re- lating to the various tax jurisdictions and the BMW Group's past experience - adequate provision has, to the extent identifiable and probable, been made for potential future tax obligations. 118 17- Earnings per share Net profit for the year after minority interest Profit attributable to common stock Profit attributable to preferred stock -116 -153 --91 Effective tax rate 63,396 Group cost of sales include €19,449 million (2014: €16,485 million) relating to Financial Services business. Manufacturing costs include impairment losses on intangible assets and property, plant and equipment totalling €3 million (2014: €– million). Cost of sales is reduced by public-sector subsidies in the form of reduced taxes on assets and reduced consumption- in € million based taxes amounting to €71 million (2014: €54 mil- lion). Total research and development expenditure comprises research costs, non-capitalised development costs and capitalised development costs (excluding scheduled amortisation). Total research and development expendi- ture was as follows: 2015 2014 Research and development expenses Amortisation New expenditure for capitalised development costs Total research and development expenditure 4,271 4,135 -1,166 -1,068 2,064 -1,499 5,169 4,566 11-Selling and administrative expenses Selling expenses amounted to €5,758 million (2014: €5,344 million) and comprise mainly marketing, adver- tising and sales personnel costs. Administrative expenses amounted to €2,875 million (2014: €2,548 million) and comprise expenses for administration not attributable to development, pro- duction or sales functions. 114 12-Other operating income and expenses in € million 2015 2014 Exchange gains 323 311 3,072 4,747 74,043 362 547 6,716 3,253 - 2,881 3,133 -2,776 92,175 80,401 An analysis of revenues by segment and geographical region is shown in the segment information in note 49. 10-Cost of sales Cost of sales comprises: in € million Manufacturing costs Research and development expenses Warranty expenditure Income from the reversal of provisions Cost of sales directly attributable to financial services Expense for risk provisions and write-downs for financial services business Other cost of sales. Cost of sales 2015 2014 43,685 38,253 4,271 4,135 1,891 -1,451 -17,407 14,716 1,495 1,407 Interest expense relating to financial services business 172 -184 Income from the reversal of impairment losses and write-downs The profit from equity accounted investments amounted to €518 million (2014: €655 million) 14-Net interest result in € million -311 -334 -192 -225 -76 -86 -23 -25 -218 -202 -820 147 Other Disclosures 163 Segment Information -872 5 Income from the reversal of provisions includes amounts arising on the termination of legal disputes relating to the Other Entities segment. and includes primarily the Group's share of the result of the BMW Brilliance Automotive Ltd., Shenyang, joint venture. 2015 2014 Other interest and similar income - thereof from subsidiaries: €19 million (2014: €18 million) Interest and similar income 185 200 185 200 Net interest expense on the net defined benefit liability for pension plans -123 -88 94 -8,181 122 Notes to the Balance Sheet 113-Notes to the Income Statement 121 Notes to the Statement -27 30 Gains on the disposal of assets -173 -101 Sundry operating income 219 -251 914 877 90-GROUP FINANCIAL STATEMENTS 90 Income Statements 90 Statement of of Comprehensive Income Comprehensive Income 94 Cash Flow Statements 96 Group Statement of Changes in Equity 98-Notes 98 Accounting Principles and Policies Other operating income Exchange losses Expense for additions to provisions Expense for impairment losses and write-downs Losses on the disposal of assets Sundry operating expenses - Other operating expenses Other operating income and expenses Income and expenses relating to impairment losses and write-downs (reversals and additions) relate primarily to allowances on receivables. 13- Result from equity accounted investments 92 Balance Sheets -72 -7,748 60,280 -77 2,828 2,774 2,751 2014 2015 Deferred tax expense Income taxes Current tax expense in € million Taxes on income comprise the following: 16- Income taxes The improvement in other financial result was primarily attributable to the lower net negative impact arising on currency derivatives. The result on investments for the year under report includes impairment losses on other investments total- ling €25 million (2014: €153 million). In the previous year, this line item was influenced by an impairment loss of €152 million recognised on the investment in SGL Carbon SE, Wiesbaden. -747 -454 Other financial result -597 -430 -597 -430 Losses and gains relating to financial instruments Sundry other financial result -150 -24 Result on investments -153 -25 3 1 Income from investments in subsidiaries and participations ―thereof from subsidiaries: €- million (2014: €2 million) Impairment losses on investments in subsidiaries and participations 2014 -116 2,890 Current tax expense includes €164 million (2014: €275 million) relating to prior periods. A deferred tax expense of €52 million (2014: €83 mil- lion) is attributable to new temporary differences and the reversal of temporary differences brought forward. Actual tax expense Other variances 275 164 -150 42 Tax increases (+)/tax reductions (-) as a result of non-deductible expenses and tax-exempt income Tax expense (+)/benefits (-) for prior years -55 -119 Variances due to different tax rates 2,673 2,832 30.7% 30.7% 2015 -8,707 Expected tax expense Tax rate applicable in Germany Profit before tax 2014 2015 in € million The difference between the expected and actual tax ex- pense is explained in the following reconciliation: (2014: 30.7%), applicable for German companies, was applied across the Group. 116 The actual tax expense for the financial year 2015 of €2,828 million (2014: €2,890 million) is €4 million (2014: €217 million higher) lower than the expected tax expense of €2,832 million (2014: €2,673 million) which would theoretically arise if the tax rate of 30.7% national jurisdictions when the amounts are recovered. A uniform corporation tax rate of 15.0% plus solidarity surcharge of 5.5% applies in Germany, giving a tax rate of 15.8%, unchanged from the previous year. After taking account of an average municipal trade tax multiplier rate (Hebesatz) of 425.0% (2014: 425.0%), the municipal trade tax rate for German entities is 14.9% (2014: 14.9%). The overall income tax rate in Germany is therefore 30.7% (2014: 30.7%). Deferred taxes for non-German entities are calculated on the basis of the relevant country-spe- cific tax rates and remained in a range of between 12.5% and 46.9%. Changes in tax rates resulted in a deferred tax expense of €36 million (2014: €22 million). Deferred taxes are computed using enacted or planned tax rates which are expected to apply in the relevant The change in the valuation allowance on deferred tax assets relating to tax losses available for carryforward and temporary differences resulted in a tax expense of €105 million (2014: €49 million). The tax expense was reduced by €64 million (2014: €27 million) as a result of utilising tax losses/tax credits brought forward, for which deferred assets had not previously been recognised. -9,224 in € million 15-Other financial result 115 GROUP FINANCIAL STATEMENTS 96 Group Statement of Changes in Equity 98-Notes 98-Accounting Principles and Policies 113-Notes to the Income Statement 121 Notes to the Statement of Comprehensive Income 122 Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information In January 2016, the IASB published the new Standard IFRS 16 (Leases). IFRS 16 supersedes IAS 17 and the related Interpretations (IFRIC 4 Determining whether an Arrangement contains a Lease, SIC-15 Operating Leases - Incentives and SIC-27 Evaluating the Substance of Transactions involving the Legal Form of a Lease). The new Standard stipulates a completely new approach to accounting for leases by lessees. Whereas under IAS 17, the accounting treatment of a lease was determined on the basis of the transfer of risks and rewards incidental to ownership of the relevant asset, in the future, all lease arrangements will be required as a general rule to be accounted for by the lessee in a similar way to finance leases. By contrast, the accounting requirements for lessors, par- ticularly in relation to the requirement to classify leases, will remain largely unchanged. The new Standard is mandatory for annual periods be- ginning on or after 1 January 2019. Early adoption will be permitted, provided that IFRS 15 is also adopted at the same time. Given that the BMW Group is still in a very early phase of considering the implications of introducing IFRS 16 and the definitive version of the Standard was only pub- lished at the beginning of 2016, the detailed impact of the Standard on the IFRS Group Financial Statements from the perspective of lessees and lessors, cannot be foreseen at present. In December 2014, the IASB issued Amendments to IAS 1 (Presentation of Financial Statements) as part of its disclosure initiative. The amendments relate pri- marily to clarifications relating to the presentation of financial reports. Firstly, disclosures are only required to be made in the notes if their inclusion is material for users of the finan- cial statements. This also applies when an IFRS Stand- ard explicitly specifies a minimum list of disclosures. Secondly, items to be presented in the balance sheet, in- come statement and comprehensive income can be aggregated or disaggregated by using subtotals. Thirdly, it clarifies that an entity's share of other comprehensive income of equity-accounted entities is required to be analysed - within the Statement of Comprehensive Income - to show "components, which will be subse- quently reclassified to profit and loss" and "compo- nents, which will be not subsequently reclassified to profit and loss". Fourthly, it is stressed that there is no standard template for the notes and that the emphasis should be on structuring the notes based on the rele- vance for the specific reporting entity. The Standard is mandatory for the first time for annual periods beginning on or after 1 January 2016. Applica- tion of the new rules will not have a material impact on the Group Financial Statements. 94 Cash Flow Statements Early adoption of all of the new IFRS requirements is permitted. As things stand, the BMW Group does not plan to adopt any of the new requirements early. BMW Group Notes to the Group Financial Statements Notes to the Income Statement 9-Revenues Revenues by activity comprise the following: in € million Sales of products and related goods Income from lease instalments Sales of products previously leased to customers Interest income on loan financing Other income Revenues 2015 2014 -68,643 113 GROUP FINANCIAL STATEMENTS 8,965 92 Balance Sheets 90 Statement of -319 -433 Net interest result Interest and similar expenses -519 -618 thereof to subsidiaries: €-5 million (2014: €-6 million) -326 -423 Other interest and similar expenses -105 111 GROUP FINANCIAL STATEMENTS financial assets. IFRS 9 amends the recognition and measurement requirements for financial assets, in- cluding various hybrid contracts. Financial assets are measured at either amortised cost or fair value. IFRS 9 harmonises the various rules con- tained in IAS 39 and reduces the number of valuation categories for financial instruments on the assets side of the balance sheet. Comprehensive Income The new categorisation is based partly on the entity's business model and partly on the contractual cash flow characteristics. In May 2014 the IASB issued IFRS 15 (Revenue from Contracts with Customers) together with the Financial Accounting Standards Board. The objective of the new Standard is to assimilate all the various existing require- ments and Interpretations relating to revenue recogni- tion (IAS 11 Construction Contracts, IAS 18 Revenue, IFRIC 13 Customer Loyalty Programmes, IFRIC 15 Agree- ments for the Construction of Real Estate, IFRIC 18 Transfers of Assets from Customers, SIC-31 Revenue - Barter Transactions involving Advertising Services) in - a single Standard. The new Standard also stipulates uni- form revenue recognition principles for all sectors and all categories. The new Standard is based on a five-step model, which sets out the rules for revenue from contracts with cus- tomers, with the exception – among other things - of lease arrangements, insurance contracts, financial in- struments and specified contractual rights and obliga- tions relating to non-monetary transactions between entities within the same sector. Revenue can be recog- nised either over time or at a specific point in time. The five-step model describes the five steps necessary to recognise revenue on the basis of the transfer of control: 1. Identify the contract with the customer 2. Identify the performance obligations in the contract 3. Determine the transaction price 4. Allocate the transaction price to separate performance obligations 5. Recognise revenue when a performance obligation is satisfied. A major difference to the previous Standard is the in- creased scope of discretion for estimates and the intro- duction of thresholds that could influence the amount and timing of revenue recognition. The impact of adoption of the new requirements on the Group Financial Statements is currently being assessed. In the case of multi-component contracts with variable consideration components, it is possible that a change in the allocation of transaction prices may result in an earlier recognition of revenues. Buy-back arrangements with customers could result in the need to change the accounting treatment, with revenues being recognised either earlier or later by the BMW Group, depending on the individual case. Accounting for rights of return could, under certain circumstances, result in the need to record eliminations between the operating segments at an earlier stage. Any such changes would only have an impact at the moment of first-time adoption, not, however, during the period in which the new rules are adopted or in subsequent periods. IFRS 15 - subject to EU endorsement – is mandatory for the first time for annual periods beginning on or after 1 January 2018. Early adoption is permitted. In July 2015, the IASB also published an Exposure Draft containing clarifications to the Standard, as a consequence of which the Standard may be amended. For this reason, the potential impact of applying IFRS 15 cannot be reliably assessed at present. 112 90-GROUP FINANCIAL STATEMENTS Income Statements 90 In October 2010, additional rules for financial liabilities were added to IFRS 9. The requirements for financial liabilities contained in IAS 39 remain unchanged with the exception of new requirements relating to the measurement of an entity's own credit risk at fair value. A package of amendments to IFRS 9 was announced on 19 November 2013. On the one hand, the amend- ments overhaul the requirements for hedge accounting by introducing a new hedge accounting model. They also enable entities to change the accounting for lia- bilities they have elected to measure at fair value, such that fair value changes due to changes in "own credit risk" would not require to be recognised in profit or loss. The mandatory effective date of 1 January 2015 was re- moved and a new application date of 1 January 2018 set. The impact of adoption of the Standard on the Group Financial Statements is currently being investigated. Based on analyses to date, the new rules are not expected to have a material impact in terms of the classification and measurement of financial instruments when the Standard is adopted. As far as the accounting for hedging relationships is concerned, analyses to date indicate that it will be possible to account for the majority of commodity hedging contracts using hedge accounting rules. As a result, fluctuations in the price of hedging contracts during their term will be presented as a com- ponent of accumulated other equity, thus reducing vola- tility in reported earnings. € Tax loss carryforwards Provisions thereof non-current Intangible assets Other intangible assets Development costs -613 660 1,941 208 204 43 -1,902 - 8,930 -9,593 -5,625 5,915 4,515 25,876 -1,150 2,795 390 23,841 62 319 -77 -4,181 6,499 7,372 4,973 1,035 1,341 Land, titles to land, buildings, including buildings on -third party land- Plant and machinery Other facilities, factory and office equipment 6 27 2 460 2 -13 398 12 -2 62 = Leased products 30,165 34,965 7,301 3,277 3,536 238 6,804 Advance payments made and construction in progress - Property, plant and equipment 17,182 17,759 32,338 1,420 3,318 510 29,930 - 2,014 1,5912 6 11 וי 4,656 657 1 Including first-time consolidations. 867 57 וי 107 2 815 Other investments Non-current marketable securities 641 66 575 Participations 226 57 41 2 -240 Investments in non-consolidated subsidiaries 1,088 150 600 638 Investments accounted for using the equity method 36,969 12,047 14,576 1,954 32,486 2 Prior year figures have been adjusted for changes in accordance with IAS 8 as described in note 9 of the Financial Statements 2014. -682 3 Including assets under construction of €1,679 million. Depreciation and amortisation 797 -152 -175 -763 - Goodwill - 364 364 5 .5 - 5,453 -6,351 4,171 883 1,166 3,888 2014 31.12. 31.12. 2015 - Carrying amount- 2015 31.12. Dis- posals year Current ences differ- lation Trans- 1.1.20151 123 GROUP FINANCIAL STATEMENTS וי 2,233 1,088 1,088 Leased products 30,165 25,914 6,804 3,462 3,401 293 6,572 Property, plant and equipment Advance payments made and construction in progress - Other facilities, factory and office equipment -536 -2,0143 2,971 17,182 15,168 29,909 1,312 2,924 568 27,729 613 -1,897 145 -181 52 1,809 Plant and machinery 6,771 - 4,890 5,625 -8,930 - 23,834 1,129 638 2,461 -76 62 90 Statement of 90 90-GROUP FINANCIAL STATEMENTS Income Statements in note 21. An analysis of changes in intangible assets is provided No borrowing costs were recognised as a cost compo- nent of intangible assets during the year under report. As in the previous year, there was no requirement to recognise impairment losses or reversals of impairment losses on intangible assets in 2015. Intangible assets amounting to €48 million (2014: €46 million) are subject to restrictions on title. will of €331 million (2014: €331 million) allocated to the Financial Services CGU. Other intangible assets include a brand-name right amounting to €48 million (2014: €46 million), which is allocated to the Automotive segment and is not sub- ject to scheduled depreciation since its useful life is deemed to be indefinite. The year-on-year change is due entirely to currency factors. This line item also includes goodwill of €33 million (2014: €33 million) allocated to the Automotive cash-generating unit (CGU) and good- Intangible assets mainly comprise capitalised develop- ment costs on vehicle and engine projects as well as subsidies for tool costs, licences, purchased development projects, software and purchased customer bases. Amortisation on intangible assets is presented in cost of sales, selling expenses and administrative expenses. 22-Intangible assets 124 Other investments 553 408 459 16 57 153 264 - Non-current marketable securities -166 Investments in non-consolidated subsidiaries 387 -Participations Investments accounted for using the equity method -164 244 397 57 152 188 -16 Leased products 431 4,178 31.12. 2014 Carrying amount ing net income ences differ- Dis- 31.12. posals 2014 not effect- year lation Changes Current Trans- 1.1.2014 Depreciation and amortisation Other investments 408 428 489 -Non-current marketable securities- 26 2 Investments in non-consolidated subsidiaries Participations 244 245 411 164 -157 -76 Investments accounted for using the equity method 31.12. 20132 22,071 4,645 1,825 38 282 85 3,849 Land, titles to land, buildings, including buildings on third party land Intangible assets Other intangible assets Goodwill - Development costs 6,179 6,499 4,654 1,917 1,246 10 5,315 -788 682 -761 92 -178 -10 665 369 - 5,022 5,453 364 5 5 3,888 1,068 47,091 1,346 4,539 BMW Group 122 | of €140 million) and within “Derivative financial instru- ments" with a negative amount of €15 million (2014: negative amount of €141 million). Other comprehensive income arising at the level of equity accounted investments is reported in the Statement of Changes in Equity within "Translation differences" with a positive amount of €90 million (2014: positive amount -2,298 1,438 -764 -1,475 -719 47 -48 -764 -3,736 893 115 778 -765 -75 4 -71 -765 Other comprehensive income from equity accounted investments Currency translation foreign operations Other comprehensive income -2,194 6 -34 40 -1,592 -706 -2,298 1,012 -117 -842 459 -1,301 Notes to the Group Financial Statements Notes to the Balance Sheet Financial instruments used for hedging purposes 21-Analysis of changes in Group tangible, intangible and investment assets 2015 - Acquisition and manufacturing cost Plant and machinery 10,430 -75 -295 240 -164 9,806 Land, titles to land, buildings, including buildings on 12,345 -10,522 -369 1,454 -152 1,035 883 וי 2,210 15 11,155 Intangible assets 146 15 -1,445 Other intangible assets. 369 Goodwill 2,064 9,341 Development costs. 2015 fications 1.1.2015 Translation - Additions Reclassi--Disposals ―31.12. differences in € million 32,770 53 -401 -170 -1,592 1,012 -706 -401 -2,298 1,413 2014 2015 Other comprehensive income for the period after tax Items expected to be reclassified to the income statement in the future Currency translation foreign operations Deferred taxes Other comprehensive income from equity accounted investments thereof reclassifications to the income statement - thereof gains/losses arising in the period under report- Financial instruments used for hedging purposes - thereof reclassifications to the income statement thereof gains/losses arising in the period under report Available-for-sale securities Items not expected to be reclassified to the income statement in the future Deferred taxes Remeasurement of the net defined benefit liability for pension plans in € million 20-Disclosures relating to the statement of total comprehensive income Other comprehensive income for the period after tax comprises the following: Notes to the Statement of Comprehensive Income Notes to the Group Financial Statements BMW Group 121 GROUP FINANCIAL STATEMENTS 40 -170 -26 -144 1,413 Remeasurement of the net defined benefit liability for pension plans Available-for-sale securities After tax taxes 2014 Deferred Before tax After tax 2015. Deferred taxes tax Before in € million Deferred taxes on components of other comprehensive income are as follows: -2,298 893 -706 -119 -764 -765 -732 516 -48 -71 -255 -1,318 -1,939 -2,619 -2,194 -1,301 -69 -109 Comprehensive Income 551 1,362 93 369 5 9,341 1,825 1,561 15 11,500 Intangible assets 62 15 1,459 Other intangible assets 374 Goodwill 1,499 9,667 Development costs in € million ―31.12. 2014 fications differences Acquisition and manufacturing cost 1.1.2014 Translation - Additions Reclassi--Disposals Analysis of changes in Group tangible, intangible and investment assets 2014 2 Including assets under construction of €1,187 million. 1 Including mergers, see note 2. 147 Other Disclosures 163 Segment Information 122-Notes to the Balance Sheet of Comprehensive Income 1,443 121 Notes to the Statement 1,923 Land, titles to land, buildings, including buildings on third party land 916 42,982 Property, plant and equipment -2,014 1 -2,483 1,489 37 -2,972 Advance payments made and construction in progress 2,510 149 -32,764 -1,145 2,023 32 207 65 - 2,355 Other facilities, factory and office equipment 2,436 607 -28,843 Plant and machinery 9,803 51 428 407 207 8,812 11,153 1,954 113 Notes to the Income Statement 98-Notes Investments accounted for using the equity method 42,266 14,452 18,011 1,738 36,969 Leased products 50,097 1,462 3,680 766 47,113 Property, plant and equipment 1,597 4 -1,691 1,268 4 - 2,020 Advance payments made and construction in progress 2,601 215 34 218 47 -2,517 Other facilities, factory and office equipment 35,469 -1,168 1,088 98 Accounting Principles and Policies 1,293 2,233 96 Group Statement of Changes in Equity 94 Cash Flow Statements 92 Balance Sheets Comprehensive Income 90 Statement of Income Statements 90 90-GROUP FINANCIAL STATEMENTS 917 64 ཝཾ། ' | 111 867 Other investments 28 -28 Non-current marketable securities 656 -15 641 Participations -233 64 68 3 -226 Investments in non-consolidated subsidiaries _ 148 7,408 92 Balance Sheets 96 Group Statement of Changes in Equity €29 million) were recognised in 2015 and resulted pri- marily from accidents and natural disasters. No reversals of write-down were recognised in the period under re- port (2014: €3 million). 8,843 297 147 239 272 12 133 3,972 5,261 - 2,888 -3,030 31.12.2014 31.12.2015 The estimated fair value of collateral received for re- ceivables on which impairment losses were recognised totalled €26,992 million (2014: €25,443 million) at the end of the reporting period. This collateral related primarily to vehicles. The carrying amount of assets held as collateral and taken back as a result of pay- ment default amounted to €40 million (2014: €41 mil- lion). €13,321 million (2014: €10,808 million). No impairment losses were recognised for these balances. Financial assets Other Credit card receivables Loans to third parties Marketable securities and investment funds Derivative instruments in € million Financial assets comprise: 147 Other Disclosures 163 Segment Information of Comprehensive Income 122-Notes to the Balance Sheet 121 Notes to the Statement 113 Notes to the Income Statement 28-Financial assets At 31 December 2015, inventories measured at their net realisable value amounted to €1,054 million (2014: €723 million) and are included in total inventories of €11,071 million (2014: €11,089 million). Write-downs to net realisable value amounting to €486 million (2014: Receivables from sales financing which were not over- due at the end of the reporting period amounted to 11,089 9,227 92 Balance Sheets 94 Cash Flow Statements 96 Group Statement of Changes in Equity 98-Notes 98 Accounting Principles and Policies 113 Notes to the Income Statement 121 Notes to the Statement of Comprehensive Income 122-Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information thereof non-current thereof current Prepayments of €1,527 million (2014: €1,323 million) re- late mainly to prepaid interest and commission paid to dealers. Prepayments of €795 million (2014: €674 mil- lion) have a maturity of less than one year. Receivables from subsidiaries include trade receivables of €39 million (2014: €41 million) and financial receiva- bles of €677 million (2014: €680 million). They include €265 million (2014: €293 million) with a remaining term of more than one year. -1,568 1,094 4,693 5,038 Receivables from other companies in which an invest- ment is held include €892 million (2014: €1,054 million) due within one year. Collateral receivables comprise mainly customary collateral (banking deposits) arising on the sale of re- ceivables. 31-Inventories Inventories comprise the following: in € million Raw materials and supplies Work in progress, unbilled contracts Finished goods and goods for resale Inventories 31.12.2015 31.12.2014 1,004 918 1,098 944 8,969 11,071 Comprehensive Income At the end of the reporting period, impairment allow- ances of €530 million (2014: €515 million) were recog- nised on a group basis on gross receivables from sales financing totalling €44,473 million (2014: €38,780 mil- lion). Impairment allowances of €963 million (2014: €1,000 million) were recognised at 31 December 2015 on a specific item basis on gross receivables from sales financing totalling €13,742 million (2014: €12,951 million). 98 Accounting Principles and Policies 128 1,493 530 963 -24 -7 17 -295 -341 -22 -319 30 265 -1,515 515 -1,000 Balance at 31 December Exchange rate impact and other changes Utilised Allocated (+)/reversed (-) Balance at 1 January group basis Total Allowance for impairment recognised on a specific item basis in € million 2015 Allowances on receivables from sales financing - which only arise within the Financial Services segment - developed as follows: 61,024 70,043 -1,515 2014 Balance at 1 January adjusted due to deconsolidation of entities. in € million Allocated (+)/reversed (-) 98-Notes 96 Group Statement of Changes in Equity 94 Cash Flow Statements 92 Balance Sheets Comprehensive Income 90 Statement of Income Statements 90 90-GROUP FINANCIAL STATEMENTS 1,515 515 -46 12 34 1,000 -391 -20 -371 -280 41 -239 1,580 482 -1,098 specific item basis - Total Allowance for impairment recognised on a Balance at 31 December Exchange rate impact and other changes Utilised Balance at 1 January -1,493 90 Statement of 90 Allowances for impairment and credit risk 699 3,657 595 2,745 344 532 4,700 3,872 Receivables relating to credit card business comprise the following: in € million 31.12.2015 Gross carrying amount Allowance for impairment Net carrying amount 31.12.2014 280 247 -8 -8 272 239 Allowances for impairment losses on receivables relating to credit card business developed as follows during the year under report: 2015 in € million Allowance for impairment recognised on a specific item basis group basis - Total Balance at 1 January Allocated (+)/reversed (-) Utilised Debt securities Exchange rate impact and other changes due later than three months Other debt securities thereof current 2,208 2,024 6,635 5,384 The increase in derivative instruments was primarily attributable to positive market price developments of currency derivatives. The rise in marketable securities and investment funds results primarily from investments in fixed income marketable securities. The amount by which the value of the investment funds exceeds obligations for part-time working arrange- ments (€12 million; 2014: €48 million) is reported under "Other financial assets". Investment funds are held to secure these obligations. These funds are managed by BMW Trust e. V., Munich, as part of a Contractual Trust Arrangement (CTA) and are therefore netted against the corresponding settlement arrears for pre-retirement part-time working arrangements. 129 GROUP FINANCIAL STATEMENTS Marketable securities and investment funds relate to available-for-sale financial assets and comprise: in € million 31.12.2015 31.12.2014 Stocks Fixed income securities Other debt securities Marketable securities and investment funds 561 -100 4,356 - 3,340 344 5,261 532 3,972 The contracted maturities of debt securities are as follows: in € million 31.12.2015 ―31.12.2014 Fixed income securities due within three months due later than three months due within three months Income Statements Balance at 31 December in € million Other assets comprise: in € million Prepayments Receivables from subsidiaries Receivables from other companies in which an investment is held Other taxes Collateral receivables Expected reimbursement claims Sundry other assets Other assets 31.12.2015 31.12.2014 1,527 -1,323 716 -721 -893 -1,055 1,036 -1,078 412 412 -711 -641 966 902 6,261 6,132 90-GROUP FINANCIAL STATEMENTS 30-Other assets 2014 ter more than twelve months. Some of the claims may be settled earlier than this depending on the timing of proceedings. 29-Income tax assets Balance at 1 January Allocated (+)/reversed (-) Utilised Exchange rate impact and other changes Balance at 31 December 8 7. 8 1 8 Allowance for impairment recognised on a specific item basis group basis 8 -7 8 1 8 -Total 9 9 6 -6 -8 -8 1 -1 8 8 130 Income tax assets totalling €2,381 million (2014: €1,906 million) include claims amounting to €519 million (2014: €653 million) which are expected to be settled af- 94 Cash Flow Statements 62,539 Net carrying amount 47 -11,550 13,220 2014 2015 DriveNow 2015 BMW Brilliance - Dividends received by the Group Total comprehensive income. Other comprehensive income Income taxes Interest expenses Interest income Profit/loss before financial result Scheduled depreciation Disclosures relating to the income statement Revenues in € million The accounting treatment applied to investments ac- counted for using the equity method is described in note 6. Financial information relating to equity accounted investments is aggregated in the following table: The associated company, THERE Holding B.V., Amsterdam, (in which the BMW Group has a 33.3% shareholding), wholly owns HERE International B.V., Amsterdam (until 28 January 2016: THERE Acquisition B.V., Amsterdam), which, in turn, serves as the parent company of the HERE Group. Further information is provided in note 3. cases with a 50.0% shareholding) is a car sharing pro- vider which currently offers car-sharing services in major German cities and, going forward, increasingly outside Germany. The joint ventures DriveNow GmbH & Co. KG, Munich, and DriveNow Verwaltungs GmbH, Munich, (in both The BMW Brilliance Automotive Ltd., Shenyang, joint venture (in which the BMW Group has a 50.0% share- holding) produces mainly BMW brand models for the Chinese market and also has engine manufacturing facilities, which supply the joint venture's two plants with petrol engines. 25-Investments accounted for using the equity method Investments accounted for using the equity method com- prise the joint ventures BMW Brilliance Automotive Ltd., Shenyang (BMW Brilliance), DriveNow GmbH & Co. KG, Munich, and DriveNow Verwaltungs GmbH, Munich (DriveNow), as well as the associated company THERE Holding B.V., Amsterdam (THERE). note 21. An analysis of changes in leased products is provided in ment losses amounting to €24 million (2014: €44 million) were recognised on leased products in 2015 as a con- sequence of changes in residual value expectations. Impairment losses amounting to €119 million (2014: €137 million) and income from the reversal of impair- Contingent rents of €54 million (2014: €56 million), based principally on the distance driven, were recognised in income. Some of the agreements contain price adjust- ment clauses as well as extension and purchase options. 32 14,712 380 1,399 1,702 4,171 5,415 Current assets Cash and cash equivalents Non-current assets 2015 2014 2015 2014 2015 -THERE¹ DriveNow BMW Brilliance - Disclosures relating to the balance sheet in € million 126 2015 -THERE* *No disclosure of income statement figures for 2015 on the grounds of immateriality. See also note 3. -6 -1,339 147 1,081 -144 449 369 15 24 40 -5 -6 247 1 16,527 3 -69 13 22 due later than five years due between one and five years due within one year Present value of future minimum lease payments due later than five years due between one and five years due within one year Interest portion of the future minimum lease payments due later than five years due between one and five years due within one year Total of future minimum lease payments 31.12.2014 31.12.2015 Minimum lease payments of the relevant leases are as follows: ship is attributable to the BMW Group due to the na- ture of the lease arrangements (finance leases). Leases to which BMW AG is party, with a carrying amount of €102 million (2014: €64 million), run for periods up to 2030 at the latest and contain price adjustment clauses in the form of index-linked rentals as well as extension and purchase options. Assets leased by BMW Tokyo Corp., Tokyo, with a carrying amount of €7 million (2014: €2 million), have remaining terms up to 2039 at the latest. BMW Osaka Corp., Osaka, is party to a finance lease running until 2022 for an opera- tional building with a carrying amount of €1 million at the end of the reporting period (2014: €1 million). in € million Property, plant and equipment include a total of €110 million (2014: €67 million) relating to land and operational buildings, for which economic owner- No borrowing costs were recognised as a cost compo- nent of property, plant and equipment during the year under report. An impairment loss of €3 million (2014: €– million) was recognised on plant and machinery in the Automotive segment in 2015. A break-down of the different classes of property, plant and equipment disclosed in the balance sheet and changes during the year are shown in note 21. of Comprehensive Income 122-Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information 113 Notes to the Income Statement 121 Notes to the Statement 23-Property, plant and equipment 98 Accounting Principles and Policies 98-Notes 53 3 -99 190 -7,442 8,445 -7,267 8,079 Minimum lease payments later than five years between one and five years within one year 31.12.2015 ―31.12.2014 cial services business. Minimum lease payments of €16,527 million (2014: €14,712 million) from non-can- cellable operating leases fall due as follows: in € million The BMW Group, as lessor, leases out its own products and those of other manufacturers as part of its finan- 24-Leased products 125 GROUP FINANCIAL STATEMENTS 74 121 41 -72 28 37 5 12 སྰ༠༤ 45 -12 8 25 -10 ༄ 8སེ༅ 119 53 -71,536 -3,115 - 976 ―31.12.2014 31.12.2015 customers and dealers and €17,128 million (2014: €15,175 million) for finance leases. Finance leases are analysed as follows: in € million Receivables from sales financing, totalling €70,043 mil- lion (2014: €61,024 million), comprise €52,915 million (2014: €45,849 million) for credit financing for retail 27-Receivables from sales financing 127 GROUP FINANCIAL STATEMENTS A break-down of the different classes of other invest- ments disclosed in the balance sheet and changes during the year are shown in note 21. Impairment losses on participations - recognised with income statement effect - related to the investment in SGL Carbon SE, Wiesbaden, which was written down on the basis of objective criteria, see also note 6. Impairment losses on investments in non-consolidated subsidiaries - recognised with income statement effect - related primarily to BMW i Ventures B.V., Rijswijk. The additions to non-current marketable securities re- late to the acquisition of part of a convertible bond, issued by SGL Carbon SE, Wiesbaden, with a nominal volume of €28 million. Disposals of investment in non- consolidated subsidiaries result from the winding-up of BMW Services Netherlands B.V., Rijswijk. The additions to investments in non-consolidated sub- sidiaries relate to capital increases at the level of BMW SLP S. A. de C.V., San Luis Potosí, BMW i Ventures B.V., Rijswijk, and BMW i Ventures, LLC, Wilmington, DE. Other investments relate to investments in non-consoli- dated subsidiaries, joints ventures, joint operations and associated companies, participations and non-current marketable securities. of Comprehensive Income 122-Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information 113 Notes to the Income Statement 121 Notes to the Statement 26-Other investments 3 The BMW Group holds 73.8% (2014: 50.0%) of net assets at 31 December 2015. Due to the allocation of voting rights within the decision-making bodies of the two entities, operations remain subject to joint control. 2 Corresponds to the consolidated capital (provided by the shareholders) of Drive Now GmbH & Co. KG, Munich, and its subsidiaries. 98 Accounting Principles and Policies 98-Notes Equity 96 Group Statement of Changes in 94 Cash Flow Statements 92 Balance Sheets Comprehensive Income 90 Statement of Income Statements 90 90-GROUP FINANCIAL STATEMENTS Gross investment in finance leases Carrying amounts as at acquisition date (4 December 2015). See also note 3. due within one year due later than five years Allowance for impairment Gross carrying amount ―31.12.2014 31.12.2015 Receivables from sales financing include €41,865 mil- lion (2014: €37,438 million) with a remaining term of more than one year. benefit of the lessor amounted to €165 million (2014: €140 million). in € million Allowances for impairment and credit risk Contingent rents recognised as income (generally relat- ing to the distance driven) amounted to €1 million (2014: €2 million). Impairment losses on finance leases amounting to €174 million (2014: €183 million) were measured and recognised on the basis of specific credit risks. Non-guaranteed residual values that fall to the 1,531 1,796 15,175 -102 -127 17,128 -10,175 -11,572 4,898 5,429 16,706 18,924 -109 -134 5,366 -11,231 5,974 -12,816 Unrealised interest income due later than five years due between one and five years due within one year Present value of future minimum lease payments due between one and five years -1,663 668 14 12 -4,215 4,814 Current provisions and liabilities -48 -236 641 Current financial liabilities 1,093 450 -589 Non-current provisions and liabilities -48 -2,003 -12 202 365 19 32 -96 13 23 222 2,910 -3,853 Non-current financial liabilities Equity - 3,404 3,841 8 6 384 Assets 1,082 1,551 Carrying amount -373 -376 Eliminations 668 -6 143 1,455 1,927 Group's interest in net assets 2,003 -12 -20 -2,910 -3,853 Net assets 1,477 -8 12 -4,665 5,403 Equity and liabilities 3,480 20 32 -7,575 9,256 Reconciliation of aggregated financial information third party land group basis 3 Net liability 2015 2014 1 January Expense (+)/income (-). 9,636 518 -7,400 475 Remeasurements -825 -1,872 Plan assets 2015 2014 -7,323 -155 -7 2,313 651 363 238 -351 -832 -1,521 Payments to external funds -6,749 --237 -490 2015 2014 in € million Transfers to fund Employee contributions 31 December 2014 thereof pension provision thereof assets -1,394 53 -3,490 Defined benefit obligation -24 3 144 4,603 4,604 -1 Net interest expense on the net defined benefit liability is presented within the financial result. All other com- ponents of pension expense are presented in the in- come statement under cost of sales, selling and adminis- trative expenses. Remeasurements on the obligations side gave rise to a negative amount of €1,834 million (2014: positive amount of €3,519 million) and related mainly to the higher discount rates used in Germany, the UK and the USA. 139 GROUP FINANCIAL STATEMENTS The net defined benefit liability for pension plans in Germany, the UK and other countries changed as follows: Germany -383 -97 -490 -97 Net liability 2015 -2014 1 January Expense (+)/income (-) Remeasurements -9,499 -7,409 449 -876 -7,734 -6,076 1,765 Plan assets 2015 2014 -1,333 -283 - -275 -166 -130 -294 - -990 -582 400 - 405 -1,390 -2014 2015 in € million Employee contributions 53 48 -53 -48 Payments on account and pension payments -167 -159 173 -159 6 31 December 9,215 9,636 -7,855 -7,323 1,360 2,313 United Kingdom. Defined benefit obligation 147 Other Disclosures 163 Segment Information Payments to external funds of Comprehensive Income 122-Notes to the Balance Sheet 113 Notes to the Income Statement -13,461 2,297 Limitation of the net defined benefit asset to the asset ceiling Net defined benefit liability 4 2,301 337 -15,758 337 Interest expense (+)/income (-) 628 -540 88 -88 Past service cost- -3 -3 337 -3 Total Defined benefit obligation 683 -529 154 154 31 December 2015 19,926 -16,930 2,996 Plan assets 2,999 thereof assets 3,000 -1 138 in € million 1 January 2014 Expense/income Current service cost· thereof pension provision Gains (-) or losses (+) arising from settlements -8 -8 Pensions and other benefits paid -519 522 Translation differences and other changes 679 20,462 -534 -15,861 145 4,601 -71 90-GROUP FINANCIAL STATEMENTS Income Statements 90 Statement of Comprehensive Income 92 Balance Sheets 94 Cash Flow Statements 96 Group Statement of Changes in Equity 98-Notes 98 Accounting Principles and Policies 90 -71 -383 -383 -8 Remeasurements Gains (-) or losses (+) on plan assets, excluding amounts included in interest income -1,394 -1,394 Gains (-) or losses (+) arising from changes in demographic assumptions 53 53 Gains (-) or losses (+) arising from changes in financial assumptions 3,490 -3,490 Changes in the limitation of the net defined benefit asset to the asset ceiling Gains (-) or losses (+) arising from experience adjustments -24 -24 121 Notes to the Statement Translation differences and other changes -295 -295 3,271 4,437 -4,331 383 334 8,345 -7,936 thereof non-investment grade 3,525 -1,309 186 231 37 45 1,532 -1,514 Real estate 3 -1,238 Money market funds thereof investment grade 9,877 2015 -2014 2015 2014 Equity instruments -1,807 -1,865 -1,340 -1,230 224 -9,450 203 -3,298 Debt instruments - 4,834 - 4,509 -4,623 4,562 420 379 -3,371 255 100 20 12,894 Debt instruments -189 183 -207 -298 3 -12 13,575 399 thereof investment grade -189 183 2 111 1 -12 192 493 594 683 5,926 20 20 3 19 12 274 -112 Absolute return funds 33 26 -33 -26 Other 5 5 Total with quoted market price 6,641 6,374 6,251 2015 2014 -212 2015 2014 Other Plan assets. Effect of limiting the Net liability 2015 -2014 2015 2014 net defined benefit asset to the asset ceiling ―2015 -2014 -2015 2014 1 January Defined benefit- obligation 1,327 Expense (+)/income (-) -109 -74 -804-636 -30-28 Remeasurements -133 257 38 949 -53 in € million -106 1,765 -212 Employee contributions 23 20 -23 ― -20 Payments on account and pension payments -326 ― -294 Other Translation differences and other changes. 31 December - 569 9,499 334 -446 ― -463 -8,153 -7,734 - 302 8 -8 112 1,174 558 Payments to external funds -87 -74 -79 46 -94 203 -87 -74 .5 42 -317 38 525 Depending on the cash flow profile and risk structure of the pension obligations involved, pension plan assets are invested in various investment classes. 140 Plan assets in Germany, the UK and other countries comprised the following: Components of plan assets in € million Germany United Kingdom 465 525 2 -804 Employee contributions 3 3 -3 -3 Payments on account and pension payments -47 -66 47 61 Translation differences and other changes 125 110 -83 -71 31 December 1,384 1,327 -922 -Total -14 -14 -554 Comprehensive Income 92 Balance Sheets 94 Cash Flow Statements 96 Group Statement of Changes in Equity 98-Notes 98 Accounting Principles and Policies 113 Notes to the Income Statement 121 Notes to the Statement of Comprehensive Income 122-Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information 90 Statement of At 31 December 2015 common stock issued by BMW AG was divided, as at the end of the previous year, into 601,995,196 shares of common stock with a par-value of €1.00. Preferred stock issued by BMW AG was divided into 54,809,404 shares (2014: 54,499,544 shares) with a par-value of €1.00. Unlike the common stock, no voting rights are attached to the preferred stock. All of the Company's stock is issued to bearer. Preferred stock bears an additional dividend of €0.02 per share. Further information on share-based remuneration is provided in note 19. Issued share capital increased by €0.3 million as a result of the issue to employees of 309,860 shares of non-voting preferred stock. The number of authorised shares and the Authorised Capital of BMW AG amounted to 4.5 mil- lion shares and €4.5 million respectively at the end of the reporting period. The Company is authorised to issue 5 million shares of non-voting preferred stock amounting to nominal €5.0 million prior to 14 May 2019. The share premium of €22.8 million arising on the share capital increase was transferred to capital reserves. Capital reserves Capital reserves include premiums arising from the issue of shares and totalled €2,027 million (2014: €2,005 mil- lion). The change related to the share capital increase in conjunction with the issue of shares of preferred stock to employees. Revenue reserves Revenue reserves comprise the post-acquisition and non- distributed earnings of consolidated companies. In addition, remeasurements of the net defined benefit lia- bility for pension plans are also presented in revenue reserves. In 2015, a total of 309,944 shares of preferred stock was sold to employees at a reduced price of €53.66 per share in conjunction with the Company's Employee Share Pro- gramme. These shares are entitled to receive dividends with effect from the financial year 2016. 84 shares of preferred stock were bought back via the stock exchange in conjunction with the Company's Employee Share Programme. Revenue reserves increased during the twelve-month period under report to €41,027 million (31 December 2014: €35,621 million). They were increased by the amount of the net profit attributable to shareholders of BMW AG amounting to €6,369 million (2014: €5,798 mil- lion) and reduced by the payment of the dividend for 2014 amounting to €1,904 million (for 2013: €1,707 mil- lion). Revenue reserves also increased by €1,012 million (2014: reduced by €1,592 million) as a result of re- measurements of net defined benefit liability for pen- sion plans (net of deferred tax recognised directly in Income Statements 90-GROUP FINANCIAL STATEMENTS 2015 2014 Shares issued/in circulation at 1 January Shares issued in conjunction with Employee Share Programme Less: shares repurchased and re-issued Shares issued/in circulation at 31 December 54,499,544 309,944 90 84 Common stock 2015 2014 54,259,787 -601,995,196 -239,777 20 54,499,544 601,995,196 601,995,196 601,995,196 54,809,404 133 GROUP FINANCIAL STATEMENTS equity). Other miscellaneous changes reduced revenue reserves by €71 million (2014: €- million). The unappropriated profit of BMW AG at 31 December 2015 amounts to €2,102 million and will be proposed to the Annual General Meeting for distribution. This amount includes €175 million relating to preferred stock. The amount proposed for distribution represents an amount of €3.22 per share of preferred stock and €3.20 per share of common stock. The proposed distribution must be authorised by the shareholders at the Annual General Meeting of BMW AG. It is therefore not recog- nised as a liability in the Group Financial Statements. 42,530 37,220 -31.7% 31.6% 49,523 43,167 42,160 37,482 Total capital 91,683 -68.3% 68.4% 134,213 117,869 134 Equity attributable to shareholders of BMW AG increased during the financial year by 0.1 percentage points, primarily reflecting the increase in revenue reserves. Since December 2013, the BMW AG has a long-term rating of A+ (with stable outlook) and a short-term rating of A-1 from the rating agency Standard & Poor's, cur- rently the highest rating given by Standard & Poor's to a European car manufacturer. Since July 2011, the Company rating. 80,649 Proportion of total capital Total financial liabilities Current financial liabilities Accumulated other equity Accumulated other equity comprises all amounts recog- nised directly in equity resulting from the translation of the financial statements of foreign subsidiaries, the effects of recognising changes in the fair value of deriva- tive financial instruments and marketable securities directly in equity and the related deferred taxes recog- nised directly in equity. Minority interests Equity attributable to minority interests amounted to €234 million (2014: €217 million). This includes a mi- nority interest of €27 million in the results for the year (2014: €19 million). Capital management disclosures The BMW Group's objectives when managing capital are to safeguard the Group's ability to continue as a in € million going concern in the long-term and to provide an ade- quate return to shareholders. The BMW Group manages the capital structure and makes adjustments to it in the light of changes in eco- nomic conditions and the risk profile of the underlying assets. The BMW Group is not subject to any external minimum equity capital requirements. Within the Financial Ser- vices segment, however, there are a number of individual entities which are subject to equity capital requirements set by regulatory banking agencies. In order to manage its capital structure, the BMW Group uses various instruments including the amount of divi- dends paid to shareholders and share buy-backs. Moreover, the BMW Group pro-actively manages debt capital, determining levels of debt capital transactions with a target debt structure in mind. An important as- pect of the selection of financial instruments is the ob- jective to achieve matching maturities for the Group's financing requirements. In order to reduce non-sys- tematic risk, the BMW Group uses a variety of financial instruments available on the world's capital markets to achieve diversification. The capital structure at the end of the reporting period was as follows: 31.12.2015 31.12.2014 Equity attributable to shareholders of BMWAG Proportion of total capital Non-current financial liabilities Preferred stock Non-current financial liabilities Number of shares issued €7,688 million) comprise cash on hand and at bank, all with an original term of up to three months. Utilised Exchange rate impact and other changes Balance at 31 December 2014 in € million Balance at 1 January Allocated (+)/reversed (-) Utilised Allocated (+)/reversed (-) Exchange rate impact and other changes -76 -83 36 43 -27 -28 -1 -2 Balance at 31 December 84 Balance at 1 January specific item basis 131 GROUP FINANCIAL STATEMENTS 32-Trade receivables Trade receivables totalling €2,751 million (2014: €2,153 Allowances for impairment and credit risk in € million million) include €53 million (2014: €47 million) due later than one year. 31.12.2015 31.12.2014 group basis Gross carrying amount Allowance for impairment 2,847 -96 2,751 2,236 -83 2,153 Allowances on trade receivables developed as follows during the year under report: 2015 in € million Allowance for impairment recognised on a - Total Net carrying amount 12 96 Allowance for impairment recognised on a specific item basis 31.12.2014 128 -100 -20 -73 10 -26 15 31.12.2015 30 52 195 281 132 Receivables that are overdue by between one and 30 days do not normally result in bad debt losses since the over- due nature of the receivables is primarily attributable to the timing of receipts around the month-end. In the case 33-Cash and cash equivalents Cash and cash equivalents of €6,122 million (2014: of trade receivables, collateral is generally held in the form of vehicle documents and bank guarantees so that the risk of bad debt loss is extremely low. 22 More than 120 days overdue. 91-120 days overdue 61-90 days overdue Total group basis 98 9 -107 -6 -2 -8 -15 -15 -1 -1 76 7 83 Some trade receivables were overdue for which an impairment loss was not recognised. Overdue balances are analysed into the following time windows: in € million 1-30 days overdue 31-60 days overdue 34-Equity Current financial liabilities Outlook BMW AG has a long-term rating of A2 (with stable out- look) and a short-term rating of P-1 from the rating agency Moody's. In March 2015, Moody's raised the outlook from "stable" to "positive" and at the same time confirmed the long-term and short-term ratings of A2 and P-1 respectively. This means that BMW AG continues to enjoy the best ratings of all European car manufacturers, clearly reflecting the financial strength of the BMW Group. Moody's The pension plans are administered by BMW Pension Trustees Limited, Hams Hall, and BMW (UK) Trustees Limited, Hams Hall, both trustee companies which act independently of the BMW Group. BMW (UK) Trustees Limited, Hams Hall, is represented by 14 trustees and BMW Pension Trustees Limited, Hams Hall, by five trustees. A minimum of one third of the trustees must be elected by plan participants. The trustees represent the interests of plan participants and decide on invest- ment strategies. Recovery contributions to the funds are determined in agreement with the BMW Group. USA The BMW Group's defined benefit plans in the USA are primarily employer-funded and include final salary pension plans and a post-retirement medical care plan. Benefits paid in conjunction with these plans comprise old-age retirement pensions, early retirement benefits, 137 GROUP FINANCIAL STATEMENTS surviving dependants' benefits as well as post-retirement regular allocations and retrospective allocations to the medical care benefits. Statutory minimum funding requirements apply to the final salary pension plans. Plan participants are repre- sented by a committee consisting of six members, which is authorised to take all decisions pertaining to the relevant pension plan, including plan structure, invest- ments and selection of investment managers as well as in € million Defined benefit In the United Kingdom, the BMW Group has defined benefit plans, which are primarily employer-funded combined with employee-funded components based on the conversion of employee remuneration. These plans are subject to statutory minimum recovery require- ments. Benefits paid in conjunction with these plans comprise old-age retirement pensions as well as inva- lidity and surviving dependants' benefits. These de- fined benefit plans have been closed to new entrants, who, since 1 January 2014, are covered by a defined contribution plan. obligation The change in the net defined benefit liability for pen- sion plans can be derived as follows: Plan assets Total Limitation of the net defined benefit asset to the asset ceiling Net defined benefit liability 20,462 -15,861 4,601 2 plan. The committee members are nominated by the management of the relevant participating US entities. Plan committees act in a fiduciary capacity and are subject to statutory framework conditions. 4,603 United Kingdom Defined benefit obligations also remain in Germany, for which benefits are determined either by multiplying a fixed amount by the number of years of service or on the basis of an employee's final salary. The defined bene- fit plans have been closed to new entrants. With effect from 1 January 2014, new employees receive a defined contribution entitlement with a minimum rate of return. 90-GROUP FINANCIAL STATEMENTS Income Statements 90 90 Statement of Comprehensive Income 92 Balance Sheets 94 Cash Flow Statements 96 Group Statement of Changes in Equity 98-Notes The assets of the German pension plans are adminis- tered by BMW Trust e. V., Munich, (German registered association) in accordance with a CTA. The repre- sentative bodies of this entity are the Board of Directors and the Members' General Meeting. BMW Trust e. V., Munich, currently has seven members and three Board of Directors members elected by the Members' General Meeting. The Board of Directors is responsible for in- vestments, drawing up and deciding on investment guidelines as well as monitoring compliance with those guidelines. The members of the association can be em- ployees, senior executives and members of the Board of Directors. An ordinary Members' General Meeting takes place once every calendar year, and deals with a range of matters, including receiving and approving the association's annual report, ratifying the activities of the Board of Directors and adopting changes to the as- sociation's statutes. 98 Accounting Principles and Policies of Comprehensive Income 122-Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information The decrease in defined benefit obligations results mainly from the change in the discount rate used for the actuarial computation in Germany, the UK and the USA. The provision for pension-like obligations for post-em- ployment medical care in the USA and South Africa amounts to €52 million (2014: €57 million) and is deter- mined on a similar basis to the measurement of pension obligations in accordance with IAS 19. Increased costs do not have a direct impact on medical care obligations relating to pensioners in the USA. In the case of South Africa, however, it was assumed that costs would in- crease in the long term by 8.4% (2014: 8.3%) p.a. The expense recognised for obligations relating to post-em- ployment medical care amounted to €10 million (2014: €8 million). Numerous defined benefit plans are in place through- out the BMW Group, the most significant of which are described below. Germany Both employer- and employee-funded benefit plans are in place in Germany. Benefits paid in conjunction with these plans comprise old-age retirement pensions as well as invalidity and surviving dependants' benefits. The Deferred Remuneration Retirement Plan is an em- ployee-financed defined contribution plan with a mini- mum rate of return. The fact that the plan involves a minimum rate of return means that it is classified as a defined benefit plan. Employees have the option to waive payment of certain remuneration components in return for a future benefit. Any employer social security contributions saved are credited in the following year to the individual's benefits account. The converted re- muneration components and the social security contri- butions saved are invested on capital markets. When the benefit falls due, it is paid on the basis of the higher of the value of the depot account or a guaranteed mini- mum amount. 113 Notes to the Income Statement 121 Notes to the Statement 1 January 2015 Expense/income Current service cost 325 325 -224 -224 -1,181 -1,181 1 -429 325 -429 -872 -872 -872 Employee contributions -79 -79 Pensions and other benefits paid -540 Transfers to fund -9 -123 494 Interest expense (+)/income (-) Past service cost- Remeasurements 494 591 -468 494 -123 .9 -9 Gains (-) or losses (+) on plan assets, excluding amounts included in interest income Gains (-) or losses (+) arising from changes in demographic assumptions -224 Gains (-) or losses (+) arising from changes in financial assumptions -1,181 Changes in the limitation of the net defined benefit asset to the asset ceiling Gains (-) or losses (+) arising from experience adjustments -429 136 -1 -1 −1 Under defined benefit plans the enterprise is required to pay the benefits granted to present and past employees. Defined benefit plans may be funded or unfunded, the worthiness for short-term debt is also classified by the rating agencies as very good, thus enabling it to obtain refinancing funds on competitive conditions. latter sometimes covered by accounting provisions. Pension commitments in Germany are mostly covered by assets contributed to BMW Trust e. V., Munich, in conjunction with a contractual trust arrangement (CTA). The main other countries with funded plans were the UK, the USA, Switzerland, the Netherlands, Belgium and Japan. In the meantime, most of the defined bene- fit plans have been closed to new entrants. In the case of externally funded plans, the defined bene- fit obligation is offset against plan assets measured at their fair value. Where the plan assets exceed the pen- sion obligations and the BMW Group has a right of re- imbursement or a right to reduce future contributions, it reports an asset (within "Other financial assets") at an amount equivalent to the present value of the future economic benefits attached to the plan assets. If the plan is externally funded, a liability is recognised under pension provisions where the benefit obligation exceeds fund assets. Remeasurements of the net liability arise from changes in the present value of the defined benefit obligation, the fair value of the plan assets or the asset ceiling. Rea- sons for remeasurements include changes in financial and demographic assumptions as well as changes in the detailed composition of beneficiaries. Remeasurements are recognised immediately in "Other comprehensive 135 GROUP FINANCIAL STATEMENTS income" and hence directly in equity (within revenue reserves). Past service cost arises where a BMW Group entity in- troduces a defined benefit plan or changes the benefits payable under an existing plan. These costs are recog- nised immediately in the income statement. Similarly, gains and losses arising on the settlement of a defined benefit plan are recognised immediately in the income statement. Employer contributions paid to state pension insurance programmes totalled €571 million (2014: €517 million). The defined benefit obligation is calculated on an ac- tuarial basis. The actuarial computation requires the use of estimates and assumptions, which depend on the economic situation in each particular country. The most important assumptions applied by the BMW Group are shown below. The following weighted average values have been used for Germany, the United Kingdom and other countries: in % Discount rate Pension level trend Germany 2015 2014 United Kingdom 2015 2014 -Other 2015 2014 31 December Post-employment benefit plans are classified as either defined contribution or defined benefit plans. Under defined contribution plans an enterprise pays fixed contributions into a separate entity or fund and does not assume any other obligations. The total pension ex- pense for defined contribution plans of the BMW Group amounted to €71 million (2014: €60 million). Pension provisions are recognised as a result of commit- ments to pay future vested pension benefits and current pensions to present and former employees of the BMW Group and their dependants. Depending on the legal, economic and tax circumstances prevailing in each coun- try, various pension plans are used, based generally on the length of service, salary and remuneration structure of the employees involved. Due to similarity of nature, the obligations of BMW Group companies in the USA and of BMW (South Africa) (Pty) Ltd., Pretoria, for post- retirement medical care are also accounted for as pen- sion provisions in accordance with IAS 19. 35-Pension provisions Standard & Poor's A2 P-1 positive A+ A-1 stable 90-GROUP FINANCIAL STATEMENTS 90 Income Statements 90 Statement of Comprehensive Income 92 Balance Sheets 94 Cash Flow Statements 96 Group Statement of Changes in Equity 98-Notes 98 Accounting Principles and Policies 113 Notes to the Income Statement 121 Notes to the Statement of Comprehensive Income 122-Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information With their current long-term ratings of A+ (Standard & Poor's) and A2 (Moody's), the agencies continue to confirm BMW AG's robust creditworthiness for debt with a term of more than one year. BMW AG's credit- 2.51 1.60 306 2.10 3.58 2.43 Effect of limiting net defined benefit asset to asset ceiling Carrying amounts at 31 December 3 1,360 2,313 1,174 1,765 465 2 525 3 2 9,215 -9,636 9,327 -9,499 -1,384 -1,327 -19,926 -20,462 -7,855 7,323 -8,153 -7,734 922 804 16,930 -15,861 2,999 thereof pension provision thereof assets -1,360 -2,313 -1,174 -1,765 466 526 3,000 4,604 -1 4,603 Fair value of plan assets Present value of defined benefit obligations 2014 3.40 3.83 3.48 2.43 -0.02 0.03 The following mortality tables are applied in countries, in which the BMW Group has significant defined benefit plans: Germany Mortality Table 2005 G issued by Prof. K. Heubeck (with invalidity rates reduced by 50%) United Kingdom - S1PA tables weighted accordingly, and S1NA tables minus 2 years, both with a minimum long term annual improvement allowance USA RP2014 Mortality Table with collar adjustments projected with MP2015 In Germany, the so-called "pension entitlement trend" (Festbetragstrend) also represents a significant actuarial assumption for the purposes of determining benefits payable at retirement and was left unchanged at 2.0%. By contrast, the salary level trend assumption is subject to a comparatively low level of sensitivity within the BMW Group. The calculation of the salary level trend in 31 December in € million the UK also takes account of restrictions due to caps and floors. Based on the measurement principles contained in IAS 19, the following balance sheet carrying amounts apply to the Group's pension plans: Germany - 2015 -2014 -United Kingdom - -2015 -2014-2015 2014 - Other -Total 2015 -1.60 thereof non-investment grade 9,327 187 16,930 15,861 804 922 7,734 8,153 7,323 90-GROUP FINANCIAL STATEMENTS 7,855 2,967 -578 562 3,355 210 239 1,808 31 December 90 Income Statements 90 Statement of 205 As part of the internal reporting procedures and for in- ternal management purposes, financial risks relating to the pension plans are reported on using a deficit- value-at-risk approach. The investment strategy is also subjected to regular review together with external con- sultants, with the aim of ensuring that investments are Pension fund assets are monitored continuously and managed from a risk-and-yield perspective. Risk is re- duced by ensuring a broad spread of investments. In this context, the BMW Group continuously monitors the degree of coverage of pension plans as well as ad- herence to the stipulated investment strategy. In order to reduce currency exposures, a substantial portion of plan assets are either invested in the same currency as the underlying plan or hedged by means of currency derivatives. account in the actuarial assumptions applied. The financial risk of longer-than-assumed life expectancy is hedged for the majority of participants of the BMW Group's largest pension plan in the UK by means of a so-called "longevity hedge". A substantial portion of plan assets is invested in debt instruments in order to minimise the effect of capital market fluctuations on the net liability. The asset port- folio also includes equity instruments, property and alternative investments – asset classes capable of gen- erating the higher rates of return necessary to cover risks (such as changes in mortality tables) not taken into The BMW Group is exposed to risks arising from defined benefit plans on the one hand and defined contribution plans with a minimum return guarantee on the other. Pension obligations to employees under such plans are measured on the basis of actuarial reports. Future pen- sion payments are discounted by reference to market yields on high quality corporate bonds. These yields are subject to market fluctuation and influence the level of pension obligations. Furthermore, changes in other actuarial parameters, such as expected rates of inflation, also have an impact on pension obligations. of Comprehensive Income 122-Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information 113 Notes to the Income Statement 121 Notes to the Statement 98 Accounting Principles and Policies 98-Notes 96 Group Statement of Changes in Equity 94 Cash Flow Statements 92 Balance Sheets Comprehensive Income 1,902 949 Employer contributions to plan assets are expected to amount to €692 million in the coming year. Plan assets of the BMW Group include own transferable financial instruments amounting to €6 million (2014: €5 million). Total without quoted market price 11 17 Cash and cash equivalents 895 1,060 105 105 - 683 -783 107 Real estate -187 207 1,214 2 24 9 172 - 20 41 93 -261 97 224 282 Other -183 -1,293 34 -557 -705 424 554 981 Absolute return funds Comprehensive Income 371 Other financial obligations due later than five years due between one and five years The total of future minimum lease payments under non- cancellable and other operating leases can be analysed by maturity as follows: 31.12.2014 31.12.2015 In addition to liabilities, provisions and contingent lia- bilities, the BMW Group also has other financial com- mitments, primarily under lease contracts for land, buildings, plant and machinery, tools, office and other facilities. These contracts run for periods of one to 49 years. Some of them contain extension and purchase options as well as price adjustment clauses, based on index-linked or graduated rentals, including adjust- ments for inflation. In 2015 an amount of €315 million (2014: €350 million) was recognised as expense in con- junction with operating leases. All of these amounts re- late to minimum lease payments. Other financial commitments due within one year 299 Other financial commitments include €14 million (2014: €7 million) in respect of obligations to non-consolidated subsidiaries. No back-to-back operating leases were in place at the end of the reporting period (2014: €1 million). 888 -816 603 2,190 1,790 Purchase commitments amounted to €2,217 million (2014: €2,247 million) for property, plant and equipment and €757 million (2014: €750 million) for intangible assets. 148 42-Financial instruments The carrying amounts and fair values of financial instruments are assigned to IAS 39 categories and cash funds as follows:1, 2 90 Statement of 31 December 2015 1,003 Income Statements -306 90-GROUP FINANCIAL STATEMENTS in € million thereof due within one year 1,922 915 -1,685 -780 3,910 -1,397 3,370 -1,027 299 123 6,254 32 31 55 -127 56 2,399 5,488 1,894 Deferred income relating to service contracts relates to service and repair work to be provided under commit- ments given at the time of the sale of a vehicle (multi- component arrangements). Grants comprise primarily public sector funds to promote regional structures which have been invested in the production plants in Brazil, Leipzig and Berlin. The grants for the two Ger- man sites mentioned are subject to holding periods for the assets concerned of up to five years and mini- mum employment figures. All conditions attached to the grants were complied with at 31 December 2015. In accordance with IAS 20, grant income is recog- nised over the useful lives of the assets to which they relate. 146 40-Trade payables 31 December 2015 in € million Maturity within one year 90 Cash funds Trade receivables Loans and receivables Other Cash and cash equivalents -Total Other assets Total Receivables from subsidiaries Receivables from companies in which an investment is held Collateral receivables Other 31 December 2015 in € million Liabilities Credit card receivables Financial liabilities Liabilities to banks Liabilities from customer deposits (banking) Commercial paper Asset backed financing transactions Derivative instruments Cash flow hedges- Fair value hedges Other derivative instruments Other Trade payables Other liabilities Total Bonds -Loans to third parties - Marketable securities and investment funds Other derivative instruments Fair value Carrying amount Fair value Carrying amount - Fair value Carrying amount 90-GROUP FINANCIAL STATEMENTS 90 Income Statements 90 Statement of Comprehensive Income 92 Balance Sheets 94 Cash Flow Statements 96 Group Statement of Changes in Equity 98-Notes 98 Accounting Principles and Policies 113 Notes to the Income Statement 121 Notes to the Statement of Comprehensive Income 122 Notes to the Balance Sheet 147-Other Disclosures 163 Segment Information Assets Other investments Receivables from sales financing Financial assets Derivative instruments Cash flow hedges Fair value hedges Held-to-maturity. investments thereof due within one year 348 31.12.2014 -1,080 1,080 Social security -71 17 -89 Advance payments from customers 681 121 802 Deposits received 492 Other taxes 374 Payables to subsidiaries 86 -86 Payables to other companies in which an investment is held -107 107 Deferred income 2,399 -3,640 215 6,254 Other 871 -4,292 -Total Maturity between one and five years Weighted average maturity period (in days) -Weighted average nominal interest rate (in %) BMW Finance N.V., The Hague EUR 1,440 million 81 0.00 GBP 265 million -74 0.62 BMW Malta Finance Ltd., Floriana EUR 268 million Maturity later than five years -13 BMW US Capital, LLC, Wilmington, DE USD 3,645 million 23 0.32 145 GROUP FINANCIAL STATEMENTS 39-Other liabilities Other liabilities comprise the following items: 31 December 2015 Maturity in € million within one year 0.01 -176 -10 4,478 162 Payables to other companies in which an investment is held 5 5 Deferred income 1,894 3,373 221 5,488 Other 3,841 -193 162 -7 Other liabilities 7,775 4,026 249 12,050 Deferred income comprises the following items: in € million Deferred income from lease financing Deferred income relating to service contracts Grants Other deferred income Deferred income 31.12.2015 -4,041 Payables to subsidiaries 768 565 Other liabilities 9,208 4,328 231 13,767 31 December 2014 in € million Maturity within one year Maturity between one Maturity later than -Total and five years five years Other taxes 929 Social security 69 Advance payments from customers 460 105 Deposits received 415 Payables to subsidiaries 25 14 943 -78 -Total Payables to other companies in which Fair value Other Trade receivables Other assets Receivables from subsidiaries Receivables from companies in which 90-GROUP FINANCIAL STATEMENTS 90 Income Statements 90 Statement of Comprehensive Income 92 Balance Sheets 94 Cash Flow Statements 96 Group Statement of Changes in Equity Cash and cash equivalents 98-Notes 113 Notes to the Income Statement 121 Notes to the Statement of Comprehensive Income 122 Notes to the Balance Sheet 147-Other Disclosures 163 Segment Information an investment is held Collateral receivables Other Total 31 December 2014 in € million Liabilities Financial liabilities Bonds Fair value 98 Accounting Principles and Policies Cash funds - Other Loans to third parties. Asset backed financing transactions Derivative instruments Cash flow hedges Other Fair value hedges Other derivative instruments Trade payables Other liabilities -Payables to subsidiaries -Payables to other companies in which an investment is held Other Credit card receivables 4,550 150 31 December 2014 in € million Assets Other investments Receivables from sales financing Financial assets Derivative instruments Cash flow hedges Fair value hedges Other derivative instruments - Marketable securities and investment funds Total Carrying amount Loans and receivables Fair value Fair value Carrying amount Fair value Carrying amount Liabilities to banks Liabilities from customer deposits (banking) Commercial paper - Asset backed financing transactions -Derivative instruments Cash flow hedges Fair value hedges Other and receivables Other derivative instruments Other liabilities -Payables to subsidiaries - Payables to other companies in which Total an investment is held Other 1 The carrying amounts of cash flow and fair value hedges are allocated to the category "Held for trading" for the sake of clarity. 2 Based on the fact that maturities are generally short, it is assumed for some items that fair value corresponds to the carrying amount. 3 Carrying amount corresponds to fair value. Carrying amount Held-to-maturity investments Fair value Trade payables Loans Cash funds 971 66,672 Held-to-maturity investments Carrying amount Fair value 62,642 61,024 -200 -200 -12 -12 -239 239 -297 297 -7,688 -7,688 - 2,153 -2,153 -721 -721 -1,055 1,055 412 412 8,100 8,100 971 68,290 Commercial paper Liabilities from customer deposits (banking) Liabilities to banks Bonds Fair value Carrying amount in relevant currency (ISO-Code) Carrying amount 1 The carrying amounts of cash flow and fair value hedges are allocated to the category "Held for trading" for the sake of clarity. 2 Based on the fact that maturities are generally short, it is assumed for some items that fair value corresponds to the carrying amount. 3 Carrying amount corresponds to fair value. 149 GROUP FINANCIAL STATEMENTS Other liabilities Available- for-sale Fair value option Carrying amount Held for trading Carrying amount Carrying Carrying Carrying amount³ amount³ amount 1,3 402 26 -830 1,194 -1,006 Fair value Fair value investments Held-to-maturity. -72,309 -70,043 100 100 133 133 -272 272 147 147 6,122 6,122 - 2,751 2,751 -716 -716 893 893 314 314 6,436 6,436 -1,050 78,371 -1,050 76,105 Cash funds Loans and receivables 5,161 an investment is held 98 Assets Carrying amount³ amount 3 amount 1,3 40,701 -12,783 - 40,319 -12,720 13,543 -13,509 5,415 5,415 13,611 Carrying 13,631 -1,539 -7,773 86 86 -107 5,075 -107 5,075 100,633 100,174 2,535 - 563 -1,452 Liabilities Financial liabilities 1,539 -7,773 Carrying Carrying amount Fair value 2 Other investments Receivables from sales financing Financial assets Derivative instruments Cash flow hedges Fair value hedges Other derivative instruments Marketable securities and investment funds Loans to third parties Credit card receivables Other Cash and cash equivalents Trade receivables Other assets Receivables from subsidiaries Receivables from companies in which an investment is held - Collateral receivables Other 26 3,030 Total Other liabilities Available- for-sale Fair value option Held for trading 5,661 Issue volume USD 2,280 million The following details apply to the commercial paper: 2015 2014 2015 2014 31 December in years Germany 2015 2014 Weighted duration of all pension obligations -20.5 21.4 19.2 19.9 18.4 United Kingdom -19.2 Statutory minimum funding and recovery requirements apply in the UK and the USA which may have an effect on future amounts. Valuations are performed regularly to measure the level of funding. In conjunction with these valuations, funding plans are drawn up and the amount of any necessary special allocations determined. 36-Other provisions Other provisions comprise the following items: in € million 31.12.2015 31.12.2014 -Total thereof due within one year -Total thereof due within one year 90-GROUP FINANCIAL STATEMENTS Income Statements 142 90 Other In the UK, the sensitivity analysis for the pension level trend also takes account of restrictions due to caps and floors. decrease of 0.25% -610 -3.1 -679 -3.3 Average life expectancy. increase of 1 year -632 -3.2 -703 3.4 decrease of 1 year The weighted duration of all pension obligations in Ger- many, the UK and other countries (based on present values of the defined benefit obligation) developed as follows: -633 -700 -3.4 Pension entitlement trend increase of 0.25% decrease of 0.25% 134 0.7 -152 -0.7 -128 -0.6 -146 -0.7 -3.2 90 Statement of Comprehensive Income 92 Balance Sheets upon to 1.1.2015 - Translation -Additions -Reversal of differences discounting Utilised Reversed - 31.12.2015 Obligations for personnel and social expenses Obligations for ongoing operational expenses Other obligations -1,871 4,887 2,032 -7 283 54 -1,496 3,462 -677 1 -72 2 -1,414 -2,474 -604 -22 -419 Other provisions changed during the year as follows: 1,939 5,811 -1,880 Other provisions 8,790 344 5,635 75 -4,492 -722 9,630 Income from the reversal of other provisions amounting to €550 million (2014: €198 million) is recorded in cost of sales and in selling and administrative expenses. 37-Income tax liabilities Income tax liabilities totalling €1,441 million (2014: €1,590 million) include obligations amounting to €485 million (2014: €956 million) which are expected to be settled after more than twelve months. Some of the liabilities may be settled earlier than this depend- ing on the timing of proceedings. -281 Provisions for other obligations cover numerous specific risks and obligations of uncertain timing and amount, in particular for litigation and liability risks. fulfil obligations over the whole period of the war- ranty or guarantee. Expected reimbursement claims amounted to €711 million at the end of the reporting period (2014: €641 million). Also included are other provisions for expected payments for bonuses, rebates and other price deductions. 4,522 94 Cash Flow Statements 96 Group Statement of Changes in Equity 98-Notes 98 Accounting Principles and Policies 113 Notes to the Income Statement 121 Notes to the Statement of Comprehensive Income 122-Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information Obligations for personnel and social expenses Obligations for ongoing operational expenses. Other obligations Other provisions Provisions for obligations for personnel and social ex- penses comprise mainly performance-related remunera- tion components, early retirement part-time working arrangements and employee long-service awards. Obliga- tions for performance-related remuneration components are normally settled in the following financial year. Provisions for obligations for ongoing operational ex- penses relate primarily to warranty obligations and comprise both statutorily prescribed manufacturer warranties and other guaranties offered by the BMW Group. Depending on when claims are made, it is possible that the BMW Group may be called in € million -1,939 1,475 -1,871 -1,442 5,811 2,430 4,887 -1,786 1,880 -1,104 -2,032 1,294 9,630 5,009 8,790 3.6 -727 3.3 655 -Total Maturity Maturity between one and five years one year Maturity within -7,773 72 later than five years Total Maturity Maturity between one and five years -7,701 later than five years The total amount of financial liabilities, other liabili- ties and trade payables with a maturity later than five in € million 31 December 2014 Trade payables 163 Segment Information 147-Other Disclosures 122-Notes to the Balance Sheet of Comprehensive Income 121 Notes to the Statement 113 Notes to the Income Statement Policies 98 Accounting Principles and 98-Notes Trade payables -7,580 129 -7,709 in € million From today's perspective, the BMW Group does not expect any pending proceedings to have a significant In accordance with IAS 37, the BMW Group does not disclose information relating to legal disputes and risks relating to taxes and customs duties, if such dis- closures could be expected to prejudice seriously the position of the BMW Group or if disclosure is not practicable. The BMW Group determines its best estimate of contin- gent liabilities on the basis of the information available at the date of preparation of the Group Financial State- ments. This assessment may change over time and is adjusted regularly on the basis of new information and circumstances. A part of these risks is insured where this makes business sense. Other contingent liabilities comprise mainly legal dis- putes as well as risks relating to taxes and customs duties. Contingent liabilities relate entirely to third parties. 121 306 84 213 4 33 93 Contingent liabilities Other Performance guarantees Guarantees 31.12.2014 31.12.2015 in € million No provisions were recognised for the following contingent liabilities (stated at estimated amounts), since an out- flow of resources is not considered to be probable: 41-Contingent liabilities and other financial commitments Contingent liabilities Other Disclosures Notes to the Group Financial Statements BMW Group 147 GROUP FINANCIAL STATEMENTS years amounts to €8,465 million (2014: €5,442 mil- lion). 96 Group Statement of Changes in Equity Current tax liabilities of €1,441 million (2014: €1,590 mil- lion) comprise €288 million (2014: €151 million) for taxes payable and €1,153 million (2014: €1,439 million) for tax provisions. Tax provisions totalling €8 million were reversed in the year under report (2014: €1 mil- lion). 141 GROUP FINANCIAL STATEMENTS Most of the BMW Group's pension assets are adminis- tered separately and kept legally segregated from company assets using trust fund arrangements. As a consequence, the level of funds required to finance Carrying 1,327 The sensitivity analysis provided below shows the ex- tent to which - based on an appropriate review - the defined benefit obligation would have been affected by changes in the relevant assumptions that were possible at the end of the reporting period, if the other assump- tions used in the calculation were kept constant. It is only possible, however, to aggregate sensitivities to a limited extent. Since the change in obligations does not 31 December follow a linear pattern, all estimates made on the basis of the specified sensitivities have to be made subject to this restriction. The calculation of sensitivities using ranges other than those specified could result in a non- proportional changes in the defined benefit obligation. The defined benefit obligation amounted to €19,926 mil- lion at 31 December 2015. Change in defined benefit obligation 2015 2014 in € million in % in € million 1,384 in % increase of 0.75% -2,577 -12.9 -2,888 -14.1 decrease of 0.75% -3,253 16.3 -3,675 -18.0 Pension level trend increase of 0.25% Discount rate -112 -115 2,607 2,996 9,327 9,499 31 December in € million Current employees Pensioners Former employees with vested benefits Defined benefit obligation pension payments out of operations will be substan- tially reduced in the future, since most of the Group's pension obligations are settled out of the assets of pension funds/trust fund arrangements. The defined benefit obligation relates to current em- ployees, former employees with vested benefits and pensioners as follows: Other Germany 2015 -2014 United Kingdom 2015 2014 2015 2014 6,114 6,495 2,183 2,295 1,038 1,003 2,635 2,650 4,537 4,208 231 -212 -466 - 491 9,215 9,636 structured to coincide with the timing of pension pay- ments and the expected pattern of pension obligations. In their own way, each of these measures helps to re- duce fluctuations in pension funding shortfalls. Issuer 143 GROUP FINANCIAL STATEMENTS Financial liabilities include all liabilities of the BMW Group at the relevant balance sheet dates relating to 1.9 BMW US Capital, LLC, Wilmington, DE variable EUR 1,500 million 2.6 0.2 variable GBP 400 million 0.6 0.7 variable SEK 500 million 5.0 -0.6 variable USD 2,100 million -1.1 0.6 90-GROUP FINANCIAL STATEMENTS 90 Income Statements fixed AUD 200 million 0.3 4.0 90 Statement of -0.0 Comprehensive Income SEK 1,750 million -2.8 AUD 500 million 4.0 4.2 fixed CHF 300 million 6.0 1.8 fixed EUR 15,064 million 6.9 2.3 fixed -fixed GBP 2,100 million 2.9 -fixed HKD 500 million 3.0 -1.6 fixed JPY 51,000 million 2.5 0.4 fixed NOK 750 million 5.0 5.0 92 Balance Sheets 94 Cash Flow Statements 96 Group Statement of Changes in Equity of Comprehensive Income 122-Notes to the Balance Sheet 147 Other Disclosures 163 Segment Information variable - EUR 50 million 3.0 0.2 variable USD 170 million 2.6 0.8 Other fixed INR 3,500 million 3.0 5.0 fixed CAD 1,850 million 4.0 2.2 fixed JPY 48,000 million 2.7 0.3 fixed KRW 410,000 million 3.2 2.7 10.3 3.0 AUD 700 million variable 98-Notes 98 Accounting Principles and Policies fixed EUR 4,340 million 4.5 -1.0 fixed GBP 300 million 3.9 2.0 fixed HKD 500 million 1.9 -1.4 fixed JPY 30,000 million 2.6 0.2 -fixed - NZD 100 million -1.9 4.4 -fixed 5.3 3.2 113 Notes to the Income Statement 121 Notes to the Statement BMW Australia Finance Ltd., Melbourne, Victoria -fixed 0.8 -1.5 USD 640 million 40,319 -9,030 -3,194 496 -12,720 -9,719 - 3,657 -133 -13,509 -5,415 5,415 - 5,046 -6,912 -8,585 -2,198 2,245 -107 4,550 - 628 -325 586 1,539 42,160 41,289 8,234 91,683 13,631 23,283 -10,124 -Total 31 December 2015 in € million financing activities. Financial liabilities comprise the following: Maturity within Bonds Liabilities to banks Liabilities from customer deposits (banking) Commercial paper- Asset backed financing transactions Derivative instruments Other Financial liabilities 31 December 2014 in € million Bonds Liabilities to banks Liabilities from customer deposits (banking) Commercial paper Asset backed financing transactions Derivative instruments Other Financial liabilities one year Maturity between one and five years adverse impact on the result of operations, financial position and net assets of the Group. Maturity later than five years Maturity within 38-Financial liabilities Maturity between one -Total The BMW Group uses various short-term and long-term refinancing instruments on money and capital markets to finance its operations. This diversification enables it to obtain attractive market conditions. The main instruments used are corporate bonds, asset- backed financing transactions, liabilities to banks and liabilities from customer deposits (banking). Customer deposit liabilities arise in the BMW Group's banks, notably in Germany and the USA, which offer a range of investment products. 144 Bonds comprise: Issuer Interest Issue volume in relevant currency (ISO-Code) Weighted average maturity period (in years) Weighted average nominal interest rate (in %) The increase in liabilities relating to derivatives results from the fair value measurement of currency and com- modity derivative instruments. BMW Finance N.V., The Hague. EUR 5,415 million 2.2 0.2 variable GBP 25 million -1.0 -1.0 variable SEK 4,700 million 2.5 0.0 -variable variable 80,649 5,193 37,974 one year and five years five years -8,561 22,817 4,111 -35,489 -7,784 -3,281 489 -9,157 3,309 -11,554 -12,466 - 5,599 5,599 - 3,825 -6,990 69 10,884 -1,930 -1,190 23 3,143 - 626 37,482 -387 -501 1,514 Maturity later than amount 94 Cash Flow Statements 92 Balance Sheets 3,772 Currency risks Raw materials price risks *The amounts presented for derivative instruments in the previous year have been adjusted and are now based on risk classes. Other investments (available-for-sale) amounting to €184 million (2014: €177 million) are measured at amor- tised cost since quoted market prices are not available or cannot be determined reliably. These are therefore not included in the level hierarchy shown above. In ad- dition, other investments amounting to €244 million (2014: €231 million) are measured at fair value since quoted market prices are available. These items are in- cluded in Level 1. As in the previous year, there were no reclassifications within the level hierarchy during the financial year 2015. In situations where a fair value was required to be measured for a financial instrument only for disclosure in € million 1,846 981 61 -1,392 1,281 470 purposes, this was achieved using the discounted cash flow method and taking account of the BMW Group's own default risk; for this reason, the fair values calculated can be allocated to Level 2. Offsetting of financial instruments In the BMW Group, financial assets and liabilities re- lating to derivative financial instruments would nor- mally be required to be offset. No offsetting takes place for accounting purposes, however, since the nec- essary criteria are not met. Since legally enforceable master netting agreements or similar contracts are in place, actual offsetting would be possible in principle, for instance in the case of insolvency. Offsetting would have the following impact on the carrying amounts of derivatives: 31.12.2014 Balance sheet amounts as reported Gross amount of derivatives which can be offset in case of insolvency Net amount after offsetting Reported on assets side 31.12.2015 Reported on equity and liabilities side Reported on assets side - Reported on equity and liabilities side 3,030 4,550 2,888 3,143 Interest rate risks Derivative instruments (liabilities)* - Raw materials price risks -Currency risks 3. using input factors not based on observable market data (Level 3). The following table shows the amounts allocated to each measurement level at the end of the reporting period: Level hierarchy in accordance with IFRS 13- Level 1 Level 2 Level 3 Marketable securities, investment fund shares and collateral assets - available-for-sale Other investments - available-for-sale/fair value option Derivative instruments (assets) - 5,259 244 Interest rate risks Currency risks Raw materials price risks Derivative instruments (liabilities) Interest rate risks Currency risks - Raw materials price risks 1,939 -1,086 5 -1,352 Interest rate risks Derivative instruments (assets)* Level 3 Level 2 231 -3,772 -1,285 Marketable securities, investment fund shares and collateral assets - available-for-sale Other investments - available-for-sale/fair value option Level hierarchy in accordance with IFRS 13 in € million 31 December 2014 153 GROUP FINANCIAL STATEMENTS -1,062 -2,136 Level 1 2. measured at their fair values in an active market for comparable financial instruments or using measure- ment models whose main input factors are based on observable market data (Level 2), or -1,285 -1,228 -141 Loans and receivables 90-GROUP FINANCIAL STATEMENTS 90 Income Statements 90 Statement of Comprehensive Income 92 Balance Sheets 94 Cash Flow Statements 96 Group Statement of Changes in Equity 98-Notes 98 Accounting Principles and Policies 113 Notes to the Income Statement 121 Notes to the Statement -24 of Comprehensive Income 122 Notes to the Balance Sheet 147-Other Disclosures 163 Segment Information Other income/expenses Other liabilities Income/expenses Gains/losses from the use of derivatives relate primarily to fair value gains or losses arising on stand-alone derivatives. Net losses arising from other investments measured us- ing the fair value option amounted to €2 million. The fair value option is applied for non-current marketable securities with embedded derivatives. No changes in fair values arose, either during the year under report or on an accumulated basis since acquisition, which were attributable to changes in the default risk. Such credit-risk related changes in fair values are calcu- lated as a general rule by deducting market-related changes in fair value from the overall change in fair value. Net interest expenses from interest rate and interest rate/currency swaps amounted to €22 million (2014: net interest income of €101 million). Impairment losses of €13 million (2014: €152 million) were recognised in the income statement in 2015 on in € million -345 -278 -77 -506 32 Impairment losses/reversals of impairment losses -69 -144 thereof recognised in the income statement during the period under report Balance at 31 December 1,745 -3,265 -1,660 -1,915 154 Gains and losses on financial instruments The following table shows the net gains and losses arising for each of the categories of financial instrument defined by IAS 39: in € million 2015 2014 Held for trading Gains/losses from the use of derivative instruments -717 -971 Fair value option Gains/losses on investments measured at fair value through profit and loss -2 6 -117 Total change during the year -135 -141 Balance at 1 January -1,228 Accumulated other equity 1 Net income from participations and investments -65 129 Gains and losses on sale and fair value measurement of marketable securities held for sale (including investments in subsidiaries and participations measured at cost) Available-for-sale 3 1. measured at their fair values in an active market for identical financial instruments (Level 1), are Financial instruments measured at fair value are allo- cated to different measurement levels in accordance with IFRS 13. This includes financial instruments that -11,636 12,487 35,489 -11,554 12,466 - 5,599 -10,886 5,599 10,884 -1,302 -721 1,120 -1,514 -7,709 1,514 -7,709 162 -162 5 5 4,281 · 36,083 4,281 89,663 Liabilities Financial liabilities Bonds Liabilities to banks Liabilities from customer deposits (banking). Commercial paper Asset backed financing transactions Derivative instruments Cash flow hedges Fair value hedges Other derivative instruments. Other Trade payables 90,362 Other liabilities amount1,3 amount 3 Assets Other investments- Receivables from sales financing Financial assets Derivative instruments Cash flow hedges Fair value hedges Other derivative instruments - Marketable securities and investment funds Loans to third parties - Credit card receivables Other -Cash and cash equivalents Trade receivables amount3 Other assets Receivables from subsidiaries Receivables from companies in which an investment is held Collateral receivables Other Other liabilities Available- for-sale Fair value option Held for trading Fair value Carrying amount Carrying Carrying -Carrying Total Payables to subsidiaries Payables to other companies in which an investment is held 3.31 Interest rates taken from interest rate curves were ad- justed, where necessary, to take account of the credit quality and risk of the underlying financial instrument. Raw material Commodity derivatives were measured on the basis of the following quoted market prices: 31.12.2015 31.12.2014 90-GROUP FINANCIAL STATEMENTS 90 Income Statements 90 Statement of Comprehensive Income 92 Balance Sheets 94 Cash Flow Statements 96 Group Statement of Changes in Equity 0.43 98-Notes 113 Notes to the Income Statement 121 Notes to the Statement of Comprehensive Income 122 Notes to the Balance Sheet 147-Other Disclosures 163 Segment Information Iron ore Coke/coal Aluminium Palladium Derivative financial instruments are measured at their fair value. The fair values of derivative financial instru- ments are determined using measurement models, as a consequence of which there is a risk that the amounts calculated could differ from realisable market prices on disposal. Observable financial market price spreads are taken into account in the measurement of derivative financial instruments. The supply of data to the model used to calculate fair values also takes account of tenor and currency basis spreads, thus helping to minimise differences between the carrying amounts of the in- struments and the amounts that can be realised on the financial markets on their disposal. In addition, the Group's own default risk and that of counterparties is taken into account in the form of credit default swap contracts which have matching terms and which can be observed on the market. 31 December 2015. in € million USD/t USD/t USD/t USD/oz 43.05 76.45 1,507.00 561.70 -71.75 110.00 -1,852.50 591.00 98 Accounting Principles and Policies 2.03 2.20 1.02 Other 3,143 Total 152 Fair value measurement of financial instruments The fair values shown are computed using market in- formation available at the balance sheet date, on the basis of prices quoted by the contract partners or using ISO Code in % EUR appropriate measurement methods, e.g. discounted cash flow models. In the latter case, amounts were discounted at 31 December 2015 on the basis of the following inter- est rates: USD GBP JPY CNY Interest rate for six months Interest rate for one year Interest rate for five years Interest rate for ten years -0.04 3.26 0.17 -1.59 1.72 0.33 3.07 238 0.12 0.85 -0.06 3.08 -0.16 0.83 0.70 0.84 available-for-sale securities accounted for as participa- tions, for which fair value changes had previously been recognised directly in equity. No reversals of impair- ment losses on marketable securities were recognised directly in equity in the under report (2014: €7 mil- lion). year The disclosure of interest income resulting from the un- winding of interest on future expected receipts would normally only be relevant for the BMW Group where as- sets have been discounted as part of the process of de- termining impairment losses. However, as a result of the assumption that most of the income that is subse- quently recovered is received within one year and the fact that the impact is not material, the BMW Group does not discount assets for the purposes of determining impairment losses. model. The starting point for analysing currency risk with this model is the identification of forecast foreign currency transactions or "exposures". At the end of the reporting period, the principal exposures for the relevant coming year were as follows: 31.12.2015 31.12.2014 Euro/Chinese Renminbi Euro/US Dollar Euro/British Pound Euro/Korean Won Euro/Japanese Yen 9,973 10,937 4,770 - 4,743 5,396 A description of the management of this risk is provided in the Combined Management Report. The BMW Group measures currency risk using a cash-flow-at-risk 4,818 -1,584 1,162 1,004 In the next stage, these exposures are compared to all hedges that are in place. The net cash flow surplus represents an uncovered risk position. The cash-flow-at- risk approach involves allocating the impact of potential 158 exchange rate fluctuations to operating cash flows on the basis of probability distributions. Volatilities and correlations serve as input factors to assess the relevant probability distributions. The potential negative impact on earnings is computed for each currency for the following financial year on the basis of current market prices and exposures to a con- fidence level of 95% and a holding period of up to one year. Correlations between the various currencies are in € million taken into account when the risks are aggregated, thus reducing the overall risk. The following table shows the potential negative impact for the BMW Group - measured on the basis of the cash- flow-at-risk approach - attributable to unfavourable changes in exchange rates. The impact for the principal currencies, in each case for the following financial is as follows: year, 31.12.2015 ―31.12.2014 Euro/Chinese Renminbi 1,985 Euro/US Dollar At 31 December 2015 derivative financial instruments, mostly in the form of forward currency and option contracts, were in place to hedge the main currencies. Currency risks - 3,882 -7,226 11,185 -2,100 1,317 3,418 -7,581 -129 -7,710 -177 45,942 -434 39,785 500 5,299 1,111 91,026 As an enterprise with worldwide operations, business is conducted in a variety of currencies, from which cur- rency risks arise. Since a significant portion of Group revenues is generated outside the euro currency re- gion and the procurement of production material and funding is also organised on a worldwide basis, the currency risk is an extremely important factor for Group earnings. The cash flows shown comprise principal repayments and the related interest. The amounts disclosed for de- that have a negative fair value at the balance sheet date. 157 GROUP FINANCIAL STATEMENTS At 31 December 2015 irrevocable credit commitments to dealers which had not been called upon at the end of the reporting period amounted to €7,552 million (2014: €7,247 million). Solvency is assured at all times by managing and moni- toring the liquidity situation on the basis of a rolling cash flow forecast. The resulting funding requirements are secured by a variety of instruments placed on the world's financial markets. The objective is to minimise risk by matching maturities for the Group's financing requirements within the framework of the target debt structure. The BMW Group has good access to capital markets as a result of its solid financial position and a diversified refinancing strategy. This is underpinned by the longstanding long- and short-term ratings issued by Moody's and Standard & Poor's. Short-term liquidity is managed primarily by issuing money market instruments (commercial paper). In this area too, competitive refinancing conditions can be achieved thanks to Moody's and Standard & Poor's short-term ratings of P-1 and A-1 respectively. Also reducing liquidity risk, additional secured and un- secured lines of credit are in place with international banks, including a syndicated credit line totalling €6 bil- lion (2014: €6 billion). Intra-group cash flow fluctua- tions are evened out by the use of daily cash pooling arrangements. Market risks The principal market risks to which the BMW Group is exposed are currency risk, interest rate risk and raw materials price risk. Protection against such risks is provided in the first instance through natural hedging which arises when the values of non-derivative financial instruments have matching maturities and amounts (netting). Derivative financial instruments are used to reduce the risk re- in € million maining after netting. Financial instruments are only used to hedge underlying positions or forecast trans- actions. The scope of permitted transactions, responsibilities, financial reporting procedures and control mechanisms used for financial instruments are set out in internal guidelines. This includes, above all, a clear separation of duties between trading and processing. Currency, inter- est rate and raw materials price risks of the BMW Group are managed at a corporate level. Further information is provided in the "Report on out- look, risks and opportunities" section of the Combined Management Report. rivatives comprise only cash flows relating to derivatives Euro/British Pound Euro/Korean Won Euro/Japanese Yen British Pound Chinese Renminbi Japanese Yen 21,785 -17,535 10,742 -12,087 4,220 5,091 1,006 574 536 -113 Interest rate risks can be managed by the use of interest rate derivatives. The interest rate contracts used for hedging purposes comprise mainly swaps which are ac- counted for on the basis of whether they are designated as a fair value hedge or as a cash flow hedge. A descrip- tion of the management of interest rate risks is provided in the Combined Management Report. As stated there, the BMW Group applies a group-wide value-at-risk approach for internal reporting purposes US Dollar and to manage interest rate risks. This is based on a state- of-the-art historical simulation, in which the potential future fair value losses of the interest rate portfolios are compared across the Group with expected amounts measured on the basis of a holding period of 250 days and a confidence level of 99.98%. Aggregation of these results creates a risk reduction effect due to correlations between the various portfolios. In the following table the potential volumes of fair value fluctuations - measured on the basis of the value-at-risk in € million approach - are compared with the expected value for the interest-rate-sensitive exposures of the BMW Group: 31.12.2015 ―31.12.2014 Euro US Dollar British Pound Chinese Renminbi Japanese Yen 472 398 449 347 186 159 GROUP FINANCIAL STATEMENTS Euro ―31.12.2014 31.12.2015 163 -173 -48 -73 -86 66 99 37 68 6 90-GROUP FINANCIAL STATEMENTS 90 Income Statements 90 Statement of Comprehensive Income 92 Balance Sheets 94 Cash Flow Statements The fair values of the Group's interest rate portfolios for the five main currencies were as follows at the end of the reporting period: These risks arise when funds with differing fixed-rate periods or differing terms are borrowed and invested. All items subject to, or bearing, interest are exposed to interest rate risk. Interest rate risks can affect either side of the balance sheet. in € million terest rates. The BMW Group's financial management system involves the use of standard financial instruments such as short- term deposits, investments in variable and fixed-income securities as well as securities funds. The BMW Group is therefore exposed to risks resulting from changes in in- Interest rate risks -5,601 Currency risk for the BMW Group is concentrated on the currencies referred to above. 122 Notes to the Balance Sheet of Comprehensive Income 113 Notes to the Income Statement 121 Notes to the Statement 98 Accounting Principles and Policies 98-Notes 96 Group Statement of Changes in Equity 147-Other Disclosures 163 Segment Information 5,601 -12,686 -3,461 Notwithstanding the existence of collateral accepted, the carrying amounts of financial assets generally take account of the maximum credit risk arising from the possibility that the counterparties will not be able to fulfil their contractual obligations. The maximum credit risk for irrevocable credit commitments relating to credit card business amounts to €2,011 million (2014: €1,181 million). The equivalent figure for dealer financ- ing is €24,733 million (2014: €22,025 million). In the case of performance relationships underlying non-derivative financial instruments, collateral will be required, information on the credit-standing of the counterparty obtained or historical data based on the existing business relationship (i.e. payment patterns to date) reviewed in order to minimise the credit risk, all depending on the nature and amount of the exposure that the BMW Group is proposing to enter into. Within the financial services business, the financed items (e.g. vehicles, equipment and property) in the retail cus- tomer and dealer lines of business serve as first-ranking collateral with a recoverable value. Security is also put up by customers in the form of collateral asset pledges, asset assignment and first-ranking mortgages, supple- mented where appropriate by warranties and guarantees. If an item previously accepted as collateral is acquired, it undergoes a multi-stage process of repossession and disposal in accordance with the legal situation prevailing 156 90-GROUP FINANCIAL STATEMENTS 90 Income Statements 90 Statement of Comprehensive Income 92 Balance Sheets 94 Cash Flow Statements 96 Group Statement of Changes in Equity 98-Notes Bad debt risk 98 Accounting Principles and Policies 121 Notes to the Statement of Comprehensive Income 122 Notes to the Balance Sheet 147-Other Disclosures 163 Segment Information in the relevant market. The assets involved are generally vehicles which can be converted into cash at any time via the dealer organisation. Impairment losses are recorded as soon as credit risks are identified on individual financial assets, using a methodology specifically designed by the BMW Group. More detailed information regarding this methodology is provided in the section on accounting policies (note 6). Creditworthiness testing is an important aspect of the BMW Group's credit risk management. Every borrower's creditworthiness is tested for all credit financing and lease contracts entered into by the BMW Group. In the case of retail customers, creditworthiness is assessed using validated scoring systems integrated into the pur- chasing process. In the area of dealer financing, credit- worthiness is assessed by means of ongoing credit monitoring and an internal rating system that takes ac- count not only of the tangible situation of the borrower but also of qualitative factors such as past reliability in business relations. 31 December 2015 in € million Bonds Liabilities to banks Liabilities from customer deposits (banking) Commercial paper Asset backed financing transactions Derivative instruments Trade payables 113 Notes to the Income Statement Fair value hedges are mainly used to hedge the market prices of bonds, other financial liabilities and receivables from sales financing. The difference between the gains/losses on hedging instruments (mostly interest rate swaps) and the results recognised on hedged items represents the ineffective portion of fair value hedges. -359 10 Cash flow hedges The effect of cash flow hedges on accumulated other equity was as follows: 2015 2014 Balance at 1 January Total changes during the year- thereof reclassified to the income statement Balance at 31 December -480 -1,136 -857 -1,616 -1,318 -255 -1,337 -480 155 GROUP FINANCIAL STATEMENTS 369 -269 -276 7 Ineffectiveness of fair value hedges Gains/losses on hedging instruments designated as part of a fair value hedge relationship Gains/losses from hedged items 31.12.2015 ―31.12.2014 The following table shows gains and losses on hedging instruments and hedged items which are deemed to be part of a fair value hedge relationship: Other financial liabilities Fair value hedges The BMW Group did not hold any derivative financial instruments at 31 December 2015, which had been designated as cash flow hedges to hedge against inter- est-rate risks. revenues are recognised. It is expected that €623 million of net losses, recognised in equity at the end of the re- porting period, will be reclassified to profit and loss in the new financial year (2014: losses of €278 million). in € million At 31 December 2015 the BMW Group held derivative financial instruments (mainly forward currency and option contracts) with terms of up to 55 months (2014: 60 months) in order to hedge currency risks attached to future transactions. These derivative instruments are intended to hedge forecast sales denominated in a foreign currency over the coming 55 months. The income state- ment impact of the hedged cash flows will be recognised as a general rule in the same periods in which external An amount of €8 million (2014: €– million) attributable to forecasting errors (and the resulting over-hedging of currency exposures) was recognised as a loss in "Finan- cial Result" in the period under report. Gains attributable to the ineffective portion of cash flow hedges amount- ing to €9 million were recognised in “Financial Result” (2014: losses of €27 million). No gains or losses were recognised in "Financial Result” in 2015 in connection with forecasting errors relating to cash flow hedges for commodities (2014: losses of €6 million). Losses attribut- able to the ineffective portion of cash flow hedges amounting to €13 million were also recognised in "Finan- cial Result" (2014: gains of €6 million). Fair value gains and losses recognised on derivatives and recorded initially in accumulated other equity are re- classified to cost of sales when the derivatives mature. At 31 December 2015 the BMW Group held derivative financial instruments (mostly commodity swaps) with terms of up to 58 months (2014: 59 months) to hedge raw materials price risks attached to future transactions over the coming 58 months. The income statement im- pact of the hedged cash flows will be recognised as a general rule in the same periods in which the derivative matures. It is expected that €127 million of net losses, recognised in equity at the end of the reporting period, will be reclassified to profit and loss in the new finan- cial year (2014: €54 million). 2,888 Total A concentration of credit risk with particular borrowers or groups of borrowers has not been identified in con- junction with financial instruments. 51,180 44,375 8,512 1,203 104,067 31 December 2014 in € million Bonds Liabilities to banks Liabilities from customer deposits (banking) Commercial paper Asset backed financing transactions Derivative instruments Trade payables Other financial liabilities 570 Total Maturity between one one year and five years Maturity later than five years Total -9,266 23,786 4,232 37,284 -8,110 -3,432 -489 -12,031 -9,225 Maturity within -372 -261 -7,773 Further disclosures relating to credit risk - in particular with regard to the amounts of impairment losses recog- nised - are provided in the explanatory notes to the relevant categories of receivables in notes 27, 28 and 32. Liquidity risk The following table shows the maturity structure of ex- pected contractual cash flows (undiscounted) for finan- cial liabilities: Maturity within one year Maturity between one and five years Maturity later than five years Total -10,774 -24,241 -7,230 42,245 -9,464 - 3,485 405 -13,354 - 9,805 -72 -7,701 -6,104 -174 3,366 -2,564 The credit risk relating to derivative financial instruments is minimised by the fact that the Group only enters into such contracts with parties of first-class credit standing. The general credit risk on derivative financial instru- ments utilised by the BMW Group is therefore not con- sidered to be significant. -14,044 -5,195 -5,416 5,416 -13,928 -133 - 3,990 -8,849 4,180 33 -886 96 Group Statement of Changes in Equity 94 Cash Flow Statements 92 Balance Sheets Comprehensive Income 90 Statement of 90 90-GROUP FINANCIAL STATEMENTS Income Statements 160 The cash flows from investing and financing activities are based on actual payments and receipts. By con- trast, the cash flow from operating activities is derived indirectly from the net profit for the year. Under this method, changes in assets and liabilities relating to op- erating activities are adjusted for currency translation effects and changes in the composition of the Group. The changes in balance sheet positions shown in the cash flow statement do not therefore agree directly with the months from the end of the reporting period and are subject to an insignificant risk of changes in value. Cash and cash equivalents included in the cash flow statement comprise cash on hand, cheques, and cash at bank, to the extent that they are available within three The cash flow statements show how the cash and cash equivalents of the BMW Group and of the Automotive and Financial Services segments have changed in the course of the year as a result of cash inflows and cash outflows. In accordance with IAS 7 (Statement of Cash Flows), cash flows are classified into cash flows from op- erating, investing and financing activities. 43-Explanatory notes to the cash flow statements 230 155 98-Notes Cash flow at risk 98 Accounting Principles and Policies Cash inflows and outflows relating to operating leases, where the BMW Group is the lessor, are aggregated and shown on the line "Change in leased products" within cash flows from operating activities. -108 Stefan Quandt is a shareholder and Deputy Chairman of the Supervisory Board of BMW AG. He is also the sole shareholder and Chairman of the Supervisory Board of Business transactions between BMW Group entities and other associated companies are small in scale, arise in the normal course of business and are conducted on the basis of arm's length principles. Transactions of BMW Group companies with the asso- ciated company THERE Holding B.V., Amsterdam, and that entity's subsidiaries, all arise in the normal course of business and are conducted on the basis of arm's length principles. The BMW Group did not sell any goods or services to THERE Holding B.V., Amsterdam, or its subsidiaries during the period from 4 to 31 December 2015. Goods or services totalling €7 million were pur- chased by BMW Group entities from THERE Holding B.V., Amsterdam, during the period from 4 to 31 De- cember 2015. At 31 December 2015, payables of BMW Group entities to THERE Holding B.V., Amsterdam, and that entity's subsidiaries totalled €3 million. All relationships of BMW Group entities with the joint ventures DriveNow GmbH & Co. KG, Munich, and DriveNow Verwaltungs GmbH, Munich, are conducted on the basis of arm's length principles. Transactions with these entities arise in the normal course of business and are small in scale. sold goods and services to BMW Brilliance Automotive Ltd., Shenyang, during the financial year under report for an amount of €4,815 million (2014: €4,417 million). At 31 December 2015, receivables of Group companies from BMW Brilliance Automotive Ltd., Shenyang, to- talled €892 million (2014: €943 million). Trade and finan- cial payables of Group companies to BMW Brilliance Automotive Ltd., Shenyang, amounted to €107 million (2014: €– million). Group companies received goods and services from BMW Brilliance Automotive Ltd., Shenyang, in 2015 for an amount of €43 million (2014: €34 million). Income taxes paid and interest received are classified as cash flows from operating activities in accordance with IAS 7.31 and IAS 7.35. Interest paid is presented on a separate line within cash flows from financing activities. Dividends received in the financial year 2015 amounted to €1 million (2014: €1 million). the lessor) is also reported within cash flows from operating activities. Transactions of BMW Group companies with the joint venture BMW Brilliance Automotive Ltd., Shenyang, all arise in the normal course of business and are conducted on the basis of arm's length principles. Group companies In the financial year 2015, the disclosure requirements contained in IAS 24 affect the BMW Group with regard to business relationships with non-consolidated sub- sidiaries, joint ventures and associated companies as well as with members of the Board of Management and Supervisory Board of BMW AG. In accordance with IAS 24 (Related Party Disclosures), related individuals or entities which have the ability to control the BMW Group or which are controlled by the BMW Group, must be disclosed unless such parties are already included in the Group Financial Statements of BMW AG as consolidated companies. Control is de- fined as ownership of more than one half of the voting power of BMW AG or the power to direct, by statute or agreement, the financial and operating policies of the management of the BMW Group. In addition, the dis- closure requirements of IAS 24 also cover transactions with associated companies, joint ventures and indi- viduals that have the ability to exercise significant in- fluence over the financial and operating policies of the BMW Group. This also includes close relatives and intermediary entities. Significant influence over the financial and operating policies of the BMW Group is presumed when a party holds 20% or more of the voting power of BMW AG. In addition, the requirements con- tained in IAS 24 relating to key management personnel and close members of their families or intermediary entities are also applied. In the case of the BMW Group, this applies to members of the Board of Management and Supervisory Board. of Comprehensive Income 122 Notes to the Balance Sheet 147-Other Disclosures 163 Segment Information 113 Notes to the Income Statement 121 Notes to the Statement 44-Related party relationships The net change in receivables from sales financing (including finance leases, where the BMW Group is amounts shown in the Group and segment balance sheets. 31.12.2014 The BMW Group maintains normal business relation- ships with non-consolidated subsidiaries. Transactions with these companies are small in scale, arise in the normal course of business and are conducted on the ba- sis of arm's length principles. The following table shows the potential negative impact for the BMW Group - measured on the basis of the cash-flow-at-risk approach – attributable to fluctuations in prices across all categories of raw materials. The risk at each reporting date for the following financial year was as follows: Held for for-sale option trading Fair value Carrying amount Carrying Carrying Carrying amount 3 amount 1,3 408 -708 31.12.2015 1,294 Fair value Available- amount³ 151 GROUP FINANCIAL STATEMENTS in € million Other liabilities posure to a confidence level of 95% and a holding period of up to one year. Correlations between the various categories of raw materials are taken into ac- count when the risks are aggregated, thus reducing the overall risk. The potential negative impact on earnings is computed for each raw material category for the following finan- cial year on the basis of current market prices and ex- In the next stage, these exposures are compared to all hedges that are in place. The net cash flow surplus represents an uncovered risk position. The cash-flow-at- risk approach involves allocating the impact of potential raw materials fluctuations to operating cash flows on the basis of probability distributions. Volatilities and cor- relations serve as input factors to assess the relevant probability distributions. -3,720 31.12.2014 31.12.2015 3,770 -11 in € million 44 The first step in the analysis of the raw materials price risk is to determine the volume of planned purchases of raw materials (and components containing those raw materials). These amounts, which represent the gross exposure, were as follows at each reporting date for the following financial year: The BMW Group is exposed to the risk of price fluctua- tions for raw materials. A description of the management of these risks is provided in the Combined Management Report. Raw materials price risk Raw materials price exposures -12 1,088 -2,233* 10,024 31.12.2015 - 31.12.2014 - 31.12.2015 - 31.12.2014 -Motorcycles — 69 64 -69 - 4,080 -11,489 4,559 Automotive 557 Services 165 GROUP FINANCIAL STATEMENTS Financial Other Entities Reconciliation to Group Group figures 2015 2014 2015 2014 92 2015 575 -6,022 -68,045 -655 2014 147 Other Disclosures 163-Segment Information Investments accounted for using the equity method Segment assets See note 3. 2015 -Automotive 2014 2015 Motorcycles 2014 59,654 5,792 1,984 -17,491 -15,519 6 85,536 75,173 1,990 8 1,679 -7,836 -7,244 182 -112 518 1,671 2015 -4,621 -4,112 22,144 8,686 -7,539 -5,672 -5,119 122 Notes to the Balance Sheet 9,224 -518 -23,901 8,195 -8,707 Segment result -655 20,676 -7,571 Result from equity accounted investments Capital expenditure on non-current assets Depreciation and amortisation on non-current assets - Financial Services Other Entities Reconciliation to - Group figures Group 31.12.2015 - 31.12.2014 - 31.12.2015 - 31.12.2014 - 31.12.2015 - 31.12.2014 - 31.12.2015 - 31.12.2014 2,233 -9,948 9,357 -71,709 -61,516 -79,936 -71,866 -172,174 -1,088 -154,803 -19,206 23,689 -526 -980 -19,073 2 3 92,175 -80,401 External revenues 1,595 -1,526 5 4 -19,097 -17,057 2014 Inter-segment revenues 20,599 7 7 -19,097 -17,057 92,175 80,401 Total revenues 1,975 -1,723 -211 -154 23,739 of Comprehensive Income 49-Explanatory notes to segment information Information on reportable segments 113 Notes to the Income Statement The total compensation of the current members of the Board of Management and the Supervisory Board of BMW AG for the financial year 2015 amounted to 47-Compensation of members of the Board of Management and Supervisory Board 162 15.00% are held by Mr. Quandt and Mrs. Klatten indi- rectly in a so-called “undivided community of heirs", with the consequence that the 15.00% shareholding is attributed to both in full. As at the end of the pre- vious financial year, shareholdings of members of the BMW AG Board of Management account, in total, for less than 1% of issued shares. ant to § 161 of the German Stock Corporation Act. It is reproduced in the Annual Report 2015 of the BMW Group and is also available to shareholders on the BMW Group website at www.bmwgroup.com/ir. For disclosures relating to key management personnel pursuant to IAS 24.17, please see note 47 and the Com- pensation Report. BMW Trust e. V., Munich, administers assets on a trustee basis to secure obligations relating to pensions and pre-retirement part-time working arrangements in Germany and is therefore a related party of the BMW Group in accordance with IAS 24. This entity, which is a registered association (eingetragener Verein) under German law, does not have any assets of its own. It did not have any income or expenses during the period under report. BMW AG bears expenses on a minor scale and renders services on behalf of BMW Trust e. V., Munich. Apart from vehicle lease contracts concluded on an arm's length basis, companies of the BMW Group have not entered into any contracts with members of the Board of Management or Supervisory Board of BMW AG. The same applies to close members of the families of those persons. and Deputy Chairman of the Supervisory Board of Altana AG, Wesel. Altana AG, Wesel, acquired vehicles from the BMW Group during the financial year 2015, mostly in the form of lease contracts, generating lease revenue of €3 million (2014: €3 million) for the BMW Group. The lease contracts all arise in the normal course of business and are conducted on the basis of arm's length principles. The BMW Group purchased goods or services amounting to €324 thousand (2014: €230 thou- sand) from Altana AG, Wesel, during the financial year 2015. BMW Group companies had no payables to Altana AG, Wesel at the end of the reporting period (2014: €4 thousand), while receivables amounted to €312 thousand (2014: €50 thousand). The members of the Supervisory Board of BMW AG hold in total 43.00% (2014: 27.61%) of the issued common and preferred stock shares, of which 31.26% (2014: 16.06%) relates to Stefan Quandt, Germany, and 26.74% (2014: 11.54%) to Susanne Klatten, Germany, whereby 46-Shareholdings of members of the Board of Management and Supervisory Board The Board of Management and the Supervisory Board of Bayerische Motoren Werke Aktiengesellschaft have issued the prescribed Declaration of Compliance pursu- in € million 45-Declaration with respect to the Corporate Governance Code Stefan Quandt is also the indirect majority shareholder of Solarwatt GmbH, Dresden. Cooperation arrangements are in place between BMW AG and Solarwatt GmbH, Dresden, within the field of electromobility. The focus of this collaboration is on providing complete photovol- taic solutions for rooftop systems and carports to BMW i customers. The BMW Group purchased goods or ser- vices amounting to €3 thousand (2014: €222 thousand) from Solarwatt GmbH, Dresden, during the financial year 2015. Solarwatt GmbH, Dresden, leased vehicles from the BMW Group in 2015, generating lease revenue of €287 thousand (2014: €223 thousand) for the BMW Group. All of the above-mentioned services, cooperation and lease contracts arise in the normal course of business and are conducted on the basis of arm's length principles. Receivables of BMW Group entities from Solarwatt GmbH, Dresden, at 31 December 2015 amounted to €7 thou- sand (2014: €- thousand). As in the previous financial year, there were no payables from Group entities to So- larwatt GmbH, Dresden, at 31 December 2015. DELTON AG, Bad Homburg v. d. H., which, via its sub- sidiaries, performed logistic-related services for the BMW Group during the financial year 2015 amounting to €23 million (2014: €26 million). In addition, com- panies of the DELTON Group used vehicles provided by the BMW Group, mostly in the form of leasing con- tracts. Income recognised by the BMW Group on these transactions during the financial year 2015 amounted to €3 million (2014: €3 million). Amounts payable to DELTON Group entities at the end of the reporting pe- riod totalled €3 million (2014: €2 million). Group com- panies had no receivables from DELTON Group entities at the end of the reporting period (2014: €– million). 161 GROUP FINANCIAL STATEMENTS 48-Application of exemption provisions A number of companies and incorporated partnerships (as defined by $264a HGB) which are consolidated sub- sidiaries of BMW AG and for which the Group Financial Statements of BMW AG represent exempting consoli- dated financial statements, apply the exemptions avail- able in § 264 (3) and § 264b HGB with regard to the draw- ing up of a management report. The exemptions have been applied by: - - - Alphabet International GmbH, Munich Bavaria Wirtschaftsagentur GmbH, Munich BMW Fahrzeugtechnik GmbH, Eisenach BMW Hams Hall Motoren GmbH, Munich - BMW M GmbH Gesellschaft für individuelle Automobile, Munich - Rolls-Royce Motor Cars GmbH, Munich Pension obligations to former members of the Board of Management and their surviving dependants are covered by pension provisions amounting to €71.8 mil- lion (2014: €68.4 million), computed in accordance with IAS 19. Susanne Klatten is a shareholder and member of the Supervisory Board of BMW AG and also a shareholder The compensation systems for members of the Super- visory Board do not include any stock options, value appreciation rights comparable to stock options or any other stock-based compensation components. Apart from vehicle lease contracts entered into on customary market conditions, no advances or loans were granted to members of the Board of Management and the Super- visory Board, nor were any contingent liabilities entered into on their behalf. €43.6 million (2014: €46.1 million) and comprised the following: 2014 The total compensation of the current Board of Manage- ment members for 2015 amounted to €35.9 million (2014: €35.7 million). This comprised fixed components of €7.7 million (2014: €7.7 million), variable compo- nents of €27.1 million (2014: €27.0 million) and a share- based compensation component totalling €1.1 million (2014: €1.0 million). Pension obligations to current mem- bers of the Board of Management are covered by provi- sions amounting to €23.2 million (2014: €31.3 million), computed in accordance with IAS 19 (Employee Benefits). of Comprehensive Income 122 Notes to the Balance Sheet 147-Other Disclosures 163-Segment Information 113 Notes to the Income Statement 121 Notes to the Statement 98 Accounting Principles and Policies 98-Notes 96 Group Statement of Changes in Equity 94 Cash Flow Statements 92 Balance Sheets Comprehensive Income 90 Statement of Income Statements 90 2015 90-GROUP FINANCIAL STATEMENTS 43.6 3.5 2.1. 2.6 -1.0 1.1 39.5 39.9 Benefits in conjunction with the termination of an employment relationship Compensation Post-employment benefits Share-based remuneration component. Short-term employment benefits 46.1 121 Notes to the Statement Further details about the remuneration of current mem- bers of the Board of Management and the Supervisory Board can be found in the Compensation Report, which is part of the Combined Management Report. - The role of "chief operating decision maker” with re- spect to resource allocation and performance assess- ment of the reportable segment is embodied in the full Board of Management. In order to assist the decision- taking process, various measures of segment perfor- mance as well as segment assets have been set for the various operating segments. The performance of the Automotive and Motorcycles segments is managed on the basis of return on capital employed (ROCE). The relevant measure of segment results used is therefore profit before financial result. Capital employed is the corresponding measure of segment assets used to determine how to allocate re- sources and comprises all current and non-current operational assets after deduction of liabilities used operationally which are not subject to interest (e.g. trade payables). The performance of the Financial Services segment is measured on the basis of return on equity (RoE), with profit before tax therefore representing the measure of segment result used. For this reason, the measure of segment assets in the Financial Services segment corre- sponds to net assets, defined as total assets less total liabilities. The performance of the Other Entities segment is as- sessed on the basis of profit or loss before tax. The corresponding measure of segment assets used to manage the Other Entities segment is total assets less asset-side income tax items and intragroup invest- ments. 90-GROUP FINANCIAL STATEMENTS 90 Income Statements 164 Segment information by operating segment is as follows: Segment information by operating segment in € million the Group Financial Statements. The only exceptions to this general principle is the treatment of inter-segment warranties (the earnings impact of which is allocated to the Automotive and Financial Services segments on the basis used internally to manage the business) and cross-segment impairment losses on investments in subsidiaries. Inter-segment receivables and payables, provisions, income, expenses and profits are eliminated in the column "Eliminations". Inter-segment sales take place at arm's length prices. External revenues Total revenues Segment result Result from equity accounted investments Capital expenditure on non-current assets Depreciation and amortisation on non-current assets in € million 90 Statement of Comprehensive Income 92 Balance Sheets 94 Cash Flow Statements 96 Group Statement of Changes in Equity 98-Notes 98 Accounting Principles and Policies Inter-segment revenues The following German entities apply the exemption available in § 264 (3) and § 264b HGB with regard to publication: Internal management and reporting Segment information is prepared in conformity with the accounting policies adopted for preparing and presenting The principal lines of business of the Financial Services segment are car leasing, multi-brand financing, fleet business, retail customer and dealer financing, customer deposit business and insurance activities. - - - - - - · Alphabet International GmbH, Munich Bavaria Wirtschaftsagentur GmbH, Munich BMW Beteiligungs GmbH & Co. KG, Munich BMW Fahrzeugtechnik GmbH, Eisenach BMW Hams Hall Motoren GmbH, Munich BMW INTEC Beteiligungs GmbH, Munich Holding and Group financing companies are included in the Other Entities segment. This segment also includes operating companies - BMW Services Ltd., Farnborough, BMW (UK) Investments Ltd., Farnborough, Bavaria Lloyd Reisebüro GmbH, Munich, and MITEC Mikroelektronik Mikrotechnik Informatik GmbH, Munich, - which are not allocated to one of the other segments. BMW M GmbH Gesellschaft für individuelle BMW Verwaltungs GmbH, Munich MITEC Mikroelektronik Mikrotechnik Informatik GmbH, Munich - Rolls-Royce Motor Cars GmbH, Munich In addition, the Dutch entities, BMW International Holding B.V., The Hague, and Alphabet Nederland B.V., Breda, apply the exemption provision contained in Article 2:403 of the Civil Code of the Netherlands. 163 GROUP FINANCIAL STATEMENTS BMW Group Notes to the Group Financial Statements Segment Information Investments accounted for using the equity method — Segment assets For the purposes of presenting segment information, the activities of the BMW Group are divided into operating segments in accordance with IFRS 8 (Operating Seg- ments). Operating segments are identified on the same basis that is used internally to manage and report on per- formance and takes account of the organisational struc- ture of the BMW Group based on the various products and services of the reportable segments. The activities of the BMW Group are broken down into the operating segments Automotive, Motorcycles, Finan- cial Services and Other Entities. The Automotive segment develops, manufactures, as- sembles and sells cars and off-road vehicles, under the brands BMW, MINI and Rolls-Royce as well as spare parts and accessories. BMW and MINI brand products are sold in Germany through branches of BMW AG and by independent, authorised dealers. Sales outside Germany are handled primarily by subsidiary compa- nies and by independent import companies in a num- ber of markets. Rolls-Royce brand vehicles are sold in the USA, China and Russia via subsidiary companies and elsewhere by independent, authorised dealers. The BMW Motorcycles segment develops, manufactures, assembles and sells motorcycles as well as spare parts and accessories. Automobile, Munich 166 9,224 90 184 Compliance in the BMW Group 188 Compensation Report Good corporate governance - acting in accordance with the principles of responsible management aimed at in- creasing the value of the business on a sustainable basis - is an essential requirement for the BMW Group em- bracing all areas of the business. Corporate culture within the BMW Group is founded on transparent reporting and internal communication, a policy of corporate governance aimed at the interests of stakeholders, fair and open dealings between the Board of Management and the Supervisory Board as well as among employees and compliance with the law. The Board of Management and Supervisory Board report in this statement on important aspects of corporate governance pursuant to § 289 a HGB and section 3.10 of the German Corporate Governance Code (GCGC). Information on the Company's Governing Constitution The designation "BMW Group" comprises Bayerische Motoren Werke Aktiengesellschaft (BMW AG) and its group entities. BMW AG is a stock corporation (Aktien- gesellschaft) based on the German Stock Corporation Act (Aktiengesetz) and has its registered office in Munich, Germany. It has three representative bodies: the Annual General Meeting, the Supervisory Board and the Board of Management. The duties and authori- ties of those bodies derive from the Stock Corporation Act and the Articles of Incorporation of BMW AG. Shareholders, as the owners of the business, exercise their rights at the Annual General Meeting. The Annual General Meeting decides in particular on the utilisation of unappropriated profit, the ratification of the acts of the members of the Board of Management and of the Supervisory Board, the appointment of the external auditor, changes to the Articles of Incorporation, speci- fied capital measures and elects the shareholders' representatives to the Supervisory Board. The Board of Management manages the enterprise under its own responsibility. Within this framework, it is monitored and advised by the Supervisory Board. The Supervisory Board appoints the members of the Board of Manage- ment and can, at any time, revoke an appointment if there is an important reason. The Board of Manage- ment keeps the Supervisory Board informed of all sig- nificant matters regularly, promptly and comprehen- sively, following the principles of conscientious and faithful accountability and in accordance with prevailing law and the reporting duties allocated to it by the Super- visory Board. The Board of Management requires the approval of the Supervisory Board for certain major transactions. The Supervisory Board is not, however, authorised to undertake management measures itself. In accordance with the requirements of the German Co-determination Act for companies that generally em- ploy more than 20,000 people, the Supervisory Board of BMW AG is required to comprise ten shareholder representatives elected at the Annual General Meeting (Supervisory Board members representing equity or shareholders) and ten employees elected in accordance with the provisions of the Co-determination Act (Super- visory Board members representing employees). The ten Supervisory Board members representing employees comprise seven Company employees, including one executive staff representative, and three members elected following nomination by unions. The close interaction between Board of Management and Supervisory Board in the interests of the enterprise as described above is also known as a “two-tier board structure". Declaration of Compliance and the BMW Group Corporate Governance Code Management and supervisory boards of companies listed in Germany are required by law (§ 161 German Stock Corporation Act) to report once a year whether the offi- cially published and relevant recommendations issued by the "Government Commission on the German Cor- porate Governance Code", as valid at the date of the declaration, have been, and are being, complied with. Companies affected are also required to state which of the recommendations of the Code have not been or are not being applied, stating the reason or reasons. The full text of the declaration, together with explanatory comments, is shown on the following page of this Annual Report. The Board of Management and the Supervisory Board approved the Group's own Corporate Governance Code based on the GCGC in previous years in order to pro- vide interested parties with a comprehensive and stand- alone document covering the corporate governance practices applied by the BMW Group. A coordinator responsible for all corporate governance issues reports directly and on a regular basis to the Board of Manage- ment and Supervisory Board. The Corporate Governance Code for the BMW Group, together with the Declaration of Compliance, Articles of Incorporation and other information, can be viewed and/or downloaded from the BMW Group's website at www.bmwgroup.com/ir under the menu items "Facts about the BMW Group" and "Corporate Governance". 169 STATEMENT ON CORPORATE GOVERNANCE Declaration of the Board of Management and of the Supervisory Board of Bayerische Motoren Werke Aktiengesellschaft with respect to the recommendations of the "Government Commission on the German Corporate Governance Code" pursuant to § 161 German Stock Corporation Act The Board of Management and Supervisory Board of Bayerische Motoren Werke Aktiengesellschaft ("BMW AG") declare the following regarding the recom- mendations of the "Government Commission on the German Corporate Governance Code": 1. Since issuance of the last Declaration in December 2014, BMW AG has complied with all of the recommen- dations published officially on 30 September 2014 in the Federal Gazette (Code version dated 24 June 2014), as announced with the exception of section 4.2.5 sentences 5 and 6. 2. BMW AG will in future comply with all of the recom- mendations published officially on 12 June 2015 in the Federal Gazette (Code version dated 5 May 2015), with the exception of section 4.2.5 sentences 5 and 6. 3. It is recommended in section 4.2.5 sentences 5 and 6 of the Code that specified information pertaining to management board compensation be disclosed in the Compensation Report. These recommendations have not been and will not be complied with, due to un- certainties with respect to their interpretation and doubts as to whether the supplementary use of model tables would be instrumental in making the BMW AG's Compensation Report transparent and generally un- derstandable in accordance with generally applicable financial reporting requirements (see section 4.2.5 sen- tence 3 of the Code). Munich, December 2015 Bayerische Motoren Werke Aktiengesellschaft On behalf of the Supervisory Board Dr.-Ing. Dr.-Ing. E. h. Norbert Reithofer Chairman On behalf of the Board of Management Harald Krüger Chairman 168-STATEMENT ON CORPORATE GOVERNANCE (Part of Management Report) 168 Information on the Company's Governing Constitution Governance Practices 181 Disclosures pursuant to the Act on Equal Gender Participation 182 Information on Corporate 174 Work Procedures of the Board of Management 176 Work Procedures of the Supervisory Board 171 Members of the Supervisory Board Eliminations -6,183 -5,204 Group 92,175 80,401 60,096 53,846 Munich, 18 February 2016 Bayerische Motoren Werke Aktiengesellschaft The Board of Management 169 Declaration of the Board of Management and of the Harald Krüger Dr.-Ing. Klaus Draeger Dr. Friedrich Eichiner Klaus Fröhlich Dr. Ian Robertson (HonDSc) Peter Schwarzenbauer Oliver Zipse 168 STATEMENT ON CORPORATE GOVERNANCE 168-STATEMENT ON CORPORATE GOVERNANCE (Part of Management Report) 168-Information on the Company's Governing Constitution 169-Declaration of the Board of Management and of the Supervisory Board pursuant to §161 AktG 170 Members of the Board of Management Milagros Caiña Carreiro-Andree Supervisory Board pursuant to §161 AktG 170-Members of the Board of Management Siemens Aktiengesellschaft - Henkel AG & Co. KGaA (Shareholders' Committee) Milagros Caiña Carreiro-Andree (born 1962) Human Resources, Industrial Relations Director Klaus Fröhlich (born 1960) Development Mandates HERE International B.V. (since 05.12.2015) Dr. Ian Robertson (HonDSc) (born 1958) Sales and Marketing BMW, Sales Channels BMW Group Mandates - Dyson James Group Limited (until 31.12.2015) Dr.-Ing. Klaus Draeger (born 1956) Purchasing and Supplier Network -Membership of other statutory supervisory boards. Mandates -Membership of equivalent national or foreign boards of business enterprises. --Other mandates. Mandates - Rolls-Royce Motor Cars Limited (Chairman) Oliver Zipse (born 1964) Production (since 13.05.2015) Mandates BMW (South Africa) (Pty) Ltd. (Chairman) (since 14.05.2015) BMW Motoren GmbH (Chairman) (since 15.05.2015) General Counsel: Dr. Jürgen Reul Peter Schwarzenbauer (born 1959) MINI, Motorcycles, Rolls-Royce, Aftersales BMW Group -1,102 (until 13.05.2015) BMW Brilliance Automotive Ltd. (Deputy Chairman) FESTO Management Aktiengesellschaft 171-Members of the Supervisory Board 174 Work Procedures of the Board of Management 176 Work Procedures of the Supervisory Board 181 Disclosures pursuant to the Act on Equal Gender Participation 182 Information on Corporate Governance Practices 184 Compliance in the BMW Group 188 Compensation Report 170 Members of the Board of Management Dr.-Ing. Dr.-Ing. E. h. Norbert Reithofer (born 1956) Chairman Harald Krüger (born 1965) (since 13.05.2015) Production (until 13.05.2015) Mandates BMW (South Africa) (Pty) Ltd. (Chairman) (until 13.05.2015) BMW Motoren GmbH (Chairman) (until 15.05.2015) Dr. Friedrich Eichiner (born 1955) Finance Mandates - - Allianz Deutschland AG ― FESTO Aktiengesellschaft Chairman 1,318 -11,145 -12,792 -316 -363 -664 -163 Group profit before tax 8,707 Reconciliation of capital expenditure on non-current assets Total for reportable segments Elimination of inter-segment items Total Group capital expenditure on non-current assets 29,573 25,297 Financial result of Automotive segment and Motorcycles segment Elimination of inter-segment items -5,672 23,901 20,676 Reconciliation of depreciation and amortisation on non-current assets Total for reportable segments -13,314 -11,683 Elimination of inter-segment items -5,119 -4,112 Total Group depreciation and amortisation on non-current assets 8,195 7,571 -4,621 in € million 9,233 Total for reportable segments Income Statements 90 Statement of Comprehensive Income 92 Balance Sheets 94 Cash Flow Statements 96 Group Statement of Changes in Equity 98-Notes 98 Accounting Principles and Policies 113 Notes to the Income Statement 121 Notes to the Statement of Comprehensive Income -10,204 122 Notes to the Balance Sheet An impairment loss of €3 million (2014: €– million) was recognised on plant and machinery in the Automotive segment in 2015. Write-downs on inventories to their net realisable value amounting to €486 million (2014: €29 million) were recognised by the Automotive segment in the financial year 2015 and resulted primarily from accidents and natural disasters. No reversals of write-downs were rec- ognised in the period under report (2014: €3 million). Impairment losses and fair value changes on other in- vestments amounting to €17 million (2014: €153 million) relating to the Automotive segment and recognised in the financial result are not included in the segment result. The segment result of the Financial Services segment is stated after impairment losses of €406 million (2014: €268 million) recognised on leased products and €3 mil- lion on other investments (2014: €– million). Reversals of impairment losses on leased products amounted to €81 million (2014: €169 million). in € million Reconciliation of segment result Interest and similar income of the Financial Services segment amounting to €4 million (2014: €4 million) and interest and similar expenses amounting to €7 million (2014: €29 million) are included in the segment result. The Other Entities' segment result includes interest and similar income amounting to €1,177 million (2014: €1,295 million) and interest and similar expenses amounting to €1,080 million (2014: €1,197 million) as well as impairment losses on other investments totalling €7 million (2014: €- million). The information disclosed for capital expenditure and depreciation and amortisation relates to non-current property, plant and equipment, intangible assets and leased products. Segment figures can be reconciled to the corresponding Group figures as follows: 2015 2014 The compensation of the members of the Supervisory Board for the financial year 2015 amounted to €5.1 mil- lion (2014: €4.8 million). This comprised fixed compo- nents of €2.0 million (2014: €2.0 million) and variable components of €3.1 million (2014: €2.8 million). 90-GROUP FINANCIAL STATEMENTS 31.12.2015 ―31.12.2014 Total for reportable segments Germany -13,394 -12,992 28,786 27,137 USA -18,155 -13,666 -21,000 -17,093 China -15,856 2014 -15,002 25 Rest of Europe -28,617 24,635 -13,099 -11,643 Rest of the Americas 3,361 -2,961 2,053 2,050 Other 23 Reconciliation of segment assets 2015 2015 92,238 82,937 - Non-operating assets - Other Entities segment -7,132 -6,658 Total liabilities - Financial Services segment 112,081 96,959 Non-operating assets - Automotive and Motorcycles segments 41,932 39,449 Liabilities of Automotive and Motorcycles segments not subject to interest 2014 -31,817 Elimination of inter-segment items -113,026 -99,688 Total Group assets 172,174 154,803 167 GROUP FINANCIAL STATEMENTS In the case of information by geographical region, ex- ternal sales are based on the location of the customer's registered office. Revenues with major customers were not material overall. The information disclosed for Information by region non-current assets relates to property, plant and equip- ment, intangible assets and leased products. Elimina- tions disclosed for non-current assets relate to leased products. in € million - Non-current assets External revenues - 28,488 147 Other Disclosures 163-Segment Information The remuneration of former members of the Board of Management and their dependants amounted to €8.0 million (2014: €5.8 million). Member since 2008 - 170 Members of the Board of Management 171 Members of the Supervisory Board 174-Work Procedures of the Board of Management 176 Work Procedures of the Supervisory Board 181 Disclosures pursuant to the Act on Equal Gender Participation 182 Information on Corporate Governance Practices 184 Compliance in the BMW Group 188 Compensation Report Composition and work procedures of the Board of Management of BMW AG and its committees The Board of Management governs the enterprise under its own responsibility, acting in the interests of the BMW Group with the aim of achieving sustainable growth in value. The interests of shareholders, employees and other stakeholders are also taken into account in the pursuit of this aim. The Board of Management determines the strategic orientation of the enterprise, agrees upon it with the Supervisory Board and ensures its implementation. The Board of Management is responsible for ensuring that all provisions of law and internal regulations are complied with. Further details about compliance within the BMW Group can be found in the "Corporate Governance" section of the Annual Report. The Board of Management is also responsible for ensuring that appropriate risk management and risk controlling sys- tems are in place throughout the Group. During their period of employment for BMW AG, mem- bers of the Board of Management are bound by a com- prehensive non-competition clause. They are required to act in the enterprise's best interests and may not pursue personal interests in their decisions or take ad- vantage of business opportunities intended for the enterprise. They may only undertake ancillary activities, in particular supervisory board mandates outside the BMW Group, with the approval of the Supervisory Board's Personnel Committee. Each member of the Board of Management of BMW AG is obliged to disclose conflicts of interest to the Supervisory Board without delay and inform the other members of the Board of Management accordingly. Following the appointment of a new member to the Board of Management, the BMW Group Corporate Governance Officer informs the new member of the framework con- ditions under which the board member's duties are to be carried out - in particular those enshrined in the BMW Group's Corporate Governance Code - as well as the duty to cooperate when a transaction or event triggers reporting requirements or requires the approval of the Supervisory Board. The Board of Management consults and takes decisions as a collegiate body in meetings of the Board of Manage- ment, the Sustainability Board, the Operations Com- mittee and the Committee for Executive Management Matters. At its meetings, the Board of Management defines the overall framework for business strategies and the use of resources, takes decisions regarding the implementation of strategies and deals with issues of particular importance to the BMW Group. The full board also takes decisions at a basic policy level relating to the Group's automobile product strategies and product projects inasmuch as these are relevant for all brands. The Board of Management and its committees may, as required and depending on the subject matters being discussed, invite non-voting advisers to participate at meetings. Terms of reference approved by the Board of Manage- ment contain a planned allocation of divisional respon- sibilities between the individual board members. These terms of reference also incorporate the principle that the full Board of Management bears joint responsibility for all matters of particular importance and scope. In addition, members of the Board of Management manage the relevant portfolio of duties under their responsi- bility, whereby case-by-case rules can be put in place for cross-divisional projects. Board members continually provide the Chairman of the Board of Management with all information regarding major transactions and developments within their area of responsibility. The Chairman of the Board of Management coordinates cross-divisional matters with the overall targets and plans of the BMW Group, involving other board members to the extent that divisions within their area of responsi- bility are affected. The Board of Management takes its decisions at meet- ings generally held on a weekly basis which are con- vened, coordinated and headed by the Chairman of the Board of Management. At the request of the Chairman, decisions can also be taken outside of board meetings if none of the board members object to this procedure. A meeting is quorate if all Board of Management members are invited to the meeting in good time. Members unable to attend any meeting are entitled to vote in writing, by fax or by telephone. Votes cast by phone must be subsequently confirmed in writing. Except in urgent cases, matters relating to a division for which the re- sponsible board member is not present will only be dis- cussed and decided upon with that member's consent. Unless stipulated otherwise by law or in BMW AG's statutes, the Board of Management makes decisions on the basis of a simple majority of votes cast at meetings. Outside of board meetings, decisions are taken on the basis of a simple majority of board members. In the event of a tied vote, the Chairman of the Board of Management has the casting vote. Any changes to the board's terms of reference must be passed unanimously. A board meeting may only be held if more than half of the board members are present. In the event that the Chairman of the Board of Manage- ment is not present or is unable to attend a meeting, the 175 STATEMENT ON CORPORATE GOVERNANCE member of the board responsible for Finance will represent him. Minutes are taken of all meetings and the Board of Management's resolutions and signed by the Chairman. Decisions taken by the Board of Management are binding for all employees. The rules relating to meetings and resolutions taken by the full Board of Management are also applicable for its committees. Members of the Board of Management not represented in a committee are provided with the agendas and minutes of committee meetings. Committee matters are dealt with in full board meetings if the committee con- siders it necessary or at the request of a member of the Board of Management. A secretariat for Board of Management matters has been established to assist the Chairman and other board members with the preparation and follow-up work con- nected with board meetings. At meetings of the Operations Committee (generally held every two weeks), decisions are reached in connec- tion with automobile product projects, based on the strategic orientation and decision framework stipulated at Board of Management meetings. The Operations Committee comprises the Board of Management mem- ber responsible for Development (who also chairs the meetings), together with the board members responsible for the following areas: Purchases and Supplier Network; Production; Sales and Marketing BMW, Sales Channels BMW Group; and MINI, Motorcycles, Rolls-Royce, Aftersales BMW Group. If the committee chairman is not present or unable to attend a meeting, the member of the board responsible for Production represents him. Resolutions taken at meetings of the Operations Committee are made online. The full board usually convenes twice a year in its func- tion as Sustainability Board in order to define strategy with regard to sustainability and decide upon measures to implement that strategy. The Head of Corporate Affairs and the Representative for Sustainability and Environmental Protection participate in these meetings in an advisory capacity. The Board's Committee for Executive Management Matters deals with enterprise-wide issues affecting ex- ecutive managers of the BMW Group, either in their entirety or individually (such as the executive manage- ment structure, potential candidates for executive management, nominations for or promotions to senior management positions). This committee has, on the one hand, an advisory and preparatory role (e.g. making suggestions for promotions to the two remu- neration groups below board level and preparing decisions to be taken at board meetings with regard to human resources principles with the emphasis on executive management issues) and a decision-taking function on the other (e.g. deciding on appointments to senior management positions and promotions to higher remuneration groups or the wording of human resources principles decided on by the full board). The Committee has two members who are entitled to vote at meetings, namely the Chairman of the Board of Management (who also chairs the meetings) and the board member responsible for Human Resources. The Head of "Human Resources Management and Services" as well as the Head of "Human Resources Executive Management" also participate in these meetings in an advisory function. At the request of the Chairman, resolutions may also be passed outside of committee meetings by casting votes in writing, by fax or by tele- phone if the other member entitled to vote does not ob- ject immediately. The Committee for Executive Manage- ment Matters convenes up to ten times a year. - 171 STATEMENT ON CORPORATE GOVERNANCE Members of the Supervisory Board Dr.-Ing. Dr.-Ing. E. h. Norbert Reithofer (born 1956) Mandates Chairman of the Executive Management of Merck KGaA Deputy Chairman Member since 2008 Dr. jur. Karl-Ludwig Kley (born 1951) Chairman of the Works Council, Dingolfing Deputy Chairman Member since 2007 Stefan Schmid (born 1965) Chairman of the European and General Works Council Industrial Engineer Deputy Chairman Manfred Schoch (born 1955) Member since 1988 Deere & Company Bertelsmann Management SE (Deputy Chairman) Bertelsmann SE & Co. KGaA (Deputy Chairman) The Board of Management is represented by its Chair- man in its dealings with the Supervisory Board. The Chairman of the Board of Management maintains regular contact with the Chairman of the Supervisory Board and keeps him informed of all important mat- ters. The Supervisory Board has passed a resolution specifying the information and reporting duties of the Board of Management. As a general rule, in the case of reports required by dint of law, the Board of Manage- ment submits its reports to the Supervisory Board in writing. To the extent possible, documents required as a basis for taking decisions are sent to the members of the Supervisory Board in good time before the relevant meeting. Regarding transactions of fundamental im- portance, the Supervisory Board has stipulated specific transactions which require the approval of the Super- visory Board. Whenever necessary, the Chairman of the Board of Management obtains the approval of the Supervisory Board and ensures that reporting duties to the Supervisory Board are complied with. In order to fulfil these tasks, the Chairman is supported by all members of the Board of Management. The fundamen- tal principle followed when reporting to the Supervisory Board is that the latter should be kept informed regu- larly, without delay and comprehensively of all signifi- cant matters relating to planning, business performance, risk exposures, risk management and compliance, as well as any major variances between actual and budgeted figures. Mandates Chairman of the Board of Trustees of Chairman until 13.05.2015 Member from 2002 until 13.05.2015 Prof. Dr.-Ing. Dr. h. c. Dr.-Ing. E. h. Joachim Milberg (born 1943) Entrust Datacard Corp. AQTON SE (Chairman) DELTON AG (Chairman) Mandates Stefan Quandt (born 1966) Member since 1997 Deputy Chairman Entrepreneur Henkel AG & Co. KGaA (Shareholders' Committee) Siemens Aktiengesellschaft Mandates Management of BMW AG Member and Chairman since 13.05.2015 Former Chairman of the Board of BMW Stiftung Herbert Quandt Former Chairman of the Board of Management of BMW AG 176 168-STATEMENT ON CORPORATE GOVERNANCE (Part of Management Report) 168 Information on the Company's Governing Constitution 178 168-STATEMENT ON CORPORATE GOVERNANCE (Part of Management Report) 168 Information on the Company's Governing Constitution 169 Declaration of the Board of Management and of the Supervisory Board pursuant to §161 AktG 170 Members of the Board of Management 171 Members of the Supervisory Board 181 Disclosures pursuant to the Act on Equal Gender Participation 182 Information on Corporate Governance Practices 184 Compliance in the BMW Group 188 Compensation Report Members of the Supervisory Board may not delegate their duties. However, the Supervisory Board, the Presiding Board and the committees may call on experts and other suitably informed persons to attend meetings to give advice on specific matters. The Supervisory Board, the Presiding Board and the committees also meet without the Board of Management if deemed necessary. BMW AG ensures that the Supervisory Board and its committees are sufficiently equipped to carry out their duties, including the services provided by a centralised secretariat to support the chairmen in coordinating the work of the Supervisory Board. In accordance with the relevant terms of reference, the Presiding Board comprises the Chairman of the Super- visory Board and board deputies. The Presiding Board prepares Supervisory Board meetings to the extent that the subject matter to be discussed does not fall within the remit of any of the committees. This in- cludes, for example, preparing the annual Declaration of Compliance with the German Corporate Governance Code and the Supervisory Board's efficiency exami- nation. The Personnel Committee prepares the decisions of the Supervisory Board with regard to the appointment and revocation of appointment of members of the Board of Management and, together with the full Supervisory Board and the Board of Management, ensures that long-term successor planning is in place. The Personnel Committee also prepares the decisions of the Super- visory Board with regard to the Board of Management's compensation and the Supervisory Board's regular review of the Board of Management's compensation system. In conjunction with the resolutions taken by the Supervisory Board regarding the compensation of the Board of Management, the Personnel Committee is responsible for drawing up, amending and revoking service/employment contracts or, when necessary, other relevant contracts with members of the Board of Management. In specified cases, the Personnel Com- mittee also has the authority to grant the necessary ap- proval for a particular transaction (instead of the Super- visory Board). This includes loans to members of the Board of Management or Supervisory Board, specified contracts with members of the Supervisory Board (in each case taking account of the consequences of related parties) and other activities of members of the Board of Management, including the acceptance of non-BMW Group supervisory board mandates. The Audit Committee deals in particular with issues re- lating to the supervision of the financial reporting pro- cess, the effectiveness of the internal control system, the risk management system, internal audit arrange- ments and compliance as well as the performance of Supervisory Board duties in connection with audits pursuant to § 20 of the German Securities Trading Act (WpHG). It also monitors the external audit, auditor independence and any additional work performed by the external auditor. It prepares the proposal for the election of the external auditor at the Annual General Meeting, makes a recommendation regarding the elec- tion of the external auditor, issues the audit engage- ment letter and agrees on points of audit focus as well as the auditor's fee. The Audit Committee prepares the Supervisory Board's resolution relating to the Company and Group Financial Statements and discusses interim reports with the Board of Management prior to publi- cation. The Audit Committee also decides on the Super- visory Board's agreement to use Authorised Capital 2014 (Article 4 no. 5 of the Articles of Incorporation) and on amendments to the Articles of Incorporation which only affect its wording. In line with the terms of reference for the activities of the plenum, the Supervisory Board has also set out terms of reference for the Presiding Board and the various committees. The committees are only quorate if all mem- bers are present. Resolutions taken by the committees are passed by a simple majority, unless stipulated other- wise by law. In line with the recommendations of the German Cor- porate Governance Code, the Chairman of the Audit Committee is independent, and not a former Chairman of the Board of Management, and has specific knowledge and experience in applying financial reporting stand- ards and internal control procedures. He or she also ful- fils the requirement of being an independent financial expert as defined by § 100 (5) and § 107 (4) AktG. The establishment and composition of a mediation com- mittee are prescribed by the German Co-determination Act. The Mediation Committee has the task of making proposals to the Supervisory Board if a resolution for the appointment of a member of the Board of Manage- ment has not been carried by the necessary two-thirds majority of members' votes. In accordance with statutory requirements, the Mediation Committee comprises the Chairman and the Deputy Chairman of the Supervisory Board, one member selected by shareholder repre- sentatives and one by employee representatives. 179 STATEMENT ON CORPORATE GOVERNANCE Overview of Supervisory Board committees and their composition Principal duties, basis for activities Members Presiding Board - preparation of Supervisory Board meetings to the extent that the subject matter to be discussed does not fall within the remit of a committee - activities based on terms of reference Personnel Committee - preparation of decisions relating to the appointment and revocation of appointment of mem- bers of the Board of Management, the compensation and the regular review of the Board of Management's compensation system - conclusion, amendment and revocation of employment contracts (in conjunction with the resolutions taken by the Supervisory Board regarding the compensation of the Board of Management) and other contracts with members of the Board of Management - decisions relating to the approval of ancillary activities of Board of Management members, including acceptance of non-BMW Group supervisory mandates as well as the approval of trans- actions requiring Supervisory Board approval by dint of law (e.g. loans to Board of Management or Supervisory Board members) - set up in accordance with the recommendation contained in the German Corporate Governance Code, activities based on terms of reference The Nomination Committee is charged with the task of finding suitable candidates for election to the Super- visory Board (as shareholder representatives) and for inclusion in the Supervisory Board's proposals for elec- tion at the Annual General Meeting. In line with the recommendations of the German Corporate Governance Code, the Nomination Committee comprises only share- holder representatives. - Bertelsmann Management SE The number of meetings held by the Presiding Board and the committees depends on current requirements. The Presiding Board, the Personnel Committee and the Audit Committee normally hold several meetings in the course of the year (see “Report of the Supervisory Board" for details of the number of meetings held in 2015). The composition of the Presiding Board and the com- mittees is based on legal requirements, BMW AG's Articles of Incorporation, terms of reference and corpo- rate governance principles. The expertise and technical skills of its members is also taken into account. 169 Declaration of the Board of Management and of the Supervisory Board pursuant to §161 AktG 170 Members of the Board of Management 171 Members of the Supervisory Board 174 Work Procedures of the Board of Management 176-Work Procedures of the Supervisory Board 181 Disclosures pursuant to the Act on Equal Gender Participation 182 Information on Corporate Governance Practices 184 Compliance in the BMW Group 188 Compensation Report Composition and work procedures of the Supervisory Board of BMW AG and its committees BMW AG's Supervisory Board, comprising ten share- holder representatives (elected by the Annual General Meeting) and ten employee representatives (elected in accordance with the Co-Determination Act), has the task of advising and supervising the Board of Manage- ment in its governance of the BMW Group. It is in- volved in all decisions of fundamental importance for the BMW Group. The Supervisory Board appoints the members of the Board of Management and decides upon the level of compensation they receive. The Super- visory Board can revoke appointments for important reasons. Together with the Personnel Committee and the Board of Management, the Supervisory Board ensures that long-term successor planning is in place. In their assess- ment of candidates for a post on the Board of Manage- ment, the underlying criteria applied by the Supervisory Board for determining the suitability of candidates are their expertise in the relevant area of board responsi- bility, outstanding leadership qualities, a proven track record, and an understanding of the BMW Group's business. The Supervisory Board takes diversity into ac- count when assessing, on balance, which individual would best complement the Board of Management, in view of the fact that it is a representative body of the Company. "Diversity" in the context of the decision- making process is understood by the Supervisory Board to encompass various complementary individual pro- files, work and life experience at both national and in- ternational level and also the appropriate representa- tion of both genders. As its target for the proportion of women on the Board of Management by 31 December 2016, the Supervisory Board has stipulated that the Board of Management should continue to have at least one female member. Assuming that the Board of Management continues to comprise eight members, this would correspond to a ratio of at least 12.5%. The Supervisory Board considers that it would be de- sirable to further increase the proportion of women on the board, and therefore supports the Board of Manage- ment's current raft of measures aimed at increasing the proportion of women at the highest executive manage- ment levels of the BMW Group. The Board of Manage- ment reports to the Personnel Committee and the Super- visory Board at regular intervals on the proportion of, and changes in, management positions held by women, in particular within senior executive level and at upper- most management level. When actually selecting an individual for a post on the Board of Management, the Supervisory Board decides in the best interest of the Group and after amply considering all of the relevant circumstances. The Supervisory Board holds a minimum of two meet- ings in each of the first and second six-month periods of the calendar year. Normally, five plenary meetings are held per calendar year. One meeting each year is planned to cover a number of days and is used, among other things, to enable an in-depth exchange on strategic and technological matters. The main emphases of meet- ings in the period under report are described in the Report of the Supervisory Board. As a general rule, the shareholder representatives and employee representa- tives prepare the Supervisory Board meetings separately and, if necessary, together with members of the Board of Management. In particular, members of the Super- visory Board are legally bound to maintain secrecy with respect to any confidential reports they receive and any confidential discussions in which they partake. The Chairman of the Supervisory Board coordinates work within the Supervisory Board, chairs its meetings, handles the external affairs of the Supervisory Board and represents it in its dealings with the Board of Management. The Supervisory Board is quorate if all members have been invited to the meeting and at least half of its mem- bers participate in the vote on a particular resolution. A resolution relating to an agenda item not included in the invitation is only valid if none of the members of the Supervisory Board who were not present at the meeting object to the resolution and if a minimum of two-thirds of the members are present. According to the relevant terms of reference, the Chair- man of the Supervisory Board is, in this capacity, auto- matically a member of the Presiding Board, the Person- nel Committee and the Nomination Committee, and also chairs these committees. As a basic rule, resolutions are passed by the Super- visory Board by a simple majority. The German Co- determination Act contains specific requirements with regard to majority voting and technical procedures, par- ticularly with regard to the appointment and revoca- tion of the appointment of management board mem- bers and the election of a supervisory board chairman or deputy chairman. In the event of a tied vote in the Supervisory Board, the Chairman of the Supervisory Board has two votes in a renewed vote, assuming it also results in a tie. 177 STATEMENT ON CORPORATE GOVERNANCE previously set. In special cases, resolutions may also be taken outside of meetings, i.e. in writing, by fax or by electronic means. Minutes are taken of all resolutions and meetings, which are then signed by the relevant Chairman. After its meetings, the Supervisory Board is generally provided with information on new vehicle models in the form of a short presentation. Following the election of a new Supervisory Board mem- ber, the Corporate Governance Officer informs the new member of the principal issues affecting his or her duties - in particular those enshrined in the BMW Group Corporate Governance Code - including the duty to cooperate when a transaction or event triggers reporting requirements or is subject to the approval of the Super- visory Board. Members of the Supervisory Board of BMW AG are re- quired to ensure that they have sufficient time to perform their mandate. If members of the Supervisory Board of BMW AG are also members of the management board of a listed company, they may not accept more than a to- tal of three mandates on non-BMW Group supervisory boards of listed companies or in other bodies with com- parable requirements. The Supervisory Board examines the efficiency of its activities on a regular basis. Joint discussions are also held at plenum meetings, prepared on the basis of a questionnaire previously devised by and distributed to the members of the Supervisory Board. Each member of the Supervisory Board of BMW AG is bound to act in the best interest of the organisation as a whole. Members of the Supervisory Board may not pursue personal interests in their decisions or take ad- vantage of business opportunities intended to benefit the BMW Group. Members of the Supervisory Board are obliged to inform the full Supervisory Board of any conflicts of interest which may result from a consultant or directorship func- tion with clients, suppliers, lenders or other business partners, enabling the Supervisory Board to report to the shareholders at the Annual General Meeting on how it has dealt with such issues. Material conflicts of interest which are not merely temporary in nature, re- sult in the termination of the mandate of the relevant Supervisory Board member. With regard to nominations for the election of members of the Supervisory Board, care is taken that the Super- visory Board in its entirety has the required knowledge, skills and expertise to perform its tasks in a proper manner. The Supervisory Board has set out specific targets for its own composition (see section “Composition targets for the Supervisory Board"). The members of the Supervisory Board are responsible for undertaking appropriate basic and further training measures, if such measures are deemed necessary to competently perform the tasks assigned to them. The Company provides appropriate assistance to members of the Supervisory Board in this respect. Taking into account the specific circumstances of the BMW Group and the number of board members, the Supervisory Board has set up a Presiding Board and four committees, namely the Personnel Committee, the Audit Committee, the Nomination Committee and the Mediation Committee (see "Overview of Supervisory Board committees and their composition"). Such com- mittees serve to raise the efficiency of the Supervisory Board's work and facilitate the handling of complex issues. The establishment and function of a mediation committee is prescribed by law. The person chairing a committee reports in detail on its work at each plenum meeting. In practice, resolutions are taken by the Supervisory Board and its committees at the relevant meetings. If a Supervisory Board member is not present at a meeting, that member can have his/her vote cast by another Supervisory Board member, assuming an appropriate request has been made in writing, by fax or in electronic form. This rule also applies to the casting of the second vote by the Chairman of the Supervisory Board. The Chairman of the Supervisory Board can also accept the retrospective casting of votes by any members not present at a meeting if this is done within the time limit Audit Committee ― Bertelsmann SE & Co. KGaA Verizon Communications Inc. (since 05.11.2015) Werner Zierer¹ (born 1959) HEICO Corporation Münchener Rückversicherungs-Gesellschaft Aktiengesellschaft in München Deutsche Lufthansa Aktiengesellschaft (Chairman) Infineon Technologies AG (Chairman) Mandates Wolfgang Mayrhuber (born 1947) Member from 2004 until 13.05.2015 Chairman of the Supervisory Board of Deutsche Lufthansa Aktiengesellschaft 173 STATEMENT ON CORPORATE GOVERNANCE -Membership of equivalent national or foreign boards of business enterprises. --Other mandates. -Membership of other statutory supervisory boards. 3 Employee representatives (members of senior management). 2 Employee representatives (union representatives). 1 Employee representatives (company employees). Chairman of the Works Council, Landshut Willibald Löw (born 1956) Member since 1999 · Städtisches Klinikum München GmbH MAN Truck & Bus AG KraussMaffei Group GmbH Mandates General Representative of IG Metall Munich Member since 2009 Horst Lischka² (born 1963) UnternehmerTUM GmbH (Chairman) SGL Carbon SE (Chairman) ALTANA AG (Deputy Chairman) Mandates Susanne Klatten (born 1962) Member since 1997 Entrepreneur Franz Haniel & Cie. GmbH (until 25.04.2015) Münchener Rückversicherungs-Gesellschaft Aktiengesellschaft in München - 188 Compensation Report Member since 2001 Chairman of the Works Council, Regensburg - - 169 Declaration of the Board of Management and of the Supervisory Board pursuant to §161 AktG (Part of Management Report) 168 Information on the Company's Governing Constitution CORPORATE GOVERNANCE 168-STATEMENT ON 174 Siemens Healthcare GmbH (since 29.06.2015) Schaeffler AG (Deputy Chairman) Mandates Regional Head of IG Metall Bavaria Member since 2011 Jürgen Wechsler² (born 1955) Member of the Works Council, Dingolfing Member since 2013 Brigitte Rödig (born 1963) 184 Compliance in the BMW Group Member of the Works Council, Munich Dr. Dominique Mohabeer1 (born 1963) - Miles & More GmbH (Chairman Advisory Board) FWB Frankfurter Wertpapierbörse (Exchange Council) -- - - Lufthansa Technik AG - Lufthansa Cargo AG LSG Lufthansa Service Holding AG (Chairman) · Delvag Luftfahrtversicherungs-AG (Chairman) Deutsche Post AG Mandates Member of the Board of Management, Finance, of Deutsche Lufthansa Aktiengesellschaft Member since 13.05.2015 Simone Menne (born 1960) Member since 2012 Governance Practices 182 Information on Corporate on Equal Gender Participation - Infineon Technologies AG Allianz SE Mandates Director of Institut für Demoskopie Allensbach Gesellschaft zum Studium der öffentlichen Meinung mbH Prof. Dr. rer. pol. Renate Köcher (born 1952) Member since 2008 University Professor GeoForschungszentrum - GFZ Helmholtz-Zentrum Potsdam Deutsches Chairman of the Executive Board of Prof. Dr. rer. nat. Dr. h. c. Reinhard Hüttl (born 1957) TBG Limited Metro AG (Chairman) (until 19.02.2016) Heraeus Holding GmbH Franz Haniel & Cie. GmbH (Chairman) - Nestlé Deutschland AG DELTON AG (Deputy Chairman) Entrepreneur Member since 2004 Franz Haniel (born 1955) 172 · Robert Bosch GmbH Mandates Second Chairman of IG Metall Member since 2014 Christiane Benner2 (born 1968) -Membership of equivalent national or foreign boards of business enterprises. --Other mandates. -Membership of other statutory supervisory boards. 3 Employee representatives (members of senior management). 2 Employee representatives (union representatives). 1 Employee representatives (company employees). Mandates - Deutsche Lufthansa Aktiengesellschaft · Robert Bosch GmbH Member since 2014 181 Disclosures pursuant to the Act 176 Work Procedures of the Supervisory Board Board of Management 174 Work Procedures of the Board 171 Members of the Supervisory Management 170 Members of the Board of Supervisory Board pursuant to §161 AktG Management and of the 169 Declaration of the Board of CORPORATE GOVERNANCE (Part of Management Report) 168 Information on the Company's Governing Constitution 168-STATEMENT ON Deutsche Post AG Ulrich Kranz³ (born 1958) Deutsche Bank AG Verizon Communications Inc. (until 07.05.2015) Northern Trust Corporation (until 21.04.2015) General Electric Company Mandates Former Chairman and Chief Executive Officer of Deere & Company Member since 2009 Dr. h. c. Robert W. Lane (born 1949) Mandates Technikwissenschaften e. V. President of acatech - Deutsche Akademie der Member since 2010 Henning Kagermann (born 1947) Prof. Dr. rer. nat. Dr.-Ing. E. h. Head of Product Line BMWi - - supervision of the financial reporting process, the effectiveness of the internal control system, the risk management system, internal audit arrangements and compliance as well as the performance of Supervisory Board duties in connection with audits pursuant to § 20 of the German Securities Trading Act (WPHG) 174 Work Procedures of the Board of Management 176-Work Procedures of the Supervisory Board - discussion of interim reports with Board of Management prior to publication 1 Chair. (In accordance with statutory requirements, the Mediation Committee comprises the Chairman and Deputy Chairman of the Supervisory Board and one member each selected by shareholder representatives and employee representatives.) Norbert Reithofer (since 13.05.2015) Joachim Milberg (until 13.05.2015) Manfred Schoch Stefan Quandt Stefan Schmid (In line with the recommendations of the German Corporate Governance Code, the Nomination Committee comprises only shareholder repre- sentatives.) Stefan Quandt Norbert Reithofer (since 13.05.2015) Joachim Milberg (until 13.05.2015) Susanne Klatten Karl-Ludwig Kley Stefan Quandt Stefan Schmid Norbert Reithofer (since 13.05.2015) Joachim Milberg (until 13.05.2015) Manfred Schoch Norbert Reithofer (since 13.05.2015) Joachim Milberg (until 13.05.2015) Manfred Schoch Stefan Quandt Stefan Schmid Karl-Ludwig Kley Stefan Quandt Stefan Schmid Karl-Ludwig Kley Norbert Reithofer¹ (since 13.05.2015) Joachim Milberg1 (until 13.05.2015) Manfred Schoch - proposal to Supervisory Board if resolution for appointment of Board of Management member has not been carried by the necessary two-thirds majority of Supervisory Board members' votes - committee required by law Mediation Committee - establishment in accordance with the recommendation contained in the German Corporate Governance Code, activities based on terms of reference - identification of suitable candidates (male/female) as shareholder representatives on the Supervisory Board to be put forward for inclusion in the Supervisory Board's proposals for election at the Annual General Meeting Nomination Committee - establishment in accordance with the recommendation contained in the German Corporate Governance Code, activities based on terms of reference - amendments to Articles of Incorporation only affecting wording - decision on approval for utilisation of Authorised Capital 2014 preparation of Supervisory Board's resolution on Company and Group Financial Statements preparation of proposals for election of external auditor at Annual General Meeting, engagement of external auditor and compliance of audit engagement, determination of areas of audit emphasis and fee agreements with external auditor - - supervision of external audit, in particular auditor independence and additional work performed by external auditor 2 Independent financial expert within the meaning of §100 (5) AktG and § 107 (4) AktG. 180 Karl-Ludwig Kley 1,2 CORPORATE GOVERNANCE (Part of Management Report) 168 Information on the Company's Governing Constitution The time schedule set by the Supervisory Board for achieving the above-mentioned composition targets is the period up to 31 December 2016. Future proposals for nomination made by the Supervisory Board at the Annual General Meeting - insofar as they apply to shareholder Supervisory Board members - should take account of these objectives in such a way that they can be achieved with the support of the appropriate reso- lutions at the Annual General Meeting. The Annual General Meeting is not bound by nominations for elec- tion proposed by the Supervisory Board. The freedom of employees to vote for the employee members of the Supervisory Board is also protected. Under the Supervisory Board members should not, as a general rule, hold office in the Supervisory Board for an over- all period longer than up to the end of the Annual General Meeting at which the shareholders vote on the ratification of the member's activities for the 14th financial year since the beginning of the first period of office, excluding the financial year in which the first period of office began. This rule does not apply to natural persons, who either directly or indirectly hold significant investments in the Company. It may also be in the Company's interest to diverge from the general maximum period, e.g. in order to work towards another composition target, in particular gender diversity and diversified professional and per- sonal backgrounds. 168-STATEMENT ON No persons carrying out directorship functions or ad- visory tasks for important competitors of the BMW Group may belong to the Supervisory Board. In com- pliance with prevailing legislation, the members of the Supervisory Board will strive to ensure that no persons will be nominated for election with whom a serious conflict of interests could arise (other than temporarily) due to other activities and functions carried out by them outside the BMW Group; this in- cludes in particular advisory activities or director- ships with customers, suppliers, creditors or other business partners. Two independent members of the Supervisory Board should have expert knowledge of accounting or auditing. - - At least twelve of the 20 members of the Supervisory Board should be independent members within the meaning of section 5.4.2 of the German Corporate Governance Code, including at least six members representing the Company's shareholders. When seeking suitably qualified individuals for the Supervisory Board whose specialist skills and leader- ship qualities are most likely to strengthen the Board as a whole, consideration should also be given to diversity. When preparing nominations, the extent to which the work of the Supervisory Board would bene- fit from diversified professional and personal back- grounds (including international aspects) and from an appropriate representation of both genders should also be taken into account. It is the joint responsibility of all persons and groupings participating in the nomination and election process to ensure that the Supervisory Board includes an appropriate number of qualified women. - Ideally, three members of the Supervisory Board should be figures from the worlds of business, science or research who have gained experience in areas relevant to the BMW Group, e.g. chemistry, energy supply, in- formation technology, or who have acquired spe- cialist knowledge in subjects relevant for the future of the BMW Group, e.g. customer requirements, mobility, resources or sustainability. - If possible, three of the shareholder representatives in the Supervisory Board should be entrepreneurs or persons who have already gained experience in the management or supervision of another medium or large-sized company. To this end, the Supervisory Board has formally speci- fied the following concrete objectives regarding its com- position, taking into account the recommendations contained in the German Corporate Governance Code: - If possible, four of the members of the Supervisory Board should have international experience or spe- cialist knowledge with regard to one or more of the non-German markets important to the BMW Group. If possible, the Supervisory Board should include seven members who have acquired in-depth knowl- edge and experience from within the enterprise. The Supervisory Board should not, however, include more than two former members of the Board of Management. As a general rule, the age limit for membership of the Supervisory Board should be set at 70 years. In ex- ceptional cases, members may be allowed to remain on the Board up until the end of the Annual General Meeting following their 73rd birthday, in order to fulfil legal requirements or to facilitate smooth succes- sion in the case of persons with key roles or specialist qualifications. 184 Compliance in the BMW Group 188 Compensation Report Composition objectives of the Supervisory Board The Supervisory Board must be composed in such a way that its members as a group possess the knowledge, skills and experience required to properly complete its tasks. 169 Declaration of the Board of Management and of the Supervisory Board pursuant to §161 AktG 171 Members of the Supervisory Board 174 Work Procedures of the Board of Management 176-Work Procedures of the 170 Members of the Board of Management 181 Disclosures pursuant to the Act on Equal Gender Participation 182 Information on Corporate Governance Practices Supervisory Board Under the terms of the Employee Share Programme, in 2015 employees were entitled to acquire packages of between five and twelve shares of non-voting preferred stock with a discount of €20.83 (2014: €25.00) per share compared to the market price (average closing price in Xetra trading during the period from 5 to 11 November 2015: €74.49). All employees of BMW AG and its (di- rectly or indirectly) wholly owned German subsidiaries (if agreed to by the directors of those entities) were en- titled to participate in the programme. Employees were required to have been in an uninterrupted employment relationship with BMW AG or the relevant subsidiary for at least one year at the date on which the alloca- tion for the year was announced. Shares of preferred stock acquired in conjunction with the Employee Share Programme are subject to a vesting period of four years, starting from 1 January of the year in which the employees acquired the shares. A total of 309,944 (2014: 239,777) shares of preferred stock were acquired by em- ployees under the programme in 2015; 309,860 (2014: 239,757) of these shares were drawn from Authorised Capital 2014, the remainder were bought back via the stock exchange. Every year the Board of Management of BMW AG decides whether the programme is to be con- tinued. Further information is provided in notes 19 and 34 to the Group Financial Statements. Pursuant to § 15 a of the German Securities Trading Act (WPHG), members of the Board of Management and the Supervisory Board, and any persons related to those members, are required to give notice to BMW AG and the Federal Agency for the Supervision of Financial Services of transactions with BMW stock or related finan- cial instruments if the total sum of such transactions reaches or exceeds an amount of €5,000 during any given calendar year. BMW AG publishes such informa- tion without delay and communicates it to the Com- panies Register for archiving. Notice of publication is issued to the Federal Agency for the Supervision of Financial Services. Securities transactions notified to BMW AG during the financial year 2015 were also re- ported on the Company's website. 188 - Under the terms of this programme, participants give a commitment to invest an amount equivalent to 20% of their performance-based bonus in BMW common stock and to hold the shares so acquired for four years. In re- turn for this commitment, BMW AG pays 100% of the in- vestment amount as a net subsidy. Once the four-year holding period requirement has been fulfilled, the par- ticipants receive - for each three common stock shares held and at the Company's option – one further share of common stock or the equivalent amount in cash. The share-based remuneration programme for qualify- ing senior heads of department, introduced with effect for financial years beginning after 1 January 2012, is closely based on the programme for Board of Manage- ment members and is aimed at rewarding a long-term, entrepreneurial approach to running the business on a sustainable basis. Share-based compensation programmes for employees and members of the Board of Management Three share-based remuneration programmes were in place at BMW AG during the year under report, namely the Employee Share Programme (under which entitled employees of BMW AG have been able to participate in the enterprise's success since 1989 in the form of non- voting shares of preferred stock), a share-based remu- neration programme for Board of Management mem- bers, and a share-based remuneration programme for senior heads of department (relating in both cases to shares of common stock). The share-based remuneration The members of the Supervisory Board of BMW AG hold a total of 43.00% of the Company's shares of common and preferred stock (2014: 27.61%), of which 31.26% (2014: 16.06%) relates to Stefan Quandt, Germany, and 26.74% (2014: 11.54%) to Susanne Klatten, Germany, whereby 15.00% are held by Mr Quandt and Ms Klatten indirectly in a so-called "undivided community of heirs", with the consequence that the 15.00% shareholding is attributed to both in full. The shareholdings of the members of the Board of Management total less than 1% of all issued shares. Shareholdings of members of the Board of Management and the Supervisory Board Reportable securities transactions ("Directors Dealings") In the same way that the BMW Group is committed to lawful and responsible conduct, it expects no less from its business partners. In 2012, the BMW Group devel- oped a new Business Relations Compliance programme aimed at ensuring the reliability of its business relations. Relevant business partners are checked and evaluated with a view to identifying potential compliance risks. These procedures are particularly relevant for relations with sales partners and service providers, such as agen- cies and consultants. Depending on the results of the evaluation, appropriate measures - such as communica- tion measures, training and possible monitoring – are implemented to manage compliance risks. The Business Relations Compliance programme has already been in- troduced in 37 units since its launch and, over the com- ing years, will be rolled out successively throughout the BMW Group's worldwide sales organisation. In 2015, the Company also continued integrating compliance clauses to protect contractual relationships into dealer and im- porter contracts. 187 STATEMENT ON CORPORATE GOVERNANCE In the interest of investor protection and to ensure that the BMW Group complies with regulations relating to potential insider information, the Board of Management appointed an Ad Hoc Committee back in 1994, consist- ing of representatives of various specialist departments, whose members examine the relevance of issues for Compliance is also an important factor in safeguarding the future of the BMW Group workforce. With this in mind, the Board of Management and the national and in- ternational employee representative bodies of the BMW Group have agreed on a binding set of Joint Principles for Lawful Conduct. In doing so, all parties involved made a commitment to the principles contained in the BMW Group Legal Compliance Code and to trustful co- operation in all matters relating to compliance. Employee representatives are therefore regularly involved in the process of refining compliance measures within the BMW Group. website within the BMW Group's intranet, where em- ployees can find compliance-related information and have access to training materials in both German and English. The website contains a special service area where various practical tools are made available to employees to help them deal with typical compliance-related mat- ters. Since mid-2015, BMW Group employees have also had access to an IT system, which helps them verify legal admissibility and approve and document benefits, especially in connection with corporate hospitality. To avoid this, BMW Group employees are kept fully up- to-date with the instruments and measures used by the Compliance Management System via various internal channels. As of 2014, all new staff receive a welcome email underscoring the BMW Group's special commit- ment to compliance when they join the Company. The central means of communication is the Compliance It is essential that employees are aware of and comply with applicable legal regulations. The BMW Group does not tolerate violations of the law by its employees. Cul- pable violations of the law result in employment-con- tract sanctions and may involve personal liability conse- quences for the employee involved. Compliance with and implementation of the Legal Com- pliance Code are audited regularly by Corporate Audit and subjected to control checks by Corporate Security and the BMW Group Compliance Committee Office. As part of its regular activities, Corporate Audit carries out on-site audits. The BMW Group Compliance Com- mittee also engages Corporate Audit to perform com- pliance-specific checks. In addition, four BMW Group Compliance Spot Checks, sample tests specifically de- signed to identify potential corruption risks, were carried out in 2015. Compliance control activities are coordi- nated by the BMW Group Panel Compliance Controls. Any necessary follow-up measures are organised by the BMW Group Compliance Committee Office. Through the group-wide reporting system, Compliance Responsibles throughout the BMW Group report on compliance-relevant issues to the Compliance Commit- tee on a regular basis, and, if necessary, on an ad hoc basis. This includes reporting on the compliance status of the relevant entities, on identified legal risks and in- cidences of non-compliance, as well as on corrective/pre- ventative measures implemented. 168-STATEMENT ON ad hoc disclosure purposes. All persons working on be- half of the Company who have access to insider informa- tion in accordance with existing rules have been, and continue to be, included in a corresponding, regularly updated list and informed of the duties arising from in- sider rules. CORPORATE GOVERNANCE (Part of Management Report) 168 Information on the Company's Governing Constitution 183 STATEMENT ON CORPORATE GOVERNANCE 170 Members of the Board of Management Compliance-related queries and concerns are docu- mented and followed up by the BMW Group Compliance Committee Office using an electronic Case Manage- ment System. If necessary, Corporate Audit, Corporate Security, the Works Council and legal departments may be called upon to assist in the investigation process. Variable cash remuneration, in particular bonuses Variable cash remuneration consists of a cash bonus and share-based remuneration component equivalent to 20% of a board member's total bonus after taxes, which the board member is required to invest in BMW AG com- mon stock. Taxes and social insurance relating to the share-based remuneration are also borne by the Com- pany. In substantiated cases, the Supervisory Board also has the option of paying an additional special bonus. The variable remuneration of Board of Management members comprises variable cash remuneration on the one hand and a share-based remuneration component on the other. Variable remuneration The basic remuneration of members of the Board of Management is unchanged from the previous year, namely €0.75 million p.a. for a board member during the first period of office, €0.9 million p.a. for a board member from the second term of appointment or fourth year of office onwards and €1.5 million p.a. for the Chairman of the Board of Management. Fixed remuneration consists of a base salary (paid monthly) and other remuneration elements, which comprise mainly the use of Company and leased cars as well as the payment of insurance premiums, contribu- tions towards security systems and an annual medical check-up. Members of the Board of Management are also entitled to purchase vehicles and other services of the BMW Group at conditions that also apply in each relevant case for employees. Fixed remuneration Compensation system, compensation components The compensation of the Board of Management com- prises both fixed and variable remuneration as well as a share-based component. Retirement and surviving dependants' benefit entitlements are also in place. propriateness of the compensation system annually. In preparation, the Personnel Committee also consults remuneration studies. The Supervisory Board reviews the appropriateness of the compensation system in hori- zontal terms by comparing compensation paid by other DAX companies and in vertical terms by compar- ing board compensation with the salaries of executive managers and with the average salaries of employees of BMW AG based in Germany, in both cases with regard to their various levels and to changes over time. Recom- mendations made by an independent external remuner- ation expert and suggestions made by investors and analysts are also considered in the consultative process. 169 Declaration of the Board of Management and of the Supervisory Board pursuant to §161 AktG The compensation of members of the Board of Manage- ment is determined by the full Supervisory Board on the basis of performance criteria and after taking into account any remuneration received from Group com- panies. The principal performance criteria are the na- ture of the tasks allocated to each member of the Board of Management, the economic situation and the per- formance and future prospects of the BMW Group. The Supervisory Board sets ambitious and relevant para- meters as the basis for variable compensation. It also ensures that variable components based on multi-year assessment criteria take account of both positive and negative developments and that the package as a whole encourages a long-term approach to business perfor- mance. Targets and other parameters may not be changed retrospectively. The Supervisory Board reviews the ap- Principles of compensation The Supervisory Board is responsible for determining and regularly reviewing the Board of Management's compensation. The Personnel Committee plays a pre- paratory role in this process. 1. Board of Management compensation Responsibility The following section describes the principles govern- ing the compensation of the Board of Management and the stipulations set out in the statutes relating to the compensation of the Supervisory Board. In addition to explaining the compensation system, the components of compensation are also disclosed in absolute figures. Furthermore, the compensation of each member of the Board of Management and the Supervisory Board for the financial year 2015 is disclosed by individual mem- ber and analysed in its component parts. Compensation Report 184 Compliance in the BMW Group 188-Compensation Report 181 Disclosures pursuant to the Act on Equal Gender Participation 182 Information on Corporate Governance Practices 174 Work Procedures of the Board of Management 176 Work Procedures of the Supervisory Board 171 Members of the Supervisory Board The compensation system for the Board of Management at BMW AG is designed to encourage a management approach focused on the sustainable development of the BMW Group. One further principle applied when designing remuneration systems at BMW is that of con- sistency at different levels. In other words, compensation systems for the Board of Management, senior manage- ment and employees of BMW AG should all have a similar structure and contain similar components. The Supervisory Board carries out regular checks to ensure that all Board of Management compensation compo- nents are appropriate, both individually and in total, and do not encourage the Board of Management to take inappropriate risks on behalf of the BMW Group. At the same time, the compensation model used for the Board of Management needs to be sufficiently attractive for highly qualified executives in a competitive environment. Group SpeakUP Line about possible breaches of the law within the Company. The BMW Group SpeakUP Line is available in a total of 34 languages and can be reached via local toll-free numbers in all countries in which BMW Group employees are engaged in activities. Contact and SpeakUP Line 174 Work Procedures of the Board of Management 176 Work Procedures of the Supervisory Board 189 STATEMENT ON CORPORATE GOVERNANCE Compliance Compliance Instruments and Measures of the BMW Group Legal Compliance Code and Regulations Compliance Risk Analysis Network Company-wide Compliance Compliance Reporting Compliance Investigations and Controls Compliance Governance and Processes BMW Group Compliance Committee Office Annual Report Board of Management BMW AG Report Annual Supervisory Board BMWAG ← BMW Group Compliance Management System The Chairman of the BMW Group Compliance Commit- tee keeps the Audit Committee (which is part of the Supervisory Board) informed on the current status of compliance activities within the BMW Group, both on a regular and a case-by-case basis as the need arises. The BMW Group Compliance Committee reports regu- larly to the Board of Management on all compliance- related issues, including the progress made in refining the BMW Group Compliance Management System, details of investigations performed, known infringements of the law, sanctions imposed and corrective/preven- tative measures implemented. This ensures that the Board of Management is immediately notified of any cases of particular significance. The decisions taken by the BMW Group Compliance Committee are drafted in concept, and implemented operationally, by the BMW Group Compliance Committee Office. The BMW Group Compliance Committee Office comprises ten employees and is allocated in organisational terms to the Chairman of the Board of Management. The BMW Group Compliance Committee comprises the heads of the following departments: Legal Affairs, Corporate and Governmental Affairs, Corporate Audit, Group Reporting, Organisational Development and Corporate Human Resources. It manages and monitors activities necessary to avoid non-compliance with the law. These activities include training, information and communication measures, compliance controls and following up cases of non-compliance. BMW Group Compliance Committee 181 Disclosures pursuant to the Act on Equal Gender Participation 182 Information on Corporate Governance Practices 184-Compliance in the BMW Group 188 Compensation Report Annual Compliance Reporting Compliance Training 171 Members of the Supervisory Board 170 Members of the Board of Management 169 Declaration of the Board of Management and of the Supervisory Board pursuant to §161 AktG CORPORATE GOVERNANCE (Part of Management Report) 168 Information on the Company's Governing Constitution 168-STATEMENT ON 186 Employees also have the opportunity to submit informa- tion-anonymously and confidentially - via the BMW In order to avoid legal risks, all members of staff can discuss compliance matters with their managers and with the relevant departments within the BMW Group, in particular Legal Affairs, Corporate Audit and Cor- porate Security. The BMW Group Compliance Contact serves as a further point of contact for both employees and non-employees for any questions regarding com- pliance. Additional compliance coaching has also been imple- mented for international sales and financial service loca- tions. These multi-day classroom seminars strengthen the understanding of compliance in selected units and enhance cooperation between the central BMW Group Compliance Committee Office and decentralised com- pliance offices. In 2015, market coaching was conducted in Belgium, Denmark, Finland, Italy, Norway, Portugal, Spain and Sweden. Compliance Communication In addition to this basic training, more in-depth training is also provided to certain groups of staff on specific compliance issues. Since early 2014, a total of 1,900 em- ployees at BMW AG branches received further training as anti-money-laundering measures were upgraded. Antitrust law training was also expanded in 2013, tar- geting employees who come into contact with antitrust- related issues as a result of their functions within sales and marketing, purchasing, production or develop- ment. Around 10,100 employees have already com- pleted this training. The relevant divisions also imple- mented and stepped up further antitrust compliance measures and processes in 2015 to make employees who participate in meetings with competitors or work with suppliers or sales partners sufficiently aware of antitrust risks. More than 31,500 managers and staff worldwide have received training in essential compliance matters since Managers in particular bear a high degree of responsi- bility and must set a good example with regard to pre- venting infringements. Managers throughout the BMW Group acknowledge this principle by signing a written declaration, in which they also undertake to inform staff working for them of the content and significance of the Legal Compliance Code and make them aware of legal risks. Managers must, at regular intervals and on their own initiative, verify compliance with the law and com- municate regularly with staff on this issue. Any indication of non-compliance with the law must be rigorously in- vestigated. The BMW Group Legal Compliance Code is the corner- stone of the Group's Compliance Management System, spelling out the Board of Management's commitment to compliance as a joint responsibility ("tone from the top"). This document, which was revised and expanded in 2014, explains the significance of legal compliance and provides an overview of the various areas relevant for the BMW Group. It is available both as a printed brochure and for download in German and English. In addition, translations into nine other languages are avail- able in the BMW Group intranet. The various elements of the BMW Group Compliance Management System are shown in the diagram on the previous page and are applicable for all BMW Group entities worldwide. To the extent that additional com- pliance requirements apply to individual countries or specific lines of business, these are covered by supple- mentary compliance measures. Compliance measures are determined and prioritised on the basis of a group-wide compliance risk assessment covering all 346 business units and functions worldwide within the BMW Group. The assessment of compliance risks is updated annually. Measures are realised with the aid of a regionally structured compliance manage- ment team covering all parts of the BMW Group, which oversees a network of more than 200 Compliance Respon- sibles. deserve particular mention: these documents deal with lawful handling of gifts and benefits and define appro- priate assessment criteria and approval procedures for specified actions. 185 STATEMENT ON CORPORATE GOVERNANCE A coordinated set of instruments and measures is em- ployed to ensure that the BMW Group, its representative bodies, its managers and staff act in a lawful manner. Particular emphasis is placed on compliance with anti- trust legislation and the avoidance of corruption risks. Compliance measures are supplemented by a whole range of internal policies, guidelines and instructions, which in part reflect applicable legislation. The BMW Group Policy "Corruption Prevention" and the BMW Group Instruction "Corporate Hospitality and Gifts" The Board of Management keeps track of and analyses compliance-related developments and trends on the basis of the Group's compliance reporting and input from the BMW Group Compliance Committee. Meas- ures to improve the Compliance Management System are initiated on the basis of identified requirements. the introduction of the BMW Group Compliance Man- agement System. The training material is available on an Internet-based training platform in German and English and includes a final test. Successful completion of the training programme, which is documented by a certificate, is mandatory for all BMW Group managers. Appropriate processes are in place to ensure that all newly recruited managers and promoted staff undergo compliance training. In this way, the BMW Group en- sures full training coverage for its managers in com- pliance matters. The bonus comprises two components, each equally weighted, namely a corporate earnings-related bonus and a personal performance-related bonus. The tar- get bonus (100 %) for a Board of Management member, for both components of variable compensation, totals €1.5 million p.a., rising to €1.75 million p.a. from the second term of appointment or fourth year of office on- wards. The equivalent figure for the Chairman of the Board of Management is €3 million p.a. The bonus figure is capped for all Board of Management members at 200% of the relevant target bonus. Governance Practices An earnings and dividend factor of 1.00 would give rise to an earnings-based bonus of €0.75 million for the financial year 2015 for a member of the Board of Manage- ment during the first period of office and €0.875 million during the second term of appointment or from the fourth year in office. The equivalent bonus for the Chair- man of the Board of Management is €1.5 million. The earnings factor is 1.00 in the event of a Group net profit of €3.1 billion and a post-tax return on sales of 5.6 %. The dividend factor is 1.00 in the event that the dividend paid on the shares of common stock is between 101 and 110 cents. If the Group net profit were below €1 billion, or if the post-tax return on sales were less than 2%, the earnings factor for the financial year 2015 would be zero. In this case, no corporate earnings-related bonus would be paid. Share-based compensation programme Member of the Board of Management: €350,000-€400,000 Chairman of the Board of Management: €500,000-€700,000 Pension based on amounts credited to individual savings accounts for contributions paid and interest earned, various forms of disbursement Pension contributions p.a.: Pension of €120,000 p.a. plus fixed amounts based on length of Company and board service Principal features Contractual agreement, main points: use of Company cars, insurance premiums, contributions towards security systems, medical check-up Once the four-year holding period requirement is fulfilled, Board of Management mem- bers receive for each three common stock shares held either - at the Company's option - one further share of common stock or the equivalent amount in cash. - Earmarked cash remuneration equivalent to the amount required to be invested in BMW AG shares, plus taxes and social insurance contributions - Requirement for Board of Management members to each invest an amount equivalent to 20% of their total bonus (after tax) in BMW AG common stock -Bonus May be paid in justified circumstances on an appropriate basis, contractual basis, no entitlement - Formula: 50% of target bonus x performance factor Primarily qualitative criteria, expressed in terms of a performance factor aimed at measuring the board members' contribution to sustainable and long-term performance and the future viability of the business - The earnings factor is derived from the Group net profit and the Group post-tax return on sales - Formula: 50% of target bonus x earnings factor x dividend factor (common stock) Quantitative criteria fixed in advance for a period of three financial years - €3.00 million (Chairman of the Board of Management) - €1.75 million (from second term of appointment onwards or fourth year in office) - €1.50 million (first term of appointment) Target bonuses p.a. (if target is 100% achieved): - Criteria for the performance factor also include: innovation (economic and ecological, e.g. reduction of CO2 emissions), customer orientation, ability to adapt, leadership ac- complishments and attractiveness as employer, progress in implementing the diversity concept and activities that foster corporate social responsibility - €1.50 million Cash compensation Monetary value of matching component individual components. *Including basic remuneration, other fixed remuneration elements and pension contribution. The overall cap is lower than the sum of the maximum amounts for each of the 5,500,000 -9,850,000 -1,200,000 -1,500,000 800,000 -1,400,000 .800,000 -1,400,000 3,500,000 -6,000,000 Chairman of the Board of Management or from fourth year in office for share acquisition in the second term of appointment 4,925,000 -1,000,000 -700,000 -700,000 3,000,000 in the first term of appointment Member of the Board of Management Total* Possible special bonus Member of the Board of Management The corporate earnings-related bonus is based on the BMW Group's net profit and post-tax return on sales (which are combined in a single earnings factor) and the level of the dividend (common stock). The corpo- rate earnings-related bonus is derived by multiplying the target amount fixed for each member of the Board of Management by the earnings factor and by the divi- dend factor. In exceptional circumstances, for instance when there have been major acquisitions or disposals, the Supervisory Board may adjust the level of the corpo- rate earnings-related bonus. - €0.90 million (from second term of appointment onwards or fourth year in office) Chairman of the Board of Management: Member of the Board of Management: Board 171 Members of the Supervisory 170 Members of the Board of Management Supervisory Board pursuant to §161 AktG 169 Declaration of the Board of Management and of the CORPORATE GOVERNANCE (Part of Management Report) 168 Information on the Company's Governing Constitution 168-STATEMENT ON Basic compensation p.a. Parameter/measurement base 174 Work Procedures of the Board of Management Component 190 In the event of the termination of mandate, Board of Management members appointed for the first time prior to 1 January 2010 are entitled to receive certain defined new one. Retirement and surviving dependants' benefits The provision of retirement and surviving dependants' benefits for Board of Management members was changed to a defined contribution system with a guaranteed minimum return with effect from 1 January 2010. How- ever, given the fact that board members appointed for the first time prior to 1 January 2010 for the most part had a legal right to receive the benefits already prom- ised to them, these board members were given the option to choose between the previous system and the This programme envisages a share-based remuneration component equivalent to 20% of the board member's total bonus after taxes, which the board member is re- quired to invest in BMW AG common stock. Taxes and social insurance relating to the share-based remunera- tion component are borne by the Company. As a general rule, the shares must be held for a minimum of four years. As part of a matching plan, at the end of the holding period the Board of Management members will normally receive from the Company either one addi- tional share of common stock or an equivalent cash amount for three shares of common stock held, to be decided at the discretion of the Company (share-based remuneration component/matching component). Spe- cial rules apply in the case of death or invalidity of a Board of Management member or early termination of the contractual relationship before fulfilment of the holding period. The compensation system includes a share-based remu- neration programme, in which the level of share-based remuneration is based on the amount of bonus paid. The system is aimed at creating further long-term incen- tives to encourage sustainable governance. Share-based remuneration programme business to the extent not included directly in the basis of measurement. Performance factor criteria include innovation (economic and ecological, e.g. reduction of carbon emissions), customer focus, ability to adapt, leadership accomplishments, contributions to the Com- pany's attractiveness as an employer, progress in imple- menting the diversity concept, and activities that foster corporate social responsibility. The target bonus and the key figures used to determine the corporate earnings- related bonus are fixed in advance for a period of three financial years, during which time they may not be amended retrospectively. The personal performance-related bonus is derived by multiplying the target amount set for each member of the Board of Management by a performance factor. The Supervisory Board sets the performance factor on the basis of its assessment of the contribution of the rele- vant Board of Management member to sustainable and long-term oriented business development. In setting the factor, equal consideration is given to personal perfor- mance, decisions taken in previous forecasting periods, key decisions affecting the future development of the business and the effectiveness of measures taken in re- sponse to changing external conditions as well as other activities aimed at safeguarding the future viability of the Overview of compensation system and compensation components - €0.75 million (first term of appointment) 176 Work Procedures of the Supervisory Board 182 Information on Corporate in € p.a. Remuneration caps (maximum remuneration) b) Defined contribution system with guaranteed minimum rate of return (only applies to board members appointed for the first time before 1 January 2010; based on legal right to receive the benefits already promised to them, this group of persons is entitled to opt between (a) and (b)) a) Defined benefits Retirement and surviving dependants' benefits Model Other compensation b) Share-based remuneration component (matching component) a) Cash compensation component 181 Disclosures pursuant to the Act on Equal Gender Participation Share-based remuneration programme Special bonus payments (corresponds to 50% of target bonus if target is 100% achieved) b) Performance-related bonus (corresponds to 50% of target bonus if target is 100% achieved) a) Corporate earnings-related bonus Bonus Variable compensation 184 Compliance in the BMW Group 188-Compensation Report This principle has been embedded in BMW's internal rules of conduct for many years. In order to protect itself systematically against compliance-related and reputa- tional risks, the Board of Management created a Com- pliance Committee several years ago, mandated to es- tablish a worldwide Compliance Management System throughout the BMW Group. Employees Compliance in the BMW Group Responsible and lawful conduct is fundamental to the success of the BMW Group. It is an integral part of our corporate culture and the reason why customers, shareholders, business partners and the general public place their trust in us. The Board of Management and the employees of the BMW Group are obliged to act responsibly and in compliance with applicable laws and regulations. programme for Board of Management members is de- scribed in detail in the Compensation Report (see also the "Share-based remuneration" section in the Com- pensation Report and note 19 to the Group Financial Statements). Leading by example In the Supervisory Board's opinion, its composition as at 31 December 2015 fulfilled the composition objec- tives detailed above. In order to make it easier to assess actual composition and composition targets, brief curricula vitae of the current members of the Super- visory Board are available on the Company's website at www.bmwgroup.com. Information relating to mem- bers' practised professions and to mandates in other statutory supervisory boards and equivalent national or foreign company boards, including the length of their periods of service on the Supervisory Board, is provided in the section "Statement on Corporate Governance". Judging from this information, it is evident that the Supervisory Board of BMW AG is extremely diversified, with significantly more than the targeted four members having international experience or specialist knowledge with regard to one or more of the non-German markets important to the Company. In-depth knowledge and experience from within the enterprise are provided by seven employee representatives and the Supervisory Chairman himself. Only one previous Board of Manage- ment member holds office in the Supervisory Board. At least four members of the Supervisory Board have experience in managing another entity. The Super- visory Board also has three entrepreneurs as members. Most of the members of the Supervisory Board – in- cluding the employee representatives – have some ex- perience in supervising another medium-sized or large company. Moreover, more than three members of the Supervisory Board have experience and specialist knowledge in subjects relevant for the future of the BMW Group, such as customer requirements, mobility, resources, sustainability and information technology. For the purpose of assessing the independence of its members, the Supervisory Board follows the recommen- dations of the German Corporate Governance Code. In the opinion of the Supervisory Board, the fact that a member has a substantial shareholding in the Com- pany, or holds office as an employee representative, or was previously a member of the Board of Manage- ment, does not rule out that he or she is independent. A "substantial and not merely temporary conflict of interests" within the meaning of section 5.4.2 of the German Corporate Governance Code does not apply to any of the Supervisory Board members. Employees holding office in the Supervisory Board are protected by law when performing their duties. At any rate, all other Supervisory Board members have a sufficient degree of economic independence from the Company. Business with entities, in which the members of the Supervisory Board carry out a significant function, is conducted on an arm's length basis. Overall, the Supervisory Board has concluded that all of its members are independent. At least three members meet the requirements for being designated as an independent financial expert. At the end of the reporting period, the Supervisory Board had six female members (30%), comprising three shareholder representatives and three employee repre- sentatives. The Supervisory Board has 14 male mem- bers (70%), comprising seven shareholder representa- tives and seven employee representatives. The Company therefore complies with the statutory gender quota of at least 30% female members applicable in Germany with effect from 1 January 2016. The Supervisory Board does not currently have any members more than 70 years old. The principles specified by the Supervisory Board regarding the length of office of its members will be taken into account in all future proposals for election. Disclosures pursuant to the Act on Equal Gender Participation - targets for the proportion of women at executive management levels I and II The Act on Equal Participation of Women and Men in Executive Positions in the Private and the Public Sector ("Act on Equal Gender Participation") was passed into German law in 2015. Under the new legislation, the Supervisory Board of BMW AG is required to set a target for the proportion of women on its Board of Management and a time limit for meeting this target. Likewise, the Board of Manage- ment of BMW AG is required to establish targets and time limits for attaining these targets with respect to the two executive management levels below the Board of Management. In each case, the first of these time limits may be no later than 30 June 2017. Since the Com- pany's financial year corresponds to the calendar year, the Supervisory Board and the Board of Management have each decided to set 31 December 2016 as the date of the first time limit for attaining these targets. As its target for the proportion of women on the Board of Management by 31 December 2016, the Supervisory Board has stipulated that the Board of Management should continue to have at least one female member. Assuming that the Board of Management continues to 182 168-STATEMENT ON CORPORATE GOVERNANCE (Part of Management Report) 168 Information on the Company's Governing Constitution 169 Declaration of the Board of Management and of the Supervisory Board pursuant to §161 AktG 170 Members of the Board of Management 171 Members of the Supervisory Board 174 Work Procedures of the Board of Management 176 Work Procedures of the Supervisory Board 181 Disclosures pursuant to the Act on Equal Gender Participation 182-Information on Corporate Governance Practices procedural rules stipulated by the German Co-Deter- mination Act, the Supervisory Board does not have the right to nominate employee representatives for elec- tion. The objectives which the Supervisory Board has set itself with regard to its composition are therefore not intended to be instructions to those entitled to vote or restrictions on their freedom to vote. 184 Compliance in the BMW Group 188 Compensation Report 181 STATEMENT ON CORPORATE GOVERNANCE 181 Disclosures pursuant to the Act on Equal Gender Participation 182 Information on Corporate Governance Practices 184-Compliance in the BMW Group 188 Compensation Report 168-STATEMENT ON 184 We also work in close partnership with our suppliers and promote their commitment to sustainability. Activities can only be sustainable, however, if they cover the entire value-added chain. That is why the BMW Group not only sets high standards for itself, but also expects its suppliers and partners to meet the ecological and social standards it sets and strives con- tinually to improve the efficiency of processes, measures and activities. For instance, we consistently require our dealers and importers to comply with ecological and social standards on a contractual basis. Moreover, cor- responding criteria are embedded throughout the entire purchasing system - including in enquiries to suppliers, in the sector-wide OEM Sustainability Questionnaire, in our purchasing terms and in our evaluation of sup- pliers - in order to promote sustainability aspects in line with the BMW Group Sustainability Standard. The BMW Group expects suppliers to ensure that the BMW Group's sustainability criteria are also adhered to by their sub-suppliers. Purchasing terms and con- ditions and other information relating to purchasing can be found in the publicly available section of the BMW Group Partner Portal at https://b2b.bmw.com. Further information on social responsibility to employees can be found in the section "Workforce". It goes without saying that the BMW Group abides by these fundamental principles and rights worldwide. Employees have therefore been sensitised to this issue since 2005 by means of regular internal communica- tions and further training on recent developments in this area. Two dedicated helplines - the “Human Rights Contact" and the BMW Group SpeakUP Line - are available to employees wishing to raise queries or com- plaints relating to human rights issues. The UN Guiding Principles for Business and Human Rights provide a framework for critical reflection and continuous improve- ment in our endeavours to ensure that human rights are respected throughout the organisation. to collective bargaining, the prohibition of child labour, the right to appropriate remuneration, regulated working times and compliance with work and safety regulations. The complete text of the UN Global Compact and the recommendations of the ILO and other relevant in- formation can be found at www.unglobalcompact.org and www.ilo.org. The Joint Declaration on Human Rights and Working Conditions in the BMW Group can be found at www.bmwgroup.com under the menu item “Responsibility" and "Supply Chain Manage- ment". The BMW Group stands by its social responsibilities. Our corporate culture combines the drive for success with a willingness to be open, trustworthy and trans- parent. We are well aware of our responsibility towards society. Our models for sustainable social responsibility towards employees and for ensuring compliance with international social standards are based on various in- ternationally recognised guidelines. The BMW Group is committed to adhering to the OECD's guidelines for multinational companies and the contents of the ICC Business Charter for Sustainable Development. De- tails of the contents of these guidelines and other rele- vant information can be found at www.oecd.org and www.iccwbo.org. The Board of Management signed the United Nations Global Compact in 2001 and, in 2005, together with employee representatives, issued a “Joint Declaration on Human Rights and Working Conditions in the BMW Group". This Joint Declaration was recon- firmed in 2010. With the signature of these documents, we have given our commitment to abide worldwide by internationally recognised human rights and with the fundamental working standards of the International Labour Organization (ILO). The most important of these are freedom of employment, the prohibition of discrimination, the freedom of association and the right Social responsibility towards employees and along the supplier chain The core principles are also available at www.bmwgroup. com under the menu items “Careers” and “Working at the BMW Group". We secure the corporate independence of the BMW Group through sustained profitable growth. Independence Social responsibility is an integral part of our corporate self-image. Society In our view, sustainability constitutes a lasting contribu- tion to the success of the Company. This is the basis upon which we assume ecological and social responsibility. Sustainability Every manager must lead by example. we ever make. comprise eight members, this would correspond to a proportion of at least 12.5%. The Supervisory Board considers it desirable to increase the proportion of women on the board and supports the Board of Manage- ment's current raft of measures, which is also aimed at increasing the proportion of women at the highest executive management levels of the BMW Group. People make companies. Our employees are the strongest factor in our success, which means our per- sonnel decisions will be among the most important Top management within the BMW Group is structured in terms of functions, following a cohesive job evalua- tion system based on Mercer. We aim to be the best - a challenge to which all of us must rise. Each and every employee must be prepared to deliver peak performance. We strive to be among the elite, but without being arrogant. It is the Company and its products that count - and nothing else. Responsibility Every BMW Group employee has the personal responsi- bility for the Company's success. When working in a team, each employee must assume personal responsibility for his or her actions. We are fully aware that we are working to achieve the Company's goals. For this reason, we work together in the best interests of the Company. Effectiveness The only results that count for the Company are those which have a sustainable impact. In assessing leader- ship, we must consider the effectiveness of performance on results. Adaptability Frankness As we strive to find the best solution, it is each em- ployee's duty to express any opposing opinions they may have. The solutions we agree upon will then be consistently implemented by all those involved. Respect, trust, fairness We treat each other with respect. Leadership is based on mutual trust. Trust is rooted in fairness and reliability. CORPORATE GOVERNANCE (Part of Management Report) 168 Information on the Company's Governing Constitution 169 Declaration of the Board of Management and of the Supervisory Board pursuant to §161 AktG 170 Members of the Board of Management 171 Members of the Supervisory Board 174 Work Procedures of the Board of Management 176 Work Procedures of the Supervisory Board The Board of Management has established target ranges of 10 to 12% for executive management level I and 6 to 8% for executive management level II, each to be reached by 31 December 2016. The targets set out are relatively modest in view of the imminence of the deadline. Peak performance The success of our Company is determined by our cus- tomers. They are at the heart of everything we do. The results of all our activities must be valued in terms of the benefits they will generate for our customers. In order to ensure our long-term success we must adapt to new challenges with speed and flexibility. We there- fore see change as an opportunity - adaptability is essen- tial to be able to capitalise on it. Customer focus At 31 December 2015, the proportion of female execu- tives within management/function level I stood at 9.6% and within management/function level II at 5.5%. Proportion of female executives within management/ function level I and II at BMW AG in % 10 8 6 2 Function level I Function level II 4 5.5 The deployment of diverse, complementary talents in the workforce increases both the ability of a company to perform and its customer orientation. Sufficient diver- sity in the BMW Group makes a major contribution to improving competitiveness. Promoting an appropriate gender balance is a key part of this skill mix. The aim of the Board of Management therefore continues to be to increase the proportion of women at all management levels. The proportion of women has risen further during the financial year 2015, both in the workforce as a whole and in management positions, accompanied also by a large number of programmes, dialogues and infor- mation events. Further information on the social di- versity in the BMW Group can be found in the section "Workforce". Information on corporate governance practices applied beyond mandatory requirements Core principles 9.6 Within the BMW Group, the Board of Management, the Supervisory Board and the employees base their actions on twelve core principles which are the cornerstone of the success of the BMW Group: On behalf of the Supervisory Board 15 STATEMENT OF THE CHAIRMAN OF THE BOARD OF MANAGEMENT Harald Krüger - Chairman of the Board of Management 14 Yours M Norbert Reithofer Dear Shareholders, Chairman of the Supervisory Board The 7 March 2016 marked an historic milestone in the history of our company. 100 years of Bayerische Motoren Werke is the achievement of all the company's associates since its founding in 1916 right up until today. Our experiences and strengths establish the foundation for our future. However, we also know that it is not past accomplishments but profitable growth, strength in innovation and competitiveness that deter- mine the success of a company. This is why we are using the occasion of our centenary as a springboard for "The Next 100 Years". This makes it clear that the company's strategy is and remains geared towards the long term. The Motorcycle segment is profitable due to its successful growth strategy. Based on an operating result of 182 million euros in 2015, the segment reported an EBIT margin of 9.1 per cent. The strength of our premium brands is the backbone of our success Our three premium brands fascinate people all around the world. In 2015, more than 2.2 million customers chose a BMW, MINI or Rolls-Royce, more than in any other year. This was a solid increase of 6.1 per cent over the previous year. For the first time in our corporate history, the BMW brand sold more than 1.9 million vehicles. With almost 137,000 motor- cycles and scooters, BMW Motorrad also achieved a new record in sales. The MINI brand also reported the best year ever, with over 338,400 vehicles sold. Rolls-Royce Motor Cars delivered 3,785 vehicles to customers, making 2015 the second-best year in its 112-year history. We continue to strive for a globally balanced distribution of value creation We continue to pursue a balanced distribution of sales between the world's three major regions, Europe, Asia and America. In view of the heterogeneous and volatile development of the markets, our distribution strategy allows us to respond more swiftly to fluctuations and to avoid overdependence on any single region. Europe is still our largest sales region. Last year we surpassed the mark of one million vehicles sold there for the very first time. Overall, close to 45 per cent of our cars were delivered to customers in Europe. Asia accounted for approximately 30 per cent of sales, the Americas for 22 per cent. We are strategically expanding our global production network of currently 30 sites in 14 countries. Our second engine plant in Shenyang opened in January 2016. In Mexico, preparations for the construction of our new plant in San Luis Potosí are proceeding according to schedule. On top of that, we are currently expanding the company's largest production site in Spartanburg, USA in order to be able to meet the high demand for our premium sports activity vehicles. Positive sales development reflected in key financials Our successful development in sales is reflected in our key financials: with over 92 billion euros in sales revenues, the BMW Group posted a significant growth of 14.6 per cent over the previous year. As forecasted, the Group profit before tax achieved solid growth of per cent to a new high of 9.2 billion euros. The annual net profit increased by 10 per cent to around 6.4 billion euros. The EBIT margin in the Automotive segment stands at 9.2 per cent and therefore remains within our strategic target range. 5.9 With over 1.65 million new contracts with customers and a profit before tax of 1.98 billion euros, the Financial Services segment once again made a significant contribution to the Group result. The EBT in the segment grew significantly to 14.6 per cent and stands well above the previous year's level. Therefore, we achieved the goals we set for the 2015 financial year and we managed to do so in an environ- ment characterised by intense competition as well as economic and political volatility. Expression of appreciation by the Supervisory Board The financial year 2015 has again been a record year for the BMW Group. The Supervisory Board wishes to thank the members of the Board of Management and the entire staff of the BMW Group worldwide for their outstanding work and concerted performance. Munich, 9 March 2016 Successful development continued in the financial year 2015 The financial year 2015 was a successful year for the BMW Group. We achieved new all-time highs for performance indicators such as sales, Group revenues, Group profit before tax and net profit. The Supervisory Board also examined the proposal of the Board of Management to use the unappropriated profit to pay an increased dividend of €3.20 per share of common stock and €3.22 per share of non-voting preferred stock. The Supervisory Board considers the proposal appropriate and therefore concurs with it. The Chairman of the BMW Group Compliance Committee reported to the Audit Committee on the current compliance situation, which, as in the previous year, was deemed satisfactory overall. None of the information received relating to potential non-compliance or actual incidences of non-compliance identified in specific cases give any indication of serious or systematic non-compliance with applicable requirements. Moreover, the Audit Committee requested and received information regarding the further expansion of the BMW Group Compliance Organisation. Based on thorough examinations at both Audit Committee and full Supervisory Board level, the Super- visory Board concurred with the results of the external audit. In accordance with the conclusion reached after the examination by the Audit Committee and Supervisory Board, no objections were raised. The Group and Company Financial Statements of Bayerische Motoren Werke Aktiengesellschaft for the financial year 2015 prepared by the Board of Management were approved at the Supervisory Meeting held on 9 March 2016. The separate financial statements have therefore been adopted. 16 11 REPORT OF THE SUPERVISORY BOARD The Head of Group Internal Audit reported to the Audit Committee on significant findings of audits con- ducted by Group Internal Audit on the industrial and financial services sides of the business. In addition, he provided information on the main topics of planned audits in both areas. The Audit Committee has already obtained detailed information regarding audit reforms within the EU, particularly with respect to preparing the selection of the auditor. The Audit Committee and Supervisory Board obtained an auditor's assurance report regarding compliance with regulatory requirements for off-market transactions made by BMW AG involving derivatives. The effec- tiveness of the system that BMW AG currently employs to ensure compliance with regulatory requirements was confirmed. With an addition to its procedural rules, the Supervisory Board transferred tasks related to examinations of this type to the Audit Committee. The Audit Committee concurred with the decision of the Board of Management to raise the Company's share capital in accordance with § 4 (5) of the Articles of Incorporation (Authorised Capital 2014) by €309,860 and to issue a corresponding number of new non-voting bearer shares of preferred stock, each with a par value of €1, at favourable conditions to employees. The Personnel Committee convened four times during the financial year 2015. One of its tasks is to prepare decisions relating to the composition of the Board of Management. In one case, the Personnel Committee gave its approval for a member of the Board of Management to accept a mandate for membership of the supervisory board of a non-BMW Group entity. The Nomination Committee convened twice in 2015 to deliberate on successor planning for mandates of the shareholders' representatives and adopt recommendations for proposals for election at the 2015 and 2016 Annual General Meetings, taking the composition objectives stipulated by the Supervisory Board into due account. The statutory Mediation Committee was not required to convene during the financial year 2015. Composition and organisation of the Board of Management After the Annual General Meeting held on 13 May 2015, I resigned from the Board of Management as previously announced and Harald Krüger took over as Chairman of the Board of Management. The Supervisory Board had previously appointed Oliver Zipse as member of the Board of Management for the first time with effect from the end of the Annual General Meeting. Mr Zipse has worked for the BMW Group since 1991, most recently as head of Group Planning and Product Strategy. He took over responsibility for Production from Harald Krüger. In the financial year 2015, the Supervisory Board resolved to extend the mandate of one Board of Management member. Composition of the Supervisory Board, the Presiding Board and Supervisory Board Committees In order to facilitate the generational change at the top of the Board of Management and the Supervisory Board, which he both planned and personally supported, Professor Joachim Milberg resigned from the Supervisory Board immediately after the 2015 Annual General Meeting. As previously announced, he will be playing a leading role in the worldwide social engagement and philanthropic work of BMW AG, in particular as Chair- man of the Board of Trustees of the BMW Foundation Herbert Quandt. Professor Milberg has faithfully served and had a major influence on the BMW Group over a period of many years, beginning in 1993, first as 12 member and then as Chairman of the Board of Management from 1999. As from 2002 he served firstly as member and finally, from 2005, as Chairman of the Supervisory Board. The Supervisory Board wishes to take this opportunity to express its great respect for, and appreciation of, Professor Milberg's achievements. Wolfgang Mayrhuber also resigned from the Supervisory Board at his own request at the end of the 2015 Annual General Meeting. The Supervisory Board wishes to thank Mr Mayrhuber for his more than ten years of valuable, trusted cooperation. Simone Menne was elected to the Supervisory Board as new shareholder representative. Professor Dr Henning Kagermann was re-elected as member of the Supervisory Board at the Annual General Meeting in 2015. After my election to the Supervisory Board by the Annual General Meeting in 2015, the Supervisory Board members elected me as their new Chairman. In this capacity, and in accordance with the relevant terms of reference, I remained Chairman of the Personnel and Nomination Committees. I was also elected member of the Audit Committee. The Corporate Governance Report contains a summary of the composition of the Supervisory Board and its committees. The Group and Company Financial Statements of Bayerische Motoren Werke Aktiengesellschaft for the year ended 31 December 2015 and the Combined Management Report – as authorised for issue by the Board of Management on 18 February 2016 – were audited by KPMG AG Wirtschaftsprüfungsgesellschaft and given an unqualified audit opinion. The Financial Statements and the Combined Management Report, the long-form audit reports of the external auditors and the Board of Management's profit distribution proposal were made available to all members of the Supervisory Board in a timely manner. In a first step, the Audit Committee dutifully examined and discussed these documents at a meeting held on 25 February 2016. The Supervisory Board subsequently examined the relevant drafts of the Board of Management at its meeting on 9 March 2016, after hearing the committee chairman's report on the meeting of the Audit Committee. In both meetings, the Board of Management gave a detailed explanation of the fi- nancial reports it had prepared. Representatives of the external auditors attended both meetings, reported on significant findings and answered any additional questions raised by the members of the Supervisory Board. They also confirmed that the risk management system established by the Board of Management is capable of identifying any events or developments that might impair the going-concern status of the Company and that no material weaknesses in the internal control system and risk management system were found with regard to the financial reporting process. Similarly, they confirmed that they had not identified any facts in the course of their audit work that were inconsistent with the contents of the Declaration of Compliance issued jointly by the two boards. 13 REPORT OF THE SUPERVISORY BOARD We continue to fascinate our customers with new models and technologies In 2015, we launched a total of 15 new models and model revisions in the market, among them the new BMW 2 Series Gran Tourer, the new BMW X1 and the new MINI Clubman. At Rolls-Royce, the new Drophead Coupe called Dawn celebrated its world premiere at the International Motor Show in Frankfurt. The model is scheduled to be introduced in 2016. Most importantly, the model year 2015 was marked by the launch of the sixth generation of the new BMW 7 Series. With its high-end innovations, our flagship has set new benchmarks in driving dynamics, efficiency as well as driver assistance systems. Examination of financial statements and the profit distribution proposal KPMG AG Wirtschaftsprüfungs- gesellschaft conducted a review of the abridged Interim Group Financial Statements and Interim Group Management Report for the six-month period ended 30 June 2015. The results of the review were presented to the Audit Committee by representatives of KPMG AG Wirtschaftsprüfungsgesellschaft. No issues were iden- tified that might indicate that the abridged Interim Group Financial Statements and Interim Group Manage- ment Report had not been prepared, in all material respects, in accordance with the applicable provisions. Consistent technology transfer from BMW i to the BMW core brand The technologies developed for BMW i are now also being incorporated in the models of our BMW core brand. This includes battery cells, the elec- tronic control unit and electric drives from the i3 and i8 as well as our expertise in lightweight construction. A good example of this technology transfer is the Carbon Core of the new BMW 7 Series, a mixed-material design for the car body structure made of carbon fibre reinforced plastics (CFRP), aluminum and steel. This Carbon Core received the EuroCarBody Award 2015, the world's most prestigious recognition for innova- tions in car body construction. 62 Events after the End of the of BMW AG 59 Comments on Financial Statements detail applicable, depending on the level of aggregation. The BMW Group's internal management system is based on a multilayered structure, with varying degrees of Position and Net Assets 49 Results of Operations, Financial 29 Review of Operations Performance Indicators 27 Financial and Non-financial 27 Overall Assessment by Management and debt capital. ensured in the long term if the available capital is profitably employed. For this to be the case, the profit generated must sustainably exceed the cost of equity Environment BMW i attracts new customer groups to the BMW brand With Efficient Dynamics technology and especially with the BMW i models, the BMW Group has irreversibly charted the course towards sustainable mobility. At the end of 2015, average emissions for our new car fleet stood at 127 grams of CO2 per kilometre. Last year, we sold close to 30,000 BMW i vehicles – up around 66 per cent year-on-year. The fully electric BMW i3 is already available in 50 countries; it is also the only vehicle with a certified carbon balance for the supply chain, production, use and recycling. It has attracted new customers to the BMW brand - 80 per cent of i3 buyers have never driven a BMW before. We have repeatedly stressed that electromobility is not a sprint but a mara- thon. In order to enable access to e-mobility to many people, the BMW i3 has been included in our DriveNow car-sharing fleet. Furthermore, the BMW Group and its partners support the establishment of a comprehensive charging infrastructure in Europe, China and the USA. 23 General and Sector-specific 20-Management System 18 Business Model 18-General Information on the BMW Group safeguarding jobs. Corporate autonomy can only be The business management system applied by the BMW Group follows a value-based approach, with a clear focus on achieving profitable growth, increasing the value of the business for capital providers and 18-COMBINED MANAGEMENT REPORT General Information on the BMW Group Management System 20 The Financial Services segment comprises more than 50 entities and cooperation arrangements with local financial services providers and importers on all conti- nents, making it one of the world's leading financial service providers in the automobile sector. Its main line of business is providing credit financing and leasing for BMW Group brand cars and motorcycles to retail cus- tomers. It also provides customers with access to a wide range of insurance and banking products. The BMW Group's international multi-brand fleet business, operating under the brand name “Alphabet", provides fleet financing products and comprehensive manage- ment services for corporate car fleets in 18 countries. Within the multi-brand financing line of business, credit financing, leasing and other services are marketed to retail customers under the brand name “Alphera”. Pro- viding support to the dealer organisation, such as by financing dealership vehicle inventories, rounds off the segment's product range. BMW Motorrad also focuses on the premium segment with its range of products, comprising motorcycles for the Sport, Tour, Roadster, Heritage, Adventure and Urban Mobility segments. A wide range of accessories and equipment is also available to provide customers with additional safety and comfort. At the same time, the BMW Group continues to push the boundaries of "premium" to a new level with its BMW i models. Inspired to the core by the desire for even greater sustainability, the BMW i epitomises the vehicle of the future - with its electric drivetrain, revolutionary lightweight construction, exceptional design and an en- tirely newly conceived range of mobility services. rivalled driving pleasure in its class. Rolls-Royce has a long tradition in the ultra-luxury segment stretching back over 112 years. Our core BMW brand caters to a broad array of customer wishes, ranging from fuel- efficient and innovative models equipped with Efficient Dynamics through to high-performance, efficient BMW M vehicles, which help bring the flair of motor- sport to the roads. All BMW vehicles share one thing in common - their impressive driving dynamics. The BMW Group's premium brands (BMW, MINI and Rolls-Royce) are widely known and highly admired around the globe for their innovative technologies and state-of-the-art design. The BMW Group provides the full spectrum of individual mobility, ranging from premium-segment small vehicles through to highly luxu- rious and powerful vehicles. The MINI brand is a veritable icon in the premium small car segment, offering un- 23 Report on Economic Position The worldwide distribution network currently consists of around 3,310 BMW, 1,550 MINI and 140 Rolls-Royce dealerships. In China alone, around 60 BMW dealerships were opened in 2015. Products and services are sold in Germany through BMW Group branches and by inde- pendent authorised dealers. Sales outside Germany are handled primarily by subsidiary companies and by in- dependent import companies in a number of markets. The dealership and agency network for BMW i currently covers some 950 locations. The BMW motorcycles sales network is organised in a similar way to that of the Group's automobile business. Currently, there are around 1,150 BMW Motorrad dealerships worldwide. 63 Report on Outlook, Risks and 63 Outlook Profit before financial result Capital employed ROCE Automotive The most aggregated key performance indicator used for the Automotive segment is the RoCE. This indicator provides useful information on the success with which capital is being employed as well as on operational profitability. The RoCE is measured on the basis of seg- ment profit before financial result and the average amount of capital employed in segment operations. The strategic target for the Automotive segment's RoCE is 26%. Automotive segment are measured on the basis of total return or the return on equity capital, namely the return on capital employed (ROCE) for the Automotive and Motorcycles segments and the return on equity (ROE) for the Financial Ser- vices segment. As an overall reflection of profitability (return on sales), capital efficiency (capital turnover) and other factors, these key performance indicators provide a cohesive insight into segment performance and changes in the value of the business. Management of operating performance at segment level Operating performance at segment level is managed in its most aggregated form on the basis of capital rates of return. Depending on the business model, the segments In the case of project-related decisions, the system incorporates a project-oriented control logic focused on value-based and return-based performance indicators, which provide a crucial basis for decision-making. Relevant value drivers which could have a significant impact on profitability and the value of the business are defined for each controlling level. The financial and non-financial value drivers referred to above are reflected in the key performance indicators used to manage the business. Due to the extremely high aggregate impact of vari- ous factors, it is difficult to manage a business pro- actively simply by focusing on value added. This key indicator therefore only serves for intermediate reporting purposes. of capital rate Average weighted cost Capital employed Opportunities Cost of capital Revenues Expenses Profit Return on sales and foremost at segment level. In order to manage long- term performance and assess strategic issues, addi- tional key performance figures are taken into account at Group level for controlling purposes. In this context, the contribution made to business value growth during the financial year is measured in terms of "value added". This approach is translated for operational purposes at both Group and segment level by means of key finan- cial and non-financial performance indicators ("value drivers”). The link between value added and the rele‐ vant value drivers is shown in a simplified form in the following diagram. Return on capital (ROCE/ROE) Value added Operating performance, for instance, is managed first 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets Management System Relevant for the Financial Reporting Process 81 Internal Control System and Risk 68 Report on Risks and Opportunities Capital turnover BMW motorcycles are manufactured primarily at the BMW Group plant in Berlin. Car brake discs are also pro- duced at this location. Two further motorcycle produc- tion plants are located in Manaus (Brazil) and Rayong (Thailand). Reporting Period The Rolls-Royce Phantom, Ghost, Wraith and - since the end of 2015 - the Dawn Convertible models are manu- factured exclusively at the Goodwood plant (United Kingdom). 23 General and Sector-specific Environment 23 Report on Economic Position 20 Management System 18-Business Model 18-General Information on the BMW Group General information on the BMW Group This Combined Management Report incorporates the management reports of Bayerische Motoren Werke Aktiengesellschaft (BMW AG) and the BMW Group. 18-COMBINED MANAGEMENT REPORT General Information on the BMW Group Business Model COMBINED MANAGEMENT REPORT 18 Harald Krüger H. 35″ 27 Overall Assessment by Management 27 Financial and Non-financial Yours We are looking ahead - to the next 100 years of the BMW Group At the BMW Group, we regard every day as a new opportunity to challenge ourselves and to excel. At our official centenary ceremony on 7 March 2016, we deliberately chose to look forward to the future: how will people move about 30 years from now? Obviously, no one can predict precisely how our mobility behavior is going to develop. However, those who do not try to imagine the future will simply not have one. We are presenting our ideas for mobility of the future with our vision vehicle, the BMW VISION NEXT 100. Our highly motivated associates are our number one success factor Individual mobility satisfies a fundamen- tal human need and will remain a strong trend. To ensure our further growth, we need capable and motivated people as well as new ideas and skills. In 2015, the BMW Group recruited more than 5,900 new associates. At the end of last year, 4,700 young people were in vocational training with the BMW Group, more than ever before. On behalf of the Board of Management, I would like to thank all of our 122,244 associates for their accomplishments in the business year 2015. I would also like to thank our business partners and our suppliers as well as the entire dealership organisation. We can only deliver on our premium claim thanks to the close and trustful cooperation with our partners and dealers. Strategic acquisition of the map service HERE Highly and fully automated driving is based on high-accuracy maps. Together with partners, we acquired the map service HERE in 2015 to safeguard our access to cloud- based real-time maps and location-based services. We want HERE to become an independent platform for the automotive industry and remain accessible beyond that. The combination of high-accuracy maps and data from the vehicle's environment makes driving safer and more comfortable for everyone. Already today, HERE provides maps and location-based data for almost 200 countries in over 50 languages. Connectivity is one of the major trends in our industry. Vehicles, their drivers and their environment will be even more closely connected in the future. The next logical step is highly and then fully automated driving. Once again, we see ourselves here as both a driver and an innovator. The new BMW 7 Series is the first series vehicle that offers fully automated parking. Many things are technologically feasible today. However, beyond the technical dimension we also require fundamental legal and transport-related policy decisions that will clearly define the rights and obligations of an extended mobile value chain. The BMW Group takes a clear position: we want to assist drivers in certain situations. We also want to improve people's safety. And by protecting their data, we protect their privacy as well. which can be integrated into our customers' digital lifestyle via a cloud-based set-up and various mobile end devices. The vehicle provides the personalised digital assistant BMW Connected that makes it possible, among other things, to control smart-home functions. The BMW Group is the first car company to offer such a com- prehensive digital service package. 17 STATEMENT OF THE CHAIRMAN OF THE BOARD OF MANAGEMENT At the 2015 Consumer Electronics Show (CES) in Las Vegas we presented our self-driving BMW i3, which is able to avoid obstacles and park itself. At the CES 2016, we showcased the BMW i8 Vision Future Interaction, Highly automated driving is becoming a part of the intelligent car of the future With BMW ConnectedDrive, the BMW Group has been in a leading position when it comes to driver assistance systems for the past two decades. These systems improve safety and comfort for our customers. Our business model will continue to focus on individual mobility in the premium segment – combined with attractive mobility services. The customer is at the heart of everything we do. We are setting out long- term targets that will guide us up to 2020 and are gradually implementing the related action plan. Long-term growth targets up to 2020 In the light of these developments, we have revised and updated our strategy for the future. We are operating from a solid basis: the BMW Group successfully combines financial strength, innovation and profitability with further growth, and we intend to pursue this path further with Strategy NUMBER ONE>NEXT. Realignment of the company with Strategy NUMBER ONE>NEXT Our Strategy Number ONE has been the guideline for our actions since autumn 2007. Since the global economic and financial crisis, the company has developed successfully. At the same time, our environment has changed at a rapid pace. Digitalisation, in particular, has brought about new technological opportunities for the automobile industry, ranging from automated driving to connectivity in production. A broad range of innovative, efficient drivetrains plays a crucial role in adhering to the increasingly strin- gent requirements for the reduction of emissions. BMW's first plug-in hybrid series model has already been released: the X5 xDrive40e. As of July 2016, all BMW plug-in hybrid models will be offered under the label of "iPerformance" - from the BMW 2 Series Active Tourer to the BMW 7 Series. Furthermore, our iPerformance customers will benefit from a 360° Electric offer, including a wall-mounted charging box and more. Dear Shareholders Due to its financial strength and the long-term focus of its Strategy NUMBER ONE>NEXT, the BMW Group will continue to be an attractive investment. We want our shareholders to continue to par- ticipate in our success. For the financial year 2015, the Board of Management and the Supervisory Board will propose to the Annual General Meeting to make our anniversary year 2016 the first time in the company's history to pay dividends totalling over two billion euros. I would like to thank all our shareholders for their vote of confidence and hope that you will continue to accompany us on our journey into the future. Performance Indicators Chairman of the Board of Management 49 Results of Operations, Financial MINI 3- and 5-door models and the MINI Clubman are currently manufactured at the site in Oxford (United Kingdom). The UK production triangle also includes the components plant in Swindon and the engine plant at Hams Hall, where petrol engines are manufactured for MINI and BMW. In Graz (Austria), Magna Steyr Fahr- zeugtechnik manufactures the MINI Countryman and, since 2012, the MINI Paceman for the BMW Group. The Dutch car manufacturer, VDL Nedcar bv (Born), has been producing the MINI 3-door since 2014 and the MINI Convertible since 2015 on behalf of the BMW Group. 29 Review of Operations in Shenyang (China), which supplies petrol engines to its neighbouring plants. 19 COMBINED MANAGEMENT REPORT A variety of components that supply the Group's world- wide production network are manufactured at the plants in Landshut and Wackersdorf. The Eisenach site makes special-purpose metalworking tools for the pro- duction network. The manufacturing sites in Moses Lake (USA) and Wackersdorf - both part of the SGL Auto- motive Carbon Fibers (ACF) joint operations - supply carbon fibre and carbon fibre fabrics for the production of BMW i models and the new BMW 7 Series. The BMW Group's largest engine manufacturing plant in Steyr (Austria) makes both petrol and diesel engines for the various BMW and MINI plants. In 2016, the joint venture BMW Brilliance Automotive Ltd. opened an engine plant BMW 3 Series and 4 Series models as well as petrol and diesel engines are manufactured at the BMW Group plant in Munich. BMW 1, 3 and 4 Series models as well as the 2 Series Gran Tourer, the Z4 Roadster and the X1 are produced at the Regensburg plant. The BMW 3 Series Gran Turismo, the BMW 4 Series Gran Coupé, models of the BMW 5, 6 and 7 Series and also hybrid BMW 5 and 7 Series vehicles are manufactured at the BMW Group plant in Dingolfing. Chassis and drive components are also produced at this plant. Models of the BMW 1 and 2 Series as well as the electrically powered BMW i3 and the BMW i8 hybrid sports car are manufactured at the Group's Leipzig site. The BMW 3 Series Sedan is assem- bled at the plant in Rosslyn (South Africa). The BMW X3, X4, X5 and X6 models are all manufactured at the Group's plant in Spartanburg (USA). The BMW X1 and various models of the BMW 3 and 5 Series are built exclusively for the Chinese market at the two plants operated by the BMW Brilliance Automotive Ltd. joint venture in Shenyang (China). Various models are also produced at the BMW Group plants in Chennai (India) and Rayong (Thailand). Production at the BMW Group's newest plant in Araquari (Brazil) currently includes the BMW 3 Series Sedan, the 1 Series 5-door model, the X3 and the X1 as well as the MINI Countryman. The BMW Group operates on a global scale and is repre- sented in more than 150 countries worldwide. Its research and innovation network spans 13 locations in five countries. At 31 December 2015, the Group's production network comprised a total of 30 locations in 14 countries. Striving for ecological and social sustainability along the entire value-added chain, taking full responsibility for products and giving an unequivocal commitment to pre- serving resources are prime objectives firmly embedded in the BMW Group's corporate strategy. As a result of these endeavours, the BMW Group has ranked among the most sustainable companies in the automotive in- dustry for many years. Long-term thinking and responsible action have long been the cornerstones of the BMW Group's success. The BMW Group is one of the most successful makers of cars and motorcycles worldwide and among the largest industrial companies in Germany. With BMW, MINI and Rolls-Royce, the BMW Group owns three of the strongest premium brands in the automotive industry. The vehicles manufactured by the BMW Group set ex- ceptionally high standards in terms of aesthetics, dynam- ics, technology and quality and are the culmination of concerted expertise in engineering and innovation. In addition to its strong position in the motorcycles market, the BMW Group also offers its customers a successful range of financial services. In recent years, it has also established itself as a leading provider of premium ser- vices for individual mobility. At the end of the reporting period, the BMW Group employed a workforce of 122,244 people worldwide. Bayerische Motoren Werke G. m. b. H. came into being in 1917. Having been originally founded in 1916 as Bayerische Flugzeugwerke AG (BFW), it finally became Bayerische Motoren Werke Aktiengesellschaft (BMW AG) in 1918. The BMW Group comprises BMW AG itself and all subsidiaries over which BMW AG has either direct or indirect control. BMW AG is also responsible for managing the BMW Group as a whole. General condi- tions on the world's automobile and motorcycle markets (such as the competitive situation, government policies, statutory regulations), underlying trends within society as well as changes in raw materials prices, exchange rates and interest rates are some of the major external factors that exert influence on business performance. Management System Relevant for the Financial Reporting Process 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets 68 Report on Risks and Opportunities 81 Internal Control System and Risk The primary function of the BMW Group's partner plants is to serve nearby regional markets. BMW and MINI cars are currently also produced in Jakarta (Indonesia), Cairo (Egypt), Kaliningrad (Russia) and Kulim (Malaysia). of BMW AG 63 Outlook Opportunities 63 Report on Outlook, Risks and Bayerische Motoren Werke Aktiengesellschaft (BMW AG), based in Munich, Germany, is the parent company of 59 Comments on Financial Statements the BMW Group. The primary business objective of the BMW Group is the development, manufacture and sale of engines as well as all vehicles equipped with those engines. The BMW Group is subdivided into the Auto- motive, Motorcycles, Financial Services and Other Enti- ties segments (the latter primarily comprising holding companies and Group financing companies). Business model General information on the BMW Group is provided be- low. There have been no significant changes compared to the previous year. Reporting Period 62 Events after the End of the Position and Net Assets 171 Members of the Supervisory Board 174 Work Procedures of the Board of Management 176 Work Procedures of the Supervisory Board 181 Disclosures pursuant to the Act on Equal Gender Participation 182 Information on Corporate Governance Practices 184 Compliance in the BMW Group 188-Compensation Report 2. Supervisory Board compensation Responsibilities, regulations pursuant to the Articles of Incorporation The compensation of the Supervisory Board is specified either by a resolution of the shareholders at the Annual General Meeting or in the Articles of Incorporation. The compensation regulation valid for the financial year un- der report was resolved by shareholders at the Annual General Meeting on 14 May 2013 and is set out in Arti- cle 15 of BMW AG's Articles of Incorporation, which can be viewed and/or downloaded at www.bmwgroup.com/ir under the menu items "Facts about the BMW Group" and "Corporate Governance". Accordingly, the Articles of Incorporation of BMW AG stip- ulate that the Chairman of the Supervisory Board shall receive three times the amount and each Deputy Chair- man shall receive twice the amount of the remuneration of a Supervisory Board member. Provided the relevant committee convened for meetings on at least three days during the financial year, each chairman of the Super- visory Board's committees receives twice the amount and each member of a committee receives one-and-a-half times the amount of the remuneration of a Supervisory Board member. If a member of the Supervisory Board exercises more than one of the functions referred to above, the compensation is measured only on the basis of the func- tion that is remunerated with the highest amount. These two interacting components are intended to ensure that the compensation of Supervisory Board members is commensurate overall in relation to the tasks performed and the Company's financial condition and also takes account of business performance over several years. In accordance with the Articles of Incorporation, each member of BMW AG's Supervisory Board receives, in ad- dition to the reimbursement of reasonable expenses, a fixed amount of €70,000 (payable at the end of the year) as well as a corporate performance-related compensation of €170 for each full €0.01 by which the average amount of (undiluted) earnings per share (EPS) of common stock reported in the Group Financial Statements for the re- muneration year and the two preceding financial years exceeds a minimum amount of €2.00 (payable after the Annual General Meeting held in the following year). An upper limit corresponding to twice the amount of the fixed compensation (€140,000) is in place for the corpo- rate performance-related compensation. 170 Members of the Board of Management With this combination of fixed compensation elements and a corporate performance-related compensation component oriented toward sustainable growth, the compensation structure in place for BMW AG's Supervi- sory Board complies with the recommendation on su- pervisory board compensation contained in section 5.4.6 paragraph 2 sentence 2 of the German Corporate Governance Code (version dated 5 May 2015). The German Corporate Governance Code also recom- mends in section 5.4.6 paragraph 1 sentence 2 that the exercising of chair and deputy chair positions in the Supervisory Board as well as the chair and membership of committees should also be considered when deter- mining the level of compensation. Compensation principles, compensation components The Supervisory Board of BMW AG receives a fixed compensation component as well as a corporate perfor- mance-related compensation component, which is ori- ented toward sustainable growth and based on a multi- year assessment. The corporate performance-related component is based on average earnings per share of common stock for the remuneration year and the two preceding financial years. 169 Declaration of the Board of Management and of the Supervisory Board pursuant to §161 AktG 5 Service cost differs due to the different valuation bases used to measure pension obligations for HGB purposes (expected settlement amount) and for IFRS purposes (present value of the defined benefit obligation). 168-STATEMENT ON 194 6 Based on a legal right to receive the benefits already promised to them, Board of Management members appointed for the first time prior to 1 January 2010 were given the option of choosing between the previous defined benefit model and the new defined contribution model. 354,143 (281,278) 4 Disclosures for the previous year include amounts relating to a member of the Board of Management who left office during the financial year 2014. 3 Member of the Board of Management since 13.05.2015. 2 Member of the Board of Management until 13.05.2015. -715,679 (717,656) 1 Provisional number or provisional monetary value calculated on the basis of the closing price of BMW common stock in the Xetra trading system on 30 December 2015 (€97.63) (fair value at reporting date). 8,232,832 (7,346,081) 8,232,832 (9,600,845) 22,343,033 (25,028,384) Norbert Reithofer² CORPORATE GOVERNANCE (Part of Management Report) 168 Information on the Company's Governing Constitution In addition, each member of the Supervisory Board re- ceives an attendance fee of €2,000 for each full meeting of the Supervisory Board (Plenum) that the member has attended (payable at the end of the financial year). At- tendance at more than one meeting on the same day is not remunerated separately. Attendance fee Supervisory Board reasonable expenses and any value- Norbert Reithofer (Chairman)¹ -Total Variable compensation 23,198,892 (31,334,919) -134,055 compensation Fixed in € Compensation of the individual members of the Supervisory Board for the financial year 2015 (2014) 195 STATEMENT ON CORPORATE GOVERNANCE Supervisory Board members did not receive any further compensation or benefits from the BMW Group for ad- visory and/or agency services personally rendered. 41.7 58.3 100.0 2.8 4.8 100.0 The Company also reimburses to each member of the 5.1 3.1 2.0 39.2 2.0 Fixed compensation Variable compensation Total compensation in % Amount Proportion - Amount Proportion in % 2014 2015- in € million In accordance with Article 15 of the Articles of Incor- poration, the compensation of the Supervisory Board for activities during the financial year 2015 amounted to €5.1 million (2014: €4.8 million). This amount includes fixed compensation of €2.0 million (2014: €2.0 million) and variable compensation of €3.1 million (2014: €2.8 million). Compensation of the Supervisory Board for the financial year 2015 (total) In order to be able to perform his duties, the Chairman of the Supervisory Board is provided with secretariat and chauffeur services. added tax arising on the member's remuneration. The amounts disclosed below are net amounts. 60.8 2,888,441 (3,054,178) 3,993,819 (3,927,671) Total4 Klaus Fröhlich (4,633,694) (5,599,794) (409,663) 5,163,692 -5,465,539 -408,960 (177,335) - 201,018 Friedrich Eichiner (4,485,792) (5,359,750) (409,663) (147,483) 350,000 5,011,606 - 408,960 -184,066 Klaus Draeger (989,277) (990,507) (368,968) (366,848) -1,427,072 -1,427,599 -364,656 360,767 Milagros Caiña Carreiro-Andree 3,992,702 (3,204,346) -8,000 -5,251,799 2,301,249 (1,922,497) 350,000 -1,510,706 (-) (-) (-) (-) -1,187,721 -1,188,313 (687,570) (688,271) (371,398) -221,667 221,667 Oliver Zipse³ (369,234) 1,081,155 1,081,408 -1,510,725 - 364,312 Peter Schwarzenbauer (2,395,377) (3,029,448) (414,827) (356,067) -2,968,379 - 3,279,690 -411,555 448,139 lan Robertson (1,286,247) (2,138,633) (2,747) (3,643) -360,305 -223,986 -70,000 (-) (70,000) -196,960 -116,960 10,000 -70,000 Renate Köcher (185,910) (105,910) (10,000) (70,000) -196,960 -116,960 -10,000 -70,000 (10,000) Susanne Klatten (105,910) (10,000) (70,000) -196,960 -116,960 -10,000 -70,000 Henning Kagermann (183,910) (105,910) (8,000) (70,000) 196,960 -116,960 (185,910) -10,000 (105,910) Ulrich Kranz (359,256) -116,960 -10,000 Willibald Löw³ (185,910) (105,910) (10,000) (70,000) 194,960 -116,960 -8,000 -70,000 Horst Lischka³ (183,910) (185,910) (105,910) (70,000) 196,960 -116,960 -10,000 -70,000 Robert W. Lane (119,329) (67,028) (8,000) (44,301) -196,960 -116,960 10,000 -70,000 (8,000) 366,041 -70,000 (185,910) Stefan Schmid (Deputy Chairman)³ (361,820) (211,820) (10,000) (140,000) -383,920 -233,920 -10,000 -140,000 Stefan Quandt (Deputy Chairman). (361,820) (211,820) (10,000) (140,000) -140,000 383,920 -10,000 -140,000 Manfred Schoch (Deputy Chairman)³ (537,730) (317,730) 206,376 -127,855 -2,000 (10,000) (210,000) -76,521 Joachim Milberg (Chairman)² - (-) (-) (-) 233,920 Reinhard Hüttl -10,000 383,920 (105,910) (10,000) (70,000) -196,960 -116,960 -10,000 -70,000 Franz Haniel (119,329) (67,028) (8,000) (44,301) 196,960 -116,960 233,920 10,000 Christiane Benner³ (357,820) (211,820) (6,000) (140,000) 377,920 -233,920 4,000 -140,000 Karl-Ludwig Kley (Deputy Chairman) (361,820) (211,820) (10,000) (140,000) -70,000 (220,609) -5,329 -175,287 3,958,305 -4,047,547 (7,093,952) (7,245,159) (151,207) 89,242 -1,014 3,058,588 -899,717 -825,000 -74,717 Milagros Caiña Carreiro-Andree (1,810) (5,563,800) (1,530,152) (30,152) (1,500,000) 2,505,052 (4,163,621) - 6,088,892 -6,218,971 (4,251,756) 2,505,052 -130,079 (88,135) -1,478 (1,055) - 4,786,438 (3,245,550) -1,940,9814 1,302,454 (918,071) - 564,071 11,652 552,419 Norbert Reithofer³ 21,809 (18,071) (900,000) 176 Work Procedures of the Supervisory Board Klaus Draeger Friedrich Eichiner (750,000) (68,555) 900,000 -24,797 (900,000) (24,790) 900,000 (818,555) -71,792 -750,000 Klaus Fröhlich -4,313,952 -4,217,845 (4,262,153) (4,167,502) 96,107 (94,651) (1,133) (3,245,550) (921,952) (21,952) (900,000) -1,092 - 3,293,863 (4,170,340) (4,264,991) 174 Work Procedures of the Board of Management (94,651) (3,245,550) (924,790) 923,982 -23,982 4,218,660 -4,314,767 96,107 -1,092 - 3,293,863 -924,797 (3,600,455) (3,681,572) (81,117) (971) (2,781,900) (1,133) 171 Members of the Supervisory Board 170 Members of the Board of Management 169 Declaration of the Board of Management and of the Supervisory Board pursuant to §161 AktG 21.8 -7.7 -21.7 -7.7 Fixed compensation Variable cash in % - Amount Proportion - Amount Proportion in % 2014 2015 in € million The total compensation of the current members of the Board of Management of BMW AG for the financial 2015 amounted to €35.5 million (2014: €35.4 million), of which €7.7 million (2014: €7.7 million) relates to fixed components (including other remuneration). Variable components amounted to €27.1 million (2014: €27.0 mil- lion) and the share-based remuneration component to €0.7 million (2014: €0.7 million). year Total compensation of the Board of Management for the financial year 2015 (2014) The Supervisory Board has stipulated caps for all variable remuneration components and for the remuneration of Board of Management members in total. The caps are shown in the table "Overview of compensation system and compensation components". compensation Remuneration caps ing on the level of his own performance-related remu- neration. Other entitlements resulting from the service contract were settled subsequent to Dr Reithofer leaving the Board of Management, in line with agreed terms, by a payment of €2.5 million in 2015. The Company made a final pension contribution of €0.7 million on behalf of Dr Reithofer for the financial year 2015. 192 In conjunction with the amicable early termination of Dr Reithofer's Board of Management mandate with effect from the end of the Annual General Meeting 2015, the Company also reached an agreement with Dr Reithofer concerning the early termination of his service contract with effect from the end of the Annual General Meeting 2015. The contract termination agree- ment envisages the calculation of variable cash remu- neration for prorated activities in the financial year 2015 based on target attainment for the financial year 2013. This arrangement ensures that, having been elected to the Supervisory Board, he will not be involved in decid- Termination benefits on premature termination of board activities, benefits paid by third parties Board of Management members who retire immediately after their service on the board and who draw a retire- ment pension are entitled to purchase vehicles and other BMW Group services at conditions that also apply in each relevant case for pensioners and to lease BMW Group vehicles in accordance with the guidelines appli- cable to senior heads of departments. Retired Chairmen of the Board of Management are entitled to use a BMW Group vehicle as a Company car on a similar basis to senior heads of departments, and depending on availa- bility and against payment, use BMW chauffeur services. Income earned on an employed or a self-employed basis up to the age of 63 may be offset against pension entitle- ments. In addition, certain circumstances have been specified, in the event of which the Company no longer has any obligation to pay benefits. In such cases, no transitional payments will be made. Contributions falling due under the defined contribution model are paid into an external fund in conjunction with a trust model that is also used to fund pension ob- ligations to employees. Depending on the length of membership in the Board of Management and the board member's previous ac- tivities, the annual contribution to be paid amounts to between €350,000 and €400,000 for a member of the Board of Management and between €500,000 and €700,000 for its Chairman. The guaranteed minimum rate of return p.a. corresponds to the maximum interest rate used to calculate insurance reserves for life insur- ance policies (guaranteed interest on life insurance poli- cies). When granting pension entitlements, the Super- visory Board considers the targeted level of pension provision in each case as well as the resulting expense for the BMW Group. If a member of the Board of Management with a vested entitlement dies prior to the commencement of benefit payments, a surviving spouse or otherwise surviving children - in the latter case depending on their age and education - are entitled to receive benefits as surviving dependants. In case of invalidity or death, a minimum benefit based on the potential annual contributions (up to a maximum of 10) will be paid until the person con- cerned would have reached the age of 60. In addition, following the death of a retired board member who has elected to receive a lifelong pension, 60% of that amount is paid as a lifelong widow's pension. Pensions are in- creased annually by at least 1%. The amount of the benefits to be paid is determined on the basis of the amount accrued in each board mem- ber's individual pension savings account. The amount on this account arises from annual contributions paid in, plus interest earned depending on the type of investment. If a mandate is terminated, the new defined contribution system provides entitlements which can be paid either (a) in case of death or invalidity as a one-off amount, in instalments, or (b) upon retirement – depending on the wish of the ex-board member concerned - optionally in the form of a lifelong monthly pension, as a one-off amount, or in instalments, or in a combined form (e.g. a combination of a one-off payment and a proportion- ately reduced lifelong monthly pension). Former mem- bers of the Board of Management are entitled to receive the retirement benefit at the earliest upon reaching the age of 60, or in the case of entitlements awarded after 1 January 2012, upon reaching the age of 62. -196,960 benefits in accordance with the rules of an older (de- fined benefit) pension plan. Under the defined benefit plan, the entitlement to retirement benefits arises at the earliest on reaching the age of 60 or in case of invalidity. The amount of the pension comprises a basic monthly amount of €10,000 plus a fixed amount. The fixed amount is made up of approximately €75 for each year of ser- vice in the Company before becoming a member of the Board of Management and between €400 and €600 for each full year of service on the board (up to a maximum of 15 years). Pension payments are adjusted based on the rules applicable for the adjustment of civil servants' pensions, i.e. the pensions of members of the Board of Management are adjusted when the civil servants re- muneration level B6 (excluding allowances) is increased by more than 5% or in accordance with the Company Pension Act. 191 STATEMENT ON CORPORATE GOVERNANCE No commitments or agreements exist to pay compensa- tion if a board member's mandate is terminated early in the event of a change of control or a takeover offer. No members of the Board of Management received any pay- ments or benefits from third parties in 2015 on account of their activities as members of the Board of Manage- ment of BMW AG. -821,792 27.1 27.0 168 Information on the Company's Governing Constitution CORPORATE GOVERNANCE (Part of Management Report) 168-STATEMENT ON -1,280,645 Harald Krüger allocated in financial year Total Total of benefits - Total value Com- pensation Variable cash com- pensation component (matching component)] Number Monetary value Share-based compensation -76.3 Compensation of the individual members of the Board of Management for the financial year 2015 (2014) Basic compen- sation Fixed compensation in € or number of matching shares Matching component; provisional number or provisional monetary value calculated at grant date (date on which the entitlement became binding in law). The final number of matching shares is determined in each case when the requirement to invest in BMW AG common stock has been fulfilled. 100.0 35.4 100.0 35.5 -1.9 -0.7 2.0 -0.7 Share-based compen- sation component Total compensation -76.3 Other compen- sation -2,823,290 871 -76,657 -133,415 Friedrich Eichiner (407,415) (191,814) - 497,690 90,275 Klaus Draeger (159,210) (103,493) 268,970 -109,760 Milagros Caiña Carreiro-Andree (411,815) (191,845) 497,259 690,016 (202,917) - 369,498 -166,581 (94,542) Provision at 31.12.2015 in accordance with HGB and IFRS¹ IFRS in accordance with HGB and Expense in 2015 Norbert Reithofer² Harald Krüger in €. Share-based compensation component of the individual members of the Board of Management for the financial year 2015 (2014) Pension obligations to former members of the Board of Management, including Dr Reithofer, and their surviv- ing dependants are fully covered by pension provisions amounting to €71.8 million (2014: €68.4 million), com- puted in accordance with IAS 19. Total benefits paid to former members of the Board of Management and their surviving dependants for the financial year 2015 amounted to €8.0 million (2014: €5.8 million). This amount includes the above-men- tioned settlement of €2.5 million paid to Dr Reithofer. In addition, an expense of €2.6 million (2014: €2.1 mil- lion) was recognised in the financial year 2015 for current members of the Board of Management for the period after the end of their service relationship, which relates to the expense for allocations to pension provisions. 278,201 193 STATEMENT ON CORPORATE GOVERNANCE (181,389) Klaus Fröhlich Harald Krüger in accordance with HGB6 Present value of pension obligations (defined benefit plans), Present value of pension obligations (defined benefit plans), in accordance with IFRS6 in accordance with IFRS for the financial year 20155 for the financial year 20155 in accordance with HGB Service cost Service cost in € Pension benefits of the individual members of the Board of Management 2,959,655 (1,253,625) 1,106,057 (1,012,523) Total4 (-) (363,844) (-) 9,915 Oliver Zipse³ (41,435) (31,055) -100,747 59,311 Peter Schwarzenbauer (266,831) (125,621) 491,185 lan Robertson (130) 34,375 34,245 (130) 9,915 -358,331 6 Disclosures for the previous year include amounts relating to a member of the Board of Management who left office during the financial year 2014. 3 Member of the Board of Management until 13.05.2015. -781,101 (4,159,711) (4,254,362) (94,651) (1,133) (3,245,550) 4,208,364 (218,765) 3,721,739 - 3,645,082 (223,388) -4,304,471 96,107 -1,092 - 3,293,863 -914,501 (914,161) (14,161) -750,000 31,101 (750,000) (26,481) 475,806 (-) -2,823,311 184 Compliance in the BMW Group 188-Compensation Report Governance Practices 182 Information on Corporate Peter 181 Disclosures pursuant to the Act on Equal Gender Participation (900,000) -14,501 900,000 lan Robertson (4,623) (52) (172,000) (46,765) (394) (46,371) Schwarzenbauer Oliver Zipse 4 In line with agreed terms, the variable cash remuneration of Dr Reithofer for the financial year 2015 was calculated based on target attainment for the financial year 2013. 5 Member of the Board of Management since 13.05.2015. 936 (2,781,900) 2 Value of benefits allocated in financial year 2015 for work performed on the Board of Management during the financial year 2015. No share-based remuneration component (matching component) from previous years fell due for payment in the financial year 2015, since holding period requirements had not yet been fulfilled. 1 Provisional number or provisional monetary value calculated at grant date (date on which the entitlement became binding in law). The final number of matching shares is determined in each case when the requirement to invest in BMW AG common stock has been fulfilled. See note 19 to the Group Financial Statements for a description of the accounting treatment of the share-based compensation component. 34,757,626 (34,747,022) (35,437,174) 35,472,904 715,278 (690,152) (8,258) 8,032 27,105,316 (27,031,160) (-) (-) (-) (-) (-) (776,481) 2,359,616 -2,311,014 -457 -1,791,119 - 519,895 (-) 7,652,310 (7,715,862) 318,440 (225,136) (7,490,726) 7,333,870 Total6 (-) 44,089 (3,639,498) (3,558,381) 3,604,412 - 3,686,789 82,377 (81,117) (971) 48,602 (70,000) -224,354 (105,910) 4,124 3,873 351 413 4,853 -7,383 4,050 4,212 921 289 5,111 -8,018 Gross profit margin Group3 - 23.1 21.8 11.4 -10.5 -18.1 21.1 Revenues Income Statement 48,999 56,018 -53,197 - 50,681 60,477 68,821 - Business volume (based on balance sheet carrying amounts)² - Contract portfolio -10.7 - 8.0 -0.8 -0.7 -62,416 - 62,009 -67,013 -74,425 49,004 Net profit for the year Effective tax rate Income taxes -Return on sales (earnings before tax/revenues) Profit before tax Profit before financial result -2,874 3,134 330 210 Financial Services 3,243 30.3 -19.1 6.0 49.2 -33.1 33.5 1,250 -739 21 -203 -1,610 2,476 - 8.4 -6.9 -4,907 43,151 44,010 -60,653 1,668,982 -104,286 2006 2007 2008 2009 2010 2011 199 OTHER INFORMATION 6 Proposal by management. 5 Figures exclude dormant employment contracts, employees in the non-work phases of pre-retirement part-time arrangements and low wage earners. 4 Figures are reported in the cash flow statement up to 2006 as cash inflow from operating activities of Industrial Operations. 1 Excluding Husqvarna, sales volume up to 2013: 59,776 units; production up to 2013: 59,426 units. 2 Amount computed on the basis of balance sheet figures: until 2007 from the Group balance sheet, from 2008 onwards from the Financial Services segment balance sheet. 3 Research and development expenses included in cost of sales with the effect from 2008. 207 Contacts Financial Calendar 206 205 Index of Graphs 204 Index 202 Glossary 200 BMW Group Locations 198-BMW Group Ten-year Comparison 198-OTHER INFORMATION -1,640 -2.50/2.52 -1,707 2.60/2.62 -1,904 2.90/2.92 2,102 3.20€/3.226 € € million -105,876 89,161 -110,351 89,869 -1,461,166 1,286,310 98,047 -87,306 61,202 66,233 -75,245 2,270,528 2,629,949 3,031,935 3,085,946 3,190,353 3,592,093 Motorcycles -103,759 104,396 104,220 -82,631 -51,257 99,236 Automobiles 1,366,838 1,541,503 1,439,918 1,258,417 -1,481,253 -1,738,160 Production volume - Motorcycles¹ Sales volume Automobiles -100,064 1,373,970 1,500,678 -102,467 1,435,876 -101,685 -110,360 39,944 - 38,670 - 56,619 32,378 -P R -R R BMW Group Locations 200 - Dividend per share of common stock/preferred stock Dividend total Dividend 0.70/0.72 1.06/1.08 -0.30/0.32 0.30/0.32 -1.30/1.32 458 694 -197 -197 852 -1,508 2.30/2.32 Personnel cost per employee -Workforce at year-end 5 -106,575 -76,621 -107,539 -76,704 -100,041 -75,612 -96,230 -72,349 95,453 -83,141 -100,306 84,887 Personnel 198-OTHER INFORMATION 198 BMW Group Ten-year Comparison 200 - BMW Group Locations 202 Glossary BMW Group ConnectedDrive Lab China, Shanghai, and BMW Group Designworks Studio Shanghai, China BMW Group Engineering China, Beijing, China BMW Group Engineering Japan, Tokyo, Japan BMW Group Engineering USA, Woodcliff Lake, USA BMW Technology, Chicago, USA Oxnard, USA BMW Group Technology Office USA, Mountain View, USA BMW Group Engineering and Emission Test Center, BMW Group Designworks, Newbury Park, USA BMW Diesel Competence Centre, Steyr, Austria Germany BMW Innovation and Technology Centre, Landshut, BMW Car IT, Munich, Germany BMW Group Research and Technology, Munich, Germany BMW Group Research and Innovation Centre (FIZ), Munich, Germany -S Research and Development -R Headquarters Capital expenditure ratio (capital expenditure/revenues) -H -S -S S -A -R -S. S -R S 207 Contacts Financial Calendar 206 205 Index of Graphs 204 Index The BMW Group is present in the world markets with 30 production and assembly plants, 42 sales subsidiaries and a research and development network. - Capital expenditure Operating cash flow Automotive segment4 Cash and cash equivalents at balance sheet date -101,086 -101,953 110,164 -123,429 28,555 33,784 39,287 - 36,919 40,134 47,213 31,372 33,469 41,526 -45,119 88,997 46,100 24.2 -24.4 20.1 -19.5 -21.7 22.0 -19,130 -21,744 - 20,273 -19,915 23,930 27,103 -28,543 50,514 49,113 -116,324 92,337 -79,057 -7,432 Cash Flow Statement - Current provisions and liabilities Balance sheet total - Non-current provisions and liabilities Equity ratio Group -Equity Current assets Non-current assets Balance Sheet 8.8 -7.6 -7.9 6.8 5.4 5.4 -7,776 - 4,313 4,204 (10,000) 3,263 3,692 5,373 6,246 4,471 -4,921 8,149 8,110 -1,336 2,393 -7,454 -7,767 4,267 122,244 -97,136 3,471 Dividend total Dr. Ian Robertson (HonDSc) Klaus Fröhlich Dr. Friedrich Eichiner Dr.-Ing. Klaus Draeger Milagros Caiña Carreiro-Andree Harald Krüger The Board of Management Aktiengesellschaft Bayerische Motoren Werke Munich, 18 February 2016 "To the best of our knowledge, and in accordance with the applicable reporting principles, the Consolidated Financial Statements give a true and fair view of the assets, liabilities, financial position and profit of the Group, and the Group Management Report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group." Statement pursuant to § 37y No. 1 of the Securities Trading Act (WPHG) in conjunction with § 297 (2) sentence 4 and § 315 (1) sentence 6 of the German Commercial Code (HGB) Responsibility Statement by the Company's Legal Representatives 196 184 Compliance in the BMW Group 188 Compensation Report 182 Information on Corporate Governance Practices 181 Disclosures pursuant to the Act on Equal Gender Participation 176 Work Procedures of the Supervisory Board 174 Work Procedures of the Board of Management Board 171 Members of the Supervisory 170 Members of the Board of Management Supervisory Board pursuant to §161 AktG 169 Declaration of the Board of Management and of the CORPORATE GOVERNANCE (Part of Management Report) 168 Information on the Company's Governing Constitution 168-STATEMENT ON granted by the Company to members of the Board of Management and the Supervisory Board, nor were any contingent liabilities entered into on their behalf. Apart from vehicle lease contracts entered into on cus- tomary market conditions, no advances and loans were 3. Other Peter Schwarzenbauer Oliver Zipse 197 BMW Group Auditor's Report units units 2012 2013 2014 2015 Income Statement Business volume (based on balance sheet carrying amounts)² - Contract portfolio Financial Services Motorcycles¹ Automobiles Production volume Motorcycles¹ Automobiles 6 Figures for the previous year include the remuneration of members of the Supervisory Board who left office during the financial year 2014. Sales volume OTHER INFORMATION 198 Wirtschaftsprüfer Feege Wirtschaftsprüfer Pastor Wirtschaftsprüfungsgesellschaft KPMG AG Munich, 25 February 2016 In our opinion, based on the findings of our audit, the consolidated financial statements comply with IFRSS, as adopted by the EU, the additional requirements of German commercial law pursuant to § 315 a (1) HGB and give a true and fair view of the net assets, financial position and results of operations of the Group in ac- cordance with these requirements. The group manage- ment report is consistent with the consolidated finan- cial statements and as a whole provides a suitable view of the Group's position and suitably presents the opportunities and risks of future development. Our audit has not led to any reservations. the business activities and the economic and legal environment of the Group and expectations as to possi- ble misstatements are taken into account in the deter- mination of audit procedures. The effectiveness of the accounting-related internal control system and the evi- dence supporting the disclosures in the consolidated financial statements and in the group management report are examined primarily on a test basis within the framework of the audit. The audit also includes assess- ing the annual financial statements of those entities included in consolidation, the determination of entities to be included in consolidation, the accounting and consolidation principles used and significant estimates made by the management, as well as evaluating the overall presentation of the consolidated financial state- ments and group management report. We believe that our audit provides a reasonable basis for our opinion. We conducted our audit of the consolidated financial statements in accordance with § 317 HGB and German generally accepted standards for the audit of financial statements promulgated by the Institut der Wirtschafts- prüfer (Institute of Public Auditors in Germany) (IDW). Those standards require that we plan and perform the audit such that misstatements materially affecting the presentation of the net assets, financial position and results of operations in the consolidated financial state- ments in accordance with the applicable financial report- ing framework and in the group management report are detected with reasonable assurance. Knowledge of We have audited the consolidated financial statements prepared by Bayerische Motoren Werke Aktiengesell- schaft, comprising the income statement for group and statement of comprehensive income for group, the balance sheet for group, cash flow statement for group, group statement of changes in equity and the notes to the group financial statements and its report on the position of the Company and the Group for the business year from 1 January to 31 December 2015. The prepara- tion of the consolidated financial statements and group management report in accordance with IFRSS, as adopted by the EU, and the additional requirements of German commercial law pursuant to § 315 a (1) HGB (Handelsgesetzbuch "German Commercial Code") are the responsibility of the parent company's management. Our responsibility is to express an opinion on the con- solidated financial statements and on the group manage- ment report based on our audit. BMW Group Ten-year Comparison 5 Member of the Supervisory Board since 13.05.2015. 4 Member of the Supervisory Board until 13.05.2015. 3 These employee representatives have - in line with the guidelines of the Deutsche Gewerkschaftsbund - requested that their remuneration be paid into the Hans Böckler Foundation. -10,000 -70,000 Brigitte Rödig³ (185,910) (105,910) (10,000) (70,000) -196,960 -116,960 -10,000 -70,000 Dominique Mohabeer³ (-) (-) -116,960 (-) -70,125 (183,910) -127,347 (185,910) 42,618 (105,910) -74,662 -8,000 -44,685 Simone Menne5 (8,000) (70,000) 2,000 25,507 Wolfgang Mayrhuber Dividend per share of common stock/preferred stock (-) -2,247,485 136,963 -196,960 (10,000) 2 Member and Chairman of the Supervisory Board until 13.05.2015. 1 Member and Chairman of the Supervisory Board since 13.05.2015. (4,764,622) (2,754,240) (190,000) (1,820,382) 5,053,009 3,042,241 190,000 1,820,768 (185,910) (105,910) (10,000) (70,000) (70,000) 196,960 -10,000 -70,000 Total 6 Werner Zierer³ (185,910) (10,000) (70,000) -194,960 -116,960 8,000 -70,000 Jürgen Wechsler³ (185,910) (105,910) -116,960 2,117,965 -123,495 (105,910) 1,845,186 106,358 48,395 -51,134 59,078 65,591 € million 52,834 51,643 58,288 23.2 25.7 24.2 -24.8 -63,819 € million % 30,606 35,600 37,437 -42,764 € million 50,530 52,184 56,844 61,831 € million 81,305 86,193 97,959 -110,343 € million € million 172,174 154,803 138,377 Dividend -1,963,798 -115,215 Personnel cost per employee Workforce at year-end 5. Personnel 6.8 8.8 -7.6 6.4 -% Capital expenditure ratio (capital expenditure/revenues) 5,240 -6,711 6,100 Balance sheet total 5,890 Capital expenditure 9,167 -9,964 9,423 11,836 € million Operating cash flow Automotive segment4 -7,671 -7,688 -6,122 € million Cash and cash equivalents at balance sheet date Cash Flow Statement -131,835 € million Current provisions and liabilities 8,370 Equity ratio Group -8,275 -7,978 9,118 9,593 € million -20.2 20.1 21.2 -19.7 % Profit before tax Profit before financial result Gross profit margin Group³ -76,848 € million -76,059 € million Revenues - 3,846,364 80,974 4,130,002 -84,347 4,359,572 96,390 -4,718,970 111,191 € million contracts -1,861,826 113,811 2,006,366 -110,127 - 2,165,566 -133,615 Non-current provisions and liabilities -2,279,503 -151,004 units units 80,401 9,224 -92,175 -7,893 Current assets Non-current assets 8,707 Equity Balance Sheet 5,111 5,817 6,396 € million 34.5 32.5 33.2 30.7 % Effective tax rate Net profit for the year -2,564 -2,692 % -10.0 -10.8 Return on sales (earnings before tax/revenues) -10.4 -7,803 10.2 Income taxes € million 2,828 - 2,890 Equity ratio Effectiveness Abbreviation for "Earnings Before Interest, Taxes, Depre- ciation and Amortisation". The profit before income taxes, minority interest, financial result and depreciation/ amortisation. Efficient Dynamics The aim of Efficient Dynamics is to reduce consumption and emissions whilst simultaneously increasing dynamics and performance. This involves a holistic approach to achieving optimum automobile potential, ranging from efficient engine technologies and lightweight construc- tion to comprehensive energy and heat inside the vehicle. The degree to which offsetting changes in fair value or cash flows attributable to a hedged risk are achieved by the hedging instrument. management Gross profit as a percentage of revenues. The indicators for water consumption refer to the pro- duction sites of the BMW Group. The water consumption includes the process water input for the production as well as the general water consumption, e.g. for sani- tation facilities. Free cash flow Free cash flow corresponds to the cash inflow from oper- ating activities of the Automotive segment less the cash outflow for investing activities of the Automotive seg- ment adjusted for net investments in marketable securities and term deposits. Gross margin 203 OTHER INFORMATION Indicator for water consumption EBITDA International Financial Reporting Standards, intended to ensure global comparability of financial reporting and consistent presentation of financial statements. The IFRS are issued by the International Accounting Standards Board and include the International Accounting Standards (IAS), which are still valid. IFRS The proportion of equity (= subscribed capital, reserves, accumulated other equity and minority interest) to the balance sheet total. Abbreviation for “Earnings Before Interest and Taxes”. The profit before income taxes, minority interest and financial result. Connected Drive Abbreviation for "Dow Jones Sustainability Index World". A family of indexes created by Dow Jones and the Swiss investment agency SAM Sustainability Group for com- panies with strategies based on a sustainability concept. The BMW Group has been one of the leading companies in the DJSI since 1999. Glossary CFRP 202 Operating cash flow 207 Contacts Abbreviation for carbon-fibre reinforced polymer. CFRP is a composite material, consisting of carbon-fibres sur- rounded by a plastic matrix (resin). On a comparative basis, CFRP is approximately 50% lighter than steel and 30% lighter than aluminium. Combined heat and power Combined heat and power (CHP) or cogeneration is the simultaneous conversion of energy sources into electricity and useful heating. In comparison to separate generation of electricity in conventional power plants, energy is converted more efficiently and with greater flexibility. As a result, this technology helps to reduce CO2 emissions. Common stock EBIT Stock with voting rights (cf. preferred stock). Cost of materials Comprises all expenditure to purchase raw materials and supplies. DAX Abbreviation for "Deutscher Aktienindex", the German Stock Index. The index is based on the weighted market prices of the 30 largest German stock corporations (by stock market capitalisation). Deferred taxes Accounting for deferred taxes is a method of allocating tax expense to the appropriate accounting period. Derivatives Financial products, whose measurement is derived principally from market price, market price fluctuations and expected market price changes of the underlying instrument (e.g. indices, stocks or bonds). DJSI World Under the term Connected Drive, the BMW Group already unites a unique portfolio of innovative features that enhance comfort, raise infotainment to new levels and significantly boost safety in BMW Group vehicles. Cash inflow from the operating activities of the Auto- motive segment. Accounting policies - Apprentices —44 Stock which receives a higher dividend than common stock, but without voting rights. 207 Contacts 204 Index A Automotive segment B 101 et seq. G Group tangible, intangible and investment assets - 122 et seq. - 29 et seq. | Income statement - 49, 59, 90 et seq., 113 et seq. 206 Financial Calendar Income taxes 50, 107, 115 et seq., 142 Balance sheet structure - 56 Financial Calendar 206 205-Index of Graphs 204 - Index Rating Standardised evaluation of a company's credit standing which is widely accepted on the global capital markets. Ratings are published by independent rating agencies, e.g. Standard & Poor's or Moody's, based on their analysis of a company. Return on sales Pre-tax: Profit before tax as a percentage of revenues. Post-tax: Profit as a percentage of revenues. Risk management An integral component of all business processes. Following enactment of the German Law on Control and Trans- parency within Businesses (KonTraG), all companies listed on a stock exchange in Germany are required to set up a risk management system. The purpose of this system is to identify risks at an early stage which could have a significant adverse effect on the assets, liabilities, financial position and results of operations, and which could endanger the continued existence of the Company. This applies in particular to transactions involving risk, errors in accounting or financial reporting and violations of legal requirements. The Board of Management is required to set up an appropriate system, to document that system and monitor it regularly with the aid of the internal audit department. Subsidiaries Subsidiaries are those enterprises which, either directly or indirectly, are under the uniform control of the management of BMW AG or in which BMW AG, either directly or indirectly - Preferred stock holds the majority of the voting rights has control (directly or indirectly) over another enter- prise on the basis of a control agreement or a provision in the statutes of that enterprise. Supplier relationship management Supplier relationship management (SRM) uses focused procurement strategies to organise networked supplier relationships, optimise processes for supplier qualifica- tion and selection, ensure the application of uniform standards throughout the Group and create efficient sourcing and procurement processes along the whole value added chain. Sustainability Sustainability, or sustainable development, gives equal consideration to ecological, social and economic develop- ment. In 1987 the United Nations "World Commission on Environment and Development" defined sustainable development as development that meets the needs of the present without compromising the ability of future generations to meet their own needs. The economic relevance of corporate sustainability to the BMW Group is evident in three areas: resources, reputation and risk. 198-OTHER INFORMATION 198 BMW Group Ten-year Comparison 200 BMW Group Locations 202 Glossary has the right to appoint or remove the majority of the members of the Board of Management or equivalent governing body, and in which BMW AG is at the same time (directly or indirectly) a shareholder 205 Index of Graphs BMW Group plant Rayong, Thailand BMW Group plant Regensburg 202-Glossary BMW Group plant Landshut BMW Group plant Leipzig BMW Group plant Munich BMW Group plant Oxford, GB BMW Group plant Rosslyn, South Africa BMW Group plant Spartanburg, USA BMW Group plant Steyr, Austria BMW Group plant Swindon, GB BMW Group plant Wackersdorf Rolls-Royce Manufacturing Plant, Goodwood, GB BMW Brilliance Automotive, China (joint venture - 3 plants) SGL Automotive Carbon Fibers (joint operation - 2 plants) -A Partner plants -S Sales subsidiary markets/Locations Financial Services Partner plant, Born, Netherlands Partner plant, Cairo, Egypt Argentina Australia BMW Group plant Hams Hall, GB Ireland BMW Group plant Chennai, India BMW Group plant Dingolfing BMW Group plant Eisenach Production -R Bonds 54, 143 et seq. -P S 201 OTHER INFORMATION S -S -A S- -P -S P -S -S =S -S -S S -S -P BMW Group plant Araquari, Brazil BMW Group plant Berlin Italy South Korea Spain Partner plant, Graz, Austria Germany Great Britain Greece Hungary India Norway Poland Portugal Romania Russia Singapore Slovakia Slovenia Indonesia South Africa Sales locations only. 198-OTHER INFORMATION 198 BMW Group Ten-year Comparison 200 BMW Group Locations France Finland Denmark Partner plant, Manaus, Brazil Austria Japan Sweden Partner plant, Jakarta, Indonesia Belgium Partner plant, Kaliningrad, Russia Brazil Luxembourg Malaysia Switzerland 204 Index Thailand Bulgaria Malta USA Canada China Czech Republic Mexico Netherlands New Zealand Partner plant, Kulim, Malaysia Capital expenditure - 4, 50 et seq. Remuneration system- Intangible assets -55 et seq., 102, 124 Trade receivables - 60 et seq., 131 Trade payables - 146 assets 103, 122 et seq. Tangible, intangible and investment T Sustainability - 45 et seq. Statement of Comprehensive Income Stock 87 et seq. Sales volume 3, 27 et seq., 29, 65 et seq. Segment information — 163 et seq. Selling and administrative expenses 113 Shareholdings of members of the Board of Management and the Supervisory Board - 161 S Risks report - 68 et seq. Revenues ― 4 et seq., 27 et seq., 49 et seq., 59, 66 et seq., 101 et seq., 113 Result from equity accounted investments — 114 Return on sales - 20 et seq., 49 et seq. Revenue reserves — 132 Report of the Supervisory Board — 6 et seq. Research and development - 38 et seq. 188 et seq. Related party relationships 160 et seq. Value drivers - 20 55, 106, 127 et seq. 5 BMW Group in figures 90, 121 Finances Exchange rates compared to the euro — 24 Steel price trend - 24 35 Stock Materiality matrix - 46 Environment BMW Group apprentices at 31 December Employee attrition rate at BMW AG - 45 Proportion of non-tariff female employees Proportion of female executives — 182 Workforce BMW Group - key automobile markets BMW Group sales volume by region 29 BMW Group - key motorcycle markets - 35 BMW Group sales volume of motorcycles 29 Production and sales volume Risk management in the BMW Group - 68 BMW Group value added - 58 Balance sheet structure - Automotive segment — 56 Balance sheet structure - Group - 56 Financial liabilities - 54 Change in cash and cash equivalents — 52 Regional mix of purchase volumes - 41 Development of credit loss ratio - 38 Contract portfolio retail customer financing of Financial Services segment -37 Contract portfolio of Financial Services segment BMW Group new vehicles financed by Financial Services segment - 37 Precious metals price trend — 25 Oil price trend - 24 Receivables from sales financing. Rating 89, 134 R New financial reporting rules - 109 et seq. Net profit 4, 49 et seq. N Motorcycles segment - 35 et seq. Marketable securities 105 Supervisory Board - 171 et seq. Mandates of members of the -170 Management Mandates of members of the Board of M Locations 200 et seq. Leased products — 125 Lease business - 36 et seq. L per share -88 Key data Tel. +49 89 382-0 K O Other financial result - 115 Other investments - 126 Other operating income and expenses - Index of Graphs 205 OTHER INFORMATION Purchasing- 41 Profit before tax -4 et seq., 27 et seq., 49 et seq., 65, 67 Property, plant and equipment - 103 Profit before financial result - 4 et seq., 49 et seq. Production network - 31 et seq. Production - 31 et seq. 65 et seq. Pension provisions - 56, 60, 107, 134 et seq. Performance indicators -20 et seq., 27 et seq., Personnel expenses 118 44 P 36 et seq. Financial liabilities -55, 107 et seq., 143 Financial result ― 50 et seq., 60 Financial Services segment Financial instruments - 105 et seq., 148 et seq. Financial assets - 55, 106, 128 et seq. F —114 Outlook 65 et seq. -142 Other provisions - Fleet emissions -3, 27 et seq., 47, 66 et seq. Cash and cash equivalents -51 et seq., 132 45 Development of BMW stock - 87 Employees ― 44 et seq. 39 Equity- -55 et seq., 132 et seq. Exchange rates - 23 et seq., 64, 77, 101, 157 et seq. 80788 Munich Bayerische Motoren Werke Aktiengesellschaft PUBLISHED BY Print | ID53152-1602-1014 climate neutral Climate Partner FSC® C002390 Paper made from recycled material www.fsc.org RECYCLED FSC The corresponding emissions were compensated by additional climate protection measures as part of a hydroelectric project (certificate number: ID53152-1602-1014). The BMW Group Annual Report was printed on paper with the Blue Angel eco-label. The paper used was produced, climate-neutrally and without optical brighteners and chlorine bleach, from recycled waste paper. TOWARDS PRESERVING RESOURCES A FURTHER CONTRIBUTION Further information about the BMW Group is available online at www.bmwgroup.com. Investor Relations information is available directly at www.bmwgroup.com/ir. Information about the various BMW Group brands is available at www.bmw.com, www.mini.com and www.rolls-roycemotorcars.com Efficient Dynamics - +49 89 382-1 46 61 ir@bmwgroup.com Earnings per share - 49, 102, 118 Dow Jones Sustainability Index World - 46 Inventories - 107, 130 Investments accounted for using the equity method and other investments-125 et seq. Cash flow 4, 51 et seq., 94 et seq., 159 et seq. Cash flow statement -51 et seq., 94 et seq., 159 et seq. CFRP-33 et seq. CO2 emissions -3, 27 et seq., 47, 66 et seq. Compensation Report Compliance 184 et seq. 188 et seq. Connected Drive - 38, 42, 46, 76 Consolidated companies - 99 et seq. Consolidation principles - 100 et seq. Contingent liabilities -147 Corporate Governance 168 et seq. Cost of materials Cost of sales D - 57 50, 102, 113 Dealer organisation/dealerships — 19, 42 Declaration with respect to the Corporate Governance Code-169 Dividend 89, 118 E The BMW Group on the Internet E-mail Fax Annual Accounts Press Conference Annual Report 2016- Quarterly Report to 30 September 2016 Quarterly Report to 30 June 2016 Annual Accounts Press Conference Analyst and Investor Conference Quarterly Report to 31 March 2016 Annual General Meeting Financial Calendar 206 207 - Contacts 206 Financial Calendar 205 Index of Graphs 204 Index 202 Glossary 200 BMW Group Locations 198 BMW Group Ten-year Comparison 198-OTHER INFORMATION This version of the Annual Report is a translation from the German version. Only the original German version is binding. _ 184 BMW Group Compliance Management System Compliance Analyst and Investor Conference Quarterly Report to 31 March 2017 Annual General Meeting Quarterly Report to 30 June 2017 Quarterly Report to 30 September 2017 16 March 2016 17 March 2016 +49 89 382-2 53 87 +49 89 382-2 42 72 presse@bmwgroup.com +49 89 382-2 44 18 +49 89 382-2 41 18 +49 89 382-2 45 44 Telephone Investor Relations E-mail 36 Fax Business and Finance Press Contacts 207 OTHER INFORMATION 7 November 2017 11 May 2017 3 August 2017 4 May 2017 21 March 2017 21 March 2017 22 March 2017 4 November 2016 3 May 2016 12 May 2016 2 August 2016 Telephone Germany AS -R-S 18 General Information on the BMW Group 63 Report on Outlook, Risks and Opportunities 63 Outlook 68 Report on Risks and Opportunities 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets ments are shaped, to a large extent, by life-cycle-driven project work. Projects have a substantial influence on future performance. Project decisions are therefore a crucial component of financial management for the BMW Group. Decisions are taken on the basis of project calculations measured in terms of the cash flows each individual project is expected to generate. Calculations are made for the full term of a project, i.e. for all future years in which the project generates cash flows. Project deci- sions are taken on the basis of the capital value and in- ternal rate of return calculated for the project. The capital value of a project indicates the extent to which a project will be able to generate a positive contri- bution to earnings over and above the cost of capital. A project with a positive capital value enhances value added and therefore results in an increase in the value of the business. The internal rate of return of the project corresponds to the average return on capital employed in the project and, in terms of scope, is equivalent to the multi-year average RoCE for an individual project. It is therefore consistent with one of the key performance indicators. The criteria used for taking decisions as well as the long-term impact on periodic earnings is documented for all project decisions and incorporated in the long- term Group forecast. This system enables an analysis of the periodic reporting impact of project decisions on earnings and rates of return over the term of each project. The overall result is a cohesive controlling model. Reporting Period 23 COMBINED MANAGEMENT REPORT General and Sector-specific Environment General economic environment in 2015 The world economy grew at a rate of 3.1% in 2015. The USA recorded robust growth, while the Chinese govern- ment's plan to transform the country's economy to a more stable, sustainable level continued to take effect. Falling demand in China held down the growth rate, ex- erting a particularly crippling impact on the economies of raw material exporting countries such as Brazil and Russia. Moreover, the prospect of the US Federal Reserve Bank tightening its monetary policy additionally damp- ened the outlook for emerging economies. These factors resulted in further capital outflows, lower investment and currency devaluation in many developing countries. Despite signs of a resurgence of Greece's problems, mar- kets in the eurozone continued to recover. After some initial doubt regarding the robustness of the economy, the US Federal Reserve Bank set the expected interest rate turnaround in motion. The upheavals on capital markets feared by the financial market only had a limited impact. In the eurozone, economic output grew more strongly than one year earlier, with a gross domestic product (GDP) increase of 1.5%, helped by the monetary policies of the European Central Bank (ECB). At 1.7%, Germany again played an important role in driving the European economy. France (+1.1%) and Italy (+0.7%) also recorded higher growth rates for the twelve-month period. Similarly, the majority of southern Europe's economies showed a year-on-year improvement. For example, Spain at 3.2% and Portugal, at 1.5%, both contributed towards the continued economic recovery of the eurozone. At 2.2%, the UK economy grew more slowly than one year earlier. Nevertheless, as in all years since 2011, the growth rate was higher than that of the eurozone. The UK government made good use of the positive economic environment to reduce the budget deficit to its lowest level since 2007. Domestic consumer spending again served as a pillar of the economy. The cyclical upturn in the USA gained further momen- tum in 2015. The growth rate stood at 2.4%, marginally higher than one year earlier. The upward trend of the US economy, now reaching as far back as 2010, con- tinues to benefit from robust levels of consumer spending. The stable economic situation on one hand and the expected rise in inflation on the other hand prompted the Federal Reserve Bank to usher in the interest rate turnaround in December 2015. The Japanese economy was unable to gain any signifi- cant momentum in 2015. With GDP growth at only 0.6%, it was the weakest of all the G7 countries. The Bank of Japan continued its expansionary monetary policies throughout 2015. In China, the realigned economic strategy introduced by the government led to a moderate slowdown in the pace of economic growth (+6.9%), with the growth rate falling below the 7% mark for the first time since 1990. Despite the ongoing transformation from an investment to a consumer-oriented economy and sharp stock market corrections in both mid-2015 and early 2016, the Chinese economy has shown itself to be stable. Apart from India at 7.4%, the other BRIC states failed to live up to expectations for growth in 2015. Brazil and Russia, both of which rely on the export of raw materials, recorded negative growth of 3.6% and 3.8% respectively. Neither of these countries was able to find a way out of the currently difficult situation and remained in re- cession. Report on Economic Position 62 Events after the End of the of BMW AG 59 Comments on Financial Statements Operations in the Automotive and Motorcycles seg- Earnings amount 2015 ―2014 Cost of capital (EC+ DC) 2015 -2014 Value added Group 2015 - 2014 9,723 9,051 6,040 -5,212 3,683 3,839 22 18-COMBINED MANAGEMENT REPORT 18-General Information on the BMW Group 18 Business Model 20-Management System 23-Report on Economic Position 23-General and Sector-specific Environment The cost of capital is the minimum rate of return ex- pected by capital providers in return for the capital em- ployed by the Group. Since capital employed com- prises an equity capital element (e.g. share capital) and a debt capital element (e.g. bonds), the overall cost of capital rate is determined on the basis of the weighted average rates for equity and debt capital, measured using standard market procedures. The pre-tax average 27 Overall Assessment by Management weighted cost of capital for the BMW Group in 2015 27 Financial and Non-financial Performance Indicators 29 Review of Operations 49 Results of Operations, Financial Position and Net Assets was 12%, unchanged from the previous year. Value management used to control projects Currency markets BMW Group The US dollar averaged an exchange rate of 1.11 to the euro in 2015 and was therefore significantly stronger than in the previous year. The different direction in monetary policy currently being pursued by the Euro- pean Central Bank and the US Federal Bank (Fed) caused the US dollar to appreciate in value against the euro from US$ 1.16 to US$ 1.09 (based on monthly averages) over the course of the twelve-month period. As its value is coupled to that of the US dollar, at 6.97, the Chinese renminbi also gained in value against the euro compared to the previous year. The upward trend was temporarily halted when Chinese stock markets witnessed a turbulent phase, only for some of the lost ground to be regained by the end of the year. Reporting Period 63 Report on Outlook, Risks and Opportunities 63 Outlook 68 Report on Risks and Opportunities 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets Russian Rouble Japanese Yen British Pound Source: Reuters. 12 62 Events after the End of the The Japanese yen gained moderately in value against the euro during 2015, primarily due to the expansion of money supply within the eurozone, and recorded an annual average exchange rate of 134 yen to the euro. The euro was stronger in 2015 compared to many of the emerging market currencies, including those of Russia and Brazil. Its annual average exchange rate increased by approximately 19% against the Brazilian real and by as much as 33% against the Russian rouble. Energy and raw materials prices -13 Chinese Renminbi 14 15 was US dollar 54, down 46% on the previous year. WTI, the benchmark for crude oil in the USA, followed a similar trend. Steel price trend (Index: January 2011 = 100) 130 120 110 US Dollar of BMW AG 59 Comments on Financial Statements Renminbi 24 Exchange rates compared to the euro (Index: December 2010 = 100) 190 175 18-COMBINED MANAGEMENT REPORT 160 18 Business Model 20 Management System 145 23-Report on Economic Position 130 23-General and Sector-specific Environment 115 27 Overall Assessment by Management 100 27 Financial and Non-financial Performance Indicators 85 29 Review of Operations 70 49 Results of Operations, Financial Position and Net Assets Russian Rouble Japanese Yen British Pound US Dollar Chinese The British pound also gained in value, rising to an average annual exchange rate of 0.73 to the euro. Unlike the Fed, the Bank of England (BOE) has not yet seen any acute need to raise reference interest rates. in € million Capital employed comprises the average amount of Group equity employed during the year as a whole, the financial liabilities of the Automotive and Motorcycles segments, and pension provisions. "Earnings amount" for these purposes corresponds to Group profit before tax, adjusted for interest expense incurred in conjunc- tion with the pension provision and on the financial liabilities of the Automotive and Motorcycles segments (earnings before interest expense and taxes). earnings amount - cost of capital = earnings amount - (cost of capital rate × capital employed) BMW X5 168,143 147,381 14.1 8.8 BMW X6 46,305 30,244 53.1 2.4 BMW Z4 -7,950 2.9 -10,802 0.4 BMW i -29,513 -17,793 65.9 -1.5 BMW total 1,905,234 1,811,719 5.2 100.0 *Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2014: 275,891 units, 2015: 282,000 units). -26.4 21,688 55,050 BMW X4 27.4 8.0 BMW 5 Series 347,096 -373,053 -7.0 -18.2 BMW 6 Series -20,962 23,988 -12.6 1.1 BMW 7 Series -36,364 48,519 -25.1 -1.9 BMW X1 120,011 -156,471 -23.3 6.3 BMW X3 137,810 150,915 -8.7 -7.3 The BMW X family also continued to perform well in 2015, with worldwide deliveries to customers totalling 527,319 units (2014: 506,699 units; +4.1%). Sales of the BMW X5 rose by 14.1% to 168,143 units (2014: 147,381 units). With 137,810 units sold in 2015, the BMW X3 remained below its previous year's level (2014: 150,915 units; -8.7%). The BMW X4 more than doubled sales volume during the twelve-month period (55,050 units; 2014: 21,688 units). As a result of the model change, sales of the BMW X1, at 120,011 units, were lower than one year earlier (2014: 156,471 units; -23.3%). The second-generation BMW X1 first appeared in showrooms at the end of October 2015 and is set to continue its predecessor's success story in 2016. Motorcycle markets The world's motorcycle markets in the 500 cc plus class grew by 4.7% in 2015. Motorcycle registrations in Europe were up by 8.5%, mainly due to a sharp recovery in southern Europe. Italy recorded double-digit growth, with registrations 11.3% up on the previous year. Ger- many's motorcycle market reported a 4.5% increase, while France finished at a similar level to the previous year (+0.3%). The US market grew by 3.6%. 27 COMBINED MANAGEMENT REPORT Report on Economic Position Overall Assessment by Management Financial and Non-financial Performance Indicators Overall assessment of business performance The BMW Group has every reason to be satisfied with its performance in 2015. The overall picture was pleasing in terms of results of operations, financial position and net assets. Overall, management expectations for the period were therefore met. This assessment also takes into account events after the end of the reporting period. Financial and non-financial performance indicators In the following section, we report on the principal finan- cial and non-financial performance indicators used as the basis for managing the BMW Group and its segments. As part of the review of operations and the financial condition of the BMW Group, forecasts made the pre- vious year for the financial year 2015 are compared with actual outcomes in 2015. BMW Group Profit before tax Despite facing strong competition on the world's auto- mobile markets and investing heavily in new technologies as well as in the expansion of its production network, the BMW Group remained firmly on course in 2015. Profit before tax came in at a new all-time high of €9,224 mil- lion (2014: €8,707 million; +5.9%). In addition to gen- erally strong demand for the Group's brands, earnings also increased on the back of favourable currency fac- tors. Good contributions to earnings also came from the BMW X6 and X4 models launched at the end of 2014, as well as from the BMW 2 Series with its various new models and from the new MINI 3- and 5-door models. 21 COMBINED MANAGEMENT REPORT Capital employed corresponds to the sum of all current and non-current operational assets, less liabilities that do not incur interest (e.g. trade payables). Non-interest- bearing liabilities are those capital shares which are available to the operative business without interest. These include, for example, trade payables. Due to the key importance of the Automotive segment for the Group as a whole, consideration is also given to additional key performance indicators, with varying degrees of detail, which have a significant impact on ROCE and hence on segment performance. The most important of these value drivers are deliveries to cus- tomers, segment revenues and – as the key performance indicator for segment profitability – the operating re- turn on sales. Average carbon emissions for the fleet are also taken into account, reflecting their potential impact on earnings in the short term in the form of ongoing development expenses, and, in the long term, the consequences of meeting regulatory requirements. For these purposes, "carbon emissions for the fleet" corresponds to average emissions of CO2 for new cars sold in the EU-28 countries. Managing the business on the basis of key value drivers makes it easier to identify the reasons for changes in ROCE and to define suitable measures to influence its development. Motorcycles segment As with the Automotive segment, operating performance for the Motorcycles segment is managed on the basis of ROCE. Capital employed is measured using the same procedures as in the Automotive segment. The strategic target for the Motorcycles segment's ROCE is 26%. ROCE Motorcycles Profit before financial result Capital employed The number of vehicles delivered to customers is also taken into account as a non-financial value driver. Financial Services segment As is common practice in the banking sector, the per- formance of the Financial Services segment is measured on the basis of return on equity. RoE is defined as seg- ment profit before taxes, divided by the average amount of equity capital attributable to the Financial Services segment. The target is a sustainable return on equity of at least 18%. RoE Financial Services Profit before tax Equity capital Strategic management at Group level Strategic management, including quantification of the financial impact of strategic issues on long-term fore- casting, is performed primarily at Group level. The most significant performance indicators for these pur- poses are Group profit before tax and the size of the Group's workforce at the year-end. Group profit before tax is a good overall measure of the Group's perfor- mance after consolidation procedures, and provides a transparent basis for comparing performance, particu- larly over time. The size of the Group's workforce is monitored as an additional key non-financial perfor- mance indicator. Information provided by these two key performance in- dicators is supplemented by the measurement of value added. This highly aggregated performance indicator provides an insight into capital efficiency and the (op- portunity) cost of capital required to generate Group profit. Value added corresponds to the amount of earn- ings over and above the cost of capital and gives an in- dication of whether the Group is meeting the minimum requirements for the rate of return expected by capital providers. A positive value added means that a com- pany is generating more additional value than the cost of capital. Value added Group = ranges. 100 Moderate price increases were observable in the premium segment of Europe's used car markets in 2015, while prices in Asia remained stable and even fell slightly in North America. Selling prices fluctuated within normal A continuation of the economic slowdown in 2015, ac- companied by high volatility on the Shanghai stock ex- change, led to the Chinese economy contributing less to global economic growth than in the previous year. The Chinese central bank intervened with a series of interest rate cuts, curtailing the renminbi's upward trend. Financial services markets While the majority of industrialised countries witnessed an improvement in economic fundamentals in 2015, market conditions were highly unfavourable for some of the world's major emerging economies. After a slow start to the year, the US economy and em- ployment market returned to an upward trend as from the second quarter. The rate of inflation remained ex- tremely low throughout the year, initially prompting the Fed to adopt a "wait-and-see" approach regarding an 26 18-COMBINED MANAGEMENT REPORT 18 General Information on the BMW Group 18 Business Model 20 Management System interest rate rise. The reference interest rate was finally increased by 0.25% in December 2015, the first rise announced for almost ten years. The ECB launched a large-scale bond-buying programme in March 2015, with the dual objective of propping up the eurozone's economy and combating low inflation. Helped by a combination of the low price of oil, a weak 27-Overall Assessment by Management euro and low interest rates, the euro zone managed to 23-Report on Economic Position 23-General and Sector-specific Environment 27-Financial and Non-financial Performance Indicators 29 Review of Operations 49 Results of Operations, Financial Position and Net Assets 59 Comments on Financial Statements of BMW AG 62 Events after the End of the Reporting Period 63 Report on Outlook, Risks and Opportunities 63 Outlook 68 Report on Risks and Opportunities 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets stage a moderate economic recovery. The hoped-for in- crease in inflation rates, however, proved elusive, mainly due to lower energy prices. The UK economy grew at a stable pace in 2015. The Bank of England nevertheless refrained from increasing its reference interest rate, mainly in light of the persistently low rate of inflation. The export-dependent Japanese economy suffered from the slower rate of growth in China and a return to more cautious consumer spending during the twelve-month period under report. The Bank of Japan's expansive mon- etary policies helped the country avoid slipping into re- cession in 2015. 90 the 80 % Q2: slight increase -in line with last year's level 136,963 (+10.9%) units solid increase -72.2 (+10.5 %pts) 9.2 (-0.4%pts) -127 (-2.3%) 85,536 (+13.8%) % moderate decrease % 31.6 (+9.8%pts) target range between 8 and 10% Q1: significant increase solid increase -2,247,485 (+6.1%) units - g CO2/km slight decrease solid increase -9,224 (+5.9%) -122,244 (+5.1%) in 2015 -Actual outcome € million solid increase solid increase € million Financial Services segment Return on equity in line with last year's level % Italy 18.1 3.5 France 20.6 USA Germany Great Britain Japan Italy France Other China Germany Great Britain USA China as a percentage of sales volume BMW Group - key automobile markets 2015 In a mostly friendly market environment in Europe, sales of BMW, MINI and Rolls-Royce brand vehicles rose by 9.4% to a total of 1,000,427 units, surpassing the one- million threshold for the first time (2014: 914,587 units). The number of vehicles sold in Germany was 5.0% up on the previous year (286,098 units; 2014: 272,345 units). Business in Great Britain also developed very posi- tively, with sales rising to a total of 230,982 units (2014: 205,071 units; +12.6%). The pace of growth in Asia slowed somewhat, mainly reflecting the anticipated normalisation of the Chinese automobile market. The BMW Group sold a total of 685,792* units of its three Europe showing good signs of recovery The BMW Group sold 2,247,485* BMW, MINI and Rolls-Royce brand vehicles worldwide in 2015, thereby setting a new record for the fifth year in succession (2014: 2,117,965* units; +6.1%). Sales of BMW models climbed by a solid 5.2% to 1,905,234* units (2014: 1,811,719 units). MINI recorded even more impressive growth, with sales rising by 12.0% to 338,466 units (2014: 302,183 units). Rolls-Royce Motor Cars sold 3,785 ultra- luxury sedans, moderately down on the previous year's high level (2014: 4,063 units; -6.8%). Solid sales volume growth AUTOMOTIVE SEGMENT Review of Operations Report on Economic Position 29 COMBINED MANAGEMENT REPORT 2 EU-28. 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2015: 282,000 units). -20.2 (+0.8%pts) Forecast revision during the year 3.2 in 2014 Annual Report Return on capital employed. 44 Workforce 42 Sales and Marketing The return on capital employed (RoCE) amounted to 72.2% (2014: 61.7%; +10.5 percentage points). The higher-than-expected increase in ROCE reflects the pleasing upward trend in earnings on the one hand and the rigorous management of capital employed on the other. A number of other factors also influenced ROCE, including transactions with other segments, the higher volume of business with service and Connected 59 Comments on Financial Statements Drive contracts as well as efficiency improvements in The EBIT margin in the Automotive segment (profit be- fore financial result divided by revenues) came in at 9.2% (2014: 9.6%; -0.4 percentage points). As predicted, the EBIT margin from automobile business was within the target range of between 8 and 10% and thus in line with forecasts. EBIT margin and return on capital employed 41 Purchasing 35 Motorcycles Segment 36 Financial Services Segment 38 Research and Development 29-Automotive Segment Performance Indicators 29-Review of Operations 27 Overall Assessment by Management 27-Financial and Non-financial 23 General and Sector-specific Environment 18-COMBINED MANAGEMENT REPORT 18 General Information on the BMW Group 23-Report on Economic Position 45 Sustainability 28 Segment revenues rose by 13.8% to €85,536 million (2014: €75,173 million), driven by a strong sales volume performance and favourable currency factors. The re- vised forecast for the year from a solid increase to a significant increase, as communicated in the Quarterly Report to 31 March 2015, was therefore borne out. In the Annual Report 2014, the forecast had been a solid in- crease in Automotive segment revenues. Revenues As predicted in the outlook for the full year 2015, carbon fleet emissions fell slightly and were therefore in line with forecast. The BMW Group continually strives to reduce fuel con- sumption and carbon emissions by deploying innovative technologies developed in conjunction with the Group's Efficient Dynamics strategy. The outcome of these en- deavours is highly efficient combustion engines and electric drive systems that set standards in terms of both dynamic flair and driving pleasure. The volume of car- bon emissions produced by our vehicle fleet sold in Europe was reduced slightly to 127 grams CO2/km (2014: 130 grams CO2/km; -2.3%) during the year un- der report. Fleet carbon emissions² As predicted in the Annual Report 2014 for the finan- cial year 2015, the total number of cars sold by the BMW Group rose by 6.1% and was therefore in line with expectations. The number of BMW brand vehicles sold during the twelve-month period increased to 1,905,234¹ units (2014: 1,811,719¹ units; +5.2%). MINI recorded a significant sales volume increase of 12.0% during the year under report (338,466 units; 2014: 302,183 units). Rolls-Royce Motor Cars sold 3,785 units (2014: 4,063 units; -6.8%). creasing normalisation of the market in China and the tense geopolitical situation worldwide, most notably the conflict hot spots in the Middle East, sales of BMW, MINI and Rolls-Royce brand vehicles grew by a solid 6.1% to 2,247,485¹ units (2014: 2,117,965¹ units). The upward trend reflects the success of numerous new models, including the expanded range of BMW 2 Series models launched internationally during the year under report. The MINI 3- and 5-door models introduced in 2014 also made an important contribution. This perfor- mance enabled the BMW Group to retain a leading posi- tion in the premium segment worldwide. The Automotive segment sold a record number of ve- hicles for the fifth year in succession. Despite the in- Automotive segment Sales volume As predicted in the outlook for the financial year 2015, there was a solid increase in size of the BMW Group's workforce, which was therefore in line with expectations. At the end of 2015, the BMW Group employed a work- force of 122,244 people (2014: 116,324 people; +5.1%). This solid increase in the workforce mainly reflects strong demand for the BMW Group's brands of automo- biles and motorcycles as well as the broader range of mobility services now on offer. The BMW Group also recruited skilled staff aimed at the increasingly digitali- sation and at driving the continued development of electric mobility. 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2014: 275,891 units, 2015: 282,000 units). 2 EU-28. 49 Results of Operations, Financial Position and Net Assets of BMW AG 62 Events after the End of the Sales volume Motorcycles segment Return on capital employed · EBIT margin Revenues Fleet emissions² Sales volume¹ Automotive segment · Workforce at year-end Profit before tax BMW Group Comparison of 2015 forecasts with actual outcomes 2015 The following overall picture arises for the principal per- formance indicators utilised by the BMW Group and its segments: The return on equity (ROE) generated by the Financial Services segment improved to 20.2% in the year under report (2014: 19.4%; +0.8 percentage points), helped by a strong operating performance and a stable risk pro- file. As predicted in the Annual Report 2014, ROE was in line with the previous year's level and therefore re- mained ahead of the minimum target of 18%. Financial Services segment Return on equity The Motorcycles segment generated a return on capital employed (ROCE) of 31.6% in the year under report (2014: 21.8%; +9.8 percentage points), a solid increase on the previous year. In the Quarterly Report at 30 June 2015, the outlook was for a slight increase in RoCE (outlook in the Annual Report 2014: ROCE in line with the previous year's level). Contributing factors for the improved performance were higher sales volume, a sus- tained high-value model mix and the positive impact of the new brand strategy embarked upon in 2014. Return on capital employed and BMW Motorrad's attractive model range, mild weather conditions at the end of the year also gave the strong performance additional tailwind. In a highly favourable market environment, most notably in Europe, BMW Motorrad achieved a significant in- crease of 10.9% with a sales volume of 136,963 units (2014: 123,495 units). This performance was therefore better than the solid increase forecast in the Annual Report 2014. Apart from the robust market environment Sales volume Motorcycles segment investing activities. In the Annual Report 2014, a moderate decrease in ROCE was predicted. The rate achieved by the Automotive segment was therefore well above the minimum target of 26%. 87 BMW Stock and Capital Markets 83 Disclosures Relevant for Takeovers and Explanatory Comments 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 63 Report on Outlook, Risks and Opportunities Reporting Period Forecast for 2015 12.7 Japan 3.1 80 70 60 Source: Reuters. Gold Palladium Platinum 11 12 13 14 15 90 Precious metals prices stabilised for a short period at the beginning of the year, before continuing their long-term downward trend for the remainder of the twelve-month period. The drop in prices reflects overcapacities on the supply side, combined with weak demand on world markets. Automobile markets Worldwide registrations of passenger cars and light com- mercial vehicles grew by 3.3% to 82.4 million units. The two largest automobile markets, the USA and China, were once again the mainstays driving this outcome. Registration figures in China, for instance, increased by 8.9% to 20.5 million units. Although this number points to a weaker performance than one year earlier, the Chinese market nevertheless increased the gap between itself and the US market, which grew by 5.7% to 17.5 mil- lion units. Automobile markets in Europe picked up where they had left off the previous year, growing by 9.2% (14.2 million units) during the period under report. Excluding registra- tions in Germany, the European market fared slightly better with a 10.3% increase to 11.0 million units. The German automobile market grew by 5.6% to 3.2 million units and therefore accounted for nearly a quarter of all new registrations in Europe (22.6%). France (1.9 million units; +6.8%) and Italy (1.6 million units; +15.5%) both saw robust growth, which also contributed to the re- covery. Europe's growth was also helped by a repeated dynamic performance in Spain (1.0 million units; +20.9%). Registrations in the United Kingdom were 6.3% higher at 2.6 million units. Japan's automobile market contracted in 2015, with new registrations falling and totalling only 4.9 million units (-9.8%). Automobile markets in major emerging economies continued to suffer from recession in 2015. The Russian market shrank by more than one-third (1.5 million units; -36.0%) and the Brazilian market by a good quar- ter (2.5 million units; -25.7%). 1,963.8 1,845.2 1,669.0 Total 65.4 -62.7 There was no sign of a turnaround on the world's steel markets during the period under report. Here, too, the general slide in raw materials prices was reflected in lower steel prices year-on-year. 100 110 120 70 After a brief decrease at the beginning of the year, price of Brent crude oil - the most relevant benchmark for Europe - picked up again during the first half of 2015. In stark contrast, the price then proceeded to plummet during the second six months of the year. The average price per barrel over the year as a whole 60 11 ―12 13 14 -15 Source: Working Group for the Iron and Metal Processing Industry. Oil price trend Price per barrel of Brent Crude 120 110 100 90 80 70 60 50 40 Source: Reuters. 11 12 13 14 15 Price in US Dollar Price in € 25 COMBINED MANAGEMENT REPORT Precious metals price trend (Index: December 2010 = 100) 130 -61.8 61.1 54.8 Other markets 914.6 859.5 865.4 858.4 Europe 15 -14 13 12 11 200 400 600 800 1,000 1,200 1,400 1,600 1,800 2,000 2,200 2,400 BMW Group sales volume of vehicles by region and market in 1,000 units brands in Asia during the year under report (2014: 658,384* units; +4.2%). The sales volume figure of 464,086 units for China was slightly up on one year earlier (2014: 456,732* units; +1.6%). Sales in the - 28.5 Other 10.3 -1,000.4 -119,580 ―thereof Germany 287.4 405.7 397.0 376.6 348.5 306.3 - thereof USA 495.9 482.3 463.8 425.3 380.3 Americas 464.1 456.7 391.7 327.3 233.6 -thereof China 685.8 658.4 578.7 493.4 375.5 Asia* 286.1 272.3 259.2 285.3 -152,390 Workforce at year-end 23.3 45 Sustainability 44 Workforce 42 Sales and Marketing 41 Purchasing 35 Motorcycles Segment 36 Financial Services Segment 38 Research and Development 29-Automotive Segment 29-Review of Operations 27 Overall Assessment by Management performance in the premium segment during the year under report. The BMW X5 as well as the BMW 4,5 and 6 Series, for instance, all continued to head their relevant segments. The BMW brand marked another highly successful Solid growth for the BMW brand* Americas region increased by 2.8% to 495,897 units (2014: 482,257 units), the USA accounting for 405,715 units, 2.2% up on the previous year (2014: 396,961 units). Performance Indicators 27 Financial and Non-financial Environment 23 General and Sector-specific 2,118.0 18 General Information on the BMW Group 18-COMBINED MANAGEMENT REPORT 30 *Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2011: 94,400 units, 2012: 141,165 units, 2013: 198,542 units, 2014: 275,891 units, 2015: 282,000 units). Other markets thereof USA Americas thereof China' Asia thereof Germany Europe As predicted in the outlook for the financial year 2015, the Group's profit before tax achieved a solid growth and was therefore in line with expectations. BMW 4 Series 49 Results of Operations, Financial Position and Net Assets 23-Report on Economic Position With the Coupé and Convertible body variants now re- ported as part of the new 2 Series, sales of the BMW 1 Se- ries, at 182,158 units, were nominally below the previous year's level (2014: 190,033 units; −4.1%). The BMW 2 Se- -7.5 of BMW AG 480,214 444,338 BMW 3 Series 8.3 41,038 157,144 BMW 2 Series 9.6 -4.1 -190,033 -182,158 BMW 1 Series 2015 in % 2,247.5 Change in % Proportion of BMW sales volume 62 Events after the End of the Reporting Period 59 Comments on Financial Statements ries has been a highly popular customer choice since its launch, with 157,144 units sold during the twelve-month 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 63 Report on Outlook, Risks and Opportunities 87 BMW Stock and Capital Markets Sales volume of BMW vehicles by model variant* in units period under report (2014: 41,038 units). Sales figures for the BMW 3 Series were also nominally down year-on- year, at 444,338 units, reflecting the fact that the Coupé and Convertible body variants are now reported as part of the BMW 4 Series (2014: 480,214 units; -7.5%). Customers took delivery of a total of 152,390 units of the BMW 4 Series during the period under report (2014: 119,580 units; +27.4%). Now nearing the end of its life cycle, at 347,096 units, sales of the BMW 5 Series did not quite match the previous year's high figure (2014: 373,053 units; -7.0%). Owing to the model change at the end of 2015, worldwide sales of the BMW 7 Series fell to 36,364 units (2014: 48,519 units; - 25.1%). Now in its sixth generation, this luxury class model has at- tracted extremely positive feedback from the trade press and from customers alike, raising expectations of a perceptible resurgence in sales figures during 2016. 2015 2014 83 Disclosures Relevant for Takeovers and Explanatory Comments 12.0 the sale of 1,688 units (2014: 1,906; -11.4%). Sales of the Rolls-Royce Ghost rose slightly by 3.5% to 1,609 units (2014: 1,555 units). In sales volume terms, Rolls-Royce Motor Cars reported the second-best year in its history (3,785 units; 2014: 4,063 units; -6.8%). The Rolls-Royce Wraith recorded Rolls-Royce moderately down on previous year's high level 100.0 302,183 -39.7 -47.0 -15,567 -8,247 338,466 0.9 Sales volume of Rolls-Royce vehicles by model variant in units -5,101 3,075 2.4 Phantom 488 Wraith +5.3%), comprising 1,933,647* BMW (2014: 1,838,268* units; +5.2%), 342,008 MINI (2014: 322,803 units; +5.9%) and 3,848 Rolls-Royce brand vehicles (2014: 4,495 units; -14.4%). The network set new production volume records in 2015, making a total of 2,279,503* units (2014: 2,165,566* units; High capacity utilisation throughout production network Strong demand and the production start-up of numerous new models resulted in very high capacity utilisation levels throughout the BMW Group's production net- work. At the same time, the process of expanding inter- national production sites was continued арасе. The production network comprises 30 locations in 14 coun- tries worldwide. -6.8 3,785 -18.9 3.5 -11.4 -1,906 1,688 -1,555 1,609 602 Change in % 2014 2015 Rolls-Royce total Ghost 4,063 MINI Convertible -27.0 2015 MINI total MINI Paceman MINI Roadster MINI Coupé MINI Countryman MINI Clubman 2014 Internationalisation of production network making good progress Sales volume of MINI vehicles by model variant in units 140,051 units; +58.5%). Sales of the MINI Countryman totalled 80,230 units (2014: 106,995 units; - 25.0%). The new MINI Clubman became available towards the end of October, since then approximately 8,000 units have been sold. MINI sales grew by 12.0% worldwide to 338,466 units (2014: 302,183 units), helped primarily by the popularity of the new MINI 3- and 5-door models, of which a total of 221,982 units were delivered to customers (2014: Significant increase for the MINI brand 31 COMBINED MANAGEMENT REPORT Spain 17.4 MINI 3- and 5-door Change in % Proportion of MINI sales volume 2015 in % - 3,816 -2,784 23.7 -25.0 106,995 80,230 2.4 -39.9 -13,326 8,003 4.2 -18.4 -17,327 65.6 58.5 140,051 -221,982 14,145 0.8 Following global market developments, the BMW Group has continued to expand its international production -304,509 32 29-Review of Operations 29 Automotive Segment 35 Motorcycles Segment 36 Financial Services Segment 38-Research and Development 41-Purchasing 42 Sales and Marketing 44 Workforce 45 Sustainability 49 Results of Operations, Financial Position and Net Assets 59 Comments on Financial Statements of BMW AG 62 Events after the End of the Reporting Period 63 Report on Outlook, Risks and Opportunities 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets limit, are always displayed in the same position above the steering wheel, regardless of the driver's head move- ments, ensuring that other road users or possible dan- gers are not hidden from view. Navigation arrows vir- tually projected onto the road assist the driver by ensuring that he or she continually concentrates on the surrounding traffic. If required, the glasses can also be adjusted to show places of interest or even free parking spaces en route. A camera installed on the side of the vehicle assists the driver when parking, en- abling the driver to check both the obstacles in his or her line of vision and the distance to the kerb, which is displayed in their field of vision. The glasses also pro- vide the driver with a virtual view through parts of the bodywork by making the A-pillar invisible, for instance, hence improving all-round vision. Innovations included in series vehicles Performance Indicators 27 Financial and Non-financial Environment 23 General and Sector-specific Given the pace of technological innovation, cooperation arrangements in the field of research and development are commonplace in the automotive industry. The BMW Group also enters into cooperation agreements with selected partners. The aim of these research and devel- opment activities, which may also include cross-sector input, is to help find innovative solutions for individual mobility. The focus is currently on next-generation technologies, such as digitalisation and alternative drive systems. Broadly diversified drive system research In the course of 2015, the Group integrated hybrid tech- nologies in further BMW brand models. In parallel, en- gineers continued development work on highly-efficient combustion engines. In the medium and long term, the BMW Group is also developing a fuel cell electric vehi- cle (FCEV). With these varying drive systems, the BMW Group is well prepared for the challenges of the future and will also be able to flexibly cater to both the require- ments of customers and the standards dictated by 39 COMBINED MANAGEMENT REPORT legislators going forward. With efficient petrol- and diesel-driven engines, plug-in hybrid systems, battery- powered drives and also, in future, hydrogen fuel cell electric vehicles, the BMW Group is looking to provide suitable technologies for every segment and require- ment. In a prototype presented in 2015, a direct water injec- tion system was used for turbocharged petrol engines for the first time. This innovative technology greatly reduces the temperature in the combustion process, thereby raising the efficiency factor. Moreover, the technology reduces fuel consumption during higher performance requirements. The newly developed BMW 2 Series Active Tourer Plug-in Hybrid is fitted with a 3-cylinder front-wheel-drive petrol engine, a high-voltage generator installed at the front and an electric motor that transfers power to the rear wheels. The result is a road-linked all-wheel-drive system unique in its segment. The hydrogen fuel cell electric drive system is destined to become an integrated component of the Group's Efficient Dynamics strategy. The diversity of drive tech- nologies that can be flexibly coordinated to suit varying vehicle concepts, customer requirements and statutory framework conditions on international markets is there- fore growing. The hydrogen fuel cell electric drive sys- tem, which converts hydrogen to electricity and steam, enables locally emissions-free, electrically powered driving with the dynamic flair typical for the BMW brand, high suitability for covering long distances, and short refuelling times, therefore representing a further key option in the range of BMW eDrive technologies. The BMW Group has been conducting research and develop- ment work in the field of hydrogen fuel cell electric ve- hicles for over 15 years. In 2015, a new lighting technology known as organic light-emitting diodes, or OLEDs, were installed in a series model for the first time. OLEDs consume less electricity and therefore help further reduce CO2 emis- sions. Unlike the point-like light emitted by LEDs, OLEDs illuminate entire areas and are also smaller. Highly and fully automated driving though semi-automated systems are capable of con- trolling both the longitudinal and latitudinal move- ments of the vehicle (e.g. congestion assistant), they need to be continually monitored by the driver. As- sisted systems (such as ACC) on the other hand, only support the driver when driving forwards or steering left or right. At the Consumer Electronics Show (CES) in Las Vegas in 2015, the BMW Group presented a BMW i3 research vehicle that demonstrated how parking spaces can be found in a multi-storey car park with a fully automated, driverless vehicle. The advantages are less vehicle damage and far better use of the available parking space. Laser scanners installed on the vehicle create an exact picture of the surroundings. The Remote Valet Parking Assistant links this information with the digital floor plan of the car park and, based on this data, is capa- ble of automatically driving the vehicle to a free space and parking it. When the driver wishes to leave again, he or she calls the vehicle (via smartwatch, for example) and it automatically drives to the car park exit, ready to continue to its next destination, without having to rely on a GPS signal. As the research vehicle is fitted not only with its own laser sensors but also with its own computers and the required algorithms, it can calculate its exact position in the car park, perfectly monitor its surround- ings and independently navigate, fully automatically. Multi-storey car parks do not need to be elaborately equipped with special infrastructure. The new BMW 7 Se- ries can already park straight in and out of a parking space via remote control. The fully automated Parking Assistant demonstrated in the prototype is a logical con- tinuation of this innovative technological progress. At the CES, a further research vehicle was presented featuring a fully automated system that warns the driver in the event of an imminent collision and automatically triggers a braking manoeuvre precise to the last centi- metre if required. Up to a certain speed, the test vehicle makes it practically impossible for the driver to collide with another obstacle. In order to achieve this feat, cam- eras, radar and laser sensors record the entire surround- ings of the vehicle. Collision-free driving forms the basis for taking a crucial step towards achieving accident-free individual mobility and for that reason the BMW Group has been working for many years to implement this vi- sion. Assistance systems such as Active Cruise Control with a stop-and-go feature (ACC) are already built into the latest BMW models and react to vehicles driving ahead. They are radar- and camera-based and apply the brakes, even until the vehicle comes to a halt if necessary. 40 18-COMBINED MANAGEMENT REPORT MINI presents Augmented Reality glasses The MINI Augmented Reality glasses presented at the Auto Shanghai 2015 supplement reality by superimpos- ing the wearer's field of vision with additional useful digital information on events in and around the vehicle, offering the user not only increased safety, but also greater convenience. Information relevant for driving, 27 Overall Assessment by Management such as the current speed of the vehicle and the speed 18 General Information on the BMW Group 23-Report on Economic Position Assistance systems increase both safety and conveni- ence levels while driving, although the degree of driver support differs. Fully automated assistance systems of- fer the highest degree of automation. Fully automated functions are those which no longer need to be moni- tored by the driver. As with the fully automated Remote Valet Parking Assistant, the driver does not even need to be in the vehicle. Highly automated systems are the stage before fully automated systems and do not need to be constantly monitored by the driver. They con- trol both the longitudinal (driving forwards and back- wards) and latitudinal (driving to the left or right by steering) movements of the vehicle. By contrast, al- The BMW Group has also installed numerous innova- tions for added driving convenience and assistance in the latest BMW 7 Series. For example, infotainment and communication features can be controlled from the back seat by means of a tablet. Self-configured or pre- configured functions can be controlled by hand gestures made within the vehicle. Using the new display key, the vehicle can be remotely and driverlessly manoeuvred in and out of tight parking spaces. Awards and prizes in 2015 The BMW Group won three "Golden Steering Wheels" during the year under report: for the BMW 7 Series in the luxury class, for the new BMW X1 among the medium- sized SUVs, and for the BMW 2 Series Gran Tourer in the family class, making BMW the most successful brand in this year's Golden Steering Wheel competition. 36 Financial Services Segment 35 Motorcycles Segment 29-Automotive Segment 29-Review of Operations Performance Indicators 27 Overall Assessment by Management 27 Financial and Non-financial 23 General and Sector-specific Environment 38 Research and Development 18 General Information on the BMW Group 23-Report on Economic Position production in % in % Proportion of Change 2014 2015 Vehicle production of the BMW Group by plant in units 18-COMBINED MANAGEMENT REPORT *Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2014: 287,466 units, 2015: 287,755 units). 41 Purchasing -221,998 In the “International Engine of the Year Award", the most prestigious engine competition worldwide, the BMW Group was winner in three different classes as well as overall winner. The new BMW TwinPower Turbo 3-cylin- der petrol engine, which powers the BMW i8, was win- ner in its class. The complete drivetrain of the BMW i8 also won the "best new engine" award. The successful combination of electric motor and petrol engine also won the overall award. Winner in the 2.5- to 3.0-litre category was the M TwinPower Turbo in-line 6-cylinder petrol engine. The quadruple triumph for the BMW Group at the "International Engine of the Year Award" in 2015 additionally underscores the outstanding efficiency of the Efficient Dynamics technology package, which, since 2007, has enabled the BMW Group to continually in- crease the sheer driving pleasure and reduce consump- tion and emission levels at the same time. 233,656 Leipzig 13.4 11.9 272,015 Germany USA Munich Regensburg -2.2 369,027 360,804 Dingolfing 9.7 -2.7 228,126 15.8 France The Wackersdorf Innovation Park is the logistical hub for materials management and just-in-sequence supply to BMW Group plants in ten different countries. Further- more, the dashboards for several plants are produced in Wackersdorf. Germany -0.3 60.0 4,824 -7,716 1 Joint venture BMW Brilliance Automotive Ltd., Shenyang. 2 Contract production. BMW Group Partner plants 201,206 Goodwood Oxford Chennai 87 BMW Stock and Capital Markets 83 Disclosures Relevant for Takeovers and Explanatory Comments 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 63 Report on Outlook, Risks and Opportunities Reporting Period Graz (Magna Steyr)² Born (VDL Nedcar)². 62 Events after the End of the -179,318 8.8 -1.2 -24.2 35,916 2,165,566 -27,216 2,279,503 0.2 -14.4 - 4,495 12.2 3,848 95.3 -29,196 57,019 3.6 -27.1 -113,401 -82,655 2.5 5.3 of BMW AG Position and Net Assets -0.4 -143,390 142,767 Dadong¹ 17.6 14.6 349,949 6.3 400,904 3.1 3.8 68,771 -71,353 Rosslyn 10.3 10.5 Spartanburg 59 Comments on Financial Statements Tiexi¹ -144,076 49 Results of Operations, Financial 0.4 -76.9 - 5,616 9,936 Araquari 45 Sustainability -144,988 -0.4 -6,012 -8,928 Rayong 44 Workforce 42 Sales and Marketing 6.4 0.6 48.5 100.0 network with the aim of ensuring a balanced distribution of value added along the production chain. In North America, the expansion of the plant in Spartan- burg, USA, continues to make good progress. A new, state-of-the-art vehicle body manufacturing facility is currently under construction, as part of the investment programme announced in 2014. Annual production at the plant achieved a new record of over 400,000 units in the year under report. In terms of production volume, the Spartanburg plant is therefore the largest in the BMW Group's network. New models performing well Motorcycle sales particularly strong in Europe The number of motorcycles sold in Europe in 2015 to- talled 81,834 units (2014: 73,611 units), an increase of 11.2%. In Germany, BMW Motorrad reported a solid in- crease of 9.7% with a sales volume of 23,823 units (2014: 21,714 units). Italy also saw a year-on-year improvement, with sales 6.3% up at 11,150 units (2014: 10,487 units). Deliveries to customers in France, at 12,550 units, were also higher than one year earlier (2014: 11,600 units; +8.2%), even though the market as a whole remained flat. The Motorcycles segment sold 16,501 units in the USA (2014: 15,301 units; +7.8%). BMW Motorrad reports significant growth in business The Motorcycles segment profited from a positive market environment during the period under report, achieving a new sales volume record for the fifth year in succession. The number of BMW motorcycles sold to customers world- wide rose by 10.9% to 136,963 units (2014: 123,495 units). MOTORCYCLES SEGMENT 35 COMBINED MANAGEMENT REPORT The expansion of the BMW Group's Eisenach plant con- tinued as planned in 2015. The site is being extended to include new buildings and additional production floor space. Moreover, a state-of-the-art Servo tryout press is being installed. The project is scheduled for completion in 2016. The Eisenach plant is one of the three BMW Group locations worldwide that builds pressing tools. In addition, some 250 employees at the Eisenach plant manufacture the majority of the outer body parts from sheet metal, aluminium and stainless steel for the Rolls-Royce plant in Goodwood (United Kingdom) as well as parts for the production of BMW motorcycles in Berlin. SGL Automotive Carbon Fibers (SGL ACF), the joint operation of the BMW Group with the SGL Group, is also based in Wackersdorf. In Moses Lake, USA, SGL ACF operates a carbon fibre production plant that is powered by hydroelectricity and supplies carbon fibres to the SGL ACF plant in Wackersdorf, where they are processed into textile parts. A number of new models helped the Motorcycles seg- ment deliver another outstanding performance in 2015. The F 800 R was launched in time for the beginning of the 2015 motorcycling season, followed by the R 1200 R, R 1200 RS, S1000 XR and S 1000 RR models over the course of the year. December 2015 saw the market launch of the C 650 Sport and C 650 GT model updates, both of which had previously been presented at the EICMA in- ternational motorcycle trade fair in Milan. Thanks to an extensively modified drivetrain, more comfortable sus- pension settings and revamped controls, these two dy- namic maxi-scooters offer the ideal combination of sport- ing flair, smooth touring comfort and urban mobility. Expenditure for research and development rose by 13.2% to €5,169 million, mostly for projects aimed at securing the Group's future (2014: €4,566 million). The research and development ratio stood at 5.6% and therefore at a similar level to the previous year (2014: 5.7%). The ratio of capitalised development costs to total research and development expenditure for the period (capitalisation ratio) was 39.9% (2014: 32.8%). Amortisation of capi- talised development costs totalled €1,166 million (2014: €1,068 million; +9.2%). Further information on research and development expenditure is provided in the section "Report on Economic Position" (Results of Operations) and in note 10 to the Group Financial Statements. The growing demand for passenger vehicles also resulted in high-capacity utilisation at the Landshut plant during the year under report. The main focus during 2015 was on the start-up of components production for the BMW brand's flagship model, the BMW 7 Series, includ- ing production of structural components, light metal die- cast engine components, CFRP body structure parts, At the Leipzig plant, growing demand for electric vehicles worldwide resulted in annual production of the BMWi vehicles increasing to over 30,000 units. The BMW i3 is one of the three best-selling electric vehicles both in the USA and on markets worldwide. The team in Leipzig is currently producing around 120 BMW i models daily. After the success of the BMW i8, since 2015 the BMW 225xe Active Tourer is the second model featuring a plug-in hybrid drive system to be manufactured at the plant. Production of the new BMW M2 also started in Leipzig in 2015, with vehicles produced for the most part in a flexible mix with all other models of the BMW 1 and 2 Series. The BMW Group's Regensburg plant raised production volume by almost 12% year-on-year, manufacturing more than 300,000 units during the period under report. In the course of the year, the six-millionth vehicle rolled off the production line since the plant was first opened in 1986. Furthermore, production of three new models, the BMW 1 Series, the 2 Series Gran Tourer and the X1 all started during 2015. 87 BMW Stock and Capital Markets 83 Disclosures Relevant for Takeovers and Explanatory Comments 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 63 Report on Outlook, Risks and Opportunities bumpers and other plastic add-on components. Further- more, the new strategy for the plant continued to make good progress. The aim is to make the components plant even more flexible and thus increase the site's long-term competitiveness. Trendsetting lightweight construction technologies will play a key role in achieving this end. Reporting Period BMW Group sales volume of motorcycles 140 Spain Italy Brazil Great Britain Other as a percentage of sales volume BMW Group - key motorcycle markets 2015 *Excluding Husqvarna, sales volume up to 2013: 59,776 units. in 1,000 units 104.3 106.4 115.2 123.5 137.0 ||||| 20 40 60 80 100 120 11 ―12 13 14 -15 62 Events after the End of the of BMW AG Position and Net Assets Production of modular engines at the Steyr plant was increased in 2015. At the same time, the development centre for diesel engines, which is connected with the plant, is currently being expanded. The Hams Hall en- gine plant makes 3- and 4-cylinder petrol engines for BMW and MINI and is also the exclusive manufacturer of 3-cylinder petrol engines for the BMW i8. expanding options for a flexible production system with uniform production and process standards. In January 2016, the new engine manufacturing plant, which includes a foundry, was commissioned in Shen- yang (China) and now supplies engines for vehicle pro- duction for the Chinese market. With Munich, Hams Hall (United Kingdom) and Steyr (Austria), the BMW Group now manufactures engines at a total of four lo- cations. Moreover, since 2014 the new modular engine has been introduced in the engine plants step by step, Introduction of modular engine concept practically completed At the Group's partner plants, which mostly serve their regional markets, a total of 27,216 vehicles were produced during the period under report. These part- ner plants include those in Kaliningrad (Russia), Cairo (Egypt), Jakarta (Indonesia) and Kulim (Malaysia). The manufacturing sites in Chennai (India) and Rayong (Thailand) complete the BMW Group's production net- work. Last year, the plant in Thailand celebrated its 15th anniversary and expansion work was continued at the plant at the same time. It is the only production facility within the network that produces not only BMW and MINI vehicles, but also BMW motorcycles. In Shenyang (China), BMW Brilliance Automotive Ltd. (BBA) produced its one-millionth vehicle during the period under report. BBA is a joint venture of the BMW Group and its partner Brilliance China Automotive Holdings Ltd. Its two plants in Dadong and Tiexi manu- facture the BMW 3 Series long-wheelbase version, the BMW 3 Series Sedan, the BMW 5 Series long-wheelbase version, the BMW 5 Series Plug-in Hybrid and the BMW X1 for the Chinese market. Strong production base in Germany Apart from the expansion of the international production network, the German plants are an important focus of ongoing development. For the fifth time in succession, the BMW Group produced a total of over one million vehicles at its plants in Munich, Dingolfing, Regensburg and Leipzig. In Rosslyn (South Africa) the one-millionth BMW 3 Series vehicle rolled off the production line in February 2015. In 1973, the plant was opened as the BMW Group's first international manufacturing facility and is now an im- portant part of the network. Within the next few years, the plant will discontinue production of the BMW 3 Se- ries and begin making the successor to the current BMW X3. 33 COMBINED MANAGEMENT REPORT At the home of Rolls-Royce in Goodwood (United King- dom), important construction work was carried out to In order to secure greater capacity for the planned growth, since 2014 the MINI 3-door model is also being pro- duced for the BMW Group at the Dutch carmaker VDL Nedcar in Born. Since 2015, VDL Nedcar has also been producing the MINI Convertible. The MINI Countryman and MINI Paceman models are being produced under contract by the company Magna Steyr Fahrzeugtechnik in Graz, Austria. This additional capacity with external partners provides the BMW Group's production network with even greater flexibility. In Europe, the British production triangle comprising the MINI plant in Oxford, the components plant in Swindon and the engine production facility in Hams Hall is a fundamental element of the BMW Group's pro- duction network. At the end of 2015, production at the Oxford plant comprised the MINI 3- and 5-door ver- sions and the new MINI Clubman. currently built in Araquari. Only one year after produc- tion officially began, the 10,000th vehicle has already rolled off the production lines. The comprehensive expansion of the BMW Group plant in Araquari, Brazil, was completed in September 2015. The manufacturing infrastructure at the site now in- cludes body-making, a paint shop and assembly facilities. The BMW 1 Series 5-door version, the BMW 3 Series Se- dan, the BMW X1, the X3 and the MINI Countryman are In San Luis Potosí, Mexico, preparations for constructing the new plant are running on schedule. A local train- ing centre has already been opened at the site and the first employees recruited. The plant is due to commence operations in 2019. convert and expand the plant throughout 2015. The BMW Group is investing in a new single-line production system at this site as the basis for ensuring the brand's innova- tive product strategy in the long term. The new tech- nology and logistics centre in Bognor Regis near Good- wood was opened as planned. Moreover, Rolls-Royce Motor Cars recruited 100 new employees during the period under report. Thanks to their innovative strength, the plants in Ger- many play a leading role within the international pro- duction network and are often the inspiring source of impetus for the global network as a whole. Digitalisa- tion, modular concepts and intelligent composite manu- facture are examples that demonstrate the outstanding expertise of the production network. Digitalisation in particular will contribute towards help- ing the network produce even more flexibly and effi- ciently. The use of IT-supported technologies in produc- tion and logistics makes it possible to design even highly complex workflows, such as through the use of flexible robot systems, intelligent tools for staff, simulation, and automated data collection and analysis. With the production start-up of the new BMW 7 Series, employees at the Dingolfing plant have proved that innovation can be combined with complex production processes. The intelligent composite manufacture is particularly obvious in the new BMW 7 Series, where carbon-fibre reinforced polymer (CFRP) is exclusively used in the passenger compartment. The body struc- ture, known as Carbon Core, is based on a technology transfer from the BMW i models. The utilisation of ultra- lightweight CFRP material and a comprehensive light- weight design concept make the new 7 Series models up to 130 kg lighter than their predecessors. 49 Results of Operations, Financial 45 Sustainability 27 Overall Assessment by Management Extensive refurbishment measures were also commenced at the main plant in Munich in 2015. By mid-2017, a state-of-the-art painting line will be completed that meets the utmost standards in terms of profitability and efficient use of resources. The new building is part of an extensive investment programme that also includes the enlargement of the body-making section and vehicle assembly as well as parts of the logistics department. At the present time, around 1,000 vehicles a day are rolling 59 Comments on Financial Statements off production lines at the BMW Group's Munich plant, including the BMW 3 Series Sedan, the BMW 3 Series Touring, the BMW 4 Series Coupé, the BMW M4 Coupé and, since the end of 2015, the BMW 3 Series Plug-in Hybrid. expansion and modification work at the Dingolfing plant, which has been ongoing since the end of 2012, made good progress during the year under report. The BMW Group is currently investing substantial amounts in the Dingolfing site in preparation for future vehicle models and upcoming technologies. 44 Workforce 42 Sales and Marketing 41 Purchasing 29-Automotive Segment 35-Motorcycles Segment 36 Financial Services Segment 38 Research and Development 29-Review of Operations Performance Indicators 27 Financial and Non-financial Environment 23 General and Sector-specific 18 General Information on the BMW Group 23-Report on Economic Position 18-COMBINED MANAGEMENT REPORT 34 Despite the BMW 7 Series model change, with a total of around 360,000 units manufactured in 2015, the Dingolfing plant registered the second-highest annual production figure in its history. At the same time, USA Research and development are absolutely essential for the BMW Group to maintain competitiveness as a pre- mium manufacturer. As part of the Efficient Dynamics strategy, the Group works continually on additionally improving energy efficiency and reducing the emissions of the entire range of automobiles and motorcycles it sells. Under the catchword "Connected Drive", the BMW Group works on the connectivity of driver, vehicle and the outside world. Both concepts embrace forward- looking technologies in vehicles and are testimony to the BMW Group's innovative strength. Going forward, the BMW Group will no doubt continue to set standards in the field of connectivity on the roads. At 31 Decem- ber 2015, a total of 12,669 people at 13 locations in five countries worldwide were working in the BMW Group's research and development network to achieve this end. 211,434 The positive trend in the global economy and the on- going lull in the euro crisis enabled the risk profile rele- vant for the Financial Services segment's total portfolio to improve again in 2015. The positive trend in bad debt levels continued in 2015, both for retail and corpo- rate customers. The risk profile in the credit line of busi- ness improved slightly compared to the previous year. The credit loss ratio incurred on the segment's total credit portfolio decreased by 13 basis points to 0.37% (2014: 0.50%). Reflecting the generally stable conditions pre- vailing on the international used car markets, sales prices for BMW and MINI brand pre-owned cars developed robustly. Average residual value losses incurred on the resale of these vehicles were marginally higher than in the previous year. Further information on the risk profile is provided in the section "Report on risks and oppor- tunities". EU Bank East/Africa Europe/Middle Asia/Pacific EU Bank Americas RESEARCH AND DEVELOPMENT Contract portfolio retail customer financing of Financial Services segment 2015 37 COMBINED MANAGEMENT REPORT Americas 3,846 4,130 4,360 4,719 14 -15 12 -13 11 700 1,400 2,100 2,800 3,500 4,200 3,592 30.4 28.5 Europe/Middle East/Africa Asia/Pacific 24.8 -16.3 Dealership financing significantly up on previous year As in the previous year, the total volume of dealer finan- cing increased significantly again year-on-year, growing by 16.6% to stand at €17,156 million at the end of the reporting period (2014: €14,710 million). Slight decrease in multi-brand financing Multi-brand financing saw a slight decrease (-1.8%) in the number of new contracts signed in 2015 (162,870 contracts), compared to the previous year (2014: 165,776 contracts). At 31 December 2015, the total portfolio comprised 470,150 contracts, slightly more than one year earlier (2014: 465,702 contracts; +1.0%). The BMW Group is one of the leading leasing and full- service providers of fleet management services in Europe. Lease and financing arrangements as well as other ser- vices are provided to commercial customers under the brand name "Alphabet". At 31 December 2015 the segment was managing a total portfolio of 602,303 fleet contracts, 8.5% more than in the previous year (2014: 555,349 contracts). Further solid growth in fleet business growth with a 19.4% increase in the number of contracts being managed at the end of the reporting period. The Americas region (+8.0%), Europe/Middle East/Africa (+6.7%) and the EU Bank* (+3.5%) also recorded year-on- year growth. 20.8 24.2 20.9 22.1 20.7 22.5 19.7 21.5 20.0 21.1 Leasing Financing 11 ―12 13 14 ―15 10 20 30 40 50 in % BMW Group new vehicles financed by Financial Services segment The dynamic increase in new retail customer business is also reflected in the overall size of the contract port- folio. In total, 4,326,631 contracts were in place with re- tail customers at 31 December 2015 (2014: 4,005,428 con- tracts), a solid year-on-year increase of 8.0%. In regional terms, the Asia/Pacific region continued to enjoy strong The total volume of new credit and leasing contracts concluded with retail customers during the twelve- month period under report was €50,606 million, sig- nificantly up (+22.5%) on the previous year's figure (2014: €41,318 million). EU Bank comprises BMW Bank GmbH, its branches in Italy, Spain and Portugal, and its subsidiary in France. 4,900 in 1,000 units Contract portfolio of Financial Services segment *The calculation only includes automobile markets, in which the Financial Services segment is represented by a consolidated entity. further markets in Asia and Latin America. The new model initiative will also be expanded, including the ad- dition of products that provide greater urban mobility. Sales volume growth should also benefit from the new premium models in the under-500 cc segment and a significantly expanded dealership network. The market launch of the G 310 R in the second half of 2016 will Performance Indicators 27 Financial and Non-financial 23 General and Sector-specific Environment 18 General Information on the BMW Group 23-Report on Economic Position 18-COMBINED MANAGEMENT REPORT 36 Further international growth for BMW Motorrad The aim of BMW Motorrad's strategic realignment is to achieve additional growth going forward. With this in mind, the Motorcycles segment is planning to engage in With its eRR concept study, BMW Motorrad is drawing attention to the many possibilities of a fully electric- powered supersport motorcycle. In terms of design and chassis technology, the eRR has taken its lead from the S 1000 RR supersport machine, but with an electric drive, and is an outstanding example of the possibilities of sustainable mobility. The R nineT Scrambler, G 310 R, F 700 GS and F 800 GS models were all on display for the first time at the EICMA. The F 700 GS and F 800 GS will both be avail- able to customers in time for the beginning of the 2016 motorcycling season. Apart from their powerful engines, they promise exceptional riding pleasure, both on- and off-road. Like its successful R nineT sister model, the R nineT Scrambler - which is due to go on sale in the summer - offers plenty of ways for owners to give it their own personal touch. Also scheduled for a summer launch is the G 310 R, which will deliver a combination of great dynamics and comfort, whether in town or out cruising on country roads. This innovative machine signals BMW Motorrad's entry into the under-500 cc segment as part of the strategic realignment of the Motorcycles segment, which is aiming for further growth and increasing internationalisation. 36.1 Other -5.6 Brazil -9.2 -8.1 Italy France -5.8 Great Britain -12.0 5.8 27 Overall Assessment by Management be an initial step in this direction. This motorcycle is designed to appeal to new markets and a younger tar- get group and will be produced in cooperation with the TVS Motor Company in India. Solid increase in deposit business Deposit business provides an important source of fund- ing for the Financial Services segment. The volume of customer deposits held at the year-end grew by a solid 8.4% to €13,509 million (2014: €12,466 million). 29-Review of Operations 38 Research and Development In the BMW and MINI brand pre-owned vehicle financ- ing and leasing lines of business, the number of new contracts signed by the segment fell slightly (−2.1%) to 327,391 contracts (2014: 334,289 contracts). The proportion of new BMW Group vehicles" leased or financed by the Financial Services segment was 46.3%, an increase of 4.6 percentage points over the previous year (2014: 41.7%). As in the previous year, credit financing and leasing busi- ness with retail customers was an important part of the segment's success in 2015. In total, 1,655,961 new con- tracts were signed during the period under report, 9.7% more than in the previous year (2014: 1,509,113 con- tracts). Leasing business registered a significant in- crease, growing year-on-year by 11.5%. Credit financing increased by 8.8%. As a proportion of new business, leas- ing accounted for 35.3% and credit financing for 64.7%. Further growth in new business Financial Services segment continues to grow The Financial Services segment remained on course in 2015, delivering another good performance within a diffi- cult market environment. In balance sheet terms, busi- ness volume grew by 15.4% to stand at €111,191 million (2014: €96,390 million), partly as a result of favourable currency factors. The contract portfolio under manage- ment at 31 December 2015 comprised 4,718,970 con- tracts (2014: 4,359,572 contracts; +8.2%). FINANCIAL SERVICES SEGMENT In line with the new growth strategy, during the year un- der report the decision was taken to expand the BMW motorcycle manufacturing plant in Berlin. Moreover, a new, state-of-the-art logistics centre is due to be con- structed right next to the Berlin plant. Significant increase in motorcycle production Overall, the BMW Group produced 151,004 motor- cycles during the year under report (2014: 133,615 units; +13.0%). This significant rise partly reflects the growing importance of BMW's production plants in Brazil, where 8,555 motorcycles were assembled (2014: 5,996 units; +42.7%) and in Thailand, where production more than doubled to reach 2,712 units (2014: 1,169 units). 87 BMW Stock and Capital Markets 83 Disclosures Relevant for Takeovers and Explanatory Comments Management System Relevant for the Financial Reporting Process 81 Internal Control System and Risk 63 Report on Outlook, Risks and Opportunities Reporting Period 62 Events after the End of the 59 Comments on Financial Statements of BMW AG 49 Results of Operations, Financial Position and Net Assets 45 Sustainability 44 Workforce 42 Sales and Marketing 41 Purchasing 29 Automotive Segment 35-Motorcycles Segment 36-Financial Services Segment Significant growth in insurance business Demand for insurance products remains high. In addition to the Group's financing and leasing products, customers can select from a broad range of insurance arrange- ments, addressing all aspects of individual mobility. Sig- nificant growth was recorded in 2015, with the num- ber of new insurance contracts signed up by 11.2% to 1,207,196 contracts (2014: 1,085,781 contracts). At 31 De- cember 2015, the insurance contract portfolio com- prised 3,200,742 contracts (2014: 2,874,158 contracts; +11.4%). as a percentage by region Position and Net Assets 35 Motorcycles Segment 29 Automotive Segment 29-Review of Operations 0.1 Performance Indicators 0.2 27 Financial and Non-financial 0.3 23 General and Sector-specific Environment 0.4 23-Report on Economic Position 0.5 18 General Information on the BMW Group 18-COMBINED MANAGEMENT REPORT 0.6 0.7 in % 36-Financial Services Segment Development of credit loss ratio 38-Research and Development Purchasing 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 63 Report on Outlook, Risks and Opportunities Reporting Period 62 Events after the End of the of BMW AG 59 Comments on Financial Statements Risk profile improved 0.37 0.50 0.46 0.48 0.49 11 ―12 13 ―14 15 49 Results of Operations, Financial 45 Sustainability 44 Workforce 42 Sales and Marketing 41 38 27 Overall Assessment by Management 11 Africa in %, basis: production material Regional mix of BMW Group purchase volumes 2015 Group. Investing in state-of-the-art manufacturing facili- ties and efficient structures increases the competitive- ness of in-house component production. During the financial year under report, the cornerstone was laid for a new lightweight design centre at the BMW Group's component production plant in Landshut. When com- pleted, the centre will house facilities for some 160 engi- neers, who will research innovative materials, composite construction concepts and manufacturing processes for future vehicle generations. The Purchasing and Supplier Network is also responsi- ble for component production throughout the BMW Investments safeguard productivity and technology leadership Increased globalisation, the interconnected nature of supplier markets and the widespread expansion of BMW Group sales and production operations around the world mean that the distribution of purchase volumes is changing continuously. In the coming years, the NAFTA region in particular will be the focus of growth, given the increasing volume of production planned for the Spartanburg plant in the USA. The addition of the BMW Group's new plant in San Luis Potosí, Mexico, which is scheduled to open in 2019, will reinforce this shift. The BMW Group remains com- mitted to achieving globally balanced growth in terms of sales, production and purchase volumes. This strategy also makes an important contribution to natural cur- rency hedging. Increasing pace of globalisation Asia/Australia The underlying objective of the BMW Group's pur- chasing, quality assurance and component production functions is to achieve the ideal balance between quality, innovation, flexible supply structures and com- petitive costs. At all levels - production materials, raw materials, services and capital goods - arrangements are in place to ensure that the BMW Group is able to react flexibly to fluctuations in demand, especially when operating within a volatile market environment. PURCHASING AND SUPPLIER NETWORK 41 COMBINED MANAGEMENT REPORT 29 Automotive Segment 29-Review of Operations Performance Indicators 27 Overall Assessment by Management 27 Financial and Non-financial 23 General and Sector-specific Environment 18 General Information on the BMW Group 23-Report on Economic Position Ideal balance between quality, innovation, flexibility and costs Rest of Western Europe 27 Financial and Non-financial The net positive amount from other operating income and expenses improved from €5 million to €94 mil- lion, mainly reflecting gains on the sale of marketable securities. including the increased size of the workforce and higher expenses for new IT projects. Depreciation and amortisation on property, plant and equipment and intangible assets recorded in cost of sales and in selling and administrative expenses amounted to €4,659 mil- lion (2014: €4,170 million). Compared to the previous year, selling and administra- tive expenses increased by €741 million to €8,633 million. Overall, selling and administrative expenses were equivalent to 9.4% (2014: 9.8%) of revenues. Adminis- trative expenses increased due to a number of factors, Compared to the previous year, research and develop- ment expenses increased by €136 million to €4,271 mil- lion. As a percentage of revenues, the research and de- velopment ratio fell by 0.5 percentage points to 4.6%. Research and development expenses include amortisa- tion of capitalised development costs amounting to €1,166 million (2014: €1,068 million). Total research and development expenditure - comprising research costs, non-capitalised development costs and capitalised de- velopment costs (excluding systematic amortisation thereon) - amounted to €5,169 million (2014: €4,566 mil- lion). The research and development expenditure ratio was therefore 5.6% (2014: 5.7%). The proportion of development costs recognised as assets was 39.9% (2014: 32.8%). The Automotive segment recorded a gross profit mar- gin of 17.7% (2014: 18.6%), while that of the Motor- cycles segment rose from 18.7% to 22.5%. In the Finan- cial Services segment, the gross profit margin came in at 13.3% (2014: 13.7%). Gross profit improved by 6.6% to €18,132 million, re- sulting in a gross profit margin of 19.7% (2014: 21.2%). The Group's cost of sales was 16.8% higher year-on- year, due to sales volume and currency factors. This line item mainly comprises manufacturing costs (2015: €43,685 million; 2014: €38,253 million), the cost of sales directly attributable to financial services (2015: €17,407 million; 2014: €14,716 million) and research and development expenses (2015: €4,271 million; 2014: €4,135 million). to €28,648 million (2014: €26,147 million). Particularly in China and South Korea, revenues increased on the back of higher sales volume figures and favourable cur- rency factors. Management System Relevant for the Financial Reporting Process 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets 68 Report on Risks and Opportunities 81 Internal Control System and Risk 63 Outlook Opportunities 63 Report on Outlook, Risks and 62 Events after the End of the Reporting Period 59 Comments on Financial Statements of BMW AG Position and Net Assets 49-Results of Operations, Financial 29 Review of Operations Performance Indicators 18-COMBINED MANAGEMENT REPORT In order to identify significant sustainability topics as early as possible, the BMW Group also carries out regu- lar materiality analyses. In this context, it analyses the importance of various challenges on society, both from the point of view of different stakeholder groups as well as from an internal BMW Group perspective. The results of the materiality analysis, which are shown in the materiality matrix, form a sound base for verifying the direction of the BMW Group's sustainability strategy. The matrix and other details are described in greater depth in the Sustainability Report 2015. Stakeholder dialogues and materiality analysis As a globally operating organisation, the BMW Group engages in constant exchange with a variety of stake- holders, both in Germany and abroad. This dialogue helps identify trends at an early stage, increase the scope of social engagement, and work better towards achieving sustainability targets. The BMW Group seeks contact with selected stakeholders in Europe, Asia and North America at events held under the banner of the BMW Group Dialogue. The resulting discussions enable the impact of current trends on the business environ- ment to be identified and provide useful feedback on activities undertaken by the BMW Group in this area. With its host of sustainability measures, the BMW Group is supporting the implementation of the UN's Sustain- able Development Goals (SDGs), which were adopted in September 2015. Even before the final version was pub- lished, the SDGs were taken into account when draw- ing up the list of topics for the Group's 2015 materiality analysis. 14.2 11.4 10.9 13.8 10.0 12.7 9.1 11.8 BMW Group BMW AG 11 ―12 ―13 14 ―15 9 -121 -4.1 116,324 5.1 45 COMBINED MANAGEMENT REPORT Proportion of non-tariff female employees at BMW AG/BMW Group in % 14 13 12 11.9 14.5 10 of 15 to 17%. The number of women in management positions rose to 14.5% for the BMW Group as a whole and 11.9% for BMW AG. Female representation in pro- grammes for young employees and interns in the year under report was approximately 44% for employee trainee programmes and 25% for student training pro- grammes. Profit before financial result (EBIT) amounted to €9,593 million (2014: €9,118 million). The personal commitment and creative ideas of our em- ployees are key factors in achieving sustainable success. This fact is underlined, for example, by the €17.5 mil- lion saved in 2015 alone through the CREATE ideas management system. The BMW Group safeguards the future viability of its business model and its long-term growth through sus- tainable activity. In terms of sustainability, the BMW Group focuses on three broad areas: the development of products and services for sustainable individual mobility (e.g. electric mobility and services such as DriveNow), the efficient handling of resources along the entire value-added chain, and its responsibility towards both its employees and society as a whole. SUSTAINABILITY 41 Purchasing Number of employees on unlimited employment contracts leaving the Company. 2.08 1.41 3.47 3.87 2.16 11 ―12 13 ―14 ―15 1.0 2.0 3.0 4.0 5.0 6.0 7.0 Employee attrition rate at BMW AG* as a percentage of workforce The workforce in Germany is becoming increasingly international in character, amply borne out by the fact that employees from over 100 countries work together successfully at the Munich site alone. Furthermore, a balanced age structure in the workforce encourages an exchange of skills and information between generations and plays an active role in reducing loss of know-how when employees retire. 35 Motorcycles Segment The financial result for the twelve-month period was a net negative amount of €369 million, an improvement of €42 million compared to the previous year. The result from equity-accounted investments, comprising the Group's share of the results of the joint ventures BMW Brilliance Automotive Ltd., Shenyang, DriveNow GmbH & Co. KG, Munich, and DriveNow Verwaltungs GmbH, Munich, fell by €137 million to €518 million. The net interest expense also deteriorated year-on-year, rising by €114 million to €433 million. This increase was partly attributable to higher net interest expenses from defined benefit pension plans. Other financial result in 2015 was a negative amount of €454 million, mostly arising in connection with the fair value meas- urement of currency and commodity derivatives. Com- pared to the previous year, other financial result im- proved by €293 million, mainly thanks to the lower negative impact of currency derivatives. In the previous year, impairment losses recognised on other investments, most notably on the investment in SGL Carbon SE, Wiesbaden, had also negatively impacted other finan- cial result. Income tax expense amounted to €2,828 million (2014: €2,890 million), corresponding to an effective tax rate of 30.7% (2014: 33.2%). The lower income tax expense for the twelve-month period was partly due to the changed regional earnings mix as well as inter- group pricing issues. The BMW Group retained its status as one of world's most attractive employers in 2015. In the latest "World's Most Attractive Employers" rankings published by the agency Universum, the BMW Group was once again named best German employer across all sectors and the most attractive automotive company in the world. Further progress made as attractive employer High level of investment to promote employee skill sets At €352 million, expenditure on basic and further training was 5.1% higher than one year earlier (2014: €335 million). Further training mainly focused on- advanced production techniques and new vehicle de- velopment technologies. with the BMW Group in the course of 2015. At the end of the reporting period, 4,700 young people were in vocational training and training programmes for promis- ing talent (2014: 4,595 apprentices; +2.3%). 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 63 Report on Outlook, Risks and Opportunities 62 Events after the End of the Reporting Period of BMW AG Position and Net Assets 49 Results of Operations, Financial 45-Sustainability The BMW Group expanded its international training activities in 2015 with the addition of new vocational training centres in Brazil, Mexico and Thailand. The number of new entrants at German sites offering voca- tional training remained constant at 1,200 apprentices. 59 Comments on Financial Statements All told, some 1,500 apprentices commenced training Dual vocational training expanded worldwide developing new technologies. 44-Workforce 42 Sales and Marketing 41 Purchasing 38 Research and Development 36 Financial Services Segment 35 Motorcycles Segment 29 Automotive Segment 29-Review of Operations Performance Indicators 27 Financial and Non-financial 23 General and Sector-specific Environment 18-COMBINED MANAGEMENT REPORT 18 General Information on the BMW Group 23-Report on Economic Position At 31 December 2015, the BMW Group employed a work- force of 122,244 people worldwide, 5.1% more than one year earlier (2014: 116,324 employees). The enlargement mainly reflects the ongoing expansion of the Group's international production network in addition to the tar- geted recruitment of the engineers, IT specialists and 27 Overall Assessment by Management skilled workers it needs to forge ahead with continually Workforce numbers higher The BMW Group again improved its ranking according to the Trendence agency's "European Graduate Barome- WORKFORCE BMW Group apprentices at 31 December 3,750 -116 122,244 6.2 -7,245 -7,697 4.4 2,894 5.0 -106,064 -111,410 3,021 Change in % - 31.12.2014 31.12.2015 BMW Group Other Financial Services Motorcycles Automotive BMW Group employees The proportion of women in the workforce as a whole, both in management functions and in training pro- grammes for young employees and interns, continued to increase. The figure for women as a percentage of the total BMW Group workforce improved to 18.1% (BMW AG: 15.3%), ahead of the internal target range Diversity constitutes a key factor in ensuring the BMW Group's continued competitiveness going forward, focusing on the three aspects of gender, origin/cultural background, and age/experience. Equal opportunities for all employees must be ensured, and diversity in the workforce encouraged and put to good use. In 2015, various measures were implemented with the aim of promoting diversity within the Group. Diversity as a competitive factor ter". In Trendence's "Young Professional Barometer Germany", the BMW Group occupied first place for the fourth year: in a row. In Universum's "Young Profes- sionals Study Germany", the BMW Group achieved its best results since 2007, taking first place in the "Engi- neering” and “Business” categories and coming third in the "IT" category. 3,899 4,266 4,445 4,595 4,700 -12 ―13 14 15 11 750 1,500 2,250 3,000 4,500 44 At the IAA, Rolls-Royce Motor Cars officially introduced a luxury convertible, the Rolls-Royce Dawn. The specially designed roof of the Dawn reduces noise in the vehicle's interior to a minimum. Rolls-Royce also announced its intention to develop an all-terrain vehicle. Rolls-Royce presents new luxury convertible 41 Purchasing 38 Research and Development 36 Financial Services Segment 35 Motorcycles Segment 29 Automotive Segment 29-Review of Operations Performance Indicators 27 Financial and Non-financial 23 General and Sector-specific Environment 18-COMBINED MANAGEMENT REPORT 18 General Information on the BMW Group 23-Report on Economic Position The Group's worldwide distribution network cur- rently consists of around 3,310 BMW, 1,550 MINI and 140 Rolls-Royce dealerships. In China alone, around 60 BMW dealerships were opened in 2015. Products and services are sold in Germany through BMW Group branches and by independent authorised dealers. Sales outside Germany are handled primarily by subsidiary 27 Overall Assessment by Management companies and, in a number of markets, by independent SALES AND MARKETING 42 1.4 Africa 15.9 NAFTA -4.6 -15.8 Rest of Western Europe Asia/Australia 19.7 Eastern Europe 42.6 Germany Germany Eastern Europe NAFTA Revenues of the Automotive segment grew by 13.8% to €85,536 million on the back of higher sales volume and the positive currency impact. Adjusted for exchange Earnings performance by segment 42-Sales and Marketing 44 Workforce 45 Sustainability 49 Results of Operations, Financial Also in October, MINI presented the new version of the Convertible, which remains the only model of its kind in the small car premium segment. The fully automatic textile top, featuring a totally automated opening and closing mechanism and sliding roof function, can be opened in 18 seconds, even while driving at speeds of up to 30 km/h. New models for the third-generation MINI The new MINI John Cooper Works has been available since April 2015. The new MINI Clubman followed at the end of October 2015. With its increased size and ad- ditional functionality, the Clubman has taken on a new dimension and now easily fits the bill as a household's first car. The model's outstanding chassis technology de- livers a high degree of driving comfort. Moreover, market launches were underpinned by select communication media, showcasing trendsetting inno- vations with a range of state-of-the-art technologies to highlight the exclusive luxury and exceptional comfort of the new BMW 7 Series. For example, Gesture Control, the new Display Key, BMW Touch Command, Executive Lounge, Ambient Lighting and the outstanding quality of materials were presented and described with all their special features. For the first time ever, exclusive product presentations were deployed to address potential customers well in advance of official announcements. For example, several months prior to market launch, more than 26,000 exist- ing and potential customers from several countries were invited to stylish presentations, where they had the opportunity to acquaint themselves with upcoming vehi- cles and their many new features. With the sixth generation of its 7 Series, the BMW Group is heralding a new era in the luxury segment. As the year's most important market launch, the 7 Series not only strengthens the brand, it also delivers an innovative interpretation of luxury. The new BMW 7 Series cele- brated its world debut at the International Motor Show (IAA) in Frankfurt in September and its market launch at the end of October 2015. New integrated marketing approach adopted for BMW 7 Series market launch The second generation of the BMW X1 was launched in October 2015. Alongside best values to date in terms of dynamics and efficiency, this highly successful model also comes with numerous optional features – a com- bination that will surely enable this new generation to continue where its predecessor left off. The extremely ef- ficient BMW X5 xDrive40e arrived on showroom floors in the USA in early October and launched worldwide in November. It is the first BMW Sports Activity Vehicle to combine the BMW xDrive all-wheel drive system with a more advanced plug-in hybrid system. This vehicle represents the next step in the process of transferring innovative drivetrain systems from BMW i models to the core BMW brand. Launched in June 2015, the new BMW 2 Series Gran Tourer is the first BMW to enter the multipurpose vehi- cle segment. It offers up to seven seats and space for three children's seats in the second row as a new stand- ard feature. The updated BMW 3 Series Sedan, the 3 Se- ries Touring and the M3 have all been on the market since the end of July. The new-look design highlights the sporting flair of the 3 Series, while new engines de- liver instant power more efficiently than ever before. The BMW brand forged ahead with its new model offen- sive in 2015. As successor to the 1 Series Convertible, the new BMW 2 Series Convertible has been on sale since February 2015. The BMW X5 M and X6 M models were launched in March. The updated models of the BMW 6 Series and M6 vehicles as well as the BMW 1 Se- ries have also been available since March. In the com- pact class, the facelifted BMW 1 Series excels with its sig- nificantly changed, more dynamic design. It is now available for the first time with powerful, highly efficient 3-cylinder petrol and diesel engines. BMW continues new model offensive BMW i Ventures invests in start-ups and growing com- panies that concentrate on mobility requirements in large urban areas. To date, the BMW i Ventures port- folio comprises 14 investments. 43 COMBINED MANAGEMENT REPORT ChargeNow makes public charging simple and transpar- ent and is therefore an important feature of sustainable electric mobility. With a single customer card, BMW i customers have access to a worldwide charging network. The stations are displayed via the Connected Drive ser- vices in the navigation unit, via the ChargeNow app or on the ChargeNow website. ParkNow is a service that facilitates parking, both on the street and in multi-storey car parks. Spaces in car parks can be found, booked and paid for, either online or via an app. Premium services for individual mobility Since 2011, the BMW Group and Sixt SE have operated the car-sharing service DriveNow in the form of a joint venture. The integration of electric vehicles in these operations is seen as an increasingly important aspect of the business. For this reason, over 800 BMW i3 vehi- cles were added to various DriveNow fleets during the period under report. Electric vehicles accounted for approximately 20% of the DriveNow fleet at 31 De- cember 2015 and DriveNow was being used by some 580,000 customers worldwide. With AlphaCity, com- panies can offer their staff an alternative car-sharing op- tion for both business and private use. Profit before tax increased to €9,224 million (2014: €8,707 million). The pre-tax return on sales was 10.0% (2014: 10.8%). With BMW i 360° ELECTRIC, the BMW Group pro- vides a comprehensive product and service portfolio for charging both battery-driven vehicles and plug-in hybrids worldwide. The BMW i wall boxes and an in- stallation service are available for simple, quick, emis- sions-free home charging. As an on-the-road solution, BMW i is offering the ChargeNow mobility service with the most wide-ranging network of public charging stations globally. With over 38,000 charging points in 25 countries, ChargeNow is the largest service provider of its kind in the world. Premium". The programme gives participants an exclu- sive insight into innovative and future-oriented trends from the worlds of design, innovation, culture, cuisine and travel. The BMW i8 stands for a responsible attitude that com- bines sustainability and an exclusive lifestyle. With this in mind, the BMW i Pure Impulse Experience programme has been created under the name "Next Under the brand name BMW i, the BMW Group offers solutions for urban mobility that include not only the vehicles themselves, but also services such as car sharing, parking and battery charging. Two years on from its sales launch, the BMW i3 has meanwhile established itself among the front runners in its segment and is now one of the three best-selling electric vehicles in the world. BMW i vehicles are currently on sale in 50 coun- tries. Over 80% of BMW i buyers are first-time customers for the BMW Group. BMW i now well-established The "Digital Services and Business Models" unit has been set up to make better use of the opportunities of- fered by digitalisation and to highlight the significance of connected mobility beyond the vehicle. The objective of this new customer-oriented function is to create a comprehensive range of integrated digital services for state-of-the-art mobility and to manage the expansion of those services going forward. 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process Connected mobility and digital services expanded In 2015, the BMW Group stepped up its activities in the world of connected mobility. With Connected Drive, the BMW Group occupies a leading position as provider of online-based services in vehicles and the connectivity 59 Comments on Financial Statements of driver, vehicle and environment. Connected Drive is meanwhile available in 45 markets. Comprehensive connectivity via the on-board SIM card features in more than 95% of all new BMW cars. Besides its well-known functions, such as the intelligent emergency call, the Concierge Call or the real-time traffic information fea- ture, Connected Drive also includes new highlights such as a Wi-Fi hotspot in the new BMW 7 Series. It is also possible to integrate apps from external providers. All Connected Drive functions can be ordered either conveniently from home or directly in the vehicle itself via the Connected Drive Store, which is meanwhile available in 18 markets. import companies. The dealership and agency network for BMW i currently covers some 950 locations. 63 Report on Outlook, Risks and Opportunities Reporting Period 62 Events after the End of the of BMW AG Position and Net Assets The global dealership and agency network for BMW i currently covers some 950 locations. A total of 438 se- lected BMW i partners are currently offering this brand on the direct sales markets of Europe and Japan. The i models are also being offered in ten direct sales markets via new sales channels, one of which is the "Customer Interaction Center". Furthermore, the "Mobile Sales Advisor" sales channel has meanwhile become an inte- gral component of the BMW i sales model in seven mar- kets. The BMWi online sales platform gives customers in the Netherlands, Belgium and Luxembourg the oppor- tunity to order a BMW i3 via the Internet. 36 Financial Services Segment 42 Sales and Marketing Guidelines of the Global Reporting Initiative (GRI G4), the most commonly used set of guidelines for sustain- ability reporting. The Sustainable Value Report 2015 is drawn up in accordance with the "comprehensive op- tion" and is published at the same time as the Annual Report 2015. Environment 27 Financial and Non-financial Performance Indicators 29-Review of Operations 29 Automotive Segment 35 Motorcycles Segment 36 Financial Services Segment 38 Research and Development 41 Purchasing 42 Sales and Marketing 23 General and Sector-specific 44 Workforce 49 - Results of Operations, Financial Position and Net Assets 59 Comments on Financial Statements of BMW AG 62 Events after the End of the Reporting Period 63 Report on Outlook, Risks and Opportunities 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 45-Sustainability 83 Disclosures Relevant for Takeovers Further information on the subject of sustainability within the BMW Group and the main topics is provided in the Sustainability Report, which can be accessed on- line at http://www.bmwgroup.com. The Sustainable 27 Overall Assessment by Management Value Report 2015 was drawn up in accordance with the 23-Report on Economic Position Water consumption Process wastewater -45.1% Non-recyclable waste -78.9% Solvent emissions CO₂ emissions -51.4% -45.7% In 2015, the BMW Group reduced the consumption of resources and emissions per vehicle produced by an average of 7.0% compared with the previous year, giving rise to savings of €8.2 million. The BMW Group again cut the energy consumption per vehicle produced by 2.7% to 2.19 MWh during the period under report (2014: 2.25 MWh). The utilisation of highly efficient, ecologically sustainable combined heat and power plants (CHPs) and electricity generated from renewable sources at our production sites, as well as improved energy efficiency measures, enabled production-related CO2 emissions per vehicle produced to be forced down by another 13.6% year-on-year to 0.57 tonnes during the period under re- port (2014: 0.66 tonnes). At 2.24 m³ per vehicle produced, larger donations to the BMW Foundation Herbert Quandt and to the Eberhard von Kuenheim Foundation. water consumption was slightly higher than one year earlier, largely due to increased cooling requirements caused by the hot summer in Germany (2014: 2.18 m³; +2.8%). At 0.45 m³, the volume of process wastewater per vehicle produced fell by 4.3% (2014: 0.47m³). The volume of non-recyclable production waste was further reduced to 4.00 kg per vehicle produced in 2015 (2014: 4.93 kg; -18.9%). Solvent emissions were successfully curtailed by 5.4% to 1.22 kg per vehicle produced during 2015 (2014: 1.29 kg). 38 Research and Development In the year under report, for instance, the proportion of goods transported by air freight was significantly re- duced. At 63.1%, the proportion of new vehicles leaving BMW Group plants by rail was maintained at a high level (2014: 63.3%). resources policies In 2015, the BMW Group reinforced its position as one of the most attractive employers in the world. The prominent role played in the field of sustainability helps employees identify with the business and its products. This strong sense of identification is one of the factors contributing to the low attrition rate within the BMW Group, in turn helping to keep personnel recruitment expenses on the low side. Social engagement The BMW Group expended a total of €39.1 million (2014: €34.5 million) for social engagement in 2015, in- cluding €17.1 million (2014: €10.2 million) in the form of donations. The sharp increase in overall expenditure for social engagement compared to 2014 mainly reflects 48 18-COMBINED MANAGEMENT REPORT 18 General Information on the BMW Group Sustainability along the entire value-added chain Sustainability criteria are not only a vital aspect of in- house production, they also play a major role in the selection and assessment of suppliers as well as in the field of transport logistics. The active management of sustainability risks along the supply chain mitigates compliance and image risks. With this in mind, the BMW Group has integrated a comprehensive system of sustainability management in its purchasing processes. The amount of energy required for transportation world- wide has continued to rise sharply in recent years. In order to keep CO2 emissions to an absolute minimum, the principle "production follows the market" is applied. In addition, the proportion of CO2-efficient modes of transport is being increased continually. -36.0% -31.3% and Explanatory Comments Environment Financial result Profit before tax Income taxes Net profit *Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2014: 275,891 units, 2015: 282,000 units). 2015 2014 -92,175 -80,401 Other financial result -74,043 18,132 17,005 -8,633 -7,892 914 -877 -820 -872 9,593 -63,396 87 BMW Stock and Capital Markets Interest and similar expenses Result from equity accounted investments 49 COMBINED MANAGEMENT REPORT Report on Economic Position Results of Operations, Financial Position and Net Assets Earnings performance Once again, the BMW Group achieved year-on-year growth in revenues, sales volume and profit before tax in the financial year 2015. The number of BMW, MINI and Rolls-Royce brand cars sold rose by 6.1% to 2,247,485* units. The BMW Group recorded a net profit of €6,396 million for the financial year ended 31 December 2015 (2014: €5,817 million). The post-tax return on sales was 6.9% (2014: 7.2%). Earnings per share of common and pre- ferred stock were €9.70 and €9.72 respectively (2014: €8.83 and €8.85 respectively). BMW Group revenues increased by 14.6% year-on-year to reach €92,175 million (2014: €80,401 million). The main growth drivers were higher sales volume and fa- vourable currency factors. Adjusted for exchange rate factors, revenues rose by 7.7%. Revenues mainly comprise the sale of vehicles and re- lated products (2015: €68,643 million; 2014: €60,280 mil- lion), lease instalments (2015: €8,965 million; 2014: €7,748 million), the sale of vehicles previously leased to Group Income Statement Interest and similar income in € million External revenues recorded by the segments were generally up on the previous year's figure. Revenues from the sale of BMW, MINI and Rolls-Royce brand cars were significantly higher (14.1%) than one year earlier. Adjusted for exchange rate factors, revenues grew by 7.4% and therefore slightly faster than sales volume. The positive currency impact was mainly attributable to the change in the average exchange rates of the US dollar, the Chinese renminbi and the British pound against the euro. The BMW Group recorded a significant year-on-year rise (18.7%) in external revenues from its Motorcycles business. External revenues generated with Financial Services business were 16.1% up on the previous year. Adjusted for exchange rate factors, exter- nal revenues for the Motorcycles and Financial Services segments increased by 15.6% and 8.0% respectively. Group revenues are spread across all regions, with the Europe region (including Germany) accounting for 45.6% (2014: 46.8%), the Americas region for 23.3% Revenues Cost of sales Gross profit Selling and administrative expenses Other operating income Other operating expenses Profit before financial result customers (2015: €8,181 million; 2014: €6,716 million) and interest income on loan financing (2015: €3,253 mil- lion; 2014: €2,881 million). Energy consumption Competitive thanks to sustainable human Clean production ― Environmental and social standards in the supply chain/sustainable sourcing - Human rights - Prevention of corruption and anticompetitive behaviour -Alternative drivetrain technologies -Product safety -Connected and autonomous driving -Mobility concepts and services - Data protection ― Attractive workplace, talent attraction and retention -Diversity and equal opportunity The efficient use of resources is an important aspect of running the business on a sustainable basis. When applied to all production-related processes, resource efficiency helps protect the environment and minimise costs. Since 2006, the consumption of resources and emissions per vehicle produced has been reduced by an average of 48.1%. The individual figures are as follows: - Customer satisfaction ― Design for recycling and resource efficiency - Occupational health and safety -Responsible marketing and product communication ― Employee-management relations -Involvement with local communities - Biodiversity 23 General and Sector-specific 20 Management System 23-Report on Economic Position External revenues in Germany edged up by 3.1%. In the Rest of Europe region and in the Americas region, ex- ternal revenues increased by 16.2% and 29.4% respec- tively. Good contributions to the increase in Europe were made by Great Britain, France, Spain and Italy. Reve- 27 Overall Assessment by Management nues in the Africa, Asia and Oceania region grew 9.6% (2014: 20.7%) and the Africa, Asia and Oceania region for 31.1% (2014: 32.5%) of business. 18 General Information on the BMW Group 18 Business Model 18-COMBINED MANAGEMENT REPORT -Responsible financial services -Energy use and GHG emissions of operations and supply chain -Air emissions of vehicles -Use of urban space Waste and water pollution 44 Workforce 45-Sustainability 49 Results of Operations, Financial Position and Net Assets 59 Comments on Financial Statements of BMW AG 62 Events after the End of the Reporting Period 63 Report on Outlook, Risks and Opportunities 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets Less important Importance for the stakeholders ► 46 Materiality matrix Absolute crucial -Water consumption -Vehicle efficiency and CO2 emissions -Air emissions of operations and supply chain 50 5,817 ― Employee development and training -Socio-economic impacts in society -2,890 ― Corporate Citizenship -Efficient use of materials in operations and supply chain Less important Importance for the BMW Group ► Low materiality Medium materiality High materiality 6,396 Absolute crucial Sustainability ratings In 2015, the BMW Group maintained its position among the world's leading carmakers in terms of sustainability and again secured excellent placings in widely regarded ratings. In the Dow Jones Sustainability Indices (DJSI), the BMW Group took first place in the Automobiles sec- tor and remains the only enterprise in this sector to have been consecutively listed in the index since its inception. In the Global 500 rating of the Carbon Disclosure Project (CDP), the BMW Group achieved 100 out of a possible 100 points for transparent reporting for the third time in a row and the top mark “A” for climate protection measures, making it one of only three companies to have achieved the CDP's top mark "A" six times running. The BMW Group was also included in the British FTSE4Good Index again in 2015. 47 COMBINED MANAGEMENT REPORT Fleet carbon emissions again reduced The development of sustainable products and services is an important aspect of the BMW Group's business model. CO2 emissions levels are continually being re- duced by incorporating Efficient Dynamics technolo- gies in all of the Group's vehicles. The scope of electri- fication within the fleet was further increased in 2015. These measures form the basis for complying with le- gally stipulated CO2 and fuel consumption limits moving forward. Between 1995 and 2015, the average amount of CO2 emitted by the Group's three brands sold in Europe fell by 39.5%. In 2015, the BMW Group's fleet of new vehicles sold in Europe (EU-28) consumed an average of 4.7 litres of diesel per 100 km and 5.7 litres of petrol respectively. CO2 emissions averaged 127 grams per km. -Donations and philanthropy - Corporate volunteering -Political involvement 200 -618 -747 185 655 518 9,118 -369 -411 -519 9,224 -2,828 8,707 -454 Net financial assets Automotive segment Less: external financial liabilities* Financial assets Intragroup net financial assets Marketable securities and investment funds Cash and cash equivalents in € million 53 COMBINED MANAGEMENT REPORT *Excluding derivative financial instruments. 31.12.2015 31.12.2014 3,952 5,752 4,326 3,366 -11,278 -8,583 19,556 17,701 -2,645 Net financial assets of the Automotive segment comprise the following: from financing activities went up by €4,101 million to €10,028 million, mainly influenced by the change in other financial liabilities. -7,524 3,481 liquidity planning, the excess amount was €5,404 mil- lion (2014: €3,481 million). Free cash flow for the Automotive segment was as follows: in € million Cash inflow from operating activities - Cash outflow from investing activities Net investment in marketable securities and term deposits Free cash flow Automotive segment 2015 2014 Cash and cash equivalents 31.12.2015 +73 Currency trans- lation, changes in Group composition -3,478 11,836 9,423 6,122 -5,836 1,092 -106 5,404 Cash outflows for operating activities in the Financial Services segment are driven primarily by cash flows re- lating to leased products and receivables from sales fi- nancing and totalled €10,351 million (2014: €4,715 mil- lion). Overall, cash outflows from investing activities totalled €140 million (2014: €297 million). Cash inflows 16,911 Free cash flow of Automotive segment Refinancing 15,000 7,500 Maturity (years) within 1 between 1 and 5 later than 5 42,160 41,289 8,234 lion on European capital markets. Bonds were also issued in British pounds, US dollars, Australian dollars, South Korean won and other currencies for a total amount of €6.35 billion. Nine public ABS transactions were executed in 2015, in- cluding three in the USA, two each in Germany and China, and one each in Canada and France, with a total volume equivalent to €5.7 billion. Further funds were also raised via new ABS conduit transactions in Canada, Japan and Switzerland totalling €1.1 billion. Other exist- ing transactions remained in place in various countries, including the UK, South Korea, South Africa, Brazil and Australia. The regular issue of commercial paper also strengthens the BMW Group's financial basis. The following table provides an overview of amounts utilised at 31 December 2015 in connection with the BMW Group's money and capital market programmes: Liabilities from customer deposits (banking) Asset-backed financing transactions Bonds Bonds 40,319 Asset-backed financing transactions Amount utilised Australian Medium Term Notes Commercial paper Euro Medium Term Notes in € billion Programme -1,539 22,500 4,550 Derivative instruments -13,509 -12,720 5,415 Commercial paper Liabilities to banks Liabilities from customer deposits (banking) -13,631 Other 30,000 37,500 in € million 45,000 Performance Indicators 27 Financial and Non-financial 23 General and Sector-specific Environment 20 Management System 23-Report on Economic Position 18 General Information on the BMW Group 18 Business Model Apart from issuing commercial paper on the money market, the BMW Group's financing companies also issue bearer bonds. In addition, retail customer and dealer financing receivables on the one hand and leas- ing rights and obligations on the other are securitised in the form of asset-backed securities (ABS) financing arrangements. Financing instruments employed by the Group's in-house banks in Germany and the USA (e.g. 27 Overall Assessment by Management customer deposits) are also used as a supplementary 29 Review of Operations 18-COMBINED MANAGEMENT REPORT Financing measures undertaken centrally ensure access to liquidity for the Group's operating subsidiaries on market-based and consistent conditions. Funds are ac- quired with a view to achieving a desired structure for the composition of liabilities, comprising a finely tuned mix of financing instruments. The use of longer-term financing instruments to finance the Group's financial services business and the maintenance of a sufficiently high liquidity reserve serves to avoid the liquidity risk intrinsic to any large portfolio of contracts. This prudent approach to financing also bolsters BMW AG's ratings. Further information is provided in the "Liquidity risks" section of the "Report on outlook, risks and opportu- nities". 3. Focus on value by optimising financing costs. 2. Autonomy through the diversification of refinancing instruments and investors, and 1. The ability to act at all times by assuring permanent access to strategically important capital markets, The overall objective of Group financing is to ensure the solvency of the BMW Group at all times. Achieving this objective is tackled in three strategic areas: A broadly based range of instruments transacted on in- ternational money and capital markets is used to refi- nance worldwide operations. Practically all of the funds raised are used to finance the BMW Group's Financial Services business. 54 14,223 source of financing. Owing to the increased use of in- ternational money and capital markets to raise funds, the scale of funds raised in the form of loans from in- 59 Comments on Financial Statements ternational banks is relatively small. Position and Net Assets BMW Group - financial liabilities Liabilities to banks Derivative instruments Commercial paper Other in € million BMW Group - financial liabilities 49-Results of Operations, Financial In the course of 2015, the BMW Group issued eight euro benchmark bonds with a total issue volume of €6.75 bil- 68 Report on Risks and Opportunities 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets 63 Outlook Opportunities 63 Report on Outlook, Risks and 62 Events after the End of the Reporting Period of BMW AG Thanks to its good ratings and the high level of accept- ance it has on capital markets, the BMW Group was again able to refinance operations during the financial year 2015 on debt capital markets. In addition to the issue of bonds and loan notes on the one hand and private placements on the other, commercial paper was also issued. Additional funds were raised via new secu- ritised instruments and the prolongation of existing in- struments. As in previous years, all issues were highly sought after by both private and institutional investors. activities +5,004 Other Entities. Cash outflow from investing activities -7,603 23 General and Sector-specific 51 COMBINED MANAGEMENT REPORT Revenues by segment in € million Profit/loss before tax by segment in € million 2015 2014 2015 2014 Automotive 85,536 -75,173 Automotive -7,523 6,886 Motorcycles 7 7 36.3 1,723 1,975 Financial Services Environment 20,599 Financial Services -107 -179 Motorcycles -1,679 1,990 23,739 At €3,427 million, selling expenses were slightly lower than one year earlier (2014: €3,533 million). Administrative expenses went up by 15.5% to €2,610 mil- lion, mainly as a result of new IT projects and the higher workforce size. Research and development expenses related mainly to 27 Overall Assessment by Management new vehicle models (including relevant expenses relat- After deducting the expense for taxes, the Company reports a net profit of €2,741 million, compared to €3,229 million in the previous year. Financial and net assets position Capital expenditure on intangible assets and property, plant and equipment in the year under report amounted to €2,748 million (2014: €3,150 million), down by 12.8% compared to the previous year. Depreciation and amor- tisation amounted to €2,072 million (2014: €1,890 mil- lion). At €3,250 million, the carrying amount of investments was similar to one year earlier (2014: €3,236 million). Inventories increased to €4,267 million (2014: €3,859 mil- lion) due to higher business volumes generally and stocking up in conjunction with the introduction of new models. The expense for income taxes relates primarily to cur- rent tax for the financial year 2015. Receivables from subsidiaries climbed by €1,029 million to €6,229 million, largely in conjunction with intragroup financing receivables. Liquidity within the BMW Group is managed centrally by BMW AG on the basis of a group-wide liquidity concept, which revolves around the strategy of concentrating a significant part of the Group's liquidity at the level of BMW AG. An important instrument used to achieve this aim is the cash pool headed by BMW AG. The liquidity position reported by BMW AG therefore reflects the global activities of BMW AG and other Group companies. Cash and cash equivalents went down by €595 million to €2,478 million. This decrease over the twelve-month period was mainly due to the increase in funds invested in marketable securities as a strategic liquidity reserve. At the same time, intragroup refinancing volumes at the level of BMW AG were also reduced. Equity rose by €861 million to €12,927 million, while the equity ratio improved from 35.2% to 37.0%. In order to secure obligations resulting from pre-retire- ment part-time working arrangements and pension obli- gations, investments in fund assets totalling €496 million were transferred to BMW Trust e.V., Munich, in con- junction with a Contractual Trust Arrangement (CTA). Fund assets are offset against the related guaranteed ob- ligations. The resulting surplus of assets over liabilities is reported in the BMW AG balance sheet on the line "Sur- plus of pension and similar plan assets over liabilities". Pension provisions, net of designated plan assets, in- creased from €12 million to €82 million. The increase in other provisions related mainly to sales- related obligations, pending losses on commodity and currency contracts, warranties and personnel-related obligations. The decrease in other receivables and other assets to €1,820 million (2014: €2,502 million) was mainly at- tributable to a lower volume of genuine repurchase (repo) transactions in place at the end of the reporting period and lower tax receivables. Other Entities The profit from ordinary activities decreased from €5,163 million to €4,572 million. The net positive amount of other operating income and expenses improved by €156 million to €184 million, and included primarily realised exchange rate gains and losses as well as reversals of and allocations to provisions. 27 Financial and Non-financial Performance Indicators 29 Review of Operations 49 Results of Operations, Financial Position and Net Assets ing to the start-up of the new 7 Series), the development of drive systems and work on other innovations. Over- all, research and development expenses increased by 59-Comments on Financial Statements 14.6% year-on-year. The financial result deteriorated by €594 million, mainly as a result of lower gains on the fair value measurement of designated plan assets and the reduction in the dis- count interest rate used in conjunction with pension and other non-current personnel provisions. Lower write- downs on investments worked in the opposite direction. of BMW AG Reporting Period 63 Report on Outlook, Risks and Opportunities 63 Outlook 68 Report on Risks and Opportunities 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets 62 Events after the End of the 211 -154 Eliminations The cash flow statement for the Automotive segment shows that the cash inflow from operating activities ex- ceeded the cash outflow from investing activities by €4,312 million (2014: €3,587 million). Adjusted for net investments in marketable securities and term deposits with longer terms totalling €1,092 million (2014: outflow of €106 million), mainly in conjunction with strategic After adjusting for the effects of exchange rate fluc- tuations and changes in the composition of the BMW Group with a total positive amount of €73 million (2014: €88 million), the various cash flows resulted in a decrease of cash and cash equivalents of €1,566 mil- lion (2014: increase of €17 million). The cash outflow from investing activities exceeded the cash inflow from operating activities by €6,643 million in 2015. A similar constellation arose in the previous year, when the shortfall had amounted to €3,204 million. Cash inflow from financing activities totalled €5,004 mil- lion (2014: €3,133 million). Proceeds from the issue of bonds brought in €13,007 million (2014: €10,892 mil- lion), compared with an outflow of €8,908 million (2014: €7,249 million) for the repayment of bonds. Non-cur- rent other financial liabilities resulted in a cash inflow of €9,715 million (2014: €5,900 million) and a cash outflow of €8,802 million (2014: €5,697 million). The net cash inflow for current other financial liabilities was €2,648 million (2014: €2,132 million). The change in commercial paper gave rise to a net cash outflow of €498 million (2014: €1,012 million). The payment of dividends resulted in a cash outflow of €1,917 million (2014: €1,715 million). Further information on investments is provided in the section on the net assets position. The cash outflow for investing activities amounted to €7,603 million (2014: €6,116 million) and was thus 24.3% higher than in the previous year. The principal reasons for the higher cash outflow were a €647 million increase in expenditure for investments (2014: €99 million) relating to the acquisition of a shareholding in THERE Holding B.V., Amsterdam, (accounted for at equity) for an amount of €668 million and a €1,077 million increase in the net outflow for investments in marketable secu- rities and term deposits with longer terms (2015: out- flow of €1,221 million). The net outflow for these items comprises investments in marketable securities and term deposits on the one hand, and proceeds from the sale of marketable securities and the expiry of term de- posits on the other. Change in cash and cash equivalents 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets 63 Outlook Opportunities 63 Report on Outlook, Risks and Reporting Period 62 Events after the End of the of BMW AG 68 Report on Risks and Opportunities 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process The cash inflow from operating activities in 2015 de- creased by €1,952 million to €960 million (2014: €2,912 million), mainly reflecting a €2,739 million 59 Comments on Financial Statements increase in receivables from sales financing offset by a €298 million decrease in inventories (2014: increase of €971 million). in € million 10,000 +960 activities 7,688 Cash inflow from operating Cash and cash equivalents 31.12.2014 1,000 11,000 2,000 4,000 5,000 6,000 7,000 8,000 9,000 3,000 Cash inflow from financing Cash flows from operating activities are determined indirectly, starting with Group and segment net profit. By contrast, cash flows from investing and financing activities are based on actual payments and receipts. Position and Net Assets Profit before financial result (EBIT) amounted to €7,836 million (2014: €7,244 million), giving an EBIT margin of 9.2% (2014: 9.6%). Other operating income and expenses deteriorated by €19 million to a net expense of €82 million. Compared to the previous year, selling and administra- tive expenses s increased by €574 million to €7,219 mil- lion. Administrative expenses increased due to a number of factors, including the increased size of the workforce and higher expenses for new IT projects. Overall, selling and administrative expenses were equivalent to 8.4% (2014: 8.8%) of revenues. rate factors, the increase was 6.3%. The gross profit margin was at a similar level to the previous year at 17.7% (2014: 18.6%). 8,707 9,224 The financial result of the Automotive segment was a net negative amount of €313 million, an improvement of €45 million compared to the previous year. The result from equity-accounted investments, comprising the segment's share of the results of the BMW Brilliance Automotive Ltd., Shenyang, joint venture and the two DriveNow entities, was €137 million lower than one year earlier. The interest result for the year deteriorated by €146 million to a net expense of €435 million. This was partly attributable to higher net interest expenses from defined benefit pension plans. Other financial result in 2015 was a negative amount of €396 million, mostly arising in connection with the fair value meas- urement of currency and commodities derivatives. Compared to the previous year, other financial result improved by €328 million, mainly thanks to the lower negative impact of currency derivatives. In the previous year, impairment losses recognised on other investments, most notably on the investment in SGL Carbon SE, Wiesbaden, had also negatively impacted other finan- cial result. Group -163 -664 Eliminations -17,057 -19,097 92,175 Group 80,401 operating, investing and financing activities. Cash and cash equivalents in the cash flow statements correspond to the amount disclosed in the balance sheet. Overall, the Automotive segment reports a solid rise in profit before tax to €7,523 million (2014: €6,886 million). Segment profit before tax improved by €72 million to €179 million on the back of higher sales volume. 49-Results of Operations, Financial 29 Review of Operations Performance Indicators 27 Overall Assessment by Management 27 Financial and Non-financial 23 General and Sector-specific Environment 20 Management System 23-Report on Economic Position Motorcycles segment revenues were 18.5% up on the previous year. Adjusted for exchange rate factors, the in- crease was 15.4%. 18 General Information on the BMW Group 18 Business Model 52 The consolidated cash flow statements for the Group and the Automotive and Financial Services segments show the sources and applications of cash flows for the finan- cial years 2015 and 2014, classified into cash flows from Financial position The negative impact on earnings at the level of profit be- fore tax reported in the Eliminations column increased from €163 million in 2014 to €664 million in 2015, mainly due to an increase in new leasing business and changes in the leased products portfolio. The previous year's figures had also benefited from elimination re- versal effects. Profit before tax in the Other Entities segment, at €211 million, was €57 million higher than one year earlier. Financial Services segment revenues grew by 15.2% to €23,739 million. Adjusted for exchange rate factors, rev- enues went up by 7.6%. The segment's revenue perfor- mance primarily reflects the growth of its contract port- folio. The gross profit margin, at 13.3%, was roughly in line with the previous year (2014: 13.7%). Selling and administrative expenses were €129 million higher at €1,164 million. Other operating income and expenses improved by €17 million to a net expense of €8 million. Overall, the Financial Services segment reports profit before tax of €1,975 million, 14.6% up on the previous year (2014: €1,723 million). 18-COMBINED MANAGEMENT REPORT 0.3 Cash and cash equivalents went down by €1,566 million to €6,122 million, due to investments made in mar- ketable securities. Changes in cash and cash equiva- lents are described in the "Financial position" section. Liquid funds stood at a high level of €11.4 billion at 31 December 2015. The BMW Group also has access to a syndicated credit line of €6 billion, with a term up to October 2018. This credit line, which is provided by a consortium of 38 international banks, had not been utilised at the end of the reporting period. 10.4 9.2 -1,904 9.3 2,102 Shareholders -1.0 16.0 - 3,306 14.8 3,340 Government/public sector 10.7 -8.4 -1,733 8.5 1,918 Providers of finance 11.3 47.4 - 9,764 Group 4,267 19.0 3,894 14.8% 8.5% Net value added Employees 48.3% in % BMW Group value added 2015 58 * Cost of materials comprises all primary material costs incurred for vehicle production plus ancillary material costs (such as customs duties, insurance premiums and freight). 9.2 -48.3 100.0 42.1 0.1 19 0.1 100.0 22,524 Net value added 27 Minority interest 9.6 18.9 20,620 10,870 Employees Applied to 12.2 11,398 54.1 44,078 -54.8 51,145 14.6 100.0 81,434 100.0 -9,012 93,289 877 1.0 914 0.2 -156 0.2 200 98.7 -80,401 98.8 -1.1 Providers of finance Government/public sector 11.1 67.0 9.2 25.3 20,620 24.2 22,524 Net value added 9.5 -7,724 8.8 8,222 62,543 intangible and investment assets 8.5 34.8 -28,344 33.0 -30,746 Gross value added Bought-in costs 17.8 65.2 53,090 Depreciation and amortisation of total tangible, 9.3% Shareholders 19.0% - Automotive equity ratio 39.2 -40.1 % Group equity ratio 24.2 24.8 % 16.3 17.1 % % -24.6 % Group post-tax return on equity- Group pre-tax return on equity Group post-tax return on sales -7.2 6.9 % -10.8 10.0 24.5 % 8.2 Financial Services equity ratio Coverage of cash outflow from investing activities by cash inflow from operating activities (Group) Cash outflow from investing activities (Group) Cash inflow from operating activities (Group) Financial Services Return on equity Motorcycles 21.8 -31.6 % Automotive 8.8 61.7 % Group 20.8 19.3 % Return on capital employed 158.1 169.9 % Coverage of intangible assets, property, plant and equipment by equity (Group) -72.2 92,175 Group pre-tax return on sales 10.4 68 Report on Risks and Opportunities 81 Internal Control System and Risk 63 Outlook Opportunities 63 Report on Outlook, Risks and Reporting Period 62 Events after the End of the of BMW AG 59-Comments on Financial Statements Position and Net Assets 49 - Results of Operations, Financial Management System Relevant for the Financial Reporting Process 29 Review of Operations 27 Overall Assessment by Management 27 Financial and Non-financial Environment 23 General and Sector-specific 20 Management System 23-Report on Economic Position 18 Business Model 18 General Information on the BMW Group 18-COMBINED MANAGEMENT REPORT Minority interest 0.1% Group Performance Indicators % 83 Disclosures Relevant for Takeovers and Explanatory Comments Depreciation and amortisation % -16.5 15.5 % Group EBIT margin Group EBITDA margin Group gross margin 21.2 19.7 % 87 BMW Stock and Capital Markets 2014 12.2 Key performance figures Other expenses 24.2 54.8 Cost of materials Net value added Depreciation and amortisation -8.8 Cost of materials 0 Other expenses 2015 5.6 in % in € million 46% 40% 48% Current assets Non-current assets Total equity and liabilities in € billion Balance sheet structure - Automotive segment 172 155 155 172 2015 2014 2014 2015 5% 4% thereof cash and cash equivalents 38% 37% 36% 39% Equity 17% - Non-current provisions and liabilities 57 COMBINED MANAGEMENT REPORT The compensation of the Board of Management com- prises both a fixed and a variable component. Bene- fits are also payable – primarily in the form of pension benefits - at the end of members' mandates. Further details, including an analysis of remuneration by each individual, are disclosed in the Compensation Report, which can be found in the section "Statement on Corporate Governance". The Compensation Compensation Report Overall, the results of operations, financial position and net assets position of the BMW Group continued to de- velop positively during the year under report. The Group equity ratio at the end of the reporting period was 24.8% (31 December 2014: 24.2%). The equity ratio of the Automotive segment was 40.1% (31 December 2014: 39.2%) and that of the Financial Services segment was 8.2% (31 December 2014: 8.8%). 83 79 79 83 -2015 Current provisions and liabilities 2014 2014 2015 5% thereof cash and cash equivalents 43% Current provisions and liabilities 43% 54% 52% 18% 7% 38% 38% - Non-current provisions and liabilities Environment 23 General and Sector-specific 20 Management System 23-Report on Economic Position 18 Business Model 18 General Information on the BMW Group 18-COMBINED MANAGEMENT REPORT Pension provisions decreased from €4,604 million to €3,000 million over the twelve-month period, mainly as a result of the higher discount factors used in Germany, the UK and the USA. Current other liabilities went up by €1,433 million to €9,208 million, partly due to increases in deposits re- ceived, advance payments from customers, and in- creases in other taxes. The change in deferred income due to greater volumes of service contracts, Connected Drive offers and leasing business also contributed to the increase. Group equity rose by €5,327 million to €42,764 million, increased primarily by the profit attributable to share- holders of BMW AG (€6,369 million). The dividend paid by BMW AG reduced equity by €1,904 million. Equity increased as a result of the positive impact arising on the currency translation of foreign subsidiaries' finan- cial statements (€765 million) and on remeasurements of the net defined benefit liability for pension plans (€1,413 million), the latter attributable primarily to the higher discount rates applied in Germany, the UK and the USA. In addition, deferred taxes on items recognised directly in equity increased equity by €115 million. Group equity was reduced by net fair value losses on derivative financial instruments (€1,301 million) and on marketable securities (€170 million). Other items in- creased equity by €40 million. Non-current and current financial liabilities increased from €80,649 million to €91,683 million over the twelve- month period. Adjusted for currency factors, the in- crease was 10.1%. The execution of new ABS transac- tions and the issue of new bonds were the main factors driving the increase in non-current and current finan- cial liabilities. 27 Overall Assessment by Management 27 Financial and Non-financial On the equity and liabilities side of the balance sheet, increases were recorded for non-current and current financial liabilities (14.7% and 12.5% respectively), Group equity (14.2%) and current other provisions (18.4%). By contrast, pension provisions decreased by 34.8%. creased by 21.1%, mainly as a result of the purchase of marketable securities. Other current financial assets went up by €1,251 million compared to 31 December 2014 to stand at €6,635 mil- lion and accounted for 3.9% (2014: 3.5%) of total assets. Adjusted for exchange rate factors, financial assets in- Investments accounted for using the equity method were €1,145 million higher at €2,233 million, whereby the increase was mainly attributable to the first-time con- solidation of THERE Holding B.V., Amsterdam, and the BMW Group's share of earnings of the BMW Brilliance Automotive Ltd., Shenyang, joint venture. The growth in business reported by the Financial Services segment is reflected in increases of €4,592 million and €4,427 million in current and non-current receivables from sales financing respectively and in the higher level of leased products (up by €4,800 million). At 31 Decem- ber 2015, leased products accounted for 20.3% of total assets (2014: 19.5%). Adjusted for exchange rate factors, leased products increased by 10.6%. Non-current re- ceivables from sales financing accounted for 24.3% (2014: 24.2%) of total assets, current receivables from sales financing for 16.4% (2014: 15.2%). Adjusted for ex- change rate factors, non-current receivables from sales financing went up by 7.7%, current receivables from sales financing by 14.5%. Within current assets, increases were registered in par- ticular for receivables from sales financing (19.5%) and financial assets (23.2%). By contrast, cash and cash equivalents decreased by 20.4%. The increase in non-current assets on the assets side of the balance sheet related primarily to leased products (15.9%), receivables from sales financing (11.8%) and investments accounted for using the equity method (105.2%). The Group balance sheet total increased by €17,371 mil- lion (11.2%) compared to the end of the previous finan- cial year to stand at €172,174 million at 31 December 2015. Adjusted for exchange rate factors, the balance sheet total increased by 7.7%. The currency impact was mainly attributable to the appreciation in the value of a number of currencies against the euro, most nota- bly the US dollar, the British pound and the Chinese renminbi. Net assets Further information with respect to financial liabilities is provided in notes 34, 38 and 42 to the Group Financial Statements. 55 COMBINED MANAGEMENT REPORT Net financial assets Automotive segment Report is a subsection of the Combined Management Report. Performance Indicators 49-Results of Operations, Financial 37% Equity 24% 63% 25% 64% Current assets Balance sheet structure - Group Total equity and liabilities in € billion Non-current assets 56 87 BMW Stock and Capital Markets 29 Review of Operations 83 Disclosures Relevant for Takeovers and Explanatory Comments 81 Internal Control System and Risk 68 Report on Risks and Opportunities 63 Outlook Opportunities 63 Report on Outlook, Risks and Reporting Period 62 Events after the End of the of BMW AG 59 Comments on Financial Statements Position and Net Assets Management System Relevant for the Financial Reporting Process Value added statement The value added statement shows the value of work per- formed, less the value of work bought in by the BMW Group during the financial year. Depreciation and amortisation, cost of materials, and other expenses are treated as bought-in costs in the value added calcula- tion. The allocation statement applies value added to each of the participants involved in the value added process. It should be noted that the gross value added amount treats depreciation as a component of value added which, in the allocation statement, is treated as internal financing. Net valued added by the BMW Group in 2015 in- creased by 9.2% to €22,524 million and was once again at a high level. taxes. Business environment and review of operations The general and sector-specific environment in which the BMW AG operates is the same as that for the BMW Group and is essentially described in the “Report on Economic Position" section of the Combined Manage- ment Report. BMW AG develops, manufactures and sells cars and motorcycles as well as spare parts and accessories manu- factured by itself, foreign subsidiaries and external suppliers. Sales activities are carried out primarily through branches, subsidiaries, independent dealers and importers. In 2015, BMW AG increased sales vol- ume by 108,595 units to 2,275,367 units. This figure includes 287,755 units relating to series sets supplied to the joint venture BMW Brilliance Automotive Ltd., Shenyang, an increase of 289 units over the previous year. At 31 December 2015, BMW AG employed a work- force of 84,860 people, 4,185 more than one year earlier. Results of operations Revenues increased by 8.7% compared to the previous year, primarily as a result of higher sales volume. In geo- graphical terms, most of the increase related to North America and Europe. Sales to Group entities accounted for €55.5 billion or 76.7% of total revenues of €72.4 billion. Cost of sales increased by 11.5% to €57,764 million and therefore at a more pronounced rate than the increase in revenues, mainly reflecting higher purchase prices from production sites outside Germany and the intragroup transfer of prior-year warranty expenses from one of the Group's sales company to BMW AG. As a result, gross profit decreased by €167 million to €14,620 million. BMW AG Income Statement in € million 2015 Differences between the accounting policies used in the BMW AG financial statements (prepared in accordance with HGB) and the BMW Group Financial Statements (prepared in accordance with IFRS) arise primarily in connection with the accounting treatment of intangible assets, financial instruments, provisions and deferred 2014 Cost of sales Gross profit -72,384 66,599 -57,764 -51,812 14,620 14,787 Selling expenses -3,427 Revenues -3,533 The main financial and non-financial performance indi- cators relevant for BMW AG are largely identical and synchronous with those of the Automotive segment of the BMW Group and are described in detail in the "Report on Economic Position" section of the Combined Management Report. Comments on Financial Statements of BMW AG Change 2014 2014 20.2 19.4 € million 960 2,912 € million -7,603 Bayerische Motoren Werke Aktiengesellschaft (BMW AG), based in Munich, Germany, is the parent company of the BMW Group. The comments on the BMW Group and Automotive segment provided in earlier sections are also relevant for BMW AG, unless presented differ- ently in the following section. The Financial Statements of BMW AG are drawn up in accordance with the pro- visions of the German Commercial Code (HGB) and the relevant supplementary provisions contained in the German Stock Corporation Act (AktG). -6,116 -12.6 47.6 € million 5,404 - 3,481 € million 16,911 -14,223 59 COMBINED MANAGEMENT REPORT Report on Economic Position % in % Administrative expenses -2,259 -1,325 Unappropriated profit available for distribution 2,102 1,904 60 18-COMBINED MANAGEMENT REPORT 18 General Information on the BMW Group 18 Business Model 20 Management System 23-Report on Economic Position -639 2015 in % 2015 Other expenses Cost of materials* Total output Other income Financial income Revenues Work performed BMW Group value added statement The bulk of the net value added (48.3%) is applied to employees. The proportion applied to providers of finance was at a similar level to the previous year (8.5%). The government/public sector (including deferred tax expense) accounted for 14.8%. The proportion of net value added applied to shareholders was at a similar level to the previous year (9.3%). Minority interests take a 0.1% share of net value added. The remaining proportion of net value added (19.0%) will be retained in the Group to finance future operations. in € million -2,610 Transfer to revenue reserves 2,741 Research and development expenses -4,758 -4,152 Other operating income and expenses 184 28 Result on investments -1,606 -741 Financial result 3,229 -1,043 Profit from ordinary activities 4,572 5,163 Income taxes Other taxes Net profit -1,782 -1,884 -49 -50 -449 11.3 Stable Increased Low 63 COMBINED MANAGEMENT REPORT Report on Outlook, Risks and Opportunities Outlook The report on outlook, risks and opportunities describes the expected development of the BMW Group, including the associated material risks and opportunities, from a Group management perspective. The outlook covers a period of one year, in line with the Group's internal management system. However, risks and opportunities are managed on the basis of a two-year assessment. The report on risks and opportunities therefore covers a period of two years. The report on outlook, risks and opportunities contains forward-looking assertions based on the BMW Group's expectations and assessments, which are, by their very nature, subject to uncertainty. As a result, actual out- comes, including those attributable to political and eco- nomic developments, could differ substantially - either positively or negatively - from the expectations de- scribed below. Further information can be found in the section “Report on Risks and Opportunities”. Outlook Assumptions used in the outlook The following outlook relates to a forward-looking pe- riod of one year and is based on the composition of the BMW Group during that period. The outlook takes ac- count of all information known up to the date on which the financial statements are authorised for issue and which could have a material effect on the overall perfor- mance of the BMW Group. The expectations contained in the outlook are based on the BMW Group's forecasts for 2016 and reflect the most recent status. The basis for the preparation of and the principal assumptions used in the forecasts - which consider the consensual opinions of leading organisations, such as economic research in- stitutes and banks - are set out below. The BMW Group's forecast is drawn up on the basis of these assumptions. The continuous forecasting process ensures that the BMW Group is always ready to take advantage of op- portunities as they arise and to react appropriately to unexpected risks. The principal risks and opportuni- ties are described in detail in the section "Report on Risks and Opportunities". The risks and opportunities discussed in that section are relevant for all of the BMW Group's key performance indicators and could result in variances between the outlook and actual outcomes. Economic outlook The upturn in the world economy is likely to continue and generate growth of 3.4% in 2016. A more restrictive monetary policy in the USA, the political instability in Europe, the high levels of sovereign debt being amassed in Japan and over-capacities in various industrial sectors in China pose the greatest risks for global economic growth. Unsolved geopolitical conflicts and problems resulting from the high number of people seeking refuge, particularly in Europe, could possibly lead to nationalis- tic interests becoming a major issue, with correspond- ingly negative consequences for world trade. Further in- formation on political and global economic risks can be found in the risk report. Economic recovery in the eurozone is expected to con- tinue at a growth rate of 1.6% in 2016. Similar to the previous year, the German economy is predicted to play a major role and grow by 1.8%. The economies of both France (1.4%) and Italy (1.3%) are set to record higher growth rates than one year earlier. In southern Europe, the reforms implemented in recent years are contributing to an economic recovery, enabling Spain and Portugal to continue growing on the back of the general upturn and are likely to grow by 2.7% and 1.6% respectively, according to forecasts. Growth in the UK will probably be somewhat weaker, although again in 2016 the expected GDP growth of 2.2% is well above that of the eurozone. The referendum on the UK remaining in the EU, which must be held by the end of 2017, can take place at the earliest in the second half of 2016 and is therefore a source of additional uncertainty. The US economy is likely to maintain its current high pace of growth. Despite the increase in benchmark in- terest rates, and hence a less expansive monetary policy, growth of 2.4% is predicted for 2016. The low price of oil is highly likely to have a positive impact on consumer spending. In Japan, the central bank is again set to continue its "cheap money" policy in 2016 and therefore guarantee companies attractive financing conditions, which is likely to give the Japanese economy sufficient momen- tum to warrant 1.0% growth. In China, economic growth is again expected to weaken slightly in 2016, resulting in a growth rate in the region of 6.5%. The realignment of the Chinese economy to- wards a more consumption-oriented society is designed to lead to greater stability, even if growth rates are likely 64 18-COMBINED MANAGEMENT REPORT 18 General Information on the BMW Group 18 Business Model 20 Management System KPMG AG Wirtschaftsprüfungsgesellschaft, Munich, has issued an unqualified audit opinion on the financial statements of BMW AG, of which the balance sheet and the income statement are presented here. The BMW AG financial statements for the financial year 2015 will be submitted to the operator of the electronic version of the German Federal Gazette and can be obtained via the Company Register website. These financial statements are available from BMW AG, 80788 Munich, Germany. 23 Report on Economic Position Events after the end of the reporting period No events have occurred since the end of the reporting period which could have a major impact on the result of operations, financial position and net assets of BMW AG or the BMW Group. Outlook 18 General Information on the BMW Group 18 Business Model 20 Management System 23-Report on Economic Position 23 General and Sector-specific Environment 27 Overall Assessment by Management 27 Financial and Non-financial Performance Indicators 29 Review of Operations 49 Results of Operations, Financial Position and Net Assets Risks and opportunities BMW AG's performance is highly dependent on the same set of risks and opportunities that affect the BMW Group and which are described in detail in the “Report on Outlook, Risks and Opportunities" section of the Com- bined Management Report. As a general rule, BMW AG participates in the risks entered into by Group entities on the basis of the relevant shareholding percentage. BMW AG is integrated in the group-wide risk manage- ment system and internal control system of the BMW Group. Further information is provided in the “Internal 59-Comments on Financial Statements Control System and Risk Management System Relevant of BMW AG 62-Events after the End of the Reporting Period 63-Report on Outlook, Risks and Opportunities 63-Outlook 68 Report on Risks and Opportunities 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets for the Financial Reporting Process" section of the Com- bined Management Report. Due to its dominant role in the Group and its close ties with Group entities, expectations for the BMW AG with respect to the Company's financial and non-financial performance indicators correspond largely to the BMW Group's outlook for the Automotive segment, which is described in detail in the “Report on Outlook, Risks and Opportunities" section of the Combined Management Report. 18-COMBINED MANAGEMENT REPORT 23 General and Sector-specific to be weaker in the short term. It cannot be ruled out, however, that economic output in China may slow down more than currently expected. Automobile markets in major emerging economies are likely to remain under pressure in the current year. Due to the prevailing unfavourable economic and political situation, Russia is expected to see a further drop of 15.4% to 1.2 million units. The situation in Brazil seems unlikely to stabilise after the decrease recorded in 2015, with the market expected to contract by a further 7.6% to 2.3 million units. Motorcycle markets Markets for 500 cc plus motorcycles are likely to con- tinue growing slightly in 2016. Registration figures for Europe as a whole are also expected to rise slightly, including a minor increase in Germany. Italy and France are set to remain at similar levels to the past 65 COMBINED MANAGEMENT REPORT year. The positive trend in the USA is expected to continue. Financial services markets The trend towards more normal rates of growth in China, together with weaker signals coming from other emerging markets, is bound to have an influence on global trade, and hence on export-oriented industrialised countries in 2016. While the Chinese central bank will no doubt be directing its attention to measures aimed at stabilising the domestic economy, other key central banks are likely to focus on achieving price stability. In the USA, stable economic growth, the improving em- ployment situation and higher inflation could induce the Fed to raise interest rates moderately over the course of the year. In the eurozone, interest rates are set to remain low over the coming year. Factors such as stubbornly low infla- tion rates, steady economic recovery and uncertainty re- garding economic developments on major emerging markets could persuade the ECB to continue its bond- buying programme. Depending on rates of growth and inflation on the domestic front and developments in key emerging economies, the UK could well see a first interest rate rise at some point in 2016. Uncertainties prevailing prior to the referendum on a possible exit from the EU could, however, forestall a return to more accustomed monetary policies. The Japanese economy is again only likely to see slow growth in 2016. Even though consumer spending vol- umes should rise on the back of the Bank of Japan's ex- pansionary monetary policy, other unfavourable factors, such as weak demand from China, could stand in the way of a sustainable upturn. Expected consequences for the BMW Group Future developments on international automobile markets also have a direct influence on outcomes for the BMW Group. Whereas competition might intensify in contracting markets, new opportunities beckon in growth regions. Sales volumes in some countries are likely to be affected by a range of new competitive chal- lenges. The dynamic growth seen on European mar- kets in 2015 is not expected to maintain the same pace in 2016. The Americas region should see a continua- tion of the upward trend of previous years. Despite the ongoing process of normalisation on the Chinese market, sales volumes in Asia could well pick up again. Due to its global business model, the BMW Group is well placed to exploit opportunities, including those arising at short notice. Outstanding coordination between the Group's sales and production networks also helps cush- ion the impact of unforeseeable developments in its various regions. Investing in markets with good future prospects is also a basis for further growth, while simul- taneously expanding the global presence of the BMW Group. Thanks to its three strong brands - BMW, MINI and Rolls-Royce - there is every reason to assume that the BMW Group will continue performing successfully during the current year. Outlook for the BMW Group BMW Group Profit before tax: slight increase expected Competition on international automobile markets is set to remain fierce in the current year. Furthermore, con- tinuing normalisation on the Chinese market and develop- ments in Russia are likely to influence the pace of earn- ings growth. Political and macroeconomic uncertainties in Europe may also play a role (see the section "Political and global economic risks" in the risk report). Nevertheless, the BMW Group expects to remain firmly on course for growth in 2016. Attractive products and services, covering the entire spectrum of individual mo- bility, will continue making a substantial contribution to further improving earnings. This upward trend will, however, be held down by rising personnel expenses and high levels of investment in projects that ultimately help safeguard future competitiveness. Overall, Group profit before tax is expected to increase slightly year-on- year (2015: €9,224 million). Workforce at year-end: slight increase expected The BMW Group will continue to recruit staff in 2016, spurred by growth in the automobile and motorcycle lines of business on the one hand and the expansion of its financial and mobility services on the other. Based on our latest forecasts, we expect a slight increase in the size of the workforce (2015: 122,244 employees) during the coming twelve-month period. 66 18-COMBINED MANAGEMENT REPORT 18 General Information on the BMW Group 18 Business Model The market in Japan is forecast to grow by 7.3% to 5.2 mil- lion units year-on-year. Environment The majority of Europe's markets are likely to continue recovering in 2016, growing overall by approximately 1.4% to 14.4 million units. Excluding Germany, the pic- ture across Europe is similar, with market volume also expected to grow by 1.4% to 11.2 million units. The re- gion's core markets, however, are only likely to see rela- tively weak growth. Registration figures in Germany, for instance, are predicted to increase by 1.4% to 3.3 mil- lion units. The French market is expected to grow by 3.3% to 1.9 million units and the Italian market by 3.0% to 1.6 million units. By contrast, demand in Spain is expected to show even more vitality than in 2015 and grow by 9.7% to 1.1 million units. Automobile markets In India, investment-friendly economic policies are likely to continue in 2016, helping to generate a growth rate of 7.6%. The outlook for Russia (-0.2%) and Brazil (-2.6%) is far less bright. After drops in economic output 27 Overall Assessment by Management in 2015, both economies are likely to remain in reces- 27 Financial and Non-financial Performance Indicators 29 Review of Operations 49 Results of Operations, Financial Position and Net Assets sion in 2016, with persistently low prices for raw mate- rials exerting a detrimental effect on growth. 59 Comments on Financial Statements Currency markets of BMW AG 62 Events after the End of the Reporting Period 63-Report on Outlook, Risks and Opportunities 63-Outlook 68 Report on Risks and Opportunities 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets Currencies which have the greatest influence on the BMW Group's international business, i.e. the US dollar, the Chinese renminbi, the Japanese yen and the British pound, may well be subject to a significant degree of fluctuation again in 2016. The US dollar is again likely to remain generally strong against the euro in 2016. This assumption is supported by the interest rate turnaround initiated in the USA in December 2015, highlighting the different approaches to monetary policies taken by the Fed and the ECB. Another factor is that economic recovery in Europe is likely to proceed at a slower pace than in the USA. Given that the Chinese renminbi will probably remain closely coupled to the US dollar in the short term, there is a considerable likelihood that its value against the euro will tend upwards in 2016. If, on the other hand, the Chinese central bank continues to intervene in cur- rency markets, thus halting the upward trend, the value of the renminbi may possibly move sideways. In the long term, however, capital markets in China are likely to become more liberalised, as a result of which the con- vertibility of the renminbi with other currencies would increase. As the Bank of Japan and the ECB seem set to continue their expansionary monetary policies for the time be- ing, the rate of the Japanese yen is unlikely to fluctuate greatly in relation to the euro. Owing to the robust state of the UK economy, and fanned by speculation that the Bank of England is on the verge of raising interest rates, the British pound could either remain at its current level or even gain additional ground in the short to medium term. The onset of normalisation with respect to US mone- tary policies suggests that the currencies of numerous emerging economies will remain under pressure in the foreseeable future. Countries that export raw materials and are faced with current account and fiscal deficits are most likely to be affected. Worldwide demand for automobiles is forecast to grow by approximately 1.9% in the current year to an estimated 84.0 million units. Breaking that figure down, the BMW Group forecasts slightly lower growth in the USA than in 2015, with market volume edging up by around 1.3% to 17.7 million units. China is expected to see a further drop in the pace of vehicle registration growth, slowing to around 6.9% or 22.0 million units. 20 Management System Events after the End of the Reporting Period 62 628 697 6,229 -5,200 -1,820 2,502 3,911 -3,572 -2,478 3,073 19,333 18,903 Prepayments 303 265 Surplus of pension and similar plan assets over liabilities -722 -1,123 Total assets 34,977 34,236 3,859 Equity and liabilities 4,267 Cash and cash equivalents in € million 2015 2014 Assets Intangible assets 353 405 Property, plant and equipment 11,016 10,304 Investments -3,250 3,236 Tangible, intangible and investment assets 14,619 13,945 Inventories Trade receivables Receivables from subsidiaries Other receivables and other assets Marketable securities Current assets Report on Economic Position Subscribed capital Revenue reserves 82 -12 -7,617 -7,308 7,699 7,320 -1,343 -1,864 4,500 4,784 6,690 6,872 239 216 12,772 13,736 1,549 34,977 -1,083 34,236 Liabilities to banks decreased as a result of the repay- ment of project-related loans. Deferred income went up by €466 million to €1,549 million and comprised mainly amounts relating to services still to be performed for service and maintenance contracts. 31 Capital reserves -30 12,927 Unappropriated profit available for distribution Equity Registered profit-sharing certificates Pension provisions Other provisions Provisions Liabilities to banks Trade payables Liabilities to subsidiaries Other liabilities Liabilities Deferred income Total equity and liabilities 657 656 2,107 -2,084 -8,061 -7,422 2,102 -1,904 12,066 Automotive segment Deliveries to customers: slight increase expected The BMW Group forecasts successful sales volume per- formances for all three of its brands in 2016. Apart from aiming for evenly balanced growth in the various regions, a sharp eye is also always kept on profitability. Based on these forecasts, the BMW Group is set to re- main at the forefront of the premium segment in 2016. 27 Overall Assessment by Management Assuming economic conditions remain stable, deliveries to customers are expected to rise slightly to a new re- cord level (2015: 2,247,485¹ units). 23 Report on Economic Position Supervisory Board Risk Management Steering Committee Board of Management Group Audit 69 COMBINED MANAGEMENT REPORT "Network Representatives". The network's formal or- ganisational structure helps promote its visibility and underline the importance of risk management within the BMW Group. The duties, responsibilities, and tasks of the centralised risk management unit and the above- mentioned Network Representatives are clearly de- scribed, documented and accepted. Group risk manage- ment is geared towards meeting the following three criteria: effectiveness, usefulness and completeness. Risks are also potentially capable of damaging the BMW Group's reputation. Although reputational risks are dif- ficult to quantify, their importance is constantly grow- ing, particularly in view of an increasingly critical gen- eral public and the speed with which information can be distributed online. With this in mind, a new concept has been developed (and validated with the aid of exter- nal experts), aimed at strengthening links between the BMW Group's risk management and its corporate com- munication functions. In order to take better account of reputational risks in the overall risk assessment, the Head of Group Communication Strategy, Corporate and Market Communication is now also a member of the Risk Management Steering Committee. A further focus was placed on checking the skill sets of staff and managers involved in risk management throughout the BMW Group. The revamped intranet portal used for centralised risk management provides helpful support for those working in this field, whilst ensuring that risk reporting is complete. Risk management for the Group as a whole falls under the remit of the Risk Management Steering Committee, the Compliance Committee, the Internal Control System and the Group Internal Audit. Risk management process The risk management process applies throughout the Group and comprises the early identification and pene- tration of risks, comprehensive analysis and risk meas- urement, the coordinated use of suitable management tools and also the monitoring and evaluation of any measures taken. Risks reported from within the network are firstly pre- sented for review to the Risk Management Steering Committee, for which Group Controlling is responsible. After review, the risks are reported to the Board of Management and the Supervisory Board. Any significant or going-concern-related risks are classified according to their potential to impact the Group's results of opera- tions, financial position and net assets. The level of risk is then quantified in each case, depending on its proba- bility of occurrence and the respective risk mitigation measures. The risk management system is regularly examined by the Internal Audit. By sharing experiences with other companies on an ongoing basis, the BMW Group en- deavours to incorporate new insights in the risk manage- ment system, thus ensuring continual improvement. Regular basic and further training as well as information events held throughout the BMW Group, particularly within the risk management network, are invaluable ways of preparing people for new or additional challenges re- lating to the processes in which they are involved. In addition to comprehensive risk management, manag- ing the business on a sustainable basis also constitutes one of the Group's core corporate principles. Any risks or opportunities relating to sustainability issues are ex- amined and discussed by the Sustainability Committee. Strategic options and measures open to the BMW Group are put forward to the Sustainability Board, which in- cludes the entire Board of Management. Risk aspects discussed at this level are integrated in the work of the group-wide risk network. The overall composition of the Risk Management Steering Committee and the Sus- tainability Committee ensures that risk and sustainability management are closely coordinated. Risk measurement In order to determine which risks can be considered significant in relation to results of operations, financial position and net assets and to identify changes in key performance indicators used by the BMW Group, risks are classified as high, medium or low. The impact of risks is measured and reported net of risk mitigation measures (net basis). The overall impact on results of operations based on the assumption that the risk will materialise is measured for the two-year assessment period and allocated to the following categories: Class Low Medium High Earnings impact -> €0-500 million Internal Control System -> €500-2,000 million -> €2,000 million Monitoring Controlling 63 Outlook 68 - Report on Risks and Opportunities 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets As a general rule, opportunities and risks are assessed over a medium-term period of two years. All potential risks of losses (individual and accumulated risks) are monitored and managed from a risk management per- spective. As a matter of principle, any risks capable of posing a threat to the going-concern status of the BMW Group are avoided. If there is no specific reference to a segment, opportunities and risks relate to the Auto- motive segment. The scope of entities covered by the report on risks and opportunities corresponds to the scope of consolidated entities included in the BMW Group Financial Statements. Risk management system The objective of the risk management system, and one of the key functions of risk reporting, is to identify, record and actively manage any internal or external risks that could pose a threat to the attainment of the Group's corporate targets. The risk management system covers all significant risks to the Group and any which could I pose a threat to its going-concern status. In terms of the structure of the risk management system, the re- sponsibility for risk reporting lies with each individual employee and manager in their various roles - and not with any centralised unit in particular. Every person employed by the Group is required to report any risks identified via the available reporting channels. This re- quirement is set out in guidelines that apply throughout the Group. The Group risk management system comprises a decen- tralised network covering all parts of the business and is steered by a centralised risk management function. Each of the BMW Group's fields of responsibility is represented within the risk management network by Risk management in the BMW Group Effectiveness Usefulness Completeness Compliance Committee Group-wide risk management Identification Reporting Analysis and Measurement Risk management ① Opportunities For the sake of simplicity, the overall impact on results of operations, financial position and net assets is referred to in the Report on Risks and Opportunities as "earnings impact". 70 -> €0-50 million > €50-400 million > €400 million Opportunities management system and identifying opportunities New opportunities regularly present themselves in the dynamic business environment in which the BMW Group operates. General economic trends and sector- specific factors - including external regulations, sup- pliers, customers and competitors - are monitored on a continuous basis. Identifying opportunities is an integral part of the process of developing strategies and drawing forecasts for the BMW Group. up The Group's product and service portfolio is continually reviewed on the strength of these analyses and new product projects are presented to the Board of Manage- ment for consideration, as deemed appropriate. The continuous improvement of important business pro- cesses and strict cost controls are essential in the Group's ongoing endeavours to ensure good profitability and a high return on capital employed. Any profitability im- provement measures likely to be implemented are in- corporated in the forecast. One example is the imple- mentation of modular-based production and common architectures, which enable a greater commonality of features between different models and product lines. This strategy, in turn, contributes to improved profita- bility by reducing development costs and other invest- ment on the series development of new vehicles. The new approach helps cut production costs and increase production flexibility. Moreover, a more competitive cost basis opens up opportunities to engage in new market segments. The implementation of identified opportunities is un- dertaken on a decentralised basis. The significance of opportunities for the BMW Group is classified in the categories "material" or "not material". Risks and opportunities The following table provides an overview of all risks and opportunities and illustrates their significance for the BMW Group. Neither at the balance sheet date nor at the date on which the Group Financial Statements were authorised for issue were any risks identified that could pose a threat to the going-concern status of the BMW Group. Any risks or opportunities which could, from today's perspective, have a significant impact on the results of operations, financial position and/or net assets of the BMW Group are described in the following sections. Risks and opportunities Political and global economic risks and opportunities Strategic and sector risks and opportunities Risks and opportunities relating to operations Production and technology. Risk amount Change com- pared to prior year Opportunities -Change com- pared to prior year Stable Risk amount The significance of risks for the BMW Group is deter- mined on the basis of risk amounts. The measurement of the amount of a risk takes account of both its impact Medium High Class 18-COMBINED MANAGEMENT REPORT 18 General Information on the BMW Group 18 Business Model 20 Management System 23 Report on Economic Position 23 General and Sector-specific Environment 27 Overall Assessment by Management 27 Financial and Non-financial Performance Indicators 29 Review of Operations 49 Results of Operations, Financial Position and Net Assets 59 Comments on Financial Statements of BMW AG 62 Events after the End of the Reporting Period 63-Report on Outlook, Risks and Opportunities 63 Outlook 68-Report on Risks and Opportunities 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets (net of appropriate countermeasures) and its likelihood of occurrence in each case. The amount of a risk is ap- proximated in the case of risks measured on the basis of "value-at-risk” and “cash-flow-at-risk" models. In this situation, the following assessment criteria are applied: Low The prudent management of opportunities and risks is a fundamental prerequisite for the Group's ability to 59 Comments on Financial Statements react appropriately to changes in political, legal, techni- cal or economic conditions. All opportunities and risks identified are addressed in the Outlook Report, if they seem likely to materialise. The following sections focus on potential future developments or events, which could result in a positive variance (opportunities) or a nega- tive variance (risks) in the BMW Group's outlook. The potential impact of risks and opportunities is assessed separately as a general rule, i.e. without set-off. 63-Report on Outlook, Risks and Reporting Period 2 EU-28. 67 COMBINED MANAGEMENT REPORT commencing production and the plants in Brazil and Thailand raising production volumes. Financial Services segment per- Return on equity expected at previous year's level The Financial Services segment is likely to continue forming well in 2016. Segment RoE is expected to come in at a similar level to the previous year (2015: 20.2%), thus remaining ahead of the minimum target of 18%. Overall assessment by Group management Business is expected to develop well in the financial year 2016, with the introduction of new models and the ex- pansion of individual mobility-related services promising further profitable growth. Despite the many challenges described above, Group profit before tax is forecast to increase slightly. Automotive segment revenues are ex- pected to increase slightly on the back of a slight in- crease in deliveries to customers. Simultaneously, a slight decrease in fleet carbon emissions is predicted. The Group's targets are to be met with only a slight rise in staff numbers worldwide. The Automotive segment's EBIT margin is set to remain within the target range of between 8 and 10%, although its ROCE is likely to de- crease moderately. The Financial Services segment's ROE will be broadly in line with the previous year. Never- theless, both performance indicators will be higher than their long-term targets of 26% (ROCE) and 18% (ROE) respectively. Motorcycles segment sales are also forecast to grow slightly, accompanied by a slight drop in RoCE. Depending on the political and economic situation and the outcomes of the risks and opportunities described below, actual business performance could, however, dif- fer from current expectations. Principal performance indicators BMW Group Profit before tax- Workforce at year-end Automotive segment Sales volume¹ Fleet emissions² Revenues EBIT margin Return on capital employed - 2015 2016 Outlook € million Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2015: 282,000 units). 9,224 Return on capital employed: slight decrease expected Segment RoCE is forecast to decrease slightly in 2016 (2015: 31.6%), mainly reflecting the scheduled build-up of inventory levels due to the Indian partner entity, TVS, Motorcycles segment 23 General and Sector-specific Environment 27 Financial and Non-financial Performance Indicators 29 Review of Operations 49 Results of Operations, Financial Position and Net Assets of BMW AG 62 Events after the End of the Reporting Period 63-Report on Outlook, Risks and Opportunities 63-Outlook 68 Report on Risks and Opportunities 81 Internal Control System and Risk 59 Comments on Financial Statements Although the overall pace of growth may be marginally weaker than one year earlier, the combination of attrac- tive new models and good market conditions, particu- larly in Europe, should nevertheless provide additional impetus for vehicle sales. Most notably, the previous year's upward trend on southern European markets is set to continue. By contrast, the situation on the Russian car market is likely to remain tense over the forecast pe- riod. Despite progressive normalisation on the Chinese market, Asia as a whole is expected to provide a certain degree of momentum for growth. Sales volume in the USA is also forecast to rise slightly. Management System Relevant for the Financial Reporting Process 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets A good contribution to overall sales performance in 2016 is expected to come from the new models available since mid-2015, including the new seven-seater BMW 2 Series Gran Tourer and the model updates of the BMW 3 Series Sedan, the 3 Series Touring and the M3. The second generation of the extremely successful BMW X1 was launched in October 2015. The highly efficient BMW X5 xDrive40e has been in showrooms since the end of 2015. This plug-in hybrid vehicle represents the next step in the process of transferring innovative drivetrain system technologies from BMW i models to the core BMW brand. At the end of October 2015, the sixth gen- eration of the BMW 7 Series heralded the beginning of a new era in the luxury segment. The new MINI Clubman has also been on the market since the end of October 2015. Further additions to the model range will also be made in the course of 2016. February saw the launch of the new BMW X4 M40i. The premium small car segment was enriched by the addition of the new version of the MINI Convertible in early March. A luxury convertible, the Rolls-Royce Dawn, will become available during the first half of the year. Carbon fleet emissions²: slight decrease expected Regulations governing vehicle carbon emissions are be- coming stricter all around the world. Developing highly efficient combustion engines and increasing the scope of electrification in its fleet of vehicles are key aspects in the BMW Group's constant efforts to reduce fuel con- sumption and carbon emissions, without compromising its excellent standards in terms of sporting flair and dynamic driving performance. Fleet emissions are fore- cast to improve slightly in 2016, thus continuing the trend seen in previous years (2015: 127 grams CO2/km). Revenues: slight increase expected The positive business performance predicted for the BMW Group will also be reflected in Automotive seg- ment revenues. A slight increase in segment revenues is therefore predicted for the forecast period (2015: €85,536 million). EBIT margin in target range between 8 and 10% expected An EBIT margin in a range between 8 and 10% (2015: 9.2%) remains the target for the Automotive segment. Segment RoCE is forecast to decrease moderately (2015: 72.2%). However, the long-term target RoCE of at least 26% for the Automotive segment will be easily surpassed. Deliveries to customers: slight increase expected The BMW Group expects the upward trend in the Motor- cycles segment to continue. The new R NineT Scrambler and G 310 R models unveiled at last autumn's trade fairs will broaden the product portfolio and attract new cus- tomer groups. Overall, deliveries of BMW motorcycles to customers are forecast to increase slightly year-on-year (2015: 136,963 units). slight increase 122,244 slight increase slight decrease % 20.2 in line with last year's level 68 Report on Outlook, Risks and Opportunities Report on Risks and Opportunities 18-COMBINED MANAGEMENT REPORT 18 General Information on the BMW Group 18 Business Model 20 Management System 23 Report on Economic Position 23 General and Sector-specific Environment As a worldwide leading manufacturer of premium cars and motorcycles and provider of premium financing and mobility services, the BMW Group is exposed to numerous uncertainties and changes. Making full use of the opportunities that present themselves is the basis for its entrepreneurial success. In order to achieve growth, drive profitability, boost efficiency and maintain sustain- able levels of business going forward, the BMW Group 27 Overall Assessment by Management consciously takes certain risks. 27 Financial and Non-financial Performance Indicators 29 Review of Operations 49 Results of Operations, Financial Position and Net Assets of BMW AG 62 Events after the End of the slight increase 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2015: 282,000 units). 2 EU-28. Return on equity. Financial Services segment units -2,247,485 slight increase -g CO2/km 127 slight decrease € million -85,536 slight increase -% BMW AG Balance Sheet at 31 December 9.2 % -72.2 moderate decrease units -136,963 -% 31.6 Motorcycles segment Sales volume Return on capital employed. between 8 and 10 61 COMBINED MANAGEMENT REPORT High High Stable High - Foreign currencies Stable Insignificant Stable Medium Significant Stable High Financial risks and opportunities Information, data protection and IT - Pension obligations Stable Insignificant Stable High -Stable Insignificant Insignificant Stable Reduced Medium Sales and marketing -Purchasing Medium Stable Stable Insignificant Insignificant Stable Significant Stable Raw materials Legal risks Stable Stable Significant Stable Stable Stable Increased High Medium Liquidity/operational risks Interest rate changes -High Residual value Stable Significant Stable Significant High Stable Significant -Liquidity Low Stable Risks and opportunities relating to the provision of financial services Credit risk -High Stable 18 General Information on the BMW Group Information technology (IT) is used to an increasing extent in every aspect of the business. In this context, the significance of electronically processed data and the availability of IT systems is constantly growing. These developments create opportunities on the one hand, whilst also posing a source of risk on the other. 18 Business Model 18-COMBINED MANAGEMENT REPORT 76 The BMW Group could incur damage if the confiden- tiality or integrity of sensitive information, data and systems were to be compromised and/or availability re- stricted. One of the direct consequences of such an eventuality would be additional expense incurred to re- cover data and restore systems. Such eventualities could Information, data protection and IT risks Risks and opportunities relating to information, data protection and IT systems Risks and opportunities relating to pension obligations The BMW Group's pension obligations to its employees resulting from defined benefit plans are measured on the basis of actuarial reports. Future pension payments are discounted by reference to market yields on high- quality corporate bonds. These yields are subject to market fluctuation and therefore influence the level of pension obligations. Changes in other parameters, such as rises in inflation and longer life expectancy, also im- pact pension obligations and payments. Opportunities and risks arise depending on the nature and scale of changes in these parameters. Within a favourable capital market environment, the return generated by pension assets may exceed expecta- tions and reduce the deficit of the relevant pension plans. This, in turn, could have a materially favourable impact on the net assets position and earnings perfor- mance of the BMW Group. If risks relating to pension obligations were to materialise, they could have a high negative earnings impact over the two-year assessment period. The level of risk relating to pension obligations is classified as high. and the related assets are kept separate from those of the Group. The amount of funds required to finance pen- sion payments out of operations in the future is there- fore substantially reduced, since most of the Group's pension obligations are settled out of pension fund assets. The pension assets of the BMW Group comprise interest-bearing securities, equities, real estate and other investment classes. Assets held by pension funds and trust arrangements are monitored continuously and managed on a risk-and-yield basis. A broad spread of investments also helps to mitigate risk. In order to re- duce fluctuations in pension funding shortfalls, invest- ments are structured to coincide with the timing of pension payments and the expected pattern of pension obligations. Remeasurements on the obligations and fund asset sides are recognised, net of deferred taxes, in "Other comprehensive income" and hence directly in equity (within revenue reserves). Most of the BMW Group's pension obligations are managed in external pension funds or trust arrangements The BMW Group considers that these opportunities will not have a material earnings impact over the two-year assessment period compared to the assumptions made in the outlook. 75 COMBINED MANAGEMENT REPORT 20 Management System Opportunities relating to sales and marketing The BMW Group focuses its selling capacities primarily on markets with the greatest sales volume and revenue potential and fastest growth rates. Developments in the field of digital communication and connectivity are also opening up opportunities for marketing the BMW Group's various brands. Consumers can meanwhile be reached on a more targeted and individual basis, thus helping to strengthen long-term relationships and brand loyalty. Investment in both existing and new mar- keting concepts is firmly aimed at intensifying relation- ships with customers. A new online sales platform was introduced in Great Britain, for example, which enables customers to select, finance and buy their vehicles online. There will be no relaxing of efforts in the ac- tive search for new opportunities to create even greater added value for customers than currently expected, whilst at the same time looking for ways to boost sales volumes and achieve better selling prices. The BMW Group keeps track of the latest developments and trends in communication technology, including the use of social media and networks, in order to extend customer reach for its brands. The automotive-related business activities of technology companies are also closely followed (e.g. automated driving). The BMW Group's brands are present on numerous platforms, such as Facebook, YouTube and Twitter. Digital communication can result in a more intense product and brand experience for customers, which could, in turn, have a positive impact on revenues and earnings. Further information on risks in conjunction with pen- sion provisions is provided in note 35 of the Group Financial Statements. 23 Report on Economic Position If purchasing risks were to materialise, they could have a high negative earnings impact over the two-year as- sessment period. The level of risk attached to supply risk is classified as medium. Environment 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets If sales and marketing risks were to materialise, they could have a high negative earnings impact over the two-year assessment period. The level of risk attached to sales and marketing risks is classified as high. Management System Relevant for the Financial Reporting Process 68-Report on Risks and Opportunities 81 Internal Control System and Risk 63 Outlook Opportunities 63-Report on Outlook, Risks and Reporting Period 23 General and Sector-specific 62 Events after the End of the 49 Results of Operations, Financial Position and Net Assets measures by the departments responsible. Technical data protection procedures include virus scanners, fire- wall systems, access authorisation controls at both oper- 59 Comments on Financial Statements ating system and application level, regular data back- 29 Review of Operations Performance Indicators 27 Financial and Non-financial 27 Overall Assessment by Management lar monitoring, and the implementation of appropriate Risk management procedures include the systematic documentation of all informational and IT risks, regu- also possibly have a negative impact on operating per- formance due to the non-availability of products and services or even downtimes in the production of spare parts and/or vehicles. Indirectly, the BMW Group could also be exposed to unquantifiable reputational risks. of BMW AG Changes in global economic conditions and increasingly protectionist trends are among the factors that could result in lower demand as well as fluctuations in the re- gional spread and composition of sales in terms of vehicles and mobility services. Risks relating to these developments can be reduced with the aid of flexible selling and production processes. At the same time, in- creased pressure on selling prices and margins caused by intense competition on the world's markets, particu- larly in western Europe, the USA and China, requires constant analysis, including keeping an eye on develop- ments in grey market volumes from the USA to China. Selling price and margin risks are measured using a scenario approach, based on a bottom-up survey of the key sales markets and an analysis of historical data. 18 General Information on the BMW Group 18 Business Model The BMW Group does not expect these opportunities to have a material earnings impact over the two-year as- sessment period when compared to the assumptions made in the outlook. Environment 23 General and Sector-specific 23 Report on Economic Position 20 Management System ups and data encryption. Regular analyses and controls (for example the testing of data protection requirements) and rigorous security management ensure a high level of security. 18-COMBINED MANAGEMENT REPORT 74 Close cooperation between carmakers and automotive suppliers in the development and production of vehicles and the provision of services generates economic bene- fits, but also raises levels of dependency. The increasing trend towards modular-based production with a set of common architectures covering various models and product lines exacerbates the consequences of the loss of an individual supplier or failure to supply on time. As part of the supplier preselection process, the BMW Group is careful to ensure that its future business part- ners meet the same high ecological, social and corporate governance standards by which the BMW Group itself expects to be measured. The BMW Group Sustain- ability Standard, which contains a set of fundamental principles and standards covering both production and Purchasing risks Given the long lead times involved in developing new products and processes, the BMW Group does not expect these opportunities to have a material impact on earnings during the forecast period. Production- and technology-related opportunities Opportunities could arise as a result of product- or pro- cess-related technological innovations, or from organi- sational changes designed to improve efficiency or increase competitiveness. In the field of lightweight construction, for example, carbon is being utilised in high volumes for the first time in the automobile indus- try in the construction of the BMW i3. During the year under report, the BMW Group went one step further by introducing the use of carbon in the BMW 7 Series, thereby generating competitive benefits in the form of lower fuel consumption and better driving dynamics through reduced vehicle weight. If risks from the production- and technology-related risks category were to materialise, they could have a high negative earnings impact over the two-year assess- ment period. The level of risk attached to production- and technology-related issues is classified as medium. through quality assurance activities in the form of regu- lar audits and the continual improvement of quality management systems. The BMW Group also recognises appropriate provisions for both statutory and non- statutory warranty obligations. These provisions reduce the risk to the BMW Group's earnings, a fact already taken into account in the forecast. Further information on risks in conjunction with provisions for statutory and non-statutory warranty obligations is provided in note 36 of the Group Financial Statements. The development and production of technologically com- plex vehicles in high volumes is technically challenging and a source of potential quality risks. In order to achieve the outstanding level of quality expected of the BMW Group's products and minimise both statutory and non-statutory warranty costs, it may possibly be necessary to incur a higher level of expenditure than originally forecast. There is also a risk of limited avail- ability of products, particularly around the time of new vehicle production start-ups. These risks are mitigated Risks and opportunities relating to operations Production- and technology-related risks Production stoppages and downtimes – in particular due to fire, but also to manufacturing and control equipment breakdowns or transportation and logistical disruptions - pose risks against which the BMW Group has put suit- able measures in place. From the outset, production structures and processes are designed with a view to minimising any potential damage and its probability of occurrence. The broad array of measures taken includes technical fire protection solutions, land development measures including contingencies against flooding, pre- ventative maintenance, spare parts management on a multi-site basis, and backup plans for alternative trans- portation. The level of risk is also reduced by the deploy- ment of flexible work-schedule models and employee time accounts, but also by the ability to develop indi- vidual models at additional sites if necessary, thus en- abling any backlog arising from production interruptions to be clawed back within a short time. Moreover, risks arising from business interruption and loss of production due to fire are also insured up to economically reason- able levels with underwriters of good credit standing. Overall, strategic and sector opportunities capable of having a positive and sustainable impact on earnings are currently classified by the BMW Group as insignifi- cant. The BMW Group's earnings can be positively affected in the short to medium term by changes in the legal envi- ronment. A possible reduction in tariff barriers, import restrictions or direct excise duties could lower the cost of materials for the BMW Group, also enabling products and services to be offered to customers at lower prices. non-production aspects relevant for bought-in goods and services, serves as the basis for the supplier net- work, including the requirement to comply with inter- nationally recognised human rights and applicable labour and social standards. The principal tool for en- suring compliance with the BMW Group Sustainability Standard is a three-stage sustainability and risk manage- ment approach comprising a BMW Group-specific sus- 27 Overall Assessment by Management tainability risk filter, a sustainability questionnaire and a sustainability audit. In addition, the technical and financial capabilities of suppliers - especially those sup- plying for modular-based production – are continuously 59 Comments on Financial Statements monitored during both the development and the pro- duction phases of the Group's vehicles. Particular atten- tion is paid to the quality of parts. In order to attain the level of quality required, it may become necessary to 68-Report on Risks and Opportunities invest in new technological concepts or discontinue 27 Financial and Non-financial Performance Indicators 29 Review of Operations The integration of previously unidentified innovations from the supplier market in the product range is a fur- ther source of opportunities. Innovative suppliers are offered a variety of options when drawing up contracts, in order to make it more attractive for those developing innovative solutions. At regular intervals, the BMW Group honours its most inventive supplier entities with the Supplier Innovation Award. By observing and playing a proactive role in developing global supplier markets, the BMW Group continuously strives to increase its competitiveness by working to- gether with the best providers in the global marketplace for products and services. Opportunities arise particu- larly in conjunction with the introduction of new and innovative production technologies and by capitalising on favourable location-specific cost factors that present themselves when local supplier structures are devel- oped nearby new and existing BMW Group production plants. developed by suppliers, in some cases leading to a broader range of products. Global sourcing is seen as a key area for generating opportunities within the Purchasing and Supplier Net- work, whereby the BMW Group benefits from effi- ciency improvements and access to innovative solutions Purchasing opportunities 29 Review of Operations planned innovations, with the consequence that the cost of materials could exceed levels incorporated in the forecast. Supplier sites are assessed for exposure to nat- ural hazards, such as floods or earthquakes, in order to identify supply risks at an early stage and implement appropriate countermeasures. Fire risks at series sup- pliers are evaluated by means of questionnaires and selective site inspections. Raw materials management procedures are in place to mitigate the risk of a produc- tion interruption due to shortages of supplies of critical raw materials. In order to reduce supply risks, the BMW Group works hard to minimise the input of raw materials or to use alternative raw materials as a sub- stitute. The increasingly complex nature of the supplier network, especially at the level of sub-suppliers, whose operations can only be indirectly influenced by the BMW Group, is a further potential cause of downtimes at supplier locations. Production problems incurred by suppliers could have adverse consequences for the BMW Group, ranging from increased expenditure to production interruptions and a corresponding reduc- tion in sales volume. - Risks relating to sales and marketing 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets 81 Internal Control System and Risk 63 Outlook 63-Report on Outlook, Risks and Opportunities Reporting Period 62 Events after the End of the of BMW AG Position and Net Assets 49 Results of Operations, Financial Management System Relevant for the Financial Reporting Process The demands placed on IT facilities, both externally and internally, are changing at a breathtaking pace in the face of technological developments. Potential risks are therefore investigated continuously and appropriate measures put in place in order to either prevent them or minimise their impact. Despite regular testing and the whole gamut of preventative security measures em- ployed, it is nevertheless impossible to rule out risks completely in this area. being downgraded and any ensuing deterioration in financing conditions. All employees are required to treat confidential infor- mation (such as customer and employee data) in an ap- propriate manner, ensure that information systems are properly used and that risks are handled with the ut- most transparency. Uniform requirements, documented in a coordinated and comprehensive set of principles, guidelines and work instructions, are applicable group- wide. Regular communication and awareness-raising activities create a high degree of security and risk con- sciousness among the employees involved. Employees Interest rate risks in the Financial Services segment re- late to potential losses caused by changes in market interest rates and can arise when fixed interest rate pe- riods for assets and liabilities recognised in the balance sheet do not match. Interest rate risks in the Financial Services line of business are managed by raising refi- nancing funds with matching maturities and by em- ploying interest rate derivatives. Interest rate risks and opportunities The BMW Group classifies potential residual value op- portunities as significant. If residual value risks were to materialise, they could have a high earnings impact over the two-year assess- ment period. A medium earnings impact would then arise for the segments affected (Financial Services and Automotive). The level of risk is classified as high for the Group as a whole. 79 COMBINED MANAGEMENT REPORT A residual value risk exists if the expected market value of the vehicle at the end of the contractual term is lower than its estimated residual value at the date the contract is entered into. Each vehicle's estimated residual value is calculated on the basis of historical external and inter- nal data and used to predict the expected market value of the vehicle at the end of the contractual period. As part of the process of managing residual value risks, a calculation is performed at the inception of each con- tract to determine the net present value of risk costs. Market developments are observed throughout the con- tractual period and the risk assessment updated appro- priately. Risks and opportunities arise in conjunction with lease contracts if the market value of a leased vehicle at the end of the contractual term of a lease differs from the residual value estimated at the inception of the lease and factored into the lease payments. Residual value risks and opportunities If credit and counterparty risks were to materialise, they could have a medium earnings impact over the two- year assessment period. The level of risk attached to credit and counterparty risks is classified as high. The BMW Group classifies potential opportunities in this area as significant. Credit and counterparty risks and opportunities Credit and counterparty default risk arises within the Financial Services segment if a contractual partner (i.e. a customer or dealer) either becomes unable or only partially able to fulfil its contractual obligations, such that either lower income is generated or losses are in- curred. The Financial Services segment uses a variety of rating systems in order to assess the creditworthiness of its contractual partners. Credit risks are managed at the time of the initial credit decision on the basis of a calculation of the present value of standard risk costs and subsequently, during the term of the credit, by using a range of risk provisioning techniques to cover risks emanating from changes in customer creditworthi- ness. In this context, individual customers are classified by category each month on the basis of their current contractual status, and appropriate levels of allowance recognised in accordance with that classification. If economies develop more favourably than assumed in the outlook, there is a chance that credit losses may be re- duced and earnings improved accordingly. value risk, interest rate risk, liquidity risk and opera- tional risk. In order to identify, measure, manage and monitor these risks, a variety of internal methods has been developed based on regulatory environment re- quirements (such as Basel III) and which comply with both national and international standards. The adopted risk strategy, in combination with a set of strategic prin- ciples and rules derived from regulatory requirements, serve as the basis for risk management within the Finan- cial Services segment. At the heart of the risk manage- ment process is a clear division between front- and back-office activities and a comprehensive internal con- trol system. The key risk management tool employed within the Financial Services segment is aimed at en- suring that the Group's risk-bearing capacity is not ex- ceeded. In this context, all risks (defined as "unexpected losses") must be covered at all times by an appropriate asset cushion in the form of equity capital. Unexpected losses are measured using a variety of value-at-risk tech- niques that have been developed for each risk category. The appropriateness of these techniques is tested at reg- ular intervals. Risks are aggregated after taking account of correlation effects. The total amount of risks calculated in this way is then compared with the so-called "risk coverage amount", i.e. the resources allocated to cover risks. The risk coverage amount is determined on the basis of the Financial Services segment's willingness to take risks. The segment's risk-bearing capacity is moni- tored continuously with the aid of an integrated limit system that also differentiates between the various risk categories. The segment's total risk exposure was covered at all times during the past year by the available risk- coverage volumes. 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets Management System Relevant for the Financial Reporting Process 81 Internal Control System and Risk 63 Outlook The categories of risk relating to the provision of finan- 68-Report on Risks and Opportunities cial services are credit and counterparty risk, residual Risks and opportunities relating to the Financial Services segment If risks relating to interest rate risks were to materialise, they could have a medium earnings impact over the two-year assessment period. The level of risk attached to interest rate risks is classified as high. Interest rate developments that are positive compared to the forecast constitute interest rate opportunities which the BMW Group classifies as significant. If the relevant recognition criteria are fulfilled, deriva- tives used by the BMW Group are accounted for as hedging relationships. Further information on risks in conjunction with financial instruments is provided in note 42 to the Group Financial Statements. Liquidity and operational risks in the 27 Overall Assessment by Management from damages could arise that are either not covered or business sense. The application of more rigorous con- sumer regulations or the stricter interpretation of exist- ing regulations could result in a greater number of recalls. Some risks, however, either cannot be estimated or only to a limited extent. In other cases, the incurrence of ex- penses or losses may only be considered possible, but not probable. Such items are reported as contingent lia- bilities. It cannot be ruled out, however, that losses Environment 23 General and Sector-specific 23 Report on Economic Position 20 Management System 18 General Information on the BMW Group 18 Business Model 18-COMBINED MANAGEMENT REPORT Further information on risks in conjunction with finan- cial instruments is provided in note 42 to the Group Financial Statements. 80 Like all internationally operating enterprises, the BMW Group is confronted with legal disputes relating, in particular, to warranty claims, product liability, infringe- ments of protected rights and proceedings initiated by government agencies. Any of these matters could, among other outcomes, have an adverse impact on the Group's reputation. Such proceedings are typical for the sector and can arise as a consequence of realigning product or purchasing strategies to suit changed market conditions. Particularly in the US market, class action lawsuits and product liability risks can have substantial financial consequences and cause damage to the Group's public image. The high quality of the Group's products, which is ensured by regular quality audits and ongoing improvement measures, helps reduce this risk. The BMW Group has established a Compliance Organi- sation aimed at ensuring that its representative bodies, managers and staff act in a lawful manner at all times. Further information on the BMW Group's Compliance Organisation can be found in the section “Corporate Governance". Compliance with the law is a basic prerequisite for the success of the BMW Group. Current law provides the binding framework for the BMW Group's various busi- ness activities around the world. The growing interna- tional scale of the BMW Group's operations, the com- plexity of the business world and the whole gamut of complex legal regulations increase the risk of laws not being adhered to, simply because they are either not known or not fully understood. Legal risks If operational risks were to materialise, they could have a low earnings impact over the two-year assessment period. The level of risk attached to operational risks is classified as medium. include related legal and reputational risks. The com- prehensive recording and measurement of risk scenarios, loss events and countermeasures in the Operational Risk Management Suite (OpRisk-Suite) provides the ba- sis for a systematic analysis and management of poten- tial and/or actual operational risks. Annual self-assess- ments are also carried out. Use of the "matched funding principle" to finance the Financial Services segment's operations eliminates li- quidity risks to a large extent. Regular measurement and monitoring ensure that cash inflows and outflows from transactions in varying maturity cycles and cur- rencies offset each other. The relevant procedures are incorporated in the BMW Group's target liquidity con- cept. Operational risks are defined in the Financial Services segment as the risk of losses arising as a conse- quence of the inappropriateness or failure of internal procedures (process risks), people (personnel-related risks), systems (infrastructure and IT risks) and external events (external risks). These four categories of risk also Financial Services segment The BMW Group recognises appropriate levels of pro- vision for lawsuits. A part of these risks, particularly re- garding the US market, is insured where this makes Great emphasis is placed on protecting both business information and employee and customer data from un- authorised access and/or misuse. Data security based on International Security Standard ISO/IEC 27001 is an integral component in all business processes. Per- sonal data is protected in accordance with the stringent requirements of the EU Data Protection Directive and the Federal Data Protection Act (Bundesdatenschutz- gesetz BDSG). Opportunities Reporting Period Price risks and opportunities relating to precious metals (platinum, palladium, rhodium) and non-ferrous metals (aluminium, copper, lead) and, to some extent, to steel and steel ingredients (iron ore, coke/coal) and energy (gas, electricity) are hedged using financial derivatives and/or supply contracts with fixed pricing arrangements. The principal objective of these management processes is to increase planning reliability for the BMW Group. Risks and opportunities relating to raw materials Changes in prices of raw materials are monitored on the basis of a set of well-defined management procedures. Significant opportunities can arise if currency develop- ments are favourable for the BMW Group. If currency risks were to materialise, they could have a high earnings impact over the two-year assessment period. A high level of risk is attached to currency risks. The BMW Group manages currency risks at both strate- gic (medium and long term) and operating levels (short and medium term). Medium- and long-term measures include increasing production volumes in non-euro-re- gion countries (natural hedging) and increasing purchase volumes denominated in foreign currencies. Construct- ing new plants in countries such as the USA, China or Brazil has also helped reduce foreign currency expo- sures. Currency risks are managed in the short to me- dium term and for operational purposes by means of hedging. Hedging transactions are entered into only with financial partners of good credit standing. Opportunities are also secured through the deployment of options. Counterparty risk management procedures are carried out continuously in order to monitor the creditworthi- ness of business partners. As an internationally operating enterprise, the BMW Group conducts business in a variety of currencies, thus giving rise to currency risks and opportunities. Since a substantial portion of Group revenues is generated out- side the eurozone (particularly in China and the USA) and the procurement of production material and fund- ing is also organised on a worldwide basis, fluctuations in exchange rates can play a significant role for Group earnings. Cash-flow-at-risk models and scenario analyses are used to measure currency risks and opportunities. Operational currency management is based on the results provided by these tools. In 2015 the Chinese renminbi, the US dollar, the British pound, the Russian rouble and the Japanese yen constituted approximately 70% of the total foreign currency exposure of the BMW Group. Currency risks and opportunities Financial risks and risks relating to the use of financial instruments assessment period compared to the assumptions made in the outlook. 77 COMBINED MANAGEMENT REPORT The BMW Group does not expect these opportunities to have a material earnings impact over the two-year Information, data protection and IT opportunities Conversely, the deployment of information technology also opens up a great many opportunities for the BMW Group. New approaches to production and energy sup- ply systems currently being investigated in the context of the Industrial Internet ("Industrie 4.0") are generat- ing significant efficiency improvements and resulting in greater sustainability. The range of services and apps on offer to customers via Connected Drive is constantly being expanded and updated. The BMW 7 Series offers the comfort of partially automated driving functions with the optional Driving Assistant Plus feature. The pur- chase of a stake in HERE mapping service was an im- portant step for the next generation of mobility and location-based services. For the automobile sector, it serves as the basis for a variety of new customer-oriented functions, ranging from innovative assistance systems through to fully automated driving. If information, data protection and IT risks were to materialise, they could have a medium earnings impact over the two-year assessment period. The levels of risk attached to information, data protection and IT risks are classified as medium. data. Responsibility for data protection in each Group entity lies with the Board of Management (of BMW AG) or the relevant company management team. Local Data Privacy Protection Officers are embedded in each of the Group's entities. In the case of cooperation arrangements and business partner relationships, the BMW Group protects its intellectual property as well as customer and em- ployee data by stipulating clear instructions with regard to data protection and the use of information technology. Information pertaining to key areas of expertise as well as sensitive personal data are subject to particularly strin- gent security measures. In a clear signal to employees, customers and Europe's data protection authorities that data protection is taken very seriously, the Board of Management of BMW AG has resolved a set of Binding Corporate Rules governing the handling of employee receive training to ensure compliance with the applicable requirements and in-house rules. If risks relating to raw materials were to materialise, they could have a medium earnings impact over the two-year assessment period. A high level of risk is at- tached to risks relating to raw materials. Conversely, significant opportunities can arise if prices of raw materials develop favourably for the BMW Group. Liquidity risks Based on experience gained during the financial crisis, a minimum liquidity concept has been developed and is rigorously adhered to. Solvency is assured at all times throughout the BMW Group by maintaining a liquidity reserve and by the broad diversification of refinancing sources. The liquidity position is monitored continu- ously at a separate entity level and managed by means of a cash flow requirements and sourcing forecast system in place throughout the Group. Liquidity risks may be reflected in rising refinancing costs. They may also manifest themselves in restricted access to funds as a consequence of the general market situation or the de- fault of individual banks. The major part of the Finan- cial Services segment's credit financing and lease busi- ness is refinanced on capital markets. Thanks to its excellent creditworthiness, the BMW Group has good access to financial markets and, as in previous years, was able to raise funds at good conditions during the year under report, reflecting a diversified refinancing strategy and the solid liquidity and earnings base of the BMW Group. Internationally recognised rating agencies have additionally confirmed the BMW Group's strong creditworthiness. 62 Events after the End of the of BMW AG 59 Comments on Financial Statements Position and Net Assets 49 Results of Operations, Financial 29 Review of Operations Performance Indicators 27 Financial and Non-financial 63-Report on Outlook, Risks and Environment 23 Report on Economic Position A description of the methods applied for risk measure- ment and hedging in conjunction with currency and commodity risks is provided in note 42 of the Group Financial Statements. If the relevant recognition criteria are fulfilled, derivatives used by the BMW Group as 27 Overall Assessment by Management hedges are accounted for as hedging relationships. and forecasted figures surpassed. Creating a successful performance culture and developing the expertise and skill sets of both staff and managers alike throughout the organisation can also have a positive impact on both revenue and profitability. 20 Management System 18 General Information on the BMW Group 18 Business Model 18-COMBINED MANAGEMENT REPORT 78 If liquidity risks were to materialise, they could have a low earnings impact over the two-year assessment period. The risk of incurring liquidity risk is classified as low - including the risk of the BMW Group's rating 23 General and Sector-specific 73 COMBINED MANAGEMENT REPORT 23 Report on Economic Position The long-term trend towards greater sustainability pro- vides opportunities to boost sales of sustainable products and, under the right circumstances, achieve better sell- ing prices. Innovations such as the BMW i3 and i8 in the field of electric mobility or Efficient Dynamics across the entire product portfolio provide excellent platforms for future growth. Potential also exists in engaging in new product and market categories and developing new cus- tomer target groups. New business models and coopera- tion arrangements with the BMW Group's growing network of business partners often provide the best means to exploit these opportunities. Good examples are the implementation of the 360° ELECTRIC portfolio in the field of electric mobility, the partnership with Sixt in the field of mobility services, and collaboration with Toyota on developing a hydrogen fuel cell system. Any political and/or global economic opportunities capable of having a positive sustainable impact on earnings are currently classified by the BMW Group as insignificant. Political and global economic opportunities Economic conditions influence the operations, financial position and results of operations of the BMW Group. Should the global economy develop significantly better than reflected in the outlook, the revenues and earnings of the BMW Group could be significantly higher than originally predicted. A better-than-expected perfor- mance of the global economy with stronger growth in China, the introduction of economic stimulus pro- grammes, the implementation of structural reforms within the eurozone and robust consumer spending in the USA could - despite higher financing costs - result in significantly stronger sales volume growth, reduced competitive pressure and the possibility of achieving better selling prices. Economic opportunities present themselves for the BMW Group through the focused identification of, and engagement in, growth markets. If risks from this category were to materialise, they could due to sales volume fluctuations - have a high earnings impact over the two-year assessment period. Overall, the risk amounts attached to political and global economic risks are classified as high. and international capital markets. The risks referred to above could curtail purchasing power in the countries and regions involved and, among other things, lead to reduced demand for the products and services offered by the BMW Group. The Group counters these risks primarily by internationalising its sales and production structures, in order to minimise the extent to which earnings are dependent on the outcomes of risks in in- dividual countries and regions. The regular monitoring of macroeconomic data, which serve as the basis for sales volume and production planning, ensures that market changes are identified at an early stage. The ex- tent of political and global economic risks is determined by analysing historical data and applying a cash-flow-at- risk approach. Increasing political unrest, military conflicts, terrorist activities, natural disasters and/or pandemics could have a lasting negative impact on the global economy The threat of distortions on the Chinese property, stock and banking markets on the one hand and/or an overly rapid hike in interest rates by the US Federal Bank pose considerable risks for global financial market stability. Unsolved structural problems in the eurozone or a re- newed deterioration in the economic climate, for instance in Greece, could potentially dampen growth prospects for the BMW Group. At a political level, the current refugee crisis poses a threat to European integration and hopes of further expanding or at least maintaining a single economic and monetary area. Shifts between volatile and stable economic phases, com- bined with the ready availability of information, also contribute to the uncertainty experienced by both mar- kets and consumers. Although the US and UK econo- mies may currently appear to be robust, the underlying macroeconomic risks - such as misallocations between asset price classes - have not become any less real com- pared to the previous year. The transition of the Chinese economy from an investment-driven to a consumer- driven market will entail slower growth rates and greater instability on financial markets. Apart from precipitat- ing a decline in automobile sales, this process may also result in lower demand for commodities, which is most likely to hurt mainly emerging economies such as Brazil or Russia. A further drop in commodities prices could result in political and economic upheavals and hence lead to lower aggregate demand from the coun- tries affected. Political and global economic risks Efficient individual mobility remains a key issue in countries, in terms of the political regulation of both national environmental and industrial policymaking. Changing values in society call for innovative mobility and service solutions. The potential effect of unforesee- able disturbances in global economic interdependen- cies, increasingly fierce competition among established manufacturers and the emergence of new competitors is extremely difficult to predict. many Political and global economic risks and opportunities As one of the world's leading providers of premium products and services, the BMW Group faces a variety of major challenges. The world is changing at great speed and the resulting situations can give rise to risks on the one hand and opportunities on the other. 71 COMBINED MANAGEMENT REPORT 49 Results of Operations, Financial Position and Net Assets of BMW AG not fully covered by insurance policies or provisions, or which are only reported as contingent liabilities. In ac- cordance with IAS 37 (Provisions, Contingent Liabilities 59 Comments on Financial Statements and Contingent Assets), the required information is not provided if the BMW Group concludes that disclosure of the information could seriously prejudice the out- come of the relevant legal proceedings. Further informa- 68-Report on Risks and Opportunities tion on contingent liabilities is provided in note 41 to the Group Financial Statements. 62 Events after the End of the Reporting Period 63-Report on Outlook, Risks and Opportunities 63 Outlook 81-Internal Control System and Risk Management System Relevant for the Financial Reporting Process 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets If legal risks were to materialise, they could have a low earnings impact over the two-year assessment period. The level of risk attached to legal risks is classified as low. However, it cannot be ruled out that new legal risks, as yet unidentified, could materialise that could have a high impact on the BMW Group's results of operations and financial condition. Overall assessment of the risk and opportunities situation The overall risk assessment is based on a consolidated view of all significant individual risks and opportuni- ties. In terms of strategic and sector-specific risks, the BMW Group has identified a higher level of risk, par- ticularly in connection with the trend towards stricter statutory regulations. Operational risks on the purchas- ing side are decreasing, thanks to the successful imple- mentation of cost-cutting measures. The level of risk attached to the category "Risks relating to the Financial Services segment" has increased as a result of the grow- ing size of the portfolio. In view of these changes, the overall risk situation for the BMW Group has increased compared to the previous year. In addition to the risk categories described above, un- foreseeable events could possibly have a negative impact on the BMW Group's results of operations, financial position and net assets, as well as on its reputation. A comprehensive risk management system is in place to ensure that the BMW Group successfully manages risks to the greatest extent possible. In addition, the opportu- nities described above could potentially help the BMW Group to achieve its targets and forecasts. From today's perspective, management does not see any threat to the BMW Group's going-concern status. As in the previous year, identified risks are considered to be manageable, but could - just like opportunities – have an impact on the BMW Group's forecasts if they were to materialise. The BMW Group's liquidity is stable and all cash requirements are currently covered by available funds and accessible credit lines. The BMW Group is constantly refining the tools it uses to recruit staff, encourage career development and re- tain employees within the Group. This environment of- fers people the ideal situation in which to develop their skills. If these measures generate greater benefits than currently expected, the BMW Group's revenues, results of operations and cash flows can be positively impacted Strategic and sector risks and opportunities New regulations and rising fuel and energy prices can also influence customer behaviour. Medium- and long-term targets have already been put in place in Europe, North America, Japan, China and other coun- tries to minimise both fuel consumption and carbon emissions. 72 Performance Indicators 18 General Information on the BMW Group Remaining on growth course depends above all on the ability to develop innovative products and bring them to market. The introduction of the BMW i brand opens up new customer target groups for the Group and con- solidates the position of BMW as a sustainable, forward- looking brand. BMWi products can be seen as "empower- ment projects" for new technologies and processes, which may also benefit other vehicle concepts. The existing product portfolio has been expanded to include mobility services such as DriveNow, ChargeNow and ParkNow. In 2015, the BMW Group entered new segments with the BMW 2 Series Active Tourer and the 2 Series Gran Tourer. The market acceptance and sales volumes of product innovations that are either planned for the future or have recently been launched could turn out to be greater than predicted in the outlook. In the short term, however, any potentially positive impact is classified as insignificant. 18-COMBINED MANAGEMENT REPORT term. Strategic and sector opportunities year assessment period. The amounts of risk attached to strategic and sector-specific risks are classified as high. If strategic and sector category risks were to materialise, they could have a high earnings impact over the two- Employees make a vital contribution to sustainable growth and improved profitability through their innova- tive skills. One prerequisite in this regard is a consistent strategic approach to the management of human re- sources, even in the event of changes in the legal frame- work. The BMW Group has put appropriate measures in place for such eventualities. Risk amounts and earnings impact in this category are measured on the basis of ex- tensive scenario analyses. Further significant risks could be triggered by the tightening of existing import and export regulations, re- sulting primarily in additional expenses, but also in re- strictions in the import and export of vehicles and/or parts. Changes in the legal business environment are monitored and assessed regularly by the relevant central- ised departments, thus ensuring that the BMW Group always complies with statutory requirements. The impact of legislation that has either been enacted or is likely to be enacted is taken into account in the outlook. 83 Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets are not only brought on by new regulations, but also through changes in public opinion, values, environmen- tal issues and fuel/energy prices. There is a clear move 59 Comments on Financial Statements towards increasingly stringent vehicle emissions regu- lations, particularly for conventional drive systems, not only in the developed markets of Europe and North America, but also in emerging markets such as China. The BMW Group counters this risk with its Efficient Dynamics technology and continues to play a pioneering role in the premium segment by continually reducing both fuel consumption and emissions. Since 2013, elec- tric drive systems built into BMW i vehicles have in- creasingly broadened the mix on offer, thus bolstering the BMW Group's efforts to comply with statutory car- bon emissions regulations and requirements. The BMW Group is investing in the development of sustainable drive technologies and materials, with the aim of pro- viding highly efficient vehicles for individual mobility in the premium segment, both now and in the future. 68-Report on Risks and Opportunities 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 63 Outlook Opportunities 63-Report on Outlook, Risks and Additions to the product and mobility portfolio and ex- pansion in growth regions are seen as the most im- portant opportunities for growth in the medium to long 62 Events after the End of the Reporting Period 18 Business Model 23 General and Sector-specific Environment Risks arising from the tightening of laws and regulations One of the greatest risks for the automobile industry is the possible threat of short-term tightening of laws and regulations, as they could give rise to significantly higher levels of investment and ongoing expenses, and perhaps more importantly, result in changes in cus- tomer behaviour. The potential tightening of consumer protection laws could also result in a greater number of 27 Overall Assessment by Management recalls. In some cases, changes in customer behaviour 27 Financial and Non-financial Performance Indicators of BMW AG 27 Financial and Non-financial 20 Management System 49 Results of Operations, Financial 29 Review of Operations Position and Net Assets 15 Against this background, the DAX reached a new all- time high of 12,375 points in April. The slowdown of the Chinese economy and the debate regarding the manipulation of exhaust emissions of competitors had a strong negative subsequent influence on the index. The low for the year of 9,428 points was recorded in Sep- tember. Following an upturn in the market environment, the DAX finished the year at 10,743 points, up 9.6% for Environment 23 General and Sector-specific 20 Management System 18 General Information on the BMW Group 18 Business Model 18-COMBINED MANAGEMENT REPORT 88 BMW preferred stock Prime Automobile BMW common stock DAX 23 Report on Economic Position 13 DAX BMW common stock Prime Automobile BMW preferred stock 12 11 50 75 100 125 27 Overall Assessment by Management the twelve-month period. 14 27 Financial and Non-financial In March, BMW common stock climbed initially to reach a new high of €122.60. After falling back to a low for the year of €75.68 in September, it regained momentum in 29 Review of Operations Common stock 2011 2012 2013 2014 2015 2015. BMW AG has enabled its employees to participate in its success for more than 40 years. Since 1989, this participation has taken the form of an Employee Share Programme. A total of 309,944 shares of preferred stock were issued to employees as part of this programme in Employee Share Programme With a market capitalisation of approximately €63 bil- lion, the BMW Group was among the ten most valuable German enterprises listed on the stock market at the end of 2015. the fourth quarter, finishing the year at €97.63, 8.8% higher than at the end of 2014. BMW preferred stock gained 14.1% in value compared to its closing price at the end of the previous year. At the end of the stock market year it stood at €77.41 after recording a new all- time high of €92.19 in March. Performance Indicators BMW stock The Prime Automobile Index performed even better, gain- ing 7.1% over the year under report to reach 1,596 points. The EURO STOXX 50 recorded a gain of 3.9% in 2015, closing at 3,268 points on 31 December. Management System Relevant for the Financial Reporting Process 83 Disclosures Relevant for Takeovers and Explanatory Comments 87-BMW Stock and Capital Markets 68 Report on Risks and Opportunities 81 Internal Control System and Risk Outlook 63 Opportunities 63 Report on Outlook, Risks and 62 Events after the End of the Reporting Period 59 Comments on Financial Statements of BMW AG 49 Results of Operations, Financial Position and Net Assets 150 175 120 225 Opportunities 63 Report on Outlook, Risks and Reporting Period 62 Events after the End of the of BMW AG 59 Comments on Financial Statements Board of Management or with employees in the event Compensation agreements with members of the In accordance with the agreement between BMW AG, Daimler AG and AUDI AG pertaining to the acqui- sition of entities of the HERE Group and the related foundation of There Holding B.V., each contractual party is required to offer its shares in There Holding B.V. for sale to the other shareholders in the event of a change in control. If neither of the other two parties acquire these shares, these other parties are entitled to resolve that There Holding B.V. be dis- solved. - Position and Net Assets 49 Results of Operations, Financial 29 Review of Operations Performance Indicators 27 Overall Assessment by Management 27 Financial and Non-financial 23 General and Sector-specific Environment 23 Report on Economic Position 20 Management System 18 General Information on the BMW Group 18 Business Model 18-COMBINED MANAGEMENT REPORT 86 An engine supply agreement between BMW AG and Toyota Motor Europe SA relating to the sale of diesel engines entitles each of the contractual parties to give extraordinary notification of termination in the event that one of the contractual parties merges with an- other company or is taken over by another company. The framework cooperation agreement entered into by BMW AG and Sixt SE (as well as other BMW and Sixt entities), relating to the foundation and operation of the car sharing joint venture DriveNow, may be terminated by Sixt SE if a car hire company acquires more than 50% of the shares of common stock of BMW AG. In the event of such a termination, Sixt SE may, at its own discretion, stipulate the sale of BMW's interest in the joint venture to Sixt SE or the pur- chase of Sixt's interest in the joint venture by BMW AG or one its subsidiaries. BMW AG is party to an agreement with SGL Carbon SE, Wiesbaden, relating to the joint operations SGL Automotive Carbon Fibers LLC, Delaware, USA and SGL Automotive Carbon Fibers GmbH & Co. KG, Munich. The agreement includes call and put rights in case- either directly or indirectly - 50% or more of the voting rights relating to the relevant other share- holder of the joint operations are acquired by a third party, or if 25% of such voting rights have been ac- quired by a third party if that third party is a com- petitor of the party that has not been affected by the acquisition of the voting rights. In the event of such acquisitions of voting rights by a third party, the non- affected shareholder has the right to purchase the shares of the joint operations from the affected share- holder or to require the affected party to acquire the other shareholder's shares. Outlook 68 Report on Risks and Opportunities 81 Internal Control System and Risk Management System Relevant for the Financial Reporting Process 83-Disclosures Relevant for Takeovers and Explanatory Comments 87-BMW Stock and Capital Markets of a takeover bid The BMW Group has not concluded any compensation agreements with members of the Board of Management or with employees for situations involving a takeover offer. 250 Development of BMW stock compared to stock exchange indices (Index: December 2010 = 100) the authorisation of a further rescue package. However, the Chinese government's announcement of its inten- tion to devalue the renminbi triggered further shock waves on the world's capital markets. Moreover, news of the manipulation of competitors' diesel and petrol engines at the end of the third quarter had a negative effect on investor sentiment with respect to the auto- mobile industry as a whole. The general mood on stock markets proceeded to turn yet again during the final three months of the year. The ECB's announcement that it is was considering expanding the scale of cheap money within the euro region and the news of a renewed re- duction in the reference interest rate by the Chinese government fuelled the hopes of investors that the global economy could pick up. As a consequence, the DAX and the EURO STOXX 50 finished the year with a tangi- ble gain, despite the losses arising in the interim period. 155.4 187.9 165.9 DAX Prime Automobile 201.1 BMW preferred stock common stock BMW 200 40 160 200 240 in % Development of BMW stock compared to stock exchange indices since 30 December 2010 At the beginning of 2015, the ECB's expansionary mone- tary policies prompted an upturn in Europe's capital markets. The loss in value of the euro against the US dollar provided a boost for European exports and con- tributed to a more amenable stock market climate. This initial momentum was overshadowed in the second quarter by the renewed flare-up of the debt crisis in Greece, news of China's faltering economy, and the Ukraine crisis. The Chinese government revised down its growth forecast for the domestic economy for 2015 from 7.5% to 7.0%. The Greek sovereign debt crisis took another turn for the worse in June, putting a further dampener on sentiment among investors. The financial situation in Greece eased in the third quarter, following The 2015 stock market year was influenced by the slow- down of the Chinese economy, the weakness of the euro against the US dollar and the depreciation in value of the Chinese renminbi. The Greek debt crisis and the monetary policies pursued by the US Federal Reserve Bank were sources of additional uncertainty for inves- tors. Even the bond-buying programme put in place by the ECB in the first quarter, initially lauded by capital markets, was unable to fully counteract the negative con- sequences of these events. However, thanks to the im- proved mood towards the year-end, most stock markets recorded a gain for the twelve-month period. Volatile stock markets in 2015 BMW shares of common stock climbed to a new record high of €122.60 during 2015. The BMW Group contin- ues to have the best ratings in the European automobile sector, enabling it to benefit from excellent access to in- ternational capital markets. BMW Stock and Capital Markets in 2015 87 COMBINED MANAGEMENT REPORT 80 63 Group (partially in the capacity of guarantor and partially in the capacity of borrower), if the EIB has reason to assume – after the change in control has taken place or 30 days after it has made a request to discuss the situation – that the change in control could have a significantly adverse impact or if the borrower refuses to hold any such discussions. A change in control of BMW AG arises if one or more individuals take over or lose control of BMW AG, with control being defined in the above-mentioned financing agreements as (i) holding or having control over more than 50% of the voting rights, (ii) the right to stipulate the majority of the members of the Board of Management or Supervisory Board, (iii) the right to receive more than 50% of dividends payable or (iv) any other comparable controlling influence over BMW AG. 49 Results of Operations, Financial Position and Net Assets 59 Comments on Financial Statements of BMW AG 62 Events after the End of the Reporting Period 63 Report on Outlook, Risks and Opportunities 63 Outlook 68 Report on Risks and Opportunities 81 - Internal Control System and Risk Management System Relevant for the Financial Reporting Process 83-Disclosures Relevant for Takeovers and Explanatory Comments 87 BMW Stock and Capital Markets trol system is functioning properly. Effective measures are implemented whenever weaknesses are identified and reported. 83 COMBINED MANAGEMENT REPORT Disclosures Relevant for Takeovers and Explanatory Comments Composition of subscribed capital The subscribed capital (share capital) of BMW AG amounted to €656,804,600 (2014: €656,494,740) at 31 December 2015 and, in accordance with Article 4 no. 1 of the Articles of Incorporation, is sub-divided into 601,995,196 shares of common stock (91.66%) (2014: 601,995,196; 91.70%) each with a par value of €1, and 54,809,404 (8.34%) (2014: 54,499,544; 8.30%) shares of non-voting preferred stock, each with a par value of €1. The Company's shares are issued to bearer. The rights and duties of shareholders derive from the German Stock Corporation Act (AktG) in conjunction with the Company's Articles of Incorporation, the full text of which is available at www.bmwgroup.com. The right of shareholders to have their shares evidenced is excluded in accordance with the Articles of Incorpora- tion. The voting power attached to each share corre- sponds to its par value. Each €1 of par value of share capital represented in a vote entitles the holder to one vote (Article 18 no. 1 of the Articles of Incorporation). The Company's shares of preferred stock are shares within the meaning of § 139 et seq. AktG, which carry a cumulative preferential right in terms of the allocation of profit and for which voting rights are normally ex- cluded. These shares only confer voting rights in excep- tional cases stipulated by law, in particular when the preference amount has not been paid or has not been fully paid in one year and the arrears are not paid in the subsequent year alongside the full preference amount due for that year. With the exception of voting rights, holders of shares of preferred stock are entitled to the same rights as holders of shares of common stock. Article 24 of the Articles of Incorporation confers pref- erential treatment to the non-voting shares of preferred stock with regard to the appropriation of the Com- pany's unappropriated profit. Accordingly, the unap- propriated profit is required to be appropriated in the following order: (a) subsequent payment of any arrears on dividends on non-voting preferred shares in the order of accrue- ment, (b) payment of an additional dividend of €0.02 per €1 par value on non-voting preferred shares and (c) uniform payment of any other dividends on shares on common and preferred stock, provided the shareholders do not resolve otherwise at the Annual General Meeting. Restrictions on voting rights or the transfer of shares As well as shares of common stock, the Company has also issued non-voting shares of preferred stock. Fur- ther information relating to this can be found above in the section “Composition of subscribed capital". When the Company issues non-voting shares of pre- ferred stock to employees in conjunction with its Em- ployee Share Programme, these shares are subject as a general rule to a company-imposed vesting period of four years, measured from the beginning of the calen- in which the shares are issued. dar year Contractual holding period arrangements also apply to shares of common stock required to be acquired by Board of Management members and certain senior de- partment heads in conjunction with the share-based remuneration programmes (Compensation Report of the Corporate Governance section; note 19 to the Group Financial Statements). Direct or indirect investments in capital exceeding 10% of voting rights 29 Review of Operations Performance Indicators 27 Financial and Non-financial 27 Overall Assessment by Management as part of their reporting duties that the internal con- 2015 81 COMBINED MANAGEMENT REPORT Internal Control System and Risk Management System Relevant for the Financial Reporting Process pro- The internal control system in place throughout the BMW Group is aimed at ensuring the effectiveness of operations. It makes an important contribution towards ensuring compliance with the laws that apply to the BMW Group as well as providing assurance on the priety and reliability of internal and external financial reporting. The internal control system is therefore a significant factor in the management of process risks. The principal features of the internal control system and the risk management system, as far as they relate to individual entity and Group financial reporting pro- cesses, are described below. Information and communication - One component of the internal control system is that of "Information and Communication". It ensures that all the information needed to achieve the objectives set for the internal control system is made available to those responsible in an appropriate and timely manner. Infor- mation relevant for the various financial reporting pro- cesses - at BMW AG, other consolidated Group entities and for the BMW Group as a whole – is set out pri- marily in organisational manuals, internal and external financial reporting guidelines, accounting manuals and training documentation. This information, which can be accessed at all levels via the BMW Group's intranet system, provide the framework for ensuring that the relevant rules are applied consistently throughout the Group. The quality and relevance of these instructions are ensured by regular review as well as by continuous communication between the relevant departments. Organisational measures All financial reporting processes (including Group finan- cial reporting processes) are structured in organisa- tional terms in accordance with the principle of segrega- tion of duties, thus making an important contribution to the early identification of errors and the prevention of potential wrongdoing. Regular comparison of inter- nal forecasts and external financial reports, for example, improves the quality of financial reporting. Moreover, the internal audit department, in its capacity as a pro- cess-independent function, tests and assesses the effec- tiveness of the internal control system and proposes improvements where appropriate. Controls Extensive controls are carried out by managers and staff in all financial reporting processes at an individual entity and Group level, thus ensuring that legal require- ments and internal guidelines are complied with and that all business transactions are properly executed. Con- trols are also carried out with the aid of IT applications, thus reducing the incidence of process risks. Moreover, the performance of controls on accounts deemed to be exposed to risk are subject to additional monitoring. IT authorisations Based on the information available to the Company, the following direct or indirect holdings exceeding 10% of the voting rights at the end of the reporting period were held at the date stated²: All IT applications used in financial reporting processes throughout the BMW Group are subject to access re- strictions, allowing only authorised persons to gain ac- cess to systems and data in a controlled environment. Access authorisations are allocated on the basis of the nature of the duties to be performed. In addition, IT processes are designed and authorisations allocated using the dual control principle, as a result of which, for instance, requests cannot be submitted and approved by the same person. Technical monitoring procedures are also in place to ensure appropriate authorisation security throughout all IT systems. All employees are appropriately trained to carry out their duties and kept informed of any changes in regula- tions or processes that affect them. Managers and staff also have access to detailed best-practice descriptions relating to risks and controls in the various processes, thus increasing risk awareness at all levels. As a conse- quence, the internal control system can be evaluated regularly and further improved as necessary. Employees can, at any time and independently, deepen their un- derstanding of control methods and design using an information platform that is accessible throughout the entire Group. Evaluating the effectiveness of the internal control system Responsibilities for ensuring the effectiveness of the in- ternal control system in relation to individual entity *Disclosures pursuant to § 289 (5) HGB and §315 (2) no. 5 HGB. 82 18-COMBINED MANAGEMENT REPORT 18 General Information on the BMW Group 18 Business Model 20 Management System 23 Report on Economic Position 23 General and Sector-specific Environment and Group financial reporting processes are clearly de- fined and allocated to the relevant managers and are subject to internal audits (e.g. management self-audits, internal audit department findings). Data analysis tools are also employed to identify risks relating to business transactions. Continuous revision and further develop- ment ensures the effectiveness of the internal control system. Group entities are required to confirm regularly Internal control training for employees Stefan Quandt, Germany Susanne Klatten, Germany AQTON SE, Bad Homburg v. d. Höhe, Germany 59 Comments on Financial Statements System of control over voting rights when employees participate in capital and do not exercise their control rights directly 62 Events after the End of the Reporting Period 63 Report on Outlook, Risks and Opportunities 63 Outlook 68 Report on Risks and Opportunities 81 Internal Control System and Risk 87 BMW Stock and Capital Markets Like all other shareholders, employees exercise their control rights pertaining to shares they have acquired in conjunction with the Employee Share Programme and/or the share-based remuneration programme directly on the basis of relevant legal provisions and the Company's Articles of Incorporation. Statutory regulations and Articles of Incorporation provisions with regard to the appointment and removal of members of the Board of Management and changes to the Articles of Incorporation The appointment or removal of members of the Board of Management is based on the rules contained in § 84 et seq. AktG in conjunction with § 31 of the German Co-Determination Act (MitbestG). Amendments to the Articles of Incorporation must comply with § 179 et seq. AktG. All amendments must be decided upon by the shareholders at the Annual General Meeting (§ 119 (1) no. 5, § 179 (1) AktG). The Supervisory Board is authorised to approve amend- ments to the Articles of Incorporation which only affect its wording (Article 14 no. 3 of the Articles of Incorpo- ration). Resolutions are passed at the Annual General Meeting by simple majority of shares unless otherwise explicitly required by binding provisions of law or, when a majority of share capital is required, by simple majority of shares represented in the vote (Article 20 no.1 of the Articles of Incorporation). of BMW AG Authorisations given to the Board of Management in particular with respect to the issuing or buying back of shares in § 71 AktG, e.g. to avert serious and imminent damage to the Company and/or to offer shares to persons em- ployed or previously employed by BMW AG or one of its affiliated companies. In accordance with the resolution passed at the Annual General Meeting on 15 May 2014, the Board of Manage- ment is also authorised – up to 14 May 2019 - to acquire shares of non-voting preferred stock of the Company via the stock exchange, up to a maximum of 1% of the share capital existing at the date of the resolution. The consideration paid by the Company per share of non- voting preferred stock (excluding transaction costs) may not be more than 10% above or below the market price determined by the opening auction on the date of trad- ing of the stock in the Xetra trading system (or a suc- cessor system having a comparable function). Moreover, the Board of Management is authorised to use the ac- quired Company's own shares of non-voting preferred stock for all legally admissible purposes, specifically in- cluding the right to offer and transfer shares to persons employed by the Company or one of its affiliated com- panies up to a proportionate amount of €5 million of share capital. The subscription rights of existing share- holders to the new shares of preferred stock used for the purpose stated above are excluded. The authorisa- tions may also be exercised in parts on more than one occasion. In accordance with § 4 no. 5 of the Articles of Incorpo- ration, the Board of Management is authorised – with the approval of the Supervisory Board – to increase BMW AG's share capital during the period until 14 May 2019 by up to €4,450,383 for the purposes of an Em- ployee Share Programme by issuing new non-voting shares of preferred stock, which carry the same rights as existing non-voting preferred stock, in return for cash contributions (Authorised Capital 2014). Existing shareholders may not subscribe to the new shares. No conditional capital is in place at the reporting date. Significant agreements entered into by the Company subject to control change clauses in the event of a takeover bid The BMW AG is party to the following major agreements which contain provisions for the event of a change in control or the acquisition of control as a result of a take- over bid: - An agreement concluded with an international con- sortium of banks relating to a syndicated credit line 85 COMBINED MANAGEMENT REPORT (which was not being utilised at the balance sheet date) entitles the lending banks to give extraordinary notice to terminate the credit line (such that all out- standing amounts, including interest, would fall due immediately) if one or more parties jointly acquire direct or indirect control of BMW AG. The term "con- trol" is defined as the acquisition of more than 50% of the share capital of BMW AG, the right to receive more than 50% of the dividend or the right to direct the affairs of the Company or appoint the majority of members of the Supervisory Board. - A cooperation agreement concluded with Peugeot SA relating to the joint development and production of a new family of small (1 to 1.6 litre) petrol-driven en- gines entitles each of the cooperation partners to give extraordinary notification of termination in the event of a competitor acquiring control over the other con- tractual party and if any concerns of the other con- tractual party concerning the impact of the change of control on the cooperation arrangements are not allayed during the subsequent discussion process. BMW AG acts as guarantor for all obligations arising from the joint venture agreement relating to BMW Brilliance Automotive Ltd. in China. This agreement grants an extraordinary right of termination to either joint venture partner in the event that, either directly or indirectly, more than 25% of the shares of the other party are acquired by a third party or the other party is merged with another legal entity. The termi- nation of the joint venture agreement may result in the sale of the shares to the other joint venture part- ner or in the liquidation of the joint venture entity. - Framework agreements are in place with financial in- stitutions and banks (ISDA Master Agreements) with respect to trading activities with derivative financial instruments. Each of these agreements includes an extraordinary right of termination which triggers the immediate settlement of all current transactions in the event that the creditworthiness of the party in- volved is materially weaker following a direct or indi- rect acquisition of beneficially owned equity capital which confers the power to elect a majority of the Supervisory Board of a contractual party or any other ownership interest that enables the acquirer to exer- cise control over a contractual party or which consti- tutes a merger or a transfer of net assets. - Financing agreements in place with the European Investment Bank (EIB) entitle the EIB to request early repayment of the loan in the event of an imminent or actual change in control at the level of BMW AG - - The Board of Management is authorised to buy back shares and sell repurchased shares in situations specified Number of shares in 1,000 Position and Net Assets 29 Review of Operations Johanna Quandt GmbH, Bad Homburg v. d. Höhe, Germany Johanna Quandt GmbH & Co. KG für Automobilwerte, Bad Homburg v. d. Höhe, Germany Susanne Klatten Beteiligungs GmbH, Bad Homburg v. d. Höhe, Germany 1 Disclosures pursuant to §289 (4) HGB and §315 (4) HGB. 2 Based on voluntary notifications provided by the listed shareholders as at 31 December 2015. Direct share of voting rights (%) Indirect share of voting rights (%) 0.2 0.2 33,83,4 28.93,5 17.4 16.46 16.4 -12.6 49 Results of Operations, Financial 3 Voting rights held indirectly by the joint heirs of the Johanna Quandt estate are attributed in full in both cases to Stefan Quandt and Susanne Klatten. 5 Controlled entities, of which 3% or more are attributed: Johanna Quandt GmbH, Johanna Quandt GmbH, Johanna Quandt GmbH & Co. KG für Automobilwerte, Susanne Klatten Beteiligungs GmbH. 6 Controlled entities, of which 3% or more are attributed: Johanna Quandt GmbH & Co. KG für Automobilwerte. 84 18-COMBINED MANAGEMENT REPORT 18 General Information on the BMW Group 18 Business Model 20 Management System 23 Report on Economic Position 23 General and Sector-specific Environment 27 Financial and Non-financial The voting power percentages disclosed above may have changed subsequent to the stated date if these changes were not required to be reported to the Company. Due to the fact that the Company's shares are issued to bearer, the Company is generally only aware of changes in shareholdings if such changes are subject to mandatory notification rules. 27 Overall Assessment by Management Shares with special rights which confer control rights There are no shares with special rights which confer control rights. Performance Indicators 4 Controlled entities, of which 3% or more are attributed: Johanna Quandt GmbH, Johanna Quandt GmbH & Co. KG für Automobilwerte, AQTON SE. 601,995 Management System Relevant for the Financial Reporting Process 83-Disclosures Relevant for Takeovers and Explanatory Comments 601,995 16- -2,828 -2,890 -2,376 -2,365 6,396 6,886 5,817 4,521 34- 27 -19 5 -7 5,147 34- 7,523 9,224 Profit/loss before tax Income taxes Net profit/loss Attributable to minority interest Attributable to shareholders of BMW AG 15- 8,707 -454 -396 -724 -369 -411 -313 -358 -747 Financial result 6,369 5,142 147 Other Disclosures 163 Segment Information Statement of Comprehensive Income for Group in € million Note 2015 122 Notes to the Balance Sheet 2014 6,396 5,817 Remeasurement of the net defined benefit liability for pension plans. 35 1,413 -2,298 Net profit 5,798 of Comprehensive Income 9.72 4,514 Basic earnings per share of common stock in € Basic earnings per share of preferred stock in € Dilutive effects 17- -9.70 17- 9.72 - 8.85 - 8.83 8.85 17- 9.70 8.83 113 Notes to the Income Statement 121 Notes to the Statement Diluted earnings per share of preferred stock in € 17- Diluted earnings per share of common stock in € Other financial result 98 Accounting Principles and Policies 98 Notes 18,132 17,005 15,137 13,952 11 -8,633 -61,221 -7,892 -6,645 Other operating income 12- -914 877 689 -7,219 -749 -70,399 -74,043 601,995 2014 (unaudited supplementary information) -2015 2014 Revenues -63,396 Cost of sales 9 92,175 80,401 85,536 -75,173 10 Gross profit Other operating expenses. 12- -820 331 Interest and similar expenses 14- -618 -519 -762 327 -620 90 Income Statements 90-Statement of Comprehensive Income 92 Balance Sheets 94 Cash Flow Statements 96 Group Statement of Changes in Equity 90-GROUP FINANCIAL STATEMENTS 200 185 14- -872 -771 -812 Profit/loss before financial result 9,593 9,118 7,836 7,244 Result from equity accounted investments 13- 518 655 518 655 Interest and similar income Deferred taxes -401 Selling and administrative expenses Items not expected to be reclassified to the income statement in the future Common stock Dividend Key data per share in € 32.01 35.70 48.69 3.202 59.08 Low 45.98 -49.23 -64.65 -74.60 92.19 58.96 -High 2.90 2.50 Earnings per share of preferred stock 4 -7.45 -7.77 8.08 8.83 9.70 2.60 Earnings per share of common stock³ 2.52 2.62 2.92 3.222 Preferred stock 2.30 2.32 36.55 48.76 62.09 85.42 95.51 122.60 High 51.76 -72.93 -73.76 85.22 97.63 Year-end closing price- Stock exchange price in €¹ 601,995 -706 601,995 -89.77 -73.52 - Low -75.68 67.84 -77.41 Year-end closing price. Stock exchange price in €¹ 53,571 53,994 -54,260 54,500 54,809 Number of shares in 1,000 Preferred stock 45.04 53.16 -63.93 -77.41 9.72 8.85 Automotive 7.79 -706 Other comprehensive income for the period after tax 20- 893 -2,298 Total comprehensive income -119 7,289 Total comprehensive income attributable to minority interests 27 19 Total comprehensive income attributable to shareholders of BMW AG 34- 7,262 3,519 Items expected to be reclassified to the income statement in the future -764 765 -1,592 Available-for-sale securities 8.10 1,012 -170 40 Financial instruments used for hedging purposes -1,301 -2,194 -71 -48 Deferred taxes 516 -732 Currency translation foreign operations 3,500 Note Other comprehensive income from equity accounted investments Income Statements for Group and Segments 1 Xetra closing prices. 41.34 46.66 54.25 57.03 65.03 2 Proposed by management. Equity -13.98 -15.19 in € million 18.02 Operating cash flow Automotive segment -7.47 -12.38 3 Annual average weighted amount. 14.35 89 COMBINED MANAGEMENT REPORT Income Statements for Group and Segments BMW Group Statement of Comprehensive Income for Group 90 The rating assessments underline the BMW Group's ro- bust financial condition and excellent creditworthiness. Thanks to these attributes, the Group not only has good access to international capital markets, it also benefits from attractive refinancing conditions, which are par- ticularly helpful for the BMW Group's financial services business. On 24 March 2015, Moody's raised the outlook for BMW AG's rating from "stable" to "positive". At the same time, it confirmed BMW AG's long-term rating (A2) and its short-term rating (P-1), both of which represent the best ratings currently awarded in the European automo- bile sector. turer. 4 Stock weighted according to dividend entitlements. Intensive communication with capital markets The BMW Group continued to keep analysts, investors and rating agencies up to date throughout 2015 with regular quarterly and year-end financial reports. As in previous years, numerous one-to-one discussions, group discussions and dedicated Socially Responsible Investment (SRI) roadshows were held for investors wishing to incorporate sustainability criteria in their in- vestment decisions. This comprehensive communication with relevant capital market participants was supple- mented by debt roadshows for capital debt investors and credit analysts. Communication focused primarily on developments on the Chinese market, digitalisation and other technological trends in the automobile in- dustry, and the relevance of alternative drive systems. Events organised during the year included a Capital Markets Day for analysts and investors at the BMW Group's Spartanburg plant in the USA. Ratings remain at top level In this context, and with the approval of the Super- visory Board, the Board of Management increased BMW AG's share capital by €309,860 from €656,494,740 to €656,804,600 by issuing 309,860 new non-voting shares of preferred stock. The increase was executed on the basis of Authorised Capital 2014 in Article 4 (5) of the Articles of Incorporation. The new shares of pre- ferred stock carry the same rights as existing shares of preferred stock and were issued to enable employees to obtain an equity participation in the Company. In addi- tion, 84 shares of preferred stock were bought back via the stock market in order to service the Employee Share Programme. Proposed dividend increase The BMW Group continues to have the best ratings in the European automobile sector. Since December 2013, BMW AG has had a long-term rating of A+ (stable out- look) and a short-term rating of A-1 from the rating agency Standard & Poor's, currently the highest rating given by Standard & Poor's to a European car manufac- GROUP FINANCIAL STATEMENTS Reflecting the good earnings performance, the Board of Management and the Supervisory Board will propose to the Annual General Meeting to use BMW AG's un- appropriated profit of €2,102 million (2014: €1,904 mil- lion) to pay a dividend of €3.20 for each share of com- mon stock (2014: €2.90) and a dividend of €3.22 for each share of preferred stock (2014: €2.92), a distribution rate of 32.9% for 2015 (2014: 32.7%). -1.8 7,695 79 -2.2 7,244 6,649 7,599 Motorcycles Automotive 9 7,836 Profit before financial result (EBIT) 9,593 9,118 7,978 8,275 -4.8 -20,017 -19,097 -17,057 -15,955 -14,405 -14.3 6 7 9,386 112 1,643 187 4.8 9,224 9,665 7 8,707 7,893 7,803 Profit before tax -15.3 -663 -575 -65 -437 182 -949 -17 169 71 44 58 Other Entities 10.2 2,184 1,981 1,756 1,558 Financial Services 2.7 Eliminations 6 -3.1 Eliminations 9,423 9,964 9,167 Operating cash flow Automotive segment 3.2 4,806 4,659 4,170 3,741 3,541 Depreciation and amortisation −1.1 5,823 5,890 6,100 6,711 5,240 Capital expenditure Change in % 2016 2015 2014 2013 2012 in € million → 04 Further financial performance figures 11,836 11,464 Automotive Revenues Other Entities 8.2 25,681 23,739 20,599 19,874 19,550 4.0 2,069 1,990 1,679 1,504 1,490 5 Financial Services 1.0 86,424 85,536 75,173 70,630 70,208 2.2 94,163 92,175 80,401 76,059 76,848 Automotive Motorcycles 7,170 -2,692 5,111 6,886 → 08 Profit before tax 2016 2015 2014 2013 2012 50 76.1 76.8 80.4 100 92.2 94.2 in € billion → 07 Revenues 2016 2014 2013 2012 5,000 7,978 9,118 10,000 9,593 9,386 in € million → 06 in € million Profit before financial result 9,665 9,224 We carefully monitored the overall performance of the BMW Group, both at scheduled meetings and at other times as the situation required. The Board of Management informed us of all key sales and workforce figures on a regular basis. The Chairman of the Board of Management informed me personally and in a prompt manner regarding all important transactions and key projects. Similarly, Dr Karl-Ludwig Kley, the Chairman of the Audit Committee, and Dr Friedrich Eichiner, member of the Board of Management responsible for Finance, consulted on matters directly, both at scheduled meetings and as the need arose. 1.0 At the beginning of the year, the Board of Management presented us with a summary of new and revised vehicle models scheduled for market launch in 2016. One of the main areas of emphasis with regard to reporting and our consultations in 2016 was the enhanced development of the BMW Group's corporate strategy. We also deliberated at length on succession planning for the Board of Management. Corporate planning was a further key area of focus. We discussed the current performance and financial position of the BMW Group at each of our five Supervisory Board meetings. Main emphases of the Supervisory Board's monitoring and advisory activities Throughout the financial year 2016, we performed the duties incumbent on the Supervisory Board in accordance with the law and the Articles of Association. We continuously monitored the Board of Management's governance of the business and provided advice on important projects and plans. In 2016, BMW AG celebrated its 100th anniversary. Quite fittingly, the BMW Group finished its centenary year with record earnings. With its Strategy NUMBER ONE > NEXT, the BMW Group is moving forward with a sense of purpose into the challenging era of digitalisation and electrification and fully intends to continue playing an active role in shaping technological change within the automobile industry. Dear Shareholders, Norbert Reithofer Chairman of the Supervisory Board Supervisory Board → Report of the 8 the Chairman of the Board of Management Statement of Report of the Supervisory Board BOARD OF MANAGEMENT STATEMENT OF THE CHAIRMAN OF THE REPORT OF THE SUPERVISORY BOARD 1 2016 2015 2014 2013 2012 5,000 7,893 7,803 8,707 10,000 6,561 (2012: 141,165 units, 2013: 198,542 units, 2014: 275,891 units, 2015: 282,000 units, 2016: 316,200 units). 2016 170 -772 -664 -163 -527 211 154 164 3 -937 Eliminations Other Entities 9.7 2,166 1,975 1,723 1,619 1,561 Financial Services 3.4 185 179 107 76 6 Motorcycles 5.2 7,916 7,523 -19.4 * Including the joint venture BMW Brilliance Automotive Ltd., Shenyang -16.3 Net profit 2015 2014 2013 2012 1,250 1,845.2 1,963.8 2,118.0 2,247.5 2,367.6 2,500 in 1,000 units → 05 Sales volume of automobiles* in Figures → BMW Group 60 5 7.7/7.7 10.45/10.47 2.6 8.0 -2,755 6,910 -2,828 6,396 9.70/9.72 -2,890 5,817 8.83/8.85 -2,564 5,329 8.08/8.10 7.75/7.77 Earnings per share in € Income taxes 8,275 110,351 19.4 Statement of Report of the Supervisory Board BMW Group in Figures 1 1 → Page 16 Statement of the Chairman of the Board of Management →Page 8 Report of the Supervisory Board →Page 4 BMW Group in Figures → Page 180 List of Investments at 31 December 2016 Segment Information → Page 175 Other Disclosures →Page 161 Notes to the Statement of Comprehensive Income Notes to the Balance Sheet →Page 140 → Page 139 Notes to the Income Statement → Page 133 → Page 120 Accounting Principles and Policies → Page 120 Notes to the Group Financial Statements → Page 118 Group Statement of Changes in Equity → Page 116 Cash Flow Statements for Group and Segments → Page 114 Balance Sheets for Group and Segments → Page 112 Statement of Comprehensive Income for Group → Page 112 Income Statements for Group and Segments GROUP FINANCIAL STATEMENTS the Chairman of 3 the Board of Management in Figures 130 133 143 Fleet emissions in g CO2/km³ 2,367,603 2,247,485 2,117,965 1,963,798 1,845,186 Sales volume2 AUTOMOTIVE SEGMENT 2.0 124,729 122,244 116,324 105,876 Workforce at year-end¹ Change in % 2016 2015 2014 2013 2012 BMW GROUP → 01 Key non-financial performance indicators BMW GROUP IN FIGURES → BMW Group → Page 232 Index of Graphs →Page 233 Financial Calendar →Page 234 Contacts →Page 230 Index →Page 226 BMW Group Ten-year Comparison →Page 228 Glossary →Page 22 General Information on the BMW Group MANAGEMENT REPORT COMBINED 2 → Page 190 Statement on Corporate Governance (§289a HGB) (Part of the Combined Management Report) GOVERNANCE CORPORATE 4 Board of Management →Page 16 Statement of the Chairman of the 8 Report of the Supervisory Board 4 BMW Group in Figures 1 →Page →Page CONTENTS Motor Cars Limited Rolls-Royce MINI W M THE NEXT 100 YEARS Mo 25 592 BMW GROUP A New Era Begins ANNUAL REPORT 2016 The Board of Management reported to us regularly and comprehensively on the BMW Group's financial condition, providing information on sales volume developments, market competition issues relevant for the Automotive and Motorcycles segments, and changes in the size of the workforce. It also kept us informed of economic developments in the world's key regions and the prospects for business in each of them. The Board of Management provided us with regular updates on new business with retail customers and business volumes in the Financial Services segment, including explanations of variances against the forecast. →Page 22 Organisational Structure and Business Model →Page 24 Locations →Page 29 Management System →Page 34 Report on Economic Position →Page 34 General and Sector-specific Environment OTHER INFORMATION 5 → Page 224 Auditor's Report Responsibility Statement by the Company's Legal Representatives →Page 223 Compliance in the BMW Group Compensation Report →Page 212 → Page 207 → Page 205 Information on Corporate Governance Practices Applied beyond Mandatory Requirements → Page 204 Disclosures pursuant to the Act on Equal Gender Participation Composition and Work Procedures of the Board of Management of BMW AG and its Committees →Page 198 Composition and Work Procedures of the Supervisory Board of BMW AG and its Committees →Page 196 Members of the Supervisory Board 127 →Page 193 →Page 192 Information on the Company's Governing Constitution Declaration of the Board of Management and of the Supervisory Board pursuant to § 161 AktG → Page 191 → Page 190 →Page 107 BMW Stock and Capital Markets in 2016 →Page 103 Disclosures Relevant for Takeovers → Page 101 Internal Control System and Risk Management System Relevant for the Financial Reporting Process →Page 88 Risks and Opportunities →Page 82 Report on Outlook, Risks and Opportunities →Page 82 Outlook →Page 76 Comments on Financial Statements of BMW AG →Page 63 Results of Operations, Financial Position and Net Assets →Page 39 Financial and Non-financial Performance Indicators →Page 42 Review of Operations → Page 38 Overall Assessment by Management Members of the Board of Management 124 5.3 -2.4 MOTORCYCLES SEGMENT Revenues in € million AUTOMOTIVE SEGMENT 4.8 9,665 9,224 8,707 7,893 7,803 Change in % 2016 2015 2014 2013 2012 Profit before tax in € million BMW GROUP → 03 Key financial performance indicators 5 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2012: 150,052 units, 2013: 214,920 units, 2014: 287,466 units, 2015: 287,755 units, 2016: 305,726 units). 6 Excluding Husqvarna, production up to 2013: 59,426 units. * Excluding Husqvarna, sales volume up to 2013: 59,776 units. 1 Figures exclude suspended contracts of employment, employees in the non-work phases of pre-retirement part-time arrangements and low income earners. 2 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2012: 141,165 units, 2013: 198,542 units, 2014: 275,891 units, 2015: 282,000 units, 2016: 316,200 units). 3 EU-28. 9.4 1,811,157 1,655,961 1,509,113 1,471,385 1,341,296 70,208 70,630 75,173 85,536 20.0 21.2 RoE in % (change in %pts) FINANCIAL SERVICES SEGMENT 1.4 33.0 31.6 21.8 16.4 1.8 ROCE in % (change in %pts) MOTORCYCLES SEGMENT 2.1 -3.6 74.3 61.7 63.0 73.7 ROCE in % (change in %pts) -0.3 8.9 9.2 9.6 9.4 10.8 EBIT margin in % (change in %pts) 1.0 86,424 72.2 20.2 145,555 133,615 2,003,359 1,905,234 338,466 3,785 2,247,485 1,811,719 302,183 4,063 2,117,965 1,655,138 305,030 3,630 1,963,798 1,845,186 1,540,085 301,526 3,575 Total² Rolls-Royce MINI BMW2 Sales volume Change in % 2016 2015 2014 2013 2012 AUTOMOTIVE SEGMENT → 02 Further non-financial performance figures 5.9 145,032 136,963 123,495 115,215 106,358 Sales volume4 5.2 360,233 6.4 4,011 110,127 113,811 New contracts with retail customers FINANCIAL SERVICES SEGMENT BMW Production volume6 MOTORCYCLES SEGMENT 3.5 2,359,756 8.6 4,179 3.1 352,580 151,004 3.6 1,933,647 342,008 3,848 2,279,503 1,838,268 322,803 4,495 2,165,566 1,699,835 303,177 3,354 2,006,366 1,861,826 Total5 1,547,057 311,490 3,279 Rolls-Royce MINI BMW 5 Production volume 5.3 2,367,603 6.0 2,002,997 In its regular business status reports, the Board of Management kept us well informed regarding the progress of important current projects and transactions, which we then deliberated upon in greater detail. For example, the Board of Management briefed us on the BMW Group's collabo- ration with Mobileye and Intel aimed at developing technologies for highly and fully automated driving. It also provided information on the planned joint venture with other automobile manufacturers to establish a charging infrastructure for electric vehicles that is compatible with every brand. Other items reported on included the complete acquisition of the parking space service provider ParkMobile and the enlargement of the group of shareholders for the HERE mapping service. The Board of Management also informed us on the impact of an earthquake in Japan on security of supply for certain components. 21.2 10 9 The Board of Management reported to us comprehensively on the performance, risk situation and business strategies of the Financial Services segment. It also provided information on the current status of regulatory proceedings involving a locally based financial services company. Towards the end of the year under report, we studied the annual budget for the financial year 2017 presented to us by the Board of Management. We carefully reviewed the opportunities and risks attached to the budget and discussed them thoroughly with the Board of Management. On the second day of the meeting, we focused on the long-term corporate plan for the years 2017-2022. The Board of Management also took the opportunity to point out various risk scenarios, such as a possible further tightening of emissions regulations. The long-term plan was approved after exhaustive analysis and consultation. We urged the Board of Management to maintain close control over fixed costs and profitability in order to secure the necessary levels of future investment. We also took the opportunity to personally test-drive a variety of series vehicles on a test track, including the current BMW plug-in hybrid vehicles and other individual models currently being developed. In addition, selected vehicle models were presented and explained to us. In this context, the new brand strategy, a key element of Strategy NUMBER ONE > NEXT, was considered at length. Together with the Board of Management, we also debated at length on the topic of digitalisation in sales and production and the related requirements. After thorough deliberation, the members of the Supervisory Board approved the Strategy NUMBER ONE > NEXT. 2015 One Supervisory Board meeting was held in Goodwood, England, the headquarters and location of the Rolls-Royce Motor Cars manufacturing plant. In the course of this meeting we dealt with several topics, including a Board of Management report on product quality and customer satisfaction. The Board of Management described various existing and planned emissions requirements on key markets and presented measures designed to ensure compliance with those requirements, including the further electrification of the BMW Group's fleet of vehicles. Furthermore, the Board of Management explained the strategy and risk management measures in place for Group financing. While visiting the Rolls-Royce manufacturing plant, we gathered information on topics such as the implementation of individual customer requirements as a way of optimising customer orientation. The Board of Management kept us up-to-date at all times on the further development of the Group's corporate strategy. Based on a thorough analysis of the changing environment in which the BMW Group operates, the Board of Management set out the strategic targets of Strategy NUMBER ONE > NEXT, which is designed to reconcile the need to ensure operational excellence, invest in forward-looking areas and maintain profitability at a stable level. After the various presentations, we discussed individual points of strategy with the Board of Management, including digitalisation, electric mobility and lightweight construction. We reviewed business developments on various key markets in some depth, particularly those in China and the USA. The referendum held in the United Kingdom on the country leaving the European Union prompted us to obtain an assessment from the Board of Management regarding possible future consequences for the BMW Group. Supervisory Board Corporate strategy and long-term corporate planning were considered in a meeting held over two days. In the first part of the meeting we discussed the Strategy NUMBER ONE > NEXT in great detail, including the implementation measures developed by the Board of Management. The Board of Management elaborated on topics that included the measures adopted for defined key areas of technology, such as Efficient Dynamics NEXT. → Report of the Report on Outlook, Risks and Opportunities Management Report Combined 96 The BMW Group employs a global sales network, primarily comprising independent dealers, branches, subsidiaries and importers to sell its products and services. Any threat to the continued activities of parts of the sales network would entail risks for the BMW Group. If sales and marketing risks were to materialise, they are likely to have low earnings impact over the two-year assessment period. The risk level is classified as low. New opportunities for the BMW Group's brands are opening up in particular as a result of developments in the field of digital communication and connectivity. Additional opportunities could also arise if new sales channels contribute to greater brand reach to addi- tional customer groups than currently envisaged in the forecast. Digital communication and connectivity enables consumers to be reached on a more targeted and individualised basis, thus strengthening long-term relationships and brand loyalty. The outcome is often a more intense product and brand experience for cus- tomers, which could lead to higher sales volume and have a positive impact on revenues and earnings. The BMW Group invests in advanced marketing concepts in order to intensify customer relationships. In 2016, for example, customers in the United Kingdom were able to access an online sales platform, enabling them to select, finance and buy their vehicle online. The BMW Group's brands are also present on numerous platforms, such as Facebook, YouTube and Twitter. The BMW Group estimates the earnings impact as insignificant over the two-year assessment period as compared to the assumptions made in the outlook. → Risks and Opportunities Risks and opportunities relating to sales and marketing Within the Purchasing and Supplier Network opportunities emerge above all in the area of global sourcing through increased efficiency and the use of innovations developed by suppliers, which can lead to a broader range of products. Introduction of new and innovative production technologies and location-specific cost factors, in particular through local supplier structures in close proximity to new and existing BMW Group production plants, can lead to lower cost of materials for the BMW Group. The integration of previously unidentified innovations from the supplier market into the product range is a further source of opportunities. The BMW Group offers innovative suppliers numerous possibilities for creating specific contractual arrangements which are attractive for those developing innovative solutions. At regular intervals, the BMW Group honours its most inventive suppliers with the Supplier Innova- tion Award. The BMW Group does not expect these opportunities to have a significant earnings impact over the two-year assessment period as compared to the assumptions made in the outlook. 96 Information, data protection and IT Great importance is attached to protecting the confidentiality, integrity and availability of business information and employee and customer data, for instance against unauthorised access and misuse. Data security based on the International Standard ISO/IEC 27001 is an integral component of all business pro- cesses. As part of risk management procedures, data protection, information and IT risks are systematically documented, allocated appropriate measures by the departments responsible and regularly monitored in terms of threat level and risk mitigation. Regular anal- yses and controls and rigorous security management ensure an appropriate level of security. Despite regular testing and preventative security measures, it is impos- sible to eliminate risks completely in this area. All employees are required to treat carefully information such as confidential business, customer and employee data, to use securely information systems and handle risks with transparency. Group-wide requirements are documented in a comprehensive set of principles, guidelines and instructions, such as, for example, the Binding Corporate Rules for handling of employee data. Regular communication and information activ- ities create a high degree of security and risk aware- ness among employees involved. Employees receive training to ensure compliance with the applicable In addition to IT attacks and direct physical inter- vention, lack of knowledge or misconduct on the part of employees may also represent a danger to the confidentiality, integrity and availability of data and systems. Direct consequences of information, data protection and IT risks include expenses required for rapid data, information and systems recovery. Negative impacts on operational performance due to the non-availability of products and services or disruptions in spare-part or vehicle production could also be possible. A further indirect result could be reputational damage. The BMW Group pays particular attention to the qual- ity of the parts built into its vehicles. In order to attain a very high level of quality, it may become necessary to invest in new technological concepts or discontinue planned innovations, with the consequence that the cost of materials could exceed levels accounted for in the outlook. By monitoring and developing global sup- plier markets, the BMW Group continuously strives to increase its competitiveness by working together with the world's best product and service providers. requirements and in-house rules. The BMW Group protects its intellectual property as well as customer and employee data in cooperations and business partnerships by stipulating clear instructions with regard to data protection and the use of information technology. Information pertaining to key areas of expertise as well as sensitive personal data are subject to particularly strict security measures. Technical data protection incorporates industry-wide standards and best practices. Responsibility for data and information protection lies for each Group entity with the Board of Management or relevant management team. The use of information technology in new products and services, production or communication with customers opens up new opportunities. Under the slogan Industry 4.0, new approaches to production are being tested which could generate significant improve- ments in process and energy efficiency. The range of services and apps on offer to customers via BMW ConnectedDrive is constantly being expanded and updated. The purchase together with other companies of the firm HERE lays the foundation for the next generation of mobility and location-based services. For the automobile sector, it serves as the basis for new customer-oriented functions, such as innovative assistance systems through to fully automated driving. The BMW Group expects these opportunities to have an insignificant earnings impact over the two-year assessment period compared to the assumptions made in the outlook. Financial risks and risks relating to the use of financial instruments Currency risks and opportunities As an internationally operating enterprise, the BMW Group conducts business in a variety of currencies, thus giving rise to currency risks and opportunities. A substantial portion of Group revenue generation, purchasing and funding occur outside the eurozone (particularly in China and the USA). Cash-flow-at-risk models and scenario analyses are used to measure currency risks and opportunities. If currency risks were to materialise, they could have a high earnings impact over the two-year assessment period. The risk level attached to currency risks is medium. Significant opportunities can arise if curren- cy developments are favourable for the BMW Group. Operational currency management is based on the results of currency risk analyses. The BMW Group manages currency risk at both the strategic (medium and long term) and operational level (short and medi- um term). Medium- and long-term measures include increasing production volumes and purchase volumes in foreign currency regions (natural hedging). Cur- rency risks are managed in the short to medium term and for operational purposes by means of hedging on financial markets. Hedging transactions are entered into only with financial partners of good credit stand- ing. Opportunities are also secured through the use of options during specific market phases. Risks and opportunities relating to raw materials As a large-scale manufacturing company, the BMW Group is exposed to purchase price risks, par- ticularly in relation to raw materials used in vehicle production. Basis for the analysis of raw material price risk are planned purchases of raw materials and components containing those raw materials. If risks relating to raw material prices were to materialise, they would likely have a low earnings impact over the two- year assessment period. A low risk level is attached to these risks. Significant opportunities could arise if raw material prices developed favourably for the BMW Group. Changes in commodity prices are monitored on the basis of a well-defined management process. The principal objective is to increase planning reliability for the BMW Group. Price fluctuations for precious metals (platinum, palladium, rhodium) and non-fer- rous metals (aluminium, copper, lead), and, to some extent, on steel and steel ingredients (iron ore, coke- coal) and energy (gas, electricity) are hedged using financial derivatives and supply contracts with fixed pricing arrangements. The advance of digitalisation across all areas of the business raises the need for increasingly stringent requirements for the confidentiality, integrity and availability of electronically processed data and in information technology (IT) in general. The increased threat of cybercrime has changed the risk exposure of the BMW Group. In addition to intellectual prop- erty theft, BMW Group must protect itself against attacks on data integrity and availability. At the same time, regulations covering the handling of personal data are also becoming more stringent, for example with the adoption of the EU General Data Protection Regulation by the European Parliament in April 2016. If information, data protection and IT risks were to materialise, they could have a high earnings impact over the two-year assessment period. Risk levels attached to these risks are classified as high. network, including the requirement to comply with internationally recognised human rights and appli- cable labour and social standards. The principal tool for ensuring compliance with the BMW Group Sus- tainability Standard is a three-stage risk management system for sustainability. In addition, the technical and financial capabilities of suppliers - especially those supplying for modular-based production - are monitored. Supplier sites are assessed for exposure to natural hazards, such as floods or earthquakes, in order to identify supply risks at an early stage and implement appropriate safeguards. Fire risks at series suppliers are evaluated by means of questionnaires and selective site inspections. In order to minimise supply risks, the BMW Group works hard to reduce the input of raw materials or to use alternative raw materials as a substitute. Close cooperation between carmakers and automotive suppliers in the development and production of vehi- cles and the provision of services generates economic benefits, but also raises levels of dependency. Potential reasons for the failure of individual suppliers could include non-compliance with sustainability or quality standards, lack of financial strength on the part of a supplier, the occurrence of natural hazards, IT-related risks, fires or insufficient supply of raw materials. As part of the supplier pre-selection process, the BMW Group is careful to ensure compliance with the sustainability standards stipulated for the supplier 95 The BMW Group's earnings could also be positively affected in the short to medium term by changes in trading policies. A possible reduction in tariff barriers, import restrictions or direct excise duties could lower the cost of materials for the BMW Group, also enabling products and services to be offered to customers at lower prices. Further opportunities from changes in legislation and regulatory requirements compared to the outlook for the earnings performance of the BMW Group are classified as insignificant. Market development In addition to the potential impact of macroeconomic factors and sector-specific political framework condi- tions, it is also extremely difficult to predict the impact of increasingly fierce competition among established manufacturers and the emergence of new competitors. Unforeseen consumer preferences and changes in how brands are perceived can give rise to opportunities and risks. If market risks were to materialise, they could have a high earnings impact over the two-year assessment period. The risk level is classified as high. Fierce competition, particularly in Western Europe, the USA and China, is a potential reason for lower demand and for fluctuations in the regional distri- bution and composition of demand for vehicles and mobility services. Greater competition could potential- ly put pressure on selling prices and margins. Changes in customer behaviour can also be brought about by changes in public opinion, values, environmental issues and fuel or energy prices. Selling price and margin risks are measured using a scenario approach, based on a bottom-up survey of the key sales markets and an analysis of historical data. The BMW Group's flexible selling and production processes enable risks to be reduced and opportunities in market and prod- uct segments to be taken. Local restrictions affecting product usage in specific sectors may limit BMW Group sales volumes in indi- vidual markets. In some urban areas, for instance, local measures have been or are being introduced which impose entry restrictions, road use charges or, in some situations, highly restrictive registration rules. These restrictions may affect local demand for the BMW Group vehicles affected and hence have negative repercussions on sales volume and margins. The BMW Group's endeavours to counter this risk include offering locally emission-free vehicles (such as the BMW i3), which benefit from state subsidies and exemption rules. New opportunities are continuously being sought to create even greater added value for customers than currently expected, and thereby realise significant opportunities with respect to sales volumes and pric- ing. Further development of the product and mobility portfolio and expansion in growth regions are seen as the most important growth opportunities for the BMW Group in the medium to long term. Continued growth depends above all on the ability to develop innovative products and bring them to market. The range of services on offer was further expanded in 2016, including the establishment of new mobility ser- vices by ReachNow in North America and the expan- sion of the DriveNow offering introduced in additional European cities. Furthermore, vehicle-related services were brought onto the market. The new BMW 5 and 93 94 94 Combined Management Report Report on Outlook, Risks and Opportunities → Risks and Opportunities 7 Series models, for instance, include the optional Driving Assistant Plus which, as a future-oriented product innovation, offers the comfort of partially autonomous driving. The BMW Group does not expect these opportunities to have a material earnings impact over the two-year assessment period compared to the assumptions made in the outlook. Risks and opportunities relating to operations Risks and opportunities relating to production and technology Risks relating to production and technology often manifest themselves in the form of potential sources of production interruptions or additional expenses necessary to comply with quality standards under changed environmental conditions. If risks from the production and technology category were to materi- alise, they could have a high earnings impact over the two-year assessment period. The risk level attached to production and technology is classified as high. Production stoppages and downtimes, in particular due to fire, but also to machinery and tooling-related breakdowns, IT disruptions, power failures, transpor- tation and logistical disruptions, pose risks, against which the BMW Group has put suitable measures in place. Production structures and processes are designed from the outset with a view to minimising any potential damage and the probability of occur- rence. The broad array of measures taken include technical fire protection solutions, land development measures including contingencies against flooding when facilities are expanded or new buildings added, the interchangeability of production facilities, pre- ventative maintenance, the ability to manage spare parts across sites, and predictive planning of trans- portation alternatives. The risk level is also reduced by deploying flexible working hour models and working time accounts, but also as appropriate through split arrangements or by building engine types at addition- al sites. This makes it possible to recover quickly any backlog arising from production interruptions. More- over, risks arising from interruptions and production downtime due to fire are also appropriately insured with insurance companies of good credit standing. In order to attain the outstanding level of quality expected of the BMW Group's products and corre- spondingly high external ratings (e.g. for product safety) and reduce statutory and non-statutory warranty obligations, it may be necessary to incur a higher level of expenditure than originally forecast. In addition, availability of products may be limited, particularly at the start of production of new vehicles. These risks are mitigated through regular audits and the continual improvement of the quality management system, which ensures a high standard of quality. The BMW Group also recognises appropriate accounting provisions for statutory and non-statutory warranty obligations. Such provisions reduce the risk to earn- ings, as they are already included in the outlook. Further information on risks in conjunction with provisions for statutory and non-statutory warranty → see obligations is provided in → note 31 to the Group Financial Statements. note 31 Risks and opportunities relating to purchasing Purchasing risks relate primarily to supply risks caused by the failure of a supplier to deliver as well as risks associated with the quality of bought-in parts. Production problems incurred by suppliers could have adverse consequences for the BMW Group, ranging from increased expenditure through to production interruptions and a corresponding reduction in sales volume. The increasingly complex nature of the supplier network, especially at the level of lower tier suppliers, whose operations can only be indirectly influenced by the BMW Group, is a further potential cause of downtimes at supplier locations. Purchas- ing risks, if materialised, could have a high earnings impact over the two-year assessment period. The risk level attached to purchasing risks is classified as medium. note 37 95 Liquidity risks Based on the experience of the financial crisis, a minimum liquidity concept has been developed and is rigorously adhered to. Use of the “matched funding principle" to finance the Financial Services segment's operations eliminates liquidity risks to a large extent. Solvency is assured at all times throughout the BMW Group by maintaining a liquidity reserve and by the broad diversification of refinancing sources. Regular measurement and monitoring ensure that cash inflows and outflows from transactions in varying maturity cycles and currencies offset each other. The relevant procedures are incorporated in the BMW Group's target liquidity concept. The liquidity position is monitored continuously and managed by means of a cash flow requirement and sourcing forecast system in place throughout the Group. A diversified refinancing strategy reduces dependency on any specific type of instrument. Moreover, the BMW Group's solid financial and earnings position results in the high creditworthiness ratings issued by internationally recognised rating agencies. rising refinancing costs. They may also manifest them- selves in restricted access to funds as a consequence of the general market situation or the failure of individual banks. If liquidity risks were to materialise, they would be likely to have a low earnings impact over the two- year assessment period. The risk of incurring liquidity risk, including the risk of the BMW Group's rating being downgraded and any ensuing deterioration in financing conditions, is classified as low. Interest rate risks and opportunities Interest rate risks in the Financial Services segment relate to potential losses caused by changes in market interest rates. They can arise when fixed interest rate periods for assets and liabilities recognised in the balance sheet do not match. If risks relating to interest rate risk were to materialise, they could have a medium earnings impact over the two-year assessment period. The risk level is classified as low. The BMW Group classifies potential interest rate opportunities as material. Interest rate risks in the Financial Services line of business are managed by raising refinancing funds with matching maturities and by employing inter- est-rate derivatives. If the relevant recognition criteria are fulfilled, deriv- atives used by the BMW Group are accounted for as hedging instruments. Further information on risks in conjunction with financial instruments is provided in → note 37 to the Group Financial Statements. → see note 37 Operational risks in the Financial Services segment Operational risks are defined in the Financial Ser- vices segment as the risk of losses arising as a conse- quence of the inappropriateness or failure of internal procedures (process risks), people (personnel-related risks), systems (infrastructure and IT risks) and exter- nal events (external risks). These four categories of risk also include related legal and reputation risks. The comprehensive recording and measurement of risk scenarios, loss events and countermeasures in the operational risk management system provides the basis for a systematic analysis and management of potential or materialised operational risks. Annual self-assessments are also carried out. If operational risks were to materialise, they would be likely to have a low earnings impact over the two-year assessment period. The risk level is classified as low. Legal risks Compliance with the law is a basic prerequisite for the success of the BMW Group. Current legislation pro- vides the binding framework for the BMW Group's various business activities around the world. As a result of its worldwide operations, the BMW Group is exposed to a wide range of legal risks. If legal risks were to materialise, they could have a high earnings impact over the two-year assessment period. The risk level attached to significant identified legal risks is classified as medium. However, it cannot be ruled out that new legal risks, as yet unforeseen, could materialise that could have a high earnings impact for the BMW Group. The growing international scope of the BMW Group's operations and of business interdependencies in general, combined with the variety and complexity of legal provisions, including increasingly import and export regulations, give rise to an increased risk that laws may be violated simply through lack of aware- ness. The BMW Group has established a Compliance Organisation aimed at ensuring that its represen- tative bodies, managers and staff act lawfully at all times. Further information on the BMW Group's Compliance Organisation can be found in the section "Corporate Governance". 99 100 Combined Management Report Report on Outlook, Risks and Opportunities → Risks and Opportunities → Internal Control System and Risk Management System Relevant for the Financial Reporting Process Like all internationally operating entities, the BMW Group is confronted with legal disputes relat- ing in particular to warranty claims, product liability, infringements of protected rights and proceedings initiated by government agencies. Any of these mat- ters could, amongst others, have an adverse impact on the Group's reputation. Such proceedings are typical for the sector and can arise as a consequence of realigning product or purchasing strategies to suit changed market conditions. Particularly in the US market, class action lawsuits and product liability risks can have substantial financial consequences and cause damage to the Group's public image. The application of more rigorous consumer regulations or the stricter interpretation of existing regulations could result in a greater number of recalls. The high quality of the Group's products, which is ensured by regular quality audits and ongoing improvement measures, helps reduce this risk. The BMW Group recognises appropriate levels of provision for lawsuits. A part of these risks is insured where this makes business sense. Some risks, however, either cannot be estimated or only to a limited extent. In other cases, the incurrence of expenses or losses may be considered unlikely. Such items are reported as contingent liabilities. It cannot be ruled out, however, that losses from damages could arise that are either not covered or not fully covered by insurance policies or provisions, or as contingent liabilities. In accordance with IAS 37 (Provisions, Contingent Liabilities and Contingent Assets), the required information is not provided if the BMW Group concludes that disclosure of the information could seriously prejudice the outcome of the relevant legal proceedings. Further information on contingent liabilities is provided in → note 36 to the Group Financial Statements. → see note 36 Overall assessment of the risk and opportunities situation The overall risk assessment is based on a consolidated view of all significant individual risks and opportu- nities. The exposure to risks in the individual risk categories is essentially stable. In view of the growing importance of data and IT systems for its business, the BMW Group sees an increased need for protection in the area of information, data protection and IT systems. In view of these changes, the overall risk level for the BMW Group has increased slightly compared to the previous year. Overall, there has been no significant change in the opportunities situation compared to the previous year. Each vehicle's estimated residual value is calculated on the basis of historical external and internal data and used to estimate the expected market value of the vehicle at the end of the contractual period. As part of the process of managing residual value risks, a calculation is performed at the inception of each contract to determine the net present value of risk costs. Market developments are observed through- out the contractual period and the risk assessment updated. The major part of the Financial Services segment's credit financing and lease business is refinanced on capital markets. Liquidity risks may be reflected in Risks and opportunities arise in conjunction with lease contracts if the market value of a leased vehicle at the end of the contractual term of a lease differs from the residual value estimated at the inception of the lease and factored into the lease payments. A residual value risk exists if the expected market value of the vehicle at the end of the contractual term is lower than its estimated residual value at the date the contract is entered into. If residual value risks were to materialise, they could have a high earnings impact over the two-year assessment period. A high and medium earnings impact would then arise for the affected Financial Services and Automotive segments, respectively. The risk level is classified as medium for the Group as a whole. Opportunities can arise out of a positive deviation between the actual market and the original residual value forecast. The BMW Group classifies potential residual value opportunities as significant. Credit and counterparty risks and opportunities Credit and counterparty default risk arises with- in the Financial Services segment if a contractual partner (i.e. a customer or dealer) either becomes unable or only partially able to fulfil its contractual obligations, such that lower income is generated or losses incurred. If credit and counterparty risks were to materialise, they could have a medium earnings impact over the two-year assessment period. The risk level is classified as medium. The BMW Group classi- fies potential opportunities in this area as significant. As part of its credit and counterparty risk manage- ment system, the Financial Services segment uses a variety of rating systems in order to assess the creditworthiness of its contractual partners. Credit risks are managed at the time of the initial credit decision on the basis of a calculation of the pres- ent value of standard risk costs and subsequently, during the term of the credit, by using a range of risk provisioning techniques to cover risks resulting from changes in customer creditworthiness. In this context, individual customers are classified by cate- gory each month on the basis of their current con- tractual status, and appropriate levels of allowance recognised in accordance with that classification. If economies develop more favourably than assumed in the outlook, credit losses may be reduced, leading to a positive earnings impact. Setting the regulatory framework for innovative mobil- ity solutions and providing state-funded incentives are important prerequisites for developing mobility services and introducing product innovations, such as autonomous driving. If the necessary public meas- ures are implemented globally at a faster pace than expected, opportunities will arise for the BMW Group to expand new business segments more quickly. Alternative mobility services, such as DriveNow, ChargeNow and ParkNow, could benefit from sup- portive regulatory measures, for example through systematic application in German cities of car-sharing legislation that comes into force in September 2017. Access restrictions for inefficient vehicles with lower environmental standards could provide a competitive advantage and hence an opportunity for BMW Group vehicles equipped with Efficient Dynamics technol- ogies and for BMW i and iPerformance vehicles with alternative drive systems. The market acceptance and sales volumes of product innovations that are either planned for the future or have recently been launched could turn out to be greater than predicted in the outlook. Good examples of such opportunities are implementation of the 360° ELECTRIC portfolio in the field of electric mobility, achieving growth in the field of mobility services, and collaborating with Toyota on developing a hydrogen fuel cell system. A description of the methods applied for risk measure- ment and hedging in conjunction with currency and → see commodity risks is provided in → note 37 to the Group Financial Statements. If the relevant recognition crite- ria are fulfilled, derivatives used by the BMW Group as hedges are accounted for as hedging relationships. Further information on risks in conjunction with →see financial instruments is provided in → note 37 to the Group Financial Statements. note 37 46 97 96 98 Combined Management Report Report on Outlook, Risks and Opportunities → Risks and Opportunities Risks and opportunities relating to pension obligations Pension obligations are influenced in particular by fluctuations of market yields on corporate bonds, as well as by other economic and demographic parame- ters. Opportunities and risks arise depending on the nature and scale of changes in these parameters. If risks relating to pension obligations materialised, they could have a high earnings impact over the two-year assessment period. The risk level relating to pension obligations is classified as medium. Within a favoura- ble capital market environment, the return generated by pension assets may exceed expectations and reduce the deficit of the relevant pension plans. This could have a significantly favourable impact on the net asset position of the BMW Group. Future pension payments are discounted by reference to market yields on high-quality corporate bonds. These yields are subject to market fluctuation and therefore influence the level of pension obligations. Changes in other parameters, such as rises in infla- tion and longer life expectancy, also impact pension obligations and payments. Most of the BMW Group's pension obligations are managed in external pension funds or trust arrangements and the related assets are kept separate from those of the Group. The amount of funds required to finance pension payments out of operations in the future is therefore substantially reduced, since most of the Group's pension obli- gations are settled out of pension fund assets. The pension assets of the BMW Group comprise inter- est-bearing securities, equities, real estate and other investment classes. Assets held by pension funds and trust arrangements are monitored continuously and managed on a risk-and-yield basis. Diversification of investments also helps to mitigate risk. In order to reduce fluctuations in pension funding shortfalls, investments are structured to match the timing of pension payments and the expected pattern of pen- sion obligations. Remeasurements on the liability and fund asset sides are recognised, net of deferred taxes, in "Other comprehensive income" and hence directly in equity (within revenue reserves). Further information on risks in conjunction with pension provisions is provided in → note 30 to the see Group Financial Statements. note 30 Risks and opportunities relating to the Financial Services segment The categories of risk relating to the provision of financial services comprise credit and counterparty risk, residual value risk, interest rate risk, operational risks and liquidity risk. Evaluation of liquidity risk for the Financial Services segment is included in the liquidity risk category for the Group as a whole. The segment's total risk exposure was covered at all times during the 2016 financial year by the available risk-covering assets, thus ensuring the Financial Services segment's risk-bearing capacity. Residual value risks and opportunities Further risks can result from the tightening of existing import and export regulations. These lead primarily to additional expenses, but can also restrict the import and export of vehicles or parts. Increased taxes on high-value consumer goods have also been proposed in a number of regions. Taxes of this kind in major markets of the BMW Group, such as China, could have a negative impact on regional demand and margins on BMW Group vehicles in the automobile segments concerned. Should the global economy develop significantly better than reflected in the outlook, macroeco- nomic opportunities could arise with a potentially favourable impact on the revenues and earnings of the BMW Group. Stronger Chinese growth, econo- my-boosting structural reforms within the eurozone, growth stimulus through infrastructure investment in the USA or more robust consumer spending by US households despite rising financing costs, could result in significantly stronger sales volume growth, reduced competitive pressures and improved pricing. Macroeconomic opportunities that could generate a sustainable impact on earnings are currently classified by the BMW Group as insignificant. Strategic and sector risks and opportunities Changes in legislation and regulatory requirements Abrupt introduction of tightened new laws and regu- lations represents a significant risk for the automobile industry, particularly in relation to emissions, safety and consumer protection, as well as taxes on vehicle purchases and use. Country- and sector-specific trade barriers can also change at short notice. Unfavourable developments in any of these areas can necessitate significantly higher levels of investment and ongoing expenses or influence customer behaviour. Risks from changes in legislation and regulatory requirements could have a low impact on earnings over the two-year assessment period. The risk level attached to these risks is classified as medium. Production and technology Purchasing Sales and marketing Information, data protection and IT Financial risks and opportunities Foreign currencies High Stable Insignificant Stable Medium Stable Insignificant Stable Low Stable Insignificant Stable High Increased Insignificant Stable Medium Risks and opportunities relating to operations Stable Stable Stable Risks and opportunities The following table provides an overview of all risks and opportunities and illustrates their significance for the BMW Group. Overall, neither at the balance sheet date nor at the date on which the Group Financial Statements were prepared were any risks identified that could pose a threat to the going-concern status of the BMW Group. Risks and opportunities which could, from today's perspective, have a significant impact on the results of operations, financial position and net assets of the BMW Group are described in the following sections. 91 Risk level Change compared to prior year* Opportunities Change compared to prior year RISKS AND OPPORTUNITIES Macroeconomic risks and opportunities High Stable Insignificant Stable Strategic and sector risks and opportunities Changes in legislation and regulatory requirements Medium Stable Insignificant Stable Market developments High Insignificant The BMW Group sees a clear move towards increasing- ly stringent vehicle emissions regulations, particularly for conventional drive systems, not only in the devel- oped markets of Europe and North America, but also in emerging markets such as China. The introduction of new measurement procedures to represent stand- ard driving cycles, combined with significantly lower emissions thresholds, represents a major challenge for the automotive sector. The BMW Group counters this risk with its Efficient Dynamics concept and continues to play a pioneering role within the premium segment in reducing both fuel consumption and emissions. Electric drive systems are being built into a growing number of models, namely in BMW i vehicles since 2013 and following the introduction of the X5 in 2015 - in models using plug-in-hybrid technologies, thus contributing to the BMW Group's effort to comply with statutory carbon emissions requirements. Significant Raw materials Stable Operational risks Low Stable Legal risks * Prior-year classifications have been amended in line with the revision of the risk catalogue described in the section "Risk Management System" and the measurement of risk amount described in the section "Risk measurement". Medium Stable Macroeconomic risks and opportunities Economic conditions influence business performance and hence the results of operations, financial posi- tion and net assets of the BMW Group. Unforeseen disruptions in global economic ties can have highly unpredictable effects. Macroeconomic risks can lead to reduced purchasing power in the countries and regions involved and lead to reduced demand for the products and services offered by the BMW Group. If macroeconomic risks were to materialise, they could - due to sales volume fluctuations have a high earnings impact over the two-year assessment period. Overall, the risk level attached to macroeco- nomic risks is classified as high. Macroeconomic risks are evaluated on the basis of historical data and by means of a cash-flow-at-risk approach, supplemented by scenario analyses. - Given the political events that have occurred during the financial year under report, future global economic developments are currently subject to a high degree of uncertainty, in particular with respect to potential barriers that could affect global trade. The outcome of the elections in the USA in November 2016, the planned exit of the UK from the EU and possible election wins for anti-globalisation parties in the EU in the coming years could result in higher tariff and non-tariff barriers to trade. 42 92 Combined Management Report Report on Outlook, Risks and Opportunities → Risks and Opportunities The possible introduction of trade barriers by the new US administration could have an adverse impact on the BMW Group's operations in the form of less favourable conditions for importing vehicles. Moreover, counter- measures by the USA's trading partners could slow down global economic growth and consequently have an adverse impact on the export of vehicles produced in the USA. The BMW Group's production strategy involves local production both in the USA and in other important trading regions. The strategy of regional production reduces the existing risk of trade barriers. Nevertheless, any increase in trade barriers would have an adverse impact on the BMW Group. The Brexit plan could have a long-term adverse impact on the BMW Group, particularly as a result of increased trade barriers in relation to the European single market. In the short and medium term, too, uncertainty regarding the outcome of the negotiations with the EU could lead to reduced customer spending and trigger further unfavourable currency effects. Unresolved structural problems in the eurozone, a potential increase in anti-globalisation political sen- timent and a possible renewed economic downturn could potentially hold down growth prospects for the BMW Group. European integration with a unified economic and currency area remains an important pillar of economic stability in Europe. The transition of the Chinese economy from an invest- ment-driven to a consumer-driven market is likely to entail slower growth rates and greater instability on financial markets. If the Chinese economy were to grow at a significantly slower pace than expected, the consequence could be not only a decline in automo- bile sales, but also, potentially, lower demand for raw materials, which would have a negative impact above all on emerging economies such as Brazil or Russia. Any renewed drop in raw material prices could result in lower demand from these countries. The threat of turmoil on the Chinese property, stock and banking markets and an overly rapid hike in interest rates by the US Federal Reserve pose considerable risks for global financial market stability. Furthermore, increasing political unrest, military conflicts, terrorist activities, natural disasters or pandemics could have a lasting negative impact on the global economy and international capital markets. The BMW Group counters macroeconomic risks pri- marily by internationalising its sales and production structures, in order to minimise the extent to which earnings depend on risks in individual countries and regions. Flexible sales and production processes across the BMW Group increase the ability to react quickly to regional economic developments. In addition to the risk categories described above, unforeseen events could have a negative impact on business operations and hence on the BMW Group's results of operations, financial position and net assets, and on its reputation. A comprehensive risk manage- ment system is in place to ensure that the BMW Group successfully manages these risks. Significant Stable Stable Interest rate changes Low Stable Significant Stable Liquidity Low Stable Pension obligations Medium Stable Significant Stable Risks and opportunities relating to the provision of financial services Credit risk Medium Stable Significant Stable Residual value Medium Stable Significant Stable Low From today's perspective, management does not see any threat to the BMW Group's going-concern status. As in the previous year, identified risks are considered to be manageable, but could - like the opportuni- ties - have an impact on the BMW Group's forecasts if they were to materialise. The BMW Group's financial position is stable and cash needs are currently covered by available liquidity and credit lines. The BMW Group sees opportunities relating to produc- tion and technology primarily in the competitive edge accruing from mastering new and complex technolo- gies. Opportunities could arise as a result of product- or process-related technological innovations, as well as from organisational changes designed to improve efficiency and increase competitiveness. In the field of lightweight construction, for example, carbon is being utilised in high volumes for the first time in the auto- mobile industry for the production of the BMW i3. In 2015, the BMW Group then introduced carbon for the BMW 7 Series. This has generated competitive bene- fits in the form of lower fuel consumption and better driving dynamics through reduced vehicle weight. Given the long lead times involved in developing new products and processes, additional opportunities are expected to have insignificant impact on earnings during the forecast period. 74.60 → BMW Stock and Capital Markets in 2016 Development of BMW stock compared to stock market indices → 57 Index: December 2011 = 100 200 150 100 200 Prime Automobile BMW preferred stock DAX 150 BMW common stock 100 50 50 2012 2013 2014 2015 2016 2017 Source: Reuters. The Prime Automobile Index lost about one third of its value towards the middle of the year, with subdued demand for automobile stocks. The index recovered during the second half of the year, finishing the report- ing period at 1,506 points, 5.6% below its closing level on 30 December 2015. Combined Management Report BMW common stock followed the downward trend for the sector index during the first half of the year, at one stage falling 33% below its previous year's closing level. It performed significantly better during the second half of the year, closing at €88.75 (-9.1%) thanks to strong gains. BMW preferred stock fell by 6.1% in value compared to its closing price at the end of the previous year and stood at €72.70 at the end of the stock market year 2016. With a market capitalisation of approximately €57 billion, the BMW Group was among the ten most valuable German enterprises listed on the stock market. 108 At the beginning of the year, speculation about the cooling of the Chinese economy had a negative impact on stock market indices worldwide. At 8,753 points, the German stock exchange (DAX) reached its low for the year on 11 February, 18.5% down on its closing level on 31 December 2015. The ECB's decision to con- tinue its expansionary monetary policies and, starting 8 June, to buy euro-denominated investment-grade corporate bonds, had a positive impact on investor sentiment. However, following the Brexit vote on 23 June and the uncertainties it triggered, indices around the world slumped again. During the summer months, stock markets proceeded to recover after the difficult first half year. The active role of the Bank of England was well received by investors. Reducing the reference interest rate to a record low of 0.25% and the bank's decision to purchase GBP 60 billion worth of UK government bonds were interpreted as positive signals. Good labour market figures coming from the USA and the UK generated further gains over the summer. During the last three months of the year, the focus was on the US elections and the ECB's decision to extend its bond-buying programme until December 2017. Stock markets generally tended positively during this phase, with the consequence that the DAX - despite a turbulent start to the year - recorded a 6.9% gain for the twelve-month period, closing at 11,481 points on 30 December 2016. The EURO STOXX 50 recorded a gain of 0.7% in 2016, closing at 3,291 points on 30 December. In accordance with the agreement between BMW AG, Daimler AG and AUDI AG pertaining to the acquisition of entities of the HERE Group and the related foundation of There Holding B.V., each contractual party is required to offer its shares in There Holding B.V. for sale to the other shareholders in the event of a change in control. If neither of the other two parties acquires these shares, these other parties are entitled to resolve that There Holding B. V. be dissolved. The development cooperation agreement between BMW AG, Intel Corporation and Mobil- eye Vision Technologies Ltd., relating to the development of technologies deployed in highly and fully automated vehicles, may be terminat- ed by any of the contractual parties if a competi- tor of one of the parties acquires and subsequently holds at least 30% of the voting shares of one of the contractual parties. Compensation agreements with members of the Board of Management or with employees in the event of a takeover bid The BMW Group has not concluded any compensation agreements with members of the Board of Manage- ment or with employees for situations involving a takeover offer. BMW STOCK AND CAPITAL MARKETS IN 2016 → www.bmwgroup.com/ir Development of BMW stock compared to stock market indices since 30 December 2011 → 56 in % Capital markets and BMW stock were both impacted by major political and economic uncertainties during the past year. Thanks to its consistent focus on the future and solid financials, the BMW Group continues to enjoy the best ratings in the European automobile sector and a high standing on international capital markets. 219.1 240 198.9 194.6 171.5 120 BMW preferred common stock stock BMW Prime DAX Auto- mobile Political uncertainties weigh on stock markets The stock market year 2016 was dominated by con- cerns relating to political developments. During the first half of the year, the approaching Brexit vote had a negative impact on international financial markets. Additionally, the US election on 8 November unsettled markets towards the year-end. Uncertainties regard- ing the economic situation in China also dampened investor sentiment. The active role of central banks over the course of the year tended to counteract these influences, so that many stock exchanges closed - at the end of a volatile year – higher than their previous year's level. 107 - Employee Share Programme In this context, and with the approval of the Super- visory Board, the Board of Management increased BMW AG's share capital by €305,000 from €656,804,600 to €657,109,600 by issuing 305,000 new non-voting shares of preferred stock. This increase was executed on the basis of Authorised Capital 2014 in Article 4 (5) of the Articles of Incorporation. The new shares of preferred stock carry the same rights as existing shares of preferred stock. The newly issued shares of preferred stock for employees are entitled to receive dividends with effect from the financial year 2017. In addition, 29 shares of preferred stock were bought back via the stock market. 95.51 85.42 73.76 65.10 75.68 77.41 63.93 53.16 PREFERRED STOCK Number of shares in 1,000 55,114 54,809 54,500 54,260 53,994 Stock exchange price in €1 Year-end closing price High Low 72.70 77.41 67.84 62.09 122.60 BMW AG has enabled its employees to participate in its success for more than 40 years. Since 1989, this participation has taken the form of an Employee Share Programme. A total of 305,029 shares of preferred stock were issued to employees as part of this pro- gramme in 2016. 92.25 85.22 Dividend increase proposed Reflecting the strong earnings performance, the Board of Management and the Supervisory Board will propose to the Annual General Meeting to use BMW AG's unappropriated profit of €2,300 million ¬ (2015: €2,102 million) to pay a dividend of €3.50 for each share of common stock (2015: €3.20) and a divi- dend of €3.52 for each share of preferred stock (2015: €3.22), a pay-out ratio of 33.3% for 2016 (2015: 32.9%). BMW stock → 58 2016 2015 2014 2013 2012 COMMON STOCK Number of shares in 1,000 601,995 601,995 601,995 601,995 601,995 Stock exchange price in €1 Year-end closing price High Low 88.75 97.63 89.77 72.93 Several supply and development contracts between BMW AG and various industrial cus- tomers, all relating to the sale of components for drivetrain systems, grant an extraordinary right of termination to the relevant industrial custom- er in specified cases of a change in control at BMW AG (e.g. BMW AG merges with a third party or is taken over by a third party; an auto- mobile manufacturer acquires more than 50% of the voting rights or share capital of BMW AG). The framework cooperation agreement entered into by BMW AG and Sixt SE amongst others, relating to the foundation and operation of the car-sharing joint venture DriveNow, may be ter- minated by Sixt SE if a car hire company acquires more than 50% of the shares of com- mon stock of BMW AG. In the event of such a termination, Sixt SE may, at its own discretion, stipulate the sale of BMW's interest in the joint venture to Sixt SE or the purchase of Sixt's interest in the joint venture by BMW AG or one its subsidiaries. BMW AG is party to an agreement with SGL Car- bon SE, Wiesbaden, relating to the joint operations SGL Automotive Carbon Fibers LLC, Delaware, USA and SGL Automotive Carbon Fibers GmbH & Co. KG, Munich. The agreement includes call and put rights in case - either directly or indirectly - 50% or more of the voting rights relating to the rel- evant other shareholder of the joint operations are acquired by a third party, or if 25% of such voting rights have been acquired by a third party if that third party is a competitor of the party that has not been affected by the acquisition of the voting rights. In the event of such acquisitions of voting rights by a third party, the non-affected sharehold- er has the right to purchase the shares of the joint operations from the affected shareholder or to require the affected party to acquire the other shareholder's shares. Composition of subscribed capital The subscribed capital (share capital) of BMW AG amounted to €657,109,600 at 31 December 2016 (2015: €656,804,600) and, in accordance with Article 4 no. 1 of the Articles of Incorporation, is sub-divided into 601,995,196 shares of common stock (91.61%) (2015: 601,995,196; 91.66%) and 55,114,404 shares of non-voting preferred stock (8.39%) (2015: 54,809,404; 8.34%), each with a par value of €1. The Company's shares are issued to bearer. The rights and duties of shareholders derive from the German Stock Corporation Act (AktG) in conjunction with the Company's Articles of Incorporation, the full text of which is available at www.bmwgroup.com. The right of shareholders to have their shares evidenced is excluded in accordance with the Articles of Incor- poration. The voting power attached to each share corresponds to its par value. Each €1 of par value of share capital represented in a vote entitles the holder to one vote (Article 18 no. 1 of the Articles of Incorporation). *Disclosures pursuant to § 289 (4) HGB and § 315 (4) HGB. The Company's shares of preferred stock are shares within the meaning of § 139 et seq. AktG, which carry a cumulative preferential right in terms of the allocation of profit and for which voting rights are excluded. These shares only confer voting rights in exceptional cases stipulated by law, in particular when the preference amount has not been paid or has not been fully paid in one year and the arrears are not paid in the subsequent year alongside the full preference amount due for that year. With the exception of voting rights, holders of shares of preferred stock are entitled to the same rights as holders of shares of common stock. Article 24 of the Articles of Incorporation con- fers preferential treatment to the non-voting shares of preferred stock with regard to the appropriation of the Company's unappropriated profit. Accordingly, the unappropriated profit is required to be appropriated in the following order: (a) subsequent payment of any arrears on dividends on non-voting preferred shares in the order of accruement (b) payment of an additional dividend of €0.02 per €1 par value on non-voting preferred shares (c) uniform payment of any other dividends on shares on common and preferred stock, provid- ed the shareholders do not resolve otherwise at the Annual General Meeting 103 → see note 39 Restrictions on voting rights or the transfer of shares As well as shares of common stock, the Company has also issued non-voting shares of preferred stock. Fur- ther information relating to this can be found above in the section "Composition of subscribed capital”. When the Company issues non-voting shares of preferred stock to employees in conjunction with its Employee Share Programme, these shares are subject as a general rule to a company-imposed blocking peri- od of four years, measured from the beginning of the calendar year in which the shares are issued. Contractual holding period arrangements also apply to shares of common stock acquired by Board of Manage- ment members and certain senior department heads in conjunction with the share-based remuneration programmes (Compensation Report of the Corporate Governance section; → note 39 to the Group Financial Statements). 104 Combined Management Report → Disclosures Relevant for Takeovers and Explanatory Comments DISCLOSURES RELEVANT FOR TAKEOVERS* AND EXPLANATORY COMMENTS Direct or indirect investments in capital exceeding Responsibilities for ensuring the effectiveness of the internal control system in relation to individual entity and Group financial reporting processes are clearly defined and allocated to the relevant managers and are subject to internal audits (e.g. management self-audits, internal audit department findings). Data analysis tools are also employed to identify risks relat- ing to business transactions. Continuous revision and further development ensures the effectiveness of the internal control system. Group entities are required to confirm regularly as part of their reporting duties that the internal control system is functioning prop- erly. Effective measures are implemented whenever weaknesses are identified and reported. All employees are appropriately trained to carry out their duties and kept informed of any changes in regulations or processes that affect them. Managers and staff also have access to detailed best-practice descriptions relating to risks and controls in the var- ious processes, thus increasing risk awareness at all levels. As a consequence, the internal control system can be evaluated regularly and further improved as necessary. Employees can, at any time and inde- pendently, deepen their understanding of control methods and design using an information platform that is accessible throughout the entire Group. INTERNAL CONTROL SYSTEM* AND RISK MANAGEMENT SYSTEM RELEVANT FOR THE FINANCIAL REPORTING PROCESS Disclosures pursuant to § 289 (5) HGB and § 315 (2) no. 5 HGB. reporting. Moreover, the internal audit department, in its capacity as a process-independent function, tests and assesses the effectiveness of the internal control system and proposes improvements where appropriate. The internal control system in place throughout the BMW Group is aimed at ensuring the effectiveness of operations. It makes an important contribution towards ensuring compliance with the laws that apply to the BMW Group as well as providing assurance on the propriety and reliability of internal and external financial reporting. The internal control system is therefore a significant factor in the management of process risks. The principal features of the internal control system and the risk management system, as far as they relate to individual entity and Group financial reporting processes, are described below. Information and communication - One component of the internal control system is that of “Information and Communication”. It ensures that all the information needed to achieve the objectives set for the internal control system is made available to those responsible in an appropriate and timely manner. Information relevant for the various finan- cial reporting processes at BMW AG, other consol- idated Group entities and for the BMW Group as a whole - is set out primarily in organisational manuals, internal and external financial reporting guidelines, accounting manuals and training documentation. This information, which can be accessed at all levels via the BMW Group's intranet system, provide the framework for ensuring that the relevant rules are applied consist- ently throughout the Group. The quality and relevance of these instructions are ensured by regular review as well as by continuous communication between the relevant departments. Organisational measures All financial reporting processes (including Group financial reporting processes) are structured in organisational terms in accordance with the principle of segregation of duties, thus making an important contribution to the early identification of errors and the prevention of potential wrongdoing. Regular com- parison of internal forecasts and external financial reports, for example, improves the quality of financial Controls Extensive controls are carried out by managers and staff in all financial reporting processes at an individ- ual entity and Group level, thus ensuring that legal requirements and internal guidelines are complied with and that all business transactions are properly executed. Controls are also carried out with the aid of IT applications, thus reducing the incidence of process risks. Moreover, the performance of controls on accounts deemed to be exposed to risk are subject to additional monitoring. IT authorisations All IT applications used in financial reporting pro- cesses throughout the BMW Group are subject to access restrictions, allowing only authorised persons to gain access to systems and data in a controlled envi- ronment. Access authorisations are allocated on the basis of the nature of the duties to be performed. In addition, IT processes are designed and authorisations allocated using the dual control principle, as a result of which, for instance, requests cannot be submitted and approved by the same person. Technical monitoring procedures and internal audits are also in place to ensure appropriate authorisation security throughout all IT systems. 101 102 Combined Management Report → Internal Control System and Risk Management System Relevant for the Financial Reporting Process → Disclosures Relevant for Takeovers 92.19 Internal control training for employees Evaluating the effectiveness of the internal control system 10% of voting rights Based on the information available to the Company, 1 the following direct or indirect holdings exceeding 10% of the voting rights at the end of the reporting period were held at the stated reporting date:¹ Authorisations given to the Board of Management in particular with respect to the issuing or buying back of shares The Board of Management is authorised to buy back shares and sell repurchased shares in situations spec- ified in § 71 AktG, e.g. to avert serious and imminent damage to the Company and/or to offer shares to persons employed or previously employed by BMW AG or one of its affiliated companies. - In accordance with the resolution passed at the Annual General Meeting on 15 May 2014, the Board of Management is also authorised – up to 14 May 2019 - to acquire shares of non-voting preferred stock of the Company via the stock exchange, up to a maximum of 1% of the share capital existing at the date of the resolution. The consideration paid by the Company per share of non-voting preferred stock (excluding transaction costs) may not be more than 10% above or below the market price determined by the opening auction on the date of trading of the stock in the Xetra trading system (or a successor system having a comparable function). Moreover, the Board of Man- agement is authorised to use the acquired Company's own shares of non-voting preferred stock for all legally admissible purposes, specifically including the right to offer and transfer shares to persons employed by the Company or one of its affiliated companies up to a proportionate amount of €5 million of share capital. The subscription rights of existing shareholders to the new shares of preferred stock used for the purpose stated above are excluded. The authorisations may also be exercised in parts on more than one occasion. In accordance with Article 4 no. 5 of the Articles of Incorporation, the Board of Management is author- ised – with the approval of the Supervisory Board – to increase BMW AG's share capital during the period until 14 May 2019 by up to €4,145,383 for the pur- poses of an Employee Share Scheme by issuing new non-voting shares of preferred stock, which carry the same rights as existing non-voting preferred stock, in return for cash contributions (Authorised Capital 2014). Subscription rights of existing shareholders to the new shares are excluded. No conditional capital is in place at the reporting date. Significant agreements entered into by the Company subject to control change clauses in the event of a takeover bid BMW AG is party to the following major agreements, which contain provisions that would apply in the event of a change in control or the acquisition of control as a result of a takeover bid: - An agreement concluded with an international consortium of banks relating to a syndicated credit line (which was not being utilised at the balance sheet date) entitles the lending banks to give extraordinary notice to terminate the credit line (such that all outstanding amounts, includ- ing interest, would fall due immediately) if one or more parties jointly acquire direct or indirect control of BMW AG. The term "control" is defined as the acquisition of more than 50% of the share capital of BMW AG, or the right to receive more than 50% of the dividend or the right to direct the affairs of the Company, or appoint the majority of the members of the Supervisory Board. A cooperation agreement concluded with Peu- geot SA relating to the joint development and production of a new family of small (1- to 1.6-litre) petrol engines entitles each of the cooperation partners to give extraordinary noti- fication of termination in the event of a compet- itor acquiring control over the other contractual party and if any concerns of the other contrac- tual party concerning the impact of the change of control on the cooperation arrangements are not allayed during the subsequent discussion process. BMW AG acts as guarantor for all obligations aris- ing from the joint venture agreement relating to BMW Brilliance Automotive Ltd. in China. The agreement grants an extraordinary right of termi- nation to either joint venture partner in the event that, either directly or indirectly, more than 25% of the shares of the other party are acquired by a third party, or if the other party is merged with another legal entity. The termination of the joint venture agreement may result in either the sale of the shares to the other joint venture partner or in the liquidation of the joint venture entity. Framework agreements are in place with finan- cial institutions and banks (ISDA Master Agree- ments) with respect to trading activities with derivative financial instruments. Each of these agreements includes an extraordinary right of termination, which triggers the immediate settle- ment of all current transactions in the event that the creditworthiness of the party involved is materially weaker following a direct or indirect acquisition of beneficially owned equity capital that confers the power to elect a majority of the Supervisory Board of a contractual party or any other ownership interest that enables the acquir- er to exercise control over a contractual party, or which constitutes a merger or a transfer of net assets. Financing agreements in place with the European Investment Bank (EIB) entitle the EIB to request early repayment of the loan in the event of an imminent or actual change in control at the level of BMW AG (partially in the capacity of guarantor and partially in the capacity of borrower), if the EIB has reason to assume - after the change in control has taken place or 30 days after it has made a request to discuss the situation - that the change in control could have a significantly adverse impact, or if the borrower refuses to hold any such discussions. A change in control of BMW AG arises if one or more individuals take over or lose control of BMW AG, with control being defined in the above-mentioned financing agreements as (i) holding or having control over more than 50% of the voting rights, (ii) the right to stipulate the majority of the members of the Board of Management or Supervisory Board, (iii) the right to receive more than 50% of dividends payable or (iv) any other comparable controlling influence over BMW AG. 105 106 Combined Management Report → Disclosures Relevant for Takeovers and Explanatory Comments → BMW Stock and Capital Markets in 2016 - - General Meeting (§ 119 (1) no. 5, § 179 (1) AktG). The Supervisory Board is authorised to approve amend- ments to the Articles of Incorporation which only affect its wording (Article 14 no. 3 of the Articles of Incorporation). Resolutions are passed at the Annual General Meeting by simple majority of shares unless otherwise explicitly required by binding provisions of law or, when a majority of share capital is required, by simple majority of shares represented in the vote (Article 20 no. 1 of the Articles of Incorporation). Amendments to the Articles of Incorporation must comply with § 179 et seq. AktG. All amendments must be decided upon by the shareholders at the Annual Statutory regulations and Articles of Incorporation provisions with regard to the appointment and removal of members of the Board of Management and changes to the Articles of Incorporation The appointment or removal of members of the Board of Management is based on the rules contained in § 84 et seq. AktG in conjunction with § 31 of the German Co-Determination Act (MitbestG). Like all other shareholders, employees exercise their control rights pertaining to shares they have acquired in conjunction with the Employee Share Programme and/or the share-based remuneration programme directly on the basis of relevant legal provisions and the Company's Articles of Incorporation. in % Stefan Quandt, Germany AQTON SE, Bad Homburg v.d. Höhe, Germany Johanna Quandt GmbH, Bad Homburg v.d. Höhe, Germany Johanna Quandt GmbH & Co. KG für Automobilwerte, Bad Homburg v.d. Höhe, Germany Susanne Klatten, Germany Susanne Klatten Beteiligungs GmbH, Bad Homburg v.d. Höhe, Germany 1 Based on voluntary notifications provided by the listed shareholders as at 31 December 2016. 2 Controlled entities, of which 3% or more are attributed: AQTON SE. 3 Controlled entities, of which 3% or more are attributed: Johanna Quandt GmbH & Co. KG für Automobilwerte. 4 Controlled entities, of which 3% or more are attributed: Susanne Klatten Beteiligungs GmbH. Direct share of voting rights 48.76 Indirect share of voting rights 17.42 17.4 16.43 16.4 0.2 12.64 12.6 The voting power percentages disclosed above may have changed subsequent to the stated date if these changes were not required to be reported to the Company. Due to the fact that the Company's shares are issued to bearer, the Company is generally only aware of changes in shareholdings if such changes are subject to mandatory notification rules. Shares with special rights which confer control rights There are no shares with special rights which confer control rights. System of control over voting rights when employees participate in capital and do not exercise their control rights directly 0.2 74.15 and Explanatory Comments 7.77 2.62 2.52 Earnings per share of common stock³ 10.45 9.70 8.83 8.08 Earnings per share of preferred stock4 10.47 9.72 8.85 8.10 7.79 Operating cash flow Automotive segment 18.02 2.92 14.35 3.22 Preferred stock 56.53 64.65 58.96 59.08 49.23 48.69 35.70 KEY DATA PER SHARE IN € Dividend Common stock 3.502 3.20 2.90 2.60 2.50 3.522 15.19 17.45 Equity The BMW Group continued to inform analysts, inves- tors, and rating agencies throughout 2016 with regular quarterly and year-end financial reports. The compre- hensive information programme provided for relevant capital market participants also included numerous one-on-one and group meetings, dedicated socially responsible investment (SRI) roadshows for investors using sustainability criteria in their investment deci- sions, and debt roadshows for fixed-income investors and credit analysts. Communication focused on the new Strategy NUMBER ONE > NEXT, the profitability of future business models, digitalisation and other technological trends in the automobile industry, and the relevance of alternative drive systems. In addition to participating in various conferences and roadshows, a series of product presentations and a technology workshop were held for analysts and investors. Intensive communication with capital markets continued The ratings underline the BMW Group's robust financial condition and excellent creditworthiness. Thanks to these attributes, it not only has good access to international capital markets, but also benefits from attractive refinancing conditions. On 25 January 2017, Moody's raised its long-term rating for BMW AG from A2 (positive outlook) to A1 (stable outlook). The P-1 short-term rating was reaffirmed. The main reasons for the improved ratings were the forthcoming launches of attractive products, the good position of the BMW Group with regard to the challenges faced by the automobile industry, a consistently strong operating performance and a robust financing and capital structure. stable stable A+ A-1 P-1 A1 13.98 Standard & Poor's Moody's Company rating The BMW Group continues to have the best ratings in the European automobile sector. Since Decem- ber 2013, BMW AG has had a long-term rating of A+ (stable outlook) and a short-term rating of A-1 from the rating agency Standard & Poor's, currently the highest rating given by Standard & Poor's to a Euro- pean car manufacturer. Ratings remain at top level Non-current financial liabilities Current financial liabilities Outlook Combined Management Report → BMW Stock and Capital Markets in 2016 65.11 57.03 54.25 46.66 1 Xetra closing prices. 72.08 ³ Annual average weighted amount. 4 Stock weighted according to dividend entitlements. 109 110 2 Proposed by management. Cash inflow/outflow from operating activities 3,173 960 Investment in intangible assets and property, plant and equipment -5,823 -746 Expenditure for investments 38 10 Proceeds from the disposal of intangible assets and property, plant and equipment 132 -5,889 -338 142 41,027 -3,323 -2,417 550 1,229 -25 738 Proceeds from the disposal of investments -566 -93 298 -749 -293 -104 Interest received 140 215 Investments in marketable securities and investment funds 2,787 1,447 1,777 5,147 5,441 2015 2016 2015 information) 2,893 (unaudited supplementary 2016 information) (unaudited supplementary Automotive 1 Interest relating to financial services business is classified as revenues/cost of sales. 6,122 7,880 Cash and cash equivalents as at 31 December 7,688 Financial Services 6,122 -117 283 579 275 -369 -187 -6,637 -8,368 -4,026 -3,532 3 -125 172 128 970 31 29 4,577 4,876 11 121 302 139 Cash and cash equivalents as at 1 January -1,566 1,758 20 Change in commercial paper Change in current other financial liabilities Repayment of non-current other financial liabilities Proceeds from new non-current other financial liabilities Repayment of bonds Proceeds from the issue of bonds Interest paid Intragroup financing and equity transactions -2,121 Payment of dividend for the previous year Issue/buy-back of treasury shares -7,603 -5,863 Cash inflow/outflow from investing activities 5,659 3,740 Proceeds from the sale of marketable securities and investment funds -6,880 -3,592 Payments into equity 23 -1,917 -118 -264 Change in cash and cash equivalents 38 Effect of changes in composition of Group on cash and cash equivalents 73 17 Effect of exchange rate on cash and cash equivalents Cash inflow/outflow from financing activities 5,004 4,393 -498 -1,632 2,648 4,135 -8,802 -8,443 9,715 8,952 -8,908 -10,374 13,007 13,974 Income taxes paid 11 Change in other operating assets and liabilities Change in trade receivables Receivables from sales financing Trade receivables Inventories Non-current assets Other assets Deferred tax Financial assets Receivables from sales financing Other investments Financial assets Current tax Other assets Investments accounted for using the equity method Property, plant and equipment Intangible assets ASSETS 78,841 -121,780 -113,026 82,795 122,029 137,728 -67,305 -65,832 48,416 Leased products Cash and cash equivalents Current assets Total assets EQUITY AND LIABILITIES Subscribed capital 17,718 31 28 48 6,158 6,755 13 313 353 1,130 1,516 55 77 -15,869 -17,054 15,225 16,744 9,948 11,049 Equity attributable to shareholders of BMW AG Accumulated other equity Capital reserves Revenue reserves 47,046 16,030 35,633 -65,133 35,749 86,396 97,306 -599 -2,596 -27,129 -32,689 22,268 27,120 2,469 3,093 30,425 -2,635 263 222 389 -583 1,985 1,780 236 221 41,865 205 -54,475 -47,194 5 -66,675 -699 -630 1,121 1,104 45,379 811 44,782 40 1,359 3,046 4,540 5,417 894 37 44 1,329 1,354 1,504 28,178 30,228 1 158 178 7 40,422 Change in trade payables 36,328 23,613 Depreciation and amortisation of other tangible, intangible and investment assets 239 131 Other interest and similar income/expenses 2,751 2,670 Current tax Reconciliation between net profit and cash inflow/outflow from operating activities 6,396 4,998 6,910 2015 2016 Group in € million CASH FLOW STATEMENTS FOR GROUP AND SEGMENTS BMW GROUP and Segments Statements for Group Cash Flow Net profit 4,686 Change in provisions 883 Change in inventories Changes in working capital -518 -441 Result from equity accounted investments -144 -4 Gain/loss on disposal of tangible and intangible assets and marketable securities 47 -15 Other non-cash income and expense items 77 85 Change in deferred taxes -6,637 -8,368 Change in receivables from sales financing -3,299 -2,526 Change in leased products 296 → BMW Group 29,413 Statements 116 702 23,038 27,368 408 49 223 255 8 3 43,439 518 Minority interest Equity -599 -25,835 -30,933 -4,499 -4,748 -583 -31,629 -36,960 31,471 835 33,495 38,506 46,169 54,316 601 599 72,363 630 41,503 65,912 14,107 24 115 Total equity and liabilities 78,841 -121,780 -113,026 82,795 122,029 137,728 Current provisions and liabilities Trade payables Other liabilities Current tax Financial liabilities Other provisions Non-current provisions and liabilities Other liabilities Financial liabilities Deferred tax Other provisions Pension provisions 13,071 -67,136 -65,525 30,121 -67,766 -66,224 13,362 27,545 -699 -630 16,610 24 Group Financial 316 142 5 47 6,910 -303 28 1,415 -189 -189 6,863 -303 1,415 6,674 47 6,721 20 -14 -26 28 20 -40 -2,102 42,764 Equity Currency translation differences Derivative financial attributable to shareholders Minority Securities -2,102 instruments interest Total 132 24 -1,337 42,530 234 of BMWAG -171 52 78 -1,904 6,369 27 6,396 855 -117 -857 -1,904 893 -117 -857 7,262 27 893 7,289 1 1 855 37,437 217 37,220 47,108 255 47,363 Accumulated other equity Currency translation differences Securities Derivative financial instruments Equity attributable to shareholders Minority of BMW AG interest Total -723 141 -480 48,032 Accumulated other equity 41,027 2,027 657 Other comprehensive income for the period after tax Comprehensive income 31 December 2016 Net profit Dividends paid 1 January 2016 in € million GROUP STATEMENT OF CHANGES IN EQUITY BMW GROUP Subscribed share capital increase out of Authorised Capital Changes in Equity Statements Group Financial 118 117 Cash and cash equivalents as at 1 January Cash and cash equivalents as at 31 December Change in cash and cash equivalents Effect of changes in composition of Group on cash and cash equivalents → BMW Group Group Statement of Premium arising on capital increase relating to preferred stock Other changes 31 December 2016 in € million 2,027 657 29 reserves reserves capital Note Revenue Capital Subscribed 31 December 2015 Premium arising on capital increase relating to preferred stock Other changes Subscribed share capital increase out of Authorised Capital Other comprehensive income for the period after tax Comprehensive income 31 December 2015 Net profit Dividends paid 1 January 2015 Effect of exchange rate on cash and cash equivalents 22 Cash inflow/outflow from financing activities Proceeds from new non-current other financial liabilities 44,445 Note Subscribed capital Capital reserves Revenue reserves 29 656 2,047 2,005 -1,904 6,369 1,012 7,381 22 -71 29 35,621 657 29 -14 Proceeds from the issue of bonds Repayment of bonds Interest paid Intragroup financing and equity transactions Payment of dividend for the previous year Payments into equity Issue/buy-back of treasury shares Proceeds from the sale of marketable securities and investment funds Cash inflow/outflow from investing activities Investments in marketable securities and investment funds Proceeds from the disposal of investments Expenditure for investments Proceeds from the disposal of intangible assets and property, plant and equipment Investment in intangible assets and property, plant and equipment Cash inflow/outflow from operating activities 6,863 -1,329 5,534 20 Repayment of non-current other financial liabilities Change in current other financial liabilities Change in commercial paper 11 22 -10 -140 -102 -7,524 -5,432 253 304 5,406 20 3,436 -396 -6,498 -3,196 144 140 -823 -122 -387 6 23 -1,917 -521 -520 8,787 8,295 108 67 -773 -2,121 -1,160 870 -264 -118 5,913 6,191 -2,840 -1,833 429 -10 -5,791 38 9 -541 -43 1 2 367 -758 46 -12 50 -172 -518 -441 -5 -1 -138 -3 -337 -15 629 -163 -5,699 -10,351 -9,844 1 132 11,836 11,464 -2,102 -133 164 -2,595 -1,997 -1,706 -283 2,295 -246 60 60 -7,215 -7,671 -720 -719 120 ↑ Group Financial Statements BMW Group Notes to the Group Financial Statements Accounting Principles and 119 Policies THE GROUP FINANCIAL STATEMENTS ACCOUNTING PRINCIPLES AND POLICIES 01 Basis of preparation The consolidated financial statements of Bayerische Motoren Werke Aktiengesellschaft (BMW AG Group Financial Statements or Group Financial Statements) at 31 December 2016 have been drawn up in accord- ance with International Financial Reporting Standards (IFRS), as endorsed by the European Union (EU), and the supplementary requirements of § 315a (1) of the German Commercial Code (HGB). The Group Finan- cial Statements will be submitted to the operator of the electronic version of the German Federal Gazette and can be obtained via the Company Register website. Bayerische Motoren Werke Aktiengesellschaft, which has its seat at Petuelring 130, Munich, is registered in the Commercial Register of the District Court of Munich under the number HRB 42243. The Group currency is the euro. All amounts are dis- closed in millions of euros (€ million) unless stated otherwise. The BMW Group and segment income statements are presented using the cost of sales method. BMW GROUP NOTES TO 31 December 2015 Subscribed share capital increase out of Authorised Capital Premium arising on capital increase relating to preferred stock Other changes Comprehensive income 31 December 2015 -81 132 24 -1,337 42,530 234 42,764 1 January 2016 Dividends paid Net profit Other comprehensive income for the period after tax Comprehensive income 31 December 2016 Subscribed share capital increase out of Authorised Capital Premium arising on capital increase relating to preferred stock Other changes 31 December 2016 1 January 2015 Dividends paid Net profit Other comprehensive income for the period after tax In order to provide a better insight into the net assets, financial position and performance of the BMW Group, and going beyond the requirements of IFRS 8 (Operating Segments), the Group Financial Statements also include balance sheets and income statements for the Automotive, Motorcycles, Financial Services and Other Entities segments. The Group Cash Flow Statement is supplemented by statements of cash flows for the Automotive and Financial Ser- vices segments. This supplementary information is unaudited. Inter-segment transactions relate primarily to internal sales of products, the provision of funds for Group companies and the related interest. These items are eliminated in the relevant "Eliminations" columns. A description of the nature of the BMW Group's business and operating activities of segments → see is provided in → note 44 ("Explanatory notes to seg- ment information"). -71 note 44 Income taxes paid -424 1,687 -1,800 842 11 25 39 3,952 21 10 10,028 11,601 -6,130 -5,225 3,343 4,425 195 18 5,752 1,359 1,783 Change in other operating assets and liabilities Change in trade payables Change in trade receivables Change in inventories Changes in working capital Gain/loss on disposal of tangible and intangible assets and marketable securities Result from equity accounted investments Other non-cash income and expense items Change in deferred taxes Change in receivables from sales financing Change in provisions Change in leased products Depreciation and amortisation of other tangible, intangible and investment assets Reconciliation between net profit and cash inflow/outflow from operating activities Current tax Other interest and similar income/expenses Net profit 1,359 3,046 3,952 4,794 Interest received -10,687 313 5,966 Deferred taxes 71 43 Other comprehensive income from equity accounted investments -1,301 -170 40 2,008 -721 Financial instruments used for hedging purposes 1,012 -401 529 -1,329 Items not expected to be reclassified to the income statement in the future Deferred taxes 1,413 -1,858 Available-for-sale securities 30 516 -230 6,674 29 Total comprehensive income attributable to shareholders of BMW AG 47 Total comprehensive income attributable to minority interests 7,289 6,721 Currency translation foreign operations Total comprehensive income -189 17 Other comprehensive income for the period after tax -119 1,140 Items expected to be reclassified to the income statement in the future 765 893 The Board of Management authorised the Group Financial Statements for issue on 14 February 2017. 6,910 Net profit Basic earnings per share of common stock in € 124 132 5,142 5,431 6,369 6,863 13 29 5 10 27 47 Attributable to minority interest 124 132 Attributable to shareholders of BMW AG 10.45 9.70 Basic earnings per share of preferred stock in € 2015 2016 Note in € million Statement of Comprehensive Income for Group → 60 9.72 10.47 13 Diluted earnings per share of preferred stock in € 9.70 10.45 13 Diluted earnings per share of common stock in € Dilutive effects 9.72 10.47 13 27 7,262 Financial Services (unaudited supplementary information) -1,325 1,177 1,250 4 11 -575 -663 -1,323 169 1,981 2,184 78 141 -46 -103 -54 -17 -24 -7 -1,006 211 170 1,975 2,166 -89 -109 42 187 -6 -18 -55 -57 -3 -5 1,234 1,216 -1,080 -103 5,147 -59 238 7 6 23,739 25,681 2015 2016 2015 -20,017 information) Eliminations 2016 2015 information) (unaudited supplementary Other Entities 2016 (unaudited supplementary -19,097 -22,135 -20,586 110 46 35 19 26 -30 -30 -1,164 -1,294 -613 -712 7 6 3,153 3,546 18,484 19,305 -118 -772 5,441 6,910 2015 2016 2015 information) (unaudited supplementary Motorcycles 2016 Revenues 2015 Note information) Group (unaudited supplementary Automotive in € million → 59 2016 Income Statements for Group and Segments 6 92,175 15,451 18,132 18,721 Gross profit -1,542 -1,639 -70,399 94,163 -70,973 -75,442 7 Cost of sales 1,990 2,069 85,536 86,424 -74,043 STATEMENT OF COMPREHENSIVE INCOME FOR GROUP INCOME STATEMENTS FOR GROUP AND SEGMENTS BMW GROUP → Page 161 Notes to the Balance Sheet → Page 140 → Page 139 →Page 133 → Page 120 → Page 120 Other Disclosures Notes to the Statement of Comprehensive Income Notes to the Group Financial Statements Accounting Principles and Policies →Page 118 Group Statement of Changes in Equity →Page 116 Cash Flow Statements for Group and Segments → Page 114 Balance Sheets for Group and Segments → Page 112 Statement of Comprehensive Income for Group → Page 112 Income Statements for Group and Segments GROUP FINANCIAL STATEMENTS Notes to the Income Statement →Page 175 Segment Information → Page 180 for Group prehensive Income → Statement of Com- for Group and Segments Income Statements → BMW Group Group Financial Statements 112 Notes Cash Flow Statements Balance Sheets Income Income Statements Statement of Comprehensive Group Financial Statements 3 3 List of Investments at 31 December 2016 15,137 430 448 Selling and administrative expenses 193 -454 131 11 Income taxes Profit/loss before tax Financial result -396 Other financial result -2 -762 -673 -618 -489 10 Interest and similar expenses -3 279 -369 221 Net profit/loss -55 -53 -2,376 -2,475 -2,828 -2,755 12 179 185 7,523 7,916 9,224 9,665 -3 -2 -313 327 6,396 260 196 9 Other operating expenses 27 689 616 914 670 -847 9 -239 -256 -7,219 -7,604 -8,633 -9,158 8 Other operating income -820 -768 -771 10 Interest and similar income 518 441 518 441 22 Result from equity accounted investments 182 187 7,836 7,695 9,593 9,386 Profit/loss before financial result -27 -14 185 -11,223 -664 -528 136 103 4,141 4,570 4,621 5,039 31 Deferred tax Other provisions 83 1,770 2,911 3,000 4,587 30 33,460 45 36,624 12 2,116 401 442 5,545 6,530 4,559 5,357 34 2,795 Other liabilities 1,942 49,523 55,405 33 Financial liabilities 429 740 2,621 42,764 234 255 47,363 29 Subscribed capital EQUITY AND LIABILITIES 978 1,077 83,352 88,715 657 172,174 Total assets 592 638 43,022 46,063 61,831 66,864 188,535 657 Capital reserves 29 Pension provisions Equity Minority interest 42,530 47,108 29 Equity attributable to shareholders of BMW AG -1,181 -41 29 Accumulated other equity 41,027 44,445 29 Revenue reserves 2,027 2,047 Non-current provisions and liabilities 73,183 63,819 16,693 Other Entities 2016 information) Financial Services (unaudited supplementary 978 1,077 83,352 (unaudited supplementary 88,715 188,535 Total equity and liabilities 396 449 35,386 35,398 65,591 172,174 information) 2015 2016 6,585 2 3 -6,183 -7,345 2015 2016 2015 information) (unaudited supplementary Eliminations 41,148 45,134 29 30 424 405 67,989 Current assets Current provisions and liabilities 56 770 1,441 1,074 32 Current tax 85 90 810 4,398 5,009 5,879 31 Other provisions 582 628 14,506 5,187 Financial liabilities Trade payables 33 20,111 20,477 9,208 10,198 34 Other liabilities 263 303 6,856 7,483 7,773 8,512 35 3,211 1,481 42,160 42,326 48 -389 3,952 6,122 2016 2015 information) Motorcycles (unaudited supplementary 2016 2015 2016 2015 Note information) (unaudited supplementary Automotive ASSETS in € million BALANCE SHEETS FOR GROUP AND SEGMENTS AT 31 DECEMBER 2016 BMW GROUP Group at 31 December Intangible assets 8,157 Investments accounted for using the equity method 34,965 37,789 21 Leased products 365 17,416 19 17,759 20 Property, plant and equipment 48 46 6,899 7,705 7,372 17,960 Group and Segments Balance Sheets for → BMW Group 121 1,426 1,740 1 21 37 -460 137 -561 121 1,447 1,777 204 211 -73 -49 138 -561 -460 Revenues Cost of sales Statements Group Financial 114 113 Basic earnings per share of common stock in € Basic earnings per share of preferred stock in € Dilutive effects Diluted earnings per share of common stock in € Diluted earnings per share of preferred stock in € Attributable to shareholders of BMW AG Attributable to minority interest Net profit/loss Income taxes Profit/loss before tax Financial result Result from equity accounted investments Interest and similar income Interest and similar expenses Other financial result Profit/loss before financial result Other operating expenses Other operating income Selling and administrative expenses Gross profit 22 2,546 2,233 2,546 28,178 30,228 23 Receivables from sales financing 139 144 2,453 Financial assets 2,502 2,825 28 Trade receivables 453 492 10,611 11,344 2,751 24 7,065 6,635 7,880 Cash and cash equivalents 2 19,907 21,561 4,693 5,087 26 Other assets 1,240 1,000 2,381 1,938 25 Current tax 4,859 4,862 11,071 4,794 11,841 Inventories 586 1,287 2,208 2,705 24 Financial assets 41,865 Deferred tax 48,032 Receivables from sales financing 5,147 5,195 428 560 Other investments 2,233 23 12 2,327 1,945 386 439 40,330 42,652 110,343 121,671 25 28 3,935 4,043 1,568 1,595 26 Non-current assets Other assets 4,114 4,310 27 17,566 Remeasurement of the net defined benefit liability for pension plans 6,396 (a) Standards and Revised Standards significant for the BMW Group and applied for the first time in the financial year 2016: In those cases where hedge accounting is applied, changes in fair value are recognised in the income statement or in other comprehensive income as a component of accumulated other equity, depending on whether the hedging relationship is classified as a fair value hedge or a cash flow hedge. In the case of a fair value hedge, the results of the fair value measurement of the derivative financial instruments and the related hedged items are recognised in the income statement. Fair value hedges are mainly used to hedge the market prices of bonds, other financial liabilities and receivables from sales financing. In the case of a cash flow hedge, the effective portion of the fair value gain or loss on the derivative financial instrument is recognised directly in accumulated other equity. The ineffective portion of the fair value gain or loss is recognised in the income statement. Amounts recorded in accumulated other equity are recognised subsequently in the income statement when the hedged item (usually external revenue) is recognised in the income statement. If, contrary to the normal case within the BMW Group, hedge accounting cannot be applied, the gains or losses arising on the fair value measurement of derivative financial instruments are recognised immediately in the income statement. Deferred taxes are recognised on all temporary dif- ferences between the tax and accounting bases of assets and liabilities and on consolidation procedures. Deferred tax assets also include claims to future tax reductions which arise from the expected usage of existing tax losses available for carryforward to the extent that future usage is probable. The calculation of deferred tax assets requires assumptions to be made with regard to the level of future taxable income and the timing of recovery of deferred tax assets. These assumptions take account of forecast operating results and the impact on earnings of the reversal of taxable temporary differences. Since future business devel- opments cannot be predicted with certainty and to some extent cannot be influenced by the BMW Group, the measurement of deferred tax assets is subject to uncertainty. Current income taxes are computed throughout the BMW Group in accordance with tax legislation appli- cable in each relevant country. In situations where judgement was necessary to determine the amount of a tax exposure to be recognised in the financial statements, there is always a possibility that local tax authorities may reach a different conclusion. Inventories of raw materials, supplies and goods for resale are stated at the lower of average acquisition cost and net realisable value. Work in progress and finished goods are stated at the lower of manufacturing cost and net realisable value. Manufacturing cost comprises all costs which are directly attributable to the manufacturing process as well as an appropriate proportion of production-re- lated overheads. This includes production-related depreciation and amortisation and an appropriate proportion of administrative and social costs. Bor- rowing costs are not included in the acquisition or manufacturing cost of inventories. Assets held for sale and disposal groups held for sale are presented separately in the balance sheet in accord- ance with IFRS 5, if the carrying amount of the rel- evant assets will be recovered principally through a sale transaction rather than through continuing use. This situation only arises if the assets can be sold immediately in their present condition, the sale is expected to be completed within one year from the date of classification and the sale is highly probable. At the date of classification, property, plant and equip- ment, intangible assets and disposal groups which are being held for sale are measured at the lower of their carrying amount and their fair value less costs to sell and scheduled depreciation/amortisation ceases. This does not apply, however, to items within the disposal group which are not covered by the measurement rules contained in IFRS 5. Simultaneously, liabilities directly related to the sale are presented separately on the equity and liabilities side of the balance sheet as "Liabilities in conjunction with assets held for sale". Provisions for pensions and similar obligations are meas- ured using the projected unit credit method. Under this method, not only obligations relating to known vested benefits at the reporting date are recognised, but also the effect of future expected increases in pensions and salaries. The calculation is based on an independent actuarial valuation which takes into account all relevant biometric factors. In the case of externally funded plans, the pension obligation is offset against plan assets measured at their fair value. If the plan assets exceed the pension obligation, the surplus is tested for recoverability. In the event that the BMW Group has a right of reim- bursement or a right to reduce future contributions, it reports an asset (within "Other financial assets"), measured on the basis of the present value of the future economic benefits attached to the plan assets. If the plan is externally funded, a liability is recog- nised under pension provisions where the obligation exceeds fund assets. 127 128 ↑ Group Financial Statements BMW Group Notes to the Group Financial Statements Accounting Principles and Policies The calculation of the amount of the provision requires assumptions to be made with regard to discount factors, salary trends, employee fluctuation and the life expectancy of employees. Discount factors are determined by reference to market yields at the end of the reporting period on high quality fixed-interest corporate bonds. The salary level trend refers to the expected rate of salary increase which is estimated annually depending on inflation and the career devel- opment of employees within the Group. Net interest expense on the net obligation and/or net interest income on the net fund assets of defined benefit plans are presented separately within the financial result. All other costs relating to allocations to pension provisions are allocated to costs by function in the income statement. Past service cost arises where a BMW Group compa- ny introduces a defined benefit plan or changes the benefits payable under an existing plan. This cost is recognised immediately in the income statement. Similarly, gains and losses arising on the settlement of a defined benefit plan are recognised immediately in the income statement. Remeasurements of the net liability arise from changes in the present value of the defined benefit obligation, the fair value of the plan assets or the asset ceiling. Reasons for remeasurements include changes in financial and demographic assumptions as well as changes in the detailed composition of beneficiaries. Remeasurements are recognised immediately in "Other comprehensive income" and hence directly in equity (within revenue reserves). Other provisions are recognised when the BMW Group has a present obligation (legal or constructive) arising from past events, the settlement of which is proba- ble and when a reliable estimate can be made of the amount of the obligation. Provisions with a remaining period of more than one year are measured at their net present value. The measurement of provisions for statutory and non-statutory warranty obligations (statutory, contractual and voluntary) involves estimations. In addition to statutorily prescribed manufacturer warranties, the BMW Group also offers various categories of guar- antee depending on the product and sales market concerned. These provisions are recognised when the risks and rewards of ownership of the goods are transferred to the dealership or retail customer or when a new category of warranty is introduced. In order to determine the level of the provision, various factors are taken into consideration, including estima- tions based on past experience with the nature and amount of claims. The future level of potential repair costs and price increases per product and market are also taken into account. Provisions for warranties are adjusted regularly to take account of new circumstanc- es and the impact of any changes recognised in the income statement. Specific and expected warranty items, such as vehicle recall actions, are also included. Similar estimates are also made in conjunction with the measurement of expected reimbursement claims, which, if recognised, are presented as separate assets. The recognition and measurements of provisions for litigation and liability risks necessitates making assump- tions regarding the probability of occurrence, the amount involved and the duration of the legal dispute. These assumptions, especially the assumption about the outcome of legal proceedings, are subject to a high degree of uncertainty. If the recognition and measurement criteria relevant for provisions are not fulfilled and the outflow of resources to settle the matter is not probable, the potential obligation is disclosed as a contingent liability. Financial liabilities are measured on first-time recogni- tion at their fair value. Transaction costs are also taken into account, except for financial liabilities allocated to the category "financial liabilities measured at fair value through profit or loss". Subsequent to initial recogni- tion, liabilities are – with the exception of derivative financial instruments measured at amortised cost using the effective interest method. In addition, the Group's own default risk and that of counterparties is taken into account on the basis of credit default swap values for market contracts with matching terms. The BMW Group applies the option of measuring the credit risk for a group of financial assets and financial liabilities on the basis of its net exposure. Portfolio-based value adjustments to the individual financial assets and financial liabilities are allocated using the relative fair value approach (net method). Derivative financial instruments are used within the BMW Group for hedging purposes in order to reduce currency, interest rate, fair value and market price risks arising from operating activities and the relat- ed financing requirements. All derivative financial instruments are measured at their fair value. The fair values of derivative financial instruments are deter- mined using measurement models, as a consequence of which there is a risk that the amounts calculated could differ from realisable market prices on disposal. Observable financial market price spreads are taken into account in the measurement of derivative finan- cial instruments. The supply of data to the model used to calculate fair values also takes account of tenor and currency basis spreads. The recognition of impairment losses on receivables relating to the industrial side of the business is also, as far as possible, based on the same procedures applied to financial services business. The impair- ment losses are recorded in separate accounts and are derecognised at the same time the corresponding written-down receivables are derecognised. Receivables from sales financing are measured at amor- tised cost using the effective interest rate method. Impairment allowances are recognised both on a specific-item and a group basis. For these purposes, the main factors taken into consideration are past experience, current market data (such as the level of arrears), rating classes and scoring information. Specific allowances are recognised if there is objective evidence of impairment. In the retail customer credit financing and leasing lines of business, the existence of overdue balances or the incidence of similar events in the past are examples of such objective evidence. In the event of overdue receivables, allowances are always recognised individually based on the length of period of the arrears. In the case of dealership financing receivables, the allocation of the dealership to a corresponding rating category is also deemed to represent objective evidence of impairment. If there is no objective evidence of impairment, allowances are recognised using a portfolio approach based on similar groups of assets. Company-specific loss probabilities and loss ratios, derived from historical data, are used to measure allowances on similar groups of assets. Leased items of property, plant and equipment that are allo- cated to the BMW Group on the grounds of economic ownership (finance leases) are measured on initial rec- ognition at their fair value or at the net present value of the minimum lease payments, if lower. The assets are depreciated using the straight-line method over their estimated useful lives or over the lease period, if shorter. The obligations for future lease instalments are recognised as other financial liabilities, measured at their net present value. Where Group products are recognised by BMW Group entities as leased products under operating leases, they are measured at manufacturing cost, plus any initial direct costs. All other leased products are measured at acquisition cost. All leased products are depreciated over the period of the lease using the straight-line method down to their expected residual value. Changes in residual value expectations are rec- ognised - in situations where the recoverable amount of the lease exceeds the asset's carrying amount - by adjusting scheduled depreciation prospectively over the remaining term of the lease. If the recoverable amount is lower than the asset's carrying amount, an impairment loss is recognised for the shortfall. A test is carried out at each balance sheet date to deter- mine whether an impairment loss recognised in prior years no longer exists or has decreased. In these cases, the carrying amount of the asset is increased to the recoverable amount, at a maximum up to the amount of the asset's amortised cost. Assumptions need to be made regarding future residual values, given that they represent a significant portion of future cash inflows. In this context, internally available historical data, current market data and forecasts of external institutions are taken into account. The assumptions applied are regularly validated by comparison with external data. in years Factory and office buildings, residential buildings, fixed installations in buildings and outside facilities Plant and machinery Other equipment, factory and office equipment 8 to 50 3 to 21 2 to 25 Investments accounted for using the equity method are (except when the investment is impaired) measured at the Group's share of equity, taking account of fair value adjustments on acquisition. Investments in non-consolidated subsidiaries, non-con- solidated joint operations and interests in associated companies, joint ventures and participations not accounted for using the equity method, are reported as other investments, measured at their fair value. If this value is not available or cannot be determined reliably, they are measured at cost. A financial instrument is a contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity. Financial assets are accounted for on the basis of the settlement date. On initial recognition, financial assets are measured at their fair value. Transaction costs are included in the fair value unless the financial assets are allocated to the category "financial assets measured at fair value through profit or loss". The Group's financial assets are allocated to either cash funds or to the categories "loans and receivables", "available-for-sale", "held for trading” or “fair value option". The fair value option is applied by the BMW Group for non-current marketable securities with embedded derivatives. The related gains and losses are presented in the income statement line item "Other financial result". Related interest income and expenses are presented in the net interest result. Subsequent to initial recognition, financial assets which are available-for-sale or held-for-trading or for which the fair value option is applied, are measured at their fair value. The fair values shown are computed using market information available at the balance sheet date, on the basis of prices quoted by the contract partners or using appropriate measurement methods, e.g. discounted cash flow models. Non-derivative financial assets that are not classified as "loans and receivables" or "held-to-maturity invest- ments" or as items measured "at fair value through profit and loss" are classified as "available-for-sale”. Financial assets that are classified as loans and receiva- bles are measured at amortised cost using the effective interest method. All financial assets for which pub- lished price quotations in an active market are not available and whose fair value cannot be determined reliably are measured at cost. An assessment is made on a regular basis whether there is any objective evidence that a financial asset or group of assets may be impaired. For the purposes of assessing possible impairment, the BMW Group takes account of all available information, such as market conditions and prices as well as the length of time and the scale of the decline in value. In the case of equity capital instruments that are listed on a stock market, it is assumed that an item is impaired if its fair value falls significantly (more than 20%) or on a prolonged basis (more than 5% over nine months) below acquisition cost. 125 126 ↑ Group Financial Statements BMW Group Notes to the Group Financial Statements Accounting Principles and Policies - The use of judgement is required when the BMW Group enters into lease arrangements, in particular when assessing the transfer of economic ownership of a leased item. Related party disclosures comprise information on related individuals or entities which control the BMW Group or which are controlled by the BMW Group, unless such parties are already included in the Group Financial Statements of BMW AG as con- solidated companies. Control is defined as ownership of more than one half of the voting power of BMW AG or the power to direct, by statute or agreement, the financial and operating policies of the management of the Group. In addition, the disclosure requirements also cover transactions with associated companies, joint ventures and individuals that have the ability to exercise significant influence over the financial and operating policies of the BMW Group. This also includes close relatives and intermediary entities. Significant influence over the financial and operating policies of the BMW Group is presumed when a party holds 20% or more of the voting power of BMW AG. In addition, the requirements contained in IAS 24 relating to key management personnel and close members of their families or intermediary entities are also applied. In the case of the BMW Group, this applies to members of the Board of Management and the Supervisory Board. Non-consolidated subsidiaries, joint ventures and associated companies also qualify as related parties. Details relating to these entities are provided in the list of investments in → note 45. Share-based remuneration programmes which are expect- 7 In this context, the BMW Group has examined the contents of the Notes to the Group Financial State- ments and the Combined Management Report and applied the principle of materiality in the Group Financial Statements for the year ended 31 Decem- ber 2016, mainly by revising the presentation and eliminating redundancies. Standard/Interpretation IFRS 9 Financial Instruments IFRS 15 Revenue from Contracts with Customers IFRS 16 Leases Date of issue by IASB Date of mandatory application IASB Date of mandatory application EU 24.7.2014 1.1.2018 28.5.2014 1.1.2018 1.1.2018 1.1.2018 11.9.2015 12.4.2016 13.1.2016 1.1.2019 No IFRS 9 (Financial Instruments) contains new require- ments for the classification and measurement of financial assets that are based on the reporting entity's business model and its contractual cash flow characteristics ("Solely Payments of Principal and Interest" (SPPI) criterion). IFRS 9 also gives rise to a new model for determining impairment based on expected credit losses. Furthermore, the requirements for hedge accounting were revised with the aim of bringing the accounting treatment more into line with the reporting entity's risk management activities. The impact of adoption of IFRS 9 on the Group Finan- cial Statements is currently being investigated. Based on analyses to date, the accounting treatment for specific financial assets that do not comply with the stipulated cash flow criteria may have to be changed, by reclassifying them from the "measured at amortised cost" category to the "measured at fair value” cate- gory. Based on the current assessment, the change would only affect a limited volume of assets, with the consequence that the impact on measurement is not expected to be material. (b) Financial reporting pronouncements issued by the IASB that are significant for the BMW Group, but have not yet been applied: → see note 45 The Amendments to IAS 1 (Presentation of Financial Statements) relate primarily to clarifications concern- ing the presentation of, and disclosures in, financial statements. The amendments emphasise the principle that it is only necessary to disclosure information if it is material for users of the financial statements, even in cases where specific disclosures in an IFRS are explicitly defined as minimum requirements. 1.1.2016 ed to be settled in shares are measured at their fair value at grant date. The related expense is recognised in the income statement (as personnel expense) over the vesting period, with a contra (credit) entry recorded against capital reserves. Share-based remu- neration programmes expected to be settled in cash are revalued to their fair value at each balance sheet date between the grant date and the settlement date and on the settlement date itself. The expense for such programmes is recognised in the income statement (as personnel expense) over the vesting period of the programmes and presented in the balance sheet as a provision. The share-based remuneration programmes for Board of Management members and senior heads of department entitles BMW AG to elect whether to settle its commitments in cash or with shares of BMW AG common stock. Following the decision to settle in cash, the share-based remuneration programmes for Board of Management members and senior heads of depart- ment are accounted for as cash-settled, share-based remuneration programmes. Further information on share-based remuneration programmes is provided → see in note 39. note 39 129 ↑ 130 Group Financial Statements BMW Group Notes to the Group Financial Statements Accounting Principles and Policies 05 Financial reporting rules Date of issue by IASB Date of mandatory application IASB Date of mandatory application EU Standard/Interpretation IAS 1 Presentation of Financial Statements (Initiative to Improve Disclosure Requirements - Amendments to IAS 1) 18.12.2014 1.1.2016 For machinery used in multiple-shift operations, depreciation rates are increased to account for the additional utilisation. If there is any indication of impairment of property, plant and equipment, an impairment test is performed as described above for intangible assets. Cash and cash equivalents, comprising mainly cash on hand and cash at bank with an original term of up to three months, are measured at fair value. All items of property, plant and equipment are measured at acquisition or manufacturing cost less accumulated depreciation and accumulated impairment losses. The cost of internally constructed plant and equipment comprises all costs which are directly attributable to the manufacturing process as well as an appro- priate proportion of production-related overheads. This includes production-related depreciation and amortisation as well as an appropriate proportion of administrative and social costs. As a general rule, borrowing costs are not included in acquisition or manufacturing cost unless they are directly attrib- utable to the asset. The carrying amount of items of depreciable property, plant and equipment is written down recording scheduled usage-based depreciation - as a general rule on a straight-line basis - over the useful lives of the assets. Depreciation is recorded as an expense in the income statement. 199 121 122 Group Financial Statements BMW Group Notes to the Group Financial Statements Accounting Principles and Policies 03 Foreign currency translation The financial statements of consolidated companies which are drawn up in a foreign currency are trans- lated using the modified closing rate method. Under this method, assets and liabilities are translated at the closing exchange rate, whilst income and expenses are translated at the average exchange rate. Differences arising on foreign currency translation are presented in "Accumulated other equity". Foreign currency receivables and payables in the sin- gle entity accounts of BMW AG and subsidiaries are measured on initial recognition using the exchange rate prevailing at the date of first-time recognition. At the end of the reporting period, foreign currency receivables and payables are measured using the clos- ing exchange rate. The resulting unrealised gains and losses, as well as the subsequent realised gains and losses arising on settlement, are recognised in the income statement in accordance with the underlying substance of the relevant transactions. The exchange rates of currencies which have a material impact on the Group Financial Statements were as follows: ↑ US Dollar British Pound Chinese Renminbi Japanese Yen Korean Won Closing rate Average rate 31.12.2016 31.12.2015 2016 178 21 7 7 02 Group reporting entity and consolidation principles The BMW Group Financial Statements include BMW AG, all material subsidiaries including one spe- cial purpose securities fund and 40 structured entities, over which BMW AG - either directly or indirectly. exercises control. The structured entities are used exclusively in conjunction with the BMW Group's asset-backed financing arrangements. All consolidated subsidiaries have the same year-end as BMW AG with the exception of BMW India Private Ltd. and BMW India Financial Services Private Ltd., whose year-ends are 31 March in accordance with local legal requirements. When assessing whether an investment gives rise to a controlled entity, an associated company, a joint operation or a joint venture, the BMW Group consid- ers all relevant contractual arrangements and other circumstances, and not just the structure and legal form of the entity. The ultimate classification may require the use of judgement. A new assessment is made whenever there is an indication of a change in the previous assessment regarding (joint) control. An entity is deemed to be controlled if BMW AG - either directly or indirectly - has power over it, is exposed or has rights to variable returns from its involvement with the entity and has the ability to influence those returns through its power over the entity. - An entity is classified as an associated company if BMW AG either directly or indirectly - has the ability to exert significant influence over the entity's operating and financial policies. As a general rule, there is a rebuttable assumption that the Group has significant influence if it holds between 20% and 50% of the associated company's voting power. Joint operations and joint ventures are forms of joint arrangements. Such an arrangement exists when a BMW Group entity jointly carries out activities on the basis of a contractual agreement with a third party. In the case of a joint operation, the parties that have joint control of the arrangement have rights to the assets and obligations for the liabilities, relating to the arrangement. Assets, liabilities, revenues and expens- es of a joint operation are recognised proportionately in the Group Financial Statements on the basis of the BMW Group entity's rights and obligations (propor- tionate consolidation). Together with SGL Carbon SE, Wiesbaden, companies of the BMW Group are party to three joint operations that manufacture carbon fibres and carbon fibre cores used in vehicle production. The BMW Group is also collaborating with Toyota Motor Corporation, Toyota City, to develop a sports car. This collaboration is accounted for as a joint operation. 2015 In the case of a joint venture, the parties which have joint control only have rights to the net assets of the arrangement. The following changes took place in the Group report- ing entity in the financial year 2016: Included at 31 December 2015 Included for the first time in 2016 No longer included in 2016 Included at 31 December 2016 Germany Foreign The following uniform useful lives are applied through- out the BMW Group: 21 157 178 28 28 As a general rule, associated companies and joint ventures are accounted for using the equity method, with measurement on initial recognition based on acquisition cost. 1.06 Total 1.11 For the purposes of the impairment test, the carrying amount of an asset (or a cash-generating unit) is com- pared with the recoverable amount. The first step of the impairment test is to determine the value in use. If the value in use is lower than the carrying amount, the next step is to determine the fair value less costs to sell and compare the amount so determined with the asset's carrying amount. If the fair value is lower than the carrying amount, an impairment loss is recognised, reducing the carrying amount to the higher of the asset's value in use or fair value less costs to sell. If the reason for a previously recognised impairment loss no longer exists, the impairment loss is reversed up to the level of the recoverable amount, capped at the level of rolled-forward amortised cost. Impairment losses on goodwill are not reversed. As part of the process of assessing recoverability, it is generally necessary to apply estimations and assump- tions - in particular regarding future cash inflows and outflows and the length of the forecast period – which could differ from actual amounts. Actual amounts may differ from the assumptions and estimations used if business conditions develop differently to the BMW Group's expectations. The value in use is determined on the basis of a present value computation. Cash flows used for the purposes of this calculation are derived from long-term forecasts approved by management. The long-term forecasts themselves are based on detailed forecasts drawn up at an operational level and, based on a planning period of six years, correspond roughly to a typical product's life cycle. For the purposes of calculating cash flows beyond the planning period, the asset's assumed residual value does not take growth into account. Forecasting assumptions are continually brought up to date and regularly compared with external sources of information. The assumptions used take account in particular of expectations of the profitability of the product portfolio, future market share developments, macroeconomic developments (such as currency, interest rate and raw materials prices) as well as the legal environment and past experience. 123 124 ↑ Group Financial Statements BMW Group Notes to the Group Financial Statements Accounting Principles and Policies Cash flows of the Automotive and Motorcycles cash-generating units are discounted using a risk-ad- justed pre-tax cost of capital (WACC). In the case of the Financial Services cash-generating unit, a sec- tor-compatible pre-tax cost of equity capital is used. Calculations were based on the following discount If there is any indication of impairment of intangible assets, or if an annual impairment test is required to be carried out (i.e. intangible assets with an indef- inite useful life, intangible assets during the devel- opment phase and goodwill), an impairment test is performed. Each individual asset is tested separately unless the cash flows generated by the asset cannot be distinguished to a large degree from the cash flows generated by other assets or other groups of assets. In this case, impairment is tested at the level of a cash-generating unit. factors: Automotive Financial Services 2016 2015 12.0 12.0 12.0 12.0 13.4 13.4 The risk-adjusted interest rates, calculated using a CAPM model, also take into account specific peer- group information relating to beta-factors, capital structure data and borrowing costs. In conjunction with the impairment tests for cash-generating units, sensitivity analyses are performed for the main assumptions in order to rule out that conceivable changes to the assumptions used to determine the recoverable amount would result in the requirement to recognise an impairment loss. 1.09 in % Goodwill arises on first-time consolidation of an acquired business when the cost of acquisition exceeds the Group's share of the fair value of the individually identifiable assets acquired and liabilities and contingent liabilities assumed. Motorcycles reliably. Such assets are measured at acquisition and/or manufacturing cost, as a general rule without borrowing costs, and, to the extent that they have a finite useful life, amortised on a straight-line basis over their estimated useful lives. With the exception of capitalised development costs, intangible assets are amortised as a general rule over their estimated useful lives of between three and 20 years. 1.11 Development costs for vehicle and engine projects are capitalised at manufacturing cost, to the extent that attributable costs (including development-related overhead costs) can be measured reliably and both technical feasibility and successful marketing are assured. It must also be probable that the development expenditure will generate future economic benefits. Capitalised development costs are amortised system- atically over the estimated product life (usually four to eleven years) following the start of production. 0.85 0.74 0.82 0.73 7.34 7.35 6.97 123.34 1,274.34 130.74 1,278.92 120.25 1,283.86 134.28 7.07 04 Purchased and internally-generated intangible assets are recognised as assets where it is probable that the use of the asset will generate future economic benefits and where the costs of the asset can be determined 1,255.38 Public sector grants are not recognised until there is reasonable assurance that the conditions attaching to them have been complied with and the grants will be received. The resulting income is recognised in cost of sales over the periods necessary to match them with the related costs which they are intended to compensate. on retail customer/dealership financing is recognised using the effective interest method. Revenues relating to operating lease arrangements are recognised on a straight-line basis over the lease term. Interest income arising on finance leases and Earnings per share are calculated as follows: Basic earnings per share are calculated for common and preferred stock by dividing the net profit after minor- ity interests, as attributable to each category of stock, by the average number of outstanding shares. The net profit is accordingly allocated to the different catego- ries of stock. The portion of the Group net profit for the year which is not being distributed is allocated to each category of stock based on the number of outstanding shares. Profits available for distribution are determined directly on the basis of the dividend resolutions passed for common and preferred stock. Diluted earnings per share are calculated and sepa- rately disclosed in accordance with IAS 33. Profits arising on the sale of vehicles, for which a Group company retains a repurchase commitment (buyback contracts), are not immediately recognised. The difference between the sales and buyback price is accounted for as deferred income and recognised in instalments as revenue over the contract term. If the sale of products includes a determinable amount for services ("multiple-component contracts"), the related revenues are deferred and recognised as income over the service period. Amounts are normally recognised as income by reference to the pattern of related expenditure. Revenues from the sale of products are recognised when the risks and rewards of ownership of the goods are transferred to the dealership or customer, provided that the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and costs incurred or to be incurred in respect of the sale can be measured reliably. Revenues are stated net of set- tlement discount, bonuses and rebates. Accounting policies; assumptions, judgements and estimations Other comprehensive income arising at the level of equity accounted investments is reported in the Statement of Changes in Equity within "Currency translation foreign operations" with a negative amount 893 139 115 140 of €73 million (2015: positive amount of €90 million) and within "Financial instruments used for hedging purposes" with a positive amount of €87 million (2015: negative amount of €15 million). Group Financial Financial Statements BMW Group Notes to the Group → Notes to the 18 778 NOTES TO THE BALANCE SHEET Balance Sheet Statements -189 14 3 459 -1,301 Analysis of changes in Group tangible, intangible and investment assets 2016 -842 Other comprehensive income from equity accounted investments 43 -29 -192 71 75 Currency translation foreign operations -230 -230 765 765 Other comprehensive income 4 Acquisition and manufacturing cost Land, titles to land, buildings, including 1.1.20161 369 58 1,495 1,188 13,348 buildings on third party land 10,458 -15 300 231 34 10,940 Plant and machinery 1,328 35,497 11,484 1,130 2,192 -2 Translation differences Additions Reclassi- fications Disposals 31.12.2016 Development costs Goodwill in € million Other intangible assets 10,522 2,092 369 1,455 2 100 12,346 Intangible assets -680 Leased products Financial instruments used for hedging purposes -170 79 -26 thereof reclassifications to the income statement Financial instruments used for hedging purposes thereof gains/losses arising in the period under report thereof reclassifications to the income statement -39 -144 2,008 -1,301 1,458 -2,619 550 1,318 40 thereof gains/losses arising in the period under report Available-for-sale securities 1,012 -185 NOTES TO THE STATEMENT OF COMPREHENSIVE INCOME 17 Disclosures relating to the statement of total comprehensive income Other comprehensive income for the period after tax comprises the following: in € million Other comprehensive income from equity accounted investments Deferred taxes 2016 Remeasurement of the net defined benefit liability for pension plans Deferred taxes -1,858 1,413 529 -401 Items not expected to be reclassified to the income statement in the future -1,329 2015 43 71 -721 After tax Remeasurement of the net defined benefit liability for pension plans -1,858 529 -1,329 1,413 Deferred taxes -401 Available-for-sale securities 40 -12 28 -170 53 -117 1,012 2,008 tax Before 516 Currency translation foreign operations -230 765 Items expected to be reclassified to the income statement in the future 1,140 -119 tax Other comprehensive income for the period after tax Deferred taxes on components of other comprehen- sive income are as follows: in € million 2016 2015 Before tax Deferred taxes After 893 1,510 47,113 1,589 Other facilities, factory and office equipment 2,517 47 218 34 215 2,601 Advance payments made and construction in progress 2,020 4 1,268 -1,691 4 1,597 Property, plant and equipment 35,469 1,168 1,362 1,954 10,522 369 152 1,035 1,454 12,345 Land, titles to land, buildings, including buildings on third party land A large part of these amounts relate to public sector grants for the promotion of regional structures and to subsidies received for plant expansions. 9,806 240 295 75 10,430 Plant and machinery 32,770 551 164 883 766 1,462 Other investments 68 64 233 15 656 28 28 867 3 111 64 917 1 Including mergers. 2 Including assets under construction of €1,187 million. Non-current marketable securities 641 Participations 68 50,097 Leased products 36,969 1,738 18,011 14,452 42,266 3,680 Investments accounted for using 1,088 1,293 148 2,233 Investments in non-consolidated subsidiaries 226 3 the equity method 691 2,064 15 51,789 Leased products 42,334 316 18,339 15,401 45,588 Investments accounted for using the equity method 2,233 513 200 2,546 Investments in non-consolidated subsidiaries 233 1,848 3,631 -155 50,161 35,924 Other facilities, factory and office equipment 2,606 22 234 32 222 2 2,672 1,600 23 1,587 -954 3 2,253 Property, plant and equipment Advance payments made and construction in progress 2,210 321 500 Translation differences Additions Reclassi- fications Disposals 31.12.2015 Development costs Goodwill Other intangible assets Intangible assets 9,341 369 1,445 15 146 11,155 1.1.20151 Acquisition and manufacturing cost in € million Analysis of changes in Group tangible, intangible and investment assets 2015 Participations 656 56 2 710 Non-current marketable securities 28 56 28 917 2 377 58 1,238 1 Including first-time consolidation. 2 Including assets under construction of €1,760 million. Other investments Government grants and government assistance Income from asset-related and performance-related grants, amounting to €31 million (2015: €33 million) and €126 million (2015: €132 million) respectively, were recognised in the income statement in 2016. -189 The number of employees at the end of the reporting period is disclosed in the Combined Management Report. Exchange losses -249 -311 Other financial result 131 -454 Expense for additions to provisions -303 -192 Expense for impairment losses and write-downs -28 -76 Sundry operating expenses -430 -267 Other operating expenses -847 -820 Other operating income and expenses -177 94 Income from the reversal of impairment losses and expenses for the recognition of impairment losses relate primarily to impairment allowances on receiv- ables. 10 Net interest result in € million 2016 2015 Other interest and similar income 196 -241 185 310 914 262 323 thereof from subsidiaries: 13 Income from the reversal of provisions 115 172 Impairment losses on investments in subsidiaries and participations -192 -25 Income from the reversal of impairment losses and write-downs 51 Sundry other financial result 27 -179 -24 Gains on the disposal of assets 46 173 Income (+) and expenses (-) from Sundry operating income 196 219 financial instruments 310 -430 Other operating income 670 Result on investments Exchange gains thereof from subsidiaries: 19 2,751 77 thereof relating to temporary in % 2016 2015 differences 80 52 thereof relating to tax loss Corporation tax rate 15.0 15.0 carryforwards and tax credits 85 5 Solidarity surcharge 5.5 5.5 Income taxes 2,755 2,828 Corporation tax rate including solidarity surcharge 15.8 15.8 Municipal trade tax rate 14.9 14.9 German income tax rate 25 12 2,670 Current tax expense Interest and similar income 196 185 Expense relating to interest impact on other long-term provisions -84 -72 Net interest expense on the net defined benefit liability for pension plans -78 -123 Other interest and similar expenses -327 -423 Deferred tax expense thereof to subsidiaries: -5 16 -489 -618 Net interest result -293 -433 12 Income taxes Taxes on income comprise the following: in € million 2016 2015 Deferred taxes are computed using enacted or planned tax rates which are expected to apply in the relevant national jurisdictions when the amounts are recov- ered. After taking account of an average municipal trade tax multiplier rate (Hebesatz) of 425.0% (2015: 425.0%), the underlying income tax rate for Germany was as follows: -4 30.7 1 Income from investments in subsidiaries and participations Research and development expenditure was as follows: 133 Sales of products and related goods 68,681 68,643 Income from lease instalments 9,507 8,965 Sales of products previously leased to customers 9,258 8,181 Interest income on loan financing 3,455 Cost of sales is reduced by public-sector subsidies in the form of reduced taxes on assets and reduced consumption-based taxes amounting to €69 million (2015: €71 million). 3,253 2016 2015 Other income 3,262 3,133 Revenues 94,163 92,175 Research and development expenses 4,294 4,271 Amortisation -1,222 -1,166 in € million New expenditure for capitalised Warranty expenses include the accrued expense for vehicle recall actions, the cost of which is expected to exceed amounts previously recognised. Accordingly, a further amount of €678 million was allocated to the warranty provision for various issues, including airbags supplied by the Takata group of companies, the ISOFIX attachment system used for child car seats, and costs relating to the provision of the network service for telematics (2G). 2016 Implementation of the new impairment model requires substantial modifications to existing processes and systems, especially for the Financial Services segment. These modifications have been stipulated centrally and implemented to a large extent at subsidiary level. The overall impact cannot be quantified reliably as yet, however, given that the procedures for providing data by the subsidiaries still requires validation and some of the major implementation aspects of the new standard – in particular the transfer criterion for impairment levels - are not expected to be definitively established until a later stage in the financial year 2017. Based on preliminary findings, significant changes to impairment amounts are not expected. - As far as the accounting for hedging relationships is concerned, analyses to date indicate that it will be pos- sible to account for the majority of commodity hedg- ing contracts using hedge accounting rules. Moreover, changes in the time value of options are required to be recognised as "cost of hedging" in accumulated other equity during the hedging period. This approach to accounting for hedging relationships could significant- ly reduce the volatility in the amounts reported for financial result and Group earnings. The presentation of the cost of hedging in the income statement has not yet been definitively clarified. It is therefore possible that shifts could arise between the line items "Profit before financial result” and “Financial result". IFRS 9 contains a requirement that it should be applied retrospectively for classification and meas- urement, whereas the new rules for hedge accounting are generally required to be applied prospectively. The BMW Group intends to apply the exception granted by the Standard not to restate comparatives for earlier periods for classification and measurement (including impairment). The objective of the new Standard IFRS 15 (Revenue from Contracts with Customers) is to assimilate all the various existing requirements and Interpretations relating to revenue recognition into a single Standard. The new Standard also stipulates uniform revenue recognition principles for all sectors and all categories. The new Standard is based on a five-step model, which sets out the rules for revenue from contracts with customers. Revenues are required to be recognised either over time or at a specific point in time. A major difference to the previous Standard is the increased scope of discretion for estimates and the introduction of thresholds, thus influencing the amount and timing of revenue recognition. Accounting for buyback arrangements and rights of return for vehicles sold, but which the Financial Services segment will subsequently lease to customers, will result in the earlier recognition of eliminations. The adoption of IFRS 15 will result in a one-time reduction in equity, which will be recognised retro- spectively as of the date of the beginning of the first accounting period presented on the basis of the new requirements. The actual impact of adopting the new Standard will depend on the level of inventories of vehicles held by dealerships, the expected number of leases to be concluded and the amount of inter-seg- ment profits requiring to be eliminated at the date of first-time adoption. Based on analyses to date and the assumptions applied, it is estimated that equity at 31 December 2016 will be reduced by €650 mil- lion. The impact in the period following first-time adoption and in subsequent periods is not expected to be significant. In the case of multi-component contracts with variable consideration components, changes in the allocation of transaction prices will result in higher amounts being recognised for vehicle sales and a lower level of amounts deferred for service contracts. However, the shift in the timing of revenue recognition is not expected to have a significant impact at the date of first-time adoption or in subsequent periods. A different accounting treatment may be required if buyback arrangements are in place with customers, resulting in a shift in the timing of revenue recognition. The resulting impact is not expected to be significant. The BMW Group intends to apply the new Standard entirely retrospectively at the adoption date. 131 132 ↑ 2015 ↑ BMW Group Notes to the Group Financial Statements Accounting Principles and Policies Notes to the Income Statement The new Standard IFRS 16 (Leases) stipulates a completely new approach to accounting for leases by lessees. Whereas under IAS 17, the accounting treatment of a lease was determined on the basis of the transfer of risks and rewards incidental to own- ership of the asset, in the future, all leases will be required to be accounted for as a general rule by the lessee in a similar way to finance leases. Recognition exemptions are available for short-term leases and for leasing assets with a low value. The accounting requirements for lessors, particularly in relation to the requirement to classify leases, will remain largely unchanged. Given that the BMW Group is still in a very early phase of considering the implications of introducing IFRS 16, the impact of the Standard on the Group Financial Statements from a lessee and lessor perspective cannot be wholly foreseen at present. Similarly, the transi- tion method to be used on first-time adoption of the Standard has not yet been stipulated. Early adoption of all of the new IFRS requirements is permitted. Currently, the BMW Group does not intend to adopt any of the new requirements early. NOTES TO THE INCOME STATEMENT 06 Revenues Revenues by activity comprise the following: in € million Group Financial Statements 13 development costs 2,064 446 Other cost of sales 3,067 2,976 Cost of sales 75,442 74,043 08 Selling and administrative expenses Selling expenses amounted to €6,030 million (2015: €5,758 million) and comprise mainly marketing, advertising and sales personnel costs. Administrative expenses amounted to €3,128 million (2015: €2,875 million) and relate mainly to personnel and IT costs. 134 Group Financial Statements 583 BMW Group Financial Statements → Notes to the Income Statement 09 Other operating income and expenses Other operating income and expenses comprise the following items: in € million 11 Other financial result in € million 2016 2015 2016 2015 Notes to the Group 2,092 Telematics and roadside assistance 1,435 An analysis of revenues by segment and region is shown in the segment information in → note 44. → see Total research and development expenditure 5,164 5,169 note 44 07 Cost of sales Cost of sales comprises: in € million 2016 2015 Manufacturing costs 43,175 1,325 43,685 business 20,723 19,449 thereof: Interest expense relating to financial services business 1,638 1,495 Research and development expenses 4,294 4,271 Warranty expenditure 2,165 1,891 Service contracts Cost of sales relating to financial services 30.7 Interest and similar expenses The tax expense was reduced by €49 million (2015*: *Previous year's figures adjusted. €41 million) as a result of utilising tax loss carryfor- wards, for which deferred assets had not previously been recognised and in conjunction with previously unrecognised tax credits and temporary differences. € 10.45 9.70 € 10.47 9.72 € 3.50* 3.20 € 3.52* 3.22 Earnings per share of preferred stock are computed on the basis of the number of preferred stock shares entitled to receive a dividend in each of the relevant Current tax expense includes tax income of €174 mil- lion (2015: tax expenses of €164 million) relating to prior periods. 54,499,460 diluted earn- 138 个个 Group Financial Statements BMW Group Notes to the Group Financial Statements Notes to the Income Statement → Notes to the Statement of Comprehensive Income 14 ings per share correspond to basic earnings per share. Personnel expenses 601,995,196 601,995,196 54,809,375 529.8 724 -520 -561 448 49 253 468 171 Deferred taxes recognised directly in equity in the financial year 2016 decreased by an additional €29 mil- lion (2015: increased by €43 million) on currency translation. Deferred taxes are not recognised on retained prof- its of €38.7 billion (2015: €33.7 billion) of foreign subsidiaries, as it is intended to invest these profits to maintain and expand the business volume of the relevant companies. A computation was not made of the potential impact of income taxes on the grounds of disproportionate expense. 7 The tax returns of BMW Group entities are checked regularly by German and foreign tax authorities. Tak- ing account of a variety of factors - including existing interpretations, commentaries and legal decisions taken relating to the various tax jurisdictions and the BMW Group's past experience - adequate provision has, to the extent identifiable and probable, been made for potential future tax obligations. 13 Earnings per share number number Net profit for the year after minority interest Profit attributable to preferred stock Average number of common stock shares in circulation Average number of preferred stock shares in circulation Basic earnings per share of common stock Basic earnings per share of preferred stock Dividend per share of common stock Dividend per share of preferred stock *Proposal by management. 2016 2015 € million 6,862.9 6,369.4 € million € million 6,289.2 573.7 5,839.6 Profit attributable to common stock -72 The income statement includes personnel expenses as follows: 2016 204 214 Apprentices and students gaining work experience 7,913 7,783 thereof at proportionately-consolidated entities Average number of employees 2016 2015 15 15 4 4 proportionately-consolidated entities 5 4 2 21 3 1 1 23 23 8 7 2 The fee expense shown for KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin, relates only to services provided on behalf of BMW AG and its German subsidiaries. 123,755 119,688 4 in € million thereof at 115,842 2015 15 Fee expense for the Group auditor The fee expense pursuant to § 314 (1) no. 9 HGB recognised in the financial year 2016 for the Group auditor and its network of audit firms amounted to €23 million (2015: €23 million) and consists of the following: Wages and salaries 9,581 8,887 Pension and welfare expenses 1,152 1,250 Social insurance expenses Personnel expenses 802 733 in € million 111,905 11,535 Personnel expenses include €61 million (2015: €48 mil- lion) of costs incurred to adjust the workforce size. The total pension expense for defined contribution plans of the BMW Group amounted to €90 million (2015: €71 million). Employer contributions paid to state pension insurance schemes totalled €607 million (2015: €571 million). The average number of employees during the year was: 2016 2015 Audit of financial statements thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin Other attestation services thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin Tax advisory services thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin Other services thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin Fee expense thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin Employees 10,870 163 financial years. As in the previous year, 85 136 Group Financial Statements BMW Group Notes to the Group Financial Statements → Notes to the Income Statement Tax increases as a result of non-deductible expens- es and tax reductions due to tax-exempt income increased compared to one year earlier. As in the previous year, tax increases as a result of non-tax-de- ductible expenses were attributable primarily to the impact of non-recoverable withholding taxes and transfer price issues. Tax income relating to prior years resulted primarily from adjustments to income tax receivables and pro- visions for prior years. 7 The line "Other variances" comprises various recon- ciling items, including the Group's share of taxes on the earnings of companies accounted for using the equity method. The allocation of deferred tax assets and liabilities to balance sheet line items at 31 December is shown in the following table: in € million Intangible assets Property, plant and equipment Other investments 135 Sundry other assets Provisions Liabilities Eliminations Valuation allowances on tax loss carryforwards and capital losses Netting Deferred taxes Net Deferred tax assets Deferred tax liabilities 2016 2015 2016 2015 13 Tax loss carryforwards and capital losses 10 Effective tax rate 28.5% The change in the valuation allowance on deferred tax assets relating to tax losses available for carryforward and temporary differences resulted in a tax expense of €38 million (2015*: €82 million). 7 Deferred taxes for non-German entities are calculated on the basis of the relevant country-specific tax rates, ranging in the financial year 2016 between 12.5% and 45.0% (2015: between 12.5% and 46.9%). Changes in tax rates resulted in a deferred tax expense of €70 million (2015: €36 million). The difference between the expected tax expense based on the underlying tax rate for Germany and actual tax expense is explained in the following reconciliation: in € million 2016 2015 Profit before tax Tax rate applicable in Germany Expected tax expense 9,665 9,224 30.7% 30.7% 30.7% 2,967 Variances due to different tax rates 77 -119 Tax increases (+)/tax reductions (-) as a result of non-deductible expenses and tax-exempt income Tax expense (+)/benefits (-) for prior years 78 42 -174 164 Other variances 3 -91 Actual tax expense 2,755 2,828 2,832 2,234 -119 26 -502 -10,888 2,327 -9,988 1,945 -10,888 -9,988 2,795 468 2,116 171 - Tax loss carryforwards – for the most part usable with- out restriction amounted to €637 million (2015: - €468 million). This includes an amount of €464 million (2015: €345 million), for which a valuation allowance of €158 million (2015: €100 million) was recognised on the related deferred tax asset. For entities with tax losses available for carryforward, a net surplus of deferred tax assets over deferred tax liabilities is reported at 31 December 2016 amounting to €90 mil- lion (2015: €104 million). Deferred tax assets are recognised on the basis of management's assessment of whether it is probable that the relevant entities will generate sufficient future taxable profits, against which deductible temporary differences can be offset. Capital losses available for carryforward in the United Kingdom which do not relate to ongoing operations decreased to €1,926 million (2015: €2,234 million) due to currency factors. As in previous years, deferred tax assets recognised on these tax losses - amounting to €327 million at the end of the reporting period (2015: €402 million) – were fully written down since they can only be utilised against future capital gains. -485 - 137 Deferred taxes recognised directly in equity amounted to €1,812 million (2015: €2,004 million). 7 Changes in deferred tax assets and liabilities during the reporting period can be summarised as follows: Deferred taxes at 1 January (assets (−)/liabilities (+)) Deferred tax expense (+)/income (-) recognised through income statement Change in deferred taxes recognised directly in equity thereof relating to fair value gains and losses on financial instruments and marketable securities recognised directly in equity thereof relating to the remeasurements of net liabilities for defined benefit pension plans Exchange rate impact and other changes Deferred taxes at 31 December (assets (-)/ liabilities (+)) 2016 2015 171 -87 1,977 Netting relates to the offset of deferred tax assets and liabilities within individual entities or tax groups to the extent that they relate to the same tax authorities. 12,104 in € million 12,435 20 13,683 305 376 467 367 6,260 3 5 17 11 1,448 1,363 2,861 2,109 6,987 548 715 536 13,700 797 3,281 478 298 3,481 2,760 178 184 4,187 4,966 2,654 2016 Shares issued in conjunction with Employee Share Programme Preferred stock Common stock 2015 2016 Shares issued/in circulation at 1 January 54,809,404 Number of shares issued 305,029 54,809,404 29 54,499,544 309,944 84 Shares issued/in circulation at 31 December 55,114,404 2015 601,995,196 601,995,196 Number of shares issued 601,995,196 601,995,196 All of the Company stock is issued to bearer and each share has a par value of €1.00. Preferred stock, to which no voting rights are attached, bears an addi- tional dividend of €0.02 per share. Less: shares repurchased and re-issued Equity 20 Receivables that are overdue by between one and 30 days do not normally result in bad debt losses since the overdue nature of the receivables is primar- ily attributable to the timing of receipts around the month-end. In the case of trade receivables, collateral is generally held in the form of vehicle documents and bank guarantees so that the risk of bad debt loss is extremely low. in € million In 2016, a total of 305,029 shares of preferred stock was sold to employees at a reduced price of €44.14 per share in conjunction with the Company's Employee Share Programme. These shares are entitled to receive dividends with effect from the financial year 2017. 29 shares of preferred stock were bought back in 2016 via the stock exchange in conjunction with the Company's Employee Share Programme. 31.12.2016 31.12.2015 1-30 days overdue 174 128 31-60 days overdue 23 61-90 days overdue 29 10 91-120 days overdue 17 15 More than 120 days overdue 64 22 Balance at 31 December 307 195 29 Issued share capital increased by €0.3 million as a result of the issue to employees of 305,000 shares of non-voting preferred stock. The number of author- ised shares and the Authorised Capital of BMW AG amounted to 4.2 million shares and €4.2 million respectively at the end of the reporting period. The Company is authorised to issue 5 million shares of non-voting preferred stock amounting to nominal €5.0 million prior to 14 May 2019. 32.5% Capital reserves include premiums arising from the issue of shares and totalled €2,047 million (2015: €2,027 million). The change related to the share cap- ital increase arising in conjunction with the issue of shares of preferred stock to employees amounting to €20.1 million. of BMW AG 47,108 42,530 Proportion of total capital 31.7% Non-current financial liabilities 55,405 49,523 Current financial liabilities 42,326 42,160 Total financial liabilities 97,731 91,683 Proportion of total capital Total capital 67.5% 68.3% 144,839 134,213 The equity ratio attributable to shareholders of BMW AG increased during the financial year by 0.8 percentage points, primarily reflecting the increase in revenue reserves. 2,751 Equity attributable to shareholders 31.12.2015 31.12.2016 in € million Revenue reserves Revenue reserves comprise the post-acquisition and non-distributed earnings of consolidated companies. In addition, remeasurements of the net defined ben- efit liability for pension plans are also presented in revenue reserves. A proposal will be made that the unappropriated profit of BMW AG for the financial year 2016 amounting to €2,300 million be utilised as follows: Distribution of a dividend of €3.52 per share of preferred stock (€193 million). Distribution of a dividend of €3.50 per share of common stock (€2,107 million). The proposed distribution was not recognised as a liability in the Group Financial Statements. Accumulated other equity Accumulated other equity comprises all amounts rec- ognised directly in equity resulting from the transla- tion of the financial statements of foreign subsidiaries, the effects of recognising changes in the fair value of derivative financial instruments and marketable securities directly in equity and the related deferred taxes recognised directly in equity. 149 Capital reserves 150 BMW Group Notes to the Group Financial Statements → Notes to the Capital management disclosures The BMW Group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in the long-term and to provide an adequate return to shareholders. The BMW Group manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk profile of the under- lying assets. The BMW Group is not subject to any external minimum equity capital requirements. Within the Financial Services segment, however, there are a number of individual entities which are subject to equity capital requirements set by relevant regulatory banking agencies. In order to manage its capital structure, the BMW Group uses various instruments, including the amount of dividends paid to shareholders and share buybacks. Moreover, the BMW Group pro-actively manages debt capital, determining levels of debt capital transactions with a target debt structure in mind. An important aspect of the selection of finan- cial instruments is the objective to achieve matching maturities for the Group's financing requirements. In order to reduce non-systematic risk, the BMW Group uses a variety of financial instruments available on the world's capital markets to achieve diversification. The capital structure at the end of the reporting period was as follows: Group Financial Statements 2,825 Balance Sheet -96 THERE BMW Brilliance in € million Dividends received by the Group Total comprehensive income Other comprehensive income Income taxes Interest expenses Interest income Profit/loss before financial result Scheduled depreciation Revenues DISCLOSURES RELATING TO THE INCOME STATEMENT in € million → Notes to the Balance Sheet Notes to the Group Financial Statements BMW Group Group Financial Statements Financial information relating to equity accounted investments is aggregated in the following tables: 144 143 In December 2016, THERE Holding B.V. signed contracts for the sale of a total of 25% of the shares of HERE International B.V. The contract relating to the sale of 15% of the shares to Intel Holdings B.V., Schiphol-Rijk, was completed in January 2017. 10% of the shares were sold to a consortium comprising NavInfo Co. Ltd., Beijing, Tencent Holdings Ltd., Shenzhen, and GIC Private Ltd., Singapore. After receipt of the approval of the relevant regulatory agencies, the transaction is expected to be completed during the first half of 2017. THERE is included in the BMW AG Group Financial Statements as an associated company using the equity method and allocated for segment reporting purposes to the Automotive segment. In view of the proximity of the reporting date and on the grounds of imma- teriality, no fair value adjustments were recorded in conjunction with the at-equity carrying amount at 31 December 2015, at which stage the investment was accounted for at cost. During 2016, the Group's share of earnings was accounted for with one month's delay, which was caught up at 31 December 2016. The purchase price allocation was completed during the first quarter of 2016. THERE Holding B.V. and its wholly owned subsidi- ary, HERE International B.V. (until 28 January 2016: THERE Acquisition B.V.) were founded in connection with the acquisition. HERE International B. V. acquired all of the shares of the HERE Group. Via BMW Inter- national Holding B.V., the BMW Group has a 33.3% shareholding in THERE Holding B.V. THERE acquired the HERE Group with effect from 4 December 2015. The total purchase price of €2.6 billion was financed by using capital contributions (€2.0 billion) and via bank loans taken up by HERE International B.V. (€0.6 bil- lion). The BMW Group's share of the purchase price was approximately €0.67 billion. In August 2015, BMW AG, Daimler AG, Stuttgart, and AUDI AG, Ingolstadt, agreed with Nokia Cor- poration, Helsinki, to acquire that entity's maps and location-based services business (HERE Group). The HERE Group's digital maps are fundamental for the next generation of mobility and location-based ser- vices, providing the basis for new assistance systems and, ultimately, fully autonomous driving. DriveNow 2016 2015 2016 -4 150 30 3 369 363 22 15 2 1 40 30 DriveNow (in which the BMW Group has a 50.0% shareholding) offers car-sharing services in major German cities and abroad. -6 -149 1,399 1,328 52 47 58 1,240 13,220 380 12,991 486 2015 2016 2015 -15 1,061 BMW Brilliance (in which the BMW Group has a 50.0% shareholding) produces mainly BMW brand models for the Chinese market and also has engine manufac- turing facilities, which supply the joint venture's two plants with petrol engines. Investments accounted for using the equity method 12 12 due within one year Present value of future minimum lease payments 69 97 27 50 due later than five years 32 36 due between one and five years 10 11 due within one year Interest portion of the future minimum lease payments 190 223 99 127 due later than five years 69 73 due between one and five years 22 due between one and five years 37 37 due later than five years 22 Impairment losses amounting to €384 million (2015: €119 million) were recognised on leased products in 2016 as a consequence of changes in residual value expectations. No income was recognised in 2016 from the reversal of impairment losses (2015: €24 million). Contingent rents of €46 million (2015: €54 million), based principally on the distance driven, were rec- ognised in income. The agreements have, in part, extension and purchase options. 3 16,527 17,850 Minimum lease payments 4 Net carrying amount later than five years 8,445 9,154 Investments accounted for using the equity method comprise the joint venture BMW Brilliance Auto- motive Ltd. (BMW Brilliance), the joint ventures DriveNow GmbH & Co. KG and DriveNow Ver- waltungs GmbH (DriveNow) and the interest in the associated company THERE Holding B.V. (THERE). between one and five years 8,692 within one year 31.12.2015 31.12.2016 in € million Minimum lease payments of non-cancellable oper- ating leases amounting to €17,850 million (2015: €16,527 million) fall due as follows: Leased products 21 121 126 72 77 8,079 23 1,081 -15 Allocated (+)/reversed (-) 70,043 78,260 1,498 535 963 Balance at 1 January* 17,128 16,658 in € million 52,915 61,602 sales financing Receivables from Finance lease receivables and dealerships Total group basis item basis specific recognised on a Allowance for impairment 2016 Allowances on receivables from sales financing - which only arise within the Financial Services seg- ment developed as follows: 31.12.2015 248 -25 223 Utilised group basis item basis specific recognised on a Allowance for impairment 2015 in € million Gross carry amount of items with 31.12.2015 31.12.2016 in € million 1,401 31.12.2016 467 Balance at 31 December 25 -2 27 and other changes Exchange rate impact * Balance at 1 January adjusted due to deconsolidation of entities. Impairment allowances Non-guaranteed residual values that fall to the ben- efit of the lessor amounted to €118 million (2015: €165 million). -345 -41 -304 934 -171 Credit financing for retail customers lowing: Current assets 20 96 209 1,663 2,106 Cash and cash equivalents 3,115 2,802 5,415 5,779 Non-current assets DISCLOSURES RELATING TO THE BALANCE SHEET 2015 2016 2015 2016 2015 2016 DriveNow THERE BMW Brilliance 144 134 -6 4,405 3,841 592 365 Receivables from sales financing comprise the fol- Receivables from sales financing 23 1 Corresponds to the consolidated equity capital provided by the shareholders of DriveNow GmbH & Co. KG and its subsidiaries. 2 The BMW Group holds 67.2% (2015: 73.8%) of the net assets at 31 December 2016. Due to the allocation of voting power within the decision-making bodies of the two entities, operations remain subject to joint control. 14 10 668 611 1,551 1,925 Carrying amount -376 in € million -414 201 151 32 23 235 2,003 1,832 3,853 4,678 Non-current financial liabilities Equity 33 525 Total Total of future minimum lease payments due within one year 31.12.2016 721 660 Other facilities, factory and office equipment 2 2 2,2532 32,351 -119 3,403 1,806 33,829 17,960 1,591 Advance payments made and construction in progress 17,759 Property, plant and equipment 7,308 19 3,306 2,834 7,799 37,789 34,965 2,546 2,233 Leased products Investments accounted for using the equity method 76 1,951 214 4 218 5,191 8,157 7,372 Development costs Goodwill Other intangible assets Intangible assets 4,516 -28 320 4 26 4,786 116 6,154 25,891 -100 2,865 2 1,566 27,092 8,832 9,593 Land, titles to land, buildings, including buildings on third party land Plant and machinery 1,942 9 5,915 1,188 192 157 4,171 6,351 5,453 5 5 364 364 763 11 175 152 797 657 682 4,656 11 1,341 1,035 4,973 7,372 6,499 Development costs Goodwill Other intangible assets Intangible assets 883 1,166 3,888 Disposals 31.12.2015 31.12.2015 31.12.2014 Investments in non-consolidated subsidiaries 411 76 3 484 226 245 Participations 2 2 26 26 308 489 3 678 560 428 Non-current marketable securities Other investments Depreciation and amortisation Carrying amount 1.1.20151 Translation differences Current year Reclassi- fications 192 31.12.2015 657 923 Participations 244 245 411 13 Investments in non-consolidated subsidiaries 164 157 76 232 398 12 2 62 Investments accounted for using the equity method 1,088 2,233 Leased products 30,165 34,965 7,301 3,277 3,536 238 6,804 2 26 460 2 in € million Minimum lease payments are as follows: Property, plant and equipment include a total of €107 million (2015: €110 million) relating to land and buildings, for which economic ownership is attribut- able to the BMW Group (finance leases). Leases to which BMW AG is party, with a carrying amount of €90 million (2015: €102 million), run for periods up to 2030 at the latest and contain price adjustment clauses in the form of index-linked rentals as well as extension and purchase options. As in the previous year, no borrowing costs were recognised as a cost component of property, plant and equipment in 2016. No impairment losses were recognised in 2016 (2015: €3 million). Property, plant and equipment 20 As in the previous year, no borrowing costs were recognised as a cost component of intangible assets in 2016. As in the previous year, there was no requirement to recognise impairment losses or reversals of impair- ment losses on intangible assets in 2016. Intangible assets amounting to €42 million (2015: €48 million) are subject to restrictions on title. Other intangible assets include a brand-name right amounting to €42 million (2015: €48 million) which is allocated to the Automotive segment and is not subject to scheduled amortisation since its useful life is deemed to be indefinite. The year-on-year change is due entirely to currency factors. This line item also includes goodwill of €33 million (2015: €33 million) allocated to the Automotive cash-generating unit (CGU) and goodwill of €331 million (2015: €331 mil- lion) allocated to the Financial Services CGU. Intangible assets mainly comprise capitalised develop- ment costs on vehicle and engine projects as well as subsidies for tool costs, licences, purchased develop- ment projects, software and purchased customer lists. 2,014 Advance payments made and construction in progress 17,182 Property, plant and equipment Intangible assets → Notes to the Balance Sheet BMW Group Notes to the Group Financial Statements Statements Group Financial 142 141 Other investments Non-current marketable securities 408 428 489 27 19 572 17,759 1,420 Translation 1.1.20161 differences Current year Reclassi- fications Disposals 31.12.2016 31.12.2016 31.12.2015 1,222 4,171 5 797 3 181 4,973 3 1,403 1,130 4,263 7,221 6,351 5 364 364 58 Carrying amount Depreciation and amortisation 319 62 3,318 510 29,930 1,5912 6 6 Other facilities, factory and office equipment Plant and machinery Land, titles to land, buildings, including buildings on third party land 613 660 1,941 32,338 208 43 1,902 8,930 9,593 25,876 1,150 2,795 390 23,841 5,625 5,915 4,515 204 4,181 impairment allowances recognised 14,440 -8 Utilised 7 Allocated (+)/reversed (-) 8 Balance at 1 January Total group basis item basis specific Allowance for impairment recognised on a 2015 in € million Balance at 31 December other changes Exchange rate impact and -8 Utilised 8 Allocated (+)/reversed (-) 8 8 Balance at 1 January 7 Exchange rate impact and 668 611 1,927 2,339 Group's interest in net assets 20 15 2,003 1,832 3,853 4,678 Net assets 12 Collateral receivables comprise mainly customary collateral (banking deposits) arising on the sale of receivables. Prepayments relate mainly to prepaid interest and commission paid to dealerships. Prepayments of €1,018 million (2015: €795 million) have a maturity of less than one year. 8 8 Balance at 31 December 1 1 other changes -8 102 4,693 thereof current 1,135 Other taxes Total group basis item basis 893 1,217 an investment is held specific Receivables from companies in which 1,527 1,914 Prepayments recognised on a Allowance for impairment 2016 31.12.2015 31.12.2016 in € million in € million Other assets comprise: 1,036 5,087 Expected reimbursement claims 711 1,568 1,595 thereof non-current 9 9 6,261 6,682 Other assets 1 966 828 on a specific-item basis -8 412 387 Collateral receivables 8 716 422 Receivables from subsidiaries 8 779 Other assets 20 Eliminations 76 Balance at 1 January Total group basis item basis specific Allowance for impairment recognised on a 2015 in € million 31.12.2015 31.12.2016 in € million Trade receivables comprise the following: Trade receivables 28 The expense recorded in conjunction with inven- tories during the financial year 2016 amounted to €55,129 million (2015: €55,536 million). At 31 December 2016, inventories measured at their net realisable value amounted to €871 million (2015: €1,054 million). Write-downs to net realisable value amounting to €101 million (2015: €486 million) were recognised in 2016. The write-down recorded in the previous year resulted primarily from accidents and natural disasters. 57 11 46 Balance at 31 December 7 2 83 36 -57 Allowance for impairment 2,847 2,882 Gross carrying amount Some trade receivables were overdue for which an impairment allowance was not recognised. Overdue balances are analysed into the following time windows: 28 96 12 84 Balance at 31 December -2 -1 -1 other changes Exchange rate impact and -28 -1 -27 43 7 Allocated (+)/reversed (-) Utilised 142 2 Exchange rate impact 9,684 Finished goods and goods for resale recognised on a Allowance for impairment 2016 The impairment allowance on trade receivables devel- oped during the year under report as follows: 31.12.2015 31.12.2016 Balance Sheet → Notes to the in € million Financial Statements Inventories comprise the following: Inventories 27 Notes to the Group BMW Group Statements Group Financial 148 147 8,969 and other changes in € million item basis -20 -1 -19 Utilised -21 -21 Allocated (+)/reversed (-) 11,071 11,841 96 12 84 Balance at 1 January 1,004 1,000 Raw materials and supplies Inventories 1,098 1,157 Work in progress, unbilled contracts Total group basis specific 26 Sundry other assets Income tax assets totalling €1,938 million (2015: €2,381 million) include claims amounting to €351 mil- lion (2015: €519 million), which are expected to be settled after more than twelve months. Some of the claims may be settled earlier than this depending on the timing of proceedings. 12,270 allowances Carrying amount without impairment -530 -467 on a group basis Impairment allowances recognised 44,473 52,951 1,493 on a group basis 530 963 Balance at 31 December impairment allowances recognised 24 7 17 18 1,477 1,562 13,321 5,403 Net carrying amount 70,043 Allowances for impairment losses on receivables relating to credit card business developed as follows during the year under report: 5,921 due within one year Gross investment in finance leases → Notes to the Balance Sheet Financial Statements 31.12.2015 31.12.2016 in € million 31.12.2015 31.12.2016 Notes to the Group in € million Marketable securities and investment funds relate to available-for-sale financial assets and comprise: Finance leases are analysed as follows: BMW Group Statements Group Financial 146 145 The estimated fair value of collateral received for receiv- ables on which impairment losses were recognised totalled €30,542 million (2015: €26,992 million). This collateral related primarily to vehicles. The carrying amount of assets held as collateral and taken back as a result of payment default amounted to €153 million (2015: €40 million). 78,260 5,505 Provisions and liabilities 32 Gross carrying amount of items with -341 -22 -319 Utilised -174 -141 thereof for finance lease receivables 295 30 265 Allocated (+)/reversed (-) -963 -934 on a specific-item basis 1,515 515 1,000 Balance at 1 January Impairment allowances recognised 13,742 Exchange rate impact and other changes 598 Non-current provisions and liabilities 670 33 3,480 3,394 9,256 10,183 Assets RECONCILIATION OF AGGREGATED FINANCIAL INFORMATION 12 18 384 5,974 518 4,835 Current provisions and liabilities 48 73 641 87 Current financial liabilities 1,093 1,044 589 4,814 due between one and five years 77 12,816 in € million Fixed income securities due within three months 780 699 due later than three months 3,669 3,657 Other debt securities due within three months 104 344 due later than three months Debt securities 4,553 4,700 31.12.2016 Financial assets comprise: 31.12.2015 Financial assets 1,796 lease payments due within one year 5,348 due between one and five years 11,278 5,429 11,572 The contracted maturities of debt securities are as follows: due later than five years 32 127 16,658 17,128 in € million 31.12.2016 31.12.2015 Unrealised interest income 1,869 24 Marketable securities and investment funds 5,287 The amount by which the value of investment funds exceeds obligations for part-time working arrange- ments (€17 million; 2015: €12 million) is reported under other financial assets. Investment funds are held to secure obligations relating to pre-retirement part-time work arrangements. These funds are man- aged by BMW Trust e. V., Munich, as part of Con- tractual Trust Arrangements (CTA) and are therefore netted against the corresponding settlement arrears for pre-retirement part-time work arrangements. Allowances for impairment and credit risk Receivables relating to credit card business comprise the following: in € million Gross carrying amount Allowance for impairment Net carrying amount 31.12.2016 31.12.2015 296 280 -9 -8 287 272 25 Income tax assets 6,635 7,065 2,208 2,705 5,261 Derivative instruments 3,922 3,030 Credit card receivables 287 272 Loans to third parties Present value of future minimum 129 Other 145 147 Financial assets 9,770 8,843 thereof non-current thereof current 133 12,574 5,261 Marketable securities and investment funds due later than five years 32 18,527 134 18,924 Other debt securities 4,449 5,287 734 561 Fixed income securities Stocks 104 344 4,356 in Mio. € 31.12.2016 31.12.2015 Maturity within one year 8,512 Maturity between one and five years Maturity later than five years Trade payables 8,512 7,773 Trade payables have the following maturities: 31.12.2016 31.12.2015 7,701 72 Trade payables Deferred income from lease financing Grants comprise primarily public sector funds to promote regional structures and which have been invested in the production plants in Brazil, Mexico, Leipzig and Berlin. The grants are partly subject to holding periods for the assets concerned of up to five years and/or minimum employment figures. Grant income is recognised over the useful lives of the assets to which they relate. Group Financial Statements BMW Group Notes to the Group Financial Statements → Notes to the Balance Sheet → Other Disclosures Deferred income comprises the following items: in € million Deferred income relating to service contracts Grants Other deferred income Deferred income Deferred income relating to service contracts arises in conjunction with service and repair work as well as telematics services and roadside assistance to be provided under commitments given at the time of the sale of a vehicle (multi-component arrangements). Deferred income from lease financing relates primarily to upfront lease payments. 35 thereof due 1,474 within one year United Kingdom Other 31.12.2016 31.12.2015 31.12.2016 31.12.2015 3.83 31.12.2016 31.12.2015 1.80 2.51 2.51 3.58 3.70 Germany 2,599 7,256 55 123 Total within one year 4,412 1.78 3,910 1,397 2,241 Total 1,037 915 382 30 299 32 221 58 1,922 thereof due 2.1 159 Weighted duration of all pension obligations in years The following mortality tables are applied in countries, in which the BMW Group has significant defined benefit plans: Germany United Kingdom Bonds comprise: Notes to the Group Financial Statements Issuer → Notes to the Balance Sheet Interest Issue volume in relevant currency (ISO-Code) Weighted average maturity period (in years) Weighted average nominal interest rate (in %) variable EUR 6,101 million 2.2 0.1 Pension level trend variable Discount rate The assumptions stated below, all of which depend on the economic situation in the relevant country, are used to measure the defined benefit obligation of each pension plan. The following weighted aver- age values have been used for Germany, the United Kingdom and other countries: Maturity within 31.12.2016 BMW Group at the relevant balance sheet dates relating to financing activities. Financial liabilities comprise the following: Financial liabilities include all liabilities of the Financial liabilities 33 Current income tax liabilities of €1,074 million (2015: €1,441 million) comprise €269 million (2015: €288 million) for taxes payable and €805 million (2015: €1,153 million) for tax provisions. Current income tax liabilities totalling €1,074 million (2015: €1,441 million) include €33 million (2015: 485 €million), which is expected to be settled after more than twelve months. Some of the liabilities may be settled earlier than this depending on the timing of proceedings. Income tax liabilities 32 Income from the reversal of other provisions amount- ing to €480 million (2015: €550 million) is recorded in cost of sales and in selling and administrative expenses. Provisions for other obligations cover numerous spe- cific risks and obligations of uncertain timing and amount, in particular for litigation and liability risks. Provisions for obligations for on-going operational expenses comprise primarily warranty obligations. Depending on when claims are made, it is possible that the BMW Group may be called upon to fulfil obligations over the whole period of the warranty or guarantee. Expected reimbursement claims at 31 December 2016 amounted to €779 million at the end of the reporting period (2015: €711 million). Also included are other provisions for expected payments for bonuses, rebates and other price deductions. Provisions for obligations for personnel and social expenses comprise mainly performance-related remuneration components, early retirement part-time working arrangements and employee long-service awards. 5,879 30 Pension provisions In the case of defined benefit plans, the BMW Group is required to pay the benefits it has granted to pres- ent and past employees. Defined benefit plans may be funded or unfunded, the latter sometimes covered by accounting provisions. Pension commitments in Germany are mostly covered by assets contributed to BMW Trust e. V., Munich, in conjunction with a contractual trust arrangement (CTA). The main other countries with funded plans were the UK, the USA, Switzerland, the Netherlands, Belgium and Japan. ¬ In the meantime, most of the defined benefit plans have been closed to new entrants. in % GBP 67 million 1.0 0.7 fixed HKD 1,093 million 4.1 1.9 fixed JPY 49,100 million 3.7 0.4 fixed NOK 1,650 million 3.9 2.1 BMW Finance N. V. fixed SEK 1,750 million 5.0 1.9 variable EUR 1,500 million 2.5 5.2 GBP 2,700 million fixed variable SEK 1,950 million 3.0 0.0 fixed AUD 690 million 5.4 4.0 fixed in € million CHF 300 million 1.8 fixed CNH 300 million 3.0 4.2 fixed EUR 15,214 million 7.2 2.0 6.0 one year Maturity between one and five years Maturity later than five years 5,415 Commercial paper 13,509 133 3,657 9,719 Liabilities from customer deposits (banking) 12,720 496 3,194 9,030 Liabilities to banks 13,631 8,585 5,046 Asset backed financing transactions 40,319 6,912 23,283 5,415 Derivative instruments Other 2,198 -595 1.60 BMW Group Statements Group Financial 158 157 Customer deposit liabilities arise in the BMW Group's banks, notably in Germany and the USA, which offer a range of investment products. 91,683 10,124 8,234 42,160 Financial liabilities 1,539 586 325 628 4,550 107 2,245 41,289 3.2 Bonds Maturity later than five years 133 3,316 10,063 Liabilities from customer deposits (banking) 14,892 644 3,997 10,251 Liabilities to banks 16,474 9,709 6,765 Asset backed financing transactions 44,421 9,683 25,496 9,242 Bonds Total 13,512 Commercial paper 3,852 3,852 Maturity between one and five years one year Maturity within 31.12.2015 in € million 97,731 11,261 44,144 42,326 Total 1,249 130 497 Financial liabilities Other 3,331 179 1,496 1,656 Derivative instruments 622 160 0.0 GBP 250 million 615 615 Payables to subsidiaries 99 99 Social security Other Other liabilities 71 21 92 4,659 147 10 4,816 10,198 4,923 434 15,555 Payables to other companies in which an investment is held in € million 807 893 in € million 31.12.2016 Maturity within one year Maturity between one and five years Maturity later than five years Total Deferred income Advance payments from customers Deposits received Other taxes 2,599 4,238 419 7,256 847 130 977 501 387 807 Deferred income Advance payments from customers Deposits received 871 1,080 1,080 107 107 86 86 71 17 1 89 4,292 176 10 4,478 9,208 4,328 231 13,767 5 374 492 802 Other taxes Payables to other companies in which an investment is held Payables to subsidiaries Social security Other Other liabilities Sundry other liabilities include mainly bonuses for services already performed as well as sales promotions, commission payable and credit balances on customers' accounts. 31.12.2015 Other liabilities comprise the following items: Maturity within Maturity between one and five years Maturity later than five years Total 2,399 3,640 215 6,254 681 121 one year Other liabilities 34 7.33 3.0 1.6 fixed JPY 30,000 million 3.0 0.2 fixed NZD 100 million 3.0 4.4 BMW US Capital, LLC fixed USD 8,210 million 6.2 2.3 variable CAD 500 million 2.7 0.9 HKD 834 million fixed 2.0 5.0 1.8 0.7 variable NZD 30 million 3.0 2.9 variable USD 1,295 million 3.0 BMW Canada Inc. 1.4 AUD 130 million 3.8 2.8 fixed EUR 3,500 million 6.6 0.9 fixed GBP 300 million fixed variable fixed 4.6 (in %) EUR 380 million 76 -0.32 BMW Finance N. V. BMW Malta Finance Ltd. GBP 300 million 74 0.37 EUR 350 million 13 -0.30 BMW US Capital, LLC USD 2,722 million 20 0.67 BMW India Financial Services Private Ltd. INR 14,000 million 91 Weighted average nominal interest rate Weighted average maturity period (in days) in relevant currency (ISO-Code) Issue volume variable AUD 700 million 3.0 2.4 fixed CNY 2,000 million 3.0 3.3 fixed CAD 1,600 million INR 3,500 million 10.3 Other fixed KRW 260,000 million 3.9 2.8 The following details apply to the commercial paper: Issuer 5.0 2.55 10,918 21.3 325 325 Gains (-) or losses (+) arising from changes in the discount factor Gains (-) or losses (+) arising from changes in demographic assumptions -1,181 -1,181 -1,181 -224 -224 -224 Gains (-) or losses (+) arising from experience adjustments Changes in the limitation of the net defined benefit asset to the asset ceiling -429 -429 -429 1 Transfers to fund -872 -872 -872 Employee contributions Pensions and other benefits paid 79 -540 -79 - - 554 14 14 Translation differences and other changes 683 325 -9 123 494 thereof pension provision 4,587 thereof assets in € million 1 January 2015 EXPENSE/INCOME Current service cost Interest expense (+)/income (-) Past service cost Gains (-) or losses (+) arising from settlements REMEASUREMENTS Gains (-) or losses (+) on plan assets, excluding amounts included in interest income Defined benefit obligation Plan assets -529 Total Limitation of Net defined benefit liability 20,462 -15,861 4,601 494 494 591 -468 123 -9 -9 2 4,603 the net defined benefit asset to the asset ceiling 154 154 31 December 2015 Equity instruments 1,726 1,807 611 1,340 235 224 2,572 3,371 Debt instruments 5,439 4,834 6,071 4,623 2015 458 11,968 9,877 thereof investment grade 3,752 3,525 5,564 4,437 422 383 9,738 8,345 thereof non-investment grade 1,687 1,309 420 4,587 2016 2016 19,926 -16,930 2,996 3 2,999 thereof pension provision thereof assets 3,000 -1 153 154 Group Financial Statements BMW Group Notes to the Group Financial Statements 2015 → Notes to the Past service cost results from a change in the defined benefit pension plan in Germany. In future, 12 month- ly pension payments will be paid to all plan benefi- ciaries, with a guaranteed 1% increase in pension entitlements for benefits awarded since 1999. 7 Depending on the cash flow profile and risk structure of the pension obligations involved, pension plan assets are invested in various investment classes. Plan assets in Germany, the UK and other countries comprised the following: in € million COMPONENTS OF PLAN ASSETS Germany United Kingdom Other Total 2016 2015 2016 2015 Balance Sheet 4,584 -18,315 22,899 521 465 4,587 2,999 thereof pension provision 2,469 1,360 1,597 1,174 521 466 4,587 3,000 thereof assets 1,174 -1 151 152 Group Financial Statements BMW Group Notes to the Group Financial Statements → Notes to the Balance Sheet Numerous defined benefit plans are in place through- out the BMW Group. Under the motto "THE NEXT 100 YEARS", almost all of the workforce received a special bonus in conjunction with the BMW Group's centenary anniversary. Depending on opportunities available in each country, the bonus was contributed to the relevant pension plan or paid to the recipient in a one-off amount. The most significant of the BMW Group's pension plans are described below. Germany Both employer- and employee-funded benefit plans are in place in Germany. Benefits paid in conjunction with these plans comprise old-age retirement pen- sions as well as invalidity and surviving dependents' benefits. The Deferred Remuneration Retirement Plan is an employee-financed defined contribution plan with a minimum rate of return. The fact that the plan involves a minimum rate of return means that it is classified as a defined benefit plan. Employees have the option to waive payment of certain remu- neration components in return for a future benefit. When the benefit falls due, it is paid on the basis of the higher of the value of the depot account or a guaranteed minimum amount. Defined benefit obli- gations also remain in Germany, for which benefits are determined either by multiplying a fixed amount by the number of years of service or on the basis of an employee's final salary. The defined benefit plans have been closed to new entrants. With effect from 1 January 2014, new employees receive a defined contribution entitle- ment with a minimum rate of return. Under the motto "THE NEXT 100 YEARS", this entitlement was enhanced by a special centenary bonus to employees, made in the form of a starting contribution to a new BMW supplementary benefit plan. The assets of the German pension plans are admin- istered by BMW Trust e. V., Munich, (German reg- istered association) in accordance with a CTA. The representative bodies of this entity are the Board of Directors and the Members' General Meeting. BMW Trust e. V., Munich, currently has seven mem- bers and three Board of Directors members elected by the Members' General Meeting. The Board of Directors is responsible for investments, drawing up and deciding on investment guidelines as well as monitoring compliance with those guidelines. The members of the association can be employees, senior executives and members of the Board of Directors. An ordinary Members' General Meeting takes place once every calendar year, and deals with a range of matters, including receiving and approving the association's annual report, ratifying the activities of the Board of Directors and adopting changes to the association's statutes. United Kingdom -1 In the United Kingdom, the BMW Group has defined benefit plans, which are primarily employer-funded combined with employee-funded components based on the conversion of employee remuneration. These plans are subject to statutory minimum recovery requirements. Benefits paid in conjunction with these plans comprise old-age retirement pensions as well as invalidity and surviving dependents' benefits. The defined benefit plans have been closed to new entrants, who, since 1 January 2014, are covered by a defined contribution plan. 1,597 2,469 Total 31.12.2015 31.12.2016 31.12.2015 31.12.2016 31.12.2015 Present value of defined benefit obligations 11,112 9,215 10,311 9,327 1,476 1,384 Fair value of plan assets 1,360 8,643 8,714 8,153 958 922 22,899 18,315 19,926 16,930 Effect of limiting net defined benefit asset to asset ceiling 3 3 3 3 Carrying amounts at 31 December 7,855 507 The pension plans are administered by BMW Pen- sion Trustees Limited, Hams Hall, and BMW (UK) Trustees Limited, Hams Hall, both trustee companies which act independently of the BMW Group. BMW (UK) Trustees Limited, Hams Hall, is represented by 11 trustees and BMW Pension Trustees Limited, Hams Hall, by five trustees. A minimum of one third of the trustees must be elected by plan partic- ipants. The trustees represent the interests of plan participants and decide on investment strategies. Recovery contributions to the funds are determined in agreement with the BMW Group. plans can be derived as follows: -1,836 Gains (-) or losses (+) arising from changes in the discount factor Gains (-) or losses (+) arising from changes in demographic assumptions 4,093 4,093 4,093 -40 -40 -40 Gains (-) or losses (+) arising from experience adjustments Changes in the limitation of the net defined benefit asset to the asset ceiling -118 -118 -118 Transfers to fund -827 -1,836 -827 Employee contributions 85 -85 Pensions and other benefits paid -643 676 33 33 Translation differences and other changes -1,339 1,166 -173 -173 31 December 2016 -827 The change in the net defined benefit liability for pension -1,836 -8 in € million 1 January 2016 EXPENSE/INCOME Current service cost Interest expense (+)/income (−) Past service cost Gains (-) or losses (+) arising from settlements REMEASUREMENTS Defined benefit obligation Plan assets Total 19,926 -16,930 2,996 Gains (-) or losses (+) on plan assets, excluding amounts included in interest income 557 557 -479 78 -171 -171 -8 -8 Limitation of the net defined benefit asset to the asset ceiling Net defined benefit liability 3 2,999 557 78 -171 557 186 36 37 in % in € million in % increase of 0.75% -2,939 -12.8 -2,577 -12.9 decrease of 0.75% increase of 0.25% 4,031 17.6 3,253 16.3 747 31.12.2015 3.3 3.3 decrease of 0.25% -713 -3.1 -610 -3.1 increase of 1 year 853 3.7 632 3.2 decrease of 1 year -854 -3.7 655 -633 in € million Change in defined benefit obligation 26.7 23.4 79.1 75.0 27.8 28.6 43.1 48.6 17.5 16.7 4.9 5.1 30.2 28.0 31.12.2016 3.4 100.0 100.0 100.0 100.0 100.0 100.0 The sensitivity analysis provided below shows the extent to which changes in individual factors at the end of the reporting period influence the defined benefit obligation. It is only possible, however, to aggregate sensitivities to a limited extent. Since the change in obligations 7 does not follow a linear pattern, estimates made on the basis of the specified sensitivities are only possible with this restriction. The calculation of sensitivities using ranges other than those specified could result in a non-proportional change in the defined benefit obligation. Discount rate Pension level trend Average life expectancy Pension entitlement trend In the UK, the sensitivity analysis for the pension level trend also takes account of restrictions due to caps and floors. 8.3 66.3 -3.2 165 1 -1,436 -23 2,191 1,661 Obligations for ongoing operational expenses 5,811 48 3,219 51 -2,313 -289 6,527 1,705 2,824 1,880 21 938 6 -362 -283 2,200 1,394 Other provisions 9,630 74 5,862 58 -4,111 Other obligations increase of 0.25% 5 expenses 0.7 134 0.7 decrease of 0.25% -158 -0.7 -128 -0.6 155 156 Group Financial Statements BMW Group Notes to the Group 1,939 Financial Statements 31 Other provisions Other provisions changed during the year as follows: Balance Sheet in € million Translation 1.1.2016 differences Additions Reversal of discounting Utilised Reversed thereof due 31.12.2016 within one year Obligations for personnel and social → Notes to the Other 67.3 31.12.2016 367 408 207 3 3 954 577 thereof investment grade 195 189 2 2 1 1 543 198 thereof mixed funds (funds without a rating) 348 178 179 527 178 thereof non-investment grade 227 205 2 2 229 207 192 Real estate Debt instruments 14,689 2,230 1,532 Real estate 25 20 25 20 Money market funds 26 255 11 19 37 274 13,575 Absolute return funds 33 - 82 33 Other 5 5 Total with quoted market price 7,165 6,641 6,790 6,251 734 683 82 31.12.2015 183 697 1,924 1,902 224 239 3,626 3,355 31 December 8,643 7,855 8,714 8,153 958 922 18,315 1,214 16,930 The BMW Group is exposed to risks arising from defined benefit plans on the one hand and defined contribution plans with a minimum return guarantee on the other. The discount rates used to calculate pension obligations are subject to market fluctuation and therefore influence the level of the obligations. Furthermore, changes in other actuarial parameters, such as expected rates of inflation, also have an impact on pension obligations. In order to reduce currency exposures, a substantial portion of plan assets is either invested in the same currency as the underlying plan or hedged by means of currency derivatives. As part of the internal reporting procedures and for internal management purposes, financial risks relating to the pension plans are reported on using a deficit-value- at-risk approach. The investment strategy is also subjected to regular review together with external consultants, with the aim of ensuring that investments are structured to coincide with the timing of pen- sion payments and the expected pattern of pension obligations. Each of these measures helps to reduce fluctuations in pension funding shortfalls. The defined benefit obligation relates to current employees, former employees with vested benefits and pensioners as follows: in € million Current employees Pensioners Former employees with vested benefits Defined benefit obligation Germany United Kingdom Other 31.12.2016 31.12.2015 31.12.2016 31.12.2015 Employer contributions to plan assets are expected to amount to €1,190 million in the coming year. 172 1,478 562 783 123 105 1,003 1,060 Cash and cash equivalents 17 17 9 24 1 27 41 Absolute return funds Total without quoted market price 419 745 705 46 34 1,210 1,115 Other 316 282 65 183 51 97 432 376 2.43 2,399 United Kingdom 6,254 31.12.2016 31.12.2015 31.12.2016 Germany in € million 7 Based on the measurement principles contained in IAS 19, the following balance sheet carrying amounts apply to the Group's pension plans: SP2 tables with weightings Mortality Table 2005 G issued by Prof. K. Heubeck (with invalidity rates reduced by 50%) 0.02 18.4 17.6 19.2 20.9 20.5 In Germany, the so-called “pension entitlement trend" (Festbetragstrend) also represents a significant actu- arial assumption for the purposes of determining benefits payable at retirement and was left unchanged at 2.0%. Loans and receivables Other income/expenses Impairment losses/reversals of impairment losses 24 one year Balance at 31 December -144 Other liabilities 52 Income/expenses in the default risk. Such credit-risk related changes in fair values are calculated as a general rule by deducting market-related changes in fair value from the overall change in fair value. -345 -38 -77 586 32 Gains/losses from the use of derivatives relate primar- ily to fair value gains or losses arising on stand-alone derivatives. In the case of financial instruments for which the fair value option is applied, no significant changes in fair values arose in the financial year 2016 or on an accumulated basis which were attributable to changes -39 Net interest expenses from interest rate and interest rate/currency swaps amounted to €120 million (2015: €22 million). -210 thereof recognised in the income statement during the period under report 13 28 2016 2015 Gains/losses from the use of derivative instruments 1,265 -717 Fair value option Gains/losses on investments measured at fair value through profit and loss -2 Available-for-sale -117 Gains and losses on sale and fair value measurement of marketable securities held for sale (including investments in subsidiaries and participations measured at cost) 129 Net income from participations and investments Impairment losses of €76 million (2015: €13 million) were recognised in the income statement in 2016 on available-for-sale securities accounted for as partici- pations, for which fair value changes had previously been recognised directly in equity. As in the previous year, no reversals of impairment losses on marketable securities occurred. 1 Accumulated other equity Balance at 1 January 24 141 Total change during the year -155 The disclosure of interest income resulting from the unwinding of interest on future expected receipts would normally only be relevant for the BMW Group where assets have been discounted as part of the pro- cess of determining impairment losses. However, as a result of the assumption that most of the income that is subsequently recovered is received within one year and the fact that the impact is not material, the BMW Group does not discount assets for the purposes of determining impairment losses. Total changes during the year The impact of cash flow hedges on accumulated other equity is analysed as follows: Gains/losses on hedging instruments designated as part of a fair value hedge relationship -158 -269 Gains/losses from hedged items Ineffectiveness of fair value hedges 134 276 -24 7 The difference between the gains/losses on hedging instruments (mostly interest rate swaps and com- bined interest rate/currency swaps) and the results recognised on hedged items represents the ineffective portion of fair value hedges. 31.12.2016 31.12.2015 168 Statements BMW Group Notes to the Group Financial Statements → Other Disclosures Credit risk Notwithstanding the existence of collateral accepted, the carrying amounts of financial assets generally take account of the maximum credit risk arising from the possibility that the counterparties will not be able to fulfil their contractual obligations. The maximum cred- it risk for irrevocable credit commitments relating to credit card business amounts to €1,461 million (2015: €2,011 million). The equivalent figure for dealership financing is €27,494 million (2015: €24,733 million). In the case of performance relationships underlying non-derivative financial instruments, collateral will be required, information on the credit standing of the counterparty obtained or historical data based on the existing business relationship (i.e. payment patterns to date) reviewed in order to minimise the credit risk, all depending on the nature and amount of the exposure that the BMW Group is proposing to enter into. Within the financial services business, the financed items (e.g. vehicles, equipment and property) in the retail customer and dealership lines of business serve as first-ranking collateral with a recoverable value. Security is also put up by customers in the form of collateral asset pledges, asset assignment and first-ranking mortgages, supplemented where appropriate by warranties and guarantees. If an item previously accepted as collateral is acquired, it undergoes a multi-stage process of repossession and disposal in accordance with the legal situation pre- vailing in the relevant market. The assets involved are generally vehicles which can be converted into cash at any time via the dealership organisation. Impairment losses are recorded as soon as credit risks are identified on individual financial assets, using a methodology specifically designed by the BMW Group. More detailed information regarding this methodol- ogy is provided in the section on accounting policies (→ note 4). Creditworthiness testing is an important aspect of the BMW Group's credit risk management. Every borrower's creditworthiness is tested for all credit financing and lease contracts entered into by the BMW Group. In the case of retail customer financing, creditworthiness is assessed using validated scoring systems integrated into the purchasing process. In the area of dealership financing, creditworthiness is assessed by means of ongoing credit monitoring and an internal rating system that takes account not only of the tangible situation of the borrower, but also of qualitative factors such as past reliability in business relations. Group Financial Cash flow hedges in € million An amount of €2 million (2015: €8 million) attributable to forecasting errors (and the resulting over-hedging of currency exposures) was recognised as a loss in "Financial Result" in the year under report. Losses attributable to the ineffective portion of cash flow hedges amounting to €11 million were recognised in “Financial Result" (2015: gains of €9 million). As in the previous year, no gains or losses were recognised in "Financial Result" in 2016 in connection with forecasting errors relating to cash flow hedges for commodities. Gains attributable to the ineffective portion of cash flow hedges amounting to €17 million were recognised in "Financial Result" (2015: losses of €13 million). in € million 2016 2015 Balance at 1 January -1,337 -480 3,265 1,415 -857 At 31 December 2016, the BMW Group held deriva- tive financial instruments (mainly forward currency contracts) in order to hedge currency risks attached to future or existing transactions/items. These deriv- ative instruments are intended to hedge forecast sales thereof reclassified to the income statement 550 78 1,318 -1,337 denominated in a foreign currency over the coming 44 months (2015: 55 months). The income statement impact of the hedged cash flows will be recognised as a general rule in the same periods in which external revenues are recognised. It is expected that €113 mil- lion of net losses, recognised in equity at the end of the reporting period, will be reclassified to the income statement in the new financial year (2015: net losses of €623 million). The BMW Group did not hold any derivative financial instruments at 31 December 2016, which had been designated at cash flow hedges to hedge against interest-rate risks. At 31 December 2016, the BMW Group held deriva- tive financial instruments (mostly commodity swaps) with terms of up to 58 months (2015: 58 months) to hedge raw materials price risks. The income statement impact of the hedged cash flows will be recognised as a general rule in the same periods in which the derivative instruments mature. It is expected that €94 million of net losses, recognised in equity at the end of the reporting period, will be reclassified to the income statement in the new financial year (2015: net losses of €127 million). Fair value hedges The following table shows gains and losses on hedging instruments and hedged items which are deemed to be part of a fair value hedge relationship: 167 Fair value gains and losses recognised on derivatives and recorded initially in accumulated other equity are reclassified to cost of sales when the derivatives mature. Balance at 31 December 1,745 3,331 2,753 Raw materials price risks Derivative instruments (liabilities) Interest rate risks Currency risks Raw materials price risks 5,387 213 in € million Marketable securities, investment funds and collateral assets - available-for-sale Other investments - available-for-sale/fair value option Derivative instruments (assets) Interest rate risks Currency risks Raw materials price risks Derivative instruments (liabilities) Interest rate risks Currency risks Raw materials price risks 1,933 1,842 147 Currency risks Interest rate risks Derivative instruments (assets) Other investments - available-for-sale/fair value option Commodity derivatives were measured on the basis of the following quoted market prices: Raw material 31.12.2016 31.12.2015 Iron ore Coke/coal Aluminium Palladium USD/t 79.65 USD/t 230.00 USD/t 1,695.13 USD/oz 680.96 43.05 76.45 1,507.00 561.70 Financial instruments measured at fair value are allo- cated to different measurement levels in accordance with IFRS 13. This includes financial instruments that 1,402 are 2. measured at their fair values in an active market for comparable financial instruments or using measurement models whose main input factors are based on observable market data (Level 2), or 3. using input factors not based on observable mar- ket data (Level 3). The following table shows the amounts allocated to each measurement level at the end of the reporting period: in € million 31.12.2016 Level hierarchy in accordance with IFRS 13 Level 1 Level 2 Marketable securities, investment funds and collateral assets - available-for-sale 1. measured at their fair values in an active market for identical financial instruments (Level 1), 1,479 450 31.12.2015 Balance sheet amounts as reported Gross amount of derivatives which can be offset in case of insolvency Net amount after offsetting Gains and losses on financial instruments The following table shows the net gains and losses arising for each of the categories of financial instru- ment defined by IAS 39: in € million Held for trading 31.12.2016 Reported on Reported on equity assets side and liabilities side in € million 31.12.2015 Reported on equity and liabilities side 3,922 → see notes 23,24 and 28 3,030 4,550 -1,169 -1,169 -1,285 -1,285 Reported on assets side 2,162 master netting agreements or similar contracts are in place, actual offsetting would be possible in principle, for instance in the case of insolvency. Offsetting would have the following impact on the carrying amounts of derivatives: Offsetting of financial instruments Level hierarchy in accordance with IFRS 13 Level 1 5,259 244 Level 2 1,939 1,086 5 1,352 In the BMW Group, financial assets and liabilities relating to derivative financial instruments would normally be required to be offset. No offsetting takes place for accounting purposes, however, since the nec- essary criteria are not met. Since legally enforceable 2,136 Level 3 Level 3 Other investments (available-for-sale) amounting to €347 million (2015: €184 million) are measured at amortised cost since quoted market prices are not available or cannot be determined reliably. These are therefore not included in the level hierarchy shown above. In addition, other investments amounting to €213 million (2015: €244 million) are measured at fair value since quoted market prices are available. These items are included in Level 1. As in the previous year, there were no reclassifications within the level hierarchy during the financial year 2016. In situations where a fair value was required to be measured for a financial instrument only for disclosure purposes, this was achieved using the discounted cash flow method and taking account of the BMW Group's own default risk. For this reason, the fair values cal- culated can be allocated to Level 2. 165 166 Group Financial Statements BMW Group Notes to the Group Financial Statements → Other Disclosures 1,062 → see note 4 one year A concentration of credit risk with particular borrow- ers or groups of borrowers has not been identified in conjunction with financial instruments. 9,973 3,319 4,770 4,785 5,396 1,926 1,985 1,510 1,162 Euro/British Pound Euro/Korean Won Euro/Japanese Yen In the next stage, these exposures are compared to all hedges that are in place. The net cash flow surplus represents an uncovered risk position. The cash- flow-at-risk approach involves allocating the impact of potential exchange rate fluctuations to operating cash flows on the basis of probability distributions. Volatilities and correlations serve as input factors to assess the relevant probability distributions. The potential negative impact on earnings is computed for each currency for the following financial year on the basis of current market prices and exposures to a confidence level of 95% and a holding period of up to one year. Correlations between the various currencies are taken into account when the risks are aggregated, thus reducing the overall risk. The following table shows the potential negative impact for the BMW Group - measured on the basis of the cash-flow-at-risk approach - attributable to unfavourable changes in exchange rates. The impact for the principal currencies, in each case for the fol- lowing financial year, is as follows: in € million Euro/Chinese Renminbi Euro/US Dollar Euro/British Pound 10,467 Euro/Chinese Renminbi 31.12.2015 31.12.2016 Solvency is assured at all times by managing and mon- itoring the liquidity situation on the basis of a rolling cash flow forecast. The resulting funding requirements are secured by a variety of instruments placed on the world's financial markets. The objective is to minimise risk by matching maturities for the Group's financing requirements within the framework of the target debt structure. The BMW Group has good access to capital markets as a result of its solid financial position and a diversified refinancing strategy. Depending on financing requirements and market conditions, the BMW Group issues commercial paper on the money markets, corporate bonds and asset-backed financial securities in various currencies. Customer deposits at the Group's in-house banks are also used as a supplementary source of financing. These refinancing activities are underpinned by the longstanding long- and short-term ratings issued by Moody's and Standard & Poor's. Also reducing liquidity risk, additional secured and unsecured lines of credit are in place with internation- al banks, including a syndicated credit line totalling €6 billion (2015: €6 billion). Intra-group cash flow fluctuations are evened out by the use of daily cash pooling arrangements. 169 170 Group Financial Statements BMW Group Notes to the Group Financial Statements → Other Disclosures Market risks Euro/Korean Won The principal market risks to which the BMW Group is exposed are currency risk, interest rate risk and raw materials price risk. The scope of permitted transactions, responsibilities, financial reporting procedures and control mecha- nisms used for financial instruments are set out in detailed internal guidelines. This includes, above all, a clear separation of duties between trading and processing. Currency, interest rate and raw materi- als price risks of the BMW Group are managed at a corporate level. Further information is provided in the "Report on Outlook, Risks and Opportunities" section of the Combined Management Report. Currency risks As an enterprise with worldwide operations, business is conducted in a variety of currencies, from which currency risks arise. Since a significant portion of Group revenues is generated outside the euro currency region and the procurement of production materials and funding is also organised on a worldwide basis, the currency risk is an extremely important factor for Group earnings. At 31 December 2016, derivative financial instruments, mostly in the form of forward currency contracts, were in place. A description of the management of this risk is pro- vided in the Combined Management Report. The BMW Group measures currency risk using a cash- flow-at-risk model. The starting point for analysing currency risk with this model is the identification of forecast foreign currency transactions or "exposures". At the end of the reporting period, the principal exposures for the relevant coming year were as follows: in € million Euro/US Dollar Protection against such risks is provided in the first instance through natural hedging which arises when the values of non-derivative financial instruments have matching maturities and amounts (netting). Derivative financial instruments are used to reduce the risk remaining after netting. Financial instruments are only used to hedge underlying positions or forecast transactions. Euro/Japanese Yen 31.12.2016 31.12.2015 474 Other Performance guarantees Guarantees The total of future minimum payments under non- cancellable leases and rental contracts can be analysed by maturity as follows: In the financial year 2016, an amount of €432 million (2015: €315 million) was recognised as expense in conjunction with operating leases. In addition to liabilities, provisions and contingent lia- bilities, the BMW Group also has other financial com- mitments, primarily under rental and lease contracts for land, buildings, plant and machinery, tools, office and other facilities. These contracts run for periods of one to 85 years. Some of them contain extension and purchase options as well as price adjustment clauses, based on index-linked or graduated rentals, including adjustments for inflation. Other financial obligations 93 213 67 31.12.2016 in € million balance sheet date: The following contingent liabilities existed at the Contingent liabilities commitments Contingent liabilities and other financial 36 OTHER DISCLOSURES 31.12.2015 The cash flows shown comprise principal repayments and the related interest. The amounts disclosed for derivatives comprise only cash flows relating to derivatives that have a negative fair value at the bal- ance sheet date. At 31 December 2016, irrevocable credit commitments to dealerships which had not been called upon at the end of the reporting period amounted to €9,194 million (2015: 7,552 million). Contingent liabilities 306 249 163 278 48 134 86 30 99 70 541 68 the currencies referred to above. due within one year The BMW Group determines its best estimate of contingent liabilities on the basis of the information available at the date of preparation of the Group Financial Statements. This assessment may change over time and is adjusted regularly on the basis of new information and circumstances. Some of the risks are insured. In accordance with IAS 37, the BMW Group does not disclose information relating to legal disputes and risks relating to taxes and customs duties, if such disclosures could be expected to prejudice seriously the position of the BMW Group or if disclosure is not practicable. From today's perspective, the BMW Group does not expect these proceedings to have a significant adverse impact on the results of operations, financial position or net assets of the Group. In June 2016, Germany's Federal Cartel Agency con- ducted searches at various carmakers and suppliers, including the BMW AG, as part of an investigation into the purchase of steel in the automotive industry. The investigations have not yet been completed. More detailed information is currently not available. Regulatory agencies have ordered the BMW Group to recall various vehicle models that are fitted with airbags supplied by the Takata group of companies. Provision for the costs involved has been recognised within warranty provisions. It cannot be ruled out, however, that further BMW Group vehicles will be affected by future recall actions. Further disclosures pursuant to IAS 37.86 cannot be provided at present in view of the fact that technical tests have not yet been completed. Other contingent liabilities comprise mainly legal disputes as well as risks relating to taxes and customs duties. 31.12.2015 31.12.2016 in € million Currency risk for the BMW Group is concentrated on 104,067 8,512 44,375 Liabilities from customer deposits (banking) 10,140 3,446 133 13,719 Trade payables 8,512 8,512 Derivative instruments 16,030 1,983 187 4,565 Commercial paper Other financial liabilities Total 3,853 3,853 72 52,913 2,395 178 46,957 558 11,238 Further disclosures relating to credit risk – in particu- lar with regard to the amounts of impairment losses recognised - are provided in the explanatory notes to the relevant categories of receivables in → notes 23, 24 and 28. Liquidity risk The following table shows the maturity structure of expected contractual cash flows (undiscounted) for financial liabilities: in € million 31.12.2016 Maturity within Interest rates taken from interest rate curves were adjusted, where necessary, to take account of the credit quality and risk of the underlying financial instrument. Maturity between one and five years Maturity later than five years 4,234 Total 9,954 26,766 10,089 46,809 Asset backed financing transactions 7,161 9,938 17,099 Liabilities to banks Bonds The credit risk relating to derivative financial instru- ments is minimised by the fact that the Group only enters into such contracts with parties of first-class credit standing. The general credit risk on derivative financial instruments utilised by the BMW Group is therefore not considered to be significant. 601 11,568 3,990 133 13,928 Trade payables 7,701 72 7,773 Derivative instruments 2,564 9,805 3,366 6,104 Commercial paper Other financial liabilities Total 5,416 5,416 261 51,180 372 570 1,203 174 851 Liabilities from customer deposits (banking) 405 111,438 31.12.2015 Maturity within Maturity between in € million one and five years Maturity later than five years Total Bonds 13,354 10,774 7,230 42,245 Asset backed financing transactions 5,195 8,849 14,044 Liabilities to banks 9,464 3,485 24,241 4.85 13,631 1.25 Bonds Financial liabilities LIABILITIES 5,661 5,921 76,105 84,409 6,436 8,167 Total 1,050 1,124 Other 98 100 314 287 Collateral receivables 893 1,217 Receivables from companies in which an investment is held 716 422 Receivables from subsidiaries 2,751 2,825 6,122 7,880 147 Liabilities to banks Liabilities from customer deposits (banking) Commercial paper Asset backed financing transactions 3,922 1,006 1,215 830 1,194 1,758 949 31.12.2015 31.12.2016 31.12.2015 Held for trading 26 26 26 26 31.12.2016 145 31.12.2015 31.12.2016 Fair value option *The carrying amounts of cash flow and fair value hedges are allocated to the category "Held for trading" for the sake of clarity. Total Other Payables to other companies in which an investment is held Payables to subsidiaries Other liabilities Trade payables Other Other derivative instruments Fair value hedges Cash flow hedges Derivative instruments Other liabilities 3,030 272 133 37 → Other Disclosures Notes to the Group Financial Statements BMW Group Statements Group Financial 162 161 757 1,363 Purchase commitments for intangible assets 2,217 3,141 Purchase commitments for property plant and equipment 31.12.2015 31.12.2016 in € million The following obligations also existed for the BMW Group at the end of the reporting period: Other financial obligations 2,190 2,444 816 895 1,003 1,102 due between one and five years due later than five years 371 447 0.23 Financial instruments The carrying amounts of financial instruments are assigned to IAS 39 categories and cash funds as fol- lows:* in € million ASSETS 129 5,161 5,287 100 70,043 78,260 402 31.12.2016 31.12.2015 31.12.2016 Loans and receivables Cash funds 31.12.2015 31.12.2016 287 31.12.2015 Other assets Trade receivables Cash and cash equivalents Other Credit card receivables Loans to third parties Marketable securities and investment funds Other derivative instruments Fair value hedges Cash flow hedges Derivative instruments Financial assets Receivables from sales financing Other investments Available for sale 44,421 534 14,892 14,942 40,319 40,701 44,421 45,140 70,043 72,309 78,260 81,621 Carrying amount Fair value Carrying amount Fair value 31.12.2015 31.12.2016 Interest rate for five years Interest rate for ten years Interest rate for one year Interest rate for six months in % Fair value measurement of financial instruments The following interest rate structures were used to discount financial instruments at 31 December 2016: Asset-backed financing transactions Liabilities from customer deposits (banking) Liabilities to banks Bonds Receivables from sales financing in € million fact that maturities of some balance sheet items are generally short, it is assumed in this case that their fair value corresponds to the carrying amount. The following table shows the fair values and carrying amounts of financial assets and liabilities that are measured at cost or amortised cost and whose carrying amounts differ from their fair value. Based on the BMW Group Notes to the Group Financial Statements → Other Disclosures 14,892 Group Financial Statements 12,783 13,545 2.37 40,319 0.67 4.44 0.08 0.87 1.98 0.08 3.77 0.02 0.55 1.18 -0.20 2.94 -0.20 0.60 1.21 -0.23 CNY JPY GBP USD EUR ISO Code 13,611 16,474 16,556 13,509 13,543 12,720 164 13,512 Total Financial assets Receivables from sales financing Other investments ASSETS 4,550 3,331 100,174 109,161 5,075 5,535 107 615 99 7,773 Derivative instruments 1,539 1,452 767 563 870 2,535 1,694 13,631 16,474 5,415 3,852 13,509 163 13,512 12,720 1,249 8,512 Cash flow hedges 86 Other derivative instruments Liabilities to banks Liabilities from customer deposits (banking) Commercial paper Derivative instruments Cash flow hedges Fair value hedges Bonds Other derivative instruments Trade payables Other liabilities Fair value hedges Payables to subsidiaries Other Payables to other companies in which an investment is held Other Financial liabilities Asset backed financing transactions Other assets Total Other Collateral receivables Receivables from companies in which an investment is held Loans to third parties Receivables from subsidiaries Marketable securities and investment funds Credit card receivables LIABILITIES Trade receivables Cash and cash equivalents Other Germany 2015 for non-current assets relates to property, plant and equipment, intangible assets and leased products. Eliminations disclosed for non-current assets relate to leased products. 172,174 188,535 In the case of information by geographical region, external sales are based on the location of the custom- er's registered office. Revenues with major customers were not material overall. The information disclosed 179 2016 in € million External revenues 2015 Non-current assets 2016 Total Group assets Information by region -113,026 126,679 Elimination of inter-segment items 7,432 7,132 Total liabilities - 13,776 92,238 Financial Services segment 112,081 -121,780 Non-operating assets - 45,923 41,932 Liabilities of Automotive and Motorcycles segments not subject to interest 33,858 31,817 Automotive and Motorcycles segments 13,394 261 28,786 Rest of the Americas 3,507 3,361 2,628 2,053 Other regions 3,251 3,210 121 Eliminations -7,345 -6,183 Group 96,423 94,163 1,197 1,439 9,582 10,466 China 16,619 15,856 23 23 USA 16,000 29,741 18,155 21,000 Rest of Europe 30,544 28,617 13,910 13,099 Rest of Asia 23,249 31.12.2015 31.12.2015 Reconciliation of segment assets Total for reportable segments Non-operating assets - Other Entities segment 75,363 71,709 92,112 79,936 188,535 2,546 172,174 Segment assets 2,233 Investments accounted for using the equity method 177 178 Group Financial Statements BMW Group Notes to the Group Financial Statements → Segment Information Capital expenditure on non-current assets Depreciation and amortisation on non-current assets Result from equity accounted investments Segment result Total revenues 92,175 -5,672 -6,271 -5,119 24,162 8,112 518 23,901 8,195 Write-downs on inventories to their net realisable value amounting to €101 million (2015: €486 million) were recognised by the Automotive segment in the financial year 2016. The write-down recorded in the previous year resulted primarily from accidents and natural disasters. Other Entities Group 31.12.2016 31.12.2015 31.12.2016 31.12.2016 31.12.2015 SEGMENT INFORMATION BY OPERATING SEGMENT External revenues Inter-segment revenues Reconciliation to Group figures Impairment losses and fair value changes on oth- er investments amounting to €174 million (2015: €17 million) relating to the Automotive segment and recognised in the financial result are not included in the segment result. Financial Services segment result was negatively impacted by impairment losses totalling €384 million (2015: €406 million) recognised on leased products. Income from the reversal of impairment losses on leased products amounted to €211 million (2015: €81 million). No impairment losses were recognised on other financial assets in the year under report (2015: €3 million). The Other Entities' segment result includes interest and similar income amounting to €1,250 million (2015: €1,177 million) and interest and similar expenses amounting to €1,006 million (2015: €1,080 million) as well as impairment losses on other investments totalling €18 million (2015: €7 million). Elimination of inter-segment items -6,756 -5,672 Total Group capital expenditure on non-current assets 24,162 23,901 29,573 Reconciliation of depreciation and amortisation on non-current assets 14,383 13,314 -6,271 -5,119 8,112 8,195 in € million Total for reportable segments Elimination of inter-segment items Total Group depreciation and amortisation on non-current assets 31.12.2016 30,918 Reconciliation of capital expenditure The information disclosed for capital expenditure and depreciation and amortisation relates to non-current property, plant and equipment, intangible assets and leased products. Segment figures can be reconciled to the correspond- ing Group figures as follows: in € million on non-current assets 2016 2015 Reconciliation of segment result Total for reportable segments Financial result of Automotive segment and Motorcycles segment Elimination of inter-segment items Total for reportable segments 10,218 219 -316 -772 -664 Group profit before tax 9,665 9,224 10,204 63,906 contracts. 180 100 BMW (UK) Manufacturing Ltd., Farnborough 723 136 100 Payables at 31 December 2015 2016 2015 2016 2015 BMW Brilliance Automotive Ltd. THERE Holding B.V. 5,316 4,815 460 749 BMW (UK) Holdings Ltd., Farnborough 100 100 BMW Malta Finance Ltd., Floriana 1,366 48 100 BMW Motoren GmbH, Steyr 948 50 179 BMW Financial Services (GB) Ltd., Farnborough 881 282 100 BMW España Finance S. L., Madrid 775 14 100 73 43 892 2016 Receivables Payables at 31 December at 31 December 2015 2016 2015 2016 2015 DELTON AG 3,546 3,617 22,554 22,818 2015 received Supplies and services 2016 615 107 58 7 9 3 Business relationships of the BMW Group with other associated companies and joint ventures as well as with non-consolidated subsidiaries are small in scale. 1,215 Stefan Quandt, Germany, is a shareholder and Deputy Chairman of the Supervisory Board of BMW AG. He is also the sole shareholder and Chairman of the Super- visory Board of DELTON AG, Bad Homburg v.d.H., which, via its subsidiaries, performed logistic-related services for the BMW Group during the financial year 2016. In addition, companies of the DELTON Group acquired vehicles from the BMW Group by way of leasing. 7 Susanne Klatten, Germany, is a shareholder and member of the Supervisory Board of BMW AG and also a shareholder and Deputy Chairman of the Super- visory Board of ALTANA AG, Wesel. ALTANA AG, Wesel, acquired vehicles from the BMW Group during the financial year 2016, mostly in the form of lease -6,756 Susanne Klatten, Germany, is also the sole share- holder and Chairwoman of the Supervisory Board of UnternehmerTUM GmbH, Garching. During the financial year 2016, the BMW Group bought in services from UnternehmerTUM GmbH, Garching, primarily in the form of consultancy and workshop services. Seen from the BMW Group's perspective, the transac- tions of BMW Group companies with the above-men- tioned entities were as follows: in € thousand Supplies and services performed Stefan Quandt, Germany, is also the indirect majority shareholder of SOLARWATT GmbH, Dresden. Coop- eration arrangements are in place between BMW AG and SOLARWATT GmbH, Dresden, within the field of electric mobility. The focus of this collaboration is on providing complete photovoltaic solutions for rooftop systems and carports to BMWi customers. SOLARWATT GmbH, Dresden, leased vehicles from the BMW Group in 2016. 1,541 BMW Malta Ltd., Floriana 100 BMW M GmbH Gesellschaft für individuelle Automobile, Munich 3, 5, 6 MITEC Mikroelektronik Mikrotechnik Informatik GmbH, Munich 4,6 Alphabet International GmbH, Munich 4, 5, 6 Alphabet Fuhrparkmanagement GmbH, Munich Rolls-Royce Motor Cars GmbH, Munich 4, 5, 6 BMW Vermögensverwaltungs GmbH, Munich BMW Fahrzeugtechnik GmbH, Eisenach 3, 5, 6 BMW Anlagen Verwaltungs GmbH, Munich 3,6 BMW Vertriebszentren Verwaltungs GmbH, Munich Parkhaus Oberwiesenfeld GmbH, Munich Bürohaus Petuelring GmbH, Munich LARGUS Grundstücks-Verwaltungsgesellschaft mbH, Munich Bavaria Wirtschaftsagentur GmbH, Munich 3, 5, 6 BAVARIA-LLOYD Reisebüro GmbH, Munich FOREIGN² Equity BMW Hams Hall Motoren GmbH, Munich 4,5,6 BMW Verwaltungs GmbH, Munich 3, 6 BMW Finanz Verwaltungs GmbH, Munich BMW Bank GmbH, Munich³ Group Financial Statements BMW Group Notes to the Group Financial Statements → List of Investments at 31 December 2016 LIST OF INVESTMENTS AT 31 DECEMBER 2016 45 in € million List of investments at 31 December 2016 significance" for the results of operations, financial position and net assets of BMW AG pursuant to § 286 (3) sentence 1 no. 1 HGB or if financial statements for a company are not yet available. It is also shown in the list which subsidiaries apply the exemptions available in § 264 (3) and § 264 b HGB with regard to the publication of annual financial statements and the drawing up of a management report and/or notes to the financial statements (footnotes 5 and 6). The Group Financial Statements of BMW AG serve as exempting consolidated financial statements for these companies. BMW AG's subsidiary at 31 December 2016 → 61 Companies DOMESTIC¹ BMW Beteiligungs GmbH & Co. KG, Munich6 BMW INTEC Beteiligungs GmbH, Munich 3,6 The List of Investments of BMW AG pursuant to § 285 and § 313 HGB is presented below. Figures for equity and earnings are not disclosed if they are of "minor ¬ Profit/loss in € million Capital invest- ment in % 5,794 100 100 100 100 51 Europe 13 BMW Holding B.V., The Hague 100 BMW International Holding B.V., Rijswijk11 1,180 100 7,898 100 BMW Österreich Holding GmbH, Steyr 2,502 267 14,696 60,096 100 100 .5 100 3,558 100 1,988 100 325 100 100 100 100 100 100 100 100 100 153 9,224 46.9 -980 UnternehmerTUM GmbH 29 1,227 769 585 276 Apart from vehicle leasing and credit financing con- tracts concluded on an arm's length basis, companies of the BMW Group have not entered into any contracts with members of the Board of Management or Super- visory Board of BMW AG. The same applies to close members of the families of those persons. BMW Trust e. V., Munich, administers assets on a trustee basis to secure obligations relating to pensions and pre-retirement part-time working arrangements in Germany and is therefore a related party of the BMW Group in accordance with IAS 24. This entity, which is a registered association (eingetragener Vere- in) under German law, does not have any assets of its own. It did not have any income or expenses during the period under report. BMW AG bears expenses on an immaterial scale and performs services for BMW Trust e. V., Munich. For disclosures relating to key management personnel, please see → note 42 and the Compensation Report. see 39 Share-based remuneration Three share-based remuneration programmes are in place within the BMW Group, namely the Employee Share Programme (for entitled employees of the BMW Group), a share-based remuneration programme for members of the Board of Management and a share- based remuneration programme for senior heads of department of BMW AG. note 42 note 29 In the case of the Employee Share Programme, non-voting shares of preferred stock in BMW AG were granted to qualifying employees during the financial year 2016 at favourable conditions (see → note 29 for → see the number and price of issued shares). The holding period for these shares is up to 31 December 2019. In the financial year 2016, the BMW Group recorded a personnel expense of €7 million (2015: €6 million) for the Employee Share Programme, corresponding to the difference between the market price and the reduced price of the shares of preferred stock purchased by employees. The Board of Management reserves the right to decide anew each year with respect to an Employee Share Programme. 50 312 337 324 Supplies and services received 2015 2016 Receivables at 31 December 2,476 SOLARWATT GmbH For financial years beginning after 1 January 2011, BMW AG has added a share-based remuneration component to the existing compensation system for Board of Management members. 309 3 1 7 ALTANA AG 2,690 2,764 458 287 A significant proportion of the BMW Group's transac- tions with related parties relates to the joint venture BMW Brilliance Automotive Ltd. and the associated company THERE Holding B. V. Each Board of Management member is required to invest 20% of his/her total bonus (after tax) in shares of BMW AG common stock, which are recorded in a sep- arate custodian account for each member concerned (annual tranche). Each annual tranche is subject to a With effect from the financial year 2012, qualifying heads of department are also entitled to opt for a share-based remuneration component, which, in most respects, is comparable to the share-based remunera- tion arrangements for Board of Management members. Pension obligations to current members of the Board of Management are covered by provisions amounting to €23.6 million (2015: €23.2 million), computed in accordance with IAS 19 (Employee Benefits). Pen- sion obligations to former members of the Board of Management and their surviving dependants, also computed in accordance with IAS 19, amounted to €86.4 million (2015: €71.8 million). The compensation systems for members of the Super- visory Board do not include any stock options, value appreciation rights comparable to stock options or any other stock-based compensation components. Apart from vehicle lease and financing contracts entered into on customary market conditions, no advances or loans were granted to members of the Board of Management and the Supervisory Board of BMW AG or its subsidiaries, nor were any contingent liabilities entered into on their behalf. Further details about the remuneration of current members of the Board of Management and the Supervisory Board can be found in the Compensation Report, which is part of the Combined Management Report. 42 Compensation of members of the Board of Management and Supervisory Board The total compensation of the current members of the Board of Management and the Supervisory Board of BMW AG for the financial year 2016 in accordance with IFRS amounted to €46.9 million (2015: €43.6 mil- lion) and comprised the following: 43 Events after the end of the reporting period No events have occurred since the end of the financial year which could have a major impact on the results of operations, financial position and net assets of BMW AG and the BMW Group. in € million 2016 2015 Compensation to members of the Board of Management 37.6 The total remuneration of former members of the Board of Management and their dependants amount- ed to €6.5 million (2015: €8.0 million). The members of the Supervisory Board of BMW AG hold in total 27.99% (2015: 43.00%) of the issued common and preferred stock shares, of which 16.25% (2015: 31.26%) relates to Stefan Quandt, Germany, and 11.73% (2015: 26.74%) to Susanne Klatten, Germany. The differences compared to the previous year resulted almost entirely from the fact that the shares held by Johanna Quandt GmbH & Co. KG für Automobilwerte, Bad Homburg v.d. Höhe, are no longer attributed to Stefan Quandt and Susanne Klatten following the dissolution of the community of heirs. As at the end of the previous financial year, shareholdings of members of the BMW AG Board of Management account, in total, for less than 1% of issued shares. Shareholdings of members of the Board of Management and Supervisory Board 41 The share-based remuneration component is measured at its fair value at each balance sheet date between grant and settlement date, and on the settlement date itself. The appropriate amounts are recognised as per- sonnel expense on a straight-line basis over the vesting period and reported in the balance sheet as a provision. The cash-settlement obligation for the share-based remuneration component is measured at its fair value at the balance sheet date (based on the closing price of BMW AG common stock in Xetra trading at 31 December 2016). The total carrying amount of the provision for the share-based remuneration component of current and former Board of Management members and senior heads of department at 31 December 2016 was €5,473,219 (2015: €4,989,668). The total expense recognised in 2016 for the share- based remuneration component of current and former Board of Management members and senior heads of department was €1,443,227 (2015: €1,892,994). The fair value of the programmes for Board of Man- agement members and senior heads of department at the date of grant of the share-based remuneration components was €1,950,853 (2015: €1,605,147), based on a total of 21,201 shares (2015: 18,143 shares) of BMW AG common stock or a corresponding cash- based settlement measured at the relevant market share price prevailing on the grant date. Further details on the remuneration of the Board of Management are provided in the Compensation Report for the financial year 2016. 40 holding period of four years. Once the holding period is fulfilled, BMW AG grants one additional share of BMW AG common stock for each three held or pays the equivalent amount in cash (share-based remuner- ation component). Special rules apply in the case of death or invalidity of a Board of Management member or early termination of the contractual relationship before fulfilment of the holding period. Declaration with respect to the Corporate Governance Code 173 174 Group Financial Statements BMW Group Notes to the Group Financial Statements → Other Disclosures → Segment Information issued the prescribed Declaration of Compliance pur- suant to § 161 of the German Stock Corporation Act. It is reproduced in the Annual Report 2016 of the BMW Group and is also available to shareholders on the BMW Group website at www.bmwgroup.com/ir. The Board of Management and the Supervisory Board of Bayerische Motoren Werke Aktiengesellschaft have 155 135 31.12.2015 186 16 33 14 12 171 in € million Euro* US Dollar British Pound Chinese Renminbi Japanese Yen *Previous year's figures adjusted. 31.12.2016 31.12.2015 28,063 244 449 545 475 1,331 37 Interest rate risks The BMW Group's financial management system involves the use of standard financial instruments such as short-term deposits, investments in variable and fixed-income securities as well as securities funds. The BMW Group is therefore exposed to risks resulting from changes in interest rates. Interest rate risks arise when funds with differing fixed-rate periods or differing terms are borrowed and invested. All items subject to, or bearing, interest are exposed to interest rate risk. Interest rate risks can affect either side of the balance sheet. The fair values of the Group's interest rate portfolios for the five main currencies were as follows at the end of the reporting period: In the following table the potential volumes of fair value fluctuations - measured on the basis of the val- ue-at-risk approach - are compared with the expected value for the interest-rate-sensitive exposures of the BMW Group: 25,772 in € million US Dollar British Pound Chinese Renminbi Japanese Yen * Previous year's figures adjusted. 31.12.2016 31.12.2015 532 Euro* 14,340 10,742 5,708 cial year was as follows: Group Financial Statements BMW Group Notes to the Group Financial Statements → Other Disclosures The following table shows the potential negative impact for the BMW Group - measured on the basis of the cash-flow-at-risk approach - attributable to fluc- tuations in prices across all categories of raw materials. ¬ in € million The risk at each reporting date for the following finan- 38 Transactions of Group entities with related parties arise, without exception, in the normal course of the business of each of the parties concerned and are conducted on the basis of arm's length principles. in € million Supplies and services performed 2016 7 Cash flow at risk 31.12.2016 Related party relationship 35.9 172 In the next stage, these exposures are compared to all hedges that are in place. The net cash flow surplus represents an uncovered risk position. The cash- flow-at-risk approach involves allocating the impact of potential fluctuations in raw materials prices to operating cash flows on the basis of probability dis- tributions. Volatilities and correlations serve as input factors to assess the relevant probability distributions. 4,220 3,124 1,006 571 536 Interest rate risks can be managed by the use of inter- est rate derivatives. The interest rate contracts used for hedging purposes comprise mainly swaps, which, if hedge accounting is applied, are accounted for as fair value hedges. A description of the management of interest rate risks is provided in the Combined Management Report. As stated there, the BMW Group applies a Group-wide value-at-risk approach for internal reporting purpos- es and to manage interest rate risks. This is based on a state-of-the-art historical simulation, in which the potential future fair value losses of the interest rate portfolios are compared across the Group, with expected amounts measured on the basis of a holding period of 250 days and a confidence level of 99.98%. Aggregation of these results creates a risk reduction effect due to correlations between the various port- folios. The potential negative impact on earnings is computed for each raw materials category for the following finan- cial year on the basis of current market prices and exposure to a confidence level of 95% and a holding period of up to one year. Correlations between the various categories of raw materials are taken into account when the risks are aggregated, thus reducing the overall risk. Raw materials price risk The first step in the analysis of the raw materials price risk is to determine the volume of planned purchases of raw materials (and components containing those raw materials). These amounts, which represent the gross exposure, were as follows at each reporting date for the following financial year: in € million Raw materials price exposures 31.12.2016 31.12.2015 3,150 3,720 The BMW Group is exposed to the risk of price fluc- tuations for raw materials. A description of the man- agement of these risks is provided in the Combined Management Report. 9,665 441 Fixed remuneration 7.7 23,689 Depreciation and amortisation on non-current assets 4,702 4,559 75 69 9,606 8,686 in € million Automotive Motorcycles Financial Services 31.12.2016 31.12.2015 31.12.2016 25,105 92 114 5,792 85,536 2,069 1,990 25,681 23,739 7,695 7,836 31.12.2015 187 2,166 1,975 Result from equity accounted investments 441 518 Capital expenditure on non-current assets 5,699 182 86,424 31.12.2016 Segment assets 94,163 92,175 4 55 -20,017 -19,097 6 7 -20,017 -19,097 94,163 92,175 170 211 -553 2 2 2016 2015 9,411 10,024 600 557 11,049 9,948 Investments accounted for using the equity method 31.12.2015 2,546 Other Entities 2016 2015 Reconciliation to Group figures 2016 Group 2015 2,233 Segment result Total revenues 1,595 3.4 3.1 Total expense 43.6 thereof due within one year 43.3 39.9 SEGMENT INFORMATION 44 Explanatory notes to segment information Information on reportable segments For the purposes of presenting segment information, the activities of the BMW Group are divided into oper- ating segments in accordance with IFRS 8 (Operating Segments). Operating segments are identified on the same basis that is used internally to manage and report on performance. The allocation also takes account of the organisational structure of the BMW Group based on the various products and services of the reportable segments. The activities of the BMW Group are broken down into the operating segments Automotive, Motorcycles, Financial Services and Other Entities. The Automotive segment develops, manufactures, assembles and sells cars and off-road vehicles, under the brands BMW, MINI and Rolls-Royce as well as spare parts, accessories and mobility services. BMW and MINI brand products are sold in Germany through branches of BMW AG and by independent, authorised dealerships. Sales outside Germany are handled primarily by subsidiary companies and by independent import companies in a number of markets. Rolls-Royce brand vehicles are sold in the USA, China and Russia via subsidiary companies and elsewhere by independent, authorised dealerships. The Motorcycles segment develops, manufactures, assembles and sells motorcycles as well as spare parts and accessories. The principal lines of business of the Financial Servic- es segment are car leasing, fleet business, multi-brand business, retail customer and dealership financing, customer deposit business and insurance activities. Variable compensation 2.0 2.0 Fixed compensation and attendance fees Variable remuneration 29.0 27.1 Share-based remuneration component 0.8 1.1 Allocation to pension provisions Holding and Group financing companies are includ- ed in the Other Entities segment. This segment also includes operating companies - BMW Services Ltd., BMW (UK) Investments Ltd., Bavaria Lloyd Reise- büro GmbH, and MITEC Mikroelektronik Mikro- technik Informatik GmbH - which are not allocated to one of the other segments. 2.8 Benefits in conjunction with the termination of an employment relationship 1.1 Compensation to members of the Supervisory Board 5.4 5.1 2.6 Internal management and reporting Segment information is prepared as a general rule in conformity with the accounting policies adopted for preparing and presenting the Group Financial State- ments. The only exceptions to this general principle are the treatment of inter-segment warranties (the earnings impact of which is allocated to the Automo- tive and Financial Services segments on the basis used internally to manage the business) and cross-segment impairment losses on investments in subsidiaries. Inter-segment receivables and payables, provisions, income, expenses and profits are eliminated in the column "Eliminations". Inter-segment sales take place at arm's length prices. The role of "chief operating decision maker" with respect to resource allocation and performance assessment of the reportable segment is embodied in the full Board of Management. In order to assist the decision-taking process, different measures of segment performance as well as segment assets have been set for the operating segments. The performance of the Automotive and Motorcycles segments is managed on the basis of return on capital employed (ROCE). The relevant measure of segment results used is therefore profit before financial result. Capital employed is the corresponding measure of segment assets used to determine how to allocate resources and comprises all current and non-current operational assets after deduction of liabilities used operationally which are not subject to interest (e.g. trade payables). 2015 SEGMENT INFORMATION BY OPERATING SEGMENT External revenues 67,977 68,045 2,062 2016 1,984 22,144 Inter-segment revenues 18,447 17,491 7 6 1,559 24,122 7.8 2015 2016 The performance of the Financial Services segment is measured on the basis of return on equity (ROE), with profit before tax therefore representing the measure of segment result used. For this reason, the measure of segment assets in the Financial Services segment corresponds to net assets, defined as total assets less total liabilities. The performance of the Other Entities segment is assessed on the basis of profit or loss before tax. The corresponding measure of segment assets used to manage the Other Entities segment is total assets less asset-side income tax items and intragroup invest- ments. 175 176 Group Financial Statements Financial Services BMW Group → Segment Information Segment information by operating segment is as follows: in € million Automotive Motorcycles 2016 2015 Notes to the Group Financial Statements 64 100 Alphabet France SAS, Rueil-Malmaison BMW Malaysia Sdn Bhd, Kuala Lumpur BMW Manufacturing (Thailand) Co., Ltd., Rayong BMW India Financial Services Private Ltd., Gurgaon BMW (Thailand) Co., Ltd., Bangkok BMW Korea Co., Ltd., Seoul BMW Japan Corp., Tokyo BMW Financial Services Korea Co., Ltd., Seoul BMW Japan Finance Corp., Chiba BMW China Automotive Trading Ltd., Beijing 100 5 177 100 63 682 BMW Automotive Finance (China) Co., Ltd., Beijing Asia BMW Financial Services (South Africa) (Pty) Ltd., Midrand BMW (South Africa) (Pty) Ltd., Pretoria Africa 100 BMW Asia Pte. Ltd., Singapore 100 BMW India Private Ltd., Gurgaon BMW China Services Ltd., Beijing 54 320 100 66 384 100 160 535 58 154 987 Oceania BMW Osaka Corp., Osaka BMW Holding Malaysia Sdn Bhd, Kuala Lumpur 107 BMW Lease (Malaysia) Sdn Bhd, Kuala Lumpur BMW Tokyo Corp., Tokyo BMW Credit (Malaysia) Sdn Bhd, Kuala Lumpur BMW Asia Pacific Capital Pte Ltd., Singapore BMW Asia Technology Centre Sdn Bhd, Kuala Lumpur PT BMW Indonesia, Jakarta BMW Leasing (Thailand) Co., Ltd., Bangkok 100 100 100 BMW Acquisitions Ltda., São Paulo BMW Leasing de Mexico S.A. de C.V., Mexico City BMW Insurance Agency, Inc., Wilmington, Delaware BMW Leasing do Brasil, S.A., São Paulo BMW of Manhattan, Inc., Wilmington, Delaware 100 100 100 100 100 100 -31 197 100 555 315 100 59 332 BMW Manufacturing Indústria de Motos da Amazônia Ltda., Manaus 12 BMW Financial Services de Mexico S.A. de C.V. SOFOM, Mexico City Rolls-Royce Motor Cars NA, LLC, Wilmington, Delaware 100 BMW Consolidation Services Co., LLC, Wilmington, Delaware BMW Extended Service Corporation, Wilmington, Delaware 100 100 100 100 100 100 100 100 100 100 100 100 100 100 BMW Canada Inc., Richmond Hill, Ontario BMW Receivables Limited Partnership, Richmond Hill, Ontario BMW Receivables 1 Inc., Richmond Hill, Ontario BMW Receivables 2 Inc., Richmond Hill, Ontario BMW FS Funding Corp., Wilmington, Delaware BMW Manufacturing LP, Woodcliff Lake, New Jersey BMW FS Receivables Corp, Wilmington, Delaware BMW FS Securities LLC, Wilmington, Delaware BMW Facility Partners, LLC, Wilmington, Delaware BMW Auto Leasing, LLC, Wilmington, Delaware SB Acquisitions, LLC, Wilmington, Delaware BMW de Argentina S.A., Buenos Aires 310 100 BMW (P+A) Ltd., Farnborough BMW (GB) Ltd., Farnborough Alphabet Insurance Services Polska Sp. z o.o., Warsaw Europe FOREIGN7 100 100 100 100 100 100 Capital invest- ment in % in € million Profit/loss in € million Equity PM Parking Ventures GmbH, Munich ParkNow GmbH, Munich BMW Car IT GmbH, Munich4 Bavaria Betriebs-Gastronomie GmbH, Munich4 Automag GmbH, Munich BMW (UK) Pensions Services Ltd., Hams Hall Alphabet Fleetservices GmbH, Munich BMW Car Club Ltd., Farnborough BMW Group Benefit Trust Ltd., Farnborough 100 John Cooper Works Ltd., Farnborough 100 100 100 100 100 100 100 100 100 100 100 100 100 John Cooper Garages Ltd., Farnborough Content4all BV, Amsterdam Cobalt Telephone Technologies Ltd., Basingstoke Cobalt Holdings Ltd., Basingstoke BMW Motorsport Ltd., Farnborough BMW i Ventures B.V., 's-Gravenhage BMW Drivers Club Ltd., Farnborough 151 DOMESTIC7 at 31 December 2016 100 100 100 100 100 100 100 100 74 100 100 51 100 100 100 100 287 83 108 20 196 100 Companies BMW Australia Finance Ltd., Mulgrave -12 → List of Investments BMW Group Notes to the Group Financial Statements Statements Group Financial → 62 BMW AG's non-consolidated companies at 31 December 2016 184 183 100 BMW Melbourne Pty. Ltd., Melbourne 100 BMW Sydney Pty. Ltd., Sydney 100 BMW New Zealand Ltd., Auckland 100 BMW Financial Services New Zealand Ltd., Auckland 100 20 194 BMW Australia Ltd., Melbourne 100 394 000 BMW Leasing, Moscow BMW de Mexico, S.A. de C.V., Mexico D.F. BMW do Brasil Ltda., São Paulo BMW Austria Bank GmbH, Salzburg 100 156 104 BMW International Investment B.V., 's-Gravenhage 100 21 112 Alphabet Belgium Long Term Rental NV, Aartselaar 100 94 119 BMW Russland Trading 000, Moscow 100 7 123 BMW Austria Leasing GmbH, Salzburg 100 8 100 100 APD Industries plc, Farnborough 100 BMW Financial Services Belgium S.A./N.V., Bornem Alphabet UK Ltd., Glasgow 100 100 100 100 100 100 100 60 103 Alphabet France Fleet Management S.N.C., Rueil-Malmaison BMW Financial Services B.V., Rijswijk BMW Services Ltd., Farnborough Alphabet España Fleet Management S.A.U., Madrid BMW Norge AS, Fornebu BMW Financial Services (Ireland) DAC, Dublin BMW Sverige AB, Stockholm Swindon Pressings Ltd., Farnborough BMW Finanzdienstleistungen (Schweiz) AG, Dielsdorf BMW Bank OOO, Moscow BMW Vertriebs GmbH, Salzburg Bavaria Reinsurance Malta Ltd., Floriana BMW Austria Ges.m.b.H., Salzburg 100 26900 BMW Finance N.V., The Hague 35 345 100 40 364 100 39 374 100 592 100 49 49 719 BMW Iberica S.A., Madrid BMW Italia S. p.A., San Donato Milanese BMW Finance S.N.C., Guyancourt BMW France, Montigny-le-Bretonneux BMW Coordination Center V.o.F., Bornem BMW (Schweiz) AG, Dielsdorf 181 100 134 302 100 59 135 Alphabet Nederland B.V., Breda 11 16 136 Rolls-Royce Motor Cars Ltd., Farnborough 12 180 BMW Financial Services Scandinavia AB, Sollentuna 100 36 202 ALPHABET (GB) Ltd., Farnborough 100 65 213 BMW (UK) Ltd., Farnborough 100 21 277 BMW Belgium Luxembourg S.A./N.V., Bornem 24 BMW Financeira S.A. Credito, Financiamento e Investimento, São Paulo 100 100 100 100 100 100 100 100 100 100 100 100 100 BLMC Ltd., Farnborough Triumph Motor Company Ltd., Farnborough BMW Central Pension Trustees Ltd., Farnborough Riley Motors Ltd., Farnborough BMW (UK) Capital plc, Farnborough BMW (UK) Investments Ltd., Farnborough Société Nouvelle WATT Automobiles SARL, Rueil-Malmaison Alphabet Luxembourg S.A., Leudelange BMW Milano S.r.I., San Donato Milanese BMW Madrid S.L., Madrid 100 Oy BMW Suomi AB, Helsinki The Americas 2,339 BMW SLP, S.A. de C.V., Villa de Reyes 12 BMW Financial Services NA, LLC, Wilmington, Delaware BMW US Capital, LLC, Wilmington, Delaware 100 353 558 BMW of North America, LLC, Wilmington, Delaware 100 -49 1,007 Financial Services Vehicle Trust, Wilmington, Delaware 100 289 1,429 BMW Manufacturing Co., LLC, Wilmington, Delaware 100 148 1,545 BMW Bank of North America, Inc., Salt Lake City, Utah 100 667 BMW (US) Holding Corp., Wilmington, Delaware 100 BMW Den Haag B.V., The Hague → List of Investments BMW Amsterdam B.V., Amsterdam Alphabet Italia Fleet Management S.p.A., Rome BMW Portugal Lda., Porto Salvo Alphabet Fuhrparkmanagement (Schweiz) AG, Dielsdorf Alphabet Polska Fleet Management Sp. z o.o., Warsaw Alphabet Austria Fuhrparkmanagement GmbH, Salzburg BMW Financial Services Denmark A/S, Copenhagen BMW Hellas Trade of Cars A.E., Kifissia 100 100 100 100 100 BMW Retail Nederland B.V., Delft 100 100 100 100 100 100 100 BMW Renting (Portugal) Lda., Porto Salvo at 31 December 2016 BMW Automotive (Ireland) Ltd., Dublin BMW Services Belgium N.V., Bornem BMW Group Notes to the Group Financial Statements Statements Group Financial 182 100 100 100 100 100 100 100 100 100 100 100 100 BMW Nederland B.V., Rijswijk BMW Danmark A/S, Copenhagen BMW Distribution S.A.S., Montigny-le-Bretonneux BMW Financial Services Polska Sp. z o.o., Warsaw 12 BMW Roma S.r.l., Rome Park Lane Ltd., Farnborough 100 100 100 Joblinge gemeinnützige AG Berlin, Berlin IVM Industrie-Verband Motorrad GmbH & Co. Dienstleistungs KG, Essen Hubject GmbH, Berlin GSB Sonderabfall-Entsorgung Bayern GmbH, Baar-Ebenhausen Deutsches Forschungszentrum für Künstliche Intelligenz GmbH, Kaiserslautern DOMESTIC Companies → 64 BMW AG's participations at 31 December 2016 20 46 18 25 30 50 40 40 20 25 50 50 Joblinge gemeinnützige AG Leipzig, Leipzig 50 Joblinge gemeinnützige AG München, Munich Racer Benchmark Group GmbH, Landsberg am Lech Parkopedia Ltd., Birmingham JustPark Parking Limited, London Gios Holding B.V., Oss Chargemaster Plc., Luton FOREIGN7 18.3 9.1 10.5 6.2 16.7 9.8 18.9 16.7 3.1 4.6 Capital invest- ment in % in € million Profit/loss in € million Equity SGL Carbon SE, Wiesbaden RA Rohstoffallianz GmbH i.L., Berlin Carbon, Inc., Wilmington, Delaware 49 44 SGL Automotive Carbon Fibers, LLC, Dover, Delaware FOREIGN SGL Automotive Carbon Fibers Verwaltungs GmbH, Munich³ SGL Automotive Carbon Fibers GmbH & Co. KG, Munich DOMESTIC Joint operations - proportionately-consolidated entities THERE Holding B.V., Amsterdam³ FOREIGN Associated companies - equity accounted BMW Brilliance Automotive Ltd., Shenyang FOREIGN 50 50 -2 38 Capital invest- ment in % Profit/loss in € million in € million Equity DriveNow Verwaltungs GmbH, Munich DriveNow GmbH & Co. KG, Munich³ Not equity accounted or proportionately-consolidated entities 2 DOMESTIC¹ Digital Energy Solutions GmbH & Co. KG, Munich 49 49 10 43 33 2,003 50 1,061 4,678 Bavarian & Co. Ltd., Incheon Mini Urban X Accelerator SPV, LLC, Wilmington, Delaware Parkmobile International Holding BV, Utrecht 10 IP Mobile N.V., Brussels Stadspasparkeren B.V., Deurne BMW AVTOTOR Holding B.V., Amsterdam BMW Albatha Finance PSC, Dubai BMW Albatha Leasing LLC, Dubai FOREIGN¹ PDB-Partnership for Dummy Technology and Biomechanics GbR, Gaimersheim Abgaszentrum der Automobilindustrie GbR, Weissach The Retail Performance Company GmbH, Munich Encory GmbH, Unterschleißheim DOMESTIC ChargePoint, Inc., Wilmington, Delaware Life360, Inc., Dover, Delaware Disclosures pursuant to the Act on Equal Gender Participation Information on Corporate Governance → Page 205 → Page 204 → Page 198 Composition and Work Procedures of the Supervisory Board of BMW AG and its Committees Composition and Work Procedures of the Board of Management of BMW AG and its Committees Members of the Supervisory Board → Page 196 → Page 193 → Page 192 → Page 190 Statement on Corporate Governance (§289a HGB) (Part of the Combined Management Report) → Page 190 Information on the Company's Governing Constitution →Page 191 Declaration of the Board of Management and of the Supervisory Board pursuant to § 161 AktG Members of the Board of Management CORPORATE GOVERNANCE Oliver Zipse Peter Schwarzenbauer Dr. Ian Robertson (HonDSc) Dr. Nicolas Peter Klaus Fröhlich Milagros Caiña Carreiro-Andree Markus Duesmann Harald Krüger The Board of Management Bayerische Motoren Werke Aktiengesellschaft Munich, 14 February 2017 Practices Applied beyond Mandatory Requirements at 31 December 2016 →Page 207 Compliance in the BMW Group → Page 223 Responsibility Statement by the Company's Legal Representatives The close interaction between Board of Management and Supervisory Board in the interests of the enterprise as described above is also known as a "two-tier board structure". The designation "BMW Group" comprises Bayerische Motoren Werke Aktiengesellschaft (BMW AG) and its group entities. BMW AG is a stock corporation (Aktiengesellschaft) based on the German Stock Corporation Act (Aktiengesetz) and has its registered office in Munich, Germany. It has three representative bodies: the Annual General Meeting, the Superviso- ry Board and the Board of Management. The duties and authorities of those bodies derive from the Stock Corporation Act and the Articles of Incorporation of BMW AG. Shareholders, as the owners of the business, exercise their rights at the Annual General Meeting. The Annual General Meeting decides in particular on the utilisation of unappropriated profit, the ratification of the acts of the members of the Board of Management and the Supervisory Board, the appointment of the external auditor, changes to the Articles of Incorpo- ration and specified capital measures, and elects the shareholders' representatives to the Supervisory Board. The Board of Management manages the enterprise under its own responsibility. Within this framework, it is monitored and advised by the Supervisory Board. The Supervisory Board appoints the members of the Board of Management and can, at any time, revoke an appointment for important reasons. The Board of Management keeps the Supervisory Board informed of all significant matters regularly, promptly and compre- hensively, following the principles of conscientious and faithful accountability and in accordance with prevail- ing law and the reporting duties allocated to it by the Supervisory Board. The Board of Management requires the approval of the Supervisory Board for certain major transactions. The Supervisory Board is not, however, authorised to undertake management measures itself. Information on the Company's Governing Constitution Good corporate governance - acting in accordance with the principles of responsible management aimed at increasing the value of the business on a sustainable basis - is an essential requirement for the BMW Group embracing all areas of the business. Corporate culture within the BMW Group is founded on transparent reporting and communication, corporate governance in the interest of all stakeholders, fair and open coop- eration between the Board of Management and the Supervisory Board as well as among employees, and compliance with existing laws. The Board of Manage- ment and Supervisory Board report in this statement on important aspects of corporate governance pursuant to §§ 289, 315 (5) HGB and section 3.10 of the German Corporate Governance Code (GCGC). CORPORATE GOVERNANCE STATEMENT ON Constitution Governing →Information on the Company's Statement on Corporate Governance 190 Report Compensation Compliance Park-line Aqua B.V., 's-Gravenhage Board of Management Company's Govern- ing Constitution Corporate Governance 4 4 →Page 224 BMW Group Auditor's Report →Page 212 Compensation Report Desktop Metal, Inc., Wilmington, Delaware → List of Investments BMW Group 16.9 1.1 3.3 0.3 3.6 1.1 10.6 6.7 12.0 1.5 1 The amounts shown for the German subsidiaries correspond to the annual financial statements drawn up in accordance with German accounting requirements (HGB). Moovit App Global Ltd., St. Ness Ziona ZIRX Technologies, Inc., Dover, Delaware Zendrive, Inc., Dover, Delaware Turo, Inc., Dover, Delaware striVB Labs., Inc., Camden, Delaware Srividya Tech, Inc., Wilmington, Delaware Scoop Technologies, Inc., Wilmington, Delaware RideCell, Inc., Wilmington, Delaware Rever Moto, Inc., Wilmington, Delaware Nauto, Inc., Dover, Delaware 18.6 Notes to the Group Financial Statements 9.1 1.7 Statements Group Financial 188 187 13 First-time consolidation in the financial year 2016: BMW Leasing (GB) Ltd., Farnborough. 12 First-time consolidation. ¹¹Exemption pursuant to Article 2:403 of the Civil Code of the Netherlands applied. 10 Significant influence. ⁹ Including power to appoint representative bodies. rules. Equity not denominated in euro is translated into euro using the closing exchange rate at the balance sheet date, earnings are translated using the average rate. 8 The amounts shown for entities accounted for using the equity method and for proportionately consolidated entities correspond to the annual financial statements drawn up in accordance with uniform IFRS 7 These entities are neither consolidated nor accounted for using the equity method due to their overall immateriality for the Group Financial Statements. 6 Exemption from publication of financial statements applied in accordance with § 264 (3) and § 264 b HGB. Exemption from drawing up a management report applied in accordance with § 264 (3) and § 264 b HGB. 4 Profit and Loss Transfer Agreement with a subsidiary of BMW AG. 3 Profit and Loss Transfer Agreement with BMW AG. 2 The amounts shown for the foreign subsidiaries correspond to the annual financial statements drawn up in accordance with uniform IFRS rules. Equity and earnings not denominated in euro are translated into euro using the closing exchange rate at the balance sheet date. 1.2 2.6 2.7 0.9 11.8 Joint ventures - equity accounted Supervisory Board → 63 Asia 100 100 100 BMW Automobile Distributors (Pty) Ltd., Midrand BPF Midrand Property Holdings (Pty) Ltd., Midrand Multisource Properties (Pty) Ltd., Midrand Africa BMW Finance (United Arab Emirates) Ltd., Dubai 100 100 100 100 100 100 100 100 BMW Financial Services Hong Kong Limited, Hong Kong BMW Financial Services Singapore Pte Ltd., Singapore BMW India Leasing Pvt. Ltd., Gurgaon Statements Group Financial 186 185 49 100 70 100 85888287 100 100 100 Herald International Financial Leasing Co., Ltd., Tianjin THEPSATRI Co., Ltd., Bangkok⁹ BMW Philippines Corp., Manila BMW Insurance Services Korea Co. Ltd., Seoul 100 100 Toluca Planta de Automoviles, S.A. de C.V., Mexico City MINI Business Innovation, LLC, Wilmington, Delaware Reach Now, LLC, Wilmington, Delaware Parkmobile Group Holding BV, Amsterdam Parkmobile Group BV, Amsterdam 100 Parkmobile France SAS, Versailles 100 Parkmobile Benelux B.V., Amsterdam 100 Parkmobile Belgium BvBa, Antwerpen 100 Park-Mobile (UK) Limited, Basingstoke 100 Park-line Holding B.V., 's-Gravenhage 100 Park-line B.V., 's-Gravenhage Companies Parkmobile Hellas SA, Athens BMW Group Notes to the Group Financial Statements Parkmobile Licenses B.V., Amsterdam Parkmobile Software BV, Amsterdam BMW Operations Corp., Wilmington, Delaware BMW Technology Corporation, Wilmington, Delaware Designworks/USA, Inc., Newbury Park, California BMW Leasing de Argentina S.A., Buenos Aires BMW i Ventures, LLC, Wilmington, Delaware BMW Experience Centre Inc., Richmond Hill, Ontario The Americas 90 100 100 100 100 60 100 100 U.T.E. Alphabet España-Bujarkay, Sevilla Parkmobile Suisse SA, Bulle Parkmobile Limited, Basingstoke → List of Investments 217-07 Northern Boulevard Corporation, Wilmington, Delaware BMW AG's associated companies, joint ventures and joint operations at 31 December 2016 at 31 December 2016 Munich, 9 March 2017 BMW Group remains the world's leading premium car company in 2016 In its centenary year 2016, the BMW Group continued its successful business development. For the sixth consecutive year, sales reached a new all-time high. With a solid increase of 5.3 per cent over the previous year, sales climbed to more than 2.3 million vehicles. The BMW Group therefore remains the leading car company in the global premium segment. We are creating common platforms and architectures for economical industrialisation of com- bustion engines with Efficient Dynamics technology and electrification across all brands and model series. The BMW Group is currently the world's most successful premium provider of plug-in hybrid vehicles. In 2017, we will release two more models: the BMW 5 Series iPerformance and the MINI Countryman. These will be followed in 2018 by the BMW i8 Roadster. A year later, we will launch an all-electric MINI and in 2020, an all-electric BMW X3. to deliver a further 100,000 electrified vehicles. Our customers can choose between seven different models. and BMW plug-in hybrid models. In 2017, we intend to go one better: this year alone, we aim Between the launch of the BMW i3 in 2013 and 2016, we sold more than 100,000 BMW i models Our goal: to sell 100,000 electrified vehicles in 2017 Demand will increase with more models and greater range - as shown by the example of our BMW i3 with its new 94-amp-hour battery. We delivered a total of more than 62,000 BMW i vehicles and BMW plug-in hybrids to customers in 2016. The BMW i3 is one of the leading electric vehicles available, while the BMW X5 is the top-selling plug-in hybrid. At our car-sharing service DriveNow, operated with Sixt SE, BMW i3s already make up 20 per cent of the European fleet. We see this as a great opportunity to make people, especially young people, excited about electric driving. Alongside digitalisation, emission-free mobility is another huge task for our industry. By 2025, we expect around 15 to 25 per cent of BMW Group sales to be electrified vehicles. To achieve this, we continue to expand the share of electrified models across all our brands and series. Firmly on course for sustainable mobility Later this year, we will begin testing autonomous driving in city centres with a fleet of 40 com- puter-operated vehicles. Customer safety will naturally be our top priority. We are developing and testing highly-automated and autonomous vehicles at our new Research and Development Centre for Autonomous Driving near Munich. This was also decided as part of Strategy NUMBER ONE > NEXT. Campus for highly-automated and autonomous vehicles Semi-automated driving with the new BMW 7 Series and BMW 5 Series The transition to fully-autonomous driving, from around 2030, will see responsibility shift from driver to machine in five stages. We already have around 8.5 million connected vehicles on the road today. Our customers are already benefitting from state-of-the-art driver assistance systems in the BMW 7 Series and the new BMW 5 Series. We are directing all our efforts towards the next technological leap, which will bring highly-automated driving and further future technologies to the road with the iNext in 2021. of the Board of Management → Statement of the Chairman 18 17 Autonomous driving opens up new possibilities for customers Autonomous driving will be a key technology for the future of mobility, opening up totally new possibilities for our customers. Above all, people will be able to reclaim the time they previously spent behind the wheel concentrating on the traffic. With all our products and services, we offer various forms of mobility that generate individual excitement, creative space, are intuitive to use and, at the same time, fully integrated into our customers' lives. As the vehicle becomes more familiar with its owner, it offers tailored recommendations to make everyday life easier. Our acquisition, together with other German manufacturers, of map service HERE was followed by another important strategic decision in 2016: the BMW Group is joining forces with Intel and sensor specialist Mobileye to advance highly-automated and autonomous driving. future business. Our aspiration to be a technology leader in mobility is firmly anchored in Strategy NUMBER ONE > NEXT. To achieve this, we need to focus even more on a cooperative spirit. In the digital age, new players from the IT world are bringing their business model to the automotive sector - proving once again that individual mobility is an attractive field for Cooperation for faster technological breakthroughs With its bold, entrepreneurial spirit and ground-breaking innovations, the BMW Group has always shaped individual mobility - constantly evolving in the process. Through Strategy NUMBER ONE, we grew from a manufacturer of premium automobiles to a provider of premium mobility and mobility services. Strategy NUMBER ONE > NEXT maps out the company's further evolution towards a tech company for premium mobility and premium services. To achieve this, we will continue to expand our mobility services: DriveNow, ReachNow, ParkNow and ChargeNow. Becoming a tech company for premium mobility and premium services with Strategy NUMBER ONE > NEXT 2016 was our centenary year. And you could see the reports everywhere: "The BMW Group is not resting on its laurels – it is actively shaping the future." The response of many people when they saw our BMW, MINI, Rolls-Royce and BMW Motorrad Vision Vehicles for the first time, was unequivocally enthusiastic: "The BMW Group's Vision Vehicles are unlike anything we've seen before." I experienced this excitement myself in Munich, Beijing and Los Angeles. With our Vision Vehicles, we are providing a glimpse of mobility beyond 2030, when autonomous driving, connectivity, electro-mobility and services will be part of everyday life. New all-time highs for BMW, MINI and BMW Motorrad brands The BMW brand sold more than two million vehicles for the first time in a single year. Demand for the X models, the BMW 2 Series and the new BMW 7 Series was particularly strong. The MINI brand also achieved record sales of 360,233 vehicles; as did BMW Motorrad, with 145,032 motor- Rolls-Royce delivered 4,011 vehicles to customers and reported the second-best year in its 113-year history. Our Vision Vehicles fascinate people the world over On behalf of the Supervisory Board Chairman of the Board of Management Harald Krüger H. 35" Yours I would like to thank all of our shareholders and debt investors. You, dear shareholders and investors, accompany us as we embark upon a new age of mobility. With our strategy, we have shown you our roadmap for the future and we are consistently implementing the measures accordingly. Your commitment is a sign of your appreciation and trust. We will do everything in our power to ensure that BMW AG remains an attractive investment and a reliable and future-oriented company that justifies your trust. It is only right that our shareholders share in our success. In the 101st year of BMW AG, the Board of Management and Supervisory Board will therefore propose to the Annual General Meeting the highest dividend in the history of the company for the financial year 2016, with a total payout of 2.3 billion euros. Associates of BMW AG in Germany will also share in the company's positive performance through our profit-sharing programme. In early 2017, the rating agency Moody's upgraded our long-term credit rating to A1 – giving the BMW Group the best rating of any European automobile manufacturer and the second-highest worldwide. This financial stability forms the basis for our investments in the future. - We firmly believe that the diverse challenges of tomorrow's mobility open up new opportunities for further growth and technological progress which we will pursue in the interest of our customers. In doing so, we combine fresh thinking, operational excellence and profitability. For the past seven years, the EBIT margin in the Automotive segment has been within or above our target range of eight to ten per cent. Dear Shareholders, 2017 model offensive In the 2017 financial year, we will offer customers more than 20 new BMW, MINI and Rolls-Royce models. For BMW, a highlight for the current financial year will be the arrival of the most innova- tive BMW 5 Series of all time. This status has been confirmed by awards such as "Best Connected Car of the Year". Our 5 Series customers can choose from options ranging from a plug-in hybrid variant to the M Performance model. Our current MINI line-up is young and striking, with five models full of character that appeal to different target groups. The new MINI Countryman is our second spearhead in the fast-growing premium compact segment. Motorcycle fans can also look forward to new models this year with 14 market launches from BMW Motorrad. of the Board of Management → Statement of the Chairman 20 19 19 On behalf of the Board of Management, as well as personally, I would like to thank all our associates worldwide for their dedication during the financial year 2016. I would also like to thank our business partners and suppliers, as well as the entire retail organisation. You all play a direct part in our success! In 2016, we once again invested more than 350 million euros in vocational and professional training for associates. The BMW Group is also training more than 4,600 young people. This reflects the company's sense of responsibility towards future generations. The company employed a total of 124,729 people at the end of 2016. This represents a slight year-on-year increase of 2.0 per cent. In addition to specialists in alternative drivetrains and automated driving, we are also recruiting experts for our financial services business and expansion in mobility services. The BMW Group continues to benefit from its status as a highly attractive employer, as shown in numerous rankings amongst engineering, IT and business graduates. This helps us attract the young talent we need to implement digitalisation in all our business segments. Highly motivated associates are the key to our success The company is also one of the leading financial services providers in the automotive sector. Our Financial Services division concluded more than 1.8 million new contracts with retail customers in 2016. For the first time, the segment Financial Services posted pre-tax earnings of more than 2.1 billion euros and therefore once again made a major contribution to the Group result. EBT rose slightly as forecast - by 4.8 per cent year-on-year. Annual net profit increased by 8.0 per cent to more than 6.9 billion euros. The EBIT margin in the Automotive segment stands at 8.9 per cent and therefore remains within our target range. The BMW Group posted record revenues of over 94.1 billion euros in 2016. Profit before tax also reached a new high of more than 9.6 billion euros. We achieved our goals for 2016. We succeeded despite increasing uncertainties in the political and economic environment and strong competition on the global auto markets. Targets met for financial year 2016 The desirability of our brands and products is reflected in rankings and awards. The BMW Group was once again the highest-ranked automobile manufacturer in Fortune Magazine's 2017 "World's Most Admired Companies" and is the only German company in the top 50. With the "World Car Award" and "Best Car" for the BMW 7 Series and "Golden Steering Wheel" for the BMW i3, the BMW Group earned several of the world's top honours in 2016. cycles and scooters sold. A new era has begun for your company: in this, the first year of our “Next 100″, we are embarking on a new age of individual mobility. Everything we do is for our customers. For them, we are creating a new kind of premium mobility geared entirely towards their individual needs, and which will continue to thrill and excite them moving ahead. The BMW Group continues to benefit from its balanced distribution of sales across the world's three major market regions: Europe, Asia and the Americas. We are making targeted investments in our production network of 31 sites in 14 countries on five continents to enhance performance and flexibility. Harald Krüger Chairman of the Board of Management On repeated occasions, the Audit Committee dealt with the new requirements for financial year- end audits, particularly the rules applying to non-audit-related services provided by the auditor and the procedure for changing the external auditor. In accordance with statutory requirements, we approved a list of non-audit-related services that may be provided by the external auditor. Furthermore, we performed our statutory duties in connection with the mandatory audit of over-the-counter trading with derivatives pursuant to § 20 of the Securities Trading Act (WpHG). An external auditor confirmed the effectiveness of the system that BMW AG currently employs to ensure compliance with regulatory requirements. Furthermore, in the Audit Committee we concurred with the decision of the Board of Management to raise the Company's share capital in accordance with § 4 (5) of the Articles of Incorporation (Authorised Capital 2014) by €305,000 and, in conjunction with the Employee Share Programme, to issue a corresponding number of new non-voting bearer shares of preferred stock, each with a par value of €1, at favourable conditions to employees. The Personnel Committee convened five times during the financial year 2016. One of the principal duties of this committee is to prepare decisions of the full Supervisory Board relating to the composition of the Board of Management. In specific cases, we also gave our approval for members of the Board of Management to accept non-BMW Group mandates. The Nomination Committee convened twice during the financial year 2016. At these meetings, we deliberated on succession planning for mandates of the shareholders' representatives and, taking account of the composition targets set, made one recommendation for a proposed nomination of a candidate for election at the Annual General Meeting 2017. The statutory Mediation Committee was not required to convene during the financial year 2016. Composition and organisation of the Board of Management During the period under report, the composition of the Board of Management changed as part of the process of amicably agreed succession planning. With effect from 1 October 2016, the Supervisory Board appointed Markus Duesman as member of the Board of Management. Mr Duesmann has many years of management experience in the automobile industry and has been with BMW AG since 2007. Most recently, he was head of powertrain and the related process chain within the development area. Mr Duesmann took over board responsibility for the Purchasing and Supplier Network from Dr Klaus Draeger, whose mandate ended on 30 September 2016. With effect from 1 January 2017, we appointed Dr Nicolas Peter as member of the Board of Management. Dr Peter joined BMW AG in 1991 and most recently worked as head of the European sales region. He took over board responsibility for Finances from Dr Friedrich Eichiner, who retired from the Board of Management with effect from the end of 2016. We would like to extend our special thanks to Dr Draeger and Dr Eichiner for their many years of dedicated work in the interests of the BMW Group, both in highly successful years and during the challenging period of the global financial and economic crisis. We equally wish to thank them for their personal contribution to the BMW Group's long-term success. 13 14 → Report of the Composition of the Supervisory Board, the Presiding Board and Supervisory Board Committees In 2016, the Annual General Meeting re-elected Simone Menne to the Supervisory Board for a term of five years. Ulrich Kranz resigned his mandate as executive staff representative with effect from the end of 2016. As elected substitute member, Ralf Hattler became a member of the Supervisory Board with effect from 1 January 2017. We thank Mr Kranz for the trusting and constructive working relationship within the Supervisory Board. The composition of the Presiding Board and the committees of the Supervisory Board remained unchanged during the financial year 2016. The Corporate Governance Report contains a summary of the composition of the Supervisory Board and its committees. Examination of financial statements and the profit distribution proposal KPMG AG Wirtschaftsprüfungsgesellschaft conducted a review of the abridged Interim Group Financial Statements and Interim Group Management Report for the six-month period ended 30 June 2016. The results of the review were presented to the Audit Committee by representatives of KPMG AG Wirtschaftsprüfungsgesellschaft. No issues were identified that might indicate that the abridged Interim Group Financial Statements and Interim Group Management Report had not been prepared, in all material respects, in accordance with the applicable provisions. The Group and Company Financial Statements of Bayerische Motoren Werke Aktiengesellschaft for the year ended 31 December 2016 and the Combined Management Report - as author- ised for issue by the Board of Management on 14 February 2017 – were audited by KPMG AG Wirtschaftsprüfungsgesellschaft and given an unqualified audit opinion. - KPMG AG Wirtschaftsprüfungsgesellschaft is the external auditor for BMW AG and the BMW Group. The Auditor's Report has been signed with effect from the financial year 2016 by Christian Sailer, as independent auditor (Wirtschaftsprüfer), and with effect from the financial year 2014 by Andreas Feege, as independent auditor (Wirtschaftsprüfer), responsible for the performance of the engagement. The Financial Statements and the Combined Management Report, the long-form audit reports of the external auditors and the Board of Management's profit distribution proposal were made available to all members of the Supervisory Board in a timely manner. In a first step, the Audit Committee diligently examined and discussed these documents at a meeting held on 24 February 2017. The Supervisory Board subsequently examined the relevant drafts of the Board of Management at its meeting on 9 March 2017, after hearing the committee chairman's report on the meeting of the Audit Committee. In both meetings, the Board of Management gave a detailed explanation of the financial reports it had prepared. Representatives of the external auditors attended both meetings, reported on significant findings and answered any additional questions raised by the members of the Supervisory Board. They confirmed that the risk management system established by the Board of Management is capable of identifying developments at an early stage that might impair the Company's going-concern status. They also confirmed that no material weaknesses in the internal control system and risk management system were found with regard to the financial reporting process. Similarly, they confirmed that they had not identified any issues in the course of their audit work that were inconsistent with the contents of the Declaration of Compliance issued jointly by the two boards. Based on thorough examination by the Audit Committee and the full Supervisory Board, we concurred with the results of the external audit. In accordance with the conclusion reached after the examination by the Audit Committee and the full Supervisory Board, no objections were raised. The Group and Company Financial Statements of Bayerische Motoren Werke Aktien- gesellschaft for the financial year 2016 prepared by the Board of Management were approved at the Supervisory Board meeting held on 9 March 2017. The separate financial statements have therefore been adopted. We also examined the proposal of the Board of Management to use the unappropriated profit to pay an increased dividend of €3.50 per share of common stock and €3.52 per share of non-voting preferred stock. We consider the proposal appropriate and therefore concur with it. Expression of appreciation by the Supervisory Board The Supervisory Board wishes to thank the members of the Board of Management and the entire staff of the BMW Group worldwide for their efforts and hard work, which contributed to the overall success of the BMW Group in its centenary year. Dear Shareholders, Pro-actively shaping change The Group corporate culture, the spirit of innovation, and the passionate commitment of our workforce provide a strong foundation for taking on the challenges of the future. Building on this firm base, the BMW Group will continue to play a formative and leading role in shaping technological change, with the clear aim of emerging on the winning side. The Head of Group Internal Audit reported on internal audit matters, including a description of the significant internal audit findings and the planned areas of focus on the industrial and financial services sides of the business. The Head of Group Financial Reporting informed us about the internal control system (ICS) underlying financial reporting and explained measures being taken to develop the system further. No material ICS weaknesses were identified which would jeopardise the system's effectiveness. The BMW Group Compliance Committee chairman provided information on the current status of compliance within the Group as well as changes in the BMW Group Compliance Organisation aimed at strengthening local compliance management, including the next steps to be taken in this area. Supervisory Board Together with the Board of Management, we undertook an in-depth review of the corporate governance standards currently in place within the BMW Group as well as the rules set out in the German Corporate Governance Code. The latest Declaration of Compliance, issued in December 2016, is included in the Annual Report. 15 Chairman of the Supervisory Board Norbert Reithofer Men Yours In both the Personnel Committee and the full Supervisory Board, we examined not only the structure, but also the amounts of compensation paid to the various members of the Board of Management. In this context, we reviewed trends in business performance and board compen- sation over a period of several years. We also gave general consideration to the remuneration paid to executive managers and employees of BMW AG within Germany over the course of time. A compensation consultant, independent of both the Board of Management and BMW AG, was called upon to provide expert advice and assist us in our evaluation of DAX-related compensation studies. We concluded that the level of compensation paid to board members, including their pension entitlements, is appropriate and in keeping with other DAX-listed companies. The Supervisory Board therefore resolved not to propose any changes to the system of Board of Management compensation in 2016. Further information on the amounts of compensation paid to the members of the Board of Management is provided in the Compensation Report (see section "Statement on Corporate Governance"). of the Board of We also discussed with the Board of Management the probable impact of technological changes on future workforce requirements. We were informed about the range of measures implemented to incorporate Strategy NUMBER ONE > NEXT in the BMW Group's corporate culture and brought up to date on activities aimed at attracting young talent. The Board of Management also provided details of actual and planned additions to the workforce in defined growth areas. The Board of Management also reported on the latest status of the BMW Group's diversity concept. The report presented figures for the percentage of female executives in the BMW Group, in par- ticular the proportions in the two executive management levels below the Board of Management, the targets set, and the latest status of these two levels. We again decided upon a target for the proportion of female members on the Board of Manage- ment, including a time frame for target attainment. As its target for the period from 1 January 2017 to 31 December 2020, we stipulated that the Board of Management should continue to have at least one female member. We consider it a key aim to increase the proportion of women on the Board of Management and fully support the Board's endeavours to increase the percentage of women employed at the highest executive management levels within the BMW Group. Moreover, we developed a diversity concept for the composition of the Board of Management. The composition targets for the Supervisory Board, which represent the basis for a diversity concept, were not changed during the financial year 2016. Compliance with the composition targets set for 31 December 2016 was determined by way of self-assessment. → Statement of the Chairman No conflicts of interest arose on the part of members of either of the two boards during the year under report. Significant transactions with Supervisory Board members and other related parties as defined by IAS 24, including close relatives and intermediary entities, are examined on a quarterly basis. 16 As in previous years, the Head of Group Controlling reported during the financial year 2016 on the current risk profile of the BMW Group and provided an overview of the changes made to the risk management system in view of new internal and external requirements. 11 12 → Report of the Supervisory Board Each of the five Supervisory Board meetings during the financial year 2016 was attended on average by over 90% of its members, a fact that can be tied in to the analysis of attendance fees for individual members disclosed in the Compensation Report. During their term of office in the period under report, none of the members of the Supervisory Board took part in only half or less than half of the meetings of the Supervisory Board, the Presiding Board or the committees to which any given member belongs. Description of Presiding Board activities and committee work The Supervisory Board has established a Presiding Board and four committees. The chairpersons of the various committees reported to the Supervisory Board in depth on any committee meetings held since the previous meeting of the full Supervisory Board. I brought the representatives of the shareholders up to date regarding the deliberations of the Nomination Committee. A detailed description of the duties, composition and work procedures of the various committees is provided in the Corporate Governance Report. The Presiding Board convened four times during the year under report. Assuming no other committee was responsible, the Presiding Board prepared the detailed agenda for the meetings of the full Supervisory Board, including the careful preparation of topics on the basis of written and oral reports provided by members of the Board of Management and senior heads of department. We also stipulated further topics for full Supervisory Board meetings and made suggestions for reports submitted to the Supervisory Board. The Audit Committee held four meetings and three telephone conference calls during the financial year 2016. In the course of those conference calls, together with the Board of Management we deliberated on the Quarterly Financial Reports prior to their publication. Representatives of the external auditors were present during the telephone conference call held in conjunction with the Half-year Financial Report. The Audit Committee Meeting held in spring 2016 focused primarily on preparing for the Supervisory Board meeting at which the financial statements were to be examined. Before recommending to the full Supervisory Board that KPMG AG Wirtschaftsprüfungsgesellschaft be elected as Company and Group auditor at the Annual General Meeting 2016, we obtained a Declaration of Independence from KPMG AG Wirtschaftsprüfungsgesellschaft. We also consid- ered the scope and composition of non-audit services, including tax advisory services provided by KPMG entities to the BMW Group. There were no indications of conflicts of interest, grounds for exclusion or lack of independence on the part of the auditor. The fee proposals for the audit of the year-end Company and Group Financial Statements 2016 and the review of the Half-year Financial Report were deemed appropriate. Subsequent to the Annual General Meeting 2016, we therefore appointed KPMG AG Wirtschaftsprüfungsgesellschaft for the relevant engagements and specified audit focus areas. Management The Supervisory Board also assessed the efficiency of its own work with the aim of further improving its internal procedures and the work of its committees. With this point in mind, I also conducted individual discussions with the members of the Supervisory Board. The matter was also considered at a meeting of the full Supervisory Board. Additional topics for report were identified as part of the overall conclusion reached. Chairman of the European Deputy Chairman Member since 1988 Robert Bosch GmbH Manfred Schoch¹ (*1955) and General Works Council Former Chairman of the Board of Franz Haniel (*1955) Member since 2004 Mandates Entrepreneur Mandates - DELTON AG (Deputy Chairman) Franz Haniel & Cie. GmbH (Chairman) Heraeus Holding GmbH Industrial Engineer Second Chairman of IG Metall Siemens Aktiengesellschaft Christiane Benner² (*1968) Verizon Communications Inc. Bertelsmann Management SE (until 9 May 2016) Bertelsmann SE & Co. KGaA (until 9 May 2016) Deutsche Lufthansa Aktiengesellschaft E.ON SE (Chairman, since 8 June 2016) Mandates Chairman of the Supervisory Board of the E.ON SE (since 8 June 2016) Deputy Chairman Member since 2008 Dr. jur. Karl-Ludwig Kley (*1951) Henkel AG & Co. KGaA (Shareholders' Committee) Mandates TBG Limited Chairman Management of BMW AG Member since 2014 Stefan Quandt (*1966) Member since 1997 Deputy Chairman President of acatech - Deutsche Akademie Mandates Membership of equivalent national or foreign boards of business enterprises. ---Other mandates. 193 194 Statement on Corporate Governance → Members of the Supervisory Board Membership of other statutory supervisory boards. Prof. Dr. rer. nat. Dr.-Ing. E.h. Henning Kagermann (*1947) Member since 2010 Mandates - Deutsche Bank AG Member since 2015 Deutsche Post AG Münchener Rückversicherungs-Gesellschaft der Technikwissenschaften e. V. Entrepreneur ³ Employee representatives (members of senior management). 1 Employee representatives (company employees). DELTON AG (Chairman) AQTON SE (Chairman) Entrust Datacard Corp. Ralf Hattler³ (*1968) Member since 1 January 2017 Head of Indirect Purchasing Stefan Schmid¹ (*1965) 2 Employee representatives (union representatives). Member since 2007 Chairman of the Works Council, Dingolfing Prof. Dr. rer. nat. Dr. h.c. Reinhard Hüttl (*1957) Member since 2008 Chairman of the Executive Board of Helmholtz-Zentrum Potsdam Deutsches GeoForschungsZentrum - GFZ University Professor Deputy Chairman Dr.-Ing. Dr.-Ing. E.h. Norbert Reithofer (*1956) (since 25 February 2016) Dr. Jürgen Reul Dr. Ian Robertson (HonDSc) (*1958) TÜV SÜD AG (since 15 July 2016) - Mandates Dr.-Ing. Klaus Draeger (*1956) Purchasing and Supplier Network (until 30 September 2016) Milagros Caiña Carreiro-Andree (*1962) Human Resources, Industrial Relations Director Sales and Marketing BMW, (Deputy Chairman, since 1 January 2017) Mandates (since 1 January 2017) Dr. Nicolas Peter (*1962) Finance Harald Krüger (*1965) Chairman HERE International B.V. Mandates BMW Brilliance Automotive Ltd. Klaus Fröhlich (*1960) Development Sales Channels BMW Group Weybourne Limited (since 3 January 2017) Weybourne Group Limited (since 25 February 2016) Rolls-Royce Motor Cars Limited (Chairman) Aktiengesellschaft in München Dr. Friedrich Eichiner (*1955) Mandates MINI, Motorrad, Rolls-Royce, Aftersales BMW Group Peter Schwarzenbauer (*1959) Mandates BMW Motoren GmbH (until 7 November 2016) (since 1 October 2016) Purchasing and Supplier Network Markus Duesmann (*1969) Weybourne Management Limited (since 25 February 2016) Weybourne Investments Holdings Mandates BOARD OF MANAGEMENT MEMBERS OF THE Supervisory Board Mandates - Allianz Deutschland AG (until 30 June 2016) Allianz SE (since 4 May 2016) FESTO Aktiengesellschaft BMW Brilliance Automotive Ltd. (Deputy Chairman, until 1 January 2017) (until 31 December 2016) FESTO Management Aktiengesellschaft Mandates BMW (South Africa) (Pty) Ltd. (Chairman) BMW Motoren GmbH (Chairman) - Membership of other statutory supervisory boards. Membership of equivalent national or foreign boards of business enterprises. --- Other mandates. General Counsel: Oliver Zipse (*1964) Production Finance The Board of Management and Supervisory Board of Bayerische Motoren Werke Aktiengesellschaft ("BMW AG") declare the following regarding the rec- ommendations of the "Government Commission on the German Corporate Governance Code": 1. Since issuance of the last Declaration in December 2015, BMW AG has complied with all of the rec- ommendations published officially on 12 June 2015 in the Federal Gazette (Code version dated 5 May 2015), as announced with the exception of sec- tion 4.2.5 sentences 5 and 6. → Members of the Board of Management →Members of the Statement on Corporate Governance 192 Harald Krüger Chairman On behalf of the Board of Management Chairman Dr.-Ing. Dr.-Ing. E. h. Norbert Reithofer On behalf of the Supervisory Board Bayerische Motoren Werke Aktiengesellschaft Munich, December 2016 191 3. It is recommended in section 4.2.5 sentences 5 and 6 of the Code that specified information per- taining to management board compensation be disclosed in the Compensation Report. These rec- ommendations have not been and will not be complied with, due to uncertainties with respect to their interpretation and doubts as to whether the supplementary use of model tables would be instrumental in making the BMW AG's Compen- sation Report transparent and generally under- standable in accordance with generally applicable financial reporting requirements (see section 4.2.5 sentence 3 of the Code). 2. BMW AG will in future comply with all of the rec- ommendations published officially on 12 June 2015 in the Federal Gazette (Code version dated 5 May 2015), with the exception of section 4.2.5 sentences 5 and 6. MEMBERS OF THE SUPERVISORY BOARD Susanne Klatten (*1962) Other mandates. Entrepreneur BMW AG's Supervisory Board is composed of ten share- holder representatives (elected by the Annual General Meeting) and ten employee representatives (elected in accordance with the Co-Determination Act). The ten Supervisory Board members representing employees comprise seven Company employees, including one executive staff representative, and three members elect- ed following nomination by unions. The Supervisory Board has the task of advising and supervising the Board of Management in its management of the BMW Group. It is involved in all decisions of fundamental importance for the BMW Group. The Supervisory Board appoints the members of the Board of Management and decides upon the level of compensation they receive. The Super- visory Board can revoke appointments for important COMPOSITION AND WORK PROCEDURES OF THE SUPERVISORY BOARD OF BMW AG AND ITS COMMITTEES and its Committees Work Procedures of the Supervisory Board of BMWAG → Composition and Statement on Corporate Governance 198 197 The Board of Management is represented by its Chair- man in its dealings with the Supervisory Board. The Chairman of the Board of Management maintains regular contact with the Chairman of the Supervisory Board and keeps him informed of all important mat- ters. The Supervisory Board has passed a resolution specifying the information and reporting duties of the Board of Management. As a general rule, in the case of reports required by dint of law, the Board of Management submits its reports to the Supervisory Board in writing. To the extent possible, documents required as a basis for taking decisions are sent to the members of the Supervisory Board in good time before the relevant meeting. Regarding transactions of fundamental importance, the Supervisory Board has stipulated specific transactions which require the approval of the Supervisory Board. Whenever necessary, the Chairman of the Board of Management obtains the approval of the Supervisory Board and ensures that reporting duties to the Supervisory Board are complied with. In order to fulfil these tasks, the Chairman is supported by all members of the Board of Management. The fundamental principle followed when reporting to the Supervisory Board is that the latter should be kept informed regularly, without delay and comprehensively of all significant matters relating to planning, business performance, risk exposures, risk management and compliance, as well as any major variances between actual and budgeted figures. their entirety or individually (such as the executive management structure, potential candidates for exec- utive management, nominations for or promotions to senior management positions). This committee has, on the one hand, an advisory and preparatory role (e.g. making suggestions for promotions to the two remuneration groups below board level and preparing decisions to be taken at board meetings with regard to human resources principles with the emphasis on executive management issues) and a decision-taking function on the other (e.g. deciding on appointments to senior management positions and promotions to higher remuneration groups or the wording of human resources principles decided on by the full board). The Committee has two members who are entitled to vote at meetings, namely the Chairman of the Board of Management (who also chairs the meetings) and the board member responsible for Human Resources. The Head of "Human Resources Management and Services" as well as the Head of "Human Resources Executive Management" also participate in these meetings in an advisory function. At the request of the Chairman, resolutions may also be passed outside of committee meetings by casting votes in writing, by fax or by telephone if the other member entitled to vote does not object immediately. The Committee for Executive Management Matters convenes up to six times a year. The Board's Committee for Executive Management Matters deals with enterprise-wide issues affecting executive managers of the BMW Group, either in The full board usually convenes up to twice a year in its function as Sustainability Board in order to define strategy with regard to sustainability and decide upon measures to implement that strategy. The Head of Corporate Affairs and the Representative for Sus- tainability and Environmental Protection participate in these meetings in an advisory capacity. At meetings of the Operations Committee (general- ly held every two weeks), decisions are reached in connection with automobile product projects, based on the strategic orientation and decision framework stipulated at Board of Management meetings. The Operations Committee comprises the Board of Management member responsible for Development (who also chairs the meetings), together with the board members responsible for the following areas: Purchasing and Supplier Network; Production; Sales and Marketing BMW, Sales Channels BMW Group; and MINI, Motorcycles, Rolls-Royce, Aftersales BMW Group. If the committee chairman is not present or unable to attend a meeting, the member of the board responsible for Production represents him. Resolu- tions taken at meetings of the Operations Committee are made online. A secretariat for Board of Management matters has been established to assist the Chairman and other board members with the preparation and follow-up work connected with board meetings. Members of the Board of Management not represent- ed in a committee are provided with the agendas and minutes of committee meetings. Committee matters are dealt with in full board meetings if the committee considers it necessary or at the request of a member of the Board of Management. for its committees. The rules relating to meetings and resolutions taken by the full Board of Management are also applicable Management of BMW AG and its Committees COMPOSITION AND WORK PROCEDURES OF THE BOARD OF MANAGEMENT OF BMW AG AND ITS COMMITTEES The Board of Management governs the enterprise under its own responsibility, acting in the interests of the BMW Group with the aim of achieving sustain- able growth in value. The interests of shareholders, employees and other stakeholders are also taken into account in the pursuit of this aim. The Board of Management determines the strategic orientation of the enterprise, agrees upon it with the Supervisory Board and ensures its implementation. The Board of Management is responsible for ensuring that all provisions of law and internal regulations are complied with. Further details about compliance with- in the BMW Group can be found in the "Corporate Governance" section of the Annual Report. The Board of Management is also responsible for ensuring that appropriate risk management and risk controlling systems are in place throughout the Group. During their period of employment for BMW AG, members of the Board of Management are bound by a comprehensive non-competition clause. They are required to act in the enterprise's best interests and may not pursue personal interests in their decisions or take advantage of business opportunities intended for the enterprise. They may only undertake ancillary activities, in particular supervisory board mandates outside the BMW Group, with the approval of the Supervisory Board's Personnel Committee. Each member of the Board of Management of BMW AG is obliged to disclose conflicts of interest to the Super- visory Board without delay and inform the other members of the Board of Management accordingly. Following the appointment of a new member to the Board of Management, the BMW Group Corporate Governance Officer informs the new member of the framework conditions under which the board mem- ber's duties are to be carried out - in particular those enshrined in the BMW Group's Corporate Govern- ance Code - as well as the duty to cooperate when a transaction or event triggers reporting requirements or requires the approval of the Supervisory Board. reasons. The Board of Management consults and takes deci- sions as a collegiate body in meetings of the Board Terms of reference approved by the Board of Man- agement contain a planned allocation of divisional responsibilities between the individual board mem- bers. These terms of reference also incorporate the principle that the full Board of Management bears joint responsibility for all matters of particular impor- tance and scope. In addition, members of the Board of Management manage the relevant portfolio of duties under their responsibility, whereby case-by-case rules can be put in place for cross-divisional projects. Board members continually provide the Chairman of the Board of Management with all information regarding major transactions and developments within their area of responsibility. The Chairman of the Board of Management coordinates cross-divisional matters with the overall targets and plans of the BMW Group, involving other board members to the extent that divi- sions within their area of responsibility are affected. The Board of Management takes its decisions at meetings generally held on a weekly basis which are convened, coordinated and headed by the Chairman of the Board of Management. At the request of the Chairman, decisions can also be taken outside of board meetings if none of the board members object to this procedure. A meeting is quorate if all Board of Management members are invited to the meeting in good time. Members unable to attend any meeting are entitled to vote in writing, by fax or by telephone. Votes cast by phone must be subsequently confirmed in writing. Except in urgent cases, matters relating to a division for which the responsible board member is not present will only be discussed and decided upon with that member's consent. Unless stipulated otherwise by law or in BMW AG's statutes, the Board of Management makes decisions on the basis of a simple majority of votes cast at meet- ings. Outside of board meetings, decisions are taken on the basis of a simple majority of board members. In the event of a tied vote, the Chairman of the Board of Management has the casting vote. Any changes to the board's terms of reference must be passed unanimously. A board meeting may only be held if more than half of the board members are present. In the event that the Chairman of the Board of Management is not present or is unable to attend a meeting, the member of the board responsible for Finance will represent him. Minutes are taken of all meetings and the Board of Management's resolutions and signed by the Chair- man. Decisions taken by the Board of Management are binding for all employees. of Management, the Sustainability Board, the Oper- ations Committee and the Committee for Executive Management Matters. At its meetings, the Board of Management defines the overall framework for business strategies and the use of resources, takes decisions regarding the implementation of strategies and deals with issues of particular importance to the BMW Group. The full board also takes decisions at a basic policy level relating to the Group's automobile product strategies and product projects inasmuch as these are relevant for all brands. The Board of Man- agement and its committees may, as required and depending on the subject matters being discussed, invite non-voting advisers to participate at meetings. The Supervisory Board holds a minimum of two meet- ings per calendar half-year. Normally, five plenary meetings are held per calendar year. One meeting each year is planned to extend to several days and is used, among other things, to enable an in-depth exchange on strategic and technological matters. The main topics of meetings in the period under report are summarised in the Report of the Supervisory Board. Shareholder representatives and employee representatives generally prepare Supervisory Board meetings separately and occasionally with members of the Board of Manage- ment. Members of the Supervisory Board are specif- ically legally bound to maintain secrecy with respect to confidential reports they receive and confidential discussions in which they partake. The Chairman of the Supervisory Board coordinates work within the Supervisory Board, convenes and chairs its meetings, handles the external affairs of the Supervisory Board and represents it before the Board of Management. The Supervisory Board has a quorum if all members have been invited to the meeting and at least half the members of whom it is required to comprise partic- ipate in the vote. A resolution relating to an agenda item not included in the invitation is only valid if none of the members of the Supervisory Board who were not present at the meeting object to the resolution and if a minimum of two-thirds of the members are present. BMW AG ensures that the Supervisory Board and its committees are appropriately equipped to carry out their duties. This includes providing a central Super- visory Board office to support Chairpersons in their coordination work. In accordance with rules of procedure, the Presiding Board comprises the Chairman of the Supervisory Board and Deputies. The Presiding Board prepares Superviso- ry Board meetings to the extent that the subject matter does not fall within the remit of a committee. This includes, for example, preparing the annual Declaration of Compliance with the German Corporate Governance Code and assessment of Supervisory Board efficiency. 199 200 Statement on Corporate Governance The Supervisory Board, the Presiding Board and com- mittees also meet without the Board of Management when necessary. → Composition and The Personnel Committee prepares decisions of the Supervisory Board with regard to the appointment and, where applicable, removal of members of the Board of Management and, together with the full Supervisory Board and the Board of Management, ensures long- term succession planning. The Personnel Committee also prepares s decisions of the Supervisory Board with regard to Board of Management compensation and the regular review of the compensation system for the Board of Management. In conjunction with resolutions taken by the Supervisory Board regarding the compensation of the Board of Management, the Personnel Committee is responsible for drawing up, amending and revoking employment contracts or, when necessary, to prepare and conclude other relevant contracts with members of the Board of Management. In certain cases, the Personnel Committee is also authorised to grant the necessary approval of a business transaction on behalf of the Supervisory Board. This includes cases of providing loans to members of the Board of Management or Super- visory Board, certain contractual arrangements with members of the Supervisory Board, taking into account related parties, as well as ancillary activities of members of the Board of Management, including acceptance of non-BMW Group supervisory board mandates. The Audit Committee deals in particular with the super- vision of the financial reporting process, effectiveness of the internal control system, the risk management system, internal audit system and compliance as well as the performance of Supervisory Board duties in connection with audits pursuant to § 20 of the German Securities Trading Act (WpHG). It also oversees the audit of financial statements, auditor independence and any additional work performed by the auditor. It prepares the proposal for the election of the auditor at the Annual General Meeting, makes a relevant recommendation, issues the audit engagement and agrees on points of audit focus as well as the auditor's fee. The Audit Committee prepares the Supervisory Board's resolution relating to the Company and Group Financial Statements and discusses interim reports with the Board of Management prior to publication. The Audit Committee also decides on the Supervisory Board's agreement on the use of Authorised Capital 2014 (Article 4 no. 5 of the Articles of Incorporation) and on amendments to the Articles of Incorporation which only affect its wording. In line with the recommendations of the German Cor- porate Governance Code, the Chairman of the Audit Committee is independent, and not a former Chairman of the Board of Management, and has special knowledge and experience in the application of financial reporting standards and internal control procedures. He also fulfils the requirement of being a financial expert as defined by § 100 (5) and § 107 (4) AktG. The Nomination Committee is charged with the task of finding suitable candidates for election to the Super- visory Board as shareholder representatives and to propose them to the Supervisory Board for election at the Annual General Meeting. In line with the recom- mendations of the German Corporate Governance Code, the Nomination Committee is exclusively composed of shareholder representatives. The establishment and composition of a mediation com- mittee are prescribed by the German Co-determination Act. The Mediation Committee has the task of making proposals to the Supervisory Board if a resolution for the appointment of a member of the Board of Management has not been carried by the necessary two-thirds major- ity of members' votes. In accordance with statutory requirements, the Mediation Committee comprises the Chairman and the Deputy Chairman of the Supervisory Board, one member selected by shareholder represent- atives and one by employee representatives. Declaration of the Board of Management and of the Supervisory Board of Bayerische Motoren Werke Aktiengesellschaft with respect to the recommen- dations of the "Government Commission on the German Corporate Governance Code" pursuant to § 161 German Stock Corporation Act Work Procedures of the Supervisory Board of BMWAG and its Committees →Composition and Work Procedures of the Board of Members of the Supervisory Board may not delegate their duties to others. However, the Supervisory Board, the Presiding Board and the committees may call on experts and informed persons to attend meetings and advise on specific matters. The number of meetings held by the Presiding Board and committees depends on requirements. The Pre- siding Board, the Personnel Committee and the Audit Committee generally hold several meetings in the course of the year (see "Report of the Supervisory Board" for details of the number of meetings held in 2016). Resolutions of the Supervisory Board are generally passed by a simple majority. The German Co-determina- tion Act contains specific legal requirements with regard to majorities and technical procedures, particularly with regard to the appointment and removal of management board members and the election of Chairman or Deputy Chairman of the Supervisory Board. In the event of a tied vote in the Supervisory Board, the Chairman of the Supervisory Board has two votes in a renewed vote, assuming it also results in a tie. In practice, resolutions are regularly passed by the Supervisory Board and its committees at meetings. Supervisory Board members who are not present can submit their vote in written, fax or electronic form via another Supervisory Board member. This rule also applies for the second vote of the Chairman of the Supervisory Board. The Chairman of the Supervisory Board can also grant a period of time in which all mem- bers not present at a meeting may retrospectively vote. In special cases, resolutions may also be passed outside of meetings, in particular in writing, by fax or by elec- tronic means. Resolutions and meetings are recorded in minutes, which are signed by the relevant Chairman. Following its meetings, the Supervisory Board generally requests information on new vehicle models in the form of a short presentation. Following the election of a new Supervisory Board member, the Corporate Governance Officer informs the new member of the main framework for performing duties, in particular the BMW Group Corporate Gov- ernance Code and individual contributions required in circumstances which trigger reporting obligations or are subject to Supervisory Board approval. Members of the Supervisory Board of BMW AG take care to ensure that they have sufficient time to perform their mandate. If members of the Supervisory Board of BMW AG are also members of the management board of a listed company, they may not accept more than three mandates on non-BMW Group supervisory boards of listed companies or in other bodies with comparable requirements. Member since 1997 In line with the rules of procedure for the activities of the plenum, the Supervisory Board has set out proce- dural rules for the Presiding Board and committees. Committees only have a quorum when all members participate. Committee resolutions are passed by a simple majority, unless otherwise stipulated by law. Members of the Supervisory Board of BMW AG are obliged to act in the best interest of the organisation as a whole. They may not pursue personal interests in their decisions or take advantage of business opportunities intended to benefit the BMW Group. In proposing candidates for election as members of the Supervisory Board, care is taken that the Supervisory Board collectively has the required knowledge, skills and expertise to perform its tasks appropriately. The Supervisory Board has stated specific targets for its composition (see section “Composition targets for the Supervisory Board"). Members of the Supervisory Board are responsible for undertaking any training required for the performance of their duties. The Company provides them with appro- priate assistance therein. Taking into account the specific circumstances of the BMW Group and the number of Board members, the Supervisory Board has set up a Presiding Board and four committees: the Personnel Committee, the Audit Committee, the Nomination Committee and the Medi- ation Committee (see "Overview of Supervisory Board committees and their composition"). These serve to raise the efficiency of the Supervisory Board's work and facilitate handling of complex issues. Establishment and function of a mediation committee is prescribed by law. Committee chairpersons report in detail on committee work at each plenary meeting of the Supervisory Board. Composition of the Presiding Board and the committees is based on legal requirements, the Articles of Incor- poration, rules of procedure and corporate governance principles, while taking into particular account the expertise of Board members. According to the rules of procedure, the Chairman of the Supervisory Board is, by virtue of this function, member and Chairman of the Presiding Board, the Personnel Committee and the Nomination Committee. Members of the Supervisory Board are obliged to inform the Supervisory Board of any conflicts of interest, in particular those resulting from a consulting or executive role with clients, suppliers, lenders or other business partners, so that the Supervisory Board can report to the shareholders at the Annual General Meeting on its treatment of the issue. Material and non-temporary conflicts of interest of a Supervisory Board member result in a termination of mandate. Statement on Corporate Governance The Supervisory Board regularly assesses the efficiency of its activities. To this end, shared discussion is con- ducted within the Supervisory Board and individual meetings held with the Chairman, prepared on the basis of a questionnaire sent in advance, which is drawn up by the Supervisory Board. 195 Member since 1999 Chairman of the Works Council, Landshut Prof. Dr. rer. pol. Renate Köcher (*1952) Member since 2008 Director of Institut für Demoskopie Allensbach Gesellschaft zum Studium der öffentlichen Meinung mbH Mandates Allianz SE (until 3 May 2017) Infineon Technologies AG Nestlé Deutschland AG Willibald Löw¹ (*1956) Robert Bosch GmbH Member from 2014 to 31 December 2016 Head of Product Line BMWi Simone Menne (*1960) Member since 2015 Member of Management of Boehringer Ingelheim Gruppe, Finance (since 1 September 2016) Ulrich Kranz³ (*1958) Mandates Städtisches Klinikum München GmbH KraussMaffei Group GmbH 196 Mandates ALTANA AG (Deputy Chairman) SGL Carbon SE (Chairman) UnternehmerTUM GmbH (Chairman) Dr. h.c. Robert W. Lane (*1949) MAN Truck & Bus AG Member since 2009 Deere & Company Mandates General Electric Company Horst Lischka² (*1963) Member since 2009 General Representative of IG Metall Munich Former Chairman and Chief Executive Officer of - Mandates - Member of the Works Council, Munich Brigitte Rödig¹ (*1963) Member since 2013 Member of the Works Council, Dingolfing Jürgen Wechsler² (*1955) Member since 2011 Dr. Dominique Mohabeer¹ (*1963) Member since 2012 Mandates Schaeffler AG (Deputy Chairman) Siemens Healthcare GmbH (Deputy Chairman) Werner Zierer¹ (*1959) Member since 2001 - Chairman of the Works Council, Regensburg - Membership of equivalent national or foreign boards of business enterprises. Regional Head of IG Metall Bavaria ³ Employee representatives (members of senior management). Deutsche Post AG Membership of other statutory supervisory boards. LSG Lufthansa Service Holding AG (Chairman) (until 31 December 2016) (until 31 December 2016) Lufthansa Technik AG (until 31 December 2016) Lufthansa Cargo AG FWB Frankfurter Wertpapierbörse (Exchange Council) (until 31 August 2016) Miles & More GmbH (Chairman Advisory Board) (until 31 August 2016) 1 Employee representatives (company employees). ² Employee representatives (union representatives). Delvag Luftfahrtversicherungs-AG (Chairman) (until 31 August 2016) At least two members should have international management experience. Composition objectives of the Supervisory Board, diversity concept When selecting an individual for a particular Board of Management position, the Supervisory Board decides in the best interest of the Group and after due con- sideration of all relevant circumstances. In accordance with the recommendation of the German Corporate Governance Code, the Supervisory Board has set a standard age limit for Board of Management membership. This aims at a retirement age of 60. Consideration is also given to achieving an appropriate age-mix within the Board of Management. To this end, the Supervisory Board has approved the following concrete objectives for its composition, tak- ing into account recommendations contained in the German Corporate Governance Code. These objectives also describe the concept for achieving diversity in the composition of the Supervisory Board (diversity concept): The Supervisory Board has stipulated a target for the proportion of women on the Board of Management. This is outlined in the section “Disclosures pursuant to the Act on Equal Gen- der Participation”. The Board of Management reports to the Personnel Committee and the Supervisory Board at regular intervals on the proportion and development of women in senior management positions, in particular at executive levels. The Board of Management should collectively have extensive experience in the fields of devel- opment, production, sales and marketing, finances and human resources. At least two members of the Board of Manage- ment should have a technical background. The Supervisory Board is to be composed in such a way that its members collectively possess the knowledge, skills and experience required to properly perform its tasks. The Supervisory Board, in collaboration with the Personnel Committee and the Board of Management, ensures long-term succession planning. In their assess- ment of candidates for Board of Management posi- tions, the underlying suitability criteria applied by the Supervisory Board are expertise in the relevant function, outstanding leadership qualities, proven track record and knowledge of the Company. The Supervisory Board has adopted a diversity concept for the composition of the Board of Management, which is also aligned with recommendations of the German Corporate Governance Code. In considering which individuals would best complement the Board of Management, the Supervisory Board also takes diversity into account. The criteria diversity is taken by the Supervisory Board to encompass in particular different, mutually comple- mentary profiles, professional and life experiences also at the international level and an appropriate gender representation. In reaching its decisions, the Supervi- sory Board also considers the following: - - - - Board of Management succession planning, diversity concept Work Procedures of the Supervisory Board of BMWAG and its Committees - → Composition and The members of the Board of Management should have a long-standing track record of management experience, ideally with experi- ence in different professional fields. Four members of the Supervisory Board should if possible have international experience or specialist knowledge of one or more non-German markets important to the BMW Group. →Composition and Three of the shareholder representatives in the Supervisory Board should if possible be entre- preneurs or persons who have previous experi- ence in the management or supervision of another medium or large-sized company. Statement on Corporate Governance DISCLOSURES PURSUANT TO THE ACT ON EQUAL GENDER PARTICIPATION - TARGETS FOR THE PROPOR- TION OF WOMEN ON THE BOARD OF MANAGEMENT AND AT EXECUTIVE MAN- AGEMENT LEVELS I AND II Board, is provided in the section “Statement on Cor- porate Governance". Based on this information, it is evident that the Supervisory Board of BMW AG very diversified, with significantly more than the targeted four members having international experi- ence or specialist knowledge with regard to one or more of the non-German markets important to the BMW Group. In-depth knowledge and experience from within the enterprise are provided by seven employee representatives, as well as the Chairman of the Supervisory Board. Only one previous Board of Management member holds office in the Supervisory Board. At least four members of the Supervisory Board have experience in managing another company. The Supervisory Board also has three entrepreneurs as members. Most of the members of the Supervisory Board – including employee representatives – have experience in supervising another medium-sized or large company. Moreover, more than three members of the Supervisory Board have experience and special- ist knowledge in subjects relevant for the future of the BMW Group, such as customer requirements, mobility, resources, sustainability and information technology. For the purpose of assessing the independence of its members, the Supervisory Board follows the recom- mendations of the German Corporate Governance Code. In the opinion of the Supervisory Board, the fact that a member has a substantial shareholding in the Company, or holds office as an employee representative, or was previously a member of the Board of Management, does not rule out that he or she is independent. A substantial and not merely temporary conflict of interests within the meaning of section 5.4.2. of the German Corporate Governance Code does not apply to any of the Supervisory Board members. Employees holding office in the Supervi- sory Board are protected by law when performing their duties. All other Supervisory Board members have a sufficient degree of economic independence from the Company. Business with entities, in which the members of the Supervisory Board carry out a significant function, is conducted on an arm's length basis. The Supervisory Board has therefore concluded that all of its members are independent. At least three members meet the requirements for being designated as an independent financial expert. At the end of the reporting period, the Supervisory Board had six female members (30%), comprising three shareholder representatives and three employee representatives. The Supervisory Board has 14 male members (70%), comprising seven shareholder representatives and seven employee representatives. The Company there- fore complies with the statutory gender quota of at least 30% female members applicable in Germany since 1 January 2016. The Supervisory Board does not currently have any members more than 70 years old. is Work Procedures of the Supervisory Board of BMWAG and its Committees → Disclosures Pursuant to the Act on Equal Gender Participation- Targets for the Proportion of Women on the Board of Management and at Executive Manage- ment Levels I and II → Information on Cor- porate Governance Practices applied Beyond Mandatory Requirements Statement on Corporate Governance 204 203 The Supervisory Board should include if possi- ble seven members who have acquired in-depth knowledge and experience within the BMW Group, though no more than two former members of the Board of Management. In the Supervisory Board's opinion, its composition as at 31 December 2016 fulfilled the composition objectives detailed above. In order to make it easier to assess the actual composition and composition targets, brief curricula vitae of the current members of the Supervisory Board are available on the Company's website at → www.bmwgroup.com. Information relating to members' practised professions and to mandates in other statutory supervisory boards and equivalent national or foreign company boards, including the length of their periods of service on the Supervisory As a general rule, members of the Supervisory Board should not hold office for longer than until the end of the Annual General Meeting at which the resolution is passed ratifying the member's activities for the 14th financial year after the beginning of the member's first period of office. This excludes the financial year in which the first period of office began. This rule does not apply to natural persons who either directly or indirectly hold significant investments in the Company. In the Company's interest, deviation from the general maximum period is possible, for instance in order to work towards another composition target, in particular diversi- ty of gender and technical, professional and per- sonal backgrounds. An age limit for membership of the Supervisory Board of 70 years should generally be applied. In exceptional cases, members may remain on the Board until the end of the next Annual Gen- eral Meeting after reaching the age of 73, in order to fulfil legal requirements or to facilitate smooth succession in the case of key roles or specialist qualifications. No persons carrying out directorship functions or advisory tasks for important competitors of the BMW Group may belong to the Supervisory Board. In compliance with applicable legisla- tion, members of the Supervisory Board are to take care that no persons will be nominated for election with whom a serious, non-temporary conflict of interests could arise due to other activities and functions carried out by them out- side the BMW Group, in particular advisory activities or directorships with customers, sup- pliers, creditors or other business partners. Two independent members of the Supervisory Board should have expert knowledge of accounting or auditing. Of the 20 members of the Supervisory Board at least twelve should be independent members within the meaning of section 5.4.2 of the Ger- man Corporate Governance Code, including at least six as representatives of the Company's shareholders. When seeking qualified individuals for the Supervisory Board whose specialist skills and leadership qualities are most likely to strength- en the Board as a whole, consideration is also to be given to diversity. When preparing nomi- nations, the extent to which the work of the Supervisory Board would benefit from diversi- fied professional and personal backgrounds (including international aspects) and from an appropriate gender representation is also to be taken into account. It is the joint responsibility of all those participating in the nomination and election process to ensure that qualified wom- en are considered for Supervisory Board mem- bership. Three members of the Supervisory Board should if possible be figures from the worlds of busi- ness, science or research who have experience in areas relevant to the BMW Group, e.g. chem- istry, energy supply, information technology, or who have specialist knowledge in fields relevant for the future of the BMW Group, e.g. custom- er requirements, mobility, resources or sustain- ability. - The time schedule set by the Supervisory Board for achieving the above-mentioned composition targets is the period up to 31 December 2017. Proposals for nomination made by the Supervisory Board at the Annual General Meeting - insofar as they apply to shareholder Supervisory Board members - should take account of these objectives in such a way that they can be achieved with the support of the appro- priate resolutions at the Annual General Meeting. The Annual General Meeting is not bound by nominations for election proposed by the Supervisory Board. The freedom of employees to vote for the employee mem- bers of the Supervisory Board is also protected. Under the rules stipulated by the German Co-Determination Act, the Supervisory Board does not have the right to nominate employee representatives for election. The objectives which the Supervisory Board has set itself with regard to its composition are therefore not intended to be instructions to those entitled to vote or restrictions on their freedom to vote. 202 - 2 (Independent) financial expert within the meaning of §§ 100 (5) and 107 (4) AktG, no. 5.3.2 GCGC. The Act on Equal Participation of Women and Men in Executive Positions in the Private and the Public Sector ("Act on Equal Gender Participation") was passed into German law in 2015. ― supervision of external audit, in particular auditor independence and additional work performed by external auditor supervision of the financial reporting process, the effectiveness of the internal control system, the risk management system, internal audit arrangements and compliance as well as the performance of Supervisory Board duties in connection with audits pursuant to § 20 of the German Securities Trading Act (WpHG) AUDIT COMMITTEE Norbert Reithofer¹ Manfred Schoch Stefan Quandt Stefan Schmid Karl-Ludwig Kley ― set up in accordance with the recommendation contained in the German Corporate Governance Code, activities based on terms of reference members, including acceptance of non-BMW Group supervisory mandates as well as the approval of transactions requiring Supervisory Board approval by dint of law (e.g. loans to Board of Management or Supervisory Board members) conclusion, amendment and revocation of employment contracts (in conjunction with the resolutions taken by the Supervisory Board regarding the compensation of the Board of Management) and other contracts with members of the Board of Management ― decisions relating to the approval of ancillary activities of Board of Management preparation of proposals for election of external auditor at Annual General Meeting, engagement of external auditor and compliance of audit engagement, determination preparation of decisions relating to the appointment and revocation of appointment of members of the Board of Management, the compensation and the regular review of the Board of Management's compensation system Norbert Reithofer¹ Manfred Schoch Stefan Quandt Stefan Schmid Karl-Ludwig Kley Members preparation of Supervisory Board meetings to the extent that the subject matter to be discussed does not fall within the remit of a committee -activities based on terms of reference - PRESIDING BOARD Principal duties, basis for activities and their composition Overview of Supervisory Board committees PERSONNEL COMMITTEE of areas of audit emphasis and fee agreements with external auditor preparation of Supervisory Board's resolution on Company and Group Financial Statements 1 Chair. (In accordance with statutory requirements, the Mediation Committee comprises the Chairman and Deputy Chairman of the Supervisory Board and one member each selected by shareholder representatives and employee representatives.) Manfred Schoch Stefan Quandt Stefan Schmid Norbert Reithofer ― committee required by law proposal to Supervisory Board if resolution for appointment of Board of Management member has not been carried by the necessary two-thirds majority of Supervisory Board members' votes - MEDIATION COMMITTEE (In line with the recommendations of the German Corporate Governance Code, the Nomination Committee comprises only shareholder representa- tives.) Norbert Reithofer¹ Susanne Klatten Karl-Ludwig Kley Stefan Quandt ― establishment in accordance with the recommendation contained in the German Corpo- rate Governance Code, activities based on terms of reference ― identification of suitable candidates (male/female) as shareholder representatives on the Supervisory Board to be put forward for inclusion in the Supervisory Board's proposals for election at the Annual General Meeting NOMINATION COMMITTEE German Corporate Governance Code, activities based on terms of reference establishment in accordance with the recommendation contained in the - amendments to Articles of Incorporation only affecting wording Karl-Ludwig Kley 1,2 Norbert Reithofer Manfred Schoch Stefan Quandt Stefan Schmid ― decision on approval for utilisation of Authorised Capital 2014 discussion of interim reports with Board of Management prior to publication 201 In accordance with this legislation, the Supervisory Board of BMW AG is required to set a target for the proportion of women on its Board of Management and a time frame for meeting this target. Likewise, the Board of Management of BMW AG is required to estab- lish targets and a time frame for attaining these targets with respect to the two executive management levels below the Board of Management. As its target for the Board of Management through to 31 December 2016, the Supervisory Board had stipulated that the Board of Management should continue to have at least one female member. This target was achieved: the Board of Management has one female member (12.5%). - For the first target attainment time frame up to 31 December 2016, target ranges of 10 to 12% and 6 to 8% respectively were set by the Board of Management for the proportion of women to be represented in the first and second levels of executive management. On 31 December 2016, the proportion of women within the first and second executive management levels A coordinated set of instruments and measures is employed to ensure that the BMW Group, its repre- sentative bodies, its managers and staff act in a lawful manner. Particular emphasis is placed on compliance with antitrust legislation and the avoidance of corrup- tion risks. Compliance measures are supplemented by a whole range of internal policies, guidelines and instructions, which in part reflect applicable legisla- tion. The BMW Group Policy "Corruption Prevention" and the BMW Group Instruction "Corporate Hospi- tality and Gifts" deserve particular mention: these documents deal with lawful handling of gifts and benefits and define appropriate assessment criteria and approval procedures for specified actions. In 2016 a new BMW Group Policy "Antitrust Compliance", was introduced in 2016 to establish binding rules of conduct for all employees across the BMW Group to prevent unlawful restriction of competition. The Board of Management keeps track of and analyses compliance-related developments and trends on the basis of the Group's compliance reporting and input from the BMW Group Compliance Committee. Meas- ures to improve the Compliance Management System are initiated on the basis of identified requirements. In 2016, to strengthen local compliance manage- ment, local compliance functions were established at 69 BMW Group affiliated companies. Their activi- ties follow a standardised management process with clearly defined tasks and responsibilities. The Chairman of the BMW Group Compliance Com- mittee keeps the Audit Committee (which is part of the Supervisory Board) informed on the current status of compliance activities within the BMW Group, both on a regular and a case-by-case basis as the need arises. → Compliance in the BMW Group Statement on Corporate Governance 208 207 The decisions taken by the BMW Group Compliance Committee are drafted in concept, and implement- ed operationally, by the BMW Group Compliance Committee Office. The BMW Group Compliance Committee Office comprises 13 employees and is allocated in organisational terms to the Chairman of the Board of Management. Compliance Governance and Processes Compliance Training Compliance measures are determined and priori- tised on the basis of a group-wide compliance risk assessment covering all 340 organisational units and functions worldwide within the BMW Group. The assessment of compliance risks is updated annually. Measures are realised with the aid of a regionally structured compliance management team covering all parts of the BMW Group, which oversees a network of more than 210 Compliance Responsibles. SpeakUP Line Compliance Compliance Reporting Compliance Communication Legal Compliance Code and Regulations Compliance Instruments and Measures of the BMW Group Annual Compliance Reporting Network Company-wide Compliance BMW Group Compliance Committee ← Office BMW Group Compliance Committee Contact and The various elements of the BMW Group Compliance Management System are shown in the diagram on the previous page and are applicable for all BMW Group organisational units worldwide. To the extent that additional compliance requirements apply to indi- vidual countries or specific lines of business, these are covered by supplementary compliance measures. The BMW Group Legal Compliance Code is the corner- stone of the Group's Compliance Management System, spelling out the Board of Management's commitment to compliance as a joint responsibility ("tone from the top"). This document, which was revised and expanded in 2016, explains the significance of legal compliance and provides an overview of the various areas relevant for the BMW Group. It is available both as a printed brochure and for download in German and English. In addition, translations into nine other languages are available in the BMW Group intranet. Managers in particular bear a high degree of respon- sibility and must set a good example with regard to preventing infringements. Managers throughout the BMW Group acknowledge this principle by signing a written declaration, in which they also undertake to inform staff working for them of the content and significance of the Legal Compliance Code and make them aware of legal risks. Managers must, at regular intervals and on their own initiative, verify compliance with the law and communicate regularly with staff on this issue. Any indication of non-compliance with the law must be rigorously investigated. As its target for the proportion of women on the Board of Management for the time frame from 1 January 2017 to 31 December 2020, the Supervisory Board has stip- ulated that the Board of Management should continue to have at least one female member. Assuming that the Board of Management continues to comprise eight members, this would correspond to a proportion of at least 12.5%. The Supervisory Board considers it desirable to increase the proportion of women on the Board of Management and fully supports the Board of Management's endeavours to increase the proportion of women at the highest executive management levels within the BMW Group. Shareholdings of members of the Board of Management and the Supervisory Board The members of the Supervisory Board of BMW AG hold in total 27.99% of the Company's shares of com- mon and preferred stock (2015: 43.00%), of which 16.25% (2015: 31.26%) relates to Stefan Quandt, Germany, and 11.73% (2015: 26.74%) to Susanne Klatten, Germany. The change from the previous year is almost entirely due to shares held by Johanna Quandt GmbH & Co. KG für Automobilwerte no longer being attributed to Stefan Quandt and Susanne Klatten following the dissolution of the community of heirs. The shareholdings of the members of the Board of Management total less than 1% of all issued shares. Pursuant to Article 19 of the EU Market Abuse Regu- lation (MAR), members of the Board of Management and the Supervisory Board and any persons closely related to those members are required to give notice to BMW AG and the Federal Agency for the Super- vision of Financial Services (BaFin) of transactions with equity or debt instruments of BMW AG or with related derivatives or other financial instruments, if the total sum of such transactions reaches or exceeds an amount of €5,000 during any given calendar year. BMW AG publishes such information without delay and communicates it to the Companies Register for archiving. Notice of publication is issued to the Federal Agency for the Supervision of Financial Ser- vices. Securities transactions notified to BMW AG during the financial year 2016 are also reported on the Company's website. Reportable securities transactions ("Managers' transactions") In the interest of investor protection and to ensure that the BMW Group complies with regulations relating to potential insider information, the Board of Management appointed an Ad-hoc Committee back in 1994, consisting of representatives of various specialist departments, whose members examine the relevance of issues for ad-hoc disclosure purposes. All persons working on behalf of the company who have access to insider information in accordance with existing rules have been, and continue to be, included in a corresponding, regularly updated list and informed of the duties arising from insider rules. Compliance is also an important factor in safeguarding the future of the BMW Group workforce. With this in mind, the Board of Management and the national and international employee representative bodies of the BMW Group have agreed on a binding set of Joint Principles for Lawful Conduct. In doing so, all parties involved made a commitment to the principles contained in the BMW Group Legal Compliance Code and to trustful cooperation in all matters relating to compliance. Employee representatives are therefore regularly involved in the process of refining compli- ance measures within the BMW Group. The BMW Group underlined its position back in 2005 with the Joint Declaration on Human Rights and Working Conditions at the BMW Group. This was followed by systematic introduction and upgrading of measures to protect human rights. Henceforth, these already established measures were integrated into the BMW Group's group-wide Compliance Management System in 2016. The BMW Group is committed to respecting inter- nationally recognised human rights, in particular the UN Guiding Principles on Business and Human Rights, the ten principles of the UN Global Compact and the ILO Core Labour Conventions. The company focuses on topics and areas of activity where it can leverage its influence as a commercial enterprise. → Compliance in the BMW Group Statement on Corporate Governance 210 209 In the same way that the BMW Group is committed to lawful and responsible conduct, it expects no less from its business partners. In 2012, the BMW Group developed a new Business Relations Compliance pro- gramme aimed at ensuring the reliability of its business relations. Relevant business partners are checked and evaluated with a view to identifying potential compli- ance risks. These procedures are particularly relevant for relations with sales partners and service providers, such as agencies and consultants. Depending on the results of the evaluation, appropriate measures - such as communication measures, training and possible monitoring - are implemented to manage compliance risks. The Business Relations Compliance programme has already been introduced in 37 organisational units since its launch and, over the coming years, will be rolled out successively throughout the BMW Group's worldwide sales organisation. In 2016, the company also continued integrating compliance clauses to pro- tect contractual relationships into dealer and importer contracts. An IT system to verify customer integrity was developed and introduced in 20 markets under expanded anti-money-laundering measures. To avoid this, BMW Group employees are kept fully up-to-date with the instruments and measures used by the Compliance Management System via various internal channels. As of 2014, all new staff receive a welcome email underscoring the BMW Group's special commitment to compliance when they join the company. The central means of communication is the Compliance website within the BMW Group's intranet, where employees can find compliance- related information and access training materials in both German and English. The website contains a special service area where various practical tools are made available to employees to help them deal with typical compliance-related matters. Since mid-2015, BMW Group employees have also had access to an IT system, which helps them verify legal admissibility and approve and document benefits, especially in connection with corporate hospitality. It is essential that employees are aware of and comply with applicable legal regulations. The BMW Group does not tolerate violations of the law by its employees. Culpable violations of the law result in employment- contract sanctions and may involve personal liability consequences for the employee involved. Compliance with and implementation of the Legal Compliance Code are audited regularly by Corporate Audit and subjected to control checks by Corporate Security and the BMW Group Compliance Committee Office. As part of its regular activities, Corporate Audit carries out on-site audits. The BMW Group Compli- ance Committee also engages Corporate Audit to perform compliance-specific checks. In addition, three BMW Group Compliance Spot Checks, sample tests specifically designed to identify potential corruption risks, were carried out in 2016. Compliance control activities are coordinated by the BMW Group Panel Through the group-wide reporting system, Com- pliance Responsibles throughout the BMW Group report on compliance-relevant issues to the Compli- ance Committee on a regular basis, and, if necessary, on an ad hoc basis. This includes reporting on the compliance status of the relevant organisational units, on identified legal risks and incidences of non-com- pliance, as well as on corrective or preventative measures implemented. Compliance-related queries and concerns are documented and followed up by the BMW Group Compliance Committee Office using an electronic Case Management System. If necessary, Corporate Audit, Corporate Security, the Works Council and legal departments may be called upon to assist in the investigation process. Employees also have the opportunity to submit infor- mation - anonymously and confidentially - via the BMW Group SpeakUP Line about possible breaches of the law within the company. The BMW Group SpeakUP Line is available in a total of 34 languages and can be reached via local toll-free numbers in all countries in which BMW Group employees are engaged in activities. In order to avoid legal risks, all members of staff are expected to discuss compliance matters with their managers and with the relevant departments within the BMW Group, in particular Legal Affairs, Corporate Audit and Corporate Security. The BMW Group Com- pliance Contact serves as a further point of contact for both employees and non-employees for any questions regarding compliance. Additional compliance coaching has also been imple- mented for international sales and financial service locations in local markets. These multi-day classroom seminars strengthen the understanding of compliance in selected organisational units and enhance cooper- ation between the central BMW Group Compliance Committee Office and decentralised compliance offices. In 2016, market coaching was conducted in Italy, Belgium, Austria, China and Japan. In addition to this basic training, more in-depth training is also provided to certain groups of staff on specific compliance issues. Since 2013, employees have been trained related to an extended Antitrust law training, targeting employees who come into con- tact with antitrust-related issues as a result of their functions within sales and marketing, purchasing, production or development. Around 16,900 employees have already completed this training. The relevant divisions also implemented and stepped up further antitrust compliance measures and processes in 2016 to make employees who participate in meetings with competitors or work with suppliers or sales partners sufficiently aware of antitrust risks. More than 32,500 managers and staff worldwide have received training in essential compliance matters since the introduction of the BMW Group Compli- ance Management System. The training material is available on an Internet-based training platform in German and English and includes a final test. Suc- cessful completion of the training programme, which is documented by a certificate, is mandatory for all BMW Group managers. Appropriate processes are in place to ensure that all newly recruited managers and promoted staff undergo compliance training. In this way, the BMW Group ensures full training coverage for its managers in compliance matters. Annual Report Board of Management BMW AG Compliance Controls. Any necessary follow-up meas- ures are organised by the BMW Group Compliance Committee Office. Supervisory Board BMW AG We reflect on our actions, respect each other, offer clear feedback and celebrate success. Appreciation We take consistent decisions and commit to them personally. This allows us to work freely and more effectively. Responsibility Within the BMW Group, the Board of Management, the Supervisory Board and the employees base their actions on five core values which are the cornerstone of the success of the BMW Group: Core values CORPORATE GOVERNANCE PRACTICES APPLIED BEYOND MANDATORY REQUIREMENTS INFORMATION ON During 2016, the proportion of women in both the workforce as a whole and in management positions increased, reflecting the positive impact of long-term measures, dialogue and information events. Further information on the topic of diversity within the BMW Group can be found in the section "Workforce". Diversity contributes to greater competitiveness and innovation at BMW Group. Working together in mixed, complementary teams raises performance levels and helps sharpen the focus on the customer. The requirement of an appropriate gender balance is seen as an essential component of the BMW Group's diversity concept. Further increase in the proportion of women therefore remains an objective of the Board of Management. Transparency Function level II Function levell 12 in % → 65 at BMW AG Proportion of female executives within management/function levels I and II Top management within the BMW Group is structured in terms of functions, following a consistent job eval- uation system based on Mercer. For the next target attainment time frame, which has been selected to run to 31 December 2020, the Board of Management has set target ranges of 10.2 - 12% for the first level of executive management and 8 – 10% for the second. Annual Report stood at 10.2% and 6.3% respectively. The targets were therefore achieved within the stipulated time frame. 6.3 We acknowledge concerns and identify inconsisten- cies in a constructive way. We act with integrity. 10.2 We trust and rely on each other. This is essential if we are to act swiftly and achieve our goals. Compliance Risk Analysis Compliance Investigations and Controls Trust BMW Group Compliance Management System → 66 The BMW Group Compliance Committee reports regularly to the Board of Management on all compli- ance-related issues, including the progress made in refining the BMW Group Compliance Management System, details of investigations performed, known infringements of the law, sanctions imposed and corrective/preventative measures implemented. This ensures that the Board of Management is immediately notified of any cases of particular significance. The BMW Group Compliance Committee comprises the heads of the following departments: Legal Affairs, Corporate and Governmental Affairs, Corporate Audit, Group Reporting, Organisational Development and Corporate Human Resources. It manages and moni- tors activities necessary to avoid non-compliance with the law. These activities include training, information and communication measures, compliance controls and following up cases of non-compliance. Responsible and lawful conduct is fundamental to the success of the BMW Group. It is an integral part of our corporate culture and the reason why customers, shareholders, business partners and the general public place their trust in us. The Board of Management and the employees of the BMW Group are obliged to act responsibly and in compliance with applicable laws and regulations. COMPLIANCE IN THE BMW GROUP We also work in close partnership with our suppliers and promote their commitment to sustainability. Sustainable business management can only be effective, however, if it covers the entire value-added chain. That is why the BMW Group not only sets high standards for itself, but also expects its suppliers and partners to meet the ecological and social standards it sets and strives continually to improve the efficiency of processes, measures and activities. For instance, we consistently require our dealers and importers to comply with ecological and social standards on a contractual basis. Moreover, corresponding criteria are embedded throughout the entire purchasing system - including in enquiries to suppliers, in the sector-wide OEM Sustainability Questionnaire, in our purchasing terms and in our evaluation of suppli- ers in order to promote sustainability aspects in line with the BMW Group Sustainability Standard. The BMW Group expects suppliers to ensure that the BMW Group's sustainability criteria are also adhered to by their sub-suppliers. Purchasing terms and con- ditions and other information relating to purchasing can be found in the publicly available section of the BMW Group Partner Portal at → https://b2b.bmw.com. Further information on social responsibility towards employees can be found in the section "Workforce". For the BMW Group, worldwide compliance of these fundamental principles and rights is self-evident. Since 2005 employees' awareness of this issue has therefore been raised by means of regular internal communications and training on recent developments in this area. The “Compliance Contact” helpline and the BMW Group SpeakUP Line are available to employees wishing to raise queries or complaints relating to human rights issues. With effect from 2016, human rights have been incorporated as an integral component of the BMW Group's worldwide Compli- ance Management System, representing a further step in the systematic implementation of the UN Guiding Principles on Business and Human Rights. This principle has been embedded in BMW Group's internal rules of conduct for many years. In order to protect itself systematically against compliance-relat- ed and reputational risks, the Board of Management created a Compliance Committee several years ago, mandated to establish a worldwide Compliance Management System throughout the BMW Group. The BMW Group stands by its social responsibilities. Our corporate culture combines the drive for success with openness, trust and transparency. We are well aware of our responsibility towards society. Socially sustainable human resource policies and compliance with social standards are based on various interna- tionally recognised guidelines. The BMW Group is committed to the OECD's guidelines for multinational companies and the contents of the ICC Business Charter for Sustainable Development. Details of the contents of these guidelines and other relevant infor- mation can be found at → www.oecd.org and www.iccwbo.org. The Board of Management signed the United Nations Global Compact in 2001 and, in 2005, together with employee representatives, issued a "Joint Declaration on Human Rights and Working Conditions in the BMW Group". This Joint Declaration was reconfirmed in 2010. With the signature of these documents, we have given our commitment to abide worldwide by internationally recognised human rights and with the fundamental working standards of the International Labour Organization (ILO). These include in particular freedom of employment, the principle of non-dis- crimination, freedom of association and the right to collective bargaining, the prohibition of child labour, appropriate remuneration, regulated working times and compliance with work and safety regulations. The complete text of the UN Global Compact and the recommendations of the ILO and other relevant information can be found at → www.unglobal.compact.org and → www.ilo.org. The Joint Declaration on Human Rights and Working Conditions in the BMW Group can be found at www.bmwgroup.com under the menu items "Downloads" and "Responsibility". We are excited by change and open to new opportu- nities. We learn from our mistakes. Openness 206 205 →Information on Cor- porate Governance Practices applied Beyond Mandatory Requirements Statement on Corporate Governance → Compliance in the BMW Group Social responsibility towards employees and along the supplier chain Present value of pension obliga- tions (defined benefit plans), Service cost in accordance with HGB for the in accordance with IFRS6 Total5 financial year 20165 financial year 20165 Service cost in accordance with Oliver Zipse Total³ Peter Schwarzenbauer Ian Robertson Klaus Fröhlich Present value of pension obliga- tions (defined benefit plans), in accordance Markus Duesmann¹ Friedrich Eichiner² Klaus Draeger4 with HGB6 1,879,851 510,811 87,500 Milagros Caiña Carreiro-Andree (1,427,072) (1,427,599) (364,656) (360,767) 1,879,263 360,785 358,490 (3,992,702) (3,993,819) (358,331) (175,287) 4,763,838 4,764,941 507,444 Harald Krüger (34,245) Pension entitlements 435,753 68,865 (34,375) 111,253 76,878 (497,259) (133,415) 489,900 127,176 (-) 2,130 2,130 (497,690) (90,275) 87,500 (224,354) in € (491,185) 196,362 5 Disclosures for the previous year include amounts relating to a member of the Board of Management who left office during the financial year 2015. "Member of the Board of Management until 31 December 2016. 3 Member of the Board of Management since 1 October 2016. ² Member of the Board of Management until 30 September 2016. 1 Provisional number or provisional monetary value calculated on the basis of the closing price of BMW common stock in the Xetra trading system on 30 December 2016 (88.75 €) (fair value at reporting date). (2,959,655) (1,106,057) 2,614,266 829,579 (9,915) (9,915) 71,285 61,370 (100,747) (59,311) 95,615 622,236 → Compensation (-) 6 Based on a legal right to receive the benefits already promised to them, Board of Management members appointed for the first time prior to 1 October 2010 were given the option of choosing between the previous defined benefit model and the new defined contribution model. 219 220 Statement on Corporate Governance Report 2. Supervisory Board compensation Responsibilities, regulation pursuant to Articles of Incorporation The compensation of the Supervisory Board is specified either by a resolution of the shareholders at the Annu- al General Meeting or in the Articles of Incorporation. The compensation regulation valid for the financial year under report was resolved by shareholders at the Annual General Meeting on 14 May 2013 and is set out in Article 15 of BMW AG's Articles of Incorpo- ration, which can be viewed and/or downloaded at → www.bmwgroup.com/ir under the menu items "Facts about the BMW Group" and "Corporate Governance". Compensation principles, compensation components The Supervisory Board of BMW AG receives a fixed compensation component as well as a Company per- formance-related compensation component, which is oriented toward sustainable growth and based on a multi-year assessment. The Company performance- related component is based on average earnings per share of common stock for the remuneration year and the two preceding financial years. The fixed and performance-related components in combination are intended to ensure that the compen- sation of Supervisory Board members is appropriate in relation to the tasks of Supervisory Board members and the Company's financial condition and also takes account of business performance over several years. In accordance with the Articles of Incorporation, each member of BMW AG's Supervisory Board receives, in addition to the reimbursement of reasonable expens- es, a fixed amount of €70,000 (payable at the end of the year) as well as a Company performance-related compensation of €170 for each full €0.01 by which the average amount of (undiluted) earnings per s share (EPS) of common stock reported in the Group Finan- cial Statements for the remuneration year and the two preceding financial years exceed a minimum amount of €2.00 (payable after the Annual General Meeting held in the following year). An upper limit correspond- ing to twice the amount of the fixed compensation is in place for the Company performance-related compensation. The limit for a member of the Supervi- sory Board with no additional compensation-relevant function is therefore set at €140,000. With this combination of fixed compensation ele- ments and a Company performance-related com- pensation component oriented toward sustainable growth, the compensation structure in place for BMW AG's Supervisory Board complies with the rec- ommendation on supervisory board compensation contained in section 5.4.6 paragraph 2 sentence 2 of the German Corporate Governance Code (version dated 5 May 2015). The German Corporate Governance Code also recom- mends in section 5.4.6 paragraph 1 sentence 2 that the exercising of chair and deputy chair positions in the Supervisory Board as well the chair and member- ship of committees should also be considered when determining the level of compensation. Accordingly, the Articles of Incorporation of BMW AG stipulate that the Chairman of the Supervisory Board shall receive three times the amount and each Deputy Chairman shall receive twice the amount of the remu- neration of a Supervisory Board member. Provided the relevant committee convened for meetings on at least three days during the financial year, each chairman of the Supervisory Board's committees receives twice the amount and each member of a committee receives one-and-a-half times the amount of the remuneration of a Supervisory Board member. If a member of the Supervisory Board exercises more than one of the functions referred to above, the compensation is measured only on the basis of the function that is remunerated with the highest amount. In addition, each member of the Supervisory Board receives an attendance fee of €2,000 for each full meeting of the Supervisory Board (Plenum) which the member has attended (payable at the end of the financial year). Attendance of more than one meeting on the same day is not remunerated separately. 5 Service cost differs due to the different valuation bases used to measure pension obligations for HGB purposes (expected settlement amount) and for IFRS purposes (present value of the defined benefit obligation). The Company also reimburses to each member of the Supervisory Board reasonable expenses and any value-added tax arising on the member's remunera- tion. The amounts disclosed below are net amounts. 4 Member of the Board of Management until 30 September 2016. 2 Member of the Board of Management until 31 December 2016. 1,620,978 (221,667) (221,667) (1,188,313) (1,187,721) 2,634,212 (2,301,249) 2,849,067 23,630,940 (2,888,441) (23,198,892) 21,425,612 (22,343,033) 174,793 (184,066) 407,706 (408,960) 7,864,591 5,649,230 (5,251,799) (5,011,606) 1 Member of the Board of Management since 1 October 2016. 3 Disclosures for the previous year include amounts relating to a member of the Board of Management who left office during the financial year 2015. 620,307 For performance of his duties, the Chairman of the Supervisory Board has the use of an office with admin- istrative support, as well as the BMW car service. 1,621,507 (350,000) (350,000) 1,935,142 1,935,142 356,743 354,365 (5,163,692) (5,465,539) (408,960) (201,018) 5,622,284 6,856,658 407,706 189,754 (-) (1,510,725) (1,510,706) 465,494 424,411 4,469,471 357,410 355,045 (1,081,155) (1,081,408) (364,312) (360,305) 1,480,940 1,481,134 359,548 357,203 (2,968,379) (3,279,690) (411,555) (448,139) 3,502,860 408,564 102,338 Oliver Zipse (109,760) Bonus Cash compen- sation for share Share-based compensation programme Chairman of the Board of Management in the second term of appointment or from fourth year in office Member of the Board of Management in the first term of appointment Member of the Board of Management in € p. a. REMUNERATION CAPS (MAXIMUM REMUNERATION) Member of the Board of Management: €350,000-€400,000 Chairman of the Board of Management: €500,000 Pension contributions p. a.: Pension based on amounts credited to individual savings accounts for contributions paid and interest earned, various forms of disbursement Pension of €120,000 p. a. plus fixed amounts based on length of Company and board service acquisition b) Defined contribution system with guaranteed minimum rate of return a) Defined benefits Principal features Model RETIREMENT AND SURVIVING DEPENDANTS' BENEFITS Contractual agreement, main points: use of Company cars, insurance premiums, contributions towards security systems, medical check-up OTHER COMPENSATION Once the four-year holding period requirement is fulfilled, Board of Management mem- bers receive for each three common stock shares held either - at the Company's option - one further share of common stock or the equivalent amount in cash Earmarked cash remuneration equivalent to the amount required to be invested in BMW AG shares, plus taxes and social insurance contributions Requirement for Board of Management members to each invest an amount equivalent to 20% of their total bonus (after tax) in BMW AG common stock May be paid in justified circumstances on an appropriate basis, contractual basis, no entitlement Criteria for the performance factor also include: innovation (economic and ecological, e.g. reduction of CO2 emissions), customer orientation, ability to adapt, leadership accomplishments, corporate culture and promoting integrity, attractiveness as employer, progress in implementing the diversity concept and activities that foster corporate social responsibility Formula: 50% of target bonus x performance factor Primarily qualitative criteria, expressed in terms of a performance factor aimed at measuring the board members' contribution to sustainable and long-term performance and the future viability of the business Quantitative criteria fixed in advance for a period of three financial years Formula: 50% of target bonus x earnings factor x dividend factor (common stock) The earnings factor is derived from the Group net profit and the Group post-tax return on sales (only applies to board members appointed for the first time before 1 January 2010; based on legal right to receive the benefits already promised to them, this group of persons is entitled to opt between (a) and (b) €1.75 million (from second term of appointment onwards or fourth year in office) €3.00 million (Chairman of the Board of Management) Monetary value of matching component Total* Board of Management members who retire immedi- ately after their service on the board and who draw a retirement pension are entitled to purchase vehicles and BMW Group services at conditions that also apply for Company pensioners and to lease BMW Group vehicles in accordance with the guidelines applicable to senior heads of departments. Retired Chairmen of the Board of Management are entitled to use a BMW Group vehicle as a company car on a similar basis to senior heads of departments, and depend- ing on availability and against payment, use BMW chauffeur services. been specified, in the event of which the Company no longer has any obligation to pay benefits. Transitional payments are no longer provided. Report → Compensation Statement on Corporate Governance 216 215 Income earned on an employed or a self-employed basis up to the age of 63 may be offset against pension entitlements. In addition, certain circumstances have Contributions falling due under the defined con- tribution model are paid into an external fund in conjunction with a trust model that is also used to fund pension obligations to employees. Depending on the length of membership in the Board of Management and previous activities, the annual contribution to be paid amounts to between €350,000 and €400,000 for each member of the Board of Man- agement and €500,000 for the Chairman of the Board of Management. The guaranteed minimum rate of return p. a. corresponds to the maximum interest rate used to calculate insurance reserves for life insurance policies (guaranteed interest on life insurance policies). When granting pension entitlements, the Supervisory Board considers the targeted level of pension provision in each case as well as the resulting expense for the BMW Group. the number of annual contributions possible up to the age of sixty (up to a maximum of 10). In addition, following the death of a retired board member who has elected to receive a lifelong pension, 60% of that amount is paid as a lifelong widow's pension. Pensions are increased annually by at least 1%. If a member of the Board of Management with a vested entitlement dies prior to the commencement of benefit payments, a surviving spouse or otherwise surviving children - in the latter case depending on their age and education – are entitled to receive ben- efits as surviving dependants. In case of invalidity or death, the minimum benefit promised is based on The amount of the benefits to be paid is determined on the basis of the amount accrued in each board member's individual pension savings account. The amount on this account arises from annual contribu- tions paid in, plus interest earned depending on the type of investment. If a mandate is terminated, the new defined contribu- tion system provides entitlements which can be paid either (a) in case of death or invalidity as a one-off amount or in instalments, or (b) upon retirement – depending on the wish of the ex-board member con- cerned in the form of a lifelong monthly pension, as a one-off amount, in instalments, or in a combined form (for instance a combination of a one-off payment and a proportionately reduced lifelong monthly pen- sion). Former members of the Board of Management are entitled to receive the retirement benefit at the earliest upon reaching the age of 60, or in the case of entitlements awarded after 1 January 2012, upon reaching the age of 62. Possible special bonus *Including basic remuneration, other fixed remuneration elements and pension contribution. The overall cap is lower than the sum of the maximum amounts for each of the individual components. 1,500,000 1,400,000 1,400,000 6,000,000 5,500,000 1,200,000 800,000 800,000 3,500,000 4,925,000 1,000,000 700,000 700,000 3,000,000 9,850,000 Termination benefits on premature termination of board activities, benefits paid by third parties In conjunction with the consensual early termina- tion of Dr Eichiner's Board of Management mandate with effect from the expiry of 31 December 2016, the Company also reached an agreement with Dr Eichiner concerning an amendment to his service contract, which ends on 31 May 2017. For the period from the termination of his board mandate through to 31 May 2017, he continues to receive fixed compen- sation of €0.38 million. A payment of €0.75 million, payable in 2017, was agreed to settle all other com- pensation entitlements for the remainder of the €1.50 million (first term of appointment) Target bonuses p. a. (if target is 100% achieved): The bonus comprises two components, each equally weighted, namely a corporate earnings-related bonus and a personal performance-related bonus. The target bonus (100%) for a Board of Management member, for both components of variable compensation, totals €1.5 million p. a., rising to €1.75 million p. a. from the second term or fourth year of office onwards. The equivalent figure for the Chairman of the Board of Management is €3 million p. a. The bonus figure is capped for all Board of Management members at 200% of the relevant target bonus. Supervisory Board also has the option of paying an additional special bonus. Variable cash remuneration, in particular bonuses Variable cash remuneration consists of a cash bonus and share-based remuneration component equiva- lent to 20% of a board member's total bonus after taxes, which the board member is required to invest in BMW AG common stock. Taxes and social insur- ance relating to the share-based remuneration are also borne by the Company. In justified cases, the The variable remuneration of Board of Management members comprises variable cash remuneration on the one hand and a share-based remuneration com- ponent on the other. Variable remuneration The basic remuneration of members of the Board of Management was unchanged from the previous year, namely €0.75 million p. a. for a board member during the first term of office, €0.9 million p.a. for a board member from the second term of office or fourth year of office onwards and €1.5 million p. a. for the Chairman of the Board of Management. Fixed remuneration consists of a base salary (paid monthly) and other remuneration elements, which comprise mainly the use of company and leased cars as well as the payment of insurance premiums, con- tributions towards security systems and an annual medical check-up. Members of the Board of Manage- ment are also entitled to purchase vehicles and other services of the BMW Group at conditions that also apply in each relevant case for employees. Fixed remuneration Compensation system, compensation components The compensation of the Board of Management com- prises both fixed and variable remuneration as well as a share-based component. Retirement and surviving dependants' benefit entitlements are also in place. positive and negative developments and that the pack- age as a whole encourages a long-term approach to business performance. Targets and other parameters may not be changed retrospectively. The Supervisory Board reviews the appropriateness of the compensa- tion system annually. In preparation, the Personnel Committee also consults remuneration studies. The Supervisory Board reviews the appropriateness of the compensation system in horizontal terms by compar- ing compensation paid by other DAX companies and in vertical terms by comparing board compensation with the salaries of executive managers and with the average salaries of employees of BMW AG based in Germany, in both cases with regard to their various levels and to changes over time. Recommendations made by an independent external remuneration expert and suggestions made by investors and analysts are also considered in the consultative process. The compensation of members of the Board of Man- agement is determined by the full Supervisory Board on the basis of performance criteria and after taking into account any remuneration received from Group companies. The principal performance criteria are the nature of the tasks allocated to each member of the Board of Management, the economic situation and the performance and future prospects of the BMW Group. The Supervisory Board sets ambitious and relevant parameters as the basis for variable compensation. It also ensures that variable components based on multi-year assessment criteria take account of both The compensation system for the Board of Man- agement at BMW AG is designed to encourage a management approach focused on the sustainable development of the BMW Group. One further prin- ciple applied when designing remuneration systems at BMW is that of consistency at different levels. This means that compensation systems for the Board of Management, senior management and employees of BMW AG are composed of similar elements. The Supervisory Board carries out regular checks to ensure that all Board of Management compensation compo- nents are appropriate, both individually and in total, and do not encourage the Board of Management to take inappropriate risks on behalf of the BMW Group. At the same time, the compensation model used for the Board of Management needs to be sufficiently attractive for highly qualified executives in a compet- itive environment. Principles of compensation The full Supervisory Board is responsible for deter- mining and regularly reviewing Board of Management compensation. The necessary preparation for these tasks is undertaken by the Supervisory Board's Per- sonnel Committee. The corporate earnings-related bonus is based on the BMW Group's net profit and post-tax return on sales (which are combined in a single earnings factor) and the level of the dividend (common stock). The corpo- rate earnings-related bonus is derived by multiplying the target amount fixed for each member of the Board of Management by the earnings factor and by the dividend factor. In exceptional circumstances, for instance when there have been major acquisitions or disposals, the Supervisory Board may adjust the level of the corporate earnings-related bonus. Responsibilities The following section describes the principles govern- ing the compensation of the Board of Management and the stipulations set out in the statutes relating to the compensation of the Supervisory Board. In addition to explaining the compensation system, the components of compensation are also disclosed in absolute figures. Furthermore, the compensation of each member of the Board of Management and the Supervisory Board for the financial year 2016 is disclosed per individual member and analysed in its component parts. COMPENSATION REPORT Report → Compensation Statement on Corporate Governance 212 211 Under the terms of the Employee Share Programme, in 2016 employees were entitled to acquire packages of between four and eleven shares of non-voting pre- ferred stock with a discount of €22.72 (2015: €20.83) per share compared to the market price (average closing price in Xetra trading during the period from 4 to 9 November 2016: €66.86). All employees of BMW AG and its (directly or indirectly) wholly owned German subsidiaries (if agreed to by the directors of those entities) were entitled to participate in the programme. Employees were required to have been in an uninterrupted employment relationship with BMW AG or the relevant subsidiary for at least one year at the date on which the allocation for the year was announced. Shares of preferred stock acquired in conjunction with the Employee Share Programme are subject to a blocking period of four years, starting from 1 January of the year in which the employees acquired the shares. A total of 305,029 (2015: 309,944) shares of preferred stock were acquired by employees under the programme in 2016; 305,000 (2015: 309,860) of these shares were drawn from Authorised Capital 2014, the remainder were bought back via the stock exchange. Every year the Board of Management of BMW AG decides whether the scheme is to be con- tinued. Further information is provided in → notes 29 and 39 to the Group Financial Statements. → see notes 29 and 39 → see note 39 - Under the terms of the programme, participants give a commitment to invest an amount equivalent to 20% of their performance-based bonus in BMW common stock and to hold the shares so acquired for a min- imum of four years. In return for this commitment, BMW AG pays 100% of the investment amount as a net subsidy. Once the four-year holding period require- ment has been fulfilled, the participants receive – for each three common stock shares held and at the Company's option one further share of common stock or the equivalent amount in cash. The share-based remuneration programme for qual- ifying heads of department, introduced with effect for financial years beginning after 1 January 2012, is closely based on the programme for Board of Manage- ment members and is aimed at rewarding a long-term, entrepreneurial approach to running the business on a sustainable basis. Three share-based remuneration schemes were in place at BMW AG during the year under report, namely the Employee Share Programme (under which entitled employees of BMW AG have been able to participate in the enterprise's success since 1989 in the form of non-voting shares of preferred stock), a share-based remuneration programme for Board of Management members, and a share-based remuner- ation programme for senior heads of department (relating in both cases to shares of common stock). The share-based remuneration programme for Board of Management members is described in detail in the Compensation Report (see also the "Share-based remuneration" section in the Compensation Report and → note 39 to the Group Financial Statements). 1. Board of Management compensation - An earnings and dividend factor of 1.00 would give rise to an earnings-based bonus of €0.75 million for the financial year 2016 for a member of the Board of Management during the first period of office and one of €0.875 million during the second term of appointment or from the fourth year in office. The equivalent bonus for the Chairman of the Board of Management is €1.5 million. The earnings factor is 1.00 in the event of a Group net profit of €3.1 billion and a post-tax return on sales of 5.6%. The dividend factor is 1.00 in the event that the dividend paid on the shares of common stock is between 101 and 110 cents. If the Group net profit were below €2 billion, or if the post-tax return on sales were less than 2%, the earnings factor for the financial year 2016 would be zero. In this case, no corporate earnings-related bonus would be paid. at safeguarding the future viability of the business to the extent not included directly in the basis of measurement. Performance factor criteria include innovation (economic and ecological, e.g. reduction of carbon emissions), customer focus, ability to adapt, leadership accomplishments, shaping corporate cul- ture and promoting integrity, contributions to the Company's attractiveness as an employer, progress in implementing the diversity concept, and activities that foster corporate social responsibility. The target bonus and the key figures used to determine the cor- porate earnings-related bonus are fixed in advance for a period of three financial years, during which time they may not be amended retrospectively. (matching component) b) Share-based remuneration component a) Cash compensation component Share-based remuneration programme Special bonus payments (corresponds to 50% of target bonus if target is 100% achieved) b) Performance-related bonus (corresponds to 50% of target bonus if target is 100% achieved) a) Corporate earnings-related bonus Bonus VARIABLE COMPENSATION €1.50 million - €0.90 million (from second term of appointment onwards or fourth year in office) Chairman of the Board of Management: €0.75 million (first term of appointment) The personal performance-related bonus is derived by multiplying the target amount set for each member of the Board of Management by a performance factor. The Supervisory Board sets the performance factor on the basis of its assessment of the contribution of the relevant Board of Management member to sustainable and long-term oriented business devel- opment. In setting the factor, equal consideration is given to personal performance and decisions taken in previous planning periods, key decisions affecting the future development of the business and the effec- tiveness of measures taken in response to changing external conditions as well as other activities aimed Member of the Board of Management: BASIC COMPENSATION P. A. Component full year of service on the board (up to a maximum of 15 years). Pension payments are adjusted based on the rules applicable for the adjustment of civil servants' pensions, i.e. the pensions of members of the Board of Management are adjusted when the civil servants remuneration level B6 (excluding allowances) is increased by more than 5% or in accordance with the Company Pension Act. Overview of compensation system and compensation components defined benefit plan, the entitlement to retirement benefits arises at the earliest on reaching the age of 60 or in case of invalidity. The amount of the pen- sion comprises a basic monthly amount of €10,000 plus a fixed amount. The fixed amount is made up of approximately €75 for each year of service in the Company before becoming a member of the Board of Management plus between €400 and €600 for each 7 → Compensation Report Statement on Corporate Governance 214 213 In the event of the termination of mandate, Board of Management members appointed for the first time prior to 1 January 2010 are entitled to receive certain defined benefits in accordance with the rules of an older (defined benefit) pension plan. Under the Retirement and surviving dependants' benefits The provision of retirement and surviving depend- ants' benefits for Board of Management members was changed to a defined contribution system with a guaranteed minimum return with effect from 1 Janu- ary 2010. However, given the fact that board members appointed for the first time prior to 1 January 2010 for the most part had a legal right to receive the benefits already promised to them, these board members were given the option to choose between the previous sys- tem and the new one. This programme envisages a share-based remuner- ation component equivalent to 20% of the board member's total bonus after taxes, which the board member is required to invest in BMW AG common stock. Taxes and social insurance relating to the share- based remuneration component are borne by the Company. As a general rule, the shares must be held for a minimum of four years. As part of a matching plan, at the end of the holding period the Board of Management members will normally receive from the Company either one additional share of common stock or an equivalent cash amount for three shares of common stock held, to be decided at the discretion of the Company (share-based remuneration compo- nent/matching component). Special rules apply in the case of death or invalidity of a Board of Management member or early termination of the contractual rela- tionship before fulfilment of the holding period. The compensation system includes a share-based remuneration programme, in which the level of share- based remuneration is based on the amount of bonus paid. The system is aimed at creating further long-term incentives to encourage sustainable governance. Share-based remuneration programme Parameter/measurement base Share-based compensation programmes for employees and members of the Board of Management contractual period. The Company will make a final pension contribution of €0.167 million on behalf of Dr Eichiner for the financial year 2017. Remuneration caps 750,000 114,694 864,694 2,973,589 (475,806) (44,089) (519,895) (1,791,119) 7,425,000 385,391 7,810,391 28,992,624 (7,333,870) (318,440) (7,652,310) (27,105,316) Total6 Oliver Zipse (936) (781,101) (2,823,311) (31,101) (750,000) 1,058 895,189 3,345,313 32,689 862,500 Peter Schwarzenbauer (1,092) (914,501) (3,293,863) 876 (14,501) 1,097 918,735 3,469,214 (871) 876 807,311 2,973,589 (821,792) (2,823,290) 750,000 57,311 (750,000) (71,792) 900,000 18,735 Ian Robertson Klaus Fröhlich (1,092) (923,982) (3,293,863) (23,982) (900,000) 1,097 925,413 3,469,214 (900,000) 25,413 (457) 161,622 7,627,519 7,545,122 (130,079) (6,218,971) (6,088,892) 101,198 4,544,873 4,443,675 (89,242) (4,047,547) (3,958,305) 75,922 3,382,272 3,404,174 (96,107) (4,314,767) (4,218,660) 21,629 966,461 944,832 (-) 101,198 (96,107) 80,811 (76,657) 101,198 4,489,147 4,483,005 (96,107) (4,304,471) (4,208,364) 97,601 4,338,103 4,240,502 (82,377) (3,686,789) (3,604,412) 80,811 3,919,094 3,838,283 (48,602) (2,359,616) (2,311,014) 821,990 37,625,005 37,172,944 Peter Schwarzenbauer Ian Robertson Klaus Fröhlich Friedrich Eichiner4 Markus Duesmann³ Klaus Draeger² Milagros Caiña Carreiro-Andree Harald Krüger in € financial year 2016 (2015) of the Board of Management for the Share-based component of the individual members Report → Compensation 8,964 Statement on Corporate Governance 217 Pension obligations to former members of the Board of Management and their surviving dependants are cov- ered by pension provisions amounting to €86.4 million (2015: €71.8 million), recognised in accordance with IAS 19. Total benefits paid to former members of the Board of Management and their surviving dependants for the financial year 2016 amounted to €6.5 million (2015: €8.0 million). In addition, an expense of €2.8 million (2015: €2.6 mil- lion) was recognised in the financial year 2016 for current members of the Board of Management for the period after the end of their service relationship, which relates to the expense for allocations to pension provisions. 6 Disclosures for the previous year include amounts relating to a member of the Board of Management who left office during the financial year 2015. 5 Member of the Board of Management until 31 December 2016. 4 Member of the Board of Management since 1 October 2016. 3 Member of the Board of Management until 30 September 2016. 1 Provisional number or provisional monetary value calculated at grant date (date on which the entitlement became binding in law). The final number of matching shares is determined in each case when the requirement to invest in BMW AG common stock has been fulfilled. See note 39 to the Group Financial Statements for a description of the accounting treatment of the share-based compensation component. ² Value of benefits granted for work performed on the Board of Management during the financial year 2016 plus the amount falling due for payment in conjunction with a share-based remuneration component granted in a previous year and for which the holding period requirements were met. (715,278) (35,472,904) (34,757,626) (8,032) (4,313,952) (4,217,845) 3,861,711 3,780,900 (3,721,739) (3,645,082) 4,495,825 4,492,451 (-) 218 No commitments or agreements exist to pay com- pensation for early termination of a board member's mandate in the event of a change of control or a take- over offer. No members of the Board of Management received any payments or benefits from third parties in 2016 on account of their activities as members of the Board of Management. 900,000 (-) 100.0 35.5 100.0 37.6 Total compensation 2.0 0.7 2.1 0.8 Share-based compensation component* 76.3 27.1 77.1 29.0 * Matching component; provisional number or provisional monetary value calculated at grant date (date on which the entitlement became binding in law). The final number of matching shares is determined in each case when the requirement to invest in BMW AG common stock has been fulfilled. 21.7 20.8 7.8 Variable cash compensation Fixed compensation Proportion in % Amount Proportion in % Amount 2015 2016 in € million The total compensation of the current members of the Board of Management of BMW AG for the financial year 2016 amounted to €37.6 million (2015: €35.5 million), of which €7.8 million (2015: €7.7 mil- lion) relates to fixed components (including other remuneration). Variable components amounted to €29.0 million (2015: €27.1 million) and the share- based remuneration component to €0.8 million (2015: €0.7 million). Total compensation of the Board of Management for the financial year 2016 (2015) The Supervisory Board has stipulated caps for variable remuneration components and for the remuneration of Board of Management members in total. The caps are shown in the table "Overview of compensation system and compensation components". 7.7 Friedrich Eichiner5 Compensation of the individual members Share-based (-) 288 (1,092) 823 1,752 (1,478) 1,097 (1,014) 18,719 1,518,719 5,947,178 (21,809) (1,302,454) (4,786,438) 74,461 974,461 3,469,214 (74,717) (899,717) (3,058,588) 29,440 704,440 2,601,910 (24,797) (924,797) (3,293,863) 743,403 201,429 13,929 675,000 (900,000) 187,500 Markus Duesmann4 Klaus Draeger³ (825,000) 900,000 Milagros Caiña Carreiro-Andree of the Board of Management for the financial year 2016 (2015) (1,280,645) Harald Krüger Number Monetary value Total value of benefits allocated in financial year² Compensation Total compensation component (matching component) Variable cash compensation Total compensation compensation number of matching shares Other Basic in € or Fixed compensation 1,500,000 (268,970) IFRS for the 279,932 284,247 15,276 (369,498) (166,581) 557,844 Provision at 31.12.2016 in accordance with HGB and IFRS¹ in accordance with HGB and IFRS Expense in 2016 Accounting policies Apprentices → 57 Automotive segment → 122 et seq. 210,220 A → 80, 146 et seq., 162 et seq. Financial assets Financial instruments → 162 et seq. F INDEX Research and non-capitalised development costs as a percentage of Group revenues. Other Information 230 229 Financial liabilities → 70, 157 et seq. Research and development expense ratio The sum of research and non-capitalised development cost and capitalised development cost (not including the associated scheduled amortisation). Research and development expenditure revenues. → Index Financial result → 65,78 → 49 et seq. Fleet emissions Corporate Governance Consolidated companies Consolidation principles Contingent liabilities → 52 et seq. Connected Drive Compensation Report → 212 et seq. Compliance → 207 et seq. Cash flow statement → 67 et seq., 116 et seq. CO2 emissions → 4, 39, 61, 86 et seq. Capital expenditure → 5, 65 et seq. Cash and cash equivalents Cash flow → 5, 68 et seq., 116 et seq. → 67 et seq., 162 et seq. Financial Services segment C → 70, 157 et seq. → 72 Balance sheet structure Bonds B → 4, 39, 61, 86 Group profit/loss before tax as a percentage of Group G → 42 et seq. Group tangible, intangible and investment assets → 124, 140 et seq. Cost of materials Pre-tax return on sales Post-tax return on sales Abbreviation for "Earnings Before Interest and Taxes", equivalent in the BMW Group income statement to "Profit/loss before financial result". EBIT Liquid funds generated (cash inflows) or used (cash outflows) during a reporting period. Cash flow Basic earnings per share are calculated for common and preferred stock by dividing the net profit after minority interests, as attributable to each category of stock, by the average number of shares in circulation. Earnings per share of preferred stock are computed on the basis of the number of preferred stock shares entitled to receive a dividend in each of the relevant financial years. Earnings per share (EPS) Capitalised development costs as a percentage of research and development expenditure. Capitalisation rate revenues. Investments in property, plant and equipment and other intangible assets (excluding capitalised development costs) as a percentage of Group Cash flow at risk Capital expenditure ratio Credit default swap (CDS) The process of combining separate financial state- ments of Group entities into Group Financial State- ments, depicting the financial position, net assets and results of operations of the Group as a single economic entity. Consolidation The sum of the balance sheet line items “Leased prod- ucts" and "Receivables from sales financing" (current and non-current), as reported in the balance sheet for the Financial Services segment. Business volume in balance sheet terms A securitised debt instrument in which the issuer certifies its obligation to repay the nominal amount at the end of a fixed term and to pay a fixed or variable rate of interest. Bond A form of corporate financing involving the sale of receivables to a financing company. Asset-backed financing transactions Short-term debt instruments with a term of less than one year which are usually sold at a discount to their face value. Financial swap agreements, under which creditors of securities (usually bonds) pay premiums to the seller of the CDS to hedge against the risk that the issuer of the bond will default. As with credit default insurance agreements, the party receiving the premiums gives a commitment to compensate the bond creditor in the event of default. Group net profit as a percentage of Group revenues. Similar to "value at risk" (see definition below). Profit/loss before financial result as a percentage of Gross profit as a percentage of Group revenues. Gross margin A measure of the potential maximum loss in value of an item during a set time period, based on a specified probability. Value at risk Goodwill corresponds to the consideration paid to acquire an entity, less the fair value of the separate assets acquired and liabilities assumed. The buyer is willing to pay the additional amount in return for future expected earnings. Goodwill RoE in the Financial Services segment is calculated as segment profit before taxes, divided by the average amount of equity capital attributable to the Financial Services segment. Return on Equity (ROE) ROCE in the Automotive and Motorcycles segments is measured on the basis of relevant segment profit before financial result and the average amount of capital employed in the segment concerned. Capital employed corresponds to the sum of all current and non-current operational assets, less liabilities that do not incur interest. Return on Capital Employed (ROCE) EBIT margin A hedge against exposures to fluctuations in the fair value of a balance sheet item. The amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm's length transaction. Fair value total. Equity capital as a percentage of the balance sheet Equity ratio The effective tax rate is calculated by dividing the income tax expense by the Group profit before tax. Effective tax rate A hedge against exposures to the variability in fore- casted cash flows, particularly in connection with exchange rate fluctuations. Cash flow hedge revenues. Fair value hedge Commercial paper Cost of sales → 121 → 121 Dividend total Dividend per share of common stock/preferred stock € € million € 124,729 99,575 122,244 97,136 116,324 92,337 110,351 89,869 DIVIDEND 2,300 1,904 3.506/3.526 3.20/3.22 2.90/2.92 1,707 2.60/2.62 1 Excluding Husqvarna, sales volume up to 2013: 59,776 units; production up to 2013: 59,426 units. ² Amount computed on the basis of balance sheet figures: until 2007 from the Group balance sheet, from 2008 onwards from the Financial Services segment balance sheet. 3 Research and development expenses included in cost of sales with effect from 2008. 4 Figures are reported in the cash flow statement up to 2006 as cash inflow from operating activities of Industrial Operations. 5 Figures exclude dormant employment contracts, employees in the non-work phases of pre-retirement part-time arrangements and low wage earners. 6 Proposal by management. 2,102 2012 Personnel cost per employee PERSONNEL 67,989 65,591 59,078 51,134 € million 188,535 172,174 154,803 138,377 CASH FLOW STATEMENT Workforce at year-end5 Cash and cash equivalents at balance sheet date 7,880 6,122 7,688 7,671 Operating cash flow Automotive segment4 € million 11,464 11,836 9,423 9,964 € million →133 2011 (116,960) → 191 Corporate Governance Code 10,000 Declaration with respect to the Dealer organisation/dealerships → 23,55 D →74 et seq. → 161 L → 190 et seq. Digitalisation → 23, 45, 51, 55, 85, 96 Dividend → 109, 137 → 109 Key data K Investments accounted for using the equity method and other investments → 143 et seq. Inventories → 71, 80, 148 → 80, 142 → 65, 135 et seq., 156 → 63, 77, 112 et seq., 133 et seq. Intangible assets Income taxes Income statement per share 2010 Dow Jones Sustainability Index World Earnings per share → 5, 137 EBIT margin/return on sales Efficient Dynamics → 52 Employees 4, 39, 57 et seq., 85 Equity →73, 149 Exchange rates (196,960) Horst Lischka¹ 70,000 → 130 et seq. New financial reporting rules 5,63 Net profit N Marketable securities → 67 et seq., 125, 140 et seq. → 48 Motorcycles segment → 193 et seq. E Mandates of members of the Supervisory Board M List of investments → 180 et seq. Locations → 24 et seq. → 143 → 49 et seq. Leased products Lease business 5, 29 et seq., 40, 65, 86 → 61 → 35, 84, 97, 122, 170 Mandates of members of the Board of Management → 192 GLOSSARY Dividend per share of common stock/preferred stock Other Information 62,416 56,619 50,530 49,004 43,151 39,944 38,670 32,378 4,151 62,009 2,720 2,383 2,980 2,933 5.4 4.0 3.8 4.7 5.6 5.2 2,312 67,013 74,425 81,305 0.8 0.7 6.9 2,692 2,476 1,610 203 21 739 34.5 33.5 33.1 49.2 6.0 19.1 5,111 4,907 3,243 210 330 3,134 30,606 27,103 23,930 19,915 88,997 8,370 7,776 7,432 7,767 7,454 2,393 9,167 8,110 8,149 4,921 4,471 6,246 105,876 89,161 100,306 95,453 84,887 83,141 96,230 72,349 100,041 75,612 107,539 76,704 101,086 8.0 101,953 123,429 20,273 21,744 23.2 22.0 21.7 19.5 20.1 24.4 52,834 49,113 46,100 45,119 41,526 33,469 48,395 47,213 40,134 36,919 39,287 33,784 131,835 110,164 10.7 10.2 3,873 0.30/0.32 0.30/0.32 1.30/1.32 694 197 197 852 1,508 2.30/2.32 2009 2008 2007 1,845,186 106,358 1,668,982 104,286 1,461,166 98,047 1,286,310 87,306 1,435,876 101,685 1,500,678 102,467 SALES VOLUME Automobiles Motorcycles¹ PRODUCTION VOLUME 1.06/1.08 1,861,826 113,811 Gross profit margin³ Earnings before tax 228 227 € million DIVIDEND Dividend total Personnel cost per employee Workforce at year-end5 PERSONNEL Cash and cash equivalents at balance sheet date Operating cash flow Automotive segment4 CASH FLOW STATEMENT Balance sheet total Current provisions and liabilities Non-current provisions and liabilities Equity Equity ratio Capital expenditure ratio (capital expenditure/revenues) Capital expenditure (excluding capitalised development costs) Non-current assets Current assets BALANCE SHEET 130,220 Net profit for the year Income taxes Effective tax rate Return on sales (earnings before tax/revenues) Earnings before financial result → Glossary 1,738,160 110,360 1,258,417 60,477 50,681 53,197 56,018 20.2 21.1 18.1 10.5 11.4 21.8 8,275 8,018 5,111 289 921 4,212 7,803 7,383 4,853 413 351 68,821 1,481,253 76,848 INCOME STATEMENT 99,236 82,631 1,439,918 104,220 1,541,503 104,396 Automobiles Motorcycles¹ FINANCIAL SERVICES 3,846,364 3,592,093 3,190,353 3,085,946 3,031,935 2,629,949 Contract portfolio 80,974 75,245 66,233 61,202 60,653 51,257 Business volume (based on balance sheet carrying amounts)² Revenues 51,643 25.7 63,819 39.2 3.4 63.0 3.1 60.8 5.4 100.0 5.1 100.0 2.0 222 → Compensation Report → Responsibility Statement by the Company's Legal Representatives Compensation of the individual members of the Supervisory Board for the financial year 2016 (2015) in € Norbert Reithofer (Chairman) Fixed compensation Attendance fee Variable compensation Statement on Corporate Governance 37.0 2.0 Proportion in % Feege Wirtschaftsprüfer OTHER INFORMATION → Page 226 BMW Group Ten-year Comparison →Page 228 Glossary →Page 230 Index → Page 232 Index of Graphs Total compensation of the Supervisory Board for the 2016 financial year In accordance with Article 15 of the Articles of Incor- poration, the compensation of the Supervisory Board for activities during the financial year 2016 totalled ¬ €5.4 million (2015: €5.1 million). This amount includes fixed compensation of €2.0 million (2015: €2.0 million) and variable compensation of €3.4 million (2015: €3.1 million). 221 in € million Fixed compensation Variable compensation Total compensation fur- Supervisory Board members did not receive any ther compensation or benefits from the BMW Group for advisory and/or agency services personally ren- dered. 2016 2015 Amount Proportion in % Amount Total 210,000 10,000 390,660 10,000 260,440 410,440 (140,000) (10,000) (233,920) (383,920) Karl-Ludwig Kley (Deputy Chairman) 140,000 8,000 260,440 408,440 (140,000) (4,000) (233,920) (377,920) Christiane Benner¹ 70,000 10,000 130,220 210,220 140,000 Wirtschaftsprüfer Stefan Schmid (Deputy Chairman)¹ (233,920) 610,660 (134,055) (8,000) (223,986) (366,041) Manfred Schoch (Deputy Chairman)¹ 140,000 10,000 260,440 410,440 (140,000) (10,000) (233,920) (383,920) Stefan Quandt (Deputy Chairman) 140,000 10,000 260,440 410,440 (140,000) (10,000) (383,920) Sailer Wirtschaftsprüfungsgesellschaft KPMG AG 130,220 210,220 (70,000) (10,000) (116,960) (196,960) Brigitte Rödig¹ Jürgen Wechsler¹ 70,000 8,000 130,220 208,220 (70,000) (10,000) (116,960) (196,960) 70,000 8,000 130,220 208,220 (70,000) 10,000 (8,000) 70,000 (127,347) (70,000) (8,000) (116,960) (194,960) Willibald Löw¹ 70,000 10,000 130,220 210,220 (70,000) (10,000) (116,960) (196,960) Simone Menne 70,000 10,000 130,220 210,220 (44,685) (8,000) (74,662) Dominique Mohabeer¹ (70,000) (116,960) Werner Zierer¹ Bayerische Motoren Werke Aktiengesellschaft The Board of Management Harald Krüger Milagros Caiña Carreiro-Andree Markus Duesmann Klaus Fröhlich Dr. Nicolas Peter Dr. Ian Robertson (HonDSc) Peter Schwarzenbauer Oliver Zipse 223 224 Statement on Corporate Governance → BMW Group Auditor's Report BMW GROUP AUDITOR'S REPORT We have audited the consolidated financial statements prepared by the Bayerische Motoren Werke Aktien- gesellschaft, comprising the income statement for group and statement of comprehensive income for group, the balance sheet for group, cash flow statement for group, group statement of changes in equity and the notes to the group financial statements, together with the group management report for the business year from 1 January to 31 December 2016. The preparation of the consolidated financial state- ments and the group management report in accord- ance with IFRSs, as adopted by the EU, and the additional requirements of German commercial law pursuant to § 315 a Abs. 1 HGB [Handelsgesetzbuch "German Commercial Code"] are the responsibility of the parent company's management. Our respon- sibility 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 [Handels- gesetzbuch "German Commercial Code"] and German generally accepted standards for the audit of financial statements promulgated by the Institut der Wirtschaft- sprüfer [Institute of Public Auditors in Germany] (IDW). Those standards require that we plan and perform the audit such that misstatements materially affecting the presentation of the net assets, financial position and results of operations in the consolidated financial statements in accordance with the applica- ble financial reporting framework 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 dis- closures 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 state- ments of those entities included in consolidation, the determination of entities to be included in consoli- dation, the accounting and consolidation principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements and group man- agement 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 IFRSS, as adopted by the EU, the additional require- ments of German commercial law pursuant to § 315 a Abs. 1 HGB and give a true and fair view of the net assets, financial position and results of operations of the Group in accordance with these requirements. The group management report is consistent with the consolidated financial statements, complies with the German statutory requirements, and as a whole provides a suitable view of the Company's position and suitably presents the opportunities and risks of future development. Munich, 24 February 2017 Munich, 14 February 2017 (194,960) "To the best of our knowledge, and in accordance with the applicable reporting principles, the Consolidated Financial Statements give a true and fair view of the assets, liabilities, financial position and profit of the Group, and the Group Management Report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group." RESPONSIBILITY STATEMENT BY THE COMPANY'S LEGAL REPRESENTATIVES 70,000 10,000 130,220 210,220 (70,000) (10,000) (116,960) (196,960) Total² 1,820,000 188,000 3,385,720 5,393,720 (1,820,768) (190,000) (3,042,241) (5,053,009) 1 These employee representatives have - in line with the guidelines of the Deutsche Gewerkschaftsbund - requested that their remuneration be paid into the Hans Böckler Foundation. ² Figures for the previous year include the remuneration of members of the Supervisory Board who left office during the financial year of 2015. 3. Other Apart from vehicle lease and financing contracts entered into on customary conditions, no advances or loans were granted to members of the Board of Management and the Supervisory Board of BMW AG or its subsidiaries, nor were any contingent liabilities entered into on their behalf. Statement pursuant to § 37y No. 1 of the Securities Trading Act (WpHG) in conjunction with § 297 (2) sentence 4 and § 315 (1) sentence 6 of the German Commercial Code (HGB) (10,000) (116,960) (196,960) € million 9,665 9,224 8,707 7,893 Return on sales (earnings before tax/revenues) % 10.3 10.0 10.8 10.4 Income taxes € million 2,755 2,828 2,890 2,564 Effective tax rate % 28.5 30.7 Earnings before tax 33.2 7,978 9,593 5,114,906 123,394 4,718,970 111,191 4,359,572 96,390 4,130,002 84,347 INCOME STATEMENT Revenues € million 94,163 92,175 80,401 76,059 Gross profit margin³ % 19.9 19.7 21.2 20.1 Earnings before financial result € million 9,386 9,118 € million 32.5 € million 3,731 3,826 4,601 4,967 % 4.0 4.2 5.7 6.5 € million 47,363 42,764 37,437 35,600 % 25.1 24.8 24.2 1,640 € million 73,183 € million Net profit for the year 52,184 61,831 6,910 6,396 5,817 5,329 BALANCE SHEET Non-current assets Current assets Capital expenditure (excluding capitalised development costs) Capital expenditure ratio (capital expenditure/revenues) Equity Equity ratio Non-current provisions and liabilities Current provisions and liabilities Balance sheet total € million 121,671 110,343 97,959 86,193 € million 66,864 56,844 58,288 Business volume (based on balance sheet carrying amounts)² Contract portfolio (116,960) (196,960) Susanne Klatten 70,000 10,000 130,220 210,220 (70,000) (10,000) (116,960) (196,960) Renate Köcher 70,000 10,000 130,220 210,220 (70,000) (10,000) (116,960) (196,960) Ulrich Kranz (10,000) 70,000 (70,000) 130,220 Franz Haniel 70,000 8,000 130,220 208,220 (70,000) (10,000) (116,960) (196,960) Reinhard Hüttl 70,000 10,000 130,220 210,220 (70,000) (10,000) (116,960) (196,960) Henning Kagermann 70,000 8,000 208,220 contracts 10,000 210,220 Comparison BMW GROUP TEN-YEAR COMPARISON SALES VOLUME Automobiles Motorcycles¹ PRODUCTION VOLUME Automobiles Motorcycles¹ 2016 2015 2014 2013 units units 2,367,603 2,247,485 145,032 136,963 2,117,965 1,963,798 123,495 115,215 units units 2,359,756 145,555 2,279,503 151,004 2,165,566 2,006,366 133,615 110,127 FINANCIAL SERVICES → BMW Group Ten-year 130,220 Other Information Contacts (70,000) (10,000) (116,960) (196,960) Robert W. Lane 70,000 8,000 130,220 208,220 (70,000) (10,000) → Page 233 Financial Calendar →Page 234 Contacts 5 5 Other Information Ten-year Comparison Glossary Index Index of Graphs Financial Calendar 226 2.50/2.52 The corresponding CO₂ emissions were compensated by additional environmental and cli- mate protection measures as part of a reforestation project in collaboration with Bergwald- projekt e. V. (certificate number: DE-141-217903). Germany ↑↑ → Index of Graphs Other Information 232 231 → 148 et seq. →160 Trade payables Trade receivables Financial Calendar → 140 et seq. T →112, 139 Sustainability → 59 et seq. Stock → 107 et seq. Statement of Comprehensive Income ment and the Supervisory Board → 174 Shareholdings of members of the Board of Manage- Selling and administrative expenses →65,133 Tangible, intangible and investment assets INDEX OF GRAPHS Finances BMW Group in Figures Sales volume and locations → 72 → 88 → 207 BMW Group Financial liabilities Balance sheet structure - Group → 72 Balance sheet structure - Automotive segment BMW Group value added 2016 → 75 Risk management in the BMW Group Development of BMW stock → 107, 108 BMW Group Compliance Management System → 70 BMW Group Change in cash and cash equivalents → 68 → 54 Regional mix of BMW Group purchase volumes 2016 → 51 → 50 Development of credit loss ratio Contract portfolio retail customer financing of Financial Services segment 2016 BMW Group new vehicles financed or leased by Financial Services segment → 49 → 49 Contract portfolio of Financial Services segment → 29 → 6 BMW Group Value drivers Segment information → 175 et seq. → 4, 39 et seq., 42 et seq., 48, 86 et seq. Sales volume S Production network → 24 et seq., 44 et seq. → 138 → 4 et seq., 29 et seq., 39 et seq., 73, 80, 127, 151 et seq. Production → 44 et seq. Personnel expenses 85 et seq. Performance indicators Pension provisions P → 134 →156 Outlook → 82 et seq. Other provisions Other operating income and expenses Other investments →165 Other financial result → 134 0 Telephone +49 89 382-0 Profit before financial result → 5 et seq., 63 et seq., BMW Group Locations 65 et seq. Property, plant and equipment → 88 et seq. → 5,30 et seq., 41, 87 RoE ROCE → 5, 29 et seq., 40, 86 Risks and opportunities Revenues → 5,40 et seq., 63, 66 et seq., 78, 86 et seq., 133 → 65 Revenue reserves → 149 Return on sales → 5,29 et seq., 40, 65, 86 Remuneration system → 212 et seq. Report of the Supervisory Board → 8 et seq. Research and development →51 et seq. Result from equity accounted investments → 172 et seq. → 71, 145 et seq. Refinancing → 69 et seq. Receivables from sales financing Rating → 110 R → 142 → 54 Purchasing Profit before tax → 5 et seq., 39, 65, 85, 87 → 24 et seq. Related party relationships → 42 The BMW Group on the Internet ir@bmwgroup.com +49 89 382-1 46 61 +49 89 382-2 53 87 E-mail Fax Telephone +49 89 382-3 16 84 Investor Relations Further information about the BMW Group is available online at → www.bmwgroup.com. presse@bmwgroup.com Fax E-mail +49 89 382-2 41 18 Business and Finance Press Telephone +49 89 382-2 45 44 CONTACTS → Contacts Other Information 234 233 +49 89 382-2 44 18 Investor Relations information is available directly at www.bmwgroup.com/ir. Information about the various BMW Group brands is available at www.bmw.com, www.mini.com 80788 Munich BMW Group - key automobile markets 2016 BMW Group sales volume of motorcycles → 48 BMW Group-key motorcycle markets 2016 Aktiengesellschaft Bayerische Motoren Werke PUBLISHED BY This version of the Annual Report is a translation from the German version. Only the original German version is binding. print production natureOffice.com | DE-141-217903 carbon neutral FSC® C002727 Paper from responsible sources MIX FSC al FSC® Standard: the pulp is sourced from sustainably managed forests. The BMW Annual Report was printed on paper produced in accordance with the internation- towards preserving resources A further contribution www.rolls-roycemotorcars.com. and Quarterly Report to 30 September 2018 7 November 2018 www.fsc.org 2 August 2018 2017 FINANCIAL CALENDAR → 35 → 36 Oil price trend Precious metals price trend Steel price trend → 37 → 36 Exchange rates compared to the euro Further information → 60 Materiality matrix Sustainability Proportion of female executives within management → 59 Employee attrition rate at BMW AG → 57 BMW Group apprentices at 31 December Proportion of female employees in management functions at BMW AG/BMW Group → 58 Quarterly Report to 30 June 2018 → 48 Workforce 21 March 2017 Annual Accounts Press Conference →205 Analyst and Investor Conference Quarterly Report to 31 March 2018 17 May 2018 22 March 2017 Annual General Meeting 4 May 2018 Analyst and Investor Conference Annual Accounts Press Conference 21 March 2018 Annual Report 2017 21 March 2018 22 March 2018 Quarterly Report to 30 September 2017 4 May 2017 7 November 2017 Quarterly Report to 30 June 2017 3 August 2017 Quarterly Report to 31 March 2017 2018 11 May 2017 Annual General Meeting ▲ Research and development network in Europe BMW Group Research and Innovation Centre (FIZ), Munich, Germany BMW Group Research and Technology, Munich, Germany BMW Car IT, Munich, Germany BMW Innovation and Technology Centre, Landshut, Germany BMW Diesel Competence Centre, Steyr, Austria Hungary¹ Romania¹ Bulgaria¹ Greece Partner plant, Born, Netherlands Partner plant, Graz, Austria Combined Management Report 26 Sales subsidiaries and Financial Services locations Europe Partner plants in Europe BMW Group plant Landshut BMW Group plant Hams Hall, GB BMW Group plant Steyr, Austria BMW Group plant Wackersdorf BMW Group plant Regensburg BMW Group plant Munich BMW Group plant Leipzig BMW Group plant Eisenach BMW Group plant Dingolfing BMW Group plant Berlin ■Production in Europe Malta Slovenia¹ General Information on the BMW Group → Organisational Italy BMW Group plant Oxford, GB BMW Group plant Swindon, GB Rolls-Royce Manufacturing Plant, Goodwood, GB Structure and Business Model Thailand throughout the BMW Group production network worldwide. Portugal Petrol engines for BMW, MINI BMW i8 Plug-in-hybrid engines Production of core engine parts Toolmaking, outer body parts for Rolls-Royce, aluminium tanks for BMW Motorrad Chassis and drivetrain components Components for electric mobility Rolls-Royce bodywork, pressed parts BMW 1 Series, BMW 3 Series, BMW 5 Series, BMW 7 Series, BMW X1, BMW X3, BMW X5 BMW 3 Series, BMW 4 Series, BMW 5 Series, BMW 6 Series, BMW 7 Series M-models: BMW M5, BMW M6 Plug-in-hybrid vehicles: BMW 5 Series, BMW 7 Series BMW motorcycles, Maxi-Scooter, car brake discs BMW 3 Series, BMW X1, BMW X3, BMW X4 Germany United Kingdom Austria South Africa USA Germany United Kingdom Brazil Germany At the end of the reporting period, the Group's pro- duction network comprised a total of 31 locations in 14 countries. The 31 locations comprise 19 BMW Group manufacturing facilities, five plants belonging to joint ventures/operations, five partner plants and two con- tract production plants. The same quality, safety and sustainability standards are applicable for all plants Germany Germany Germany Germany Oxford Manaus Munich Landshut Leipzig Hams Hall Eisenach Dingolfing Chennai Berlin Araquari BMW GROUP PLANTS Locations The 19 BMW Group plants comprise 13 automobile and engine plants, two plants for BMW motorcycles, three sites for the production of components, pressed parts and tools and one supply centre. United Kingdom Spain BMW Group Designworks, Newbury Park, USA Slovakia¹ China, Shanghai, and BMW Group Designworks Studio Shanghai, China BMW Group Engineering China, Beijing, China BMW Group ConnectedDrive Lab Oxnard, USA Emission Test Center, BMW Group Engineering and BMW Group Technology Office USA, Mountain View, USA Components and electric drive systems ▲ Research and development network outside Europe Partner plants outside Europe Partner plant, Hosur, India Partner plant, Jakarta, Indonesia Partner plant, Cairo, Egypt Partner plant, Kaliningrad, Russia Partner plant, Kulim, Malaysia SGL Automotive Carbon Fibers (joint operation-2 plants) BMW Group plant Manaus, Brazil BMW Group plant Rayong, Thailand BMW Group plant Rosslyn, South Africa BMW Group plant Spartanburg, USA BMW Brilliance Automotive, China (joint venture-3 plants) BMW Group plant Chennai, India ■BMW Group plant Araquari, Brazil outside Europe Production ☐ New Zealand South Africa Argentina¹ Brazil Brazil Germany India Products Country Wackersdorf Swindon Steyr Rosslyn Spartanburg Regensburg Rayong BMW Group Engineering Japan, Tokyo, Japan BMW Group Engineering USA, Woodcliff Lake, USA BMW Technology, Chicago, USA Sales subsidiaries and Financial Services locations worldwide Austria France Belgium Poland¹ Czech Republic¹ Denmark Finland¹ Sweden Ireland Great Britain Netherlands Germany Norway 25 Switzerland 25 BMW Group locations in Europe Australia Indonesia¹ Singapore¹ Malaysia Thailand Hong Kong” Japan South Korea China India Russia 2 Financial Services only. 1 Sales locations only. → 10 BMW 1 Series, BMW 2 Series M-models: BMW M2 27 Electric vehicles: BMW i3 → Management System General Information on the BMW Group Combined Management Report 30 29 29 Revenues Expenses Average weighted cost of capital rate Capital employed ·· Cost of capital Capital turnover Return on sales (ROCE/ROE) Value added Return on capital degrees of detail, depending on the level of aggre- gation. Operating performance, for instance, is managed primarily at segment level. In order to manage long-term performance and assess strate- gic issues, additional key performance figures are taken into account at Group level. In this context, with effect from the beginning of the 2017 financial year, the pre-tax return on sales will be used as an additional indicator of earnings quality throughout the BMW Group. The contribution made to enter- prise value during the financial year continues to be measured in terms of value added. This approach is translated into operational processes at both Group and segment level in the form of key financial and non-financial performance indicators (value drivers). The link between value added and the relevant value drivers is shown in a simplified form in the following diagram. → 11 The BMW Group's internal management system is based on a multi-layered structure, with varying ¬ The business management system applied by the BMW Group follows a value-based approach, with a clear focus on achieving profitability, consistent growth, increasing the value of the business for cap- ital providers and safeguarding jobs. Achieving the desired degree of corporate autonomy can only be ensured in the long term if available capital is prof- itably employed. The prerequisite for this is that the amount of profit generated sustainably exceeds the cost of equity and debt capital. MANAGEMENT SYSTEM MINI Hatch, MINI Convertible, MINI Countryman MINI Countryman, MINI Paceman Products Austria Netherlands Country Graz Born Due to the high level of aggregation involved, it is impractical to manage the business on the basis of value added. This key indicator therefore only serves for reporting purposes. Relevant value drivers which could have a significant impact on business perfor- mance and enterprise value are defined for each controlling level. The financial and non-financial value drivers are reflected in the key performance indicators used to manage the business. In the case of project-related decisions, the system incorporates a project-oriented control logic focused on value-based and return-based performance indicators, which therefore provide a sound basis for decision-making. Management of operating performance at segment level → Operating performance at segment level is managed at its highest level on the basis of return on capital. Depending on the business model, the segments are measured on the basis of return on total capital or equity. Specifically, the return on capital employed (ROCE) is used for the Automotive and Motorcycles segments and the return on equity (ROE) for the Return on Capital Employed Managing the business on the basis of key value drivers makes it easier to identify the reasons for changes in ROCE and define suitable measures to drive its development. Due to its key importance for the Group as a whole, the Automotive segment is managed on the basis of additional key performance indicators with varying degrees of detail, which have a significant impact on ROCE and hence on segment performance. These value drivers are sales volume, segment revenues and the operating return on sales (EBIT margin: profit/loss before financial result as a percentage of revenues) as the key performance indicator for segment profitabil- ity. Average CO2 emissions for the fleet are also taken into account, due to its impact on ongoing develop- ment expenses and the significant long-term impact of regulatory requirements on Group performance. Fleet emissions corresponds to average CO2 emissions of new cars sold in the EU-28 countries. Capital employed corresponds to the sum of all cur- rent and non-current operational assets, less liabilities that do not incur interest (e.g. trade payables and other provisions). 72.2 74.3 10,854 10,361 7,836 7,695 2015 2016 2015 2016 2015 CONTRACT PRODUCTION 2016 capital employed in € million Profit before financial result in € million Average Automotive Average capital employed Profit before financial result ROCE Automotive = The most comprehensive key performance indica- tor used for the Automotive segment is RoCE. This indicator provides information on profitability of capital employed and on operational business. ROCE is measured on the basis of segment profit before financial result and the average amount of capital employed in segment operations. The strategic target for the Automotive segment's RoCE is 26%. Automotive segment Financial Services segment. As an overall reflection of profitability (return on sales) and capital efficiency (capital turnover), these key performance indicators provide a wide range of information into the factors driving segment performance and changes in the value of the business. Outlook Performance → see sections Indicators and → 12 Return on capital employed in % Plug-in-hybrid vehicles: BMW 2 Series, BMW i8 Locations The BMW Group also awards production contracts to external partners for specific vehicle types. During the period under report, various MINI models were 7 SGL Automotive Carbon Fibers (SGL ACF) is a joint operation of the BMW Group with the SGL Group. At the Moses Lake site in the US State of Washington, BMW 5 Series Extended-Wheelbase Version Plug-in-hybrid vehicles: BMW 5 Series Extended-Wheelbase Version BMW 2 Series, BMW 3 Series (+Extended-Wheelbase Version), BMW X1 Extended-Wheelbase Version Plug-in-hybrid vehicles: BMW X1 Extended-Wheelbase Version Petrol engines, production of core engine parts Products China China China Country Tiexi (Shenyang) Tiexi (Shenyang) Dadong (Shenyang) JOINT VENTURE BMW BRILLIANCE AUTOMOTIVE HOLDINGS LTD. Locations the Chinese market. The Shenyang site comprises the Dadong and Tiexi automobile plants as well as an engine plant complete with foundry. The plants in Shenyang (China) are operated together with the joint venture partner, Brilliance China Auto- motive Holdings Ltd., manufacturing exclusively for United Kingdom Rolls-Royce Manufacturing Plant Goodwood Rolls-Royce Phantom, Ghost, Wraith, Dawn Processing of carbon fibre components Petrol and diesel engines for BMW and MINI, Production of core engine parts High performance engines for M-models Pressed parts and bodywork components Distribution center for parts and components Cockpit assembly BMW X3, BMW X4, BMW X5, BMW X6 M-models: BMW X5 M, BMW X6 M Plug-in-hybrid vehicles: BMW X5 BMW 3 Series BMW 1 Series, BMW 2 Series, BMW 3 Series, BMW 4 Series, BMW X1, BMW Z4 M-models: BMW M3, BMW M4 BMW 1 Series, BMW 3 Series, BMW 5 Series, BMW 7 Series, BMW X1, BMW X3, BMW X4, BMW X5, MINI Countryman Motorcycles MINI Hatch, MINI Clubman Petrol and diesel engines, high-performance engines for M-models Production of core engine parts Plug-in-hybrid vehicles: BMW 3 Series M-models: BMW M4 BMW 3 Series, BMW 4 Series Motorcycles carbon fibres are produced for subsequent use in the production of carbon fibre fabrics in Wackersdorf. Locations JOINT OPERATION SGL AUTOMOTIVE CARBON FIBERS BMW 3 Series, BMW 5 Series, BMW 7 Series, BMW X1, BMW X3, BMW X5 BMW 3 Series, BMW 5 Series, BMW 7 Series, BMW X3, BMW X4, BMW X5, BMW X6 BMW 3 Series, BMW 5 Series, BMW X1, BMW X3, BMW X4, BMW X5, BMW X6 BMW 1 Series, BMW 3 Series, BMW 5 Series, BMW 7 Series, BMW X1, BMW X3, BMW X4, BMW X5, BMW X6, MINI Countryman Motorcycles Products Malaysia India Indonesia Egypt Russia Country Kulim Kaliningrad Cairo Hosur Jakarta PARTNER PLANTS Locations → Management System (Egypt), Jakarta (Indonesia) and Kulim (Malaysia). In addition, BMW motorcycles were manufactured by the cooperation partner, TVS Motor Company, in Hosur (India). produced by Magna Steyr Fahrzeugtechnik in Graz (Austria) and VDL Nedcar in Born (Netherlands). 7 Business Model → Organisational Structure and General Information on the BMW Group Combined Management Report 28 27 Carbon fibre fabrics Carbon fibres Products Germany USA Country Wackersdorf Moses Lake The primary function of the four partner plants of the BMW Group is to serve nearby regional markets. During the year under report, BMW and MINI vehicles were also manufactured in Kaliningrad (Russia), Cairo Profit BMW Group - value drivers United Arab Sales and Marketing 2 Combined Management Report General Information Economic Position Outlook, Risks and Opportunities BMW Stock and Capital Markets →Page 57 Workforce → Page 59 Sustainability → Page 63 Results of Operations, Financial Position and Net Assets →Page 76 Comments on Financial Statements of BMW AG → Page 82 Report on Outlook, Risks and Opportunities →Page 82 Outlook → Page 88 Risks and Opportunities → Page 101 Internal Control System and Risk Management System Relevant for the Financial Reporting Process →Page 103 Disclosures Relevant for Takeovers → Page 107 BMW Stock and Capital Markets in 2016 2 22 22 Combined Management Report General Information → Page 55 on the BMW Group → Organisational Purchasing and Supplier Network Research and Development Emirates COMBINED MANAGEMENT REPORT →Page 22 General Information on the BMW Group → Page 22 Organisational Structure and Business Model → Page 24 Locations → Page 29 Management System → Page 34 Report on Economic Position → Page 34 General and Sector-specific Environment → Page 38 Overall Assessment by Management Financial and Non-financial Performance Indicators → Page 42 Review of Operations → Page 42 Automotive Segment → Page 48 Motorcycles Segment → Page 49 Financial Services Segment → Page 51 →Page 54 Structure and Business Model → Page 39 BMW GROUP 24 24 Combined Management Report General Information on the BMW Group → Organisational Structure and Business Model → Locations BMW Group locations worldwide → 09 43 7 Sales subsidiaries and Financial Services locations worldwide Production and assembly plants 13 Research and development locations Headquarters Canada USA GENERAL INFORMATION ON THE Mexico → The core BMW brand caters to a broad array of → see sections customer wishes, ranging from fuel-efficient and innovative models equipped with Efficient Dynam- Sales and ics through to efficient, high-performance BMW M vehicles, which help bring a touch of the flair of motor- sport to the roads. At the same time, the BMW Group continues to push the boundaries of “premium” to new levels with its BMW i models. Designed to the core for even greater sustainability, the BMWi embodies the vehicle of the future – with its electric drivetrain, intelligent lightweight construction, exceptional design and newly developed range of mobility services. Marketing 31 connected. Distribution network enlarged Digitalisation and connectedness consistently increased Automotive segment and → www.bmwgroup.com/company ORGANISATIONAL STRUCTURE AND BUSINESS MODEL This Combined Management Report incorporates the management reports of Bayerische Motorenwerke Aktiengesellschaft (BMW AG) and the BMW Group. General information on the BMW Group is provided below. There have been no significant changes com- pared to the previous year. Organisational Structure and Business Model Bayerische Motoren Werke Aktiengesellschaft (BMW AG), based in Munich, Germany, is the parent company of the BMW Group. The general purpose of the Corporation is the development, production and sale of engines, engine-equipped vehicles, related accessories and products of the machinery and metal- working industry as well as the rendering of services related to the aforementioned items. The BMW Group is sub-divided into the Automotive, Motorcycles, Financial Services and Other Entities segments (the latter primarily comprising holding companies and Group financing companies). The BMW Group oper- ates on a global scale and is represented in more than 150 countries worldwide. At the end of the reporting period, the BMW Group employed a workforce of 124,729 people. Originally founded in 1916 as Bayerische Flugzeug- werke AG (BFW), it emerged as Bayerische Motoren Werke G.m.b.H. in 1917, before finally becoming Bay- erische Motoren Werke Aktiengesellschaft (BMW AG) in 1918. The BMW Group comprises BMW AG itself and all subsidiaries over which BMW AG has either direct or indirect control. BMW AG is also responsible for managing the BMW Group as a whole. Under the motto "THE NEXT 100 YEARS", the BMW Group celebrated its centenary in March 2016, showcased by a major centenary event held in Munich. The four concept vehicles unveiled over the course of the year for the brands BMW, MINI, Rolls-Royce and BMW Motorrad provided visionary insights into the future of individual mobility. At the same time, the BMW Group also presented its Strategy NUMBER ONE > NEXT, which builds on the existing strategy and expands its contents on the basis of recent developments. At the heart of Strategy 23 23 NUMBER ONE > NEXT is a commitment to consistent future-oriented activity, focusing on developing prod- ucts, brands and services for individual mobility in the premium segment. New technologies, digitalisation and connectedness as well as social responsibility are further areas of strategic focus. General information on the BMW Group The BMW Group is one of the most successful makers of passenger cars and motorcycles worldwide and among the largest industrial companies in Germany. With BMW, MINI and Rolls-Royce, the BMW Group owns three of the strongest premium brands in the automotive industry. The vehicles manufactured by the BMW Group set exceptionally high standards in terms of aesthetics, dynamics, technology and quality, and are the culmination of expertise in engineering and innovation. Its research and innovation network spans 13 locations in five countries. In addition to its strong position on international motorcycle markets, the BMW Group also offers its customers a successful range of financial services. In recent years, it has also established itself as a leading provider of premium services in the field of individual mobility. → BMW Group is also working on an integrated digital → see section concept, Connected Drive, to bring together driver and vehicle. Through this service, the vehicle becomes an intelligent companion, digitally integrated and adapted to the individual needs of each user. The BMW iNEXT is scheduled to enter the market in 2021, electrically powered, autonomously driven and fully → The BMW Group is also among the leading pro- viders of financial services in the automobile sector, segment operating more than 50 entities and cooperation arrangements with local financial services providers and importers worldwide. Credit financing and the leasing of BMW Group brand cars and motorcycles to retail customers represent the segment's main line of business. It also provides customers with access to a wide range of insurance and banking products. Operating under the brand name "Alphabet”, the BMW Group's international multi-brand fleet business provides fleet financing products and comprehensive management services for corporate car fleets in 19 countries. Within the multi-brand financing line of business, credit financing, leasing and other services are marketed to retail customers under the brand name “Alphera”. Providing support to the dealership organisation, such as by financing dealership vehicle inventories, rounds off the segment's product range. → The motorcycles business is also focused on the premium segment, with the model range currently comprising motorcycles for the Sport, Tour, Roadster, Heritage, Adventure and Urban Mobility segments. BMW Motorrad also offers a broad range of equip- ment options designed to enhance rider safety and comfort. The motorcycles business sales network is organised similarly to that of the automobile business. Currently, around 1,180 BMW Motorrad dealerships operate worldwide. The Automotive segment's worldwide distribution net- work currently consists of around 3,400 BMW, 1,580 MINI and 140 Rolls-Royce dealerships. In Germany, products and services are sold through BMW Group branches and by independent authorised dealers. Sales outside Germany are handled primarily by subsidiary companies and by independent import companies in a number of markets. The BMW i deal- ership and agency network currently covers more than 1,300 locations. The MINI brand is a veritable icon in the premium small car segment, offering unrivalled driving pleasure in its class. Rolls-Royce has a tradition in the ultra-lux- ury segment stretching back over more than 100 years. THE NEXT 100 YEARS - shaping the future → see sections Workforce and → Long-term thinking and responsible action have long been the cornerstones of the BMW Group's Sustainability success. Ecological and social sustainability along the entire value-added chain, full responsibility for its products and a clear commitment to preserving resources are prime objectives firmly embedded in the BMW Group's corporate strategy. The BMW Group has ranked among the most sustainable companies in the automotive industry for many years. → see section Financial Services → see section Motorcycles segment Research and Development BMW Brilliance Automotive Ltd., Shenyang units, 2015: 282,000 units). Automotive segment Deliveries to customers: solid increase In 2016, the Automotive segment sold a record number of vehicles for the sixth year in succession. Dynamic market conditions, particularly in Europe, influenced automobile sales volumes more strongly than expect- ed. Consumer spending in the UK in 2016 remained stable, despite the Brexit decision. The upward trend from the previous year in southern European coun- tries also continued unbroken. Despite growing polit- ical and economic uncertainties in the international environment, deliveries to customers increased by a solid 5.3% to a total of 2,367,603¹ BMW, MINI and Rolls Royce brand vehicles (2015: 2,247,485¹ units). 1 Including the joint venture 2 EU-28. In the Annual Report 2015, the outlook for the full year 2016 had foreseen a slight increase in sales volume. The generally positive sentiment among consumers, especially in Europe, but also in Asia, helped the BMW Group to exceed its original forecast. Fleet carbon dioxide (CO2) emissions²: slight decrease Combined - The fleet-wide deployment of Efficient Dynamics technologies including drivetrain electrification contributes to the efficient reduction of carbon dioxide emissions. CO2 emissions produced by the vehicle fleet sold in Europe (EU-28) decreased slightly to 124 grams CO2/km (2015: 127 grams CO2/km; -2.4%) in the year under report. As foreseen in the outlook for the full year 2016, fleet carbon emissions fell slightly and were therefore in line with forecast. 39 (2016: 316,200 BMW, the Group's core brand, reported a solid 5.2% increase to 2,003,359¹ units (2015: 1,905,234¹ units), taking it over the two-million-unit threshold for the first time in a single year. MINI also recorded solid growth, with deliveries to customers up by 6.4% to 360,233 units (2015: 338,466 units). Rolls-Royce Motor Cars sold 4,011 units (2015: 3,785 units; +6.0%). - BY MANAGEMENT As at 31 December 2016, the BMW Group employed a workforce of 124,729 (2015: 122,244; +2.0%) world- wide. The slight company-wide increase was due to the need for additional qualified staff for the develop- ment of electric mobility and other technology fields and the growth of the financial services business. The systematic expansion of mobility services also contributed to the increase in the workforce size. Financial services markets Management Report The global economy grew at a moderate pace in 2016, with conditions for financial services business gener- ally tending to be favourable. Interest levels remained low in the world's indus- trialised countries. The US Federal Reserve initially refrained from tightening its monetary policies, before finally deciding to raise the benchmark interest rate by 0.25% in December. In March 2016, the European Central Bank (ECB) resolved to broaden the scope of its expansionary monetary policies with a comprehensive package of measures to generate economic growth through more favourable lending conditions. In a bid to prevent a severe economic downturn after the Brexit decision, the Bank of England lowered its reference interest rate in August and announced addi- tional expansionary measures, including extending its bond purchasing programme. High public-sector spending and expansionary mon- etary policies adopted by the Chinese central bank only partially absorbed the slowdown of the Chinese economy, resulting in a further normalisation of GDP growth over the course of the year. The Japanese cen- tral bank broadened the scope of its expansionary monetary policies in 2016 in order to stimulate the economy and reverse deflationary tendencies. Prices in the premium segment of mainland Europe's pre-owned car markets rose slightly at the beginning of 2016, before settling at a similar level to the previous year in the course of the year. Pre-owned car market prices in the UK were slightly down year-on-year. Price levels remained stable on Asian markets. The slight downward trend continued in North America, despite a stronger performance during the summer months. OVERALL ASSESSMENT Overall assessment of business performance The BMW Group can look back on a successful business performance in 2016, despite increased competition and growing uncertainties in the inter- national environment. The overall picture was positive in terms of results of operations, financial position and net assets. Overall, management expectations for the period were therefore met. This assessment also takes into account events after the end of the reporting period. FINANCIAL AND NON- FINANCIAL PERFORMANCE INDICATORS The following section provides information on the key financial and non-financial performance indicators used as the basis for managing the BMW Group and its segments. As part of the analysis of operations and the financial condition of the BMW Group, forecasts made the previous year for the financial year 2016 are compared with actual outcomes in 2016. BMW Group Profit before tax: slight increase During the financial year 2016, the BMW Group continued to invest in innovative technologies and its production network to ensure future sustainabil- ity. The Group nevertheless remained on course in terms of earnings. With a Group profit before tax of €9,665 million (2015: €9,224 million; +4.8%), earn- ings reached a new high, despite the continuation of intensive competition on the world's automobile markets. In addition to an excellent sales volume performance, Group earnings also benefited from an improved financial result. As foreseen in the outlook for the financial year 2016, the Group's profit before tax was slightly higher than one year earlier and therefore in line with expectations. Workforce at year-end: slight increase As foreseen in the outlook for the financial year 2016, there was a slight increase in the size of the BMW Group's workforce, in line with expectations. Report on 60 financial Perfor- mance Indicators 2016 90 30 30 2012 2013 2014 2015 2016 2017 Source: Reuters. Precious metals price trend → 17 Index: December 2011 = 100 150 100 mance Indicators 120 Economic Position → Financial and Non- Price in US Dollar Price in € 00 Revenues: slight increase Automotive segment revenues edged up by 1.0% to a new record figure of €86,424 million (2015: €85,536 million), with currency exchange effects holding down the scale of the increase. The forecast of a slight rise in Automotive segment revenues made in the Annual Report 2015 therefore was confirmed. EBIT margin in target range of between 8 and 10% The EBIT margin in the Automotive segment (profit before financial result divided by revenues) came in at 8.9% (2015: 9.2%; -0.3 percentage points). As foreseen for the financial year 2016, the EBIT mar- gin from automobile business was within the target range of between 8 and 10% and therefore in line with expectations. Return on capital employed (RoCE): slight increase The return on capital employed (RoCE) amounted to 74.3% (2015: 72.2%; +2.1 percentage points). Amongst other factors, transactions with other segments and the expansion of business with service and Connected Drive contracts made positive contributions to ROCE for the Automotive segment. The outlook for RoCE, which was already raised in the Quarterly Report to 30 June 2016 from a mod- erate decrease to a slight decrease, was once more exceeded. In the Annual Report 2015, a moderate decrease in ROCE was foreseen. The rate achieved by the Automotive segment in 2016 was therefore once again well above the minimum target of 26%. Motorcycles segment Deliveries to customers: solid increase In a highly favourable market environment, most nota- bly in Europe, BMW Motorrad reported a solid 5.9% increase, with 145,032 units sold (2015: 136,963 units). These figures benefited from unexpectedly good sales figures for Europe and Latin America. The forecast increase, upgraded in the Quarterly Report to 30 June 2016 from slight to solid, was therefore realised. In the Annual Report 2015, only a slight increase in deliveries to customers had been foreseen for the Motorcycles segment. Return on capital employed: slight increase The Motorcycles segment generated a return on capital employed (ROCE) of 33.0% in the year under report (2015: 31.6%; +1.4 percentage points), slightly above the previous year, mainly reflecting effective working capital management and the improvement in earnings. The reported figures also benefited from the trend towards high-value models and the new brand strategy initiated in 2014. The forecast RoCE, which had already been changed from a slight decrease to "at the previous year's level" in the Quarterly Report to 30 June 2016, was therefore once again exceeded. In the Annual Report 2015, a slight decrease in ROCE had been foreseen. 10 40 → 16 Price per barrel of Brent Crude 120 90 60 Financial and Non- financial Perfor- The US economy continued to show a solid perfor- mance, growing year-on-year by 1.6%. The unem- ployment rate fell by 0.4 percentage points to 4.9%. At the same time, however, domestic spending rose at a slightly lower rate than one year earlier. Exports only grew slightly as a result of the strong US dollar. In view of these developments and in anticipation of a rising inflation rate, the US Federal Reserve (Fed) raised its benchmark interest rate in December 2016. ↑ Currencies in emerging economies reflected a mixed picture. While the Brazilian real was down by approx- imately 4% against the euro, the Russian rouble was up by approximately 9% against the euro after a strong rally. The Japanese yen appreciated by approximately 10% in 2016, despite the expansion of money supply by the Bank of Japan. The average exchange rate for the year was 120.25 yen to the euro. Despite volatility during the course of the year, the US dollar remained unchanged compared to the pre- vious year at an average exchange rate of 1.11 to the euro in 2016. The Fed shifted only moderately from its expansionary monetary policies during the year under report. The Chinese renminbi lost in value compared to the previous year, finishing with an average exchange rate for the year of 7.35 renminbi to the euro. The British pound weakened significantly in the wake of the Brexit decision. Compared to its average rate of 0.78 to the euro during the first half of the year, it fell sharply during the second half of the year to 0.86 to the euro. The Bank of England reacted to increasing post-referendum uncertainty by lowering interest rates, thus contributing to the weakening of the pound. Currency markets 7 Thanks to its economic reforms, India posted a GDP growth rate of 7.0%, achieving growth of at least 7.0% for the third year in succession. By contrast, Russia and Brazil failed once again to pull out of recession. Although industrial production picked up in Russia, domestic consumption fell sharply, causing economic output to fall overall (-0.6%). Brazil, however, recorded its second consecutive year of deep recession (−3.4%). Figures for consumption expenditure (household and public sector) and business investments dropped to new lows. The domestic economy in Japan was held down in particular by high debt levels and the appreciation of the yen in 2016. After a two-year downward trend, household spending increased, albeit at a moderate rate, while exports remained weak. Ultimately, only economic stimulus programmes prevented Japan from stagnating in 2016, with the GDP growth rate finishing at a modest 0.9%. 50 The new strategic direction adopted for China's econ- omy presented significant challenges for the country's government. In response to the stock market slump at the beginning of the year and fears that econom- ic growth was set to slow down, the government imposed measures to stimulate the economy. The 6.7% GDP growth rate in China for the full year was slightly down on the previous year, though within the pursued target range. Average capital employed 7 ROCE Motorcycles financial result Profit before Motorcycles Exchange rates compared to the euro → 13 → 15 200 Average capital employed in € million 2016 Return on capital employed in % 2015 Japanese Yen Russian Rouble 150 200 2017 Source: Reuters. 2016 2015 2014 2013 2012 LLL LL 100 150 Index: December 2011=100 Return on Capital Employed As with the Automotive segment, operating perfor- mance for the Motorcycles segment is managed on the basis of RoCE. Capital employed is measured on the same basis as in the Automotive segment. The strategic RoCE target for the Motorcycles segment is 26%. Motorcycles segment 2014 2015 2016 Source: Working Group for the Iron and Metal Processing Industry. 2017 Motorcycle markets Since the beginning of the financial year 2016, market analysis has been expanded from the half-litre class (500 cc) to cover the entire 250 cc plus class. This fol- lows BMW Motorrad's entrance with the entry-level G 310 R model into a new market segment within the 250 cc plus class. Global motorcycle markets in the 250 cc plus class were flat year-on-year, mainly reflecting weaker per- formance in some overseas regions (+/-0.0%). The European market grew by 12.4% overall, benefiting primarily from the significant recovery in Southern Europe. While the French market grew by an encour- aging 6.7%, markets in Germany, Italy and Spain all recorded double-digit increases, expanding by 13.9%, 12.8% and 23.5% respectively. The US market finished 3.8% down year-on-year. 33 37 88 38 Combined Management Report Report on Economic Position → General and Sector- specific Environment → Overall Assessment 2013 2012 60 110 British Pound 100 Chinese Renminbi US Dollar 35 35 36 Combined by Management Management Report on Economic Position → General and Sector- specific Environment Oil price trend increases. Japan was unable to turn around the previous year's negative trend, with the market contracting by a further 1.6% to 4.8 million units. Automobile markets in major emerging economies continued to suffer from recession in 2016. Russia saw a 4.7% drop to 1.2 million units, while registrations in Brazil slumped by nearly one third (-32.2%) to 1.7 million units. 85 Report Source: Reuters. Profit before financial result in € million 2016 Palladium 9,723 10,000 2015 2016 Value added Group 2015 2016 2015 2016 Cost of capital Earnings amount BMW Group in € million earnings amount — (cost of capital rate × capital employed) = earnings amount — cost of capital Value added Group added, as a highly aggregated performance indicator, provides an insight into capital efficiency and the (opportunity) cost of capital required to generate Group profit. Value added corresponds to the amount of earnings over and above the cost of capital and gives an indication of whether the Group is meeting the minimum requirements for the rate of return expected by capital providers. A positive value added means that a company is generating more additional value than the cost of capital. 6,407 Information provided by these two key performance indicators is reported with the performance indi- cators, pre-tax return on sales and value added. Value 6,040 3,683 REPORT specific Environment → General and Sector- Economic Position Report on Management Report Combined == 34 33 33 The criteria used for taking decisions as well as the long-term impact on periodic earnings is document- ed for all project decisions and incorporated in the long-term Group forecast. This approach enables an analysis of the periodic reporting impact of project decisions on earnings and rates of return over the term of each project. The overall result is a cohesive controlling model. The net present value of a project indicates the extent to which a project will be able to generate a positive contribution to earnings over and above the cost of capital. A project with a positive net present value enhances value added and therefore results in an increase in the value of the business. The internal rate of return of the project corresponds to the aver- age return on capital employed in the project and, in terms of significance, is equivalent to the multi-year average RoCE for an individual project. It is therefore consistent with one of the key performance indicators. Project decisions are taken on the basis of calculations measured in terms of the cash flows each individual project is expected to generate. Calculations are made for the full term of a project, incorporating all future years in which the project is expected to generate cash flows. Project decisions are taken on the basis of net present value and internal rate of return calculated for the project. Operational business in the Automotive and Motor- cycles segments is largely shaped by its life-cycle- dependent project character. Projects have a sub- stantial influence on future business performance. Project decisions are therefore a crucial component of financial management for the BMW Group. Value-based project management Capital employed comprises the average amount of Group equity employed during the year as a whole, the financial liabilities of the Automotive and Motorcycles segments, and pension provisions. The earnings meas- ure for these purposes corresponds to Group profit before tax, adjusted for interest expense incurred in conjunction with the pension provision and on the financial liabilities of the Automotive and Motorcycles segments (earnings before interest expense and taxes). The cost of capital is the minimum rate of return expected by capital providers in return for the capital employed. Since capital employed comprises an equity capital element (e.g. share capital) and a debt capital element (e.g. bonds), the overall cost of capital rate is determined on the basis of the weighted average rates for equity and debt capital, measured using standard market procedures. The pre-tax average weighted cost of capital for the BMW Group in 2016 was 12%, unchanged from the previous year. 3,593 ON ECONOMIC POSITION Strategic management and quantification of the financial impacts as part of the long-term corporate planning are performed primarily at Group level. The most significant performance indicators for these purposes are Group profit before tax and the size of the Group's workforce at the year-end. Group profit before tax provides a comprehensive measure of the Group's overall performance after consolidation effects and a transparent basis for comparing perfor- mance, particularly over time. The size of the Group's workforce is monitored as an additional non-financial performance indicator. → Management System Average equity capital Profit before tax RoE Financial Services Financial Services segment. The strategic RoE target for the Financial Services segment is at least 18%. with the non-financial value driver sales volume, this will enable ROCE development to be understood in greater detail. → 14 Return on Equity As is common practice in the banking sector, the performance of the Financial Services segment is measured on the basis of return on equity. RoE is defined as segment profit before taxes, divided by the average amount of equity capital attributable to the 7 Financial Services segment In view of the increasing strategic importance of the Motorcycles segment, the EBIT margin will be added as a key performance indicator with effect from the beginning of the 2017 financial year. In conjunction 31.6 33.0 576 566 182 187 2015 Financial Services Strategic management at Group level Profit before tax in € million Average equity capital in € million General Information on the BMW Group Combined Management Report 32 32 31 20.2 21.2 9,756 10,236 1,975 2,166 2015 2016 2015 2016 2015 Return on equity in % 2016 Centenary year sees best Company performance Record sales volumes for automobiles and motorcycles - expectations exceeded Record results in operational segments 150 2015 Europe's automobile markets presented a mixed picture. After a strong performance in the previous year, the UK saw only comparatively low growth in the number of new registrations in 2016 (2.7 million units; +2.3%). The French automobile market was in even better shape than one year earlier, recording a 5.3% increase to 2.0 million registrations, ahead of Germany's growth rate of 4.5% (3.4 million units). Italy (1.8 million units; +16.2%) and Spain (1.1 million units; +10.9%) both recorded double-digit percentage The positive trend on international automobile mar- kets seen in the previous year continued in 2016. Worldwide registrations of passenger cars and light commercial vehicles grew by 5.9% to 87.4 million units. Strong momentum from China (24.1 million units; +17.4%) and Europe (15.2 million units; +6.6%) made significant contributions to growth. By contrast, the USA recorded only a slight increase (17.6 million units; +0.4%). Automobile markets Index: January 2012 = 100 → 18 Steel price trend Steel markets saw at times sharp price rises. During the course of the year, the USA and the EU imposed anti-dumping duties on Asian steel products, while the USA did likewise on European steel products. The situation was further exacerbated by the Chinese government's decision to cut working hours in coal- mines. The price of coal, an important cost factor in the production of steel, rose accordingly. The price of Brent crude oil – the most relevant bench- mark for Europe - fell at the beginning of the year for a short time to below the level of 30 US dollars per barrel. A subsequent volatile upward trend saw the price rise to a high of 57 US dollars per barrel, bolstered by the agreement reached by the Organisation of Petroleum Exporting Countries (OPEC) and Russia to cut back oil production. Despite these developments, the average price of Brent crude oil fell to 44 US dollars per barrel, compared to 52 US dollars per barrel in the previous year. WTI, the benchmark for crude oil in the USA, followed a similar trend. - Raw materials prices 2017 2016 2015 After dropping to new lows at the turn of 2015/2016, precious metals prices stabilised in the course of 2016 at higher levels. The lower prices seen in preced- ing years have resulted in manufacturers reducing over-capacities, while at the same time demand has recovered. 2013 €9,665 million 2014 Group profit before tax at record level GENERAL AND SECTOR-SPECIFIC ENVIRONMENT General economic environment The global economy grew at a relatively stable pace in the face of external influences at a rate of 3.1% in 2016. Against a background of multiple political uncertainties, global growth seems relatively robust. The eurozone continued to record moderate economic growth, helped among other factors by favourable conditions on the job market. Although the pace of the economy in China slowed, the decrease was only marginal. The USA recorded slight growth in 2016. By contrast, the emerging economies of Russia and Brazil contracted again in 2016, despite Russia benefiting from rising raw materials prices. 71 +4.8% In the UK, the year 2016 was marked by the Brexit decision, the economic impact of which is expected to be felt from 2017 onwards. For the year under report, a robust GDP growth rate of 2.0% was recorded. Polit- ical uncertainty did not have an adverse impact on household spending. The growth rate also benefited from falling unemployment. The increase in invest- ments by companies was significantly lower than in previous years, while the rise in government spending was below average. Despite the massive devaluation of the British pound after the referendum, exports fell far short of matching the high growth rate recorded one year earlier. 100 Gold Platinum 50 0 2012 Gross domestic product (GDP) in the eurozone grew by 1.7% year-on-year. The European Central Bank (ECB) continued to pursue its expansive monetary policies. Boosted by strong exports and robust domes- tic demand, the German economy grew by 1.8%, its fastest rate for five years. France (+1.2%) and Italy (+0.9%) saw growth at similar levels to the previous year. In both countries, structural reforms designed to stimulate the economy remain in the implementation phase. 47 47 Internationalisation of BMW production network progresses By expanding its international production network, the BMW Group follows global market developments with the aim of ensuring a balanced distribution of added value. In North America, expansion work has been con- tinued at the BMW plant in Spartanburg (USA). In 2016, the plant set a new annual record, turning out over 411,000 units. In terms of production volume, the Spartanburg plant is therefore the largest in the BMW Group's network. Important work was carried out to convert and expand the Rolls-Royce manufacturing plant in Goodwood (UK) during the period under report. For future mod- els, the BMW Group is investing in a new production system on one line at the plant. The new Technology and Logistics Centre in Bognor Regis, near Goodwood, was opened in January 2016. In Europe, the British production cluster comprising the MINI assembly facility in Oxford, the pressing plant in Swindon and the engine manufacturing plant in Hams Hall is a key element in the BMW Group's production network. In order to secure greater capac- ity for forecast growth, the MINI 3-door model, the MINI Convertible and the MINI Countryman are also being produced for the BMW Group at the automotive manufacturer VDL NedCar in Born, the Netherlands. In Rosslyn (South Africa), preparations are already underway for producing the next generation of the BMW X3. In May 2016, work began on the body-mak- ing facility, which is being enlarged by 50%. In Shenyang (China), the BBA plants in Dadong and Tiexi produced over 305,000 units, setting a new record in the process. Comprehensive expansion work at the Dadong plant has been continued. The extension will improve the flexibility of the plant and prepare it for the manufacture of future models. The manufacturing sites in Chennai (India) and Ray- ong (Thailand) complete the BMW Group's interna- tional production network. In 2016, the plant in India produced the 50,000th BMW for the local market. The BMW plant in Thailand is the only facility within the production network that manufactures not only BMW and MINI automobiles, but also BMW motorcycles. During the period under report, a total of 32,256 auto- mobiles were produced at the Group's various partner plants, which mainly serve their regional markets. The BMW Group develops and manufactures battery cell modules, high-voltage storage systems and electric motors at a total of five locations. The most important electric drivetrain technologies and components are developed at the prototype construction facility in Munich and produced at the Dingolfing and Landshut plants. The Dingolfing plant manufactures battery cell modules and installs them in high-voltage storage systems for the BMW i3, the BMW i8 and the Group's plug-in hybrid models. The electric motors and range extenders for the BMWi models are made at the Landshut plant. The Spartanburg plant in the USA produces and installs high-voltage storage systems for the BMW X5 iPerformance. The BBA joint venture plant in Shenyang is currently building a new centre for high-voltage storage systems. In San Luis Potosí (Mexico), preparations for construct- ing the new plant are running on schedule and a local training centre has already been opened at the site. The plant is due to commence operations in 2019. The BMW Group's largest engine plant, located in Steyr, produces 3-, 4- and 6-cylinder diesel engines as well as 3-, 4- and 6-cylinder petrol engines. Engines made in Steyr are installed in more than half of all BMW vehicles and in over one third of all MINI vehicles. In September 2016, the development centre for diesel engines, which adjoins the manufacturing plant, took the first new, state-of-the-art engine testing facilities into service. The Steyr plant established a new production record of 1,261,449 engines in 2016. Since its opening, some 160 engineers have been engaged in research at the Lightweight and Engineer- ing Center in Landshut, designing innovative hi-tech materials and composite concepts for the vehicles of the future. The think tank, built near the production facilities, concentrates lightweight construction know- how at the Landshut plant. Four engine production plants worldwide 1.4 18.5 27,216 32,256 2.3 -35.2 2,359,756 82,655 3.7 53.6 57,019 87,609 0.2 8.6 53,528 2,279,503 3.5 100.0 During the year under report, the BMW Group plant in Eisenach commissioned a state-of-the-art servo tryout press. Eisenach is one of three BMW Group plants worldwide specialised in making pressing tools. Moreover, some 250 employees at the plant manufacture the majority of the outer body parts from sheet metal, aluminium and stainless steel for the Rolls-Royce plant in Goodwood (UK) as well as parts for BMW motorcycle production in Berlin. SGL Automotive Carbon Fibers (SGL ACF), the joint operation between the BMW Group and the SGL Group, is also based in Wackersdorf. In Moses Lake (USA), SGL ACF operates a carbon fibre production plant that is powered by hydroelectricity and supplies carbon fibres to the SGL ACF plant in Wackersdorf, where they are processed into textile cores. The Wackersdorf Innovation Park is the logistical hub for materials management and just-in-sequence deliv- ery to BMW Group assembly plants in ten different countries. For the first time, a fleet of ten self-driving Smart Transport robots is being used in Wackersdorf to transport components within the logistics centre. These self-driving transport robots are capable of driv- ing freely within the logistics centre and transporting loads of up to 500 kilograms. The BMW Group plant in Leipzig produced over 29,000 BMW i model vehicles during the period under report. The BMW i3 is one of the three best-selling electric vehicles worldwide. In addition to the Munich plant, Leipzig is now the second BMW Group site to utilise electric trucks, powered exclusively by electricity gen- erated via renewable sources, to transport its materials on public roads. In 2016, a total of 246,550 vehicles rolled off production lines in Leipzig, the highest figure to date for the plant. In 2016, the BMW Group plant in Regensburg cele- brated its 30th anniversary. The highly flexible plant manufactures eight different models on one line. During the reporting period, production volume was boosted to over 346,000 units, approximately 14% up on the previous year. Economic Position Review of Operations → Automotive segment Report on Combined Management Report 46 Extensive expansion work is also progressing at the main plant in Munich. By mid-2017, a state-of-the-art painting line will be completed that meets the very highest standards in efficiency and economical use of resources. The new building is part of an extensive investment project that also includes the enlargement of the body-making section and vehicle assembly as well as parts of the logistics system. In November 2016, the BMW Group began manufactur- ing the seventh generation of the BMW 5 Series at its Dingolfing assembly plant, which underwent numerous conversion and building measures to prepare for the new model. Dingolfing therefore remains the centre of competence for producing the top BMW model series. The German plants play a leading role within the Group's international network. For the sixth year in succession, the BMW Group produced over one million vehicles at its German plants in Munich, Dingolfing, Regensburg and Leipzig. Flexibility, quality and efficiency are key characteris- tics of the Group's production system. Its great ability to adapt enables the BMW Group to respond rapidly to changing market situations and fluctuations in regional sales volumes by adapting production plans. Digitalisation, standardised modules and intelligent composite construction methods demonstrate the high performance of the Group's production net- work. At the same time, the production system offers customers an impressive level of individualisation, allowing changes in order specifications up to six days prior to delivery. The production expertise within the BMW Group thus gives it a crucial competitive advantage that contributes to the profitability and sustainable success of the Company. 45 45 In 2016, the joint venture BBA opened a new engine plant in Shenyang (China) to produce the latest gen- eration of BMW TwinPower Turbo 3- and 4-cylinder petrol engines. The new light metal foundry, which was opened at the same time, is designed for sus- tainable production. Both the engine plant and the light metal foundry meet state-of-the-art production standards and supply the BMW Brilliance manufac- turing plants in Dadong and Tiexi. The BMW Group now manufactures engines at a total of four locations: Munich (Germany), Hams Hall (UK), Steyr (Austria) and Shenyang (China). Strong production base in Germany Great Britain 5.8 BMW Group sales volume of motorcycles* 2012 20.8 24.2 22.5 Financing 20.7 27.3 25 20.9 Leasing 19.7 21.5 22.1 22.3 40.4 41.7 44.0 46.3 49.6 50 in % → 29 BMW Group new vehicles financed or leased by Financial Services segment* 2016 2015 2014 2013 2012 The total volume of new credit and leasing contracts concluded with retail customers during the twelve- month period under report grew by 9.3% year-on-year to €55,327 million (2015: €50,606 million). 2013 2014 2015 2016 Demand for insurance products remained high in 2016, with the number of new insurance contracts signed rising by 4.6% to 1,262,973 (2015: 1,207,196 contracts). At 31 December 2016, the contract port- folio comprised 3,411,872 contracts (2015: 3,200,742 contracts; +6.6%). Growth in insurance business The BMW Group is one of Europe's foremost leasing and full-service providers. The Financial Services segment's fleet management line of business offers leasing and financing arrangements as well as other fleet-related services to commercial customers under the brand name "Alphabet". The number of new con- tracts signed rose by 7.0% during the financial year 2016. At 31 December 2016, the segment was thus managing a portfolio of 644,420 fleet contracts (2015: 602,303 contracts). Fleet business expanded * EU Bank comprises BMW Bank GmbH, its branches in Italy, Spain and Portugal, and its subsidiary in France. 27.6 EU Bank* 29.9 Americas Middle East/ Africa 24.8 Europe/ Deposit business volume at previous year's level Customer deposits provide an important source of refinancing for the Financial Services segment. The volume of deposits at the end of the reporting period stood at €13,512 million, in line with the previous year's level (2015: €13,509 million; +/− 0.0%). The total volume of dealer financing increased in 2016, growing by 6.7% to €18,307 million at the end of the reporting period (2015: €17,156 million). es BMW Bank GmbH, its branch- es in Italy, Spain and Portugal, and its subsidiary in France. Asia/Pacific 17.7 is represented by a consolidated in % per region of Financial Services segment 2016 Contract portfolio retail customer financing Multi-brand financing saw a moderate decrease (-5.9%) in the number of new contracts signed in 2016, which fell to 153,297 (2015: 162,870 contracts). At 31 December 2016, the total portfolio comprised 466,436 contracts, in line with the previous year (2015: 470,150 contracts; -0.8%). Decrease in multi-brand financing The increase in credit financing and leasing business with retail customers is reflected in the overall contract portfolio. A total of 4,703,417 contracts were in place with retail customers at 31 December 2016 (2015: 4,326,631 contracts; +8.7%). By region, Asia/Pacific continued to enjoy significant growth, recording an 18.0% increase in the contract portfolio, mainly driv- en by greater demand in China. The Europe/Middle East/Africa region (+8.6%), the Americas region (+7.1%) and the EU Bank* region (+5.3%) also record- *EU Bank compris Dealer financing up year-on-year ed year-on-year growth. → Research and Development Economic Position Review of Operations → Financial Services segment Report on Combined Management Report 50 49 49 *Until 2015 excluding Rolls-Royce. → 30 In the BMW and MINI pre-owned vehicle financing and leasing lines of business, the number of new con- tracts signed by the segment increased significantly entity. in 2016 (+10.5 %) to 361,928 contracts (2015: 327,391 contracts). Almost every second new BMW Group vehicle (49.6%) was leased or financed by the Financial Services seg- ment in the financial year 2016, 3.3 percentage points more than one year earlier (2015: 46.3%).* Credit financing and leasing business with retail customers remain a major factor for the success of the Financial Services segment. During the period from January to December 2016, 1,811,157 new cred- it financing and leasing contracts were concluded with customers, 9.4% up on the previous year (2015: 1,655,961 contracts). This increase reflected a signif- icant 11.1% rise in credit financing and a solid 6.2% rise in leasing contracts. Overall, leasing accounted for 34.2% of new business (2015: 35.3%), with credit financing at 65.8% (2015: 64.7%). * Excluding Husqvarna, sales volume up to 5 March 2013: 59,776 units. 2016 2015 2014 2013 2012 Sales of motorcycles in Europe grew by 7.5% to 87,983 units (2015: 81,834 units) year-on-year. These figures include 24,894 units sold in Germany (2015: 23,823 units; +4.5%), 12,300 units in Italy (2015: 11,150 units; +10.3%) and 13,350 units in France (2015: 12,550 units; +6.4%). Market conditions in the USA remained very difficult. The number of motorcycles sold dropped significantly to 13,730 units (2015: 16,501 units; -16.8%). Dynamic growth in Europe 106.4 115.2 123.5 137.0 145.0 BMW Group - key motorcycle markets 2016 75 in 1,000 units Solid sales volume growth for BMW Motorrad The Motorcycles segment profited from a favourable market environment during the period under report, particularly in Europe and Latin America, thereby achieving a record sales volume performance for the sixth year in succession. Deliveries of BMW motor- cycles to customers worldwide rose by a solid 5.9% to 145,032 units (2015: 136,963 units). Motorcycles segment → Financial Services segment segment → Motorcycles Review of Operations Economic Position Report on Report Management Combined → 26 150 48 → 27 Internationalisation continues Growth in new business volumes Services segment the Financial markets, in which * The calculation only includes automobile ||||| 3,846 4,130 4,360 4,719 5,115 - 3,000 6,000 as a percentage of sales volume in 1,000 units Contract portfolio of Financial Services segment Financial services business continues to grow As in the previous year, the Financial Services segment continued to perform well in 2016, despite the volatile market environment. In balance sheet terms, business volume grew by 11.0% to €123,394 million (2015: €111,191 million). The contract portfolio under man- agement at 31 December 2016 comprised 5,114,906 contracts and therefore grew 8.4% year-on-year (2015: 4,718,970 contracts). Financial Services segment 8.5 Italy 6.6 Spain 9.2 France 9.5 USA 17.2 Germany 3,848 Other 43.2 Started in 2015, expansion work on the BMW Group plant in Berlin continued during the year under report. In addition to measures to increase production capac- ity, a state-of the-art logistics centre is being built near the Berlin plant and scheduled to begin operations from the end of 2017. A total of 145,555 motorcycles rolled off production lines during the year under report (2015: 151,004 units; -3.6%). The slight drop was largely attributable to the higher number of new model production start-ups in the second half of 2016 compared to one year earlier. Motorcycle production slightly down on previous year Production of the G 310 R commenced at the Group's cooperation partner TVS Motor Company in India during the year under report. Operations at the Group's partner plant in Thailand were also ramped up. Following the takeover of production in Manaus (Brazil) in October 2016, for the first time, BMW Motorrad now operates its own manufacturing facilities at a location outside Europe. → 28 4,179 389 11.0 Asia* 747.3 685.8 658.4 578.7 493.4 thereof China* 516.8 464.1 456.7 391.7 327.3 Other markets 67.7 65.4 62.7 61.8 61.1 Total* 348.5 376.6 397.0 405.7 1,000.4 914.6 859.5 865.4 298.9 286.1 272.3 259.2 287.4 2,367.6 252.2 205.1 189.1 174.5 460.4 495.9 482.3 463.8 425.3 366.5 231.0 2,247.5 2,118.0 1,963.8 BMW X4 BMW X5 BMW X6 BMW Z4 BMW i 176,032 182,158 -3.4 8.8 BMW X3 196,183 24.8 9.8 411,844 444,338 -7.3 20.5 133,272 152,390 -12.5 157,144 1,092.2 BMW X1 BMW 6 Series 1,845.2 * Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2016: 316,200 units, 2015: 282,000 units, 2014: 275,891 units, 2013: 198,542 units, 2012: 141,165 units). BMW* brand exceeds the two-million threshold, again taking a top position in the premium segment The BMW brand exceeded the two-million threshold for the first time in 2016, selling 2,003,359 units. The BMW 1 Series fell just short of its previous year's performance with a sales volume of 176,032 units in the year under report (2015: 182,158 units; -3.4%). By contrast, at 196,183 units, sales of the BMW 2 Series were nearly a quarter higher (2015: 157,144 units; +24.8%). Sales figures for the BMW 3 Series fell year- on-year to 411,844 units (2015: 444,338; -7.3%). Near- ing the end of its life cycle, sales of the BMW 5 Series at 331,410 units narrowly missed the previous year's high figure (2015: 347,096 units; -4.5%). Worldwide Sales volume of BMW vehicles by model variant* → 22 sales of the new BMW 7 Series were over two thirds up on the previous year (61,514 units; 2015: 36,364 units; +69.2%). BMW 7 Series The BMW X family remained extremely popular in 2016, with sales rising by more than one fifth world- wide to 644,992 units (2015: 527,319 units; + 22.3%). Sales volume growth of the BMW X1 was particularly pronounced with a jump of 83.6% to 220,378 units (2015: 120,011 units). The BMW X3 also saw a sig- nificant year-on-year rise in deliveries to customers (157,017 units; 2015: 137,810 units; +13.9%). At 166,219 units, sales of the BMW X5 were only slight- ly lower than one year earlier (2015: 168,143 units; -1.1%). 2016 2015 Change in % Proportion of BMW sales volume 2016 in % BMW 1 Series BMW 2 Series BMW 3 Series BMW 4 Series BMW 5 Series in units 6.6 thereof USA thereof Great Britain Q2: slight decrease target range between 8 and 10 moderate decrease slight increase slight decrease slight increase Fleet emissions² Sales volume¹ slight increase slight increase AUTOMOTIVE SEGMENT Workforce at year-end Profit before tax BMW GROUP Forecast revision during the year in 2015 Annual Report Forecast for 2016 → 19 The following overall picture arises for the key per- formance indicators used by the BMW Group and its segments: In the Annual Report 2015, ROE was forecast to be at the previous year's level. As expected, it remained ahead of the long-term target of 18%. Revenues EBIT margin Return on capital employed MOTORCYCLES SEGMENT slight increase 74.3 (+2.1 %pts) % 8.9 (-0.3%pts) % 86,424 (+1.0%) € million 124 (-2.4%) 2,367,603 (+5.3%) Comparison of 2016 forecasts with actual outcomes 2016 units g CO2/km € million in 2016 Actual outcome 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2016: 316,200 units). 2 EU-28. in line with last year's level Return on equity FINANCIAL SERVICES SEGMENT Return on capital employed Sales volume 9,665 (+4.8%) 124,729 (+2.0%) 7 Growth in business volumes and an improved risk profile in the Financial Services segment had a posi- tive impact on segment return on equity (RoE) in 2016. At 21.2%, the RoE was slightly higher than expected (2015: 20.2%; +1.0 percentage point). Return on equity: slight increase as a percentage of sales volume Other 29.1 21.8 China Dynamic growth in Europe and Asia, challenges on the US market Within a generally favourable market environment, the BMW Group surpassed the one-million mark for sales of BMW, MINI and Rolls-Royce brand vehicles in Europe for the second year in succession in 2016 with 1,092,155 units sold (2015: 1,000,427 units; +9.2%). Sales figures for Germany were up 4.5% year-on-year to 298,928 units (2015: 286,098 units). Despite the Brexit decision, automobile business in Great Britain Japan 3.2 Italy 3.5 France 3.6 Great Britain 10.7 BMW Group sales volume of vehicles by region and market → 20 → 21 15.5 USA 12.6 Germany 2016 2015 2014 2013 2012 Europe thereof Germany in 1,000 units Americas BMW Group - key automobile markets 2016 under report, Financial Services segment 145,032 (+5.9%) slight decrease year's level % 33.0 (+1.4%pts) % 21.2 (+1.0%pts) 41 also developed positively during the year with sales rising to a total of 252,205 units (2015: 230,982 units; +9.2%). Sales volume growth was again recorded in Asia. Overall, sales of the Group's three brands in the region totalled 747,291* units (2015: 685,792* units; +9.0%), including 516,785* units sold in China, 11.4% more than one year earlier (2015: 464,086* units). Total sales of BMW, MINI and Rolls- Royce brand vehicles on the American continent were down year-on-year within a highly competitive market environment, falling by 7.2% to 460,398 units (2015: 495,897 units). Sales in the USA fell by 9.7% to 366,493 units (2015: 405,715 units). 42 Combined Management Report Report on Economic Position → Review of Operations → Automotive segment REVIEW OF OPERATIONS Automotive segment Solid growth in deliveries to customers The BMW Group sold 2,367,603* BMW, MINI and Rolls-Royce brand vehicles worldwide in 2016, thereby setting a new record for the sixth year in succession (2015: 2,247,485* units; +5.3%). The BMW brand recorded a solid 5.2% increase to 2,003,359* units, thereby exceeding the two-million threshold for the first time (2015: 1,905,234* units). MINI also achieved a solid 6.4% increase to 360,233 units (2015: 338,466 units). Rolls-Royce Motor Cars delivered 4,011 luxury automobiles to customers during the year under report (2015: 3,785 units; +6.0%). A new all-time high was therefore not only recorded at Group level, but also for the BMW and MINI brands. 42 0.4 331,410 -4.5 Regensburg Dingolfing Leipzig Munich Oxford Tiexi¹ Dadong1 Rosslyn Rayong Araquari Chennai Goodwood Born (VDL Nedcar)² Graz (Magna Steyr)² Partner plants (Jakarta, Cairo, Kaliningrad, Kulim) BMW Group 1 Joint Venture BMW Brilliance Automotive Ltd., Shenyang. 2 Contract production. 2016 2015 Spartanburg in units → 25 Vehicle production of the BMW Group by plant -20.3 7 Ghost 1,175 1,609 -27.0 Wraith/Dawn Rolls-Royce total 2,447 1,688 Change in % 45.0 3,785 6.0 High capacity utilisation throughout production network In 2016, buoyant customer demand and various new model start-ups resulted in high capacity utilisation throughout the BMW Group production network. At the same time, rapid progress was made in expanding the Group's international manufacturing locations. The production network currently comprises 31 loca- tions in 14 countries worldwide. * Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2016: 305,833 units, 2015: 287,755 units). New production records were set in 2016, with a total of 2,359,756* BMW, MINI and Rolls-Royce brand vehicles manufactured (2015: 2,279,503* units; +3.5%), comprising 2,002,997* BMW (2015: 1,933,647* units; +3.6%), 352,580 MINI (2015: 342,008 units; +3.1%) and 4,179 Rolls-Royce brand vehicles (2015: 3,848 units; +8.6%). 4,011 Proportion of production in % 411,171 400,904 11.7 6.9 143,825 142,767 0.7 6.1 63,117 71,353 -11.5 144,988 2.7 8,928 99.9 0.7 15,408 9,936 55.1 0.6 8,568 7,716 17,844 488 161,901 4.9 2.6 17.4 346,291 304,509 13.7 14.7 339,769 360,804 -5.8 8.9 14.4 233,656 5.5 10.4 216,769 221,998 -2.4 9.2 210,971 201,206 246,550 347,096 Extended Wheelbase) Phantom (incl. Coupé, 8.3 43,323 46,305 -6.4 2.2 5,432 7,950 -31.7 0.3 29,280 29,513 -0.8 1.5 BMW total 2,003,359 1,905,234 5.2 100.0 *Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2016: 316,200 units, 2015: 282,000 units). −1.1 168,143 166,219 2.9 16.5 13,400 20,962 -36.1 0.7 61,514 36,364 69.2 3.1 43 220,378 83.6 11.0 157,017 137,810 13.9 7.8 58,055 55,050 5.5 120,011 43 44 Combined Management Report 63,509 8,003 17.6 68,301 88,477 -22.8 19.0 360,233 338,466 8.3 6.4 Strong performance by Rolls-Royce Rolls-Royce Motor Cars enjoyed the second-best year in its history, with 4,011 luxury automobiles delivered to customers (2015: 3,785 units; +6.0%). This perfor- mance includes an all-time quarterly high contribution of 1,386 units in the fourth quarter (2015: 1,181 units; +17.4%). A high proportion of these sales related to the new Rolls-Royce Dawn, of which 1,283 units were sold worldwide after its mid-year launch. Sales volume of Rolls-Royce vehicles by model variant → 24 in units 2016 2015 Change in % 100.0 Drophead Coupé, 50.2 30,050 Report on Economic Position Review of Operations → Automotive segment MINI sets new sales volume record The MINI brand also set a new sales volume record in 2016 with a total of 360,233 units sold (2015: 338,466 units; +6.4%). Positive contributions to this per- formance came from the new Convertible (29,758 units; 2015: 14,145 units) and the new Clubman (63,509 units; 2015: 8,003 units). With 198,373 units sold, the MINI Hatch 3- and 5-door models fell short of the previous year's high level (2015: 221,982 units; -10.6%). Sales volume of MINI vehicles by model variant → 23 in units MINI Hatch (3- and 5-door) MINI Convertible/Coupé / Roadster 20,004 MINI Clubman MINI total 2016 2015 Change in % Proportion of MINI sales volume 2016 in % 198,373 221,982 -10.6 55.1 MINI Countryman/Paceman Q2: solid increase Q2: in line with last units Diversity represents a key factor in ensuring the BMW Group's continued competitiveness going forward, focusing on the three aspects of gender, cultural back- ground, and age/experience. The aim is to ensure equal opportunities for all employees. A variety of measures were implemented in 2016 to promote and benefit from diversity in the workforce. 52 As the first concrete steps in implementing the Strat- egy NUMBER ONE > NEXT, numerous new concepts and innovations have been presented to the public, such as the BMW i8 Spyder, which celebrated its world premiere at the Consumer Electronics Show (CES) in Las Vegas, followed by the M Performance model of the BMW 7 Series at the Geneva International Motor Show. The China version of the BMW X1 was present- ed at the show in Beijing and the BMW Concept X2 at the Paris Motor Show (Mondial de l'Automobile). MINI launches new convertible The new MINI Convertible has been on the market since March 2016. The new model was launched fea- turing five different versions of the new generation of engines with MINI TwinPower Turbo technology. The sports version, the MINI John Cooper Works Convertible, became available in May. The new MINI Convertible keeps up the tradition of highly dynamic driving pleasure and continues to offer its owners the typical MINI go-kart feeling. Workforce → www.bmwgroup.com/careers Slight increase in workforce At 31 December 2016, the BMW Group employed a workforce of 124,729 worldwide, 2.0% more than one year earlier (2015: 122,244 employees). The increase was primarily due to the expansion of the internation- al production network and financial services business. Moreover, skilled workers and IT specialists were increasingly recruited for future-oriented areas, such as software architecture and development, artificial intelligence and autonomous driving. BMW Group employees → 33 Automotive 31.12.2016 31.12.2015 Change in % 112,869 111,410 1.3 57 The first official information on the seventh generation of the new BMW 5 Series was published in mid-Octo- ber 2016. The new 5 Series Sedan had its worldwide debut in Detroit in January 2017 and has been on sale since mid-February 2017. The success story of the BMW 5 Series in the sporty business class is being continued with this dynamic, efficient, innovative vehicle. both The revised model of the BMW 3 Series Gran Turismo has been available since July 2016. The new modular engines and Connected Drive range of services com- bine the sporting flair typical of BMW with superb efficiency and a high level of connectedness. The BMW 1 Series and the 2 Series Convertible and Coupé models have also been available as M Performance versions since July 2016. In the course of the year, the BMW X1 and the BMW 1 Series were launched in China. Since autumn 2016, the BMW M2 Coupé has been on sale in the compact high-performance sports car segment. The global dealership and agency network for BMW i currently covers over 1,300 locations. In addition, BMWi models are offered via new channels, such as the Customer Interaction Center. Moreover, the Mobile Sales Advisor is now established as a core element of the sales model in six markets. The BMWi online store gives customers in the Netherlands, Bel- gium, Luxembourg, Austria and Italy the opportunity to order their BMW i3 via the Internet. Under the name 360° ELECTRIC, BMWi provides a comprehensive range of products and services for both all-electric vehicles and plug-in hybrids worldwide. A new generation of the BMWi wallbox has been launched for quick, easy charging at home. It can now charge vehicles at up to three times the previous speed. While on the road, drivers can now use the BMW i service ChargeNow with over 65,000 charging points in 29 different countries. 55 55 99 56 Combined Management Report Report on Motorcycles Economic Position Review of Operations Premium services for individual mobility The BMW Group has been developing its range of mobility services under the brand NOW since 2011. In Europe, the USA and China, the BMW Group now offers its customers individually tailored solutions for urban mobility. The range includes car sharing, on-demand mobility such as DriveNow and Reach- Now as well as parking and charging solutions such as ParkNow and ChargeNow. The DriveNow premium car-sharing service, a joint venture between BMW AG and Sixt SE, now has over 750,000 customers in seven countries and is repre- sented in eleven European cities. Around 20% of DriveNow vehicles in Europe are electrically powered and the number is scheduled to grow. With Alphacity, the BMW Group also provides car-sharing services for companies. In April 2016, the BMW Group launched ReachNow in Seattle (USA), a further development of car sharing. The ReachNow fleet in Seattle and Portland now com- prises 800 BMW and MINI brand vehicles. Electrically powered BMW i3 vehicles make up 20% of the fleet. In addition to Seattle and Portland, in November 2016 Brooklyn/New York became the third US city to launch ReachNow. Currently, membership amounts to more than 32,000 in the three cities. In Decem- ber 2016, ReachNow began offering Ride in Seattle, its new mobility service, which enables members to order a vehicle optionally with a driver. In residential areas, Fleet Solutions offers the exclusive use of a fleet of premium vehicles that are permanently available on location. The ReachNow Reserve service makes it possible to book a specific vehicle for longer periods of between two and five days and have it delivered at the time and place of the customer's choice. Via ReachNow Share, MINI owners will be able in the future to rent out their vehicle when they do not need it themselves. ParkNow is a comprehensive parking solution for Web, app and navigation systems. When parking on the street, payment is made cash-free via smartphone. When parking in multi-storey car parks, ParkNow provides support in finding, reserving, booking and paying for parking spaces. ParkNow was launched in Germany, Austria and France during the year under report. With ChargeNow, the BMW Group provides easy access to a constantly growing network of public charging stations that currently includes over 65,000 charging points in 29 countries. Customers can locate the BMWi partner charging stations directly via the navigation system integrated in the vehicle, via the ChargeNow app or via the website. ChargeNow inte- grates the charging stations of various operators to form one large, expanding network. BMW continues electrification strategy with iPerformance In early 2016, BMW presented the first iPerformance model, the plug-in version of the 3 Series. With emis- sions of only 44g CO2/km and an electric range of up to 40 km, the iPerformance Sedan combines the driving dynamics of the 3 Series with the advantages of an electric drive system. A plug-in hybrid version of the current 7 Series was launched in July. With only 45 g CO2/km, the efficient, powerful 4-cylinder engine sets new standards in the luxury segment. The BMW 2 Series Active Tourer is also available as an iPerformance model. With its 3-cylinder combustion engine and 100 kW/136 hp of power output and a 65 kW/88 hp electric motor, it emits 46 g CO2/km. → Sales and Marketing → Workforce 3,351 3,021 10.9 2012 2013 2014 2015 2016 58 Combined Management Report Report on 2,500 Economic Position Review of Operations → Sustainability High level of investment to bolster employee skill sets At €352 million, expenditure on basic and further training remained unchanged at a high level. By improving the skill sets of its workforce for example in electric mobility, hydrogen and fuel cell technology, lightweight construction and robot technology, the BMW Group is creating a solid foundation for future activities. Highly attractive employer The BMW Group retained its status as one of world's most attractive employers in 2016. In the latest "World's Most Attractive Employers" rankings pub- lished by the agency Universum, the BMW Group was once again named best German employer across all sectors and the most attractive automotive company in the world. The BMW Group came top in Trendence's “Young Professional Barometer Germany" for the fifth year in succession. It also improved its position again in the Trendence "Graduate Barometer Germany - IT Edition" for highly sought-after IT specialists, taking second place in 2016. In Universum's "Young Profes- sionals Study Germany", the BMW Group took top spot in both the “Engineering" and "Business" cate- gories and came third in the "IT" category, confirming the excellent results of the previous year. Overall, the BMW Group finished as the best-placed company in the study. → Workforce The BMW i8 plug-in hybrid sports car continues to be the best-selling vehicle in its class since its market launch in 2014. The eDrive technology of the BMW i8 is also integrated in the new BMW iPerformance mod- els of the 2, 3 and 7 Series as well as in the X5. 4,266 4,445 4,595 Financial Services 8,394 7,697 9.1 Other 115 116 -0.9 4,700 BMW Group 122,244 2.0 Rolls-Royce Dawn launched The new Rolls-Royce Dawn has been available since mid-2016. The Dawn was first presented to the media in March 2016 amid high acclaim. The luxury con- vertible boasts a special in-house designed roof that reduces interior noise levels to a minimum. During the year under report and to celebrate the end of the vehicle's life cycle, a special edition of 50 Rolls-Royce Phantoms was built – the Phantom Zenith Collection. Dual vocational training expanded worldwide The BMW Group increased its international appren- ticeship activities during the year under report, due amongst others to the higher number of apprentices employed at plants, for example in the USA and Thailand. The number of new entrants at German sites remained constant at 1,200 apprentices. At the end of the reporting period, 4,613 young people were engaged in vocational training and other training pro- grammes designed to promote young talent within the BMW Group (2015: 4,700). BMW Group apprentices at 31 December → 34 5,000 124,729 Since first going on sale in 2013, the BMW i3 has established itself as the front runner in its segment. Over 80% of BMW i3 buyers are first-time customers for the BMW Group. Since summer 2016, the BMW i3 has been optionally available with a battery that pro- vides 50% more capacity and a range of around 300 kilometres in the European driving cycle. Under the brand name BMW i, the BMW Group offers a range of electric mobility solutions that include not only the vehicles, but also services such as journey planning using different modes of transport and charging of electric vehicles. Over 100,000 electric and electrified vehicles have been sold to customers since the BMW i brand was launched. BMW i vehicles are meanwhile available in 52 countries worldwide. BMW i becoming further established → 31 Development of credit loss ratio Despite ongoing political and economic uncertain- ties, including the UK's decision to leave the EU, the stable trend in the global economy during the year under report contributed to an improvement in the risk situation of the Financial Services segment's total portfolio. The risk profile for the segment's credit financing portfolio also improved slightly. The credit loss ratio on the total credit portfolio for the twelve- month period decreased to 0.32%, slightly down on the previous year's level (2015: 0.37%). Risk profile improved 5555 51 Report on Economic Position Review of Operations → Research and Development in % Expertise in drivetrain technology In 2016, an additional version of the BMW i3 was launched, featuring significantly greater battery capacity. The vehicle is also available with or without a range extender. During the reporting year, plans were laid for both the first all-electric MINI and for an electrically powered BMW X3. In 2017, the new BMW 5 Series and the MINI Countryman are both due to be launched as plug-in hybrid versions. A roadster version of the BMW i8 has also been announced for 2018. With its C-evolution, BMW Motorrad presented in 2016 the second edition of an all-electric "Maxi Scoot- er” with greatly improved range and higher top speed. For the medium and long term, the BMW Group is also developing a fuel cell electric vehicle (FCEV). The fuel cell electric drive system, which converts hydrogen to electricity and steam, combines locally emission-free, electrically powered driving with the dynamic flair typical of the BMW brand, capability for covering long distances, and short refuelling times. Battery and fuel cell technology can be combined in one vehicle. At the same time, the BMW Group continues to work on enhancing its existing range of highly efficient combustion engines. 2016 saw the launch of the new BMW 7 Series, featuring a newly developed inline 6-cylinder diesel engine that combines high perfor- mance with low fuel consumption. The BMW 1 and 2 Series M Performance models were presented with a new, powerful inline 6-cylinder petrol engine in 2016. Driver assistance systems, highly and fully automated driving The new BMW 5 Series offers drivers extensive sup- port with a variety of assistance systems. It is fitted with a stereo camera as standard, which monitors the vehicle's environment together with optionally available radar and ultrasound sensors. New features in the BMW 5 Series include an avoidance assistant, a crossing-traffic warning, a lane-change assistant and a lane control assistant with active side collision protection, which monitors the driving lanes and developments next to the vehicle and actively supports the driver in the event of imminent collision with a corrective steering intervention. With extended functions built into the optionally avail- able Active Cruise Control (ACC) and the steering and lane control assistant, the BMW 5 Series represents a further step towards automated driving, including recognition of speed limits, which the optional Speed Limit Assist shows the driver. The assistance system supports the driver in keeping a correct distance at speeds up to 210 km/h as well as at accelerating and braking. These features offer drivers a significant ben- efit in terms of convenience, particularly at low speeds and in slow-moving traffic. The optional Remote Parking feature of the BMW 5 Series Sedan enables drivers to manoeuvre the vehicle into the tightest of parking spaces using a remote-control car key. At the same time, the BMW Group is conducting research into highly automated systems that do not need to be permanently monitored by the driver and fully automated systems that no longer require the driver to monitor them at all. At the end of 2016, some 600 BMW Group employees were engaged in the development of highly automated driving tech- nologies. Beginning in 2017, the BMW Group plans to concentrate its expertise in the field of vehicle connectivity and automated driving at one location. The BMW Group is consistently extending its portfolio of electrically powered vehicles. At the end of 2016, it included the BMW i3 all-electric, battery-powered vehicle, six plug-in hybrid vehicles for the global market, and an additional plug-in hybrid exclusively developed for the Chinese market. 52 0.50 0.5 Management Report Combined Given the pace of technological change, collaboration in the field of research and development is customary in the automotive industry. The BMW Group also enters into collaboration arrangements with selected partners. The aim of these research and development activities, which may also include cross-sector cooper- ation, is to help find innovative solutions for individual mobility. The focus is on future-oriented technologies such as digitalisation and alternative drive systems. note 7 Research and development expenditure totalled €5,164 million during the year under report, in line with the previous twelve-month period (2015: €5,169 million; -0.0%). At 5.5%, the research and development expenditure ratio was also practically identical to that of the preceding year (2015: 5.6%). The ratio of capitalised development costs to total research and development expenditure for the period (capitalisation ratio) was 40.5% (2015: 39.9%). Amor- tisation of capitalised development costs totalled €1,222 million (2015: €1,166 million; +4.8%). Further information on research and development expendi- ture is provided in the "Report on Economic Position →see (Results of Operations)" and in → note 7 to the Group Financial Statements. Research and development are of central importance for the BMW Group as a premium manufacturer. As part of the Efficient Dynamics strategy, continual efforts are undertaken to improve energy efficiency and reduce emissions across the full range of auto- mobiles and motorcycles. In line with its Connected Drive strategy, the BMW Group is engaged in work on the connectedness of driver, vehicle and the outside world. The Group seeks to take a leading position in the field of autonomous driving. At 31 December 2016, a total of 13,103 people at 13 locations in five coun- tries worldwide were employed in the BMW Group's research and innovation network. → www.bmwgroup.com/innovation Research and Development 0.48 Average sales proceeds per vehicle, generated from remarketing pre-owned BMW and MINI brand vehi- cles, reflected the marginally less favourable situation on international pre-owned markets, and were there- fore slightly down on the previous year. Residual value losses on such vehicles rose moderately year-on-year, mainly due to greater competition in North America. Further information on the risk profile is provided in the section "Risks and Opportunities". 2015 2014 2013 2012 0.32 0.37 0.25 0.46 2016 BMW supplementary benefit plan and centenary bonus 52 With BMW Connected, the BMW Group presented a comprehensive digital concept that facilitates individual mobility. Based on a flexible platform, BMW Connected seamlessly combines the vehicle with the digital life of the user through user devices such as smartphones. The functions of existing BMW ConnectedDrive apps will be integrated in BMW Connected. The security and anonymisation of data have the highest priority for the BMW Group, both internally and for its customers. During the period under report, the new Lightweight and Engineering Center was opened in Landshut, the Group's most important components plant. In future, research will be conducted at the centre on new materials, composite material concepts and production processes for future vehicle generations, encompassing a wide range of technologies. Regional mix of BMW Group purchase volumes 2016 → 32 in %, basis: production material Asia/Australia 5.7 Rest of Western Europe 15.4 NAFTA 17.2 1.3 Africa A further important area is the production of key components for BMW Group vehicles. Investments in state-of-the-art manufacturing facilities and efficient structures ensure the competitiveness of in-house component production. 39.8 Germany Sales and Marketing → www.bmwgroup.com/brands The BMW Group's sales and distribution network comprises some 3,400 BMW, 1,580 MINI and 140 Rolls-Royce dealerships worldwide. Products and services are sold by independent authorised dealer- ships, BMW Group branches and subsidiaries, as well as independent importers in certain markets. The dealership and agency network for BMW i currently covers over 1,300 locations. 100th anniversary of BMW In March 2016, the company celebrated its 100th anni- versary with the slogan THE NEXT 100 YEARS. The anniversary year kicked off with a major centenary event in Munich for employees and the general public. The four vision vehicles of BMW, MINI, Rolls-Royce and BMW Motorrad, presented over the course of the year, provided the international public with a visionary glimpse into the future of individual mobility. The BMW VISION NEXT 100 demonstrates how driving pleasure could look in the future. The MINI VISION NEXT 100 offers an individualised, continu- ally available form of urban mobility. The Rolls-Royce VISION NEXT 100 provides an insight into the future world of highly customised automotive luxury. Future motorcycling pleasure with the BMW Motorrad VISION NEXT 100 promises unlimited freedom. Digitalisation continued In 2016, the BMW Group continued to digitalise its processes in both sales and marketing. The aim is to make customer contact possible at an earlier stage and provide individualised offers for vehicle sales and services. Moreover, online sales help to attract new customer groups. For example, at the end of 2015 a nationwide online pilot project began across the UK. Over the course of the year under report, the sale of new vehicles via the Internet established itself as a further sales channel to supplement on-location dealership sales. This method enables customers to purchase any BMW model online. The service covers all aspects of the purchase, including selecting the right model, fully customised vehicle configuration, financing and payment. It is even possible to trade in a used vehicle online. If required, customers can also receive personal advice from a vehicle specialist (BMW Product Genius) or take up direct contact with a dealer. 20.6 Eastern Europe BMW Connected digital platform presented Investments ensure expertise in productivity and technology Connecting procurement markets Digital connectivity has also become a key topic for the Group's motorcycles. With its optionally avail- able "Intelligent Emergency Call", BMW Motorrad has announced that eCall for urgent help in case of emergency or accidents will also be added as a feature of its motorcycles as from 2017. Next generation of the Air Touch virtual touchscreen The BMW Group made further progress in the field of interaction between the driver and the vehicle during the year under report. Following up on BMW Gesture Control, which is already available for the new BMW 5 and 7 Series, in 2016 the Group pre- sented its enhanced AirTouch system, which enables drivers to use simple gestures with an open hand to activate command fields on a large panorama screen on the dashboard. At the beginning of 2017, the BMW HoloActive Touch system was presented to the public for the first time. The innovative interface between driver and vehicle is similar to a virtual touchscreen, which is operated using finger gestures on a screen that appears to float freely in space. Extreme lightweight construction in the BMW HP4 BMW Motorrad demonstrated with the exclusive BMW HP4 RACE experimental motorcycle how extreme lightweight construction can be realised based on carbon fibre technology. Among other features, this motorcycle, which is fit for racing, is equipped with a highly innovative frame structure made of pure carbon as well as carbon wheel-rims. Numerous awards for innovations The BMW Group won over 50 national and interna- tional awards during the year under report. Among other honours, the BMW 7 Series was named World Luxury Car at the renowned World Car Awards. At the "International Engine of the Year Award", the most prestigious engine competition worldwide, the drivetrain of the BMW i8 was winner in the 1.4- to 1.8-litre category. At the Automotive Innovations Award, jointly awarded by the Center of Automotive Management and the auditing and consulting firm PricewaterhouseCoopers, BMW drivetrains were adjudged to be the most innovative conventional systems across all models. The BMW i3 won the "Golden Steering Wheel" award in the "Alternative drives" category. In 2016, the BMW Group won numerous design awards, includ- ing the International Forum Design Awards for its Rolls-Royce Dawn, MINI Clubman, MINI Convertible, BMW M2, BMW X1 and BMW 7 Series. Continually rising vehicle sales and production vol- umes outside Europe are also changing the regional distribution of purchasing volumes, for example due to the expansion of production capacities in the Group's plant in Spartanburg, USA, or the construction of the BMW Group plant in San Luis Potosí, Mexico, which is scheduled to begin production in 2019. The BMW Group remains committed to its strategy of maintaining a regionally balanced growth in sales volume, production and purchasing volumes. This strategy also makes an important contribution to natural hedging against currency risks. 53 Combined Management Report Report on Economic Position Review of Operations → Purchasing and Supplier Network →Sales and Marketing Purchasing and Supplier Network Charting a course in a volatile environment Despite the increasingly volatile environment, the Pur- chasing and Supplier Network ensures that the Group is capable of flexibly responding to fluctuations in demand when purchasing production materials, raw materials, capital goods and services. The main focus is on high quality standards, innovation, a flexible and reliable supply structure and competitive costs. 54 Demographic and economic conditions relevant for the provision of pension benefits are changing at an increasingly rapid pace. In 2016, the BMW Group there- fore enhanced the Company pension plan to make it more sustainable and viable for the future. To mark the occasion of its centenary, nearly all employees of the BMW Group were awarded a one-time centenary bonus. BMW AG employees received the bonus mainly in the form of a starting contribution to the new BMW sup- plementary benefit plan, which serves as an additional component in the Company pension plan. 4,613 Diversity and equal opportunity Employee development and training Socio-economic impacts in society Mobility concepts and services Product safety Connected and autonomous driving Alternative drivetrain technologies Prevention of corruption and anticompetitive behaviour Human rights Environmental and social standards in the supply chain/sustainable sourcing Occupational health and safety Air emissions of vehicles Energy use and GHG emissions of operations and supply chain Air emissions of operations and supply chain Data protection Medium materiality High Importance for the stakeholders Absolutely crucial In order to identify important sustainability topics at an early stage, the BMW Group also conducts mate- riality analyses on a regular basis. Moreover, social challenges are continually monitored and analysed in order to gauge their significance, from the point of view of both external and internal stakeholders. The materiality analysis is used to create a materi- ality matrix, which is used as a basis to check the strategic direction of sustainability management. The materiality matrix is described in greater detail in the Sustainable Value Report 2016. 7 → 37 Materiality matrix The BMW Group is in continual dialogue with a large number of stakeholders, both in Germany and abroad. Dialogue helps the Company to recognise global trends at an early stage, achieve sustainability objectives more effectively and strengthen social commitment. In the course of this dialogue, the BMW Group gains a clear picture of how current trends are changing the business environment and what role the BMW Group can play. For example, stakeholder dialogue events on the topic of urban mobility were held in Seattle, Boston, Madrid, Tokyo and Barcelona during the period under report. Social dialogue and materiality analysis as a basis for sustainability management Report on Economic Position Review of Operations Sustainability Vehicle efficiency and CO2 emissions Attractive workplace, talent attraction and retention Customer satisfaction Design for recycling and resource efficiency Diversity as a competitive factor Absolutely crucial → Importance for the BMW Group ← Political involvement Efficient use of materials in operations and supply chain Employee-management relations Responsible financial services Responsible marketing and product communication Corporate Citizenship Donations and philanthropy Corporate volunteering Biodiversity Involvement with local communities Use of urban space Waste and water pollution Water consumption Less important important Less materiality Low Combined Management Report 60 materiality Further information on the subject of sustainability within the BMW Group and related topics is provided in the Sustainable Value Report 2016, published online at → www.bmwgroup.com. The Sustainable Value Report is drawn up in accordance with the Guidelines of the Global Reporting Initiative (GRI G4), the most wide- ly used set of guidelines for sustainability reporting worldwide. The Sustainable Value Report corresponds to the "comprehensive" option, in which all relevant information and indicators of the aspects identified as essential are reported on. It will be published at the same time as the Annual Report 2016. 59 59 * Reporting on the proportion of women in management was changed in 2016 and is now based on the criterion "management function" rather than individual employee classification. Prior year figures have been adjusted accordingly. 2016 2015 2014 2013 2012 60 11.3 12.5 BMW Group 12.1 BMWAG 10.0 13.3 13.0 13.5 14.3 15.3 16 in % → 35 Proportion of female employees in manage- ment functions at BMW AG/BMW Group* The proportion of women in the workforce, management young talent programmes continued to increase during the year under report. The percentage of women in the total BMW Group workforce rose to 18.7% (BMW AG: 15.8%), above the internal target range of 15 to 17%. The proportion of women in management positions rose to 15.3% for the BMW Group as a whole and 13.3% for BMW AG. Female representation in programmes for young employees and interns in the year under report was approximately 44% for trainee programmes and 29% for student training programmes. functions and At the same time, the workforce in Germany is becoming more international. Employees from over 100 countries work together successfully at the Munich site alone. Moreover, a balanced age structure in the workforce encourages an exchange between generations and plays a role in reducing the loss of know-how when employees retire. Employee attrition rate at BMW AG* 10.6 * Number of employees on unlimited employment contracts leaving the Company. → 36 responsibility towards employees and society in general the efficient use of resources along the entire value chain the development of products and services for sustainable individual mobility (for example electric mobility and services such as DriveNow and ReachNow) Economic success, the responsible use of resources and the assumption of social responsibilities form the basis for long-term growth within the BMW Group. The Group secures the future of its business model through sustainable activity. In promoting sustaina- bility, the BMW Group concentrates on three areas: → www.bmwgroup.com/responsibility Sustainability 2016 2015 2014 2013 Through its sustainability policy, the BMW Group is supporting the achievement of the UN's Sustainable Development Goals (SDG), which were adopted in September 2015. 0 1.41 Üli 2.70 2.08 3.47 3.87 3.5 7.0 as a percentage of workforce 2012 2016 Other operating expenses Selling and administrative expenses Profit before financial result Other operating income Profit before tax Change in % 94,163 -75,442 Gross profit 92,175 2.2 2015 Cost of sales 131 in € million → 38 BMW Group Income Statement MINI and Rolls-Royce brand cars sold rose by a solid 5.3% to 2,367,603* units. Once again, the BMW Group achieved year-on-year growth in revenues, sales volume and profit before tax in the financial year 2016. The number of BMW, 7 Results of operations -369 279 -454 -74,043 Financial result Revenues -1.9 -847 18,132 in % Other financial result → 39 BMW Group revenues by region region were as follows: African rand against the euro. Group revenues by BMW Group revenues increased slightly by 2.2% year- on-year to reach €94,163 million (2015: €92,175 mil- lion). The primary drivers of this performance were the higher volume of BMW, MINI and Rolls-Royce brand vehicles sold and the growth in size of the Financial Services segment's contract portfolio. Continued fierce competition and negative currency factors held down the scale of revenue growth. The negative currency impact on revenues was mainly attributable to changes in the average exchange rates of the British pound, Chinese renminbi and South Profit before tax for the financial year 2016 was slightly up year-on-year. At 10.3%, the pre-tax return on sales was similar to one year earlier (2015: 10.0%). 63 6 8.0 6,396 18,721 6,910 2.6 -2,828 -2,755 Income taxes 4.8 9,224 9,665 670 -6.1 -8,633 -9,158 3.2 Net profit 20.9 Integrated sustainability management in production processes ensures the efficient use of resources. Since 2006, the consumption of resources and emissions per vehicle produced has been reduced by an average of 50.0%. The individual figures are as follows: -489 62 62 61 Despite record temperatures and long, hot periods at some assembly plants in 2016, at 2.25 m³ per vehicle produced, water consumption was in line with the previous year (2015: 2.24 m³; +0.4%). At 0.42 m³, the volume of process wastewater generated per vehicle produced fell by 6.7% (2015: 0.45 m³). The volume of non-recyclable production waste was further reduced to 3.51 kg per vehicle produced during the year under report (2015: 4.00 kg; -12.3%). Solvent emissions were cut by 6.6% to 1.14 kg per vehicle produced during 2016 (2015: 1.22 kg). Despite the slight increase in the average amount of energy consumed per vehicle, the use of highly efficient, ecologically sustainable combined heat and power plants and electricity generated from renewable sources at production sites enabled the Company to reduce production-related CO₂ emissions per vehicle by a further 5.3% year-on-year to 0.54 tonnes during the period under report (2015: 0.57 tonnes). In 2016, at 2.21 MWh per vehicle produced, the amount of energy consumed rose slightly compared with the previous year (2015: 2.19 MWh; +0.9%). The higher figure is due amongst others to the start-up of the new engine plant in Shenyang, China. In addition, the construction of a new, more efficient painting line in Munich made it necessary to run two painting lines in parallel for a certain period. In 2016, the BMW Group's fleet of new vehicles sold in Europe (EU-28) consumed an average of 4.6 litres of diesel and 5.6 litres of petrol per 100 km respectively. CO2 emissions averaged 124 grams per km. The development of sustainable products and services is an integral part of the BMW Group's business model. The fleet-wide deployment of Efficient Dynamics tech- nologies is helping to continually reduce CO2 emission levels. The electrification of the fleet continued to progress in 2016. Due to the expansion of the mod- el range, annual sales of electrified BMW vehicles increased strongly, surpassing the 62,000-unit mark in the course of 2016. These measures form the basis for complying with the legally stipulated CO2 and fuel consumption limits going forward. Between 1995 and 2016, the average CO2 emissions of the three brands sold by the BMW Group in Europe fell by 41.0%. Fleet carbon dioxide emissions reduced -48.6% -54.6% -81.5% -48.8% -31.0% -35.4% 2016 Solvent emissions CO₂ emissions Non-recyclable waste Energy consumption Water consumption Process wastewater in % Clean production In the Carbon Disclosure Project (CDP), the Group achieved the best evaluation for its efforts in the field of climate protection. The BMW Group is therefore one of only two companies worldwide to have reached the highest category seven times in a row. Moreover, the BMW Group was again included in the British FTSE4Good Index in 2016. The BMW Group again achieved top rankings in prestigious ratings on the topic of sustainability in 2016, thus maintaining its leading position as a sus- tainable automotive manufacturer. In the 2016 rating for the Dow Jones Sustainability Indices (DJSI), the BMW Group again headed the Automobiles sector and is therefore the only carmaker to have been listed consecutively since the inception of the index. Top rankings in sustainability ratings 2016 Combined -618 Management Report Economic Position Interest and similar expenses 5.9 185 196 Interest and similar income -14.9 518 441 Result from equity accounted investments -2.2 9,593 9,386 -3.3 -820 RESULTS OF OPERATIONS, FINANCIAL POSITION AND NET ASSETS CREATE. A key reason for the BMW Group's long-term suc- cess and an example for the high level of employee identification with it are the personal engagement and the ideas brought forward by staff members, demonstrated by the €25.1 million saved in 2016 in conjunction with the idea management programme In 2016, the BMW Group continued to consolidate its position as one of the most attractive employers worldwide. Its leading role in terms of sustainability is a key reason for the high degree of employee loyalty within the BMW Group and one of the reasons for the low staff attrition rate, enabling the BMW Group to maintain a low level of personnel recruitment expenditure. Further information on the attrition rate is provided in the section "Workforce". Sustainability in human resources policies In 2016, the BMW Group contributed a total of €87.8 million for social engagement (2015: €39.1 mil- lion), including €70.4 million for donations (2015: €17.1 million). The significant increase in the Com- pany's centenary year was mainly due to a donation to a BMW foundation. Social engagement Sustainability criteria also play a key role when select- ing and assessing suppliers as well as in the field of transport logistics. The BMW Group has therefore integrated a comprehensive sustainability manage- ment strategy in its purchasing processes. The positive business performance in recent years has also caused a significant rise in the Group's transportation require- ments worldwide. The principle adhered to by the BMW Group that "production follows the market" is an effective method of significantly reducing the need for transportation, therefore keeping CO2 emissions as low as possible. Sustainability along the value chain Although energy and water consumption per vehicle produced rose slightly, both the use of resources and the production-related emissions fell by an average of 4.9% in 2016. However, the slight increase in energy and water consumption per vehicle produced gave rise to additional costs totalling €2.8 million. The reduction in resource consumption and production-related emis- sions per vehicle produced since 2006 corresponds to a cost saving of €155.3 million. Review of Operations → Sustainability → Results of Opera- tions, Financial Posi- tion and Net Assets Report on 2015 Other regions Group 47.1 Cash outflow from investing activities -372 11,836 11,464 Cash inflow from operating activities Change 2015 2016 -5,432 4,000 Free cash flow for the Automotive segment was as follows: 31.12.2016 equivalents cash Group composition changes in Cash and Currency translation, in € million -7,524 2,092 Net investment in marketable securities and investment funds 842 3,952 4,794 Cash and cash equivalents Change 2015 2016 in € million Net financial assets of the Automotive segment com- prise the following: Cash outflows from operating activities in the Finan- cial Services segment are driven primarily by cash flows relating to leased products and receivables from sales financing and totalled €9,844 million (2015: €10,351 million). The cash outflow from investing activities totalled €102 million (2015: €140 million). Cash inflows from financing activities went up by €1,573 million to €11,601 million, mainly influenced by the change in other financial liabilities. 69 69 388 5,404 5,792 Free cash flow Automotive segment -1,332 1,092 -240 Cash inflow from financing activities activities activities from investing Economic Position → Results of Opera- tions, Financial Posi- tion and Net Assets Report on Combined Management Report 98 68 The decrease in cash outflows from the Group's investing activities primarily reflects lower net investments in marketable securities and investment funds in connection with the Group's liquidity reserve (€1,369 million). The net outflow for these items comprises investments in marketable securities and investment funds on the one hand, and proceeds from the sale of marketable securities and investment funds on the other. The increase in cash flows from the Group's operating activities was primarily attributable to the higher net profit for the year (€514 million), higher depreciation and amortisation (€312 million), provisions (€587 mil- lion) and the change in other operating assets and liabilities (€679 million). 3,324 -1,566 1,758 -18 73 55 Effects of exchange rate and composition of Group Change in cash and cash equivalents -611 5,004 4,393 Cash inflow from financing activities 1,740 The Group's financing activities resulted in inflows and outflows in conjunction with bonds amounting to €967 million and €1,466 million respectively. Marketable securities and The cash outflow from investing activities exceeded the cash inflow from operating activities by €2,690 million in the financial year 2016. A similar constellation arose in the previous year, when the shortfall amounted to €6,643 million. After adjustment for the effects of exchange rate fluctuations and changes in the composition of the BMW Group totalling a positive amount of €55 million (2015: €73 million), the various cash flows resulted in an increase in cash and cash equivalents of €1,758 mil- lion (2015: decrease of €1,566 million). from operating Cash outflow Cash inflow -5,863 8,000 7,880 +55 +4,393 +3,173 12,000 31.12.2015 Cash and cash equivalents 6,122 - 4,000 8,000 12,000 in € million → 44 BMW Group Change in cash and cash equivalents 7 investment funds 4,147 4,326 later within between Maturity (years) 0 11,261 25,000 42,326 44,144 50,000 in € million → 46 BMW Group financial liabilities 14,892 Liabilities to banks * Measured at ex- The following table provides an overview of amounts* utilised at 31 December 2016 in connection with the BMW Group's money and capital market programmes: Twelve public ABS transactions were executed in 2016, including three in the USA, two each in Germany, South Africa and China, and one each in Canada, South Korea and France, with a total volume equiv- alent to €7.3 billion. Further funds were also raised via new ABS conduit transactions in Japan and the USA totalling €1.4 billion. Other existing transactions remained in place in various countries, including Germany, Switzerland, the UK, South Korea, South Africa and Australia. In the course of 2016, the BMW Group issued four euro benchmark bonds on the European capital market with a total issue volume of €2.75 billion. For the first time, it also issued bonds on the US capital market with a total issue volume of US Dollar 6.25 billion. Bonds were also issued in British pounds, Chinese renminbi, Canadian and Australian dollars and Nor- wegian krone for a total amount €1.9 billion. Private placements totalling €4.3 billion were also issued. change rates at 31.12.2016. Bonds 44,421 1 Other 1,249 1-5 Asset-backed and 37 notes 29, 33 Further information with respect to financial liabili- → see ties is provided in → notes 29, 33 and 37 to the Group Financial Statements. At 31 December 2016, liquid funds stood at a solid level of €13.2 billion. The BMW Group also has access to a syndicated credit line of €6 billion, with a term up to October 2018. This credit line, provided by a consortium of 38 international banks, was not being utilised at the end of the reporting period. 3.9 13.8 0.3 1.7 Australian Medium Term Notes Commercial Paper 34.4 50.0 Euro Medium Term Notes in € billion 16,474 utilised Amount Programme framework Programme financing transactions than 5 -7,603 13,512 from customer 16,911 19,520 Automotive segment Net financial assets 1,147 -2,645 -1,498 liabilities* Less: external financial 1,462 19,556 21,018 Financial assets 799 11,278 12,077 assets Intragroup net financial -179 2,609 deposits (banking) * Excluding derivative financial instruments. A broadly based range of instruments transacted on international money and capital markets is used to refinance worldwide operations. Close to all of the funds raised are used to finance the BMW Group's Financial Services business. Liabilities Commercial paper 3,852 Derivate instruments 3,331 in € million → 45 BMW Group financial liabilities Thanks to its excellent ratings and the high level of acceptance it receives on capital markets, the BMW Group was again able to refinance operations on debt capital markets during the financial year 2016. In addition to the issue of bonds and loan notes and private placements, commercial paper was also issued. Additional funds were raised via new securitised instruments and the prolongation of existing instru- ments. As in previous years, all issues were highly sought after by private and institutional investors alike. → Results of Opera- tions, Financial Posi- tion and Net Assets Economic Position Report on Combined Management Report 70 Apart from issuing commercial paper on the money market, the BMW Group's financing companies also issue bearer bonds. In addition, retail customer and dealer financing receivables on the one hand and leas- ing rights and obligations on the other are securitised in the form of asset-backed securities (ABS) financing arrangements. Financing instruments employed by the Group's in-house banks in Germany and the USA (e.g. customer deposits) are also used as a supplemen- tary source of financing. Loans are also taken out with international banks. Financing measures undertaken centrally ensure access to liquidity for the Group's operating subsidiar- ies at market-based, consistent conditions. Funds are acquired with a view to achieving a desired structure for the composition of liabilities, comprising a finely tuned mix of financing instruments. The use of longer- term financing instruments to finance the Group's financial services business and the maintenance of a sufficiently high liquidity reserve serves to avoid the liquidity risk intrinsic to any large portfolio of contracts. This prudent approach to financing also bolsters BMW AG's ratings. Further information is provided in the section “Liquidity risks" within the "Report on Outlook, Risks and Opportunities". 3. Focus on value by optimising financing costs 2. Autonomy through the diversification of refi- nancing instruments and investors kets 1. The ability to act at all times by assuring perma- nent access to strategically important capital mar- The overall objective of Group financing is to ensure the solvency of the BMW Group at all times. Achieving this objective is tackled in three strategic areas: Refinancing -5,863 Cash outflow from invest- ing activities 2,213 Gross profit came in slightly higher (+3.2%) at €18,721 million, reflecting sales volume growth in the Automotive segment and increased business volumes in the Financial Services segment. The gross profit margin was 19.9% (2015: 19.7%). Warranty expenses include the accrued expense for vehicle recall actions, the cost of which is expected to exceed amounts previously recognised. Accordingly, a further amount of €678 million was allocated to the warranty provision for various issues, including airbags supplied by the Takata group of companies, the ISOFIX attachment system used for child car seats, and costs relating to the provision of the network service for telematics (2G). Expenses relating to telematics and roadside assistance have increased, primarily due to the greater volume of service contracts and Connected Drive products. The Group's cost of sales was slightly higher than in the previous year, due to sales volume and portfolio factors. Cost of sales relating to financial services business rose by €1,274 million to €20,723 million, reflecting the increased portfolio size. Research and development expenses were at a similar level to the previous year in absolute terms and, with an expense ratio of 4.6%, also in relative terms. Total research and development expenditure – comprising research costs, non-capital- ised development costs and capitalised development costs (excluding systematic amortisation thereon), amounted to €5,164 million in the year under report (2015: €5,169 million). As a result of the continuous expansion and revision of the BMW Group's various model series, research and development expenditure remains at a generally constant level. These factors resulted in a research and development expenditure ratio of 5.5% (2015: 5.6%) and a capitalisation ratio of 40.5% (2015: 39.9%). 1.9 74,043 75,442 3.1 2,976 3,067 13.9 1,771 2,018 14.5 1,891 2,165 Cost of sales Other cost of sales Service contracts, telematics and roadside assistance Warranty expenses Sales and administrative expenses rose by €525 million year-on-year to €9,158 million, resulting in an expense ratio of 9.7% (2015: 9.4%). The increase was due to a number of factors, including the larger workforce and higher expenses for IT projects. 4.8 Depreciation and amortisation on property, plant and equipment and intangible assets recorded in cost of sales and in selling and administrative expenses totalled €4,806 million (2015: €4,659 million). The slight increase compared to the previous year was mainly attributable to investments and capitalised develop- ment costs recorded in previous accounting periods. Profit before financial result (EBIT) amounted to €9,386 million in the year under report (2015: €9,593 million), slightly down on the previous year, with the positive effect of greater volumes offset by higher expenses and lower other operating income. Motorcycles Automotive in € million → 41 Revenues by segment Results of operations by segment → Results of Opera- tions, Financial Posi- tion and Net Assets Economic Position Report on Combined Management Report 66 99 69 65 The post-tax return on sales was 7.3% (2015: 6.9%). Income tax expense amounted to €2,755 million (2015: €2,828 million), corresponding to an effective tax rate of 28.5% (2015: 30.7%). The lower income tax expense was partly attributable to transfer pricing and the revaluation of tax-related items. Profit before tax increased to €9,665 million (2015: €9,224 million), helped by a number of factors, includ- ing higher volumes and the improved financial result. The result on investments for the year under report includes impairment losses on other investments totalling €192 million (2015: €25 million). The financial result was a net positive amount of €279 million, an improvement of €648 million com- pared to the previous year, mainly thanks to net gains on commodity derivatives on the one hand and lower losses on currency derivatives on the other. Interest and similar expenses improved by €129 million to a net negative amount of €489 million year-on-year, mainly reflecting lower interest expense on pension obligations and lower other refinancing costs. The result from equity accounted investments includes the Group's share of the results of the joint ventures BMW Brilliance Automotive Ltd. and the two DriveNow enti- ties, DriveNow GmbH & Co. KG and DriveNow Ver- waltungs GmbH. The figure also includes the Group's share of the result of the associated company THERE Holding B.V. Compared to the previous year, the result from equity accounted investments fell by €77 mil- lion to €441 million. This deterioration was primarily attributable to the inclusion of THERE Holding B.V., with a negative impact of €56 million, largely reflecting scheduled depreciation and amortisation on purchase price allocations on the one hand and transaction costs on the other. At €507 million, the contribution made by BMW Brilliance Automotive Ltd. was slightly down on the previous year (2015: €522 million), partly due to currency factors, including the fact that costs were incurred for model revisions of vehicles already adapt- ed for the local market (BMW X1 and BMW 5 Series) as well as for the localisation of further products. The net amount of other operating income and expenses deteriorated from a net positive amount of €94 million to a negative amount of €177 million, mainly due to lower gains on the disposal of assets and higher expenses for provisions. A donation to a BMW foundation also increased other operating expenses. Financial Services 1,166 thereof amortisation of capitalised development costs Economic Position Report on Report Management Combined 64 *Includes the joint venture BMW Brilliance Automotive, Shenyang Ltd. (2016: 316,200 units, 2015: 282,000 units). 914 100.0 100.0 3.5 3.4 23.3 20.7 Americas (including USA) 27.6 28.8 Asia (including China) 45.6 → Results of Opera- tions, Financial Posi- tion and Net Assets 1,222 BMW Group cost of sales in € million 0.5 4,271 4,294 Research and development expenses 9.6 1,495 1,638 thereof interest expense relating to financial services business 6.6 19,449 20,723 Cost of sales relating to financial services business -1.2 43,685 43,175 Change in % 2015 2016 Manufacturing costs → 40 Europe (including Germany) Other Entities 2016 Overall, the Automotive segment reported a solid increase in pre-tax profit. This outcome was largely due to the improved financial result, which benefited from net gains on commodity derivatives, reduced refinancing costs and lower interest expense on pen- sion obligations. Due to the various factors described above, at €7,695 million (2015: €7,836 million), profit before financial result was slightly down on the previous year. The EBIT margin came in at 8.9% (2015: 9.2%). The main factors for the decrease were tougher com- petition and increased costs, partially countered by the positive impact of sales volume growth. The net negative amount of other operating income and expenses deteriorated by €70 million to €152 mil- lion, mainly due to lower gains on the disposal of assets and higher expenses for provisions. A donation to a BMW foundation also increased other operating expenses. At €7,604 million, selling and administrative expens- es were €385 million higher than the previous year. Administrative expenses increased due to a number of factors, including the larger workforce, a new allocation of expenses relating to internal activities, and higher expenses for IT projects. Overall, as a percentage of revenues, the expense ratio was 8.8% (2015: 8.4%). Automotive segment revenues grew slightly on the back of higher sales volumes, with currency factors holding revenue growth down. The gross profit mar- gin increased slightly to 17.9% year-on-year (2015: 17.7%). Automotive segment 4.8 9,224 9,665 -16.3 -664 -772 -19.4 211 170 9.7 1,975 2,166 3.4 67 179 62 Motorcycles segment revenues increased slightly compared to the previous year. The gross profit margin dropped from 22.5% to 20.8%, mainly due to higher expenses incurred in conjunction with the implementation of the segment's new strategy and the expansion of its model range. The increased workforce size is reflected in higher selling and administrative expenses. As a result of income from the reversal of write-downs, the Motorcycles segment recorded a slightly higher profit before tax than one year earlier. 960 3,173 Cash inflow from operating activities Change 2015 2016 in € million → 43 BMW Group financial position Cash flows from operating activities are determined indirectly, starting with Group and segment net profit. By contrast, cash flows from investing and financing activities are based on actual payments and receipts. The consolidated cash flow statements for the Group and the Automotive and Financial Services segments show the sources and applications of cash flows for the financial years 2016 and 2015, classified into cash flows from operating, investing and financing activities. Cash and cash equivalents in the cash flow statements correspond to the amounts disclosed in the balance sheet. Financial position Inter-segment eliminations reduced Group profit before tax, partly reflecting higher eliminations trig- gered by the growth in new leasing business and the ensuing increase in leased products. Profit before tax in the Other Entities segment was sig- nificantly lower than one year earlier. The net positive result from other operating income and expenses fell from €192 million to €7 million year-on-year, mainly due to lower income from the reversal of provisions in 2016. The decrease was cushioned by the improve- ment in the net interest result, which was due to lower refinancing costs. Other Entities segment/Eliminations Higher business volumes and a slightly improved credit risk situation contributed to the solid increase in the Financial Services segment's profit before tax. Selling and administrative expenses in the segment went up by €130 million to €1,294 million, mainly due to the increased size of the workforce and greater expense for new IT projects. The Financial Services segment revenues showed a solid growth on the back of a dynamic operating performance, clearly reflected in the upward trend of its contract portfolio. Financial Services segment Motorcycles segment Currency adjusted 185 7,523 -14.3 -14.3 7 6 9.9 8.2 23,739 25,681 5.6 4.0 1,990 2,069 3.1 1.0 85,536 86,424 change* in % Change in % 2015 -20,017 5.2 -19,097 94,163 7,916 Change in % 2015 2016 Group Eliminations Other Entities Financial Services Motorcycles Automotive in € million → 42 Profit/loss before tax by segment *The adjustment for exchange rate factors is calculated by applying the relevant current exchange rates to the prior year's figures. Group Eliminations 4.3 2.2 92,175 -4.8 -26.7 79 Combined Management Report Combined 76 66 75 15 -0.2% Minority interest 19.3% Group 9.7% Shareholders 13.7% Government/public sector 8.3% Providers of finance 24.7 Net value added 48.8% Employees C Cost of materials 52.5 14.1 Other expenses Depreciation and amortisation 8.7 in % → 51 BMW Group value added 2016 * Cost of materials comprises all primary material costs incurred for vehicle production plus ancillary material costs (such as customs duties, insurance premiums and freight). Report on Economic Position → Comments on Financial Statements of BMW AG Profit after income tax Income taxes Financial result Result on investments Other operating income and expenses Research and development expenses Administrative expenses Revenue reserves Gross profit Cost of sales 4.9 Revenues → 52 BMW AG Income Statement Results of operations BMW AG develops, manufactures and sells cars and motorcycles as well as spare parts and accessories manufactured in-house, by foreign subsidiaries and by external suppliers, and performs services related to these products. Sales activities are carried out primarily through branches, subsidiaries, independent dealer- ships and importers. In 2016, BMW AG increased auto- mobile sales volume by 80,359 units to 2,355,726 units. This figure includes 305,726 units relating to series sets supplied to the joint venture BMW Brilliance Automo- tive Ltd., Shenyang, an increase of 17,971 units over the previous year. At 31 December 2016, BMW AG employed a workforce of 85,754 people, 894 more than one year earlier. Business environment and review of operations The general and sector-specific environment in which BMW AG operates is the same as that for the BMW Group and is described in the “Report on Eco- nomic Position" section of the Combined Management Report. The German Accounting Directive Implementation Act (BilRUG) was applied for the first time with effect from the beginning of the 2016 financial year. Comparative figures have not been restated where this gave rise to changes in the presentation of items in the balance sheet or income statement. Further information regarding the impact of BilRUG and the comparabil- ity of individual income statement line items for the financial year 2016 with those of the previous year is provided in the notes to the Financial Statements of BMW AG. Differences between the accounting policies used in the BMW AG financial statements (prepared in accordance with HGB) and the BMW Group Finan- cial Statements (prepared in accordance with IFRS) arise primarily in connection with the capitalisation of intangible assets, the creation of valuation units, the recognition and measurement of financial instru- ments and provisions and the recognition of deferred tax assets. Differences also arise in the presentation of assets and liabilities in the balance sheet and of income and expense items in the income statement. The key financial and non-financial performance indicators relevant for BMW AG are largely identical and synchronous with those of the Automotive seg- ment of the BMW Group and are described in detail in the "Report on Economic Position" section of the Combined Management Report. Bayerische Motoren Werke Aktiengesellschaft (BMW AG), based in Munich, Germany, is the parent company of the BMW Group. The comments on the BMW Group and Automotive segment provided in earlier sections are also relevant for BMW AG, unless presented differently in the following section. The Financial Statements of BMW AG are drawn up in accordance with the provisions of the German Com- mercial Code (HGB) and the relevant supplementary provisions contained in the German Stock Corpora- tion Act (AktG). COMMENTS ON FINANCIAL STATEMENTS OF BMW AG in € million 100.0 22,524 100.0 6.1 48.3 10,870 48.8 11,535 Net value added Minority interest Group Shareholders Government/public sector 1,965 Providers of finance APPLIED TO 4.9 24.2 22,524 24.7 23,623 Net value added 8.8 8,222 8.7 Employees Other taxes 8.3 8.5 23,623 74.1 0.1 27 0.2 47 6.9 19.0 4,267 19.3 1,918 4,563 9.3 2,102 9.7 2,300 -3.8 14.8 3,340 13.7 3,213 2.5 9.4 Net profit 2016* 2015 Current assets Cash and cash equivalents Marketable securities Other receivables and other assets Receivables from subsidiaries Trade receivables Inventories 14,619 14,711 Tangible, intangible and investment assets 4,260 3,250 Investments 11,016 11,163 Property, plant and equipment 353 310 Intangible assets ASSETS 2015 2016* 3,238 in € million 4,267 628 19 Subscribed capital EQUITY AND LIABILITIES 34,977 36,299 Total assets 722 1,183 Surplus of pension and similar plan assets over liabilities 303 667 430 19,333 19,975 2,478 2,676 3,911 3,846 1,820 2,525 6,229 6,001 Prepayments 8,304 → 53 Financial and net assets position 2,790 3,296 -1,782 -1,308 -1,043 -35 1,606 1,015 184 -137 -19 -4,758 -2,610 -2,504 -3,427 -3,635 14,620 14,404 -57,764 -60,946 72,384 75,350 -4,504 BMW AG Balance Sheet at 31 December -49 2,741 After deducting the expense for taxes, the Company reports a net profit of €3,277 million, compared to €2,741 million in the previous year. The expense for income taxes relates primarily to current tax for the financial year 2016. The result on investments was down on the previous year due to lower profit transfers from Group com- panies. By contrast, the financial result improved by €1,008 million, mainly due to the higher gains arising on the fair value measurement of designated plan assets and lower interest expenses for pensions. In the latter case, the improvement was attributable to a change in legislation concerning the methodology required to be applied to determine the discount factor for pension provisions. The net amount of other operating income and expens- es deteriorated by €321 million to a negative amount of €137 million, whereby the year-on-year decrease mainly reflected the reclassification of income from other services to the line item "Revenues" in conjunc- tion with the first-time application of BilRUG. Higher income from the reversal of provisions and the lower expense for allocations to provisions, in particular for commodity and currency contract risks, worked in the opposite direction. Research and development expenses related mainly to new vehicle models (including relevant expenses relating to the start-up of the new BMW 5 Series), the development of drive systems and work on other innovations. Compared to the previous year, research and development expenses decreased by 5.3%. Selling and administrative expenses increased overall year-on-year, partly reflecting the cost of the larger workforce and IT projects. Cost of sales increased by 5.5% to €60,946 million, mostly due to the higher cost of materials. As a result, gross profit decreased by €216 million to €14,404 mil- lion. As a consequence of the first-time application of the Financial Reporting Implementation Act (BilRUG) in 2016, the previous year's figures are only comparable to a limited extent with those of the financial year under report. In particular, the amounts reported for revenues, cost of sales, expenses by function, other operating income and expenses are affected by the new, extended definition of "revenues" and the nec- essary reclassification of expenses related to revenues. Revenues increased by 4.1% year-on-year, mainly reflecting higher sales volumes of the BMW X1 and BMW 7 Series. In geographical terms, most of the increase related to Asia and Europe. Sales to Group entities accounted for €56,412 million or 74.9% of total revenues of €75,350 million. of BMW AG Financial Statements 3,277 Economic Position → Comments on Combined Management Report 78 77 * German Accounting Directive Implementation Act (BilRUG) applied with effect from the beginning of the financial year 2016. Comparative figures for 2015 have not been adjusted. 2,102 2,300 Unappropriated profit available for distribution -639 -977 Transfer to revenue reserves Report on Capital reserves intangible and investment assets 3.8 In order to secure obligations resulting from pre-re- tirement part-time work arrangements and pension obligations, investments in fund assets totalling €490 million were transferred to BMW Trust e. V., Munich, in conjunction with a Contractual Trust Arrangement (CTA). Fund assets are offset against the related guaranteed obligations. The resulting surplus of assets over liabilities is reported in the BMW AG balance sheet on the line "Surplus of pension and similar plan assets over liabilities”. Under the motto “THE NEXT 100 YEARS", almost all of the workforce received a special bonus in conjunc- tion with the BMW AG's centenary anniversary. For the most part, the bonus was paid in the form of a starting contribution to a new defined contribution component of the BMW pension plan. In future, 10% of the annual profit share payable by BMW AG will be paid into the plan, for which a minimum rate of return is guaranteed. Pension provisions, net of designated plan assets, increased from €82 million to €93 million. Other provisions were at a similar level to the previous year and comprise mainly obligations for person- nel-related expenses, warranties, selling activities, litigation and liability risks as well as risks relating to commodity and currency contracts. Liabilities to banks decreased as a result of the repay- ment of project-related loans. Deferred income went up by €517 million to €2,066 million and comprised mainly amounts relat- ing to services still to be performed for service and maintenance contracts. Group equity rose by €4,599 million to €47,363 million. Equity increased year-on-year as a result of the net prof- it attributable to shareholders of BMW AG amounting to €6,863 million and fair value gains on derivative financial instruments amounting to €2,008 million. Decreases in equity arose in particular in connection with the dividend payment of €2,102 million and the negative impact of remeasurements of the net defined benefit liability for pension plans amounting to €1,858 million, the latter due mainly to lower discount rates applied in Germany and the UK. thereof cash and cash equivalents 5% Current assets 52% 0 43% Current provisions and liabilities 2015 2016 2015 5% 40% 33 17% Non-current provisions and liabilities 19% 99 66 Equity rose by €1,195 million to €14,122 million, tak- ing the equity ratio from 37.0% to 38.9%. Cash and cash equivalents went up by €198 million to €2,676 million. At the same time, intragroup refi- nancing volumes at the level of BMW AG were reduced. Liquidity within the BMW Group is managed centrally by BMW AG on the basis of a group-wide liquidity concept, which revolves around the strategy of con- centrating a significant part of the Group's liquidity at the level of BMW AG. An important instrument used to achieve this aim is the cash pool headed by BMW AG. The liquidity position reported by BMW AG therefore reflects the global activities of BMW AG and other Group companies. The increase in other receivables and other assets to €2,525 million (2015: €1,820 million) was mainly attributable to higher receivables from companies with which an investment relationship exists. Tax receiv- ables and genuine repurchase (repo) transactions in place at the end of the reporting period also increased year-on-year. 6,690 406 239 12,382 12,772 Deferred income 2,066 1,549 Total equity and liabilities 36,299 52% 34,977 80 60 Combined Management Report Report on Economic Position → Comments on Financial Statements of BMW AG Capital expenditure on intangible assets and prop- erty, plant and equipment in the year under report totalled €2,346 million (2015: €2,748 million), down by 14.6% compared to the previous year. Depreciation and amortisation amounted to €2,233 million (2015: €2,072 million). At €3,238 million, the carrying amount of investments was similar to one year earlier (2015: €3,250 mil- lion). Further shares in SGL Carbon SE, Wiesbaden, were purchased during the financial year 2016. An impairment loss of €64 million (2015: €13 million) was recognised in the year under report, reflecting the decreased fair value in the investment in SGL Carbon SE at 31 December 2016. At €4,260 million, inventories were practically identical to the end of the previous year (2015: €4,267 million). Receivables from subsidiaries, most of which relate to intragroup financing receivables, decreased slightly by €228 million to €6,001 million. *German Accounting Directive Implementation Act (BilRUG) applied with effect from the beginning of the financial year 2016. Comparative figures for 2015 have not been adjusted. 2016 |||| 40% Equity Current assets 35% 66 37% Non-current provisions and liabilities 39% 64% Non-current assets 65% 133 25% Equity 172 25% 36% 172 189 200 Total equity and liabilities in € billion → 48 Balance sheet structure - Group tion and Net Assets → Results of Opera- tions, Financial Posi- Economic Position Report on Management Report 189 5,951 36% thereof cash and cash equivalents 4% 41% 100 66 133 200 33 48% 66 Non-current assets 48% 83 38% Current provisions and liabilities 83 89 100 Total equity and liabilities in € billion → 49 Balance sheet structure - Automotive segment 2015 2016 2015 2016 4% 89 4,500 5,030 1,343 0.7 670 0.2 200 0.9 875 98.8 92,175 98.4 94,163 914 Other expenses Total output Other income Financial income Revenues WORK PERFORMED Change in % in % in € million 2015 2015 Cost of materials* 2016 in % 1.0 100.0 33.0 30,746 33.4 31,927 Gross value added 2.0 67.0 62,543 66.6 63,781 95,708 Bought-in costs 11,398 14.1 13,502 54.8 51,145 52.5 50,279 2.6 100.0 93,289 12.2 Depreciation and amortisation of total tangible, in € million → 50 2,127 2,107 9,038 8,061 2,300 2,102 14,122 12,927 30 30 657 93 7,606 7,617 7,699 7,699 Liabilities to banks Trade payables Liabilities to subsidiaries Other liabilities Liabilities 995 82 2016 657 Other provisions BMW Group value added statement Net valued added by the BMW Group in the financial year 2016 remained at a high level. applied to employees. The remaining portion will be retained in the Group to finance future operations. It should be noted that the gross value added amount treats depreciation as a component of value added which, in the allocation statement, is treated as inter- nal financing. The value added statement shows the value of work performed, less the value of work bought in by the BMW Group during the financial year. Depreciation and amortisation, cost of materials, and other expens- es are treated as bought-in costs in the net value added calculation. The allocation statement applies value added to each of the participants involved in the value added process. The bulk of the net value added is Value added statement → Results of Opera- tions, Financial Posi- tion and Net Assets Economic Position Report on Combined Management Report 74 Provisions 73 The increase in trade payables mainly reflects higher production volumes. The sharp rise in other liabilities reflects the increased scale of service contracts and Connected Drive prod- ucts, advance payments received from leasing custom- ers, and the expected higher level of payments due to dealerships and importers for bonuses, rebates and other price deductions. The year-on-year increase in financial liabilities was primarily attributable to the issue of bonds and higher liabilities to banks, in both cases securing favourable refinancing conditions on a long-term basis. In addition, new ABS transactions were concluded including the USA and Germany. Lower commercial paper volumes and the more favourable development of derivatives kept the increase in financial liabilities down. Other provisions also increased significantly compared to 31 December 2015, mostly reflecting the higher level of warranty provisions for vehicle recall actions, the cost of which is expected to exceed amounts previously recognised. Accordingly, a further amount of €678 mil- lion was allocated to the warranty provision for various issues, including airbags supplied by the Takata group of companies, the ISOFIX attachment system used for child car seats, and costs relating to the provision of the network service for telematics (2G). Pension provisions increased significantly compared to the end of the financial year 2015, mainly due to the lower discount factors applied in Germany and the UK. The Group equity ratio at the end of the reporting period was 25.1% (31 December 2015: 24.8%). The equity ratio for the Automotive segment was 41.3% (31 December 2015: 40.1%) and that for the Financial Services segment stood at 8.0% (31 December 2015: 8.2%). Unappropriated profit available for distribution Equity Registered profit-sharing certificates Pension provisions Overall, the results of operations, financial position and net assets position of the BMW Group continued to develop positively during the year under report. Selling expenses Currency adjusted 22 10.5 8,843 9,770 Financial assets 41.5 12.3 9.9 11.7 78,260 Receivables from sales financing 0.3 30.5 30.8 428 70,043 5.2 Deferred and current tax 4,265 2,825 Total assets Cash and cash equivalents Other assets Trade receivables 6.3 7.0 7.0 11,071 11,841 Inventories 2.3 -3.2 -1.4 4,326 560 2,751 Other investments 14.0 8,157 Intangible assets Proportion of balance sheet total in % change in % Change in % 2015 10.6 2016 ASSETS in € million → 47 BMW Group condensed balance sheet at 31 December Net assets 72 Group 11.4 4.3 Property, plant and equipment 14.0 2,233 2,546 Investments accounted for using the equity method 20.0 7.3 8.1 34,965 37,789 Leased products 9.5 1.1 1.1 17,759 17,960 1.4 2.7 7,372 1.5 10.5 9.5 7,773 8,512 Trade payables 51.8 4.5 5.5 91,683 97,731 Financial liabilities 2.1 3.9 88 6.6 Other liabilities 15,555 13,767 5.4 71 ber 2016. Cash and cash equivalents went up by €1,758 million, thus ensuring a solid level of liquid funds at 31 Decem- Inventories went up by a solid 7.0% compared to the end of 2015, with most of the increase relating to fin- ished goods, reflecting general business growth and stocking up in the various markets. The growth in business reported by the Financial Ser- vices segment is reflected in the significant increase in receivables from sales financing and a solid rise in the volume of leased products. A total of 1,811,157 new contracts were concluded with retail customers (leasing and credit financing) in 2016, 9.4% more than one year earlier. The credit financing contract portfolio grew by 9.5% to 3,022,904 contracts, with growth reported primarily in China and the USA. The lease contract portfolio increased by 7.3% to stand at 1,680,513 con- tracts at 31 December 2016. The balance sheet total of the BMW Group increased by a solid 9.5% compared to 31 December 2015. The changes in individual balance sheet items caused by currency factors relate primarily to changes in the exchange rates of the US dollar, British pound, South African rand and Chinese renminbi against the euro. 100.0 9.5 172,174 188,535 Total equity and liabilities 8.3 12.1 13.0 3,557 3,869 9.5 5.8 9.5 9.5 172,174 188,535 4.2 27.6 100.0 28.7 7,880 6.2 6.7 6,261 Deferred and current tax 6,682 6,122 EQUITY AND LIABILITIES 3.5 47,363 Equity 13.0 9,630 10,918 2.4 60.9 52.9 Other provisions 13.4 4,587 Pension provisions 25.1 13.6 10.8 3,000 42,764 98 86 Combined Management Report Important contributions to continued growth will come in particular from new models. The all-new BMW 5 Series Sedan has been available since mid-Feb- ruary 2017. The BMW 5 Series iPerformance and M Performance models followed in March. The BMW 5 Series iPerformance model as a plug-in hybrid is now available worldwide. The model revisions of the BMW 4 Series and the BMW M4 Coupé and Convertible were also launched in March. The new BMW 5 Series Touring is scheduled for launch in mid- June. The second generation of its highly successful MINI Countryman model was introduced in February. Towards the middle of year, a John Cooper Works and a plug-in hybrid will be added to the MINI Country- man range. Further new models are planned for the second half of 2017. Opportunities → Outlook Fleet carbon dioxide emissions²: slight decrease expected 85 Deliveries to customers: slight increase expected The BMW Group expects a further year-on-year increase in sales of BMW, MINI and Rolls-Royce brand vehicles and aims to achieve again in 2017 a leading position in the global premium segment. Balanced growth in major sales regions will help to even out volatilities in individual markets. Assuming economic conditions do not deteriorate, deliveries to custom- ers are forecast to rise slightly to a new high (2016: 2,367,603¹ units) in 2017. Report on Outlook, Risks and Automotive segment Outlook for the BMW Group Workforce size at year-end: slight increase expected Based on current forecasts, the BMW Group's work- force is again expected to grow slightly in 2017 (2016: 124,729 employees). The main factors driving the expected increase will be projects aimed at securing the Group's future, growth of automobile and motor- cycles business and the expansion of financial and mobility services. Nevertheless, the BMW Group intends to continue its growth course in 2017. New vehicles such as the new BMW 5 Series and the new MINI Countryman and new motorcycles such as the two R NineT models as well as services are expected to make a contribution to earnings growth. Investments in future-oriented projects, including vehicle electrification, digitalisa- tion and the expansion of the production network, will, however, counteract the general upward trend. Overall, Group profit before tax is expected to increase slightly year-on-year (2016: €9,665 million). Competition on international automobile markets is set to remain intense during the current year. The situation is likely to be exacerbated by political and macroeconomic uncertainties in Europe as well as the unforeseeable consequences of the Brexit decision in the UK. Moreover, the strategy of the new US admin- istration regarding economic policy remains unclear. Further information is provided in the sections on political and economic risks in the section "Risks and Opportunities". Profit before tax: slight increase expected BMW Group - - Due to its global business model, the BMW Group is well placed at all times to exploit opportunities, including those arising at short notice. Coordination between the Group's sales and production networks also helps cushion the impact of unforeseeable developments in the various regions. Investments in markets important for the future are also a basis for further growth, while simultaneously expanding the global presence of the BMW Group. Thanks to its three strong brands BMW, MINI and Rolls- Royce the BMW Group is expected to remain on course for success during the current year. Expected consequences for the BMW Group Future developments on international automobile markets also have a direct impact on the BMW Group. Whereas competition is likely to intensify in con- tracting markets, new opportunities appear in growth regions. Sales volumes in some countries are likely to be significantly affected by challenges in the competitive environment. Europe's markets are not expected to maintain the pace of growth seen in 2016. Demand in the Americas region is likely to remain flat. Asia is expected to continue its upward trend. Japan's central bank may have few tools left to stimu- late the country's economy and rate of inflation. Public sector spending is therefore expected to increase as a means to kick-start growth. The BMW Group is continuing its efforts to reduce fuel consumption and carbon dioxide emissions. According to forecasts, carbon dioxide emissions for the vehicle fleet will decrease slightly during the outlook period, thus continuing the trend seen in previous years (2016: 124 grams CO2/km). Growth in China is set to cool further in 2017, with the Chinese central bank expected to implement a raft of measures to accompany the transformation process for the domestic economy. The UK economy is expected to come under more pressure as a consequence of the Brexit vote. The Bank of England has already announced its intention to take appropriate measures as necessary. 85 Revenues: slight increase expected Automotive segment revenues are expected to rise slightly in line with sales volume. The Company expects that segment revenues will increase slightly in 2017 (2016: €86,424 million). Return on capital employed expected at previous year's level An EBIT margin within a range of 8 to 10% (2016: 8.9%) remains the target for the Automotive segment. AUTOMOTIVE SEGMENT The pace of global economic growth is expected to pick up slightly in 2017. With the exception of the USA, central banks in industrialised countries are likely to maintain their expansionary course. Workforce at year-end Profit before tax BMW GROUP Depending on the political and economic situation and the outcomes of the risks and opportunities described below, actual business performance could, however, differ from current expectations. in deliveries to customers, Automotive segment rev- enues are also expected to increase slightly in 2017. At the same time, a slight decrease in fleet carbon dioxide emissions is expected. The Group's targets are to be met with a slight rise in the workforce size. The Automotive segment's EBIT margin in 2017 is set to remain within the target range of between 8 and 10%, while its ROCE is forecast to decrease slightly. A slight fall is also forecast for the RoE in the Financial Services segment. Both performance indicators will be above their long-term targets of 26% (RoCE) and 18% (ROE) respectively. Deliveries to customers in the Motor- cycles segment are forecast to rise significantly, with an EBIT margin within the target range of between 8 and 10% and ROCE at the previous year's level. → 54 Key performance indicators Overall assessment by Group management Business is expected to develop positively in the financial year 2017. The introduction of numerous new automobile and motorcycle models as well as the expansion of individual mobility-related services give reason to expect that profitable growth will contin- ue in the current year. Despite the many challenges described above, Group profit before tax is forecast to grow slightly. Based on the forecast of a slight increase Return on equity: slight decrease expected According to forecasts, the Financial Services segment is likely to continue performing well in 2017. However, it is expected that regulatory requirements for equity capital will be tightened and the risk situation will normalise in the forecast period. The segment RoE is therefore expected to decrease slightly year-on-year (2016: 21.2%). The target of at least 18% is neverthe- less likely to be exceeded again. Financial Services segment EBIT margin in target range between 8 and 10% expected Segment RoCE in 2017 is forecast to be in line with the previous year (2016: 33.0%). The long-term target ROCE of 26% for the Motorcycles segment will there- fore be surpassed. With effect from the beginning of the financial year 2017, the EBIT margin will also serve as a key performance indicator for the Motorcycles segment. Accordingly, segment performance will also be man- aged based on the operating return on sales (EBIT margin) in future. Further information can be found in the description of the Group management system in the section "General Information on the BMW Group". EBIT margin in target range between 8 and 10% expected 2 EU-28. The BMW Group expects the upward trend in the Motorcycles segment to continue. New models, includ- (2016: 316,200 ing the R NineT Pure, the R NineT Racer, the K 1600 B and the G 310 GS were unveiled at international trade fairs held in autumn 2016. Together with updated versions of the R 1200 GS, the S 1000 R, the S 1000 RR, the K 1600 GT and the luxury GTL, the new models will expand the product portfolio significantly and appeal to new customer groups. Overall, deliveries of BMW motorcycles to customers are forecast to increase significantly year-on-year (2016: 145,032 units). significant increase expected Motorcycles segment Deliveries to customers: Segment RoCE is forecast to decrease slightly (2016: 74.3%). However, the long-term target RoCE of at least 26% for the Automotive segment will be easily surpassed. slight decrease expected Return on capital employed: units). BMW Brilliance Automotive, Shenyang Ltd. 1 Includes the joint venture In this context, a target range of 8 to 10% has also been set for the Motorcycles segment. The EBIT margin for the Motorcycles segment is expected to lie within this range in 2017 (2016: 9.0%). Financial Services markets The report on outlook, risks and opportunities contains forward-looking assertions based on the BMW Group's expectations and assessments, which are subject to uncertainty. As a result, actual outcomes can deviate, for example on account of political and economic developments - either positively or nega- tively - from the expectations described below. Further information can be found in the section "Risks and Opportunities". Motorcycle markets The continuous forecasting process ensures that the BMW Group is ready to take advantage of oppor- tunities as they arise and to react appropriately to unexpected risks. The principal risks and opportuni- ties are described in detail in the section "Risks and Opportunities". The risks and opportunities discussed in that section are relevant for all of the BMW Group's performance indicators and could result in variances between the outlook and actual outcomes. The following outlook relates to a forecast period of one year and is based on the composition of the BMW Group during that period. The outlook takes account of all information known up to the date on which the financial statements were prepared for issue and which could have an effect on the overall perfor- mance of the Group. The expectations contained in the outlook are based on the BMW Group's forecasts for 2017 and reflect its most recent status. The basis for the preparation of and the principal assumptions used in the forecasts - which consider the consensus opinions of leading organisations, such as economic research institutes and banks - are set out below. The BMW Group's forecast is based on these assumptions. Assumptions used in the outlook The report on outlook, risks and opportunities describes the expected development of the BMW Group, includ- ing the associated material risks and opportunities, from a Group management perspective. In line with the Group's internal management system, the out- look covers a period of one year. However, risks and opportunities are managed on the basis of a two-year assessment. The report on risks and opportunities therefore covers a period of two years. OUTLOOK World economy expected to grow despite risks Outlook foresees increase in revenues and profit Automobile and motorcycle sales expected to reach new record levels Positive Company performance expected to continue in 2017 REPORT ON OUT- LOOK, RISKS AND OPPORTUNITIES → Outlook Opportunities Economic outlook Risks and Management Report Combined 62 82 81 KPMG AG Wirtschaftsprüfungsgesellschaft, Berlin, has issued an unqualified audit opinion on the financial statements of BMW AG, of which the balance sheet and the income statement are presented here. The BMW AG financial statements for the financial year 2016 will be submitted to the operator of the electronic version of the German Federal Gazette and can be obtained via the Company Register website. These financial statements are available from BMW AG, 80788 Munich, Germany. Due to its dominant role in the Group and its close ties with Group entities, expectations for BMW AG with respect to the Company's financial and non-financial performance indicators correspond largely to the BMW Group's outlook for the Automotive segment, which is described in detail in the "Report on Outlook, Risks and Opportunities" section of the Combined Management Report. Outlook BMW AG is integrated in the group-wide risk man- agement system and internal control system of the BMW Group. Further information is provided in the "Internal Control System and Risk Management System Relevant for the Financial Reporting Process" section of the Combined Management Report. BMW AG's performance is highly dependent on the same set of risks and opportunities that affect the BMW Group and which are described in detail in the "Report on Outlook, Risks and Opportunities" section of the Combined Management Report. As a general rule, BMW AG participates in the risks entered into by Group entities on the basis of the relevant shareholding percentage. Risks and opportunities Sales volume¹ Report on Outlook, The world's motorcycle markets in the 250 cc plus class are forecast to grow slightly in 2017. In Europe, the positive trend is set to continue in the major markets of Germany, France, Italy and Spain. The BMW Group expects the US market to remain at the previous year's level during the current financial year. Despite greater political uncertainty, the global economy is forecast to grow by around 3.4% in 2017, slightly faster than in the preceding year. A number of factors make uncertainty likely to persist with regard to future economic and political developments. These include the negotiations between the UK and the EU following the Brexit vote and the future course of the new US administration. Moreover, the existing risks to financial stability due to high sovereign debt levels in Europe and Japan, more restrictive monetary policies in the USA and high levels of corporate debt in China have not diminished compared to the previous year. Further information on political and global economic risks can be found in the section "Risks and Oppor- tunities". of 1.7%. After dropping back in 2016, the automobile markets in the world's major emerging economies are expected to recover in 2017, with registrations predicted to grow by 4.1% to 1.3 million units in Russia and by 3.0% to 1.7 million units in Brazil. The automobile market in Japan is likely to contract further in 2017. Registrations are forecast to be in the region of 4.7 million units and hence 1.6% down on the previous year. Despite the region's continued economic revival, automobile markets in Europe are not expected to grow significantly. The trend in Germany is expected to remain flat (3.4 million). Registrations in France are forecast to fall slightly (-1.7%) to around 1.95 million units. After its strong performance in 2016, the Italian automobile market is expected to grow at a modest 0.7% to around 1.86 million units. Overall, the world's automobile markets are forecast to grow by around 1.8% to an estimated 89.0 mil- lion units in 2017. The US market is expected to grow by 0.3% to 17.6 million units. The forecast for China points to an increase of around 5.7% to some 25.5 million units. The country's interior provinces are expected to contribute significantly to growth as they catch up. Automobile markets As US monetary policies continue to normalise, the currencies of numerous emerging economies are likely to remain under pressure in the short term. Countries that export raw materials and have current account and fiscal deficits, such as South Africa or Brazil, are most likely to be affected. Any increase in raw materials prices would generally have a positive impact on these economies. The central bank in Japan could continue to pursue its highly expansionary monetary policy for the foresee- able future. This policy could result in the yen hardly changing in value against the euro or even losing in value, given that monetary policy in the eurozone is currently not expected to be expanded. The uncertain political situation in the UK following the Brexit vote could lead to capital exports and encourage the Bank of England to retain its expan- sionary monetary policy. If the UK economy slows down at a more pronounced rate than expected in 2017, the Bank of England could adopt additional measures to increase the money supply. As a result, the British pound could either stabilise at its current level or continue to lose value in the short term. A more restrictive monetary policy in the USA would boost the value of the US dollar against the euro. Continued economic recovery in the eurozone, com- bined with rising inflation, could prompt the ECB to implement a gradual reduction in government bond purchases. In that case, the loss in value of the euro against the US dollar would be less pronounced. Given that the Chinese renminbi is likely to continue to move in the same direction as the US dollar in the short term, it is likely to appreciate slightly against the euro in 2017. If, however, the Chinese central bank decides to intervene in the currency markets, it could result in a relatively narrow fluctuation range. Currencies of particular importance for the interna- tional operations of the BMW Group are the Chinese renminbi, the US dollar, the British pound and the Japanese yen. These major currencies could be subject to a significant degree of fluctuation again in 2017. Currency markets Economic growth in the eurozone is forecast to slow down slightly to 1.5% in 2017. Germany, Europe's largest economy, is expected to grow at a similar rate (+1.5%). In macroeconomic terms, the prospects of the other eurozone countries are also expected to develop positively. GDP growth rates in France (+1.3%) and Italy (+0.8%) in 2017 are expected to be similar to the preceding year. The Spanish economy is forecast to grow by 2.4% and therefore faster than the eurozone average. Greece also is expected to achieve growth → Outlook Risks and Report on Outlook, Management Report Combined 84 83 83 The Indian economy is forecast to expand by 7.4% in 2017, boosted by the gradual implementation of business-friendly structural reforms. After a number of years of deep recession, Russia (+1.2%) and Brazil (+0.6%) could return to growth in 2017, helped by rising raw materials prices. According to forecasts, Japan can expect a GDP growth rate of 1.0% in 2017, with rising exports potentially providing renewed economic momentum. An expect- ed increase in domestic consumer spending could also help revive the Japanese economy. Despite uncertainty regarding the country's future political and economic course, GDP in the USA is expected to grow faster in 2017 than in the preced- ing year (+2.3%). The US Federal Reserve is likely to continue its policy of moderate interest rate rises in 2017. After decreasing in 2016, industrial production is predicted to grow significantly in 2017, with a positive impact on GDP growth. In China, economic growth is again predicted to weaken slightly in the current year, resulting in a growth rate of around 6.4%. Reducing over-capaci- ties in various industrial sectors and the controlled reduction of high debt levels will present the Chinese government with significant challenges in 2017. The risk of a significant economic downturn in China therefore cannot be ruled out. It is currently assumed that the UK government will give notice of its intention to leave the EU during the first half of 2017, thus triggering the start of official negotiations. Uncertainty regarding the future rela- tionship is currently influencing both investment and consumer spending levels in the UK. As a result of the current situation, it is expected that the UK economy will see a distinct loss of momentum, with a significantly lower year-on-year growth rate of 1.2%. Opportunities Fleet emissions² The Fed is expected to continue raising interest rates in the course of 2017. The expansionary monetary poli- cies of the ECB are likely to be continued in 2017, with a slightly reduced volume of monthly bond purchases. EBIT margin The risk management system is regularly examined by the Internal Audit. By sharing experiences with other companies on an ongoing basis, the BMW Group endeavours to incorporate new insights in the risk management system, thus ensuring continual improvement. Regular training and further develop- ment programmes as well as information events at the BMW Group, particularly within the risk man- agement network, are invaluable ways of preparing those involved in the process for new or additional challenges. measures. Risks reported from within the network are firstly presented for review to the Risk Management Steering Committee, chaired by Group Controlling. After review, the risks are reported to the Board of Management and the Supervisory Board. Risks which are significant or which threaten the Group's going-concern status are classified according to their potential to impact the Group's results of operations, financial position and net assets. The level of risk is then quantified in each case according to its proba- bility of occurrence and the respective risk mitigation The risk management process applies throughout the Group and comprises the early identification and assessment of risks, comprehensive analysis and risk measurement, the coordinated use of suitable man- agement tools and also the monitoring and evaluation of any measures taken. Risk management process Risk management for the Group as a whole falls under the remit of the Risk Management Steering Commit- tee, the Compliance Committee, the Internal Control System and the Group Internal Audit. structure. In view of the dynamic growth of business of the BMW Group and the increasingly volatile environ- ment in which it operates, one of the key areas con- sidered in developing the risk management system has been the ability to assess the overall risk situation of the BMW Group. A risk-bearing capacity model has been developed for the BMW Group, based on the established controlling models used in the Financial Services segment as in the banking sector to ensure risk-bearing capacity. Using a limit control system to manage significant financial risks on a month-by- month basis, measures are in place to ensure that the asset cover, in the form of equity and forecast Group earnings for the next twelve months, always exceeds the prevailing risk situation and the risk level associated with the business strategy currently being pursued. These controls facilitate the early identifica- tion of developments which could pose a threat to the BMW Group's going-concern status. The results of the calculations of risk bearing capacity are incorporated in the assessment of the overall risk situation. The processes and methodologies used to report risks are regularly reviewed. During the financial year 2016, the risk catalogue introduced three years earlier was tested for effectiveness and revised as appropriate. Identified risks are aggregated into risk categories on the basis of the risk catalogue. Improved reporting channels ensure effective systematic risk control and earlier reporting of risks. Transparency of external reporting has also been increased, including the introduction of an additional sub-category "Market development" to the category "Sales and marketing”, which enables a distinction to be made between mar- ket risks typical for the sector and operational risks relating to the BMW Group's specific sales network The Group risk management system comprises a decentralised network covering all parts of the business and is steered by a centralised risk manage- ment function. Each of the BMW Group's divisions is represented within the risk management network by so-called Network Representatives. The network is embedded within the formal organisational structure. This promotes its visibility and underlines the impor- tance of risk management within the BMW Group. The duties, responsibilities and tasks of the centralised risk management unit and the Network Representatives are clearly described, documented and understood. Group risk management is geared towards meeting the following three criteria: effectiveness, usefulness and completeness. 89 99 Group Audit In addition to comprehensive risk management, man- aging the business on a sustainable basis also consti- tutes one of the Group's core corporate principles. Any risks or opportunities relating to sustainability issues are examined and discussed by the Sustain- ability Committee. Resulting strategic options and measures for the BMW Group are put forward to the Sustainability Board, which includes the entire Board of Management. Risk aspects discussed are integrated within the Group-wide risk network. The overall composition of the Risk Management Steering Committee and the Sustainability Committee ensures that risk and sustainability management are closely coordinated. Board of Management Supervisory Risk Management Steering Committee Controlling Measures Analysis and Measurement Internal Control System risk management Group-wide Identification Completeness Reporting/ Monitoring Compliance Committee Board 90 Combined Management Report Report on Outlook, Risks and Opportunities Revenues The implementation of identified opportunities is undertaken on a decentralised basis within the rel- evant functions. The significance of opportunities for the BMW Group is classified in the categories "significant" and "insignificant". The continuous optimisation of important business processes and strict cost controls are essential to ensuring profitability and a high return on capital employed. Probable measures to increase profitability are incorporated in the outlook. One example is the implementation of modular-based production and common architectures, which enable a greater com- monality between different models and product lines. This strategy contributes to improved profitability by reducing development costs and other investment on the series development of new vehicles. This supports economies of scale in production costs and increases production flexibility. Moreover, a more competitive cost basis opens up opportunities to engage in new market segments. New opportunities regularly present themselves in the dynamic business environment in which the BMW Group operates. Macroeconomic trends and sector-specific and general business environment, including external regulations, suppliers, customers and competitors, are monitored on a continual basis. Identifying opportunities is an integral part of the process of developing strategies and drawing up forecasts for the BMW Group. The Group's product and service portfolio is continually reviewed on the strength of these analyses and new product projects, for example, presented to the Board of Management for consideration. > €400 million > €50-400 million > €0-50 million Risk amount Opportunity management system and opportunity identification High Low Medium Class Overall, the following criteria apply for the purposes of classifying the risk level: of occurrence. The risk level is approximated in the case of risks measured on the basis of "value at risk" and "cash flow at risk" models. These approximations flow into the assessment of the significance of the risks, resulting in increased comparability between risk categories compared to the previous year. The significance of risks for the BMW Group is deter- mined on the basis of risk level. The measurement of risk level takes account of both earnings impact (net of appropriate countermeasures) and the likelihood In the following sections, the term “earnings impact" is used consistently to cover the overall impact on the results of operations, financial position and net assets. > €2,000 million > €0-500 million > €500-2,000 million Earnings impact Medium High Low Class When a risk materialises, the overall impact on the results of operations, financial position and net assets is measured for the two-year assessment period and allocated according to the following categories: In order to determine which risks can be considered significant in relation to results of operations, financial position and net assets and to performance indica- tors of the BMW Group, risks are classified as high, medium or low. The impact of risks is measured and reported net of risk mitigation measures (net basis). Risk measurement Risk management procedures in place in the Financial Services segment also address regulatory issues and requirements, such as Basel III. Internal methods used to identify, measure, manage and monitor risks within the Financial Services segment comply with national and international standards. The adopted risk strategy, in combination with a set of strategic principles and guidelines, serves as the basis for risk management within the Financial Services segment. At the heart of the risk management process is a clear division between front- and back-office activities and a compre- hensive internal control system. The main instrument of risk management within the Financial Services segment is ensuring that the Group's risk-bearing capacity is not exceeded. All risks (defined as unex- pected losses) must be covered at all times in line with risk appetite by an asset cushion in the form of equity capital. Unexpected losses are measured according to various value-at-risk models, which are validated at regular intervals. Risks are aggregated after taking account of correlation effects. In addition to assessing the Group's ability to bear risk under nor- mal circumstances, stress scenarios are also taken into consideration. The segment's risk-bearing capacity is monitored regularly with the aid of an integrated limit system that also differentiates between the various risk categories. → Risks and Opportunities Usefulness Effectiveness 90 Risk management in the BMW Group units slight decrease 74.3 % between 8 and 10 8.9 % slight increase 86,424 € million slight decrease g CO2/km slight increase 2,367,603 units slight increase slight increase 9,665 124,729 € million 2017 Outlook 2016 Return on capital employed EBIT margin Sales volume → 55 Return on capital employed MOTORCYCLES SEGMENT 145,032 % 124 9.0 The objective of the risk management system, and one of the key functions of risk reporting, is to identify, record and actively manage any internal or external risks that could pose a threat to the attainment of the Group's corporate targets. The risk management system covers all significant risks to the Group and any which could pose a threat to its going-concern status. In terms of structure, the responsibility for risk reporting lies with each individual employee and manager in their specific roles - and not with a centralised unit. Every employee and manager is required to report any risks identified via the relevant reporting channels. This requirement is set out in guidelines that apply throughout the Group. Risk management system Opportunities and risks are assessed as a general rule over a medium-term period of two years. As part of the risk management process, all potential risks of loss (individual and accumulated risks) that represent a threat to the company are monitored and managed. As a matter of principle, any risks capable of posing a threat to the going-concern status of the BMW Group are avoided. If there is no specific reference to a seg- ment, opportunities and risks relate to the Automotive segment. The scope of entities covered by the report on risks and opportunities corresponds to the scope of consolidated entities included in the BMW Group Financial Statements. 7 Management of opportunities and risks is a funda- mental prerequisite for the Group's ability to react appropriately to changes in political, legal, technical or economic conditions. All identified opportunities and risks are addressed in the Outlook Report, if likely to materialise. The following sections focus on potential future developments or events, which could result in a positive deviation (opportunities) or a negative deviation (risk) from the BMW Group's outlook. As a general rule, the earnings impact of risks and opportunities is assessed separately, i.e. without off-setting. As a worldwide-leading manufacturer of premium cars and motorcycles and provider of premium financing and mobility services, the BMW Group is exposed to numerous uncertainties and changes. Making full use of the opportunities arising out of change is a fundamental aspect of the Group's corporate success. In order to achieve growth, drive profitability, boost efficiency and maintain sustainable levels of business going forward, the BMW Group consciously takes certain risks. RISKS AND OPPORTUNITIES → Risks and Opportunities Report on Outlook, Combined Management Report 88 88 87 Risks and Opportunities in line with last year's level 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2016: 316,200 units). 2 EU-28. slight decrease 21.2 significant increase % Return on equity FINANCIAL SERVICES SEGMENT between 8 and 10 33.0 % 80 5,404 92,175 5,792 3,003 3,481 4,459 2017 Revenues 76,059 80,401 Free cash flow Automotive segment -23.0 0.3 6,711 4,806 4,659 4,170 3,741 Depreciation and amortisation 22.1 7,112 5,823 5,890 6,100 Change in % Total capital expenditure¹ 94,163 4,822 98,678 7 Automotive -17,057 2016 -15,955 Eliminations 16.7 6 7 7 6 Other Entities 7.3 27,567 25,681 23,739 4.8 20,599 Financial Services 10.3 2,283 2,069 1,990 1,679 1,504 Motorcycles 2.5 88,581 86,424 85,536 75,173 70,630 19,874 2015 2017 2013 8.9 8.9 9.2 9.6 9.4 EBIT margin in % (change in %pts) 2.5 88,581 86,424 85,536 75,173 70,630 Revenues in € million AUTOMOTIVE SEGMENT 10.2 10,655 9,665 (2013: 198,542 units, 2014: 275,891 units, 2015: 282,000 units, 2016: 316,200 units, 2017: 384,124 units). 9,224 8,707 7,893 Change in % -19,097 2016 2015 2014 2013 Profit before tax in € million GROUP ROCE in % (change in %pts) 2014 63.0 72.2 in € million → 04 Further financial performance figures -3.1 18.1 21.2 20.2 19.4 20.0 RoE in % (change in %pts) FINANCIAL SERVICES SEGMENT 1.0 34.0 33.0 31.6 21.8 16.4 0.1 9.1 9.0 9.1 6.7 5.3 ROCE in % (change in %pts) EBIT margin in % (change in %pts) MOTORCYCLES SEGMENT 4.3 78.6 74.3 61.7 -20,017 107 1.3 26.0 29.3 -1,949 8,706 -2,755 6,910 -2,828 6,396 9.70/9.72 -2,890 5,817 8.83/8.85 -2,564 5,329 8.08/8.10 2 Group profit before tax as a percentage of Group revenues. 1 Expenditure for capitalised development costs, other intangible assets and property, plant and equipment. Pre-tax return on sales² in % (change in %pts) Earnings per share in € Net profit Income taxes 31.6 -528 -772 -664 -163 -527 Eliminations -52.9 80 170 211 154 164 Other Entities 1.9 2,207 10.45/10.47 2,166 13.12/13.14 10.4 → 03 2017 2016 2015 2014 2013 0 1,250 1,963.8 2,118.0 2,247.5 2,463.5 2,367.6 2,500 in 1,000 units → 07 BMW Group revenues → 05 BMW Group deliveries of automobiles* → BMW Group in Figures Shareholders To Our 60 5 0.5 10.8 10.3 10.0 10.8 25.6/25.5 -19,760 1,975 1,619 Other Entities 0.5 2,194 2,184 1,981 1,756 1,643 Financial Services 10.7 207 187 182 112 79 Motorcycles 2.2 7,863 7,695 7,836 7,244 6,649 Automotive 5.3 9,880 9,386 9,593 9,118 7,978 Profit before financial result (EBIT) 44 1,723 71 -17 Financial Services 10.8 205 185 179 76 Motorcycles 9.8 8,691 7,916 7,523 6,886 6,561 Automotive 10.2 10,655 9,665 9,224 8,707 7,893 Profit before tax (EBT) 40.0 -398 -663 -575 -65 -437 Eliminations 14 169 Key financial performance indicators → Page * Excluding Husqvarna, deliveries up to 2013: 59,776 units. → Page 40 Management System → Page 30 General Information and Group Profile →Page 30 Organisation and Business Model MANAGEMENT REPORT COMBINED 2 Members of the Supervisory Board → Page 201 Members of the Board of Management → Page 200 →Page 199 → Page 198 → Page 198 Statement on Corporate Governance (Part of the Combined Management Report) Information on the Company's Governing Constitution Declaration of the Board of Management and of the Supervisory Board pursuant to § 161 AktG GOVERNANCE CORPORATE 4 →Page 24 BMW Stock and Capital Markets in 2017 Board of Management →Page 18 Statement of the Chairman of the Report of the Supervisory Board 8 4 BMW Group in Figures TO OUR SHAREHOLDERS 1 * Including the joint venture BMW Brilliance Automotive Ltd., Shenyang → Page CONTENTS The new era of electric mobility requires visionaries and people of action. Find out in our image brochure how BMW Group is shaping the mobility of the future. Motor Cars Limited Rolls-Royce →Page 44 Report on Economic Position MINI → Page 44 General and Sector-specific Environment → Page 49 Financial and Non-financial Performance Indicators GROUP FINANCIAL STATEMENTS 3 →Page 256 Contacts →Page 255 Financial Calendar →Page 254 Index of Graphs →Page 248 BMW Group Ten-year Comparison →Page 250 Glossary - Explanation of Key Figures →Page 252 Index OTHER INFORMATION 5 → Page 240 Independent Auditor's Report Company's Legal Representatives →Page 239 Responsibility Statement by the (Part of the Combined Management Report) Compensation Report →Page 221 → Page 216 →Page 214 Information on Corporate Governance Practices Applied beyond Mandatory Requirements Compliance in the BMW Group Supervisory Board of BMW AG and its Committees → Page 213 Disclosures pursuant to the Act on Equal Gender Participation →Page 206 Composition and Work Procedures of the Composition and Work Procedures of the Board of Management of BMW AG and its Committees →Page 204 →Page 112 Disclosures Relevant for Takeovers Internal Control System Relevant for Accounting and Financial Reporting Processes → Page 111 → Page 96 Risks and Opportunities → Page 90 Report on Outlook, Risks and Opportunities →Page 90 Outlook → Page 86 Comments on Financial Statements of BMW AG → Page 72 Results of Operations, Financial Position and Net Assets →Page 52 Review of Operations →Page 48 Overall Assessment by Management →Page 118 Income Statement M THE FUTURE IS ELECTRIC. 10,655 in € million → 08 BMW Group profit before tax 2017 2016 2015 2014 2013 50 76.1 80.4 94.2 92.2 100 98.7 in € billion 2017 2016 2015 2014 2013 5,500 7,978 9,386 9,880 9,593 9,118 11,000 11,000 B 9,224 8,707 ANNUAL REPORT 2017 OF THE FUTURE WE ARE SHAPING THE MOBILITY THE NEXT 100 YEARS BMW GROUP Norbert Reithofer Chairman of the Supervisory Board Supervisory Board → Report of the Shareholders To Our 80 BMW Stock and Capital Markets Report of the Supervisory Board Statement of the Chairman of the Board of Management BMW Group in Figures To Our Shareholders 1 CAPITAL MARKETS IN 2017 BMW STOCK AND BOARD OF MANAGEMENT CHAIRMAN OF THE STATEMENT OF THE REPORT OF THE SUPERVISORY BOARD 2017 2016 2015 2014 2013 5,500 7,893 9,665 5 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2013: 214,920 units, 2014: 287,466 units, 2015: 287,755 units, 2016: 305,726 units, 2017: 396,749 units). * Excluding Husqvarna, production up to 2013: 59,426 units. → Page 118 Statement of Comprehensive Income →Page 122 Cash Flow Statement Production volume 4.1 -16.2 3,362 2,463,526 3.2 4.2 2,088,283 371,881 2,003,359 360,233 4,011 2,367,603 1,905,234 338,466 3,785 2,247,485 1,811,719 302,183 4,063 2,117,965 1,963,798 1,655,138 305,030 3,630 Total² Rolls-Royce MINI BMW2 Deliveries Change in % 2017 2016 2015 2014 2013 AUTOMOTIVE SEGMENT → 02 Further non-financial performance figures 13.2 164,153 145,032 BMW5 136,963 MINI 1,699,835 303,177 3,354 1 Figures exclude suspended contracts of employment, employees in the non-work phases of pre-retirement part-time arrangements and low income earners. Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2013: 198,542 units, 2014: 275,891 units, 2015: 282,000 units, 2016: 316,200 units, 2017: 384,124 units). 3 EU-28. 1.0 1,828,604 1,811,157 1,655,961 1,509,113 1,471,385 27.6 185,682 145,555 151,004 133,615 110,127 New contracts with retail customers FINANCIAL SERVICES SEGMENT BMW Production volume6 MOTORCYCLES SEGMENT 6.2 -20.8 3,308 2,505,741 7.3 6.0 2,123,947 378,486 2,002,997 352,580 4,179 2,359,756 1,933,647 342,008 3,848 2,279,503 1,838,268 322,803 4,495 2,165,566 2,006,366 Total5 Rolls-Royce →Page 120 Balance Sheet 123,495 Deliveries4 To Our Shareholders 1 →Page 24 BMW Stock and Capital Markets in 2017 → Page 18 Statement of the Chairman of the Board of Management →Page 8 Report of the Supervisory Board →Page 4 BMW Group in Figures BMW Stock and Capital Markets Report of the Supervisory Board Statement of the Chairman of the Board of Management BMW Group in Figures To Our Shareholders 1 TO OUR SHAREHOLDERS Further information on official fuel consumption figures and specific CO₂ emissions values of new passenger cars is included in the "Guideline for fuel consumption, CO₂ emissions and electric power consumption of new passenger cars", which can be obtained free of charge from all dealerships and at https://www.dat.de/en/offers/publications/ guideline-for-fuel-consumption.html. were determined according to the European Regulation (EC) 715/2007 in the version appli- cable. The figures refer to a vehicle with basic configuration in Germany and the range shown considers the different sizes of the selected wheels/tyres and the selected items of optional equipment. The fuel consumption, CO₂ emissions, power consumption and operating range figures http://annual-report2017.bmwgroup.com Our Annual Report is also available in digital form under: TOWARDS THE FUTURE → Page 188 List of Investments at 31 December 2017 →Page 183 Segment Information →Page 167 Other Disclosures Notes to the Statement of Comprehensive Income Notes to the Balance Sheet → Page 146 → Page 145 →Page 139 Notes to the Income Statement →Page 126 Accounting Principles and Policies → Page 126 Notes to the Group Financial Statements →Page 124 Statement of Changes in Equity → BMW Group in Figures 115,215 BMW GROUP IN FIGURES → 01 MOTORCYCLES SEGMENT 4.1 -1.6 122 124 127 130 133 Fleet emissions in g CO2/km³ 2,463,526 2,367,603 2,247,485 2,117,965 1,963,798 Deliveries² AUTOMOTIVE SEGMENT 4.2 129,932 124,729 122,244 116,324 110,351 Workforce at year-end¹ Change in % 2017 2016 2015 2014 2013 GROUP Key non-financial performance indicators BMW Group profit before financial result (EBIT) → 06 in € million International automobile markets 46 In the Financial Services segment risk management also addresses regulatory requirements, such as Basel III. Internal methods to identify, measure, manage and monitor risks within the Financial Services segment comply with national and international standards. The risk strategy, in combination with a set of strategic principles and guidelines, serves as the basis for risk management in the Financial Services business. The risk management process is ensured organisationally through a clear division between front- and back-office activities and a comprehensive internal control system. The main instrument of risk management within the Financial Services segment is ensuring the Group's risk-bearing capacity. At all times, risks in the sense of unexpected losses must be covered. This is achieved by means of an asset cushion in the form of equity capital derived from the entity's risk appetite. Unexpected losses are measured according to various value-at-risk models, which are validated at regular intervals. Risks are aggregated after taking account of correlation effects. In addition to assessing the Group's ability to bear risk under normal circumstances, stress scenarios are also examined. The segment's risk-bearing capacity is regularly controlled through an integrated limit system for the various risk categories. In order to comply with the CSR Directive Imple- mentation Act, a review of risks with impact on the non-financial aspects referred to in the law was conducted as part of the reporting process for the Group's Non-Financial Declaration. Significant risks within the meaning of the law are those relating to business activities, business relationships and products and services of the BMW Group which are highly likely to have a serious adverse impact. No significant risks were identified during the review. The Group's Non-Financial Declaration is provided in the Sustainable Value Report 2017, which is available on the internet at → https://www.bmwgroup.com/svr. In addition to comprehensive risk management, sustainable business practice constitutes one of the core strategic principles of the company. Risks or opportunities relating to sustainability issues are considered by the Sustainability Committee. Result- ing strategic options and measures are put forward to the Sustainability Board, which comprises the entire Board of Management. Where necessary, risk aspects may be integrated within the Group-wide risk network. The composition of the Risk Management Steering Committee and the Sustainability Committee ensures that risk and sustainability management are closely coordinated. The risk management system is regularly examined by Group Internal Audit. Regular monitoring of external practice ensures that new insights are incorporated in the risk management system of the BMW Group, thus providing for continual improvement. Training sessions, development programmes and information events are regularly conducted across the BMW Group, particularly within the risk management network. These measures are essential ways of preparing those involved in the process for new or additional demands. Significant risks reported from within the network are firstly presented for review to the Risk Management Steering Committee, chaired by Group Controlling. After review, the risks are reported to the Board of Management and the Supervisory Board. Risks are classified according to the magnitude of impact on the Group's results of operations, financial position and net assets. The magnitude of risk is measured in each case after risk mitigation measures and according to the probability of occurrence. The risk management process covers the entire Group and comprises early identification of risks, detailed analysis and risk assessment, the coordinated use of relevant management tools as well as monitoring and evaluation of measures taken. Risk management process Risk management as a whole comprises the Risk Management Steering Committee, the Compliance Committee, the Internal Control System and Group Internal Audit. Group risk management is organised formally as a decentralised, company-wide network and is steered by a centralised risk management function. Every BMW Group division is represented within the risk management organisation by Network Represen- tatives. This formal structure reinforces the network's visibility and underlines the importance of risk management within the BMW Group. Roles, respon- sibilities and tasks of the central risk management function and the Network Representatives are clearly described, documented and understood. In view of the dynamic growth of business and the increasingly volatile environment, the BMW Group regularly reviews its risk management system for effectiveness and appropriateness. Group Audit Board of Management 97 Board Risk Management Steering Committee Controlling Internal Control System Measures Analysis and Measurement risk management Group-wide Completeness Reporting/ Monitoring Compliance Committee Practicability Identification Supervisory Effectiveness 96 Combined Management Report > €50-400 million > €0-50 million Risk amount High Medium Low Class The implementation of identified opportunities is undertaken on a decentralised basis within the rele- vant functions. The significance of opportunities for the BMW Group is classified on a qualitative basis in the categories "significant” and “insignificant". The continuous optimisation of major business processes and strict cost controls are essential for ensuring strong profitability and return on capital employed. Probable measures to increase profitability are incorporated in the outlook. The implementation of modular and common architectures, for instance, allows identical components to be deployed increas- ingly across models and product lines. This reduces development costs and investment on the series devel- opment of new vehicles and contributes positively to profitability. In addition, it also supports economies of scale in production costs and increases production flexibility. Moreover, a more competitive cost basis opens up opportunities to enter new market segments. A dynamic market environment also gives rise to opportunities. The BMW Group continually monitors macroeconomic trends as well as developments within the sector and overall environment. This includes external regulations, suppliers, customers and com- petitors. Identifying opportunities is an integral part of the strategic planning process of the BMW Group. The Group's product and service portfolio is continually reviewed on the basis of these analyses. This results, for example, in new product projects being presented to the Board of Management for consideration. opportunity identification Opportunity management system and 98 Overall, the following criteria apply for the purposes of classifying the risk amount: In the following sections, earnings impact is used consistently to cover the overall impact on results of operations, financial position and net assets. > €2,000 million > €0-500 million > €500-2,000 million Earnings impact Medium High Low Class The overall impact of a risk's occurrence on the results of operations, financial position and net assets for the two-year assessment period is classified as follows: Risks are classified as high, medium or low, based on their significance with respect to results of operations, financial position and net assets and to performance indicators of the BMW Group. The impact of risks is measured and reported net of risk mitigation measures (net basis). Risk measurement → Risks and Opportunities Report on Outlook, Risks and Opportunities The risk amount is the basis for the classification of risk levels at the BMW Group. The measurement of risk amount takes account of both earnings impact (net of appropriate countermeasures) and the proba- bility of occurrence. In the case of risks measured on the basis of value at risk and cash flow at risk models, the risk amount is determined through approximation. These approximations flow into the classification of risk levels. > €400 million The objective of the risk management system, and the main function of risk reporting, is to identify, record and actively manage internal or external risks that could threaten the attainment of the Group's corpo- rate targets. The risk management system covers all significant and existential risks to the Group. Group risk management focuses on the criteria of effective- ness, practicability and completeness. Responsibility for risk reporting is not allocated to a central function, but is part of the task of each employee and manager, according to their individual function. According to Group-wide rules, every employee and manager has a duty to report risks through the relevant reporting channels. As part of the risk management process, all individual and cumulative risks that represent a threat to the success of the business are monitored and managed. Any risks capable of posing a threat to the going- concern status of the BMW Group are generally avoided. Where no specific reference is made, oppor- tunities and risks relate to the Automotive segment. The scope of entities consolidated in the Report on Risks and Opportunities corresponds to the scope of consolidated entities in the BMW Group Financial Statements. 164,153 units significant decrease 77.7 78.6 % slight increase between 8 and 10 9.2 8.9 % slight decrease 122 85,742 164,153 88,581 122 g CO2/km slight increase 2,463,526 2,463,526 units slight increase Financial Services segment Return on equity: slight decrease expected The BMW Group expects the Financial Services seg- ment to continue its successful performance in 2018. In view of increasing regulatory requirements worldwide, more equity capital will be required in the segment going forward. Accordingly, segment RoE is expected to decrease slightly (2017: 18.1%). In this context, with effect from the 2018 financial year the sustainable target return will be changed from its current level of at least 18% to a new level of at least 14%. Overall assessment by Group management Business is expected to show a stable development in the financial year 2018, with significant contributions from numerous new automobile and motorcycle mod- els as well as expansion of individual mobility-related services. Group profit before tax is expected to be in line with last year's level, due to the challenges described above. Automotive segment revenues 7 should grow slightly based on the forecast of a slight increase in deliveries to customers. At the same time, fleet carbon dioxide emissions are forecast to decrease slightly. The Group's targets are to be met with a slight increase in workforce. The Automotive segment's EBIT margin in 2018 is set to remain within the target range of between 8 and 10%, while its ROCE is forecast to decrease significantly. A slight decrease is also forecast for the RoE in the Financial Services segment. However, both performance indicators will be above their long-term targets of 26% (ROCE) and 14% (ROE¹) respectively. Deliveries to customers in the Motorcycles segment are forecast to show a solid increase, with an EBIT margin within the target range of between 8 and 10% and RoCE slightly up on the previous year. € million Risk management system solid increase 9.1 7 → 62 Risk management in the BMW Group Management of opportunities and risks is essential for the Group to react appropriately to changes in political, economic, technical or legal conditions. Opportunities and risks which are likely to materialise are taken into account in the Outlook Report. The following sections focus on potential future developments or events, which could result in a positive (opportunity) or a negative deviation (risk) from the BMW Group's out- look. The earnings impact of risks and opportunities is assessed separately without offsetting. Opportunities and risks are assessed with respect to a medium-term period of two years. As a worldwide-leading provider of premium cars, motorcycles and mobility services, as well as related financial services, the BMW Group is exposed to numerous uncertainties and change. Making full use of the opportunities arising out of change is a fundamental basis of the Group's corporate success. In order to achieve growth, profitability, efficiency and continued sustainable activities going forward, the BMW Group must consciously assume risk. RISKS AND OPPORTUNITIES Opportunities → Risks and Risks and Opportunities Report on Outlook, Management Report Combined % 96 95 95 slight decrease 18.1 18.1 % slight increase 34.0 34.0 % between 8 and 10 9.1 96 The Motorcycles segment RoCE is expected to increase slightly year-on-year (2017: 34.0%). The long-term target RoCE of 26% for the Motorcycles segment will therefore be surpassed. Return on capital employed: slight increase expected The segment EBIT margin in 2018 is expected to lie within the target range between 8 and 10% (2017: 9.1%). global economy Strong business performance expected to continue in 2018 Outlook foresees increase in deliveries and revenues OUTLOOK The report on outlook, risks and opportunities describes the expected development of the BMW Group, includ- ing the significant risks and opportunities, from a Group management perspective. In line with the Group's internal management system, the outlook cov- ers a period of one year. Risks and opportunities are managed on the basis of a two-year assessment. The report on risks and opportunities therefore addresses a period of two years. The report on outlook, risks and opportunities con- tains forward-looking statements. These are based on the BMW Group's expectations and assessments and are subject to uncertainty. As a result, actual out- comes can deviate either positively or negatively - for example on account of political and economic devel- opments from the expectations described below. Further information is provided in the section Risks and Opportunities. - Assumptions used in the outlook The following outlook relates to a forecast period of one year and is based on the composition of the BMW Group during that time. The outlook takes account of all information available at the time of reporting and which could have an effect on the overall performance of the Group. The expectations contained in the outlook are based on the BMW Group's forecasts for 2018 and reflect its most recent status. The basis and principal assumptions of the forecasts are set out below. They represent a consensus of opinions of leading organisations, such as economic research institutes and banks. These assumptions flow into the planning basis of the BMW Group. The continuous forecasting process ensures the BMW Group's ability to exploit opportunities quickly and systematically as they arise and react in a similar way to unexpected risks. The principal risks and opportunities are described in detail in the section Risks and Opportunities. The risks and opportu- nities discussed therein are relevant for all of the BMW Group's performance indicators and could result in variances between the outlook and actual outcomes. Economic outlook Despite an array of uncertainties, particularly in the area of international trade, the overall outlook for the world economy is positive. Global economic growth is forecast to be around 3.9% in 2018. The exit negotiations between the EU and the UK and the current US administration's future trade policy remain factors that could at least significantly slow down the current upward trend in the event of unfavourable developments. Moreover, financial market stability could be jeopardised by over-restrictive monetary policies in the USA, high levels of corporate debt in China and excessive sovereign debt in Japan as well as some eurozone countries. Further information on political and global economic risks is also available in the section Risks and Opportunities. Positive overall outlook for After a year of robust expansion, economic growth in the eurozone is forecast to slow down slightly to 2.2% in 2018. Germany, Europe's largest economy, is expected to grow at a similar rate (+2.3%). Economic growth of the other member states in the eurozone is also predicted to develop positively. France (+ 2.0%) and Italy (+1.4%) are likely to see an increase in GDP over the outlook period. Based on an expected growth rate of 2.7%, the Spanish economy is set to grow faster than the eurozone average. The economies of both Portugal and Greece are also expected to grow at around 2.1%, enabling a reduction in unemployment. In the USA, the administration's tax-cutting pro- gramme is likely to give companies greater flexibility for investment and thereby boost business expansion. These factors are expected to have a slightly positive impact on the economy, which is expected to expand by 2.6% in 2018. The US Federal Reserve will most likely continue pursuing a more restrictive monetary policy. The prerequisite is that domestic demand in private households as well as corporate and public sectors remains robust and prices rise. In 2018, China is likely to focus on reducing credit growth and stimulating the services sector. Greater diversification of economic sectors could lead to a reduction in overcapacities. Against this backdrop, GDP is forecast to rise by 6.5%. Many Chinese indus- trial companies are confronted with high debt levels, a situation that could also threaten financial market stability. Safeguarding market stability therefore remains one of the most urgent tasks for the Chinese government. The risk of a significant economic down- turn in China cannot therefore be ruled out. The Japanese economy is expected to grow by 1.3% in 2018. Moderate demand for capital goods as well as consumer spending could help drive growth. The weak yen is also likely to create momentum for exports. If India succeeds in implementing further reforms aimed at promoting growth, economic output could rise by even more than the 7.3% forecast for 2018. Economic growth is also forecast for Russia (+1.9%) and Brazil (+2.5%), supported by higher raw material prices and solid corporate investment. 91 42 92 Combined Management Report Report on Outlook, Risks and Opportunities The UK's economic performance in the outlook period will be influenced significantly by the progress of EU exit negotiations. In view of the official leaving date in March 2019 and with negotiations making slow progress to date, the UK economy is preparing for various scenarios. British companies are considering, amongst others, relocation of operations to the EU. The lack of planning certainty is weighing on compa- nies and private households alike. Consequently, the economy is expected to slow further with a growth rate of only 1.4% for the current year. → Outlook REPORT ON OUT- LOOK, RISKS AND OPPORTUNITIES Opportunities 99 89 At €4,643 million, inventories were higher than at the end of the previous year (2016: €4,260 million), due to an increase in finished goods. Receivables from subsidiaries, most of which relate to intragroup financing receivables, rose to €7,641 mil- lion (2016: €6,001 million). The increase in other receivables and other assets to €2,827 million (2016: €2,525 million) was mainly due to higher receivables from companies in which an investment is held, as well as higher tax receivables. Equity increased by €924 million to €15,046 million. The equity ratio fell from 38.9% to 36.3%, mainly due to the increased balance sheet total. In order to secure pension obligations, investments in fund assets totalling €498 million were transferred to BMW Trust e. V., Munich, in conjunction with a Contractual Trust Arrangement (CTA). Fund assets are offset against the related guaranteed obligations. The resulting surplus of assets over liabilities is reported in the BMW AG balance sheet on the line item Surplus of pension and similar plan assets over liabilities. Provisions for pensions increased from €93 million to €139 million, after offsetting of pension liabilities with pension assets. Other provisions increased year on year, mainly due to increased provisions for pre-retirement part-time arrangements. With effect from 2017, fund assets relating to pre-retirement part-time working arrange- ments are secured by bank guarantees, with the result that at the reporting date no offsetting amount was recorded for corresponding assets. Also, provisions were increased as a result of further additions to the provision for litigation and liability risks. Liabilities to banks decreased as a result of the repay- ment of project-related loans. Liabilities to subsidiaries comprise mainly intragroup financial liabilities. Deferred income increased by €619 million to €2,685 million and included mainly amounts relating to services still to be performed related to service and maintenance contracts. → Outlook Liquidity within the BMW Group is managed centrally by BMW AG on the basis of a group-wide liquidity concept. This involves concentrating a significant part of the Group's liquidity at BMW AG. An important instrument in this context is the cash pool based at BMW AG. The liquidity position reported by BMW AG therefore reflects the global activities of BMW AG and other Group companies. Risks and opportunities BMW AG's performance is essentially dependent on the same set of risks and opportunities that affect the BMW Group and which are described in detail in the Report on Outlook, Risks and Opportunities section of the Combined Management Report. As a general rule, BMW AG participates in the risks entered into by Group companies in proportion to the respective shareholding percentage. BMW AG is integrated in the group-wide risk man- agement system and internal control system of the BMW Group. Further information is provided in the section Internal Control System Relevant for Account- ing and Financial Reporting Processes within the Combined Management Report. Outlook Due to its significance in the Group and its close ties with Group companies, expectations for BMW AG with respect to its financial and non-financial performance indicators correspond largely to the BMW Group's outlook for the Automotive segment. This is described in detail in the Report on Outlook, Risks and Oppor- tunities section of the Combined Management Report. KPMG AG Wirtschaftsprüfungsgesellschaft, Berlin, has issued an unqualified audit opinion on the finan- cial statements of BMW AG, of which the balance sheet and the income statement are presented here. The BMW AG financial statements for the financial year 2017 will be submitted to the operator of the electronic version of the German Federal Gazette and can be obtained via the Company Register website. These financial statements are available from BMW AG, 80788 Munich, Germany. 90 90 Combined Management Report Report on Outlook, Risks and Cash and cash equivalents increased by €1,542 million to €4,218 million, mainly due to the surplus from operational activities and the increase in financial liabilities. Investment in tangible, intangible and investment assets and in marketable securities, as well as payment of the dividend from the previous year, had an offsetting effect. Currency markets Currencies of particular importance for the interna- tional operations of the BMW Group are the US dollar, the Chinese renminbi, the Japanese yen and the Brit- ish pound. All of these major currencies are expected to remain volatile in 2018. A significantly more restrictive monetary policy on the part of the US Federal Reserve as well as economic stimulus through tax cuts for companies and private households could raise the value of the US dollar against the euro. However, a simultaneous economic upturn in the eurozone, falling unemploy- ment and rising inflation rates could lead the ECB to gradually scale down its expansionary monetary policy. As a result, the euro would probably remain at a similar value against the US dollar as in the second half of 2017. Management Report Report on Outlook, Risks and Opportunities → Outlook Automotive segment Deliveries to customers: slight increase expected The BMW Group expects a further year-on-year increase in sales of BMW, MINI and Rolls-Royce brand vehicles and aims to occupy a leading posi- tion in the global premium segment again in 2018. Balanced growth in major sales regions will help to even out volatilities in individual markets. Assuming economic conditions do not deteriorate, deliveries to customers are forecast to rise slightly to a new high (2017: 2,463,526¹ units). Important contributions to sustained growth can be expected, amongst others, from the new BMW 6 Series Gran Turismo, the new BMW X3 (both launched in November 2017) and the BMW X2 (available since March 2018). The extended-wheelbase version of the BMW 5 Series in China will also provide additional impetus. The new BMW X4, model revisions of the BMW 2 Series Active Tourer and Gran Tourer (includ- ing the Active Tourer plug-in hybrid) (BMW 225xe iPerformance Active Tourer: fuel consumption in 1/100 km (combined) 2.5-2.3//CO₂ emissions in g/km (combined) 57-52//Electric power consump- tion in kWh/100 km (combined) 13.7-13.4) and the BMW i8 Coupé (BMW i8 Coupé: fuel consumption in 1/100 km (combined) 1.9//CO2 emissions in g/km (combined) 42//Electric power consumption in kWh/100 km (combined) 14.0) will go on sale during the spring. The launch of the new BMW i8 Roadster (BMW i8 Roadster: fuel consumption in 1/100 km (com- bined) 2.1//CO2 emissions in g/km (combined) 46// Electric power consumption in kWh/100 km (com- bined) 14.5) and the BMW 8 Series Coupé are set to follow later in the year. Model revisions of the MINI Hatch (3- and 5-door) and MINI Convertible should also boost demand. The eighth generation of the Rolls-Royce Phantom has been available since January 2018. Fleet CO2 emissions²: slight decrease expected The BMW Group is continuing in its efforts to reduce both fuel consumption and CO2 emissions. In addition, the share of electrified vehicles in total deliveries is expected to increase. Accordingly, CO2 emissions across the vehicle fleet as a whole are expected to decrease slightly during the outlook period, and continue the trend seen in previous years (2017: 122 g CO2/km). Revenues: slight increase expected Automotive segment revenues should benefit from growth in deliveries. Accordingly, a slight increase in segment revenues is forecast for 2018 (2017 adjusted: €85,7423 million). Combined EBIT margin in target range between 8 and 10% expected accordance with IFRS 15. 1 Includes the joint venture BMW Brilliance Automotive, Shenyang Ltd. (2017: 384,124 units). 2 EU-28. ³ Adjusted in accordance with IFRS 15. Return on capital employed: significant decrease expected Segment RoCE is forecast to lie significantly below the previous year's level (2017 adjusted: 77.74%). The decrease is attributable, among other things, to increasing investments in the electrification of the vehicle fleet, digitalisation and the expansion and renewal of the model portfolio. However, the long- term target RoCE of at least 26% for the Automotive segment will be significantly surpassed. In view of the introduction of IFRS 16 (Leases) as of 1 January 2019, the future significance of RoCE as a performance indicator, as opposed to an operational management tool, is under review. Motorcycles segment Deliveries to customers: solid increase expected The BMW Group expects the positive trend in the Motorcycles segment to continue. The renewal of the product range in the previous year, and new models introduced at the EICMA 2017, such as the F 750 GS, F 850 GS and K 1600 Grand America, should all have a positive impact. Furthermore, the Scooter C 400 X expands the product range for urban environments. Overall, a solid increase in deliveries of BMW motor- cycles to customers is forecast (2017: 164,153 units). EBIT margin in target range between 8 and 10% expected An EBIT margin again within a range of 8 to 10% is expected for the Automotive segment (2017 Adjusted in adjusted: 9.24%). 94 Workforce size at year-end: slight increase expected The need for qualified staff across the BMW Group will remain high in 2018. Above all, projects relating to vehicle electrification and autonomous driving, growth in the automobile and motorcycle business and the expansion of financial and mobility services will lead to a slight increase in the workforce, accord- ing to current estimates (2017: 129,932 employees). accordance with IFRS 15. The strong economic ties between China and the USA make it likely that the Chinese renminbi will follow a similar trend to the US dollar. As a result, the ren- minbi/euro exchange rate is likely to move sideways in 2018, subject to volatility. The performance of the British pound will be deter- mined largely by the progress made in negotiations between the EU and the UK. If the negotiating parties are able to agree on withdrawal terms and successfully conclude talks on trade relations for the period after March 2019 or for a transition period, the pound could appreciate moderately against the euro. If, on the other hand, planning uncertainty persists, the pound may come under additional downward pressure. The central bank in Japan continues to pursue a highly expansionary monetary policy. For this reason, the value of the yen against the euro is likely to be almost unchanged compared to the year-end closing rate or only slightly lower. Currencies in numerous emerging economies are like- ly to remain under pressure against the US dollar as a result of the ongoing normalisation of US monetary policy. This applies in particular to countries that export raw materials, such as Russia, Brazil and South Africa. By contrast, any increase in raw material prices will tend to have a positive impact on these economies. New registrations are forecast to increase slightly by around 1.5% worldwide to 89.0 million units in 2018, with growth expected from emerging markets in particular. The automobile market in Europe is unlikely to benefit from the global economic recovery, and registrations are predicted to fall slightly overall (15.6 million units; -0.6%). New registrations in Germany are forecast to decrease by 1.2% to 3.4 million units. The French market is forecast to be flat (2.1 million units; -0.4%). In Italy, the automobile market is set to slow after a strong year, with growth in 2018 expected at only 1.2% (2.0 million units). In the UK the forecast for new registrations is negative. A further fall of approximately 4.5% to around 2.4 million units is expected here. According to forecasts, the downward trend in the USA is set to continue. New registrations are expected to be down by 2.5% to 16.8 million units. In China, a 3.3% increase is expected in passenger car registrations to around 25.5 million units. The automobile market in Japan is likely to see moderate contraction in 2018. Registrations are forecast to be down 2.7% year-on-year to approximately 4.9 million units. Registrations in Russia are expected to rise by around 10% in 2018 to 1.6 million units on the back of eco- nomic recovery. In Brazil, registration figures are also expected to increase in the current year by about 10% to 2.0 million units. International motorcycle markets The world's motorcycle markets in the 250 cc plus class are expected to remain stable overall in 2018, with individual markets continuing to develop divergently. In Europe, the BMW Group expects the major markets of France, Italy and Spain to continue their positive trend, while the German market is likely to show a stable development compared to the previous year. Markets in the UK and the USA could see a further slight contraction after the previous year's decline. 93 93 International interest rate environment The global economic upturn is expected to gain further momentum in 2018. While successive rises in bench- mark interest rates seem likely in the USA, tightening of monetary policies in other industrialised countries is likely to be carried out with great caution. The US Federal Reserve is expected to raise interest rates in three or four increments in the course of 2018 in line with its policy of increasing interest rates. The ECB is predicted to maintain its expansionary monetary policy in 2018, while continuing to reduce the volume of monthly bond purchases. The uncertainty surrounding the ongoing Brexit nego- tiations is expected to continue to weigh on the UK economy in 2018. The Bank of England is expected to adopt initially a cautious approach and intervene where necessary. Growth in China could weaken moderately in 2018. Japan's central bank is likely to maintain its ultra- expansive monetary policy in order to drive inflation and stimulate the economy. Expected consequences for the BMW Group Future developments on international automobile markets have a direct impact on the BMW Group. While competition could intensify in contracting mar- kets, new opportunities may appear in growth regions. Challenges in the competitive environment will have a significant effect on sales volumes in some countries. Due to its global business model, the BMW Group is well placed at all times to exploit opportunities, even at short notice. Coordination between the Group's sales and production networks also enables it to balance out the impact of unforeseeable developments in the various regions. Investments in markets important for the future also form a basis for further growth, while simultaneously strengthening the global presence of the BMW Group. Thanks to its three premium brands - BMW, MINI and Rolls-Royce the BMW Group expects to continue performing successfully in 2018. Outlook for the BMW Group Application of International Financial Reporting Standards IFRS 9 (Financial Instruments) and IFRS 15 (Revenue from Contracts with Customers) is mandato- ry with effect from 1 January 2018. While application of IFRS 15 requires adjusted comparative figures for the financial year 2017, no adjustment of comparative figures is required in the case of IFRS 9. In order to ensure a transparent presentation of changes in key financial performance indicators, the outlook shows values adjusted in accordance with IFRS 15 as well as those actually reported for 2017. With regard to key financial performance indicators for 2018, the outlook is based on values for 2017 adjusted in accordance with IFRS 15. Further information on IFRS 9 and → see IFRS 15 is provided in → note 5 of the Group Financial Statements. note 5 Group Profit before tax expected at previous year's level Competition on international automobile markets is set to remain intense during the current year. Furthermore, political and economic developments in Europe remain uncertain. Above all, this is due to the unforeseeable effects of Brexit negotiations between the EU and the UK. The economic policy of the US administration also remains difficult to predict. Further information is provided in Risks and Opportunities in the section Macroeconomic risks and opportunities. Nevertheless, the BMW Group intends to continue its strong business performance in 2018. Notable contributions are likely to come from new vehicles as well as successful established models. At the same time, investments in future-oriented projects remain high, including continued electrification of vehicles, digitalisation and autonomous driving, amongst others. The production network will also be further expanded during the outlook period. Due to the challenges, Group profit before tax is expected to be in line with the previous year's level (2017 adjusted: Adjusted in €10,675* million). Depending on the political and economic situation and the risks and opportunities described below, actual business performance could differ from current expectations. BMW Group key performance indicators MOTORCYCLES SEGMENT GROUP → 61 in line with last year's level 10,655 129,932 € million 2018 Outlook³ 20172 adjusted 2017 reported 5 EU-28. 4 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2017: 384,124 units). 3 Based on adjusted outlook. ² Adjusted in accordance with IFRS 15. 1 Adjusted with effect from the financial year 2018. 10,675 129,932 FINANCIAL SERVICES SEGMENT Return on equity Profit before tax AUTOMOTIVE SEGMENT Deliveries to customers4 Fleet emissions5 Workforce at year-end EBIT margin Return on capital employed Deliveries to customers EBIT margin Return on capital employed Revenues Production stoppages and downtimes due to fire, machine and tooling breakdowns, IT disruptions, damage to infrastructure, power failures, transporta- tion and logistical disruptions represent risks which the BMW Group addresses through appropriate pre- cautions. Production structures and processes are designed from the outset with measures to minimise potential damage and the probability of occurrence. Measures taken include technical fire protection, land development with regard to flooding risks when facilities are expanded or new buildings added, inter- changeability of production facilities, preventative maintenance, management of spare parts across sites, and predictive planning of transportation alterna- tives. Risk is also reduced through flexible working hour models and working time accounts as well as the ability to build individual split models or engine types at other sites within the production network. As a result, backlogs arising from production inter- ruptions can be quickly recovered. Risks arising from interruptions and production downtime due to fire are also appropriately covered with insurance companies of good credit standing. → Risks and Opportunities In order to meet high standards in product quality and achieve favourable external ratings (e.g. for product safety), reduce statutory and non-statutory warranty obligations and keep down follow-up costs arising from other changes in planning assumptions, it may be necessary to incur a higher level of expenditure than originally forecast. In addition, availability of products may be limited, particularly at the start of production of new vehicles. These risks are mitigated through regular audits and the continual improve- ment of quality management, which ensures the high standard of quality. The BMW Group also recognises appropriate accounting provisions for statutory and non-statutory warranty obligations. These reduce the risk to earnings, as they are already taken into account in the outlook. Further information on risks related to provisions for statutory and non-statutory warranty obligations is provided in → note 31 of the → see Group Financial Statements. note 31 The BMW Group sees opportunities in production processes and technology fields primarily through the competitive edge gained from mastering new and complex technologies. Opportunities could arise as a result of further technological innovations related to products or processes, as well as from organisational changes which improve efficiency or increase com- petitiveness. For example, the BMW Group has been using since 2017 a fully automated quality control system in the paint shop newly opened in 2017 at the BMW Group plant in Munich. The data obtained pro- vides valuable feedback on the precision of upstream painting processes. These can be continuously opti- mised, potential sources of error promptly identified and rework avoided. Given the long lead times in developing new products and processes, additional opportunities within the reporting period are con- sidered insignificant for the results of operations of the BMW Group. 103 104 Combined Management Report Report on Outlook, Risks and Opportunities Close cooperation between carmakers and suppliers in the development and production of vehicles and the provision of services generates economic benefits, but also increased dependency. Potential reasons for the failure of individual suppliers include in particular increased IT-related risk, non-compliance with sus- tainability or quality standards, insufficient financial strength of a supplier, the occurrence of natural haz- ards, fires and insufficient supply of raw materials. As part of supplier pre-selection, the BMW Group checks for compliance with the sustainability standards for the supplier network. This includes compliance with internationally recognised human rights and applicable labour and social standards. The principal means for ensuring compliance with the Sustainability Standard is a three-stage risk management system for sustainability. In addition, the technical and financial capabilities of suppliers are monitored, especially where modular-based production is concerned. Supplier sites are assessed for exposure to natural hazards, such as floods or earthquakes, in order to identify supply risks at an early stage and implement appropriate precautions. Fire risks at series suppliers are evaluated by means of questionnaires and selective site inspections. In order to minimise supply risks, the BMW Group draws up measures to reduce the use of raw materials or to substitute alternative raw materials. New developments in the field of digital communi- cation and connectivity in particular offer new oppor- tunities for the BMW Group's brands. BMW CarData has made it possible since 2017 to provide customised service offers to BMW drivers based on data from the vehicle. If customers wish to use a specific service and actively consent to the release of their telematics data, requesting companies receive the data they need for the service in encrypted form via BMW's secure backend database. This information provides the basis for customised, data-driven and innovative service solutions. Additional opportunities could arise if new sales channels contribute to greater brand reach to customer groups than currently envisaged in the outlook. Digital communication and connectivity enables consumers to be reached on a more targeted and individualised basis, thus strengthening long- term relationships and brand loyalty. This can lead to a more intense product and brand experience for customers, which could lead to higher sales volume and have a positive impact on revenues and earn- ings. The BMW Group invests in advanced marketing concepts in order to intensify customer relationships. The BMW Group estimates the earnings impact as insignificant over the two-year assessment period as compared to the assumptions made in the outlook. Within the Purchasing and Supplier Network, opportunities arise above all in the area of global sourcing through increased efficiency and the use of innovations developed by suppliers, which can lead to a broader range of products. Making full use of location-specific cost factors, in particular through local supplier structures in close proximity to new and existing BMW Group production plants and the introduction of new, innovative production technologies, could lead to lower cost of materials for the BMW Group. The new supply centre opened in Landshut in 2017 represents a further step in ensuring efficient and flexible logistics processes. Integration of previously unidentified innovations from the supplier market in the Group's product range could provide a further source of opportunities. The BMW Group offers innovative suppliers numerous possibilities for creating specific contractual arrangements which are attractive for those developing innovative solutions. At regular intervals, the BMW Group honours its most inventive suppliers with the Supplier Innovation Award. The BMW Group expects these opportuni- ties to have no significant earnings impact over the assessment period as compared to the assumptions made in the outlook. Risks and opportunities relating to sales and marketing In order to sell its products and services, the BMW Group employs a global sales network, com- prising primarily independent dealerships, branches, subsidiaries and importers. Any threat to the contin- ued activities of parts of the sales network would entail risks for the BMW Group. The occurrence of sales and marketing risks is associated with a low earnings impact over the two-year assessment period. The risk amount is classified as low. Information, data protection and IT Increasing digitalisation across all areas of business places considerable demands on the confidentiality, integrity and availability of electronically processed data and the associated use of information technology (IT). In addition to the increased threat of cybercrime, regulations covering the handling of personal data are becoming more stringent, for example as a result of the EU General Data Protection Regulation. If risks relating to information security, data protection and IT were to materialise, they could have a high earnings impact over the two-year assessment period. Despite extensive security measures, the risks in this area are classified as high. In addition to cyber attacks and direct physical intervention, lack of awareness or misconduct on the part of employees may also represent a danger to the confidentiality, integrity and availability of information, data and systems. Direct consequences include expenditure required for rapid information, data and systems recovery. Negative impacts on oper- ational performance due to the non-availability of products and services or disruptions in the production of components or vehicles are also possible. A further indirect result could be reputational damage. Great importance is attached to the protection of the confidentiality, integrity and availability of business information as well as employee and customer data, for instance against unauthorised access or misuse. Data security is an integral component of business processes and is aligned with the International Standard ISO/IEC 27001. As part of risk management, information security, data protection and IT risks are systematically documented, allocated appropriate measures by the departments concerned and contin- uously monitored with regard to threat level and risk mitigation. Regular analyses and controls as well as rigorous security management ensure an appropriate level of security. Despite continuous testing and preventative security measures, it is impossible to eliminate risks completely in this area. All employees are required to treat with care information such as confidential business, customer and employee data, to use information systems securely and handle risks with transparency. Group-wide requirements are documented in a comprehensive set of principles, guidelines and instructions, such as, for example, the Privacy Corporate Rules for handling personal data. Regular communication and awareness-raising meas- ures create a high level of security and risk awareness among those involved. Employees receive training to ensure compliance with the legal requirements and internal rules. With regard to cooperations and business partnerships, the BMW Group protects its intellectual property as well as customer and employ- ee data through clear instructions on information Risks relating to production processes and technology fields are particularly apparent in potential sources of interruptions in production or additional costs to comply with quality standards under changed market conditions. If risks arising from production processes and technologies were to materialise, they could have a high earnings impact over the two-year assessment period. The corresponding risk amounts are classified as medium. By dealing with risk issues at the planning stage and taking appropriate measures, the risk has been reduced. The BMW Group pays particular attention to the qual- ity of parts built into its vehicles. In order to attain a very high level of quality, it may become necessary to invest in new technological concepts or discontinue planned innovations, with the result that the cost of materials could exceed levels accounted for in the outlook. By monitoring and developing global sup- plier markets, the BMW Group continuously strives to optimise its competitiveness by working together with the world's best product and service providers. Risks and opportunities relating to operations Risks and opportunities relating to production and technologies 101 Local restrictions affecting product usage in specific sectors may limit BMW Group sales in individual mar- kets. In some urban areas, for instance, local measures have been, or are being, introduced, including entry restrictions, congestion charges or, in some situations, highly restrictive registration rules. These may affect local demand for the BMW Group vehicles affected and hence have a negative impact on sales, margins and, possibly, the residual value of these vehicles. The BMW Group addresses this risk by offering locally emissions-free vehicles, such as the BMW i3, which benefit from state subsidies and exemptions. The planned Brexit could have a long-term adverse impact on the BMW Group, particularly as a result of increased trade barriers in the form of customs duties in relation to the European single market. Any such trade barriers could have a negative impact on volumes and costs both for vehicles and components produced in the EU for the UK as well as those produced in the UK for the European market. In extreme cases, this could lead to interruptions in production due to the processing of customs formalities. In addition, Brexit could lead to reduced customer spending in the wake of weaker economic performance, particularly in the UK. In the short and medium term, uncertainty regarding the outcome of the negotiations with the EU could exacerbate these factors and cause further negative currency effects. A possible further economic downturn within the EU could also potentially reduce growth prospects for the BMW Group. European inte- gration with a unified economic and currency area is an important pillar of economic stability in Europe. The ongoing transition in China from an invest- ment-driven to a consumer-driven economy is associated with slower growth rates and potentially greater instability on financial markets. If the Chinese economy were to grow at a significantly slower pace than expected, the consequence would be not only a decline in automobile sales, but also, potentially, lower demand for raw materials, which would have a negative impact above all on emerging economies such as Brazil, Russia or South Africa. Any further drop in raw material prices could result for the BMW Group in lower demand from these countries. Turmoil on the Chinese property, stock and banking markets and an overly rapid increase in interest rates by the US Federal Reserve could pose considerable risks for global financial market stability. Furthermore, increasing political unrest, military conflicts, terrorist activities, natural disasters or pandemics could have a lasting negative impact on the global economy and international capital markets. The BMW Group addresses macroeconomic risks pri- marily by internationalising its sales and production structures, in order to minimise the extent to which earnings depend on risks in individual countries and regions. Flexible sales and production processes within the BMW Group increase the ability to react quickly to regional economic developments. Should the global economy develop significantly better than presented in the outlook, macroeconomic oppor- tunities could arise for the BMW Group's revenues and earnings. Significantly stronger GDP growth in China, consumer-oriented reforms within the euro- zone, a cancellation of Brexit plans and intensified trade relations between the EU and the UK, growth stimulus through the tax reform in the USA or more robust consumer spending in emerging markets due to rising raw material prices could result in significantly stronger sales volume growth, reduced competitive pressures and corresponding improvement in pricing. Macroeconomic opportunities that could generate a sustainable impact on earnings are currently classified by the BMW Group as insignificant. Strategic and sector risks and opportunities Changes in legislation and regulatory requirements The sudden introduction of more stringent legislation and regulations, particularly with regard to emissions, safety and consumer protection and regional vehicle- related purchase and usage taxes, represents a signif- icant risk for the automobile industry. Country- and sector-specific trade barriers can also change at short notice. A sudden tightening of regulations in any of these areas can necessitate significantly higher invest- ments and ongoing expenses or influence customer behaviour. Risks from changes in legislation and regulatory requirements could have a medium impact on earnings over the two-year assessment period. The risk amount attached to these risks is classified as high. In particular, risks arising from the tightening of emission laws have resulted in the assessment of the risk level being raised. At present, the BMW Group sees increasingly restric- tive vehicle emissions regulations, particularly for conventional drivetrain systems, not only in the devel- oped markets of Europe and North America, but also in growth markets such as China. The introduction of new measurement procedures to represent standard driving cycles, combined with significantly lower emissions thresholds, represents a major challenge for the automotive sector. The BMW Group is address- ing this risk with its Efficient Dynamics concept and is playing a pioneering role in reducing both fuel consumption and emissions within the premium segment. The product range has been increasingly expanded with electric drivetrain systems in BMWi vehicles since 2013 and plug-in-hybrid technologies in a growing number of series models since 2015. These technologies have contributed to fulfilment of legal requirements with regard to CO2 emissions. Further risks can result from the tightening of existing import and export regulations. These lead primarily to additional expenses, but can also restrict imports and exports of vehicles or parts. New opportunities are continuously being sought to create even greater added value for customers than currently expected, and thereby to realise significant opportunities with respect to sales growth and pricing. Further development of the product and mobility port- folio and expansion in growth regions offer the most important medium- to long-term growth opportunities for the BMW Group. Continued growth depends above all on the ability to develop innovative products and bring them to market. The range of services on offer was further expanded in 2017, particularly in the area of electric mobility. ChargeNow customers have access to more than 130,000 charging points in 29 countries. A new digital business field was created under the name BMW Energy Services. The BMW Group expects these opportunities to have no significant earnings impact over the two-year assessment period compared to the assumptions made in the outlook. security and data protection and the use of informa- tion technology. Information pertaining to key areas of expertise as well as sensitive personal data are subject to particularly stringent security measures. Technical data protection incorporates industry-wide standards and good practices. Responsibility for information security and data protection lies for each Group entity with the Board of Management or relevant manage- Combined Management Report Report on Outlook, Risks and Opportunities → Risks and Opportunities An established regulatory framework for innovative mobility solutions as well as government incentives are important prerequisites for introducing product innovations, such as autonomous driving, and for scaling up the range of electric mobility offerings. For BMWi and iPerformance vehicles with alternative drivetrain systems a faster expansion of charging infrastructure could increase acceptance and help boost sales of planned or recently introduced prod- uct innovations compared to forecast. This includes implementation of the 360° ELECTRIC portfolio in the field of electric mobility and collaboration with Toyota on hydrogen fuel cell technology. The BMW Group's earnings could also be positively affected in the short to medium term by changes in trading policies. A possible reduction in tariff barriers, import restrictions or direct excise duties could lower the cost of materials for the BMW Group, and enable products and services to be offered to customers at lower prices. Further opportunities for the earnings performance of the BMW Group from changes in legislation and regulatory requirements compared to the outlook are classified as insignificant. Market development In addition to the economic factors and sector-specific political conditions, increasingly fierce competition among established manufacturers and the emergence of new competitors could also have effects which are difficult to predict. Unforeseen consumer preferences and changes in brand perceptions can give rise to opportunities and risks. If market risks were to mate- rialise, they could have a high earnings impact over the two-year assessment period. The risk amount is classified as high. Intense competition, particularly in Western Europe, the USA, China, Japan and Korea is a potential cause for lower demand and for fluctuations in the regional distribution and composition of demand for BMW, MINI and Rolls-Royce brand vehicles and for mobility services. Greater competition could put pressure on selling prices and margins. Changes in customer behaviour can also be brought about by changes in attitudes, values, environmental factors and fuel or energy prices. For example, the ongoing political and public discussion on diesel engines could adversely affect demand for diesel vehicles. At the same time, however, this could lead to increased demand for vehi- cles with petrol engines or alternative drivetrains. In order to determine price and margin risks, a scenario approach is used. The BMW Group's flexible sales and production processes enable risks to be reduced and newly arising opportunities in market and product segments to be taken. 102 ment team. Liquidity risks 105 The categories of risk relating to financial services comprise credit and counterparty risk, residual value risk, interest rate risk, operational risks and liquidity risk. Evaluation of liquidity risk for the Financial Services segment is included in the liquidity risk category for the Group as a whole. The segment's total risk exposure was covered at all times during the 2017 financial year by the available risk-covering assets. As a result, the Financial Services segment's risk-bearing capacity was assured at all times. Credit and counterparty risks and opportunities relating to the Financial Services segment Credit and counterparty default risk arises within the Financial Services segment if a contractual partner (e.g. a customer or dealer) either becomes unable or only partially able to fulfil its contractual obligations, so that lower income is generated or losses incurred. If credit and counterparty risks were to materialise, they could have a medium earnings impact over the two-year assessment period. The risk amount is classified as medium. The BMW Group classifies potential opportunities in this area as significant. As part of its credit and counterparty risk manage- ment, the Financial Services segment uses rating systems in order to assess the creditworthiness of its contractual partners. Credit risks are managed at the time of the initial credit decision on the basis of a calculation of the present value of standard risk costs and subsequently, during the term of the credit, by risk provisioning to cover risks resulting from changes in customer creditworthiness. Individual customers are hereby classified by category each month on the basis of their current contractual status, and appropriate levels of allowance recognised in accordance with that classification. If macroeconomic developments are more favourable than assumed in the outlook, credit losses may be reduced, leading to a positive earnings impact. 108 Combined Management Report Report on Outlook, Risks and Opportunities the Financial Services segment → Risks and Opportunities Risks and opportunities arise in conjunction with leasing contracts if the market value of a leased vehicle at the end of the contractual term of a lease differs from the residual value estimated at the inception of the lease and factored into the lease payments. A residual value risk exists if the expected market value of the vehicle at the end of the contractual term is lower than its estimated residual value at the date the contract is entered into. If residual value risks were to materialise, they could have a high earnings impact from the Group's perspective over the two- year assessment period. A high and medium earnings impact would then arise for the affected Financial Services and Automotive segments, respectively. The risk amount is classified as medium for the Group as a whole. Opportunities can arise out of a positive deviation between the actual market value and the original residual value forecast. The BMW Group classifies potential residual value opportunities as significant. Each vehicle's estimated residual value is calculated on the basis of historical external and internal data. This estimation provides the expected market value of the vehicle at the end of the contractual period. As part of the management of residual value risks, the net present value of risk costs is calculated at con- tract inception. Market developments are observed throughout the contractual period and the risk assess- ment updated. Interest rate risks and opportunities relating to the Financial Services segment Interest rate risks in the Financial Services segment relate to potential losses caused by changes in market interest rates. These can arise when fixed interest rate periods do not match for assets and liabilities recognised in the balance sheet. If risks relating to interest rate risks were to materialise, they could have a medium earnings impact over the two-year assessment period. The risk amount is classified as low. The BMW Group classifies potential interest rate opportunities compared to the outlook as significant. Interest rate risks in the Financial Services business are managed by matching maturities for refinancing and by employing interest-rate derivatives. If the relevant recognition criteria are fulfilled, derivatives used by the BMW Group are accounted for as hedging instruments. Further information on risks in con- junction with financial instruments is provided in → note 37 of the Group Financial Statements. → see note 37 Operational risks in the Financial Services segment Operational risks are defined in the Financial Services segment as the risk of losses arising as a consequence of unsuitability or failure of internal procedures (pro- cess risks), people (personnel-related risks), systems (infrastructure and IT risks) and external events (external risks). The recording and measurement of risk scenarios, loss events and countermeasures in the operational risk management system provide the basis for a systematic analysis and management of potential or materialised operational risks. Annual self-assessments are also carried out. If operational risks were to materialise, they would be likely to have a low earnings impact over the two-year assessment period. The risk amount is classified as low. Residual value risks and opportunities relating to the Financial Services segment Risks and opportunities relating to → see note 30 Further information on risks in conjunction with pension provisions is provided in → note 30 of the Group Financial Statements. 106 Combined Management Report Report on Outlook, Risks and Opportunities → Risks and Opportunities Financial risks and risks relating to the use of financial instruments Currency risks and opportunities As an internationally operating enterprise, the BMW Group conducts business in a variety of cur- rencies, thus giving rise to currency risks and oppor- tunities. A substantial portion of Group revenues, purchasing and funding occur outside the eurozone (particularly in China and the USA). Cash-flow-at-risk models and scenario analyses are used to measure cur- rency risks and opportunities. If currency risks were to materialise, they could be associated with a high earnings impact over the two-year assessment period. The risk level attached to currency risks is medium. Significant opportunities can arise if currency devel- opments are favourable for the BMW Group. Operational currency management is based on the results of currency risk analyses. The BMW Group manages currency risks at both strategic (medium and long term) and operational level (short and medium term). Medium- and long-term measures include increasing production volumes and purchase volumes in foreign currency regions (natural hedging). Currency risks are managed in the short to medi- um term and for operational purposes by means of hedging on financial markets. The principal objective of this currency management process is to increase planning reliability for the BMW Group. Hedging transactions are entered into only with financial partners of good credit standing. Opportunities are also secured through the use of options during specific market phases. Risks and opportunities relating to raw materials As a large-scale manufacturing company, the BMW Group is exposed to purchase price risks, par- ticularly in relation to raw materials used in vehicle production. The analysis of raw material price risk is based on planned purchases of raw materials and components containing those raw materials. If risks relating to raw material prices were to materialise, they would likely have a low earnings impact over the two- year assessment period. A low risk level is attached to these risks. Significant opportunities could arise if raw material prices developed favourably for the BMW Group. Changes in commodity prices are monitored on the basis of a well-defined management process. The principal objective is to increase planning reliability for the BMW Group. Price fluctuations for precious metals (platinum, palladium, rhodium), non-ferrous metals (aluminium, copper, lead, nickel) and, to some extent, for steel and steel ingredients (iron ore, coking coal) and energy (gas, electricity) are hedged using financial derivatives or supply contracts with fixed pricing arrangements. A possible introduction of trade barriers, including anti-dumping customs duties, by the US adminis- tration could have an adverse impact on the BMW Group's operations through less favourable conditions for importing vehicles. Moreover, counter- measures by the USA's trading partners could slow down global economic growth and have an adverse impact on the export of vehicles produced in the USA. The BMW Group's "production follows the market" strategy involves local production both in the USA and with other important trade partners. Regional production reduces the existing risk of trade barriers. Nevertheless, any increase in trade barriers would have an adverse impact on the BMW Group. The major part of the Financial Services segment's credit financing and leasing business is refinanced on capital markets. Liquidity risks may arise in the form of rising refinancing costs or from restricted access to funds as a consequence of the general market situation or the failure of individual banks. If liquidity risks were to materialise, they would be likely to have a low earnings impact over the two-year assessment period. The risk amount associated with liquidity risk, including the risk of the BMW Group's credit rating being downgraded, which would lead to an increase in financing costs, is classified as low. Based on the experience of the financial crisis, a minimum liquidity concept has been developed and is rigorously adhered to. Use of the "matched funding principle" to finance the Financial Services segment's operations eliminates liquidity risks to a large extent. Solvency is assured at all times throughout the BMW Group by maintaining a liquidity reserve and by the broad diversification of refinancing sources. Regular measurement and monitoring ensure that cash inflows and outflows for the various maturities and currencies offset each other. This approach is incorporated in the BMW Group's target liquidity concept. The liquidity position is monitored contin- uously and managed through Group-wide planning of financial requirements and funding. A diversified refinancing strategy reduces dependency on any spe- cific type of instrument. Moreover, the BMW Group's solid financial and earnings position results in high credit ratings from internationally recognised rating agencies. A description of the methods applied for risk measurement and hedging in conjunction with currency and commodity risks is provided in → note 37 of the Group Financial Statements. If the relevant recognition criteria are fulfilled, derivatives used by the BMW Group as hedges are generally accounted for as hedging relationships. Further information on risks in conjunction with financial instruments is provided → see in → note 37 of the Group Financial Statements. → see note 37 note 37 17 107 Risks and opportunities relating to pension obligations Pension obligations are influenced in particular by fluctuations of market yields on corporate bonds, as well as by other economic and demographic para- meters. Opportunities and risks arise depending on changes in these parameters. If risks relating to pension obligations materialised, they could have a high earnings impact over the two-year assessment period. The risk amounts relating to pension obliga- tions are classified as medium. Within a favourable capital market environment, the return generated by growth-oriented pension assets may exceed expecta- tions and reduce the deficit of the relevant pension plans. This could have a significantly favourable impact on the net asset position of the BMW Group. Future pension payments are discounted on the basis of market yields on high-quality corporate bonds. These yields are subject to market fluctuation and therefore influence the level of pension obligations. Changes in other parameters, such as rises in infla- tion and longer life expectancy, also impact pension obligations and payments. The BMW Group's pension obligations are mainly held in external pension funds or trust arrangements with the related assets legally separated from those of the Group. The amount of funds required to finance pension payments out of operations in the future is substantially reduced by the fact that the Group's pension obligations are mainly settled out of pension fund assets. The pension assets of the BMW Group comprise interest- bearing securities, equities, real estate and other investment classes. Assets held by pension funds and trust arrangements are monitored continuously and managed on a risk-and-return basis. Diversification of investments also helps to mitigate risk. In order to reduce fluctuations in pension funding shortfalls, investments are structured to match the timing of pension payments and the expected development of pension obligations. Remeasurements on the liability and fund asset sides are recognised net of deferred taxes in other comprehensive income and hence directly in equity (within revenue reserves). With the advance of digitalisation, the BMW Group is improving the customer experience and its existing lines of business. At the same time, new digital busi- ness segments are emerging, which are mainly focused on information technology. The development and provision of digital services for customers, increased vehicle connectivity and autonomous driving solu- tions are opening up new opportunities. Through BMW ConnectedDrive and BMW CarData the range of services and apps on offer to customers is constantly being expanded and updated. The BMW Group expects these opportunities to have no significant earnings impact over the assessment period compared to the assumptions made in the outlook. In view of the political events of recent years, global economic developments continue to be subject to a high degree of uncertainty, in particular with respect to potential barriers to global trade. For example, a reorientation of the USA's economic policy, the planned exit of the UK from the EU and possible elec- tion wins for anti-globalisation parties in EU countries could result in higher tariff and non-tariff barriers to trade in the coming years. Risks and opportunities relating to purchasing Purchasing risks relate primarily to supply risks caused by the failure of a supplier as well as risks associated with the quality of bought-in parts. Production prob- lems incurred by suppliers could lead to increased expenditure for the BMW Group through to interrup- tions in production and a corresponding reduction in sales. The increasing complexity of the supplier network, especially at the level of lower tier suppliers, whose operations can only be indirectly influenced by the BMW Group, is a further potential cause of downtimes at supplier locations. The increased threat of IT attacks on the supplier network in particular has resulted in a more critical assessment of the risk situation. If purchasing risks materialised, they could have a high earnings impact over the two-year period. The risk amount attached to purchasing risks is classified as high. Macroeconomic risks and opportunities Stable Insignificant Stable Risks and opportunities relating to operations Production and technology Purchasing Sales and marketing Information, data protection and IT Medium Decreased Insignificant Stable High Increased Insignificant Stable Low Stable Insignificant Stable High High Stable Market developments Insignificant Risks and opportunities The following table provides an overview of all risks and opportunities and indicates their significance for the BMW Group. Overall, no risks which could threaten the continued existence of the BMW Group were identified either at the balance sheet date or at the date on which the Group Financial Statements were drawn up. 7 Economic conditions influence business performance and hence the results of operations, financial position and net assets of the BMW Group. Unforeseen dis- ruptions in global economic relations can have highly unpredictable effects. Macroeconomic risks can lead to reduced purchasing power in the countries and regions affected and lead to reduced demand for the products and services offered by the BMW Group. Macroeconomic risks could - due to sales volume fluctuations have a high earnings impact over the two-year assessment period. Overall, the risk amounts attached to macroeconomic risks are classified as high. Macroeconomic risks are evaluated on the basis of historical data and by means of a cash-flow-at-risk approach, supplemented by scenario analyses. RISKS AND OPPORTUNITIES Risks classification Change compared to prior year Opportunities classification Change compared to prior year Macroeconomic risks and opportunities High Stable Insignificant Stable Strategic and sector risks and opportunities Changes in legislation and regulatory requirements High Increased Stable Insignificant Risks and opportunities which could, from today's perspective, have a significant impact on the results of operations, financial position and net assets of the BMW Group are described below. Financial risks and opportunities Residual value Medium Stable Significant Stable Interest rate changes Low Stable Significant Stable Operational risks Low Stable Legal risks Medium Stable 99 100 Report on Outlook, Risks and Opportunities → Risks and Opportunities Stable Stable Significant Combined Management Report Medium Stable Medium Significant Stable Raw materials Low Stable Significant Stable Liquidity Stable Stable Credit risk Risks and opportunities relating to the provision of financial services Low Stable Foreign currencies Stable Pension obligations Medium Significant and Explanatory Comments As well as shares of common stock, the Company has also issued non-voting shares of preferred stock. Further information can be found in the section "Composition of subscribed capital". Restrictions on voting rights or the transfer of shares note 39 → see (c) uniform payment of any other dividends on shares of common and preferred stock, provided the shareholders do not resolve otherwise at the Annual General Meeting (b) payment of an additional dividend of €0.02 per €1 par value on non-voting preferred shares accruement (a) subsequent payment of any arrears on dividends on non-voting preferred shares in the order of The rights and duties of shareholders derive from the German Stock Corporation Act (AktG) in conjunction with the Company's Articles of Incorporation, the full text of which is available at www.bmwgroup.com. The right of shareholders to have their shares evidenced is excluded in accordance with the Articles of Incor- poration. The voting power attached to each share corresponds to its par value. Each €1 of par value of share capital represented in a vote entitles the holder to one vote (Article 18 no. 1 of the Articles of Incorporation). Composition of subscribed capital EXPLANATORY COMMENTS $315 (1) HGB. suant to § 289 a (1) HGB and *Disclosures pur- FOR TAKEOVERS* AND When the Company issues non-voting shares of preferred stock to employees in conjunction with its Employee Share Programme, these shares are gener- ally subject to a company-imposed blocking period of four years, calculated from the beginning of the calendar year in which the shares are issued. DISCLOSURES RELEVANT The Company's shares of preferred stock are shares within the meaning of § 139 ff. AktG, which carry a cumulative preferential right in terms of the allocation of profit and for which voting rights are excluded. These shares confer voting rights only in exceptional cases stipulated by law, in particular when the prefer- ence amount has not been paid or has not been fully paid in one year and the arrears are not paid in the subsequent year alongside the full preference amount due for that year. With the exception of voting rights, holders of shares of preferred stock are entitled to the same rights as holders of shares of common stock. Article 24 of the Articles of Incorporation confers preferential treatment to the non-voting shares of preferred stock with regard to the appropriation of the Company's unappropriated profit. Accordingly, the unappropriated profit is required to be appropriated in the following order: The subscribed capital (share capital) of BMW AG amounted to €657,600,600 at 31 December 2017 (2016: €657,109,600) and, in accordance with Article 4 no. 1 of the Articles of Incorporation, is subdivided into 601,995,196 shares of common stock (91.54%) (2016: 601,995,196; 91.61%) and 55,605,404 shares of non-voting preferred stock (8.46 %) (2016: 55,114,404; 8.39%), each with a par value of €1. The Company's shares are issued to bearer. Susanne Klatten, Germany Direct or indirect investments in capital exceeding 17.4 for Takeovers 17.42 0.2 voting rights Indirect share of Direct share of voting rights 3 Controlled entities, of which 3% or more are attributed: Johanna Quandt GmbH & Co. KG für Automobilwerte. 4 Controlled entities, of which 3% or more are attributed: Susanne Klatten Beteiligungs GmbH. 2 Controlled entities, of which 3% or more are attributed: AQTON SE. 1 Based on voluntary notifications provided by the listed shareholders as at 31 December 2017. Susanne Klatten Beteiligungs GmbH, Bad Homburg v.d. Höhe, Germany Johanna Quandt GmbH & Co. KG für Automobilwerte, Bad Homburg v.d. Höhe, Germany Johanna Quandt GmbH, Bad Homburg v.d. Höhe, Germany AQTON SE, Bad Homburg v.d. Höhe, Germany Stefan Quandt, Germany in % the following direct or indirect holdings exceeding 10% of the voting rights at the end of the reporting period were held at the stated reporting date:¹ Based on the information available to the Company, 1 10% of voting rights Contractual holding period arrangements also apply to shares of common stock acquired by Board of Manage- ment members and certain senior department heads in conjunction with the share-based remuneration programmes (Compensation Report of the Corporate Governance section; → note 39 of the Group Financial Statements). → Disclosures Relevant The overall risk assessment is based on a consolidated view of all significant individual risks and opportuni- ties. Exposure to risks in the individual risk categories remains essentially stable. The combination of more stringent emissions requirements worldwide and the possibility that related laws and regulations may be brought forward results in a higher risk level in that area. In addition, the increased threat of IT attacks in the supplier network has led to an increased esti- mation of the risk in purchasing. By contrast, the risk level for production has been reduced by the imple- mentation of measures. Overall, there has been no significant change in the overall risk or opportunities level compared to the previous year. 112 Financial Reporting System Relevant for Accounting and → Internal Control Opportunities → Risks and Risks and Opportunities Report on Outlook, Combined Management Report 110 109 The BMW Group recognises appropriate levels of provision for lawsuits. In addition, a part of these risks is insured where this makes business sense. Some risks, however, either cannot be estimated or only to a limited extent, or may lead to costs only in an unlikely event. Such items are reported as contin- gent liabilities. It cannot be ruled out, however, that damages could arise that are either not covered or not fully covered by insurance policies or provisions or reported as contingent liabilities. In accordance with IAS 37 (Provisions, Contingent Liabilities and Contin- gent Assets), the required information is not provided if the BMW Group concludes that disclosure of the information could seriously prejudice the outcome of the relevant legal proceedings. Further information on contingent liabilities is provided in → note 36 of the Group Financial Statements. → see note 36 note 36 Possible risks for the BMW Group related to com- petition and antitrust law cannot be predicted or quantified at present. Further information on cur- rent developments with regard to antitrust risks and → see contingent liabilities can be found in → note 36 of the Group Financial Statements. Like all entities with international operations, the BMW Group is confronted with legal disputes, claims relating to warranties and product liability or rights infringements and proceedings initiated by govern- ment agencies. Any of these could, amongst others, have an adverse impact on the Group's reputation. Such proceedings are essentially typical for the sector or a consequence of realigning product or purchasing strategies to changed market conditions. Particularly in the US market, class action lawsuits and product liability risks can have substantial financial conse- quences and cause damage to the Group's public image. More rigorous application or interpretation of existing regulations could result in a greater number of recalls. The high quality of the Group's products, which is ensured by regular quality audits and ongoing improvement measures, helps reduce this risk. The increasing globalisation of the BMW Group's operations and of business interdependencies in general, combined with the variety and complexity of legal provisions, including increasingly import and export regulations, give rise to an increased risk of non-compliance with applicable law. A Compliance Management System is in place at BMW Group to ensure that the representative bodies, managers and staff consistently act in a lawful manner. Further information on the BMW Group's Compliance Management System can be found in the section Corporate Governance. Compliance with the law is a basic prerequisite for the success of the BMW Group. Applicable law provides the binding framework for the BMW Group's world- wide activities. As a result of its global operations, the BMW Group is exposed to various legal risks. If legal risks were to materialise, they could have a high earnings impact over the two-year assessment period. The risk amount attached to significant identified legal risks is classified as medium. However, it cannot be ruled out that new legal risks, as yet unforeseen, could materialise that could have a high earnings impact for the BMW Group. Legal risks 16.43 Process Combined Management Report Overall assessment of the risk and In addition to the risk categories described above, unforeseen events could have a negative impact on business operations and hence on the BMW Group's results of operations, financial position and net assets, and its reputation. A comprehensive risk management system is in place to ensure that the BMW Group successfully manages these risks. 111 Responsibilities for ensuring the effectiveness of the internal control system in relation to individual entity and Group accounting and financial reporting pro- cesses are clearly defined and allocated to the relevant line and process managers. These report annually on their assessment of the effectiveness of the internal control system for accounting and financial reporting. The assessment also includes the results of inter- nal and external audits as well as of ongoing data analysis. In this context, the Group's units confirm the effectiveness of the internal control system for accounting and financial reporting. The results of the assessment are gathered and documented with the aid of tools. Weaknesses in the control system are eliminated, taking into account their potential impact on accounting processes. The Board of Management and Audit Committee are briefed annually on the assessment of the effectiveness of the internal control system for accounting and financial reporting. The Board of Management and, where applicable, the Supervisory Board, are informed immediately in the event of any significant changes in the effectiveness of the internal control system. As part of the ongoing development of accounting and financial reporting processes at individual entity or Group level, such controls are adapted to take account of new requirements and opportunities arising with advances in information technology. In addition, the BMW Group uses data analysis tools to ensure that any control weaknesses are quickly identified and eliminated. Controls are integrated into the accounting and finan- cial reporting processes, at both individual entity and Group level. These are both preventive and detective in nature and take account, where appropriate, of the principle of the separation of duties. Important accounting-related IT systems incorporate controls which, amongst others, prevent business transactions from being recorded incorrectly and ensure that business transactions are recorded completely and measured properly in accordance with applicable requirements. Controls are also in place to test the appropriateness of consolidation procedures. The recording of items requiring disclosure is also per- formed largely through IT systems. § 289 (5) HGB and § 315 (2) no. 5 HGB. pursuant to *Disclosures Guidelines for recognising, measuring and allocating items to accounts are available to all employees via the intranet. New accounting standards are assessed for their impact on the BMW Group's accounting and financial reporting. Accounting guidelines and processes are reviewed continuously and revised at least once a year or more frequently, if necessary. The internal control system is subject to continuous improvement, with system effectiveness assessed regularly on the basis of centralised and decentralised process analyses, analyses of data within the various financial systems and audit procedures. The principal features of the internal control system, as far as they relate to individual entity and Group accounting and financial reporting processes, are described below. process-independent monitoring measures. organisational measures incorporating the principle of separation of duties, and controls integrated into processes and IT systems, Group-wide mandatory accounting guidelines, - The internal control system relevant for accounting and financial reporting processes has the task of ensuring that accounting and financial reporting by the BMW Group is both correct and reliable. Inter- nationally recognised standards for internal control systems have been taken into account in the design of the components of the BMW Group's internal control system. The system comprises: FINANCIAL REPORTING PROCESSES SYSTEM* RELEVANT FOR ACCOUNTING AND INTERNAL CONTROL From today's perspective, management does not see any threat to the BMW Group's status as a going concern. As in the previous year, identified risks are considered to be manageable, but could - like the opportunities - have an impact on the BMW Group's outlook if they were to materialise. The BMW Group's financial position is stable and cash needs are currently covered by available liquidity and credit lines. opportunities situation 16.4 → Disclosures Relevant 12.64 142 132 Attributable to minority interest 86 47 22 10 Attributable to shareholders of BMW AG 29 8,620 6,863 5,254 5,431 142 132 Basic earnings per share of common stock in € 13 13.14 13 Diluted earnings per share of preferred stock in € 10.45 13.12 13 5,441 Diluted earnings per share of common stock in € 10.47 13.14 13 Basic earnings per share of preferred stock in € 10.45 13.12 Dilutive effects 5,276 6,910 8,706 279 775 193 295 131 248 828 11 Profit/loss before tax Financial result Other financial result -2 -673 -530 Income taxes 10.47 221 -2 Net profit/loss -53 -63 -2,475 -3,415 -2,755 -2 -1,949 185 205 7,916 8,691 9,665 10,655 12 -489 Statement of Comprehensive Income for Group in € million -189 Total comprehensive income 9,336 6,721 Total comprehensive income attributable to minority interests 86 47 Total comprehensive income attributable to shareholders of BMW AG 29 9,250 6,674 Note information) Group (unaudited supplementary Automotive in € million Balance Sheet Cash Flow Statement Notes 118 Group Financial Statements → BMW Group 630 Income Statement prehensive Income BMW GROUP INCOME STATEMENT STATEMENT OF COMPREHENSIVE INCOME Income Statements for Group and Segments → 63 → Statement of Com- 17 Other comprehensive income for the period after tax 1,140 475 Items not expected to be reclassified to the income statement in the future -218 Deferred taxes -1,858 693 529 -1,329 30 6,910 8,706 Net profit 2016 2017 Note Remeasurement of the net defined benefit liability for pension plans → 64 Available-for-sale securities 40 155 Items expected to be reclassified to the income statement in the future -230 -1,171 Currency translation foreign operations -721 39 -597 43 -30 Other comprehensive income from equity accounted investments 2,008 1,914 Financial instruments used for hedging purposes Deferred taxes 0.2 -412 Interest and similar expenses - Several supply and development contracts between BMW AG and various industrial custom- ers, all relating to the sale of components for drivetrain systems, grant an extraordinary right of termination to the relevant industrial cus- tomer in specified cases of a change in control at BMW AG (for example BMW AG merges with a third party or is taken over by a third party; an automobile manufacturer acquires more than 50% of the voting rights or share capital of BMW AG). BMW AG is party to the shareholder agreement relating to THERE Holding B.V., which is the majority shareholder of the HERE Group. In accordance with the shareholder agreement, each contractual party is required to offer its directly or indirectly held shares in THERE Holding B. V. for sale to the other shareholders in the event of a change in control. A change in control of BMW AG arises if a person takes over or loses control of BMW AG, with control defined as (i) holding or having control over more than 50% of the voting rights, (ii) the possibility to control more than 50% of voting rights exercisable at Annual General Meetings on all or nearly all matters, or (iii) the right to determine the majority of members of the Board of Management or the Supervisory Board. Furthermore, a change in control occurs if competitors of the HERE Group or certain potential competitors of the HERE Group from the technology sector acquire more than 25% of BMW AG. If none of the other share- holders acquire these shares, the other sharehold- ers are entitled to resolve that THERE Holding B.V. be dissolved. The development collaboration agreement between BMW AG, Intel Corporation and Mobileye Vision Technologies Ltd., relating to the development of technologies used in highly and fully automated vehicles, may be terminated by any of the contractual parties if a competitor of one of the parties acquires and subsequently holds at least 30% of the voting shares of one of the contractual parties. Compensation agreements with members of the Board of Management or with employees in the event of a takeover bid The BMW Group has not concluded any compensation agreements with members of the Board of Manage- ment or with employees for situations involving a takeover offer. GROUP FINANCIAL STATEMENTS →Page 118 Income Statement → Page 118 Statement of Comprehensive Income →Page 120 Balance Sheet →Page 122 Cash Flow Statement →Page 124 Statement of Changes in Equity Notes to the Group Financial Statements Accounting Principles and Policies Notes to the Income Statement → Page 126 → Page 126 →Page 139 2017 Income Income Statement Statement of Comprehensive Group Financial Statements 3 3 - → Page 188 List of Investments at 31 December 2017 Segment Information →Page 183 Other Disclosures →Page 167 → Page 146 → Page 145 Notes to the Statement of Comprehensive Income Notes to the Balance Sheet - and Explanatory Comments → Disclosures Relevant for Takeovers Authorisations of the Board of Management in and Explanatory Comments for Takeovers Combined Management Report 114 113 particular with respect to the issuing or buying back of shares Amendments to the Articles of Incorporation must comply with $179 ff. AktG. Amendments must be decided upon by the shareholders at the Annual General Meeting (§ 119 (1) no. 5, § 179 (1) AktG). The Supervisory Board is authorised to approve amend- ments to the Articles of Incorporation which only affect its wording (Article 14 no. 3 of the Articles of Incorpo- ration). Resolutions are passed at the Annual General Meeting by simple majority of shares exercised unless otherwise explicitly required by binding provisions of law or, when a majority of share capital is required, by simple majority of shares represented in the vote (Article 20 no. 1 of the Articles of Incorporation). Like all other shareholders, employees exercise their control rights pertaining to shares they have acquired in conjunction with the Employee Share Programme and/or the share-based remuneration programme directly on the basis of relevant legal provisions and the Company's Articles of Incorporation. Control of voting rights when employees participate in capital and do not exercise their control rights directly There are no shares with special rights which confer control rights. Shares with special rights which confer control rights The voting percentages disclosed above may have changed subsequent to the stated date if these changes were not required to be reported to the Company. As the Company's shares are issued to bearer, the Company is generally aware of changes in sharehold- ings only if such changes are subject to mandatory notification rules. 12.6 Statutory regulations and Articles of Incorporation provisions with regard to the appointment and removal of members of the Board of Management and changes to the Articles of Incorporation The appointment or removal of members of the Board of Management is based on the rules contained in § 84 ff. AktG in conjunction with § 31 of the German Co-Determination Act (MitbestG). Motorcycles (unaudited supplementary The Board of Management is authorised to buy back shares and sell repurchased shares in situations spec- ified in § 71 AktG, for example to avert serious and imminent damage to the Company and/or to offer shares to persons employed or previously employed by BMW AG or one of its affiliated companies. In accordance with Article 4 no. 5 of the Articles of Incorporation, the Board of Management is author- ised, with the approval of the Supervisory Board, to increase in return for cash contributions BMW AG's share capital during the period until 14 May 2019 by up to €3,654,383 for the purposes of an Employee Share Programme by issuing new non-voting shares of preferred stock, which carry the same rights as exist- ing non-voting preferred stock (Authorised Capital 2014). Subscription rights of existing shareholders are excluded. No conditional capital is in place at the reporting date. Combined Management Report 116 115 The framework cooperation agreement entered into amongst others by BMW AG and Sixt SE, relating to the foundation and operation of the car-sharing joint venture DriveNow, may be ter- minated by Sixt SE if a car hire company acquires more than 50% of the shares of common stock of BMW AG. In the event of such a termination, Sixt SE may, at its own discretion, stipulate the sale of BMW's interest in the joint venture to Sixt SE or the purchase of Sixt's interest in the joint venture by BMW AG or one its subsidiaries. On 29 January 2018, the BMW Group concluded with Sixt SE a contract for the purchase of all shares in DriveNow, which, subject to approval by the antitrust authority, is expected to take effect in March 2018. On completion, the framework cooperation agreement ceases to be effective. BMW AG was until 11 January 2018 party to an agreement with SGL Carbon SE, Wiesbaden, relating to the joint operations SGL Automotive Carbon Fibers LLC, Delaware, USA and SGL Automotive Carbon Fibers GmbH & Co. KG, Munich. The agreement included call and put rights in case - either directly or indirectly – 50% or more of the voting rights relating to the rele- vant other shareholder of the joint operations were acquired by a third party, or if 25% of such voting rights were acquired by a third party if that third party was a competitor of the party unaffected by the acquisition of the voting rights. In the event of such acquisitions of voting rights by a third party, the non-affected shareholder had the right to purchase the shares of the joint operations from the affected shareholder or to require the affected party to acquire the other shareholder's shares. This agreement was revoked on 11 January 2018 in conjunction with the sale, on the same date, of BMW Group's investment in SGL Automotive Carbon Fibers GmbH & Co. KG, Munich to SGL Carbon SE, Wiesbaden. - In accordance with the resolution passed at the Annual General Meeting on 15 May 2014, the Board of Management is also authorised up until 14 May 2019 to acquire shares of non-voting preferred stock of the Company via the stock exchange, up to a maximum of 1% of the share capital existing at the date of the resolution. The consideration paid by the Company per share of non-voting preferred stock (excluding transaction costs) may not be more than 10% above or below the market price of the stock determined by the opening auction on the date of trading in the Xetra trading system (or a successor system having a comparable function). Moreover, the Board of Man- agement is authorised to use the acquired own shares of non-voting preferred stock for all legally admissible purposes, specifically including the right to offer for sale and transfer shares to persons employed by the Company or one of its affiliated companies up to a proportionate amount of €5 million of share capital. The subscription rights of existing shareholders to the new shares of preferred stock used for the purpose stated above are excluded. The authorisations may also be exercised in parts over several transactions. Financing agreements in place with the European Investment Bank (EIB) entitle the EIB to request early repayment of the loan in the event of an imminent or actual change in control of BMW AG, if the EIB has reason to assume - after the change in control or 30 days after it has made a request to discuss the situation - that the change in control could have a significantly adverse impact, or if the borrower refuses to hold any such discussions. A change in control of BMW AG arises if one or more individuals take over or lose control of BMW AG, with control being defined in the above-mentioned financing agreements as (i) holding or having control over more than 50% of the voting rights, (ii) the right to appoint the majority of the members of the Board of Management or Supervisory Board, (iii) the right to receive more than 50% of dividends payable or (iv) any other comparable controlling influence over BMW AG. BMW AG acts as guarantor for all obligations aris- ing from the joint venture agreement relating to BMW Brilliance Automotive Ltd. in China. The agreement grants an extraordinary right of ter- mination to either joint venture partner in the event that - either directly or indirectly- - more than 25% of the shares of the other party are acquired by a third party, or if the other party is merged with another legal entity. The termination of the joint venture agreement may result in the sale of the shares to the other joint venture partner or in the liquidation of the joint venture entity. A cooperation agreement concluded with Peugeot SA relating to the joint development and pro- duction of a new family of small (1- to 1.6-litre) petrol engines entitles each of the cooperation partners to give extraordinary notification of termination in the event of a competitor acquir- ing control over the other contractual party and if any concerns of the other contractual party concerning the impact of the change of control on the cooperation arrangements are not resolved during the subsequent discussion process. An agreement concluded with an international consortium of banks relating to a syndicated credit line, which was not being utilised at the balance sheet date, entitles the lending banks to give extraordinary notice to terminate the credit line, such that all outstanding amounts, includ- ing interest, would fall due immediately if one or more parties jointly acquire direct or indirect control of BMW AG. The term control is defined as the acquisition of more than 50% of the share capital of BMW AG, or the right to receive more than 50% of the dividend or the right to direct the affairs of the Company, or appoint the major- ity of the members of the Supervisory Board. - BMW AG is party to the following major agreements, which contain provisions that would apply in the event of a change in control or the acquisition of control as a result of a takeover bid: Significant agreements of the Company taking effect in the event of change in control following a takeover bid Framework agreements are in place with financial institutions and banks (ISDA Master Agreements) relating to trading activities with derivative finan- cial instruments. These agreements include an extraordinary right of termination which triggers the immediate settlement of all current trans- actions in the event that the creditworthiness of the party involved is significantly weaker follow- ing a direct or indirect acquisition of beneficially owned equity capital that confers the power to elect a majority of the Supervisory Board of a con- tractual party or any other ownership interest that enables the acquirer to exercise control over a contractual party, or which constitutes a merger or a transfer of net assets. 10 information) 2017 616 4 27 Other operating expenses 9 -1,214 -847 -1,200 -768 -15 -14 Profit/loss before financial result 9,880 9,386 7,863 7,695 207 260 325 196 201 10 Interest and similar income 675 441 738 441 738 22 Result from equity accounted investments 187 2017 670 720 9 -72,266 -75,442 -78,744 7 Cost of sales 2,069 -70,973 2,283 88,581 94,163 98,678 6 Revenues 2016 86,424 2016 -1,809 19,934 Other operating income -256 -256 -7,604 -7,927 -9,158 Gross profit -9,560 Selling and administrative expenses -1,639 430 474 15,451 16,315 18,721 8 2016 All consolidated subsidiaries have the same year-end as BMW AG with the exception of BMW India Private Ltd. and BMW India Financial Services Private Ltd., whose year-ends are 31 March in accordance with local legal requirements. -187 (unaudited supplementary Financial Services 2017 information) (unaudited supplementary Automotive 7,880 9,039 6,122 7,880 1,758 1,159 38 64 17 -223 4,393 information) 1,572 2016 2016 988 29 35 4,876 4,699 12 -5 283 89 -117 -114 2,787 2,699 1,777 4,047 5,441 5,276 2017 970 -1,632 4,135 Effect of exchange rate on cash and cash equivalents Cash inflow/outflow from financing activities Change in commercial paper Change in current other financial liabilities Repayment of non-current other financial liabilities Proceeds from new non-current other financial liabilities Repayment of bonds Proceeds from the issue of bonds Interest paid¹ Intragroup financing and equity transactions Payment of dividend for the previous year Payments into equity Cash inflow/outflow from investing activities -5,863 -6,163 3,740 3,866 Effect of changes in composition of Group on cash and cash equivalents 953 Change in cash and cash equivalents Cash and cash equivalents as at 31 December -4,084 -8,443 -7,427 8,952 11,894 -10,374 -9,374 13,974 12,061 -118 -165 20 -2,121 -2,324 38 payables amounting to €22 million (2016: € - million) as well as dividends received from investment assets amounting to €258 million (2016: €134 million). 2 Includes €969 million from the sale of receivables from sales financing (multibrand portfolio) amounting to €939 million and other receivables and 1 Interest relating to financial services business is classified as revenues/cost of sales. Cash and cash equivalents as at 1 January 225 139 -1,855 -3,196 -3,810 970 140 1,037 - -122 -482 2 -10 -15 -5,699 9 28 -6,972 -9,844 -6,384 11,464 -231 10,848 -396 3,436 552 -489 -118 -165 6,191 4,315 -1,833 567 -2,121 -2,324 20 38 -102 937 -5,432 -6,544 304 211 3,655 142 125 164 78 -441 -738 -1 -2 -3 -41 11 46 11 25 275 -1,872 906 -8,368 -7,440 -3,532 -172 161 50 -1,179 -315 -1,997 -1,896 -283 705 -246 -1,362 60 Proceeds from the sale of marketable securities and investment funds 162 1,214 -12 19 -43 43 2 -20 -758 629 -3,592 -4,041 Investments in marketable securities and investment funds 27,368 24,853 49 17 255 233 3 9 599 549 Minority interest Equity -583 -31,629 -36,960 -4,748 -3,545 -198 -30,903 -34,646 36,328 601 38,506 36,037 54,316 849 51,384 45,220 71,704 137,728 137,828 Current provisions and liabilities Trade payables Other liabilities Current tax Financial liabilities Other provisions Non-current provisions and liabilities Other liabilities Deferred tax Financial liabilities Other provisions Pension provisions 13,362 -69,702 -67,136 27,545 -70,009 -67,766 -630 -307 14,107 24 15,607 11 13,167 28,811 72,363 702 43,439 198 29,413 28,835 Subscribed capital EQUITY AND LIABILITIES Total assets Cash and cash equivalents Current assets Current tax Other assets Financial assets Receivables from sales financing Trade receivables Inventories Non-current assets Other assets Deferred tax Financial assets Receivables from sales financing Other investments Investments accounted for using the equity method Leased products Capital reserves Revenue reserves Accumulated other equity Equity attributable to shareholders of BMW AG 14,740 35,095 17,718 17,819 13 48 38 6,755 4,302 353 82,950 356 706 77 72 -17,054 -17,735 16,744 18,102 11,049 1,516 870 82,795 -122,390 -121,780 121 1,285 738 1,414 -93 45 -749 -1,293 -104 166 Income taxes paid Change in other operating assets and liabilities Change in trade payables Change in trade receivables Change in inventories Changes in working capital -441 -738 1,229 Result from equity accounted investments -2,301 Interest received¹ 140 1,2362 Proceeds from the disposal of investment assets and other business units -338 -142 Expenditure for investment assets 10 30 Proceeds from the disposal of intangible assets and property, plant and equipment -5,823 -7,112 Investments in intangible assets and property, plant and equipment 3,173 5,909 Cash inflow/outflow from operating activities 142 125 -2,417 -4 -43 Gain/loss on disposal of tangible and intangible assets and marketable securities 2,558 Current tax Reconciliation between net profit and cash inflow/outflow from operating activities 6,910 8,706 Net profit 2016 2017 Group in € million CASH FLOW STATEMENT BMW GROUP Cash Flow Statement → BMW Group Statements Group Financial 122 2,670 Other interest and similar income/expenses¹ 65 131 -15 -249 Other non-cash income and expense items 85 -609 Change in deferred taxes -8,368 -7,440 Total equity and liabilities Change in receivables from sales financing -1,134 Change in leased products 883 696 Change in provisions 4,998 4,822 Depreciation and amortisation of tangible, intangible and investment assets -2,526 -1,160 67 11,385 Subscribed share capital increase out of Authorised Capital Premium arising on capital increase relating to preferred stock Other changes Dividends paid Other comprehensive income for the period after tax Comprehensive income 31 December 2016 Net profit 1 January 2016 47,363 255 47,108 78 52 -171 20 -40 -26 -14 20 -2,102 -2,102 31 December 2016 6,721 125 Group Financial On 15 February 2018, the Board of Management granted approval for publication of the Group Finan- cial Statements. note 43 In order to provide a better insight into the results of operations, financial position and net assets of the BMW Group, and going beyond the require- ments of IFRS 8 (Operating Segments), the Group Financial Statements also include income statements and balance sheets for the Automotive, Motorcycles, Financial Services and Other Entities segments. The Group Cash Flow Statement is supplemented by state- ments of cash flows for the Automotive and Financial Services segments. This supplementary information is unaudited. Inter-segment transactions relate primarily to internal sales of products, the provision of funds for Group companies and the related interest. These items are eliminated in the relevant "Eliminations" columns. A description of the nature of the business and major operating activities of the BMW Group's → see segments is provided in → note 43 (“Explanatory notes to segment information"). The BMW Group and segment income statements are presented using the cost of sales method. The Group currency is the euro. All amounts are dis- closed in millions of euros (€ million) unless stated otherwise. The consolidated financial statements of Bayerische Motoren Werke Aktiengesellschaft (BMW Group Financial Statements or Group Financial State- ments) at 31 December 2017 have been drawn up in accordance with International Financial Reporting Standards (IFRS), as endorsed by the European Union, and the supplementary requirements of § 315 a (1) of the German Commercial Code (HGB). The Group Financial Statements and Combined Management Report will be submitted to the operator of the elec- tronic version of the German Federal Gazette and can be obtained via the Company Register website. Bayerische Motoren Werke Aktiengesellschaft, which has its seat at Petuelring 130, Munich, is registered in the Commercial Register of the District Court of Munich under the number HRB 42243. Basis of preparation 01 AND POLICIES ACCOUNTING PRINCIPLES NOTES TO THE GROUP FINANCIAL STATEMENTS Policies Principles and → Accounting Financial Statements Notes to the Group Statements 126 47 6,674 1,415 Derivative financial instruments Securities translation differences Currency Accumulated other equity 31 December 2017 54,548 436 54,112 1,515 93 -1,494 Subscribed share capital increase out of Authorised Capital Premium arising on capital increase relating to preferred stock Other changes 111 95 16 37 Equity attributable to shareholders Minority of BMW AG interest 28 -303 -189 -189 1,415 28 -303 6,910 02 47 6,863 42,764 234 42,530 -1,337 24 132 Total 17 37 Group reporting entity The BMW Group Financial Statements include BMW AG and all material subsidiaries over which BMW AG - either directly or indirectly - exercises control. This also includes 57 structured entities, consisting of asset-backed securities entities and special-purpose funds. 1.11 1.13 1.06 1.20 2016 2017 31.12.2016 31.12.2017 Average rate Closing rate Korean Won Japanese Yen Chinese Renminbi British Pound US Dollar 1 Euro = The exchange rates of currencies which have a material impact on the Group Financial Statements were as follows: 0.89 are measured on initial recognition using the exchange rate prevailing at the date of first-time recognition. At the end of the reporting period, foreign currency receivables and payables are measured using the clos- ing exchange rate. The resulting unrealised gains and losses, as well as realised gains and losses arising on settlement, are recognised in the income statement. 0.85 0.82 Revenues relating to operating lease arrangements are recognised on a straight-line basis over the lease term. Interest income arising on finance leases and on retail customer/dealership financing is recognised using the effective interest method. Profits arising on the sale of vehicles for which a Group company retains a repurchase commitment (buyback agreements) are not recognised immediately. The difference between the sales and buyback price is accounted for as deferred income and recognised in instalments as revenue over the contract term. If the sale of products includes a determinable amount for services ("multiple-component contracts"), the related revenues are deferred and recognised as income over the service period. Amounts are normally recognised as income by reference to the pattern of related expenditure. Revenues from the sale of products and services are recognised when the risks and rewards of ownership are transferred to the dealership or customer, provided that the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and costs incurred or to be incurred in respect of the sale can be measured reliably. Revenues are stated net of set- tlement discount, bonuses and rebates. Accounting policies; assumptions, judgements and estimations 04 1,283.86 1,276.47 1,274.34 120.25 126.68 123.34 134.93 1,281.41 7.35 7.63 7.34 7.80 0.88 In the single entity accounts of BMW AG and its sub- sidiaries, foreign currency receivables and payables & Foreign currency translation and measurement The financial statements of consolidated companies which are presented in a foreign currency are trans- lated using the modified closing rate method. Under this method, assets and liabilities are translated at the closing exchange rate, whilst income and expenses are translated at the average exchange rate. Differences arising on foreign currency translation are presented in "Accumulated other equity". 03 21 31 December 2016 Included at Total Foreign Germany The following changes took place in the Group report- ing entity in the financial year 2017: Associated companies and joint ventures are account- ed for using the equity method, with measurement on initial recognition based on acquisition cost. In the case of a joint venture, the parties which have joint control only have rights to the net assets of the arrangement. The BMW Group is also party to a cooperation with Toyota Motor Corporation, Toyota City, for the devel- opment of a sports car. This cooperation is accounted for as a joint operation. gradual acquisition of the BMW Group's 49 percent shareholding. Accordingly, between the beginning of 2018 and the end of 2020 at the latest, SGL Car- bon SE will become the sole owner of the hitherto joint operations. As a consequence of the transaction, the joint operations will cease to be proportionately consolidated in the BMW Group Financial Statements with effect from the financial year 2018. In the case of a joint operation, the parties that have joint control of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement. Assets, liabilities, revenues and expenses of a joint operation are recognised proportionately in the Group Financial Statements on the basis of the BMW Group entity's rights and obligations (proportionate consolidation). Together with SGL Carbon SE, companies of the BMW Group are party to joint operations for the manufacture of carbon fibres and carbon fibre fabrics used in vehicle production. In November 2017, an agreement was signed with SGL Carbon SE concerning that entity's Joint operations and joint ventures are forms of joint arrangements. Such an arrangement exists when a BMW Group entity jointly carries out activities with a third party on the basis of a contractual agreement. An entity is classified as an associated company if BMW AG - either directly or indirectly - has the abil- ity to exercise significant influence over the entity's operating and financial policies. As a general rule, the Group is assumed to have significant influence if it holds 20% or more of the entity's voting power. An entity is deemed to be controlled if BMW AG - either directly or indirectly - has power over it, is exposed or has rights to variable returns from it and has the ability to influence those returns. assessment. When assessing whether an investment gives rise to a controlled entity, an associated company, a joint operation or a joint venture, the BMW Group con- siders contractual arrangements and other circum- stances, as well as the structure and legal form of the entity. Discretionary decisions may also be required. If indications exist of a change in the judgement of (joint) control, the BMW Group undertakes a new 178 199 Included for the first time in 2017 Notes to the Group Financial Statements → Accounting Principles and Policies Statements Group Financial 128 127 208 187 21 and consolidation principles 31 December 2017 12 11 1 in 2017 No longer included 21 20 1 Included at Property, plant and equipment 1 Dividends paid Proceeds from the issue of bonds Repayment of bonds Interest paid¹ Intragroup financing and equity transactions Payment of dividend for the previous year Payments into equity Proceeds from the disposal of investment assets and other business units Investments in marketable securities and investment funds Proceeds from the sale of marketable securities and investment funds Cash inflow/outflow from investing activities Proceeds from the disposal of intangible assets and property, plant and equipment Expenditure for investment assets Investments in intangible assets and property, plant and equipment Cash inflow/outflow from operating activities Interest received¹ Income taxes paid Change in other operating assets and liabilities Change in trade payables Change in trade receivables Change in inventories Changes in working capital Result from equity accounted investments Proceeds from new non-current other financial liabilities Repayment of non-current other financial liabilities Change in current other financial liabilities Change in commercial paper Gain/loss on disposal of tangible and intangible assets and marketable securities Cash inflow/outflow from financing activities Effect of changes in composition of Group on cash and cash equivalents Subscribed share capital increase out of Authorised Capital Dividends paid Other comprehensive income for the period after tax Comprehensive income 31 December 2017 Net profit 1 January 2017 in € million STATEMENT OF CHANGES IN EQUITY BMW GROUP Changes in Equity → BMW Group Statement of Statements Group Financial 124 123 The reconciliation of liabilities from financing activities is presented in note 33. Cash and cash equivalents as at 1 January Cash and cash equivalents as at 31 December Change in cash and cash equivalents Effect of exchange rate on cash and cash equivalents Other non-cash income and expense items Change in receivables from sales financing Change in deferred taxes Change in provisions Change in leased products 10 -82 11,601 4,334 -5,225 -1,859 195 -129 4,425 -4,181 -720 73 -7,215 -7,119 -520 -48 8,295 -141 21 25 64 Depreciation and amortisation of tangible, intangible and investment assets Other interest and similar income/expenses¹ Current tax Reconciliation between net profit and cash inflow/outflow from operating activities Net profit 3,046 1,856 4,794 Premium arising on capital increase relating to preferred stock Other changes 7,157 3,046 3,952 4,794 1,687 -1,190 842 2,363 11 1,359 1 31 December 2017 1 January 2016 78 52 -171 Total interest of BMWAG instruments Securities Minority shareholders financial attributable to Derivative Currency translation differences Equity Accumulated other equity 44,445 47,108 2,047 255 8,620 Other comprehensive income for the period after tax Comprehensive income 31 December 2017 Net profit 1 January 2017 -2,300 -2,300 630 9,336 86 9,250 1,437 41 -1,323 630 1,437 41 -1,323 8,706 86 47,363 657 29 -14 8,620 44,445 2,047 657 29 Revenue reserves reserves capital Note Capital Subscribed 31 December 2016 Premium arising on capital increase relating to preferred stock Other changes Subscribed share capital increase out of Authorised Capital Dividends paid Other comprehensive income for the period after tax Comprehensive income 31 December 2016 Net profit 475 9,095 -2,300 37 16 20 -2,102 5,534 -1,329 6,863 41,027 2,027 657 in € million 29 reserves Capital Subscribed capital Note 51,256 2,084 658 29 Revenue reserves Public sector grants are not recognised until there is reasonable assurance that the conditions attaching to them have been complied with and the grants will be received. The resulting income is recognised in cost of sales over the same periods as the costs occur which they are intended to compensate. Intangible assets 82,795 -122,390 -121,780 7,705 57 46 Property, plant and equipment 20 18,471 17,960 18,050 17,566 388 365 Leased products 21 36,257 37,789 Investments accounted for using the equity method 22 2,767 2,546 2,767 2,546 Other investments 690 560 4,985 8,981 8,157 9,464 19 119 120 Group Financial Statements → BMW Group Balance Sheet at 31 December BMW GROUP BALANCE SHEET AT 31 DECEMBER 2017 in € million ASSETS Automotive 5,195 ASSETS Group Note 2017 2016 2017 Motorcycles (unaudited supplementary information) 2016 2017 2016 Intangible assets information) Diluted earnings per share of common stock in € Diluted earnings per share of preferred stock in € Receivables from sales financing Deferred tax 27 12,707 11,841 12,103 11,344 580 492 Trade receivables 28 2,667 2,825 2,354 2,502 160 144 Receivables from sales financing 23 32,113 30,228 Financial assets 24 7,965 7,065 5,578 4,862 Inventories 439 477 42,652 Other assets 2222 23 48,321 48,032 24 2,369 2,705 1,302 1,287 12 1,927 Financial assets 2,327 4,310 26 1,635 1,595 3,671 4,043 32 28 Non-current assets 121,901 121,671 42,835 3,079 Basic earnings per share of common stock in € Basic earnings per share of preferred stock in € Dilutive effects Attributable to shareholders of BMW AG Attributable to minority interest -443 -712 -1,370 -1,294 -27 -30 20 26 96 35 130 110 -185 -118 -113 -103 -96 -103 210 141 2,194 2,184 14 -17 -398 6 7 3,546 3,581 Financial Services (unaudited supplementary information) 2017 Other Entities (unaudited supplementary information) 2016 2017 Eliminations (unaudited supplementary information) -663 2016 2016 27,567 25,681 7 6 -19,760 -20,017 -23,986 -22,135 - 19,317 19,305 2017 12 11 1,110 211 4,047 1,777 61 121 -820 -561 64 37 3,983 1,740 61 -292 121 -561 Revenues Cost of sales Gross profit Selling and administrative expenses Other operating income Other operating expenses Profit/loss before financial result Result from equity accounted investments Interest and similar income Interest and similar expenses Other financial result Financial result Profit/loss before tax Income taxes Net profit/loss -820 Current tax -49 -389 1,250 -1,246 -1,325 -10 -24 -986 -1,006 1,116 1,216 11 -5 -58 -19 -57 -18 66 187 -130 -109 2,207 2,166 80 170 -528 -772 1,840 13 25 (unaudited supplementary 1,938 1,077 Financial Services (unaudited supplementary information) 2017 Other Entities (unaudited supplementary information) 2016 2017 425 405 29 33 44,285 45,134 Eliminations (unaudited supplementary information) 2016 2017 2016 -8,028 -7,345 2 3 1,230 88,715 93,865 188,535 1,481 Trade payables 35 9,731 8,512 8,516 7,483 355 303 Other liabilities 34 10,779 7,160 10,198 20,477 119 56 Current provisions and liabilities 69,047 67,989 37,968 35,398 573 449 Total equity and liabilities 193,483 21,975 947 6,585 -11,457 48,321 30,228 1,531 1,504 1,163 55 44 797 5,331 5,417 1,856 3,046 45,963 18 1,566 -307 -630 -68,898 -66,675 40 41,062 40,422 47,942 47,046 -69,205 -67,305 137,828 137,728 82,950 32,113 1 1 178 48,032 176 221 1,089 1,780 -198 442 389 130 263 -1,724 3,082 -11,223 3,093 27,120 -31,778 -583 -2,635 -32,689 96,766 97,306 35,008 35,749 -53,185 -54,475 24 5 152 26,628 42,326 1,329 894 44,782 33 1,077 EQUITY AND LIABILITIES Subscribed capital 29 Capital reserves 29 Revenue reserves 29 Accumulated other equity 29 Equity attributable to shareholders of BMW AG 29 1,230 22222 657 2,084 51,256 2,047 44,445 114 54,112 -41 47,108 Minority interest Equity Pension provisions 436 54,548 255 658 47,363 88,715 188,535 41,100 714 1,000 Other assets 26 5,525 5,087 23,124 21,561 5 2 Cash and cash equivalents 93,865 9,039 7,157 4,794 8 Current assets 71,582 66,864 51,030 46,063 753 638 Total assets 193,483 7,880 39,441 Earnings per share are calculated as follows: Basic earnings per share are calculated for common and preferred stock by dividing the net profit after minority interest, as attributable to each category of stock, by the average number of outstanding shares. The net profit is accordingly allocated to the different categories of stock. The portion of the Group net profit for the year which is not being distributed is allocated to each category of stock based on the number of outstanding shares. Profits available for distribution are determined directly on the basis of the dividend resolutions passed for common and preferred stock. Diluted earnings per share are calculated and separately disclosed in accordance with IAS 33. 30 6,793 6,530 487 442 Non-current provisions and liabilities 69,888 73,183 16,456 16,693 657 628 Other provisions 5,357 31 5,879 5,656 5,187 99 90 Current tax 32 1,124 874 770 36,624 Financial liabilities 6,313 5,410 1,074 Other liabilities 34 3,252 2,405 69 83 Other provisions 31 5,437 5,039 4,980 4,570 101 2,911 Deferred tax 1,942 103 832 55,405 53,548 33 4,587 740 1,446 2,795 2,241 Financial liabilities 12 For the purpose of the impairment test, the carrying amount of an asset (or a cash-generating unit) is com- pared with the recoverable amount. The first step of the impairment test is to determine the value in use. If the value in use is lower than the carrying amount, the next step is to determine the fair value less costs to sell and compare the amount so determined with the asset's carrying amount. If the fair value is lower than the carrying amount, an impairment loss is recognised, reducing the carrying amount to the higher of the asset's value in use or fair value less selling cost. If the reason for a previously recognised impairment loss no longer exists, the impairment loss is reversed up to the level of the recoverable amount, but no high- er than the amortised acquisition or manufacturing cost. Impairment losses on goodwill are not reversed. As part of the assessment of recoverability, it is general- ly necessary to apply estimations and assumptions - in particular regarding future cash inflows and outflows and the length of the forecast period - which could differ from actual amounts. Actual amounts may differ from the assumptions and estimations used if business conditions develop differently to the expectations. The BMW Group determines the value in use on the basis of a present value calculation. Cash flows used for this calculation are derived from long-term forecasts approved by management. These forecasts are based on detailed forecasts drawn up at the oper- ational level and, with a planning period of six years, correspond roughly to the typical product life cycle of vehicle projects. For the purposes of calculating cash flows beyond the planning period, a residual value is assumed which does not take growth into account. Forecasting assumptions are continually adjusted to current information and regularly compared with external sources. The assumptions used take account in particular of expectations of the profitability of the product portfolio, future market share development, macroeconomic developments (such as currency, interest rate and raw materials prices) as well as the legal environment and past experience. 129 130 Group Financial Statements Notes to the Group Financial Statements → Accounting Principles and Policies Automotive in % Motorcycles Financial Services 2017 12.0 12.0 12.0 12.0 If there is any indication of impairment of intangible assets, or if an annual impairment test is required (i.e. intangible assets with an indefinite useful life, intangible assets during the development phase and goodwill), an impairment test is performed. Each individual asset is tested separately unless the cash flows generated by the asset are not sufficiently inde- pendent from the cash flows generated by other assets or other groups of assets. In this case, impairment is tested at the level of a cash-generating unit. 13.4 Amounts are discounted on the basis of a market-re- lated cost of capital rate. Impairment tests for the Automotive and Motorcycles cash-generating units are performed using a risk-adjusted pre-tax cost of capital (WACC). In the case of the Financial Services cash-generating unit, a pre-tax cost of equity capital is used, as is customary in the sector. The following discount factors were applied: 2016 05 Development costs for vehicle, module and architecture projects are capitalised at manufacturing cost, to the extent that attributable costs (including develop- ment-related overhead costs) can be measured reliably and both technical feasibility and successful marketing are assured. It must also be sufficiently probable that the development expenditure will generate future economic benefits. Capitalised development costs are amortised on a straight-line basis following the start of production over the estimated product life cycle (usually five to 12 years). 13.4 1.1.2017 29.1.2016 Disclosures Initiative - Reconciliation of Liabilities From Financing Activities (Amendments to IAS 7) EU Date of mandatory application Date of mandatory application IASB IASB Date of issue by IAS 7 Standard/Interpretation (a) Standards and Revised Standards significant for the BMW Group applied for the first time in the financial year 2017: Financial reporting rules note 39 → see in note 39. The share-based remuneration programme for Board of Management members and senior heads of depart- ment entitles BMW AG to elect whether to settle its commitments in cash or with shares of BMW AG common stock. Based on the decision to settle in cash, the share-based remuneration programmes for Board of Management members and senior heads of depart- ment are accounted for as cash-settled, share-based remuneration programmes. Further information on share-based remuneration programmes is provided Share-based remuneration programmes which are expect- ed to be settled in shares are measured at their fair value at grant date. The related expense is recognised as personnel expense in the income statement over the vesting period and offset against capital reserves. Share-based remuneration programmes expected to be settled in cash are revalued to their fair value at each balance sheet date between the grant date and the settlement date and on the settlement date itself. The expense is recognised as personnel expense in the income statement over the vesting period and presented in the balance sheet as a provision. notes 38 and 44 The measurement of provisions for statutory and non- statutory warranty obligations (statutory, contractual and voluntary) involves estimations. In addition to manu- facturer warranties prescribed by law, the BMW Group offers various categories of guarantee depending on the product and sales market. These provisions are recognised when the risks and rewards of ownership of the goods are transferred to the dealership or retail customer or when a new category of warranty is introduced. With respect to the level of the provi- sion, estimations are made in particular based on past experience of damage claims and processes. Future potential repair costs and price increases per product and market are also taken into account. Specific and expected warranty items, such as vehicle recalls, are also included. Provisions for warranties for all compa- nies of the BMW Group are adjusted regularly to take account of new information, with the impact of any changes recognised in the income statement. Similar estimates are made in conjunction with the measure- ment of expected reimbursement claims, which are presented as separate assets. Related party disclosures comprise information on associated companies, joint ventures and non-con- solidated subsidiaries as well as individuals which have the ability to exercise a controlling or significant influence over the financial and operating policies of the BMW Group. This includes all persons in key positions of the Company, as well as close members of their families or intermediary entities. In the case of the BMW Group, this also applies to members of the Board of Management and the Supervisory Board. Details relating to these individuals and entities are → see provided in → note 38 and in the list of investments disclosed in → note 44. Financial liabilities are measured on first-time recog- nition at their fair value. Transaction costs are also taken into account, except in the case of financial liabilities allocated to the category "measured at fair value through profit or loss". Subsequent to initial recognition, liabilities are - with the exception of derivative financial instruments - measured at amor- tised cost using the effective interest method. If the recognition and measurement criteria relevant for provisions are not fulfilled and the outflow of resources on fulfilment is not unlikely, the potential obligation is disclosed as a contingent liability. Purchased and internally-generated intangible assets are recognised as assets where it is probable that the use of the asset will generate future economic benefits and where the costs of the asset can be determined reliably. Such assets are measured at acquisition or manufacturing cost, as a general rule without borrowing costs, and, to the extent that they have a finite useful life, amortised on a straight-line basis over their estimated useful lives. With the exception of capitalised development costs, intangible assets are amortised as a general rule over their estimated useful lives of between three and 20 years. Goodwill arises on first-time consolidation of an acquired business when the cost of acquisition exceeds the Group's share of the net fair value of the assets identified during the acquisition, liabilities and con- tingent liabilities. The risk-adjusted discount rate, calculated using a CAPM model, takes into account specific peer-group information relating to beta-factors, capital structure data and borrowing costs. In conjunction with the impairment tests for cash-generating units, sensitivity analyses are performed for the main assumptions, in order to rule out that possible changes to the assump- tions used to determine the recoverable amount would result in the requirement to recognise an impairment loss. Notes to the Group Financial Statements → Accounting Principles and Policies The following useful lives are applied throughout the BMW Group: Derivative financial instruments are used within the BMW Group for hedging purposes in order to reduce currency, interest rate, fair value and market price risks arising from operating activities and the relat- ed financing requirements. All derivative financial instruments are measured at their fair value. The fair values of derivative financial instruments are determined using measurement models and are therefore subject to the risk that they could differ from realisable market prices on disposal. Observ- able financial market price spreads are taken into account in the measurement of derivative financial instruments. The supply of data for the model used to calculate fair values also takes account of tenor and currency basis spreads. In addition, the Group's own credit risk and that of counterparties is taken into account on the basis of credit default swap values for market contracts with matching terms. The BMW Group applies the option of measuring the credit risk for a group of financial assets and financial liabilities on the basis of the net exposure of long and short positions. Portfolio-based value adjustments to the individual financial assets and financial liabilities are allocated using the relative fair value approach (net method). Where hedge accounting is applied, changes in fair val- ue are recognised in the income statement or in other comprehensive income as a component of accumulat- ed other equity, depending on whether the hedging relationship is classified as a fair value hedge or a cash flow hedge. In the case of a fair value hedge, the results of the fair value measurement of the derivative financial instruments and the related hedged items are recognised in the income statement. Fair value hedges are mainly used to hedge the market prices of bonds, other financial liabilities and receivables from sales financing. In the case of a cash flow hedge, the effective portion of the fair value gain or loss on the derivative financial instrument is recognised directly in accumulated other equity. The ineffective portion of the fair value gain or loss is recognised in the income statement. Amounts recorded in accumulated other equity are recognised in the income statement when the hedged item or external revenue item is recognised in the income statement. If, contrary to the usual prac- tice within the BMW Group, hedge accounting cannot be applied, the gains or losses arising on the fair value measurement of derivative financial instruments are recognised in the income statement. Deferred taxes are recognised on all temporary dif- ferences between the tax and accounting bases of assets and liabilities and on consolidation procedures. The recoverability of deferred tax assets is assessed at each balance sheet date on the basis of planned taxable income in future financial years. If with a probability of more than 50 percent future tax ben- efits will not be realised, either in part or in total, a valuation allowance is recognised on the deferred tax assets. The calculation of deferred tax assets requires assumptions to be made with regard to the level of future taxable income and the timing of recovery of deferred tax assets. These assumptions take account of forecast operating results and the impact on earnings of the reversal of taxable temporary differences. Since future business developments cannot be predicted with certainty and to an extent cannot be influenced by the BMW Group, the measurement of deferred tax assets is subject to uncertainty. Deferred taxes are cal- culated on the basis of tax rates which are applicable or expected to apply in the relevant national jurisdictions when the amounts are recovered. Current income taxes are calculated within the BMW Group on the basis of tax legislation applicable in the relevant countries. To the extent that judgement was necessary to determine the treatment and amount of tax items presented in the financial statements, there is in principle a possibility that local tax author- ities may take a different position. Inventories of raw materials, supplies and goods for resale are stated at the lower of average acquisition cost and net realisable value. Work in progress and finished goods are stated at the lower of manufacturing cost and net realisable value. Manufacturing cost comprises all costs which are directly attributable to the manufacturing process as well as an appropriate proportion of production- related overheads. This includes production-related depreciation and amortisation and an appropriate proportion of administrative and social costs. Financ- ing costs are not included in the acquisition or man- ufacturing cost of inventories. Cash and cash equivalents comprise mainly cash on hand and cash at bank with an original term of up to three months, and are measured at face value. Assets held for sale and disposal groups held for sale are presented separately in the balance sheet in accordance with IFRS 5 if the carrying amount of the relevant assets will be recovered principally through a sale transaction rather than through continuing use. This applies only in cases in which the assets can be sold immediately in their present condition, the sale is expected to be completed within one year from the date of classification and the sale is highly probable. At the date of classification, property, plant and equipment, intangible assets and disposal groups which are being held for sale are measured at the lower of their carrying amount and their fair value less costs to sell, and are no longer subject to sched- uled depreciation/amortisation. This does not apply, however, to items within the disposal group which are not covered by the measurement rules contained in IFRS 5. At the same time, liabilities directly related to the sale are presented separately on the equity and liabilities side of the balance sheet as Liabilities in conjunction with assets held for sale. The recognition of allowances on receivables relating to the industrial business is also based, as far as pos- sible, on the same procedures applied in the financial services business. The impairment allowances are recorded in separate accounts and are derecognised at the same time the corresponding written-down receivables are derecognised. Provisions for pensions are measured using the pro- jected unit credit method. Under this method, not only obligations relating to known vested benefits at the reporting date are recognised, but also the effect of future expected increases in pensions and salaries. The calculation is based on independent actuarial valuations which take into account relevant biometric factors. The calculation of the amount of the provision requires assumptions to be made with regard to discount rates, salary trends, employee fluctuation and the life expec- tancy of employees. Discount rates are determined by reference to market yields at the end of the reporting period on high quality fixed-interest corporate bonds. The salary trend relates to the expected future rate of salary increase which is estimated annually based on inflation and the career development of employees within the Group. Net interest expense on the net defined benefit lia- bility and net interest income on net defined benefit assets are presented separately within the financial result. All other costs relating to allocations to pension provisions are allocated to costs by function in the income statement. Past service cost arises when a BMW Group compa- ny introduces a defined benefit plan or changes the benefits payable under an existing plan. This cost is recognised immediately in the income statement. Similarly, gains and losses arising on the settlement of a defined benefit plan are recognised immediately in the income statement. Remeasurement of the net liability can result from changes in the present value of the defined benefit obligation, the fair value of the plan assets or the asset ceiling. Remeasurement can result, amongst others, from changes in financial and demographic parameters, as well as changes following the portfolio development. Remeasurements are recognised imme- diately in other comprehensive income and hence directly in equity (within revenue reserves). 133 134 Group Financial Statements Notes to the Group Financial Statements → Accounting Principles and Policies Other provisions are recognised when the BMW Group has a present legal or factual obligation towards a third party arising from past events, the settlement of which is probable, and when the amount of the obligation can be reliably estimated. Provisions with a remaining term of more than one year are measured at their net present value. In the case of funded plans, the pension obligation is offset against plan assets measured at their fair value. If the plan assets exceed the pension obligation, the surplus is tested for recoverability. In the event that the BMW Group has a right of reimbursement or a right to reduce future contributions, it reports an asset (within Other financial assets), measured on the basis of the present value of the future economic benefits attached to the plan assets. For funded plans, in cases where the obligation exceeds plan assets, a liability is recognised under pension provisions. 1.1.2017 Group Financial Statements 132 For machinery used in multiple-shift operations, depreciation rates are increased to account for the additional utilisation. If there is any indication of impairment of property, plant and equipment, an impairment test is performed as described above for intangible assets. With respect to lease arrangements of the BMW Group, use of judgement is required, in particular with regard to the transfer of economic ownership of a leased item. Leased items of property, plant and equipment whose economic ownership is attributed to the BMW Group (finance leases) are measured on initial recognition at fair value or, if lower, at the net present value of minimum lease payments. The assets are depreciated using the straight-line method over their estimated useful lives or, if shorter, over the contractual lease period. The obligations for future lease payments are recognised at their net present value in other financial liabilities. Group products recognised by BMW Group entities as leased products under operating leases are measured at manufacturing cost, including any initial direct costs. All other leased products are measured at acquisition cost. All leased products are depreciated over the peri- od of the lease using the straight-line method down to their expected residual value. Where the recoverable amount of a lease exceeds the asset's carrying amount, changes in residual value expectations are recognised by adjusting scheduled depreciation prospectively over the remaining term of the lease. If the recoverable amount is lower than the asset's carrying amount, an impairment loss is recognised for the shortfall. A test is carried out at each balance sheet date to determine whether an impairment loss recognised in prior years no longer exists or has decreased. In such cases, the carrying amount of the asset is increased to the recov- erable amount, at maximum up to the amount of the asset's amortised cost. Assumptions and estimations are required regarding future residual values, since these represent a sig- nificant part of future cash inflows. Relevant factors to be considered include the trend in market prices and demand on the pre-owned vehicle market. The assumptions are based on internally available histor- ical and current market data as well as on forecasts of external institutions. Furthermore, assumptions are regularly validated by comparison with external data. in years Factory and office buildings, residential buildings, fixed installations in buildings and outside facilities Plant and machinery Other equipment, factory and office equipment 8 to 50 3 to 21 2 to 25 Investments accounted for using the equity method are rec- ognised at the Group's share of their revalued equity capital, provided no impairment has been recognised. Financial assets reported as other investments are recog- nised and measured at their fair value in accordance with the requirements of IAS 39. If this value is not available or cannot be determined reliably, they are measured at cost. Subsidiaries, joint arrangements and associated companies included in other invest- ments, but which are not material to the BMW Group, do not fall within the scope of IAS 39. A financial instrument is a contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity. Financial assets are accounted for on the basis of the settlement date. On initial recognition, financial assets are measured at their fair value. Transaction costs are included unless the financial assets are allocated to the category "financial assets measured at fair value through profit or loss". The Group's financial assets are allocated to either cash funds or to the categories "loans and receivables", "available-for-sale", "held for trading" or "fair value option". The fair value option is applied by the BMW Group for non-current marketable securities with embed- ded derivatives and non-current loans receivable from third parties. The related gains and losses are presented in the income statement line item Other financial result. Related interest income and expenses are presented in net interest result. Subsequent to initial recognition, financial assets which are available-for-sale or held-for-trading or for which the fair value option is applied, are measured at their fair value. The fair values shown are determined on the basis of market information available at the balance sheet date, prices quoted by the contract partners or appropriate measurement methods, e.g. discounted cash flow models. Those non-derivative financial assets that are not classified as "loans and receivables" or "held-to- maturity investments" or as items measured "at fair value through profit and loss" are classified as "available-for-sale". Financial assets that are classified as loans and receivables are measured at amortised cost using the effective interest method. All financial assets for which published price quotations in an active market are not available and whose fair value cannot be determined reliably are measured at cost. Assessments are regularly made as to whether mate- rial objective evidence indicates that a financial asset or portfolio of assets is impaired. For the purposes of assessing possible impairment, the BMW Group takes account of all available information, such as market conditions and prices as well as the duration and magnitude of the decline in value. In the case of equity instruments that are listed on a stock market, it is assumed that an item is impaired if, for example, its fair value falls below acquisition cost significantly (more than 20%) or on a prolonged basis (more than 5% over nine months). Receivables from sales financing are measured at amor- tised cost using the effective interest rate method. This also includes receivables arising on vehicle finance leases. Impairment allowances are recognised both on a specific-item and a group basis. For these purposes, the main factors taken into consideration are past experience and current market data (such as the level of arrears), as well as information on rating classes and scoring. Consideration is also given to current market data and macroeconomic conditions that could have an impact on the general creditworthiness of customers as well as the overall market environment for pre-owned vehicles. The market value of vehicles which serve as collateral changes when prices on pre- owned vehicle markets fall. Specific allowances are recognised if there is objective evidence of impairment. In the retail credit financing and leasing business, the existence of overdue balances or the incidence of similar events in the past are examples of such evidence. In the event of overdue receivables, allow- ances are always recognised individually based on the duration of the arrears. In the case of dealership financing receivables, the allocation to a correspond- ing rating category also represents objective evidence of impairment. If no objective evidence of impairment exists, allowances are recognised using a portfolio approach based on similar groups of assets. Company- specific loss probabilities and loss ratios, derived from historical data, are used to measure allowances on similar groups of assets. 131 Items of property, plant and equipment are measured at acquisition or manufacturing cost less accumulated depreciation and accumulated impairment losses. The cost of internally constructed plant and equipment comprises all costs which are directly attributable to the manufacturing process as well as an appro- priate proportion of production-related overheads. This includes production-related depreciation and amortisation as well as an appropriate proportion of administrative and social costs. Financing costs are not included in acquisition or manufacturing cost unless they are directly attributable to the asset. The carrying amount of items of depreciable property, plant and equipment is written down according to scheduled usage-based depreciation - as a general rule on a straight-line basis - over the useful lives of the assets. Depreciation is recorded as an expense in the income statement. The amendments to IAS 7 (Statement of Cash Flows) require a reconciliation between the opening and closing balances of liabilities arising from financing 7 135 → see note 33 Automotive Eliminations -553 -54 -499 Segment 1.1.2018 2017 1.1.2017 Impact on revenue reserves 89 Impact on net profit Impact on Total impact of first-time application Hedge accounting IFRS 9 Introduction of impairment model IFRS 9 Change in measurement category IFRS 9 Change in transaction prices relating to IFRS 15 revenue reserves Elimination of buyback arrangements and rights 23 78 Other financial reporting standards issued by the IASB and not yet applied are not expected to have a signif- icant impact on the BMW Group Financial Statements. The impact on the BMW Group's results of operations, financial position and net assets is currently being analysed as part of a Group-wide implementation project. A reliable quantitative measurement of the impact is not possible at present, in particular because the compilation and assessment of contracts across the Group has not yet been completed. The BMW Group expects a slight increase in the balance sheet total and the result before financial result, as well as a slight improvement in the net cash flow from operating activities and a slight deterioration in the net cash flow from financing activities. The accounting requirements for lessors, particularly in relation to the requirement to classify leases, will remain largely unchanged. The BMW Group will use the grandfather clause available for existing leases and apply the available exemptions regarding the recognition of short- term leases and low value leasing assets. The new Standard will be applied for the first time using the modified retrospective method. Intragroup leasing arrangements are not reflected in the internal man- agement system or in internal reporting pursuant to IFRS 16 and therefore, in accordance with IFRS 8, do not result in any changes in the presentation of segment information. Early adoption of IFRS 16 is not planned. The new Standard IFRS 16 (Leases) sets out a new approach to accounting for leases by lessees. While under IAS 17, the accounting treatment of a lease was determined on the basis of the transfer of risks and rewards incidental to ownership of the asset, in the future, all leases in general are to be accounted for by the lessee in a similar way to finance leases. Income Statement → Notes to the → Accounting Principles and Policies Notes to the Group Financial Statements Group Financial Statements 112 138 2 Includes effects relating to the reduction of the US federal corporate tax rate from 35% to 21 % with effect from 1 January 2018. The pre-tax profit impact amounts to € + 20 million. 1 Includes the effect of the adjustment relating to entities accounted for using the equity method. -263 -312 -410 Financial Services/Other 18 Automotive/Financial Services 82 Automotive/Other 137 IFRS 15 Amendment in € million 1.1.2019 1.1.2019 13.1.2016 12.4.2016 11.9.2015 1.1.2018 1.1.2018 1.1.2018 28.5.2014 1.1.2018 24.7.2014 IFRS 9 (Financial Instruments) contains new require- ments for the classification and measurement of financial assets that are based on the reporting entity's business model for the management of these financial instruments and the characteristics of its contractual cash flows ("Solely Payments of Principal and Inter- est" (SPPI) criterion). IFRS 9 also gives rise to a new model for determining impairment, which is based on expected credit losses. To date, impairments have been recognised when corresponding objective evidence existed. Furthermore, the requirements for hedge accounting were revised with the aim of bringing the accounting treatment more into line with risk management activities. EU Date of mandatory application IASB Date of issue by IASB Leases IFRS 16 Revenue from Contracts with Customers IFRS 15 Financial Instruments IFRS 9 Standard/Interpretation activities, for which cash inflows and outflows are presented in the Statement of Cash Flows. The rec- onciliation is presented in → note 33. Date of mandatory application The BMW Group will apply IFRS 9 for the first time with effect from 1 January 2018. An exception is made in the accounting treatment of fair value hedging of a portfolio against interest rate risk, for which the requirements of IAS 39 will continue to be applied. IFRS 9 requires retrospective application in the areas of classification and measurement, while the new rules for hedge accounting are required to be applied prospectively, with few exceptions. The BMW Group will apply the exemption contained in IFRS 9, allowing unadjusted comparative information for prior periods. The new requirements for the classification and measurement of financial assets and financial lia- bilities result in a number of cases to a change in measurement category for the BMW Group. In future, changes in the value of equity instruments falling within the scope of IFRS 9 which are held at the date of adoption, will be recognised through the income statement. Due to the change in the measurement category, an increase in the revenue reserves amount- ing to approximately €78 million is recognised at the date of adoption of the new rules, net of the deferred tax effect of approximately €1 million. This includes approximately €76 million for equity instruments which gives rise to a reduction in accumulated other equity of the same amount. The following table shows a summary of the estimated effect on revenue reserves of the first-time application of IFRS 9 and IFRS 15. Buyback arrangements between the Automotive and Financial Services segments are not reflected in the internal management system or reporting and there- fore, in accordance with IFRS 8, do not result in any changes in the presentation of segment information. A different accounting treatment may be required if buyback arrangements are in place with customers, resulting in a shift in the timing of revenue recognition. The resulting impact is not expected to be significant. As a result of the adjustments described above, the Automotive segment's EBIT margin for 2017 will improve by 0.3 percentage points to 9.2%. in both revenues and cost of sales. For the financial year 2017, the amount subject to changed accounting presentation in the Automotive segment amounts to approximately €2.9 billion, and is insignificant for the Group. In accordance with IFRS 15, costs relating to sales promotion measures in the Automotive segment, such as sales support or residual value subsidies are to be treated as variable components of consideration and will therefore in future be recognised as revenue deductions. A part of these costs have been reported to date within cost of sales. The change in presenta- tion in the income statement will result in a decrease In the case of multi-component contracts with variable consideration components, changes in the allocation of transaction prices will result for the Automotive segment in higher amounts being recognised for vehicle sales and a lower level of amounts deferred for service contracts. The shift in the timing of rev- enue recognition results in a retrospective increase in Group revenue reserves as at 1 January 2017 of approximately €89 million, net of deferred taxes of approximately €38 million (1 January 2018: increase in revenue reserves of approximately €112 million, net of deferred taxes of approximately €42 million). The shift is not expected to have a significant impact on the income statement during the period of first-time application. As a result of the accounting treatment of buyback arrangements and rights of return for sales of vehicles which the Financial Services segment will subsequently lease to customers, intragroup eliminations within the BMW Group will be subject to earlier recognition. The application of IFRS 15 results in a retrospective decrease in Group revenue reserves as at 1 Janu- ary 2017 amounting to approximately €499 million, net of deferred taxes of approximately €239 million (1 January 2018: reduction of revenue reserves by approximately €553 million, net of deferred taxes of approximately €192 million). No significant impact is expected to arise during the period of first-time application. A major difference to the previous Standard is the increased scope of discretion for estimates and the introduction of thresholds, thus influencing the amount and timing of revenue recognition. The new Standard is based on a five-step model, which sets out the rules for revenue from contracts with customers. Revenues are required to be recognised either over time or at a specific point in time. The Standard will be applied retrospectively in its entirety with effect from 1 January 2018, meaning that all comparative information for prior periods will be adjusted in accordance with IFRS 15. The exemption provision, allowing contracts fulfilled prior to 1 Janu- ary 2017 not to be newly assessed in accordance with IFRS 15, has been applied. The new Standard IFRS 15 (Revenue from Contracts with Customers) is aimed to assimilate the numerous existing requirements and interpretations relating to revenue recognition into a single Standard. The new Standard also stipulates uniform revenue recognition principles for all sectors and all categories. At the date of the first-time application, the new accounting requirements for interest rate hedging instruments will result in an increase in revenue reserves of approximately €18 million, net of deferred tax effects of approximately €6 million. In future, costs arising in conjunction with hedging will be reported in total in the income statement as part of the profit before financial result (EBIT). As the cost of options to hedge foreign currency exposures is currently reported in the financial result, this will have a negative impact on the Automotive segment's EBIT. The scale of the impact will depend on the future volume of option contracts. The volume of option contracts at 31 December 2017 is not material. With regard to the accounting treatment of hedging relationships, it is expected that it will be possible in future to apply hedge accounting rules to the majority of commodity hedging instruments. Moreover, chang- es in the time value of options are required to be recognised as "cost of hedging" in accumulated other equity during the hedging period. These changes are expected to result in a significant reduction in the volatility of amounts reported for financial result and Group earnings. Overall, the introduction of the new impairment model across the BMW Group with effect from 1 January 2018 results in a reduction in impairment allowances and an increase in revenue reserves of approximately €82 million net of deferred tax effects of approximately €31 million. Of this amount, approx- imately €86 million relates to receivables from sales financing net of deferred tax effects of approximately €33 million. For trade receivables, the simplified approach has been applied. The parameters used to calculate impair- ment allowances are determined specifically for each portfolio. Implementation of the new impairment model has required substantial modifications to existing process- es and systems, especially for the Financial Services segment. Receivables from sales financing have been measured using the three-stage model stipulated by IFRS 9. Operating lease receivables represent an exception, in which the simplified approach has been applied. For these receivables, expected losses are calculated for the remaining term. The transfer criteria for the three-stage impairment model is based in principle on a comparison of default probabilities pursuant to the definitions used in the internal risk management system for each financial instrument. In addition, qualitative indicators are taken into account in the transfer criteria, such as overdue period or significant changes in the internal credit rating. Impairment allowances are calculated in a central application. The risk models used were determined on the basis of internal historical default information and macroeconomic factors. Principles and Policies Notes to the Group Financial Statements → Accounting Statements Group Financial 136 (b) Financial reporting pronouncements issued by the IASB that are significant for the BMW Group, but have not yet been applied: multi-component contracts¹ The recognition of provisions for litigation and liability risks necessitates making assumptions in order to determine the probability of liability, the amount of claim and the duration of the legal dispute. The assumptions made, especially the assumption about the outcome of legal proceedings, are subject to a high degree of uncertainty. The appropriateness of assumptions is regularly reviewed, based on assess- ments undertaken both by management and external experts, such as lawyers. If new developments arise in the future that result in a different assessment, provisions are adjusted accordingly. Sales of products previously Sales of products and related goods 71,443 68,681 leased to customers 10,208 9,258 Income from lease instalments 9,816 1,075 9,507 Interest income on loan financing 3,720 3,455 Other income 3,491 3,262 Revenues 98,678 94,163 An analysis of revenues by segment and region is shown in the segment information in → note 43. 07 Cost of sales Cost of sales comprises: Selling and administrative expenses Selling expenses amounted to €6,167 million (2016: €6,030 million) and comprise mainly marketing, advertising and sales personnel costs. Administrative expenses amounted to €3,393 million (2016: €3,128 million) and relate mainly to personnel and IT costs. → see note 43 09 Other operating income and expenses 08 2016 2017 5,164 9,464 5,636 971 1,427 -16 5,196 572 675 NOTES TO THE INCOME STATEMENT 06 Revenues Revenues by activity comprise the following: in € million Research and development expenditure was as follows: Other operating income and expenses comprise the following items: in € million 2016 Research and development expenses 4,920 4,294 Amortisation -1,236 -1,222 New expenditure for capitalised development costs 2,424 2,092 Total research and development expenditure 6,108 2017 8,157 in € million 2016 4,920 4,294 Exchange losses -246 -249 Service contracts, telematics and roadside Expense for additions to provisions -580 -303 assistance 2,081 2,018 Warranty expenditure 2,041 2,165 Expense for impairment losses and write-downs 28 191 -16 928 364 380 5 5 7,221 8,409 4,556 943 Research and development expenses 1,638 1,801 to financial services business Exchange gains 282 262 in € million 2017 2016 Income from the reversal of provisions 138 115 Income from the reversal of impairment Manufacturing costs 43,877 43,175 losses and write-downs 2017 8 Cost of sales relating to financial services Gains on the disposal of assets 80 46 business 22,932 20,723 Sundry operating income 212 196 thereof: Interest expense relating Other operating income 720 670 51 1,236 Development costs Goodwill Intangible assets 5,191 1,188 Other intangible assets 657 572 923 58 Goodwill Development costs 364 364 5 6,351 7,221 4,263 1,130 Other investments Non-current marketable securities Participations subsidiaries Investments in non-consolidated 1,403 3 4,973 181 3 797 5 4,171 8,157 7,372 Intangible assets 4,516 18 → Notes to the Balance Sheet Analysis of changes in Group tangible, intangible and investment assets 2017 in € million Development costs Goodwill Other intangible assets Acquisition and manufacturing cost Translation 1.1.20171 differences Additions Reclassi- fications Disposals 1,222 31.12.2017 386 1,530 -37 286 13,400 -38 2,710 2,424 943 12,965 385 29 1,750 972 11,484 Other intangible assets 31.12.2016 31.12.2016 31.12.2015 Reclassi- Value fications adjustments 1,743 3,395 -708 33,830 2,253 2,5252 829 1,970 158 238 -62 1,952 8,832 8,995 27,838 1,548 5 2,820 -531 27,092 6,154 6,122 4,966 37 -5 337 -115 4,786 147 34,774 18,471 17,960 Land, titles to land, buildings, including Current year Translation 1.1.20161 differences Carrying amount Depreciation and amortisation g| | | g| 690 596 29 -1 412 249 189 408 ་།ཎ། 678 Disposals 2 192 2,546 2,767 Leased products 37,789 36,257 7,886 3,169 3,633 -379 7,801 721 Other facilities, factory and office equipment Advance payments made and construction in progress Property, plant and equipment Plant and machinery buildings on third party land 484 Financial Statements 4,263 Disposals 271 -299 10,940 buildings on third party land Land, titles to land, buildings, including Intangible assets 15,100 7,799 37,789 34,965 Leased products 2,546 2,233 Investments accounted for using the equity method Investments in non-consolidated 76 116 192 308 157 subsidiaries 411 76 3 484 226 245 Participations 2 228 52 11,088 Plant and machinery 18,281 -3,047 45,595 Leased products 53,245 1,782 4,402 -1,168 51,793 Property, plant and equipment 2,525 2 -1,325 1,694 2 -97 Advance payments made and construction in progress 2,799 168 70 314 -91 2,674 Other facilities, factory and office equipment 36,833 1,560 1,027 2,123 -681 35,924 2,255 16,686 26 Non-current marketable securities due later than five years 100 127 192 223 Interest portion of the future minimum lease payments due within one year 10 11 due between one and five years 32 36 due later than five years 40 50 82 97 Present value of future minimum lease payments due within one year 9 12 due between one and five years 41 37 due later than five years 60 77 110 126 73 73 due between one and five years 23 489 192 3 678 560 428 Other investments 148 Group Financial Statements Notes to the Group Financial Statements → Notes to the Balance Sheet 19 Intangible assets 26 Intangible assets mainly comprise capitalised devel- opment costs on vehicle, module and architecture projects as well as subsidies for tool costs, licences, purchased development projects, software and pur- chased customer lists. Intangible assets amounting to €41 million (2016: €42 million) are subject to restrictions on title. As in the previous year, there was no requirement to recognise impairment losses or reversals of impair- ment losses on intangible assets in 2017. As in the previous year, no borrowing costs were recognised as a cost component of intangible assets in 2017. 20 Property, plant and equipment No impairment losses were recognised in 2017, as in the previous year. As in the previous year, no borrowing costs were recognised as a cost component of property, plant and equipment in 2017. Property, plant and equipment include an amount of €94 million (2016: €107 million) relating to land and buildings, for which economic ownership is attribut- able to the BMW Group (finance leases). Leases to which BMW AG is party, with a carrying amount of €78 million (2016: €90 million), run for periods up to 2030 at the latest and contain price adjustment clauses in the form of index-linked rentals as well as extension and purchase options. Minimum lease payments are as follows: in € million 31.12.2017 31.12.2016 Total of future minimum lease payments due within one year 19 Other intangible assets include a brand-name right amounting to €41 million (2016: €42 million) which is allocated to the Automotive segment and is not subject to scheduled amortisation since its useful life is deemed to be indefinite. The year-on-year change is solely due to currency effects. Intangible assets also include goodwill of €33 million (2016: €33 million) allocated to the Automotive cash-generating unit (CGU) and goodwill of €347 million (2016: €331 mil- lion) allocated to the Financial Services CGU. 31.12.2017 31.12.2017 31.12.2016 44,143 the equity method the equity method Investments accounted for using 45,588 15,401 18,339 316 42,334 Leased products 51,789 1,848 3,631 -155 50,161 Property, plant and equipment 2,253 3 -954 1,587 223 23 1,600 Advance payments made and construction in progress 2,672 222 32 234 22 2,606 Other facilities, factory and office equipment 2,233 513 200 2,546 Value adjustments³ fications differences Current year 1.1.20171 Reclassi- Translation Carrying amount Depreciation and amortisation 2 Including assets under construction of €1,760 million. 1 Including first-time consolidation. 1,238 58 377 2 35,924 917 28 28 Non-current marketable securities 710 2 56 656 Participations 500 56 321 2 233 Investments in non-consolidated subsidiaries Other investments Investments accounted for using 1,589 1,510 Development costs in € million Analysis of changes in Group tangible, intangible and investment assets 2016 ཟ་རྗ། མ། ལྷ། 1,286 130 192 -15 | | གླ 28 820 118 -7 710 438 129 74 -8 ³ Including €3 million recognised through the income statement and €76 million directly in equity. 2 Including assets under construction of €2,010 million. 1 Including first-time consolidation. Other investments Non-current marketable securities Participations Investments in non-consolidated subsidiaries 2,767 418 639 2,546 Goodwill Other intangible assets Intangible assets Acquisition and manufacturing cost -185 35,497 Plant and machinery 10,940 34 231 300 -15 10,458 buildings on third party land Land, titles to land, buildings, including 13,348 11,484 369 1,495 58 1,188 691 1,130 2,192 -2 12,346 100 -2 1,455 369 10,522 31.12.2016 Disposals Reclassi- fications Additions Translation differences 1.1.2016¹ 2,092 Notes to the Group Investments accounted for using the equity method Group Financial 310 Other financial result 248 131 Deferred taxes for non-German entities are calculat- ed on the basis of the relevant country-specific tax rates. These range in the financial year 2017 between 9.0% and 45.0% (2016: between 12.5% and 45.0%). Changes in tax rates resulted in deferred tax income of €824 million (2016: €70 million). The principal reason for this development was the reduction in the 7 US federal corporate income tax rate from 35.0% to 21.0% with effect from 1 January 2018. The difference between the expected tax expense based on the underlying tax rate for Germany and actual tax expense is explained in the following reconciliation: 141 in € million Profit before tax Tax rate applicable in Germany Expected tax expense Statements Tax increases (+)/tax reductions (-) as a result of non-deductible expenses and tax-exempt income Tax expense (+)/benefits (-) for prior years Other variances Actual tax expense Effective tax rate 2017 2016 10,655 9,665 30.7% 30.7% 3,271 2,967 -1,071 -119 58 78 234 Sundry other financial result 30.7 30.7 in % 2017 2016 thereof from subsidiaries: 13 13 Impairment losses on investments in Corporation tax rate 15.0 15.0 subsidiaries and participations -192 Solidarity surcharge 5.5 -104 5.5 14 -179 Corporation tax rate including solidarity surcharge 15.8 15.8 Income (+) and expenses (-) from Municipal trade tax rate 14.9 14.9 financial instruments 234 310 German income tax rate Result on investments 13 -174 3 4,655 2,234 305 6,987 3 3 10 17 613 1,448 3,629 2,861 608 536 5,192 4,966 78 184 2,431 2,760 403 298 3,016 3,481 691 797 12,442 13,700 12,254 13,683 Valuation allowances on tax loss carryforwards and capital losses 467 473 195 26 1,949 2,755 18.3% 28.5% Variances due to different tax rates were influenced in particular by the reduction in the US federal corporate income tax rate, which was required to be taken into account in the measurement of deferred taxes as of 31 December 2017. This resulted in a reduction in tax expense of €977 million. Tax increases as a result of non-deductible expenses and tax reductions due to tax-exempt income decreased compared to one year earlier. As in the previous year, tax increases as a result of non-tax-deductible expenses were attributable mainly to the impact of non-recover- able withholding taxes and transfer price issues. 7 Tax income relating to prior years resulted primarily from adjustments to income tax receivables and pro- visions for prior years. Other variances comprise various reconciling items, including the Group's share of earnings of companies accounted for using the equity method. The allocation of deferred tax assets and liabilities to balance sheet line items at 31 December is shown in the following table: in € million Intangible assets Property, plant and equipment Leased products -205 Other investments Tax loss carryforwards and capital losses Provisions Liabilities Eliminations Deferred tax assets Deferred tax liabilities 2017 2016 2017 2016 18 13 2,593 88 Sundry other assets 14 and participations Income from investments in subsidiaries 4,786 26 4 320 -28 -29 -28 Other cost of sales 2,893 3,067 Sundry operating expenses -359 -267 Cost of sales 78,744 75,442 Other operating expenses -1,214 -847 Other operating income and expenses -494 -177 Cost of sales is reduced by public-sector subsidies in the form of reduced taxes on assets and reduced consumption-based taxes amounting to €61 million (2016: €69 million). 139 140 Group Financial Statements Notes to the Group Financial Statements → Notes to the Income Statement 6,154 5,915 25,891 -100 2,834 3,306 19 7,308 Advance payments made and construction in progress Property, plant and equipment 660 Other facilities, factory and office equipment Plant and machinery Land, titles to land, buildings, including buildings on third party land 1,591 17,759 17,960 33,829 1,806 3,403 -119 Income from the reversal of and expenses for the rec- ognition of impairment losses and write-downs relate primarily to impairment allowances on receivables. 32,351 2 721 1,951 214 -4 218 9 1,942 9,593 8,832 27,092 1,566 2 2,865 2,2532 The expense for additions to provisions includes liti- gation and other legal risks. Income from the reversal of provisions includes legal disputes that have been resolved. 12 Income taxes 201 196 Expense relating to interest impact on other long-term provisions -66 -84 Net interest expense on the net defined benefit liability for pension plans -81 -78 Other interest and similar expenses -265 -327 thereof subsidiaries: Interest and similar income -2 -412 -4 -489 Net interest result -211 -293 11 Other financial result in € million 2017 2016 Current tax expense includes tax income of €104 mil- lion (2016: €174 million) relating to prior periods. The tax expense was reduced by €91 million (2016: €49 million) as a result of utilising tax loss carryfor- wards, for which deferred assets had not previously been recognised and in conjunction with previously unrecognised tax credits and temporary differences. The tax expense resulting from the change in the val- uation allowance on deferred tax assets relating to tax losses available for carryforward and temporary dif- ferences amounted to €67 million (2016: €38 million). Deferred taxes are determined on the basis of tax rates which are are currently applicable or expected to apply in the relevant national jurisdictions when the amounts are recovered. After taking account of an average municipal trade tax multiplier rate (Hebesatz) of 425.0% (2016: 425.0%), the underlying income tax rate for Germany was as follows: Interest and similar expenses -502 12 thereof from subsidiaries: Taxes on income of the BMW Group comprise the following: in € million 2017 2016 10 Net interest result in € million Current tax expense 2,558 2,670 Deferred tax expense (+)/ deferred tax income (-) -609 85 9 thereof relating to temporary -553 80 thereof relating to tax loss carryforwards and tax credits -56 5 Income taxes 1,949 2,755 2017 2016 Other interest and similar income 201 196 differences Netting Variances due to different tax rates Deferred taxes 2016 Remeasurement of the net defined benefit liability for pension plans 693 -1,858 Deferred taxes -218 529 Items not expected to be reclassified to the income statement in the future 475 -1,329 Available-for-sale securities thereof gains/losses arising in the period under report 39 40 83 79 thereof reclassifications to the income statement Financial instruments used for hedging purposes thereof gains/losses arising in the period under report thereof reclassifications to the income statement -44 -39 1,914 2,008 2,017 1,458 -103 550 Other comprehensive income from equity accounted investments Deferred taxes 2017 in € million Other comprehensive income for the period after tax comprises the following: Disclosures relating to the statement of comprehensive income Audit of financial statements thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin Other attestation services thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin Tax advisory services thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin Other services thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin Fee expense thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin * Prior year figures have been adjusted. 5 4 4 4 -30 32 4 2 1 25 23 9 8 Services provided by KPMG AG Wirtschaftsprüfungs- gesellschaft, Berlin, on behalf of BMW AG and sub- sidiaries under its control relate to the audit of the financial statements, other attestation services, tax advisory services and other services. The audit of financial statements comprises mainly the audit of the Group financial statements and Company financial statements of BMW AG and its subsidiaries, and, following the introduction of new regulations, all work related thereto, including the review of the Group Interim Financial Statements. Other attestation services include mainly project-relat- ed audits, comfort letters as well as legally prescribed, contractually agreed or voluntarily commissioned attestation work. Tax advisory services were performed particularly in conjunction with tax compliance. Other services include mainly preparation of studies. NOTES TO THE STATEMENT OF COMPREHENSIVE INCOME 17 2 These amounts mainly relate to public sector grants aimed at the promotion of regional structures as well as subsidies received for plant expansions. 43 -721 28 Financial instruments used for hedging purposes 1,914 -568 Other comprehensive income from equity accounted investments -30 -31 1,346 -61 2,008 -680 1,328 43 -29 14 Currency translation foreign operations -1,171 Other comprehensive income 1,445 -815 -1,171 630 -230 3 -230 -192 -189 Other comprehensive income arising from equity accounted investments is reported in the Statement of Changes in Equity within currency translation differences with an amount of € −152 million (2016: € 73 million) and within derivative finan- cial instruments used for hedging purposes with an amount of €91 million (2016: €87 million). 145 NOTES TO THE BALANCE SHEET 146 -12 40 -1,329 529 Currency translation foreign operations -1,171 -230 Items expected to be reclassified to the income statement in the future 155 1,140 Other comprehensive income for the period after tax 630 -189 Deferred taxes on components of other comprehen- sive income are as follows: in € million 2017 2016 Before -597 tax After tax Before tax Deferred taxes After tax Remeasurement of the net defined benefit liability for pension plans 693 -218 Available-for-sale securities 39 2 475 41 -1,858 -10,013 Government grants and government assistance Income from asset-related and performance-related grants, amounting to €30 million (2016: €31 million) and €112 million (2016: €126 million) respectively, was recognised in the income statement in 2017. Deferred taxes 16 -561 -317 49 Deferred taxes at 31 December (assets (-)/liabilities (+)) 314 468 As a result of currency translation, deferred taxes recognised directly in equity in the financial year decreased by €43 million (2016: €29 million). Deferred taxes are not recognised on retained prof- its of €42.8 billion (2016: €38.7 billion) of foreign subsidiaries, as it is intended to invest these profits to maintain and expand the business volume of the relevant companies. No calculation was made of the potential impact of income taxes on the grounds of proportionality. The tax returns of BMW Group entities are checked regularly by German and foreign tax authorities. Taking account of numerous factors including interpretations, commentaries and legal decisions relating to the various tax jurisdictions as well as past experience - adequate provision has been made, to the extent identifiable and probable, for potential future tax obligations. 13 Earnings per share Net profit attributable to the shareholders of BMW AG Profit attributable to common stock Profit attributable to preferred stock Average number of common stock shares in circulation Average number of preferred stock shares in circulation Basic earnings per share of common stock Basic earnings per share of preferred stock Dividend per share of common stock Dividend per share of preferred stock *Proposal by management. 2017 2016 € million 8,619.9 6,862.9 € million 7,895.9 6,289.2 € million 724.0 573.7 number number 601,995,196 601,995,196 55,114,290 181 724 591 thereof relating to fair value gains and losses on financial instruments and marketable securities recognised directly in equity thereof relating to the remeasurements of net liabilities for defined benefit pension plans Exchange rate impact and other changes 16 1,927 -485 -10,888 2,327 Net -10,013 2,241 314 -10,888 2,795 468 142 Group Financial Statements Notes to the Group Financial Statements → Notes to the Income Statement - 54,809,375 Tax loss carryforwards - for the most part usable with- out restriction amounted to €928 million (2016: €637 million). This includes an amount of €548 million (2016: €464 million), for which a valuation allowance of €186 million (2016: €158 million) was recognised on the related deferred tax asset. For entities with tax loss- es available for carryforward, a net surplus of deferred tax assets over deferred tax liabilities is reported at 31 December 2017 amounting to €131 million (2016: €90 million). Deferred tax assets are recognised on the basis of the management's assessment that there is material evidence that the entities will generate future taxable profits, against which deductible temporary differences can be offset. decreased to €1,854 million (2016: €1,926 million) due to currency factors. As in previous years, deferred tax assets recognised on these tax losses - amounting to €315 million at the end of the reporting period (2016: €327 million) - were fully written down since they can only be utilised against future capital gains. Netting relates to the offset of deferred tax assets and liabilities within individual entities or tax groups to the extent that they relate to the same tax authorities. Deferred taxes recognised directly in equity amounted to €997 million (2016: €1,812 million). Changes in deferred tax assets and liabilities during the reporting period can be summarised as follows: in € million 2017 2016 Deferred taxes at 1 January (assets (-)/ liabilities (+)) 468 171 -609 85 Change in deferred taxes recognised directly in equity 772 163 Capital losses available for carryforward in the United Kingdom which do not relate to ongoing operations € Deferred tax expense (+)/income (-) recognised through income statement 10.45 2016 Wages and salaries 10,022 9,581 Pension and welfare expenses 1,211 1,152 Social insurance expenses 819 Personnel expenses 12,052 802 11,535 Personnel expenses include €54 million (2016: €61 million) of costs relating to workforce measures. The total pension expense for defined contribution plans of the BMW Group amounted to €105 million (2016: €90 million). Employer contributions paid to state pension insurance schemes totalled €630 million (2016: €607 million). The number of employees at the end of the reporting period is disclosed in the Combined Management Report. 2017 143 Group Financial Statements Notes to the Group Financial Statements Notes to the Income Statement → Notes to the Statement of Comprehensive Income 15 Fee expense for the Group auditor The fee expense pursuant to § 314 (1) no. 9 HGB recog- nised in the financial year 2017 for the Group auditor and its network of audit firms amounted to €25 million (2016: €23 million) and consists of the following: in € million 2017 2016* 13.12 17 144 in € million ↑ ↑ 127,524 13.14 123,755 10.47 € 4.00* 3.50 4.02* 3.52 € The average number of employees during the year was: 2017 2016 Employees 119,611 115,842 Earnings per share of preferred stock are calculated on the basis of the number of shares of preferred stock entitled to receive a dividend in each of the relevant financial years. As in the previous year, diluted earn- ings per share correspond to basic earnings per share. 14 1 1 Personnel expenses The income statement includes personnel expenses as follows: proportionately-consolidated entities Average number of employees proportionately-consolidated entities Apprentices and students gaining work experience 182 204 7,913 7,913 thereof at thereof at in € million Net carrying amount 2,667 2016 2,882 -57 -56 2,825 Allowance for impairment Total specific item basis group basis Balance at 1 January Allocated (+)/reversed (-) Utilised 96 12 84 recognised on a Allowance for impairment 49 Gross carrying amount Exchange rate impact and other changes -5 -21 -1 -1 -2 Balance at 31 December 2,723 7 Out of the total amount recognised for inventories at 31 December 2017, inventories measured at net realisable value amounted to €541 million (2016: €871 million). Write-downs to net realisable value amounting to €27 million (2016: €101 million) were recognised in 2017. The expense recorded in conjunction with inven- tories during the financial year 2017 amounted to €55,969 million (2016: €55,129 million). 28 Trade receivables Trade receivables comprise the following: in € million 31.12.2017 31.12.2016 56 -21 In the case of trade receivables, collateral is generally held in the form of vehicle documents and bank guar- antees so that the risk of bad debt loss is very limited. -1 g|༢|གླ←༄ 23 17 64 349 307 29 Equity 75 Number of shares issued 2017 Shares issued/in circulation at 1 January Shares issued in conjunction with Employee Share Programme 55,114,404 Less: shares repurchased and re-issued -1 Common stock Shares issued/in circulation at 31 December Preferred stock -19 More than 120 days overdue Balance at 31 December 91-120 days overdue -20 Exchange rate impact and other changes 2 2 Balance at 31 December 46 11 57 25 In addition, trade receivables exist which are overdue but for which no impairment allowance has been rec- ognised. Receivables that are overdue by between one and 30 days do not normally result in bad debt losses since the overdue nature of the receivables is mainly due to the timing of receipts. Overdue balances fall into the following time windows: 31.12.2017 31.12.2016 1-30 days overdue 31-60 days overdue 187 43 174 61-90 days overdue 19 in € million -4 recognised on a 6 item basis group basis Total Balance at 1 January 8 Allocated (+)/reversed (-) 8 Utilised specific -8 8 -8 Exchange rate impact and other changes 1 1 Balance at 31 December 9 8 9 Allowance for impairment in € million 832 2016 828 Exchange rate impact and other changes -1 Other assets 7,160 2016 6,682 10 10 thereof non-current thereof current 1,635 1,595 5,525 5,087 Balance at 31 December Utilised Prepayments relate mainly to prepaid interest, com- mission paid to dealerships and amounts paid in advance to suppliers and contract manufacturers. Prepayments of €1,136 million (2016: €1,018 million) have a maturity of less than one year. 153 item basis group basis Total Work in progress, unbilled contracts 1,125 1,157 Raw materials and supplies Inventories 1,146 specific 1,000 46 11 57 12,707 11,841 Allocated (+)/reversed (-) 8 -2 Balance at 1 January Collateral receivables comprise mainly customary collateral (banking deposits) arising on the sale of receivables. in € million 10,436 154 27 Inventories Inventories comprise the following: Group Financial Statements Notes to the Group Financial Statements 9,684 in € million Balance Sheet 31.12.2017 31.12.2016 Impairment allowances on trade receivables devel- oped during the year under report as follows: 2017 Allowance for impairment recognised on a Finished goods and goods for resale → Notes to the 2017 -1 491,114 114 31.12.2016 Present value of defined benefit obligations 11,641 11,112 9,594 10,311 1,475 31.12.2017 1,476 Fair value of plan assets 9,604 8,643 8,908 8,714 965 958 19,477 22,710 22,899 18,315 31.12.2016 31.12.2017 2.44 2.55 20.8 21.3 21.3 20.9 18.3 17.6 31.12.2016 31.12.2017 Mortality Table 2005 G issued by Prof. K. Heubeck (with invalidity rates reduced by 50%) S2PA tables and S2PA light tables with weightings Based on the measurement principles contained in IAS 19, the following balance sheet carrying amounts apply to the Group's pension plans: in € million Germany United Kingdom Other Total 31.12.2017 31.12.2016 In Germany, the so-called "pension entitlement trend" (Festbetragstrend) also represents a significant actuari- al assumption for the purposes of determining benefits payable at retirement and was left unchanged at 2.0%. 1.78 Effect of limiting net defined benefit 3 -16 -16 157 158 Group Financial Statements Notes to the Group Financial Statements → Notes to the Balance Sheet Numerous defined benefit plans exist within the BMW Group. thereof assets The most significant of the BMW Group's pension plans are described below. Both employer- and employee-funded benefit plans exist in Germany. Benefits paid in conjunction with these plans comprise old-age retirement pensions as well as invalidity and surviving dependants' benefits. The defined benefit plans have been closed to new entrants. With effect from 1 January 2014, new employees receive a defined contribution entitlement with a minimum rate of return. In addition, employees are given the option of transferring deferred remuner- ation to a "deferred remuneration retirement plan”. The fact that the plan involves a minimum rate of return means that both the defined contribution entitlement and the deferred remuneration retire- ment plan are classified in accordance with IAS 19 as defined benefit plans. In the case of defined benefit plans involving the payment of a pension, the amount of benefits to be paid is determined by multiplying a fixed amount by the number of years of service. The assets of the German pension plans are adminis- tered by BMW Trust e. V., Munich, in accordance with a CTA. The representative bodies of this entity are the Board of Directors and the Members' General Meeting. BMW Trust e. V., Munich, currently has seven mem- bers and three members of the Board of Directors elected by the Members' General Meeting. The Board of Directors is responsible for investments, drawing up and deciding on investment guidelines as well as monitoring compliance with those guidelines. The members of the association can be employees, senior executives and members of the Board of Directors. An ordinary Members' General Meeting takes place once every calendar year, and deals with a range of matters, including receiving and approving the association's annual report, ratifying the activities of the Board of Directors and adopting changes to the association's statutes. United Kingdom In the United Kingdom, the BMW Group has defined benefit plans, which are primarily employer-funded combined with employee-funded components based on the conversion of employee remuneration. These plans are subject to statutory minimum funding requirements. Benefits paid in conjunction with these plans comprise old-age retirement pensions as well as invalidity and surviving dependants' benefits. On 30 September 2017, the defined benefit plans were closed for all plan participants, with vested benefits remaining in place. New benefits will be covered by contributions made to a defined contribution plan. The pension plans are administered by BMW Pension Trustees Limited, Hams Hall, and BMW (UK) Trustees Limited, Hams Hall, both trustee companies which act independently of the BMW Group. BMW (UK) Trustees Limited, Hams Hall, is represented by nine trustees, and BMW Pension Trustees Limited, Hams Hall, by five trustees. A minimum of one third of the trustees must be elected by plan participants. The trustees represent the interests of plan participants and decide on investment strategies. Funding con- tributions are determined in agreement with the BMW Group. Sundry other assets Germany asset to asset ceiling 4,587 521 3 3 3 Carrying amounts at 31 December 2,037 2,469 686 1,597 3,252 513 3,236 4,587 thereof pension provision 2,037 2,469 702 1,597 513 521 2016 1.82 3.13 156 Group Financial Statements Notes to the Group Financial Statements → Notes to the Balance Sheet Capital management disclosures The BMW Group's objectives with regard to capital management are to safeguard over the long-term the Group's ability to continue as a going concern and to provide an adequate return to shareholders. The capital structure is managed in order to meet needs arising from changes in economic conditions and the risks of the underlying assets. 155 The BMW Group is not subject to any unified external minimum equity capital requirements. Within the Financial Services segment, however, there are a number of individual entities which are subject to equity capital requirements of relevant regulatory banking authorities. The capital structure at the end of the reporting period was as follows: in € million 31.12.2017 31.12.2016 Equity attributable to shareholders of BMW AG 54,112 47,108 In order to manage its capital structure, the BMW Group uses various instruments, including the amount of dividends paid to shareholders and share buybacks. Moreover, the BMW Group actively manag- es its debt capital, carrying out funding activities with a target debt structure in mind. A key aspect in the selection of financial instruments is the objective to achieve matching maturities for the Group's financing requirements. In order to reduce non-systematic risk, the BMW Group uses a variety of financial instru- ments available on the world's capital markets to achieve diversification. Proportion of total capital Accumulated other equity comprises amounts recog- nised directly in equity resulting from the translation of the financial statements of foreign subsidiaries, changes in the fair value of derivative financial instruments and marketable securities and the related deferred taxes. The proposed distribution was not recognised as a liability in the Group Financial Statements. 54,809,404 305,029 29 601,995,196 601,995,196 55,605,404 55,114,404 601,995,196 601,995,196 All Company stock is issued to bearer and each share has a par value of €1.00. Preferred stock, to which no voting rights are attached, bear an additional dividend of €0.02 per share. Accumulated other equity In 2017, a total of 491,114 shares of preferred stock was sold to employees at a reduced price of €55.05 per share in conjunction with the Company's Employee Share Programme. These shares are entitled to receive dividends for the first time with effect from the finan- cial year 2018. In addition, 114 previously issued shares of preferred stock were acquired and re-issued to employees. Capital reserves Capital reserves include premiums arising from the issue of shares and totalled €2,084 million (2016: €2,047 million). The change related to the share capital increase arising in conjunction with the issue of shares of preferred stock to employees amounting to €37 million. Revenue reserves Revenue reserves comprise the non-distributed earn- ings of companies consolidated in the Group financial statements. In addition, remeasurements of the net defined benefit liability for pension plans are also presented in revenue reserves. It is proposed that the unappropriated profit of BMW AG for the financial year 2017 amounting to €2,630 million according to HGB be utilised as follows: Distribution of a dividend of €4.02 per share of preferred stock (€222 million). Distribution of a dividend of €4.00 per share of common stock (€2,408 million). Issued share capital increased by €0.5 million as a result of the issue to employees of 491,000 shares of non-voting preferred stock. BMW AG is authorised up to 14 May 2019 to issue 5 million shares of non-voting preferred stock amounting to nominal €5.0 million. At the end of the reporting period, 3.7 million of these shares amounting to nominal €3.7 remained available for issue. 3.70 36.4% Non-current financial liabilities Pension level trend Weighted duration of all pension obligations in years The following mortality tables are applied in countries, in which the BMW Group has significant defined benefit plans: Germany United Kingdom Germany United Kingdom Other Discount rate 31.12.2017 31.12.2017 31.12.2016 31.12.2017 31.12.2016 1.79 1.80 2.34 2.51 31.12.2016 32.5% in % entrants. 53,548 55,405 Current financial liabilities Total financial liabilities 41,100 42,326 94,648 97,731 Proportion of total capital Total capital The assumptions stated below, which depend on the economic situation in the relevant country, are used to measure the defined benefit obligation of each pension plan. The following weighted average values have been used for Germany, the United Kingdom and other countries: 63.6% 148,760 144,839 The equity ratio attributable to shareholders of BMW AG increased during the financial year by 3.9 percentage points, primarily reflecting the increase in revenue reserves. 30 Pension provisions In the case of defined benefit plans, the BMW Group is required to pay the benefits it has granted to present and past employees. Defined benefit plans may be covered by provisions or pension assets. Pension commitments in Germany are mostly covered by assets contributed to BMW Trust e. V., Munich, in conjunction with a contractual trust arrangement (CTA). Funded plans also exist in the UK, the USA, ¬ Switzerland, Belgium and Japan. In the meantime, most defined benefit plans have been closed to new 67.5% -9 specific Utilised 40 Non-current financial liabilities 525 Non-current provisions and liabilities 962 670 1,044 Current financial liabilities 6 87 73 Current provisions and liabilities 151 4,783 518 22 18 10 RECONCILIATION OF AGGREGATED FINANCIAL INFORMATION Assets 11,122 10,183 2,195 3,394 4,835 41 1,832 2,195 2017 2016 THE BALANCE SHEET Non-current assets 5,910 5,779 1,906 2,802 4 Cash and cash equivalents 2,617 2,106 289 209 9 20 45 Current assets 5,212 4,405 289 26 33 46 Equity 5,377 4,678 26 33 50 Provisions and liabilities 10 10 1 Corresponds to the consolidated equity capital provided by the shareholders of Drive Now GmbH & Co. KG and its subsidiaries. ² The BMW Group holds 52.8% (2016: 67.2%) of the net assets at 31 December 2017. Due to the allocation of voting power within the decision-making bodies of the two entities, operations remain subject to joint control. 23 Receivables from sales financing Receivables from sales financing comprise the fol- lowing: Allowances on receivables from sales financing, which arise only within the Financial Services segment, developed as follows: in € million Credit financing for retail customers and dealerships Finance lease receivables Receivables from sales financing 31.12.2017 31.12.2016 2017 Allowance for impairment recognised on a 62,401 61,602 in € million item basis group basis Total 18,033 16,658 Balance at 1 January* 943 2 2016 611 1,925 5,745 5,505 1,562 22 18 10 Net assets 5,377 4,678 2,195 1,832 4 15 40 Group's interest in net assets 2,689 2,339 732 611 22 102 10 Eliminations -666 -414 Carrying amount 2,023 732 2017 2016 2017 → Notes to the impact on the results of operations, financial position and net assets of the BMW Group. Balance Sheet in € million 7 Financial information relating to equity accounted investments is summarised in the following tables: BMW Brilliance THERE DriveNow IONITY 2017 2016 2017 2016 2017 2016 2017 2016 DISCLOSURES RELATING TO THE INCOME STATEMENT Revenues Scheduled depreciation 14,628 637 12,991 71* -9 1,240 Notes to the Group Financial Statements 71 Group Financial Statements 149 21 Leased products Minimum lease payments of non-cancellable oper- ating leases amounting to €17,982 million (2016: €17,850 million) fall due as follows: in € million 31.12.2017 31.12.2016 within one year 8,586 between one and five years 9,383 8,692 9,154 later than five years 13 Minimum lease payments 17,982 17,850 4 Contingent rents of €52 million (2016: €46 million), based principally on the distance driven, were rec- ognised in income. The agreements have, in part, extension and purchase options. Impairment losses amounting to €148 million (2016: €384 million) were recognised on leased products in 2017 as a consequence of changes in residual value expectations. No income was recognised in 2017 from the reversal of impairment losses (2016: € – million). 22 Investments accounted for using the equity method Investments accounted for using the equity method comprise the joint venture BMW Brilliance Automotive Ltd. (BMW Brilliance), the joint ven- tures DriveNow GmbH & Co. KG and DriveNow Verwaltungs GmbH (DriveNow), the joint venture IONITY Holding GmbH & Co. KG (IONITY) and the interest in the associated company THERE Holding B.V. (THERE). BMW Brilliance produces mainly BMW brand models for the Chinese market and also has engine manufac- turing facilities, which supply the joint venture's two plants with petrol engines. The BMW Group maintains the joint ventures DriveNow GmbH & Co. KG and Drive Now Verwal- tungs GmbH together with Sixt SE, Pullach. DriveNow offers car-sharing services in major German cities and abroad. In January 2018, the BMW Group signed an agreement with Sixt SE for the complete acquisition of the shares in DriveNow. The agreement was signed subject to the approval of the antitrust authorities. DriveNow is valued at €418 million in total. Apart from a one-time positive earnings impact, the pur- chase is not expected to have a significant impact on the results of operations, financial position or net assets of the BMW Group. During the financial year under report, the BMW Group, Daimler AG, Stuttgart (Daimler AG), the Ford Motor Company and the Volkswagen Group, each with equal shareholdings, founded the joint venture IONITY Holding GmbH & Co. KG. IONITY'S business model envisages the construction and opera- tion of high-performance charging stations for battery electric vehicles in Europe. The plan is to build some 400 fast-charging stations by 2020 in order to support electric mobility on long-haul routes and thereby establish the market. In the financial year 2015, BMW AG, Daimler AG and AUDI AG, Ingolstadt (Audi AG) jointly acquired the mapping and location-based services business (HERE Group) of Nokia Corporation, Helsinki. HERE'S digital maps are laying the foundations for the next generation of mobility and location-based services, providing the basis for new assistance systems and, ultimately, fully automated driving. In December 2016, THERE signed contracts relating to the sale of shares in HERE International B.V., Amsterdam (HERE). The sale of 15% of the shares to Intel Holdings B.V., Schiphol-Rijk was completed on 31 January 2017. The sale of the shares resulted in a loss of control, as defined by IFRS 10, at the level of THERE. For this reason, at 31 December 2016 THERE reported its investment in HERE as "held-for-sale". Since THERE continues to have a significant influ- ence over HERE, the latter is included in THERE'S consolidated financial statements as an associated company using the equity method. The loss of control and the subsequent deconsolidation of HERE and its subsidiaries led to a positive earnings effect at the level of THERE. The BMW Group portion amounted to €183 million, which was recognised in the result from equity accounted investments. It was planned to sell a 10% stake in HERE to a consor- tium consisting of NavInfo Co. Ltd., Beijing, Tencent Holdings Ltd., Shenzhen, and GIC Private Ltd. of Singapore. The sale will not be completed, howev- er, as no practicable approach was found to obtain approval from the relevant authorities during a regu- latory review process. The transaction will therefore not be pursued. In December 2017, BMW AG, Audi AG and Daimler AG signed contracts for the sale of shares in THERE. It is planned to sell 5.9% stakes each to Robert Bosch Investment Nederland B. V., Boxtel, and Continental Automotive Holding Netherlands B.V., Maastricht. The sale is to be executed in equal parts by BMW AG, Audi AG and Daimler AG. Completion of the transac- tion depends on approval from the relevant authori- ties and is expected to take place in the first quarter of 2018. The sale is expected to have no significant 150 469 58 52 513 -166 Other comprehensive income -121 30 2 -4 Total comprehensive income 1,216 1,061 364 -171 -17 -15 -10 Dividends received by the Group 258 134 * Revenues relate only to the month of January up to the time of loss of control of HERE. in € million DISCLOSURES RELATING TO BMW Brilliance THERE DriveNow IONITY 2017 2016 thereof from discontinued operations 486 -1 thereof from continuing operations Profit/loss before financial result 1,619 1,328 -149 -17 -15 -12 Interest income 46 30 1 Interest expenses 2 22 Income taxes 454 363 3 2 Profit/loss after tax 1,337 1,031 362 -167 -17 -15 -10 -151 1,412 592 78,260 104 due later than three months Debt securities 4,913 4,553 31.12.2017 31.12.2016 Marketable securities and investment funds 5,447 5,287 Derivative instruments 4,341 3,922 Credit card receivables 248 Loans to third parties 114 129 Other 184 145 Financial assets 10,334 9,770 thereof non-current thereof current 251 2,369 due within three months 3,669 due within one year 5,655 due between one and five years 12,358 5,348 11,278 The contracted maturities of debt securities are as follows: due later than five years 20 32 18,033 16,658 in € million Unrealised interest income 1,882 1,869 24 Financial assets Financial assets comprise: in € million 31.12.2017 31.12.2016 Fixed income securities due within three months 628 780 due later than three months 4,034 Other debt securities lease payments 2,705 7,065 Other taxes 1,537 1,135 specific Receivables from companies in which in € million item basis group basis Total an investment is held 1,334 1,217 Expected reimbursement claims 847 779 Balance at 1 January 9 9 Collateral receivables 316 387 Allocated (+)/reversed (-) 11 11 Receivables from subsidiaries 276 422 1,914 7,965 2,018 recognised on a With effect from the financial year 2017, credit balances arising in conjunction with pre-retirement part-time working arrangements are secured by bank guarantees. For this reason, the corresponding assets are not reported at the balance sheet date. In the previous year, the amount by which the value of investment funds exceeded obligations for part-time working arrangements (€17 million) was reported under other financial assets. Allowances for impairment and credit risk 80,434 Receivables relating to credit card business comprise the following: in € million 31.12.2017 31.12.2016 Gross carrying amount 258 Allowance for impairment -10 296 -9 Net carrying amount 248 287 25 Income tax assets Income tax assets totalling €1,566 million (2016: €1,938 million) include claims amounting to €364 mil- lion (2016: €351 million), which are expected to be settled after more than one year. Claims may be settled earlier than this depending on the timing of proceedings. Allowances for impairment losses on receivables relating to credit card business developed as follows during the year under report: 26 Other assets Other assets comprise: in € million 31.12.2017 31.12.2016 2017 Allowance for impairment Prepayments Present value of future minimum 287 5,447 31.12.2016 Balance at 1 January 963 535 1,498 Allocated (+)/reversed (-) 248 -25 223 Gross carrying amount of items with Utilised -304 -41 -345 impairment allowances recognised on a specific-item basis 12,983 14,440 5,287 Impairment allowances recognised and other changes 27 -2 25 on a specific-item basis -701 -934 31.12.2017 Balance at 31 December in € million group basis Allocated (+)/reversed (-) 143 2 145 Utilised -337 -8 -345 Exchange rate impact and other changes -48 -17 -65 Balance at 31 December 701 446 1,147 Non-guaranteed residual values that fall to the ben- efit of the lessor amounted to €140 million (2016: €118 million). In December 2017, the Financial Services segment sold a multi-brand portfolio amounting to €939 mil- lion for strategic reasons. Impairment allowances *Balance at 1 January adjusted due to initial consolidation of entities. in € million 2016 Allowance for impairment recognised on a specific item basis Total 934 Exchange rate impact 1,401 in € million 31.12.2016 31.12.2017 Marketable securities and investment funds relate to available-for-sale financial assets and comprise: Balance Sheet → Notes to the in € million Notes to the Group Financial Statements Finance leases are analysed as follows: Statements Group Financial 152 151 78,260 80,434 Net carrying amount The estimated fair value of collateral for receivables on which impairment losses were recognised totalled €35,060 million (2016: €30,542 million) at the report- ing date. This collateral related primarily to vehicles. The carrying amount of assets held as collateral and taken back as a result of payment default amounted to €45 million (2016: €153 million). 12,270 9,010 allowances Carrying amount without impairment 31.12.2017 -467 31.12.2016 due within one year investment funds Marketable securities and 18,527 19,915 104 251 Other debt securities 32 21 due later than five years 734 534 capital instruments Stocks and other equity 4,449 4,662 Fixed income securities 5,921 12,574 467 due between one and five years 6,122 Gross investment in finance leases -446 13,772 Gross carrying amount of items with -141 -105 thereof for finance lease receivables Impairment allowances recognised on a group basis impairment allowances recognised on a group basis 59,588 52,951 434 4,923 10,198 4,659 Other liabilities 4,816 10 147 15,555 Other Maturity between one and five years 21 71 Sundry other liabilities include mainly bonuses for services already performed as well as sales promotions, commission payable and credit balances on customers' 99 99 Payables to subsidiaries 615 615 Payables to other companies in which an investment is held 92 Social security 165 893 8,512 9,731 Maturity within one year 31.12.2016 31.12.2017 in € million Trade payables have the following maturities: Trade payables 35 Grants comprise mainly public sector funds to support regional structures and which have been invested in the production plants in Brazil, Mexico, Leipzig and Berlin. The grants are partly subject to holding periods for the assets concerned of up to five years and/or minimum employment figures. Grant income is recognised in the income statement over the useful lives of the assets to which they relate. Deferred income relating to service contracts com- prises service and repair work as well as telematics services and roadside assistance agreed to as part of the sale of a vehicle (in some cases multi-component arrangements). Deferred income from lease financing relates primarily to down payments on leases. accounts. Deferred income Grants Deferred income from lease financing Deferred income relating to service contracts in € million → Other Disclosures Balance Sheet Financial Statements Notes to the Notes to the Group Group Financial Statements 166 Deferred income comprises the following items: Other deferred income 5 807 501 Other Other liabilities 5,031 160 7 5,198 10,779 4,927 483 16,189 98 31.12.2016 in € million one year Maturity between one and five years Maturity later than five years Total Deferred income 2,599 4,238 419 7,256 Maturity within 387 Other taxes 75 Deposits received 807 Other taxes 977 130 847 934 Advance payments from customers 934 Deposits received 23 505 1,056 5 856 Payables to other companies in which an investment is held 744 744 Payables to subsidiaries 129 129 Social security 346 Maturity later than five years Commercial paper 9,731 Liabilities from customer deposits (banking) 10,063 3,316 133 13,512 Liabilities to banks 10,251 3,997 644 14,892 16,474 3,852 Derivative instruments Other 1,656 513 1,496 179 3,331 497 130 622 3,852 1,249 9,709 Asset-backed financing transactions 150 122 469 1,132 41,100 43,865 9,683 94,648 31.12.2016 Maturity within 6,765 Maturity between in € million one year one and five years than five years Total Bonds 9,242 25,496 9,683 44,421 Maturity later Trade payables Financial liabilities 44,144 656 -596 Liabilities to banks 14,892 28 332 1,037 2,241 973 2,361 13,512 1,474 1,371 4,167 within one year Total thereof due thereof due within one year Total 31.12.2016 31.12.2017 8,512 4,412 42,326 Liabilities from customer deposits (banking) 1,338 11,261 97,731 Customer deposit liabilities arise in the BMW Group's own banks, notably in Germany and the USA, which offer deposit and investment products. 7 in € million Liabilities related to financing activities can be rec- onciled as follows: Cash inflows/ 1.1.2017 outflows -957 Changes due to the acquisition or disposal of companies Changes in fair values Other changes 31.12.2017 Bonds 44,421 2,687 -1,901 -328 Asset-backed financing transactions 16,474 Changes due to exchange rate factors 934 4,023 471 fixed 1.5 6.8 EUR 17,450 million fixed 4.3 3.0 CNH 1,300 million fixed 2.6 GBP 1,900 million 4.0 fixed 3.8 5.9 AUD 490 million fixed 2.1 2.0 USD 40 million variable 0.6 USD 300 million 1.1 6.2 fixed NZD 30 million variable 0.1 3.0 EUR 1,500 million variable 1.9 5.0 SEK 1,750 million fixed 2.3 BMW Finance N.V. 3.8 NOK 2,400 million fixed 0.4 5.8 JPY 19,100 million fixed 2.0 4.2 HKD 1,842 million 1.9 3.0 GBP 220 million 0.0 151 -88 718 Liabilities relating to financing activities 94,577 151 -4,541 -328 1 93,883 -156 163 Group Financial Statements Bonds comprise: Notes to the Group Financial Statements → Notes to the Issuer Balance Sheet Interest Issue volume in relevant currency (ISO-Code) 1,090 Weighted average 164 variable 811 739 2.1 EUR 6,519 million variable (in %) Weighted average nominal interest rate maturity period (in years) -1,579 -655 Commercial paper 3,852 Other (excluding interest payable) 953 1 44,880 16,855 13,572 12,658 4,461 Financial liabilities towards companies in which an investment is held 615 124 -344 7,174 1.9 USD 958 million -0.4 60 EUR 1,125 million BMW Finance N.V. (in %) Weighted average nominal interest rate Weighted average maturity period (in days) in relevant currency (ISO-Code) Issue volume paper: BMW International Investment B.V. Issuer 2.7 3.6 KRW 380,000 million fixed Other 1.1 4.5 GBP 250 million fixed 8.0 The following details apply to commercial 2.0 GBP 450 million 0.5 4,276 2,427 Advance payments from customers Deferred income Total Maturity later than five years Maturity between one and five years one year Maturity within 31.12.2017 59 in € million Other liabilities 34 7.1 155 INR 4,500 million BMW India Financial Services Private Ltd. 1.4 22 USD 3,325 million BMW US Capital, LLC Other liabilities comprise the following items: variable INR 8,000 million 3.3 3.0 JPY 30,000 million fixed 2.0 3.0 HKD 334 million fixed 20 2.0 5.0 0.2 GBP 300 million 3.2 7.6 EUR 2,500 million fixed 2.8 3.5 AUD 130 million fixed 1.4 3.9 fixed fixed BMW US Capital, LLC USD 9,270 million 3.0 CNY 2,000 million fixed 0.8 1.8 GBP 925 million variable 2.5 3.0 AUD 500 million fixed variable 4.2 CAD 1,850 million fixed BMW Canada Inc. 2.2 3.0 CAD 300 million variable 2.1 6.1 2.0 173 2,782 373 100.0 The sensitivity analysis provided below shows the extent to which changes in individual factors at the end of the reporting period influence the defined benefit obligation. It is only possible, however, to aggregate sensitivities to a limited extent. Since the change in obligation 7 follows a non-linear pattern, estimates made on the basis of the specified sensitivities are only possible with this restriction. The calculation of sensitivities using ranges other than those specified could result in a disproportional change in the defined benefit obligation. Discount rate Pension level trend Average life expectancy Pension entitlement trend In the UK, the sensitivity analysis for the pension level trend also takes account of restrictions due to caps and floors. Change in defined benefit obligation 31.12.2017 in € million 31.12.2016 100.0 in % in % increase of 0.75% -3,055 -13.5 -2,939 -12.8 decrease of 0.75% increase of 0.25% 3,878 17.1 4,031 17.6 712 3.1 in € million 100.0 100.0 100.0 Former employees with vested benefits Defined benefit obligation Germany United Kingdom Other 31.12.2017 31.12.2016 31.12.2017 31.12.2016 31.12.2017 31.12.2016 66.6 67.3 23.9 26.7 78.5 79.1 28.3 27.8 45.0 43.1 17.8 17.5 5.1 4.9 31.1 30.2 3.7 3.4 100.0 747 3.3 decrease of 0.25% -672 489 -408 81 81 -2 -2 -2 -212 -212 -212 -590 -590 -590 Gains (-) or losses (+) arising from changes in financial assumptions Gains (-) or losses (+) arising from changes in demographic assumptions 322 322 322 -152 -152 -152 Gains (-) or losses (+) arising from experience adjustments Changes in the limitation of the net defined benefit asset to the asset ceiling -134 -134 -134 Transfers to fund Employee contributions Pensions and other benefits paid Translation differences and other changes 31 December 2017 581 Pensioners 581 4,587 -3.0 -713 -3.1 increase of 1 year 856 3.8 853 3.7 decrease of 1 year The change in the net defined benefit liability for pension plans can be derived as follows: in € million 1 January 2017 EXPENSE/INCOME Current service cost Interest expense (+)/income (-) Past service cost Gains (-) or losses (+) arising from settlements REMEASUREMENTS Gains (-) or losses (+) on plan assets, excluding amounts included in interest income Defined benefit obligation Plan assets Total 22,899 -18,315 4,584 Limitation of the net defined benefit asset to the asset ceiling Net defined benefit liability 3 581 Current employees in % The defined benefit obligation relates to current employees, pensioners and former employees with vested benefits as follows: 5 5 Total with quoted market price 7,350 7,165 7,074 6,790 831 734 15,255 14,689 Debt instruments 935 543 404 408 3 1,340 954 thereof investment grade 198 195 2 1 198 198 thereof mixed funds (funds without a rating) 737 5 348 5 82 434 422 9,399 9,738 thereof non-investment grade 2,437 1,687 620 507 35 36 3,092 2,230 Real estate funds 93 25 93 25 Money market funds 191 26 42 11 233 37 Absolute return funds 51 82 51 Other thereof pension provision 404 1,141 354 316 141 65 86 51 581 432 Total without quoted market price 2,253 1,478 1,834 1,924 135 224 4,222 3,626 31 December 9,603 8,643 8,908 8,714 966 958 19,477 18,315 Employer contributions to plan assets are expected to amount to €573 million in the coming year. The BMW Group is exposed to risks arising both from defined benefit plans and defined contribution plans with a minimum return guarantee. The discount rates used to calculate pension obligations are subject to market fluctuation and therefore influence the level of the obligations. Furthermore, changes in other actu- arial parameters, such as expected rates of inflation, also have an impact on pension obligations. In order to reduce currency exposures, a substantial portion of plan assets is either invested in the same currency as the underlying plan or hedged by means of cur- rency derivatives. As part of the internal reporting procedures and for internal management purposes, financial risks relating to the pension plans are report- ed using a value-at-risk approach by reference to the pension deficit. The investment strategy is also subject to regular review together with external consultants, with the aim of ensuring that investments are struc- tured to match the timing of pension payments and the expected development of pension obligations. In this way, fluctuations in pension funding shortfalls are reduced. Other 179 1,210 46 527 thereof non-investment grade 227 2 1 229 Real estate 240 183 662 697 123 902 1,003 Cash and cash equivalents 16 17 10 9 1 1 27 27 Absolute return funds 708 419 617 745 47 1,372 544 thereof assets 1 January 2016 Reversal of discounting thereof due Utilised Reversed 31.12.2017 within one year Statutory and non-statutory warranty obligations, product guarantees 4,813 -307 2,221 43 -1,875 Additions -70 1,300 Obligations for personnel and social expenses 2,191 -19 2,261 -1,624 -27 1,933 Other obligations 2,200 -81 1,110 4,825 Translation differences 1.1.2017 in € million thereof investment grade 3,231 3,752 382 -855 -3.8 -854 -3.7 increase of 0.25% 162 0.7 165 0.7 decrease of 0.25% -155 -0.7 -158 -0.7 161 162 Group Financial Statements Notes to the Group Financial Statements → Notes to the 31 Other provisions Other provisions changed during the year as follows: Balance Sheet -459 -247 2,523 1,738 one year Maturity between one and five years Maturity later than five years Total Bonds 11,132 25,887 7,861 44,880 Asset-backed financing transactions 6,037 10,818 16,855 Liabilities from customer deposits (banking) 10,144 3,296 132 13,572 Liabilities to banks 8,440 3,170 1,048 12,658 Commercial paper Derivative instruments Other Financial liabilities 4,461 4,461 Maturity within 11,968 31.12.2017 Financial liabilities of the BMW Group comprises the following: Other obligations for ongoing operational expenses 1,714 -119 755 -614 -116 1,620 1,342 Other provisions 10,918 -526 6,347 43 -4,572 -460 11,750 6,313 Depending on when claims occur, it is possible that the BMW Group may be called upon to fulfil the warranty or guarantee obligations over the whole period of the warranty or guarantee. Expected reimbursement claims at 31 December 2017 amounted to €847 million (2016: €779 million). Provisions for obligations for personnel and social expenses comprise mainly performance-related remuneration components, early retirement part-time working arrangements and employee long-service awards. Provisions for other obligations cover numerous spe- cific risks and uncertain obligations, in particular for litigation and liability risks. Other obligations for ongoing operational expenses include in particular expected payments for bonuses and other price deductions. Income from the reversal of other provisions amount- ing to €322 million (2016: €480 million) is recorded in cost of sales and in selling and administrative expenses. 32 Income tax liabilities Current income tax liabilities totalling €1,124 million (2016: €1,074 million) include liabilities of €68 million (2016: €33 million) which are expected to be settled after more than twelve months. Liabilities may be settled earlier than this depending on the timing of proceedings. 33 Financial liabilities in € million 12,491 458 469 Net defined benefit liability 3 2,999 557 557 557 557 -479 78 78 -171 -171 -171 -8 -8 -8 Gains (-) or losses (+) on plan assets, excluding amounts included in interest income -1,836 -1,836 -1,836 Gains (-) or losses (+) arising from changes in financial assumptions Gains (-) or losses (+) arising from changes in demographic assumptions Gains (-) or losses (+) arising from experience adjustments Changes in the limitation of the net defined benefit asset to the asset ceiling 4,093 4,093 4,093 -40 -40 -40 -118 -118 the net defined benefit asset to the asset ceiling -118 Limitation of 2,996 EXPENSE/INCOME Current service cost Interest expense (+)/income (−) Past service cost Gains (-) or losses (+) arising from settlements REMEASUREMENTS -1,165 -1,165 -1,165 86 -86 -619 637 18 18 -548 450 -98 -98 22,710 -19,477 3,233 3,236 3,252 Defined benefit obligation Plan assets Total 19,926 -16,930 -16 in € million Transfers to fund Pensions and other benefits paid Plan assets in Germany, the UK and other countries comprised the following: in € million Germany United Kingdom 2017 2016 2017 Other Total 2016 2017 2016 2017 2016 COMPONENTS OF PLAN ASSETS Equity instruments 1,682 1,726 478 611 222 235 2,382 2,572 Debt instruments 5,668 5,439 6,354 6,071 Depending on the cash flow profile and risk structure of the pension obligations involved, pension plan assets are invested in various investment classes. Employee contributions 7 Balance Sheet Translation differences and other changes 31 December 2016 thereof pension provision thereof assets -827 -827 -827 85 -85 -643 676 33 33 -1,339 1,166 -173 -173 22,899 -18,315 4,584 4,587 4,587 Allocations to pension plans in the financial year 2017 include a transfer from plan assets for pre-retirement part-time working arrangements to plan assets for pension plans amounting to €353 million. 159 160 Group Financial Statements Notes to the Group Financial Statements → Notes to the Gains on plan settlements resulted from the closure of defined benefit plans in the UK. Vested benefits from these plans will be increased in line with inflation in the future. Compensation amounting to €140 million was paid in conjunction with the closure of the plans. The net gain arising on plan settlement amounted to €72 million. 30 5,564 55 78,260 5,447 5,287 112 129 248 287 184 145 9,039 7,880 2,667 2,825 Other assets Receivables from subsidiaries 80,434 534 366 31.12.2017 Fair value hedges Other derivative instruments Marketable securities and investment funds Loans to third parties Credit card receivables Other Cash and cash equivalents 276 Trade receivables 31.12.2016 31.12.2017 31.12.2016 Cash funds Loans and receivables 31.12.2017 31.12.2016 Available for sale 422 Receivables from companies in which an investment is held 1,334 Liabilities from customer deposits (banking) Commercial paper Asset-backed financing transactions Derivative instruments Cash flow hedges Fair value hedges Other derivative instruments Liabilities to banks Other Other liabilities Payables to subsidiaries Payables to other companies in which an investment is held Other Total *The carrying amounts of cash flow and fair value hedges are allocated to the category "Held for trading" for the sake of clarity. 5,734 Trade payables Cash flow hedges Bonds LIABILITIES 1,217 Collateral receivables 219 287 97 100 Other Financial liabilities 1,108 Total 9,258 8,167 86,363 84,409 5,910 5,921 1,124 Derivative instruments 314 Receivables from sales financing 204 199 Guarantees* 10 11 Other 203 249 Contingent liabilities 816 485 * Prior year's figure has been adjusted. Other contingent liabilities comprise mainly risks relating to taxes and customs duties. The BMW Group determines its best estimate of con- tingent liabilities on the basis of information available at the reporting date. This assessment may change over time and is adjusted regularly on the basis of new information and circumstances. A part of risks is covered by insurance. In June 2016, Germany's Federal Cartel Agency con- ducted searches at various carmakers and suppliers, including BMW AG, in relation to the purchase of steel. The respective official investigations have not yet been completed. Further disclosures pursuant to IAS 37.86 cannot be provided at present. 26 31.12.2016 31.12.2017 Litigation Financial assets 221 58 7,174 2,427 7,256 2,599 In July 2017, cartel allegations against five German car manufacturers appeared in the press. The BMW Group subsequently launched an internal investigation, which has not yet been completed. In October 2017, the European Commission began an inspection at the BMW Group. A number of class action lawsuits were brought in the USA and Canada. Possible risks for the BMW Group cannot be quantified at present; further disclosures pursuant to IAS 37.86 cannot be provided at present. OTHER DISCLOSURES Contingent liabilities and other financial commitments Contingent liabilities The following contingent liabilities existed at the balance sheet date: in € million Investment subsidies 36 Regulatory agencies have ordered the BMW Group to recall various vehicle models in connection with airbags supplied by the Takata group of companies. Provision for the costs involved has been recognised within warranty provisions. In addition to the risks already covered by warranty provisions, it cannot be ruled out that further BMW Group vehicles will be affected by future recall actions. Further disclosures pursuant to IAS 37.86 cannot be provided at present. 399 In addition to liabilities, provisions and contingent liabilities, other financial commitments consist in particular of rental and leasing contracts for buildings, property, machinery, tools, offices and other facilities. Contracts have a term of between one and 84 years and include in part renewal and purchase options or price adjustments in the form of index-linked or graduated rent, for example to compensate inflation. Purchase commitments for property, plant and equipment 4,137 3,141 Purchase commitments for intangible assets 1,804 1,363 168 31.12.2016 Group Financial Statements → Other Disclosures 37 Financial instruments The carrying amounts of financial instruments are assigned to IAS 39 categories and cash funds as fol- lows:* in € million ASSETS Other financial commitments Notes to the Group Financial Statements 31.12.2017 167 Other investments in € million The total minimum future leasing payments from uncancellable rental contracts and operating leases is represented by maturity as follows: in € million 31.12.2017 31.12.2016 due within one year 446 447 In 2017, an expense amounting to €430 million (2016: €432 million) was recognised for payments on oper- ating leases. 1,179 1,102 849 895 2,474 2,444 In addition, the following commitments exist for the BMW Group at the reporting date: due between one and five years due later than five years Other financial obligations 99 744 615 5,949 5,535 110,111 109,161 Other 3,331 Payables to other companies in which an investment is held Total 169 170 Group Financial Statements 129 1,090 Payables to subsidiaries Asset-backed financing transactions Trade payables Notes to the Group Financial Statements → Other Disclosures Derivative instruments 190 1,694 Cash flow hedges 571 870 Other liabilities Fair value hedges 767 Other derivative instruments 1,132 1,249 Other 9,731 8,512 329 The following table shows the fair values and carry- ing amounts of financial assets and liabilities that are measured at cost or amortised cost and whose carrying amounts differ from their fair value. For 16,474 in € million 45,566 44,880 45,140 44,421 12,724 12,658 14,942 78,260 14,892 13,572 13,545 13,512 17,005 16,855 16,556 Commercial paper 13,588 some balance sheet items it is assumed, due to their generally short maturity, that their fair value corre- sponds to the carrying amount. 81,621 83,853 Receivables from sales financing Bonds Liabilities to banks Liabilities from customer deposits (banking) Asset-backed financing transactions Fair value measurement of financial instruments The following interest rate curves were used to dis- count financial instruments at 31 December 2017: in % 80,434 Interest rate for six months Interest rate for five years Interest rate for ten years 31.12.2017 Fair value 31.12.2016 Carrying amount Fair value Carrying amount Interest rate for one year Liabilities from customer deposits (banking) 44,880 Bonds -103 -1,337 1,415 1,437 Total changes during the year 78 Balance at 1 January 2016 Fair value option 31.12.2017 Other liabilities 31.12.2016 31.12.2017 29 26 31 550 Balance at 31 December 1,515 78 ISO Code 134 -158 -335 328 Gains/losses from hedged items Ineffectiveness of fair value hedges 31.12.2016 31.12.2017 26 Gains/losses on hedging instruments designated as part of a fair value hedge relationship No effects were recognised in financial result in 2017 in connection with forecasting errors and resulting overhedging (2016: losses of €2 million). Gains due to the ineffective portion of cash flow hedges amount- ing to €17 million were recognised in financial result (2016: losses of €11 million). As in the previous year, no effects were recognised in financial result in con- nection with forecasting errors relating to cash flow hedges for commodities. Losses attributable to the ineffective portion of cash flow hedges amounting to €1 million were recognised in financial result (2016: gains of €17 million). The following table shows gains and losses from fair value hedge relationships on hedging instruments and hedged items: Fair value hedges At 31 December 2017, the BMW Group held deriva- tive financial instruments, mainly commodity swaps, with terms of up to 46 months (2016: 58 months) to hedge raw materials price risks. The income statement impact of the hedged cash flows will be recognised as a general rule in the same periods in which the derivative instruments mature. It is expected that €55 million of net gains, recognised in equity at the end of the reporting period, will be reclassified to profit and loss in the new financial year (2016: net losses of €94 million). As in the previous year, the BMW Group held no derivative financial instruments at 31 December 2017 which were designated as cash flow hedges to hedge against interest rate risks. At 31 December 2017, the BMW Group held deriva- tive financial instruments (mainly forward currency contracts) in order to hedge currency risks attached to future or existing transactions. These derivative instruments are intended to hedge forecast sales denominated in a foreign currency over the coming 32 months (2016: 44 months). The income statement impact of the hedged cash flows will be recognised as a general rule in the same periods in which external revenues are recognised. It is expected that €336 mil- lion of net gains, recognised in equity at the end of the reporting period, will be reclassified to profit and loss in the new financial year (2016: net losses of €113 million). Fair value gains and losses recognised on derivatives and recorded initially in accumulated other equity are reclassified to cost of sales when the derivatives mature. in € million Held for trading 31.12.2016 31.12.2016 Fair value hedges Other derivative instruments Marketable securities and investment funds Loans to third parties Credit card receivables Other Cash and cash equivalents Cash flow hedges Trade receivables Receivables from subsidiaries Receivables from companies in which an investment is held Collateral receivables Other Total LIABILITIES Financial liabilities Other assets Liabilities to banks Derivative instruments Receivables from sales financing 31.12.2017 44,421 12,658 14,892 13,572 13,512 4,461 Financial assets 3,852 16,474 2,187 814 1,340 1,758 949 1,215 4,341 3,922 ASSETS Other investments 16,855 EUR netting agreements or similar contracts are in place, actual offsetting would be possible in principle, for instance in the case of insolvency. Offsetting would have the following impact on the carrying amounts of derivatives: Level hierarchy in accordance with IFRS 13 255 2,753 2,162 2017 2016 Gains/losses from the use of derivative instruments 961 1,265 Fair value option Gains/losses on investments measured at fair value through profit and loss 3 Available-for-sale Gains and losses on sale and fair value measurement of marketable securities held for sale (including investments in subsidiaries and participations measured at cost) 48 -155 3,506 -1,169 -1,169 -835 Gains and losses on financial instruments The following table shows the net gains and losses arising for each of the categories of financial instru- ment defined by IAS 39: in € million Held for trading 31.12.2017 Reported on Reported on equity assets side Net income from participations and investments in subsidiaries 31.12.2016 Reported on assets side Reported on equity and liabilities side 4,341 1,090 3,922 3,331 -835 and liabilities side 14 13 Accumulated other equity -38 162 586 Gains/losses from the use of derivatives relate primari- ly to fair value gains or losses arising on stand-alone derivatives. In the case of financial instruments for which the fair value option is applied, no significant changes in fair values arose in the financial year 2017 or on an accumulated basis which were attributable to changes in the default risk. Such credit-risk related changes in fair values are calculated as a general rule by deducting changes relating to the market risk from the change in fair value. Net interest expenses from interest rate and interest rate/currency swaps amounted to €108 million (2016: €120 million). -94 174 Notes to the Group Financial Statements → Other Disclosures No impairment losses were recorded in the income statement during the year under report (2016: €76 million) on available-for-sale marketable securities reported as investments for which value changes are recognised directly in equity. Reversals of impairment losses on marketable securities reported as invest- ments amounting to €67 million (2016: € - million) were recognised directly in equity. The disclosure of interest income resulting from the unwinding of discount on future expected receipts applies at BMW Group only where assets have been discounted as part of the process of determining impairment losses of financial assets. Due to the assumption that the major part of income that is subsequently recovered is received within one year, the discounted interest is considered insignificant and is not taken into account in determining impairment losses. Cash flow hedges The impact of cash flow hedges on accumulated other equity is shown as follows: in € million 2017 Group Financial Statements Gross amount of derivatives which can be offset in case of insolvency Net amount after offsetting -210 Income/expenses Balance at 1 January 52 24 Total change during the year 41 28 thereof recognised in the income statement during the period under report -162 -44 93 52 Balance at 31 December Loans and receivables Impairment losses/reversals of impairment losses Other income/expenses Other liabilities -39 Balance sheet amounts as reported in € million 173 31.12.2017 Level 3. Fair values are determined in accordance with the following table: Valuation method Input Parameter 105 Last financing round Milestone analysis (quantitative and Fair value qualitative factors) Company performance Contractual rights by share class Price per share 2 Last financing round Milestone analysis (quantitative and qualitative factors) Company performance Price per share Contractual rights by share class 7 Unquoted equity instruments Level 1 5,387 213 Level 2 1,933 1,842 147 1,402 1,479 Convertible bonds 450 171 172 Group Financial Statements Notes to the Group Financial Statements → Other Disclosures Financial instruments recognised at fair value for which no market price is available are allocated to in € million Level 3 91 Last financing round Milestone analysis (quantitative and qualitative factors) Consideration of exercise price Company performance Contractual rights by share class Exercise price Financial Instru- ments Level 3 105 8 8 3 3 -6 2 -1 105 2 2 109 Offsetting of financial instruments In the BMW Group, offsetting of financial assets and liabilities relating to derivative financial instruments is generally to be considered. No offsetting is recognised in the financial statements, however, as the necessary criteria are not met. Since legally enforceable master & -7 -7 Price per share 103 Convertible bonds Options on unquoted equity instruments 2 Level 3 financial assets relate to investments within a private equity fund that was newly established dur- ing the financial year under report. Private equity companies are valued on the basis of net asset value, which is determined using relevant information that is not available in the public domain. The fund man- ager assesses the underlying individual companies in accordance with the guidelines for international private equity and venture capital valuations (IPEV). 7 Detailed listing and quantification of potential sen- sitivities of the input parameters is not considered meaningful in view of the valuation methodology applied. An increase in input parameters would generally also lead to a similar increase in valuation. The balance sheet carrying amount of Level 3 financial instruments developed as follows: in € million Options on unquoted equity instruments 1. January 2017 Disposals Gains (+)/losses (-) recognised in accumulated other equity Gains (+)/losses (-) recognised in the income statement Currency translation differences 31. December 2017 No Level 3 financial instruments existed at the end of the previous financial year. Unquoted equity instruments Additions -24 thereof reclassified to the income statement Credit risk in € million As stated there, the BMW Group applies a value-at-risk approach throughout the Group for internal reporting purposes and to manage interest rate risks. This is based on an advanced historical simulation, in which the potential future fair value losses of the interest rate portfolios compared to expected amounts are measured throughout the Group on the basis of a holding period of 250 days and a confidence level of 99.98%. Through the aggregation, risk reduction effects are identified which are due to correlations between the various portfolios. Interest rate risks can be managed by the use of inter- est rate derivatives. The interest rate contracts used for hedging purposes comprise mainly swaps, which, if hedge accounting is applied, are accounted for as fair value hedges. A description of the management of interest rate risks is provided in the Combined Management Report. The starting point for the analysis of raw materials price risk are planned purchases of raw materials or components containing raw materials, i.e. the expo- sure. At the reporting date exposures for the following financial year amounted to: The BMW Group is exposed to the risk of price fluc- tuations for raw materials. A description of the man- agement of these risks is provided in the Combined Management Report. 14 19 16 29 244 253 545 504 532 557 Raw material price exposures 31.12.2017 31.12.2016 3,969 Raw materials price risks As in the previous year, there were no reclassifica- tions within the level hierarchy during the financial year 2017. In situations where a fair value was required for dis- closure purposes only, this was determined using the discounted cash flow method and taking account of the BMW Group's own credit risk. For this reason, the fair values calculated can be allocated to Level 2. Level 3 105 2 1,797 31.12.2016 2,008 2 31.12.2016 778 221 The potential negative impact on earnings is calculated at the reporting date for each raw materials category for the following financial year on the basis of current market prices and exposure with a confidence level of 95% and a holding period of up to one year. The risk mitigating effect of correlations between the various categories of raw materials is taken into account when the risks are aggregated. These exposures are compared to all hedges that are in place. The net cash flow surplus represents an uncov- ered risk position. The cash-flow-at-risk approach involves allocating the impact of potential fluctuations in raw material prices to operating cash flows on the basis of probability distributions. Volatilities and correlations serve as input factors to determine the relevant probability distributions. 3,150 534 31.12.2017 Raw material price risk Japanese Yen US Dollar Euro in € million The fair values of the Group's interest rate portfolios for the five main currencies were as follows at the end of the reporting period: Interest rate risks arise when funds are borrowed and invested with differing fixed-rate periods or differing terms. All items subject to interest are exposed to interest rate risk. Interest rate risks can affect either side of the balance sheet. The BMW Group's financial management involves the use of standard financial instruments such as short-term deposits, investments in variable and fixed-income securities as well as securities funds. The BMW Group is therefore exposed to risks resulting from changes in interest rates. Interest rate risks British Pound Notes to the Group Financial Statements → Other Disclosures 178 177 the currencies referred to above. Currency risk for the BMW Group is concentrated on 30 35 Euro/Korean Won Group Financial Statements Currency risks Chinese Renminbi 31.12.2017 31.12.2016 Chinese Renminbi British Pound US Dollar Euro in € million The following table shows for interest-rate-sensitive exposures of the BMW Group the potential fair value fluctuation compared with the expected value, meas- ured on the basis of the value-at-risk approach: 571 Japanese Yen 691 4,326 5,708 5,262 14,340 15,454 28,063 28,374 3,124 Interest rate risks Derivative instruments (liabilities) Other risks 2.40 1.29 0.33 4.88 Interest rates taken from interest rate curves were adjusted, where necessary, to take account of the credit quality and risk of the underlying financial instrument. Commodity derivatives were measured on the basis of the following quoted market prices: Raw material 0.91 31.12.2017 31.12.2016 USD/t 7,212.25 5,537.00 Aluminium USD/t 2,258.75 1,695.13 Palladium USD/oz 1,057.00 Platinum Copper USD/oz 4.74 1.04 USD GBP JPY CNY -0.33 1.82 0.86 0.12 -0.08 -0.26 1.88 0.65 0.03 4.71 0.32 2.24 4.87 278 925.00 Iron ore Interest rate risks Currency risks Raw materials price risks Other risks Derivative instruments (liabilities) Interest rate risks Currency risks 5,544 284 Raw materials price risks Marketable securities, investment funds and collateral assets - available-for-sale Other investments - available-for-sale/fair value option Loans to third parties Derivative instruments (assets) Interest rate risks Currency risks Raw materials price risks in € million Coking coal Derivative instruments (assets) Other investments - available-for-sale/fair value option USD/t USD/t 265.00 680.96 903.50 230.00 72.40 79.65 Financial instruments measured at fair value are allo- cated to different measurement levels in accordance with IFRS 13. This includes financial instruments that are The difference between the gains/losses on hedging instruments, mainly interest rate swaps and combined interest rate/currency swaps, and the results recog- nised on the underlying hedged items represents the ineffective portion of fair value hedges. 1. measured at their fair values in an active market for identical financial instruments (Level 1), 3. using input factors not based on observable market data (Level 3). The following table shows the amounts allocated to each measurement level at the end of the reporting period: in € million 31.12.2017 Level hierarchy in accordance with IFRS 13 Level 1 Level 2 Marketable securities, investment funds and collateral assets - available-for-sale 2. measured at their fair values in an active market for comparable financial instruments or using measurement models whose main input factors are based on observable market data (Level 2), or 50 Loans to third parties 70 466 Total Other financial liabilities Derivative instruments 4,463 4,463 Commercial paper 9,731 9,731 Trade payables 13,773 130 3,418 10,225 Liabilities from customer deposits (banking) 637 111 1,214 110 9,954 Bonds Total Maturity later than five years Maturity between one and five years one year in € million 13,973 Maturity within 109,115 9,748 46,004 53,363 752 451 191 31.12.2016 771 3,656 9,546 Group Financial Statements 176 175 - Further disclosures relating to credit risk - in particu- lar with regard to the amounts of impairment losses recognised are provided in the explanatory notes to the relevant categories of receivables in → notes 23, 24 and 28. A concentration of credit risk with particular borrow- ers or groups of borrowers has not been identified in conjunction with financial instruments. The credit risk relating to derivative financial instru- ments is minimised by the fact that the Group only enters into such contracts with parties of first-class credit standing. The general credit risk on derivative financial instruments utilised by the BMW Group is therefore considered to be insignificant. Notes to the Group Financial Statements → Other Disclosures → see note 4 Creditworthiness testing is an important aspect of the BMW Group's credit risk management. Every borrower's creditworthiness is tested for all credit financing and lease contracts entered into by the BMW Group. In the case of retail customer financing, creditworthiness is assessed using validated scoring systems integrated into the acquisition process. In the area of dealership financing, creditworthiness is assessed by means of ongoing credit monitoring and an internal rating system that takes account not only of the material credit standing of the borrower, but also of qualitative factors such as past reliability in business relations. → note 4. Impairment losses are recorded as soon as credit risks are identified on individual financial assets, using a methodology specifically designed by the BMW Group. More detailed information regarding this methodol- ogy is provided in the section on accounting policies Within the financial services business, in the retail customer and dealership areas, financed items, for example vehicles, equipment and property, serve as first-ranking collateral with a recoverable value. Security is also put up in the form of collateral asset pledges, asset assignment and first-ranking mortgages, supplemented where appropriate by warranties and guarantees. If an item previously accepted as collat- eral is acquired, it undergoes a multi-stage process of repossession and disposal in accordance with the legal situation prevailing in the relevant market. As the assets involved are mainly vehicles, they can be converted into cash at any time through the dealership organisation. In the case of all relationships underlying primary financial instruments, in order to minimise the cred- it risk and depending on the nature and amount of exposure, collateral is required, credit information and references obtained or historical data based on the existing business relationship, in particular payment behaviour, reviewed. Notwithstanding the existence of collateral, the carrying amounts of financial assets generally take account of the maximum credit risk arising from the possibility that counterparties will not be able to fulfil their contractual obligations. The maximum credit risk for irrevocable credit commitments amounts to €1,217 million for the credit card busi- ness (2016: €1,461 million) and €27,953 million (2016: €27,494 million) for dealership financing. Euro/US Dollar → see notes 23, 24 and 28 26,766 Liquidity risk in € million Liabilities to banks 17,988 10,901 7,087 Asset-backed financing transactions 47,221 8,285 The following table shows the maturity structure of 11,735 Total Maturity later than five years Maturity between one and five years one year Maturity within 31.12.2017 expected contractual cash flows (undiscounted) for financial liabilities: Bonds 10,089 27,201 Asset-backed financing transactions 2,460 4,785 4,425 10,467 10,160 Euro/Chinese Renminbi Euro/British Pound Euro/Korean Won 31.12.2016 1,926 31.12.2017 The starting point for analysis of currency risk in this model are the planned foreign currency transactions or "exposures". At the end of the reporting period, the main exposures for the relevant coming year were as follows: A description of the management of this risk is pro- vided in the Combined Management Report. The BMW Group measures currency risk using a cash- flow-at-risk model. contracts. In order to hedge currency risks, the BMW Group holds, as at 31 December 2017, derivative financial instruments mostly in the form of forward currency As an enterprise with worldwide operations, the BMW Group conducts business in a variety of cur- rencies, from which currency risks arise. Since a significant portion of Group revenues is generated outside the euro currency region and procurement of production materials and funding is also carried out on a worldwide basis, currency risk is an extremely important factor for Group earnings. Currency risks Further information is provided in the "Report on outlook, risks and opportunities" section of the Com- bined Management Report. in € million The scope of action, responsibilities, financial report- ing procedures and control mechanisms used for financial instruments are set out in detailed internal guidelines. This includes, in particular, a clear sepa- ration of duties between trading and processing of transactions. Currency, interest rate and raw materi- als price risks of the BMW Group are managed at a corporate level. Euro/Japanese Yen Euro/US Dollar 1,152 98 46,809 Euro/Japanese Yen 134 154 Euro/British Pound 249 1,618 193 31.12.2017 Euro/Chinese Renminbi in € million The following table shows the potential negative impact for the BMW Group resulting from unfavour- able changes in exchange rates, measured on the basis of the cash-flow-at-risk approach. The impact for the main currencies, in each case for the following financial year, is as follows: The potential negative impact on earnings is calculated at the reporting date for each currency for the follow- ing financial year on the basis of current market prices and exposures with a confidence level of 95% and a holding period of up to one year. The risk mitigating effect of correlations between the various currencies is taken into account when the risks are aggregated. These exposures are compared to all hedges that are in place. The net cash flow surplus represents an uncovered risk position. The cash-flow-at-risk approach involves allocating the impact of potential exchange rate fluctuations to operating cash flows on the basis of probability distributions. Volatilities and correlations serve as input factors to determine the relevant probability distributions. 3,319 31.12.2016 Protection against such risks is provided in the first instance through natural hedging which arises when the values of non-derivative financial instruments have matching maturities and amounts (netting). Derivative financial instruments are used to reduce the risk remaining after netting. Financial instruments are used exclusively to hedge underlying positions or planned transactions. 1,510 Market risks Commercial paper 8,512 8,512 Trade payables 13,719 133 3,446 7,161 Liabilities from customer deposits (banking) 16,030 558 4,234 11,238 Liabilities to banks 17,099 The principal market risks to which the BMW Group is exposed are currency risk, interest rate risk and raw materials price risk. 9,938 3,853 3,853 10,140 Other financial liabilities Total Depending on financing requirements and market conditions, the BMW Group issues commercial paper and corporate bonds in various currencies. Asset- backed securities also continue to be issued in various currencies. Refinancing is supplemented by customer deposits at the Group's own banks and loans from international banks. Derivative instruments This is supported by the longstanding long- and short- term ratings issued by Moody's and Standard & Poor's. Solvency is assured at all times by managing and moni- toring the liquidity situation on the basis of a rolling cash flow forecast. The resulting funding requirements are secured by a variety of instruments placed on the world's financial markets, with the aim to minimise risk by matching maturities with financing require- ments and in alignment with a dynamic target debt structure. The BMW Group enjoys favourable access to capital markets as a result of its continued solid financial position and a diversified refinancing strategy. The cash flows comprise principal repayments and the related interest. The amounts disclosed for deriv- ative instruments comprise only cash flows relating to derivatives that have a negative fair value at the balance sheet date. At 31 December 2017, irrevocable credit commitments to dealerships which had not been called upon at the end of the reporting period amounted to €8,812 million (2016: €9,194 million). 11,568 851 601 111,438 72 52,913 1,983 178 46,957 2,395 As a further reduction of risk, a syndicated credit line totalling €8 billion (2016: €6 billion) assured by a consortium of international banks is available to the BMW Group. Intra-group cash flow fluctuations are balanced out by the use of daily cash pooling arrangements. 4,565 187 23,249 10,466 Rest of Asia 11,434 14,807 1,588 30,544 31,473 Rest of Europe 13,910 31,678 85 16,000 17,110 USA 23 29,741 16,619 18,295 13,553 13,776 China 20,766 1,439 64,192 3,838 LIST OF INVESTMENTS AT 31 DECEMBER 2017 → List of Investments at 31 December 2017 Germany Notes to the Group Financial Statements Group Financial Statements 188 63,906 94,163 98,678 -7,345 -8,028 Group Eliminations 261 355 3,251 2,975 Other regions 2,628 2,941 3,507 Rest of the Americas 2016 in € million 2016 7,432 7,829 Other Entities segment Non-operating assets - 96,423 Total for reportable segments 31.12.2016 31.12.2017 Reconciliation of segment assets 8,112 8,455 -6,271 -6,324 14,383 14,779 Reconciliation of depreciation and amortisation on non-current assets Total for reportable segments Elimination of inter-segment items Total Group depreciation and amortisation on non-current assets 24,162 25,393 on non-current assets -6,756 44 Total liabilities- Financial Services segment 123,088 126,679 Non-current assets 2017 External revenues in € million Information by region 187 plant and equipment, intangible assets and leased products. Eliminations disclosed for non-current assets relate to leased products. In the information by region, external sales are based on the location of the customer. Revenues with major customers were not material overall. The information disclosed for non-current assets relates to property, 188,535 193,483 2017 Total Group assets Elimination of inter-segment items 33,858 35,212 not subject to interest and Motorcycles segments Liabilities of Automotive 45,923 48,193 Automotive and Motorcycles segments Non-operating assets - -122,390 -121,780 List of investments at 31 December 2017 The List of Investments of BMW AG pursuant to § 285 and § 313 HGB is presented below. Disclosures for equity and earnings and for investments are not made 100 Affiliated companies (subsidiaries) of BMW AG at 31 December 2017 → 65 110 999 BMW España Finance S. L., Madrid 100 413 1,489 BMW (UK) Holdings Ltd., Farnborough 100 824 3,026 BMW Österreich Holding GmbH, Steyr 100 15 7,913 BMW International Holding B.V., Rijswijk 10 100 1,959 16,655 BMW Holding B.V., The Hague Europe 12 FOREIGN² 100 BMW Financial Services (GB) Ltd., Farnborough 894 261 -6,728 100 2 100 g|ལ 594 94 603 100 29 100 728 BMW (UK) Manufacturing Ltd., Farnborough BMW Malta Ltd., Floriana 100 45 794 BMW (Schweiz) AG, Dielsdorf 100 172 879 BMW Motoren GmbH, Steyr BMW Coordination Center V.o.F., Bornem if they are of "minor significance" for the results of operations, financial position and net assets of BMW AG pursuant to § 286 (3) sentence 1 no. 1 HGB and §313 (3) sentence 4 HGB. It is also shown in the list which subsidiaries apply the exemptions available in § 264 (3) and § 264 b HGB with regard to the publication of annual financial statements and the drawing up of a management report and/or notes to the financial statements (footnotes 5 and 6). The Group Financial Statements of BMW AG serve as exempting consolidated financial statements for these companies. 100 51 BMW M GmbH Gesellschaft für individuelle Automobile, Munich 3,5,6 BMW Vermögensverwaltungs GmbH, Munich Rolls-Royce Motor Cars GmbH, Munich 4,5,6 BAVARIA-LLOYD Reisebüro GmbH, Munich Bavaria Wirtschaftsagentur GmbH, Munich 3,5,6 BMW Anlagen Verwaltungs GmbH, Munich 3,6 Bürohaus Petuelring GmbH, Munich BMW Fahrzeugtechnik GmbH, Eisenach 3,5,6 BMW Vertriebszentren Verwaltungs GmbH, Munich LARGUS Grundstücks-Verwaltungsgesellschaft mbH, Munich BMW High Power Charging Beteiligungs GmbH, Munich 4,6,11 BMW Hams Hall Motoren GmbH, Munich 4,5,6 Parkhaus Oberwiesenfeld GmbH, Munich Alphabet Fuhrparkmanagement GmbH, Munich4 Alphabet International GmbH, Munich 4,5,6 BMW Verwaltungs GmbH, Munich 3,6 BMW Finanz Verwaltungs GmbH, Munich BMW Bank GmbH, Munich³ BMW INTEC Beteiligungs GmbH, Munich³,6 BMW Beteiligungs GmbH & Co. KG, Munich DOMESTIC 1,12 Companies Equity in € million Profit/loss in € million Capital invest- ment in % 100 100 100 100 100 100 100 100 100 100 100 100 153 100 326 100 1,988 100 3,558 100 .5 5,289 100 30,918 101,551 Total for reportable segments Elimination of inter-segment items Total Group capital expenditure The total carrying amount of the provision for the share-based remuneration component of current and former Board of Management members and senior heads of department at 31 December 2017 was €6,301,785 (2016: €5,473,219). The total expense recognised in 2017 for the share- based remuneration component of current and former Board of Management members and senior heads of department was €1,642,936 (2016: €1,443,227). The fair value of the programmes for Board of Man- agement members and senior heads of department at the date of grant of the share-based remuneration components was €2,311,946 (2016: €1,950,853), based on a total of 25,694 shares (2016: 21,201 shares) of BMW AG common stock or a corresponding cash- based settlement measured at the relevant market share price on the grant date. Further details on the remuneration of the Board of Management are provided in the Compensation Report for the financial year 2017. 40 Declaration with respect to the Corporate Governance Code The Board of Management and the Supervisory Board of Bayerische Motoren Werke Aktiengesellschaft have issued the prescribed Declaration of Compliance pursuant to § 161 of the German Stock Corporation Act. It is reproduced in the Annual Report 2017 of the BMW Group and is also permanently available to shareholders on the BMW Group website at → www.bmwgroup.com/ir. 181 The cash-settlement for the share-based remuneration component is measured at its fair value at the balance sheet date (based on the closing price of BMW AG common stock on the Xetra system at 31 Decem- ber 2017). 182 Notes to the Group Financial Statements → Other Disclosures → Segment Information 41 Compensation of members of the Board of Management and Supervisory Board The total compensation of the current members of the Board of Management and the Supervisory Board of BMW AG expensed for the financial year 2017 in accordance with IFRS comprised the following: 42 Events after the end of the reporting period No events have occurred since the end of the financial year which could have a major impact on the results of operations, financial position and net assets of BMW AG and the BMW Group. in € million Group Financial Statements The share-based remuneration component is measured at its fair value at each balance sheet date between grant and settlement date, and on the settlement date. The amounts are recognised as personnel expense on a straight-line basis over the vesting period and reported in the balance sheet as a provision. With effect from the financial year 2012, qualifying senior heads of department are also entitled to select a share-based remuneration component, which is largely comparable to the share-based remuneration arrangements for Board of Management members. Each member of the Board of Management is required to invest 20% of his or her total bonus after tax in shares of BMW AG common stock, which are record- ed in a custodian account of the member concerned (annual tranche). Each annual tranche is subject to a holding period of four years. On completion of the holding period, BMW AG grants one additional share of BMW AG common stock for every three held or pays the equivalent amount in cash (share-based remuner- ation component). Separate rules apply in the case of death or invalidity of a Board of Management member or early termination of the contractual relationship before fulfilment of the holding period. 1,435 1,227 255 585 Entrust Datacard Corp. 106 97 5 5 Apart from vehicle leasing and financing contracts at usual conditions, companies of the BMW Group concluded no further transactions with members of the Board of Management or Supervisory Board of BMW AG. This also applies to close members of the families of those persons. BMW Trust e. V., Munich, administers assets on a trustee basis to secure obligations relating to pen- sions in Germany and is therefore a related party of the BMW Group in accordance with IAS 24. This entity has no assets of its own. It had no income or expenses during the period under report. BMW AG bears expenses on an immaterial scale and performs services for BMW Trust e. V., Munich. For disclosures relating to key management personnel, please see → note 41 and the Compensation Report. → see note 41 note 29 39 Share-based remuneration The BMW Group provides three share-based pro- grammes: the Employee Share Programme for enti- tled employees of the BMW Group, a share-based remuneration programme for members of the Board of Management and a share-based remuneration pro- gramme for senior heads of department of BMW AG. As part of the Employee Share Programme, non-voting shares of preferred stock in BMW AG were granted in 2017 to qualifying employees at favourable con- → see ditions (see → note 29 for the number and price of issued shares). The holding period for these shares is up to 31 December 2020. In the financial year 2017, the BMW Group recorded a personnel expense of €10 million (2016: €7 million) for the Employee Share Programme, corresponding to the difference between the market price and the reduced price of the shares of preferred stock purchased by employees. The Board of Management reserves the right to decide anew each year with respect to an Employee Share Programme. For financial years beginning after 1 January 2011, BMW AG has added a share-based remuneration component to the existing compensation system for Board of Management members. 2017 29 2016 Board of Management 2.0 Variable compensation 3.6 3.4 Total expense 49.8 46.9 thereof due within one year 2.0 45.9 The total remuneration of former members of the Board of Management and their dependants amount- ed to €6.7 million (2016: €6.5 million). Pension obligations to current members of the Board of Management are covered by provisions amounting to €22.0 million (2016: €23.6 million), determined in accordance with IAS 19 (Employee Benefits). Pen- sion obligations to former members of the Board of Management and their surviving dependants, also determined in accordance with IAS 19, amounted to €90.1 million (2016: €86.4 million). The compensation systems for members of the Supervisory Board include no stock options, value appreciation rights comparable to stock options or other stock-based compensation components. Apart from vehicle lease and financing contracts at custom- ary conditions, no advances or loans were granted to members of the Board of Management and the Supervisory Board of BMW AG or its subsidiaries, nor were any contingent liabilities entered into on their behalf. Further details on the remuneration of current mem- bers of the Board of Management and the Supervisory Board can be found in the Compensation Report, which is part of the Combined Management Report. SEGMENT INFORMATION 43 Explanatory notes to segment information Information on reportable segments For the purposes of presenting segment information, the activities of the BMW Group are divided into oper- ating segments in accordance with IFRS 8 (Operating Segments). The segmentation follows the internal management and reporting system and takes account of the organisational structure of the BMW Group based on the various products and services of the reportable segments. 43.3 Fixed compensation and attendance fees 5.6 Supervisory Board 40.2 37.6 Fixed remuneration 7.7 7.8 Variable remuneration 31.7 29.0 Share-based remuneration component 0.8 0.8 Allocation to pension provisions 3.1 2.8 Benefits in conjunction with the termination of an employment relationship 0.9 1.1 Compensation to members of the Compensation to members of the 27 UnternehmerTUM GmbH 50 at 31 December at 31 December 2016 2017 2016 2017 2016 BMW Brilliance Automotive Ltd. Payables 5,946 63 50 1,333 1,215 739 615 Business relationships of the BMW Group with other associated companies and joint ventures as well as with non-consolidated subsidiaries are small in scale. Stefan Quandt, Germany, is a shareholder and Deputy Chairman of the Supervisory Board of BMW AG. He is also the sole shareholder and Chairman of the Super- visory Board of DELTON AG, Bad Homburg v.d.H., which, via its subsidiaries, performed logistic-related services for the BMW Group during the financial year 2017. In addition, companies of the DELTON Group acquired vehicles from the BMW Group by way of leasing. 5,316 Receivables 2017 2016 32,121 The following table shows the potential negative cost impact for the BMW Group resulting from fluctuations in prices across all categories of raw materials, measured on the basis of the cash-flow- at-risk approach. The risk at the reporting date for ¬ 38 Related parties Transactions of Group entities with related parties were carried out without exception in the normal course of business of each of the parties concerned and at market conditions. in € million Supplies and services performed 2017 7 the following financial year was as follows: in € million Cash flow at risk 31.12.2017 31.12.2016 409 135 A significant proportion of the BMW Group's transac- tions with related parties relates to the joint venture BMW Brilliance Automotive Ltd. Supplies and services received Stefan Quandt, Germany, is also the indirect major- ity shareholder of SOLARWATT GmbH, Dresden. A cooperation exists between BMW Group and SOLAR- WATT GmbH, Dresden, within the field of electric mobility. The focus of the cooperation is the provision of complete photovoltaic solutions for rooftop systems and carports to BMW i customers. In 2017, SOLAR- WATT GmbH, Dresden, acquired vehicles from the BMW Group by way of leasing. Susanne Klatten, Germany, is a shareholder and member of the Supervisory Board of BMW AG and also a shareholder and Deputy Chairwoman of the Supervisory Board of ALTANA AG, Wesel. In 2017, ALTANA AG, Wesel, acquired vehicles from the BMW Group, mainly by way of leasing. Susanne Klatten, Germany, is also the sole share- holder and Chairwoman of the Supervisory Board of UnternehmerTUM GmbH, Garching. In 2017, the BMW Group bought in services from Unterne- hmerTUM GmbH, Garching, mainly in the form of consultancy and workshop services. In addition, Susanne Klatten, Germany, and Stefan Quandt, Germany, are indirectly sole shareholders of Entrust Datacard Corp., Shakopee, Minnesota. Stefan Quandt is also a member of the supervisory board of this entity. In 2017, Entrust Datacard Corp., Shakopee, Minnesota, acquired vehicles from the BMW Group by way of leasing. 29,816 22,554 94 64 4,464 1,331 SOLARWATT GmbH 36 309 5 1 ALTANA AG 2,421 2,690 296 458 360 337 36 3,546 The activities of the BMW Group are broken down into the operating segments Automotive, Motorcycles, Financial Services and Other Entities. 3,393 2016 179 180 Group Financial Statements Notes to the Group Financial Statements → Other Disclosures Seen from the perspective of BMW Group entities, the volume of transactions with the above-mentioned entities was as follows: in € thousand Supplies and services performed 2017 Supplies and services received 2016 2017 2016 Receivables at 31 December 2017 2016 Payables at 31 December 2017 DELTON AG Within the Automotive segment the BMW Group devel- ops, manufactures, assembles and sells automobiles and off-road vehicles, under the brands BMW, MINI and Rolls-Royce as well as spare parts, accessories and mobility services. BMW and MINI brand products are sold in Germany through branches of BMW AG and by independent, authorised dealerships. Sales outside Germany are handled mainly by subsidiary companies and by independent import companies in some markets. Rolls-Royce brand vehicles are sold in the USA, China, Korea, Italy and Russia via subsidiary companies and elsewhere by independent, authorised dealerships. 5.4 Automobile leasing, fleet business, multi-brand busi- ness, retail and dealership financing, customer deposit business and insurance activities are the main activities allocated to the Financial Services segment. 94,163 80 170 298 -553 10,655 9,665 738 98,678 -6,728 -6,324 -6,271 25,393 8,455 441 24,162 8,112 Other Entities Reconciliation to Group figures 31.12.2017 -6,756 -19,760 -20,017 Activities relating to the development, manufacture, assembly and sale of motorcycles as well as spare parts and accessories are reported in the Motorcycles segment. 7 2,767 2,546 Other Entities 2017 2016 Reconciliation to Group figures 2017 Group 2016 2016 2017 3 2 98,678 94,163 4 4 -19,760 -20,017 31.12.2016 11,049 31.12.2017 31.12.2016 The total of the segment figures can be reconciled to the corresponding Group figures as follows: in € million Reconciliation of segment result Total for reportable segments 2017 2016 10,357 10,218 The information disclosed on capital expenditure and depreciation and amortisation relates to non-current property, plant and equipment, intangible assets and leased products. Financial result of Automotive segment and Motorcycles segment Elimination of inter-segment items 219 -528 -772 Group profit before tax 10,655 9,665 Reconciliation of capital expenditure on non-current assets 826 The Other Entities' segment result includes interest and similar income amounting to €1,110 million (2016: €1,250 million) and interest and similar expenses amounting to €986 million (2016: €1,006 million). The segment result includes no impairment losses on other investments (2016: €18 million). Financial Services segment result was negatively impacted by impairment losses totalling €215 million (2016: €384 million) recognised on leased products. Income from the reversal of impairment losses on leased products totalled €11 million (2016: €211 million). Write-downs on inventories to their net realisable value amounting to €27 million (2016: €101 million) were recognised by the Automotive segment in the financial year 2017. The write-downs recorded in the previous year related mainly to accidents and natural disasters. 31.12.2017 31.12.2016 SEGMENT INFORMATION BY OPERATING SEGMENT External revenues Inter-segment revenues Total revenues Segment result Result from equity accounted investments Capital expenditure on non-current assets Depreciation and amortisation on non-current assets 75,121 75,363 91,932 92,112 193,483 2,767 188,535 2,546 Segment assets Investments accounted for using the equity method 185 186 Group Financial Statements Notes to the Group Financial Statements → Segment Information Group 14,740 6 618 2016 2017 2016 SEGMENT INFORMATION BY OPERATING SEGMENT External revenues 70,546 67,977 Financial Services 2,272 24,122 Inter-segment revenues 18,035 18,447 11 7 1,710 1,559 2,062 2017 600 2016 Holding and Group financing companies are report- ed in the Other Entities segment. This segment also includes operating companies BMW Services Ltd., BMW (UK) Investments Ltd. and Bavaria Lloyd Rei- sebüro GmbH, which are not allocated to one of the other segments. Internal management and reporting Segment information is prepared as a general rule in conformity with the accounting policies adopted for preparing and presenting the Group Financial Statements. Exceptions to this general principle are the treatment of inter-segment warranties, the earn- ings impact of which is allocated to the Automotive and Financial Services segments on the basis used internally to manage the business, and cross-segment impairment losses on investments in subsidiaries. Inter-segment receivables and payables, provisions, income, expenses and profits are eliminated upon consolidation. Inter-segment sales take place at mar- ket prices. The role of "chief operating decision maker" with respect to resource allocation and performance assessment of the reportable segment is embodied in the full Board of Management. For this purpose, different measures of segment performance as well as segment assets are taken into account in the operating segments. The Automotive and Motorcycles segments are managed on the basis of return on capital employed (ROCE). The relevant measure of segment earnings is therefore profit before financial result. Capital employed is the corresponding measure of segment assets used to assess allocation of resources and com- prises all current and non-current operational assets after deduction of liabilities used operationally which are not subject to interest (e.g. trade payables). The success of the Financial Services segment is meas- ured on the basis of return on equity (RoE). Profit before tax therefore represents the relevant measure of segment earnings. The measure of segment assets in the Financial Services segment corresponds to net assets, defined as total assets less total liabilities. The success of the Other Entities segment is assessed on the basis of profit or loss before tax. The corre- sponding measure of segment assets used to manage the Other Entities segment is total assets less asset- side income tax items and intragroup investments. 183 184 Group Financial Statements Notes to the Group Financial Statements → Segment Information Segment information by operating segment is as follows: in € million Automotive Motorcycles 2017 Total revenues Segment result 25,857 86,424 4,702 88 75 9,992 9,606 in € million Segment assets 88,581 Automotive Motorcycles Financial Services 31.12.2017 31.12.2016 31.12.2017 31.12.2016 31.12.2017 31.12.2016 11,072 9,411 4,699 Depreciation and amortisation on non-current assets Investments accounted for using the equity method 25,024 25,105 2,069 27,567 25,681 7,863 7,695 207 187 2,207 2,283 Result from equity accounted investments 2,166 125 5,699 6,972 114 441 738 Capital expenditure on non-current assets To Our Shareholders Composition of the Supervisory Board, 16 15 Examination of financial statements and the profit distribution proposal KPMG AG Wirtschaftsprüfungsgesellschaft has audited the Company and Group Financial Statements of Bayerische Motoren Werke Aktiengesellschaft (BMW AG). It also conducted a review of the abridged Interim Group Financial Statements and Interim Group Management Report for the six-month period ended 30 June 2017. The results of the review were presented to the Audit Committee by representatives of KPMG AG Wirtschaftsprüfungsgesellschaft. No issues were identified that might indicate that the abridged Interim Group Financial Statements and Interim Group Management Report had not been prepared in all material respects in accordance with the applicable provisions. The composition of the Presiding Board and the committees of the Supervisory Board remained unchanged during the financial year. The Corporate Governance Report includes a summary of the composition of the Supervisory Board and its committees. In view of the applicable age limit, with effect from the end of the Annual General Meeting 2017, Professor Henning Kagermann stepped down from the Supervisory Board, of which he had been a member since 2010. We thank Professor Kagermann for his valuable work and the trustful cooperation with which he served on the Supervisory Board. At the Annual General Meeting 2017, Dr.-Ing. Heinrich Hiesinger was elected as new shareholder representative for a five-year term of office. → Report of the the Presiding Board and Supervisory Board Committees In addition, we decided in three cases to renew the appointment of members of the Board of Management. In individual cases, we also gave our approval to Board of Management members to assume mandates outside the Group. The statutory Mediation Committee did not need to convene during the financial year 2017. The Nomination Committee convened once during the financial year 2017. We reviewed the succession planning for shareholder representatives and made recommendations for the proposal of candidates for the Supervisory Board election of the Annual General Meeting 2018, taking into account the composition targets previously resolved by the Supervisory Board. The Personnel Committee also undertook the preparatory work for the Supervisory Board's decision to appoint a new Board of Management member to head the Sales and Brand BMW, Aftersales BMW Group, taking account of the requirements profile and diversity concept agreed upon for the Board of Management. The Personnel Committee convened four times during the financial year 2017. The meetings focused on preparations for revising the Board of Management compensation system and related service contracts. In conjunction with the Employee Share Programme, the Audit Committee approved the decision of the Board of Management to raise the Company's share capital in accordance with § 4 (5) of the Articles of Incorporation (Authorised Capital 2014) by €491,000 and to issue a corresponding number of new non-voting bearer shares of preferred stock, each with a par value of €1, at favourable conditions to employees. An independent auditor engaged by us to conduct the mandatory audit of over-the-counter derivative transactions confirmed the effectiveness of the system that BMW AG currently employs to ensure compliance with regulatory requirements. Another area of focus for the Audit Committee was preparing for the change in external auditor with effect from the 2019 financial year. In this context, we organised a tender procedure in accordance with new statutory requirements and, after carefully examining the applicants, made a recommendation to the full Supervisory Board. The non-audit services provided by the auditor were also regularly scrutinised. Supervisory Board Supervisory Board Composition of the Board of Management The composition of the Board of Management changed at the turn of the year following the appoint- ment of Pieter Nota as a Member of the Board of Management with effect from 1 January 2018. Mr Nota has joined the BMW Group with a wealth of international experience in the areas of sales and marketing. He succeeds Dr Ian Robertson as Board member responsible for Sales and Brand BMW, Aftersales BMW Group. In agreement with the Supervisory Board, Dr Robertson retired from the Board of Management with effect from the end of 31 December 2017. He will continue to support the BMW Group with his expertise as ambassador of the BMW Group in the United Kingdom until 30 June 2018. With his energy and commitment, Dr Robertson contributed to the BMW Group's outstanding growth and success during an almost ten-year term of office on the Board. We wish to express our appreciation and thank Dr Robertson for his dedicated services. The Group and Company Financial Statements of BMW AG for the year ended 31 December 2017 and the Combined Management Report - as authorised for issue by the Board of Management on 15 February 2018 – were audited by KPMG AG Wirtschaftsprüfungsgesellschaft and given an unqualified audit opinion. → Report of the The Audit Committee closely examined and discussed these documents at a meeting held on 26 February 2018. The Audit Committee reviewed in detail the key audit matters raised in the auditor's report of the Company and Group Financial Statements and the related audit procedures performed by KPMG. Harald Krüger Chairman of the Board of Management Management of the Board of → Statement of the Chairman Shareholders To Our 18 17 Chairman of the Supervisory Board Norbert Reithofer Man Yours On behalf of the Supervisory Board Munich, 8 March 2018 We wish to express our appreciation to the members of the Board of Management and the entire workforce worldwide of the BMW Group for their joint efforts and hard work, which have contributed to the outstanding performance for the financial year 2017. Expression of appreciation by the Supervisory Board On presentation of the Sustainable Value Report, the Audit Committee and the Supervisory Board also reviewed the separate non-financial report of BMW AG (Company and Group) at 31 December 2017, which has been drawn up for the first time by the Board of Management. The audit firm PricewaterhouseCoopers GmbH has performed a “limited assurance" review of these reports and issued an unqualified opinion thereon. The documents were carefully examined by the Audit Committee at its meeting on 26 February 2018 and by the Supervisory Board at its meeting on 8 March 2018. The Board of Management gave a detailed explanation of the reports at both meetings. Representatives of the auditors attended both meetings, reported on significant findings and answered additional questions raised by the members of the Supervisory Board. The Supervisory Board acknowledged and approved the separate non-financial report (Company and Group) drawn up by the Board of Management. We also examined the proposal of the Board of Management to use the unappropriated profit to pay an increased dividend of €4.00 per share of common stock and €4.02 per share of non-voting preferred stock. We consider the proposal appropriate and have therefore approved it. Based on thorough examination by the Audit Committee and the full Supervisory Board, we concurred with the results of the external audit. In accordance with the conclusion reached after the examination by the Audit Committee and the full Supervisory Board, no objections were raised. The Group and Company Financial Statements of BMW AG for the financial year 2017 prepared by the Board of Management were approved at the Supervisory Board meeting held on 8 March 2018. The financial statements have therefore been adopted. The representatives of the external auditor confirmed that the risk management system estab- lished by the Board of Management is capable of identifying at an early stage developments that might threaten the Company's going-concern status. They confirmed that no material weaknesses in the internal control system and risk management system with regard to the financial reporting process were identified. Similarly, they did not identify in the course of their audit work any facts that were inconsistent with the contents of the Declaration of Compliance pursuant to § 161 AktG, issued by the Board of Management and the Supervisory Board. The Supervisory Board examined the relevant drafts of the Board of Management at its meeting on 8 March 2018, after hearing the committee chairman's report on the meeting of the Audit Committee. In both meetings, the Board of Management gave a detailed explanation of the financial reports it had prepared. Representatives of the external auditor were present at both meetings. They reported on the main findings of their audit, explained the key audit matters in the audits of the Company and Group Financial Statements and answered additional questions of members of the Supervisory Board. The Auditor's Report has been signed since the financial year 2016 by Christian Sailer, as independent auditor (Wirtschaftsprüfer), and since the financial year 2014 by Andreas Feege, as independent auditor (Wirtschaftsprüfer) responsible for the performance of the engagement. The financial statements for the financial year 2017, the Combined Management Report, the reports of the external auditors and the Board of Management's profit distribution proposal were made available to all members of the Supervisory Board in a timely manner. To Our Shareholders Regarding the Chinese market, the Board of Management provided us with detailed information on business developments and specific local requirements and explained the strategy pursued in this region. 13 We also took a close look at the BMW Group's IT strategy. The Board of Management explained the steps already taken towards further digitalisation of the BMW Group. At the same time, it informed us on the threat of cyberattacks and outlined the safeguards and defence measures within the IT security management system. In the second part of the meeting, we reviewed in detail the long-term corporate plan for the years 2018 to 2023 and discussed in depth various risk scenarios with the Board of Management. The Board of Management explained the Performance NEXT programme, which will support the financing of future topics by leveraging potential on the performance and cost side. After careful examination and discussion, we approved the plan and urged the Board to implement systematically the measures proposed and to drive ahead with electric mobility at the BMW Group, in order to act from a position of strength. In the course of a vehicle presentation, we had the opportunity to drive the current BMW Group models with various drivetrain concepts on a test track. We were able to see for ourselves the progress made in the field of autonomous driving. Selected vehicles, including various battery-electric vehicles (BEVs), and technologies were also presented and explained to us through models and exhibits. During the first part of the meeting we discussed the annual review of Strategy NUMBER ONE > NEXT with the Board of Management. The Board of Management explained the decisions taken in each strategic area, such as the expansion of digital services and products and developments in the field of autonomous driving. It also presented various scenarios for the development of drivetrain systems and outlined the measures it has taken to respond flexibly to customer requirements. The Board of Management also provided us with a detailed account of the competitive environment in the electric mobility sector. We support the Board of Management's initiatives to expand the charging infrastructure. One Supervisory Board meeting was held at the Dingolfing plant. A major focus of this meeting was the report of the Board of Management on the development of the worldwide production network, highlighting in particular international cooperation between the plants. It also explained how Industry 4.0 innovations are being applied in production, for example in the field of logistics, where components tracking increases supply reliability. The Group has already been exploiting the possibilities of additive manufacturing (3D printing) in pro- duction for several years. A further topic of the meeting was BMW Group's strategy in the area of taxes and customs duties. The Board of Management presented a range of scenarios on the operational and financial impact for the BMW Group of the United Kingdom's exit from the European Union. We were also briefed by the Board on the US administration's announcements regarding taxes and duties and the possible consequences for the BMW Group. We also discussed the CSR Directive Implementation Act and its impact on non-financial reporting for the BMW Group. In this context, the Supervisory Board has amended its rules of procedure and expanded the tasks of the Audit Committee. We commissioned the audit firm PricewaterhouseCoopers GmbH to perform a voluntary, limited assurance review of the separate report on non-financial information. During a guided tour of the Dingolfing plant, we were able to learn about the future production of the BMW i NEXT, amongst others. The two-day Supervisory Board meeting focused in particular on the Group's strategy and the long-term corporate plan. At the beginning of the year, the Board of Management presented to us the new models and model revisions due for market launch in 2017. Supervisory Board → Report of the To Our Shareholders At our final meeting of the financial year 2017, the Board of Management presented the annual planning for the financial year 2018. We reviewed in detail the opportunities and risks and discussed them with the Board of Management. 10 The Board of Management also highlighted in its situation reports important current transactions and projects, which we then followed up in our in-depth discussions. These included, for example, progress made in the areas of product quality and customer satisfaction. The Board of Management also reported on events such as the "diesel summit” in Berlin and the International Motor Show (IAA Cars) in Frankfurt. In addition, the Board of Management explained the status of various cooperation negotiations and transactions, such as the establishment of a joint venture with other manufacturers to build a European network of fast charging stations. In its regular reports on the BMW Group's current situation, the Board of Management provided us with information on the deliveries trend and the competitive environment in the Automotive and Motorcycles segments as well as the development of new contracts and business volumes in the Financial Services segment, also explaining any variances against forecast. The Board of Management also provided us with the latest workforce figures, reported on developments on key markets and explained business forecasts. Between meetings, the Chairman of the Board of Management, Mr Harald Krüger, informed me directly and promptly in our regular consultations on the current state of major business transactions and projects. The Company's situation and development have been continually in our focus, also outside of meetings. The Board of Management reported to us regularly on the latest sales and workforce figures and provided us with information on matters of particular importance as they arose. The Board of Management reported regularly to us on the implementation of Strategy NUMBER ONE > NEXT. Key areas of focus included the BMW Group's strategy for drivetrain technology and progress in the field of electric mobility. Further major activities were the revised Board of Management compensation system and the Group business plan. At each of our five Supervisory Board meetings, we discussed in detail the current situation of the BMW Group with the Board of Management. Monitoring and advisory activities of the Supervisory Board Throughout the financial year 2017, the Supervisory Board performed its duties with the utmost care in accordance with the law and the Articles of Incorporation. We provided the Board of Management in their strategic development and management of the BMW Group with constructive advice and closely and continuously monitored its running of the business. The BMW Group sold more than 100,000 electrified vehicles during the past year. With the move towards electrification of the fleet and the biggest model offensive ever undertaken in the company's history, the BMW Group is getting ready for the future. The BMW Group delivered an outstanding earnings performance in the financial year 2017 and once again confirmed its leading position in the premium segment with record deliveries. Dear Shareholders, 14 9 With respect to vehicle architecture, the Board of Management explained measures taken to implement the electrification strategy and presented the specific benefits. Furthermore, when necessary, the Chairman of the Audit Committee, Dr Karl-Ludwig Kley, liaised directly with the Member of the Board of Management responsible for Finance, Dr Nicolas Peter, outside scheduled meetings. Furthermore, the Board of Management reported in detail on the performance, risk situation and business strategies of the Financial Services segment. It described the measures in place to comply with regulatory requirements and provided information on the status of regulatory proceedings against a locally based financial services company. A key focus of the Audit Committee's work was on compliance. The Chairman of the BMW Group Compliance Committee informed us about the status of compliance within the Group, initially in the regular report at the end of June. He presented here new IT systems designed to support compliance management. Immediately after the appearance of media reports on cartel allegations at the end of July in connection with the so-called "circle of five", we held a meeting of the Presiding Board and the Audit Committee. The Board of Management informed us in detail of the status of the internal investigation that it had immediately launched and which is being conducted with the support of an international law firm. The Head of Legal Affairs and Patents explained the legal background of the allegations. We also discussed the BMW Group Compliance Management's existing preventive measures with respect to antitrust compliance. The progress of the internal investigation was analysed in detail at the two subsequent Audit Committee meetings, both of which were attended by a representative of the appointed law firm. As a precautionary measure, the Chairman of the Audit Committee also had the representative of the appointed law firm report on the progress of the investigation without members of the Board of Management or myself being present. These issues were discussed at length at the subsequent meetings of the Supervisory Board. In addition, the Board of Management addressed the allegations made against BMW in various media outlets with regard to emissions treatment and confirmed that the BMW Group engages in no activities or technical measures to influence the test mode for measurement of emissions. The Head of Group Internal Audit presented the main findings of Group internal audits per- formed during the year under report and outlined the areas of focus for planned audits. He also informed us about an external quality assessment of Group audit activities, which concluded that the relevant German and international standards were met. The Head of Group Financial Reporting presented to us current developments in the internal control system (ICS) underlying financial reporting. The tests performed highlighted no material ICS weaknesses which would jeopardise the system's effectiveness. During the financial year 2017, the Head of Group Controlling reported to the Audit Committee on the current risk profile of the BMW Group. In this context, we reviewed in depth a number of individual topics, such as risk management with regard to suppliers. The Audit Committee's meeting in spring 2017 focused primarily on preparing for the Supervisory Board meeting at which the financial statements were to be examined. Before recommending to the full Supervisory Board that KPMG AG Wirtschaftsprüfungsgesellschaft be elected as Company and Group auditor at the Annual General Meeting 2017, we obtained a Declaration of Independence from KPMG. We also considered the scope and composition of non-audit services, including tax advisory services provided by KPMG entities to the BMW Group. We found no indications of grounds for exclusion, conflicts of interest, or risk to the independence of the auditor. The Audit Committee held five meetings and two telephone conference calls during the finan- cial year 2017. In the course of those conference calls and at one meeting together with the Board of Management, we reviewed the Quarterly Financial Reports prior to their publication. Representatives of the external auditors were present during the presentation of the Half-Year Financial Report. Description of Presiding Board activities and committee work In order to increase efficiency and ensure better preparation of its plenary meetings, the Super- visory Board has established a Presiding Board and four committees. Committee chairpersons reported in detail and in a timely manner on Presiding Board and committee work at the following meeting of the Supervisory Board. The shareholder representatives were informed by myself of the activities of the Nomination Committee. A detailed description of the duties, composition and work procedures of the various committees is provided in the Corporate Governance Report. The Presiding Board convened five times during the financial year under report. Assuming no other committee was responsible, the focus of our activities was on preparing the detailed agenda for the meetings of the full Supervisory Board. Complex and wide-ranging topics, such as the long-term plan, were prepared together in detail with the Board of Management and senior heads of department on the basis of written and oral reports. We also selected further topics for full Supervisory Board meetings and made suggestions for reports submitted to the full Supervisory Board. Average attendance of the five Supervisory Board meetings held in the financial year 2017 was 94%. An individualised overview of attendance at meetings of the Supervisory Board and its committees for the financial year 2017 has been published on the BMW Group's website. All members of the Supervisory Board attended more than half of the meetings of the Supervisory Board and those committees to which they belonged during their term of office in the financial year 2017. Following a detailed efficiency examination in the previous year, the Supervisory Board reviewed the efficiency of its activities in 2017 on the basis of a structured questionnaire. Moreover, mem- bers of the Supervisory Board had the opportunity to discuss matters with me individually. The self-review was discussed in the full Supervisory Board. Overall, the work of the Supervisory Board was deemed efficient. No significant need for change was identified. Proposals, for example with respect to the reports provided by the Board of Management, were taken into account. The fee proposals for the audit of the year-end Company and Group Financial Statements 2017 and the review of the Half-year Financial Report were deemed appropriate. Subsequent to the Annual General Meeting 2017, we therefore appointed KPMG AG Wirtschaftsprüfungsgesellschaft for the relevant engagements and specified additional audit focus areas. Together with the Board of Management, we gave careful consideration to the corporate governance standards of the BMW Group as well as the provisions of the German Corporate Governance Code. The same also applies to the proposal that the Chairman of the Supervisory Board should engage in dialogue with investors on subjects specific to the Supervisory Board. As a result of the revision of the compensation system with effect from the financial year 2018, it was necessary to retrospectively cancel the previous performance targets for variable compensation for the years 2018 and 2019 and replace them with the new, more ambitious target system. The current Declaration of Compliance pursuant to § 161 AktG is included in the Corporate Governance Report. The Supervisory Board had already adopted detailed targets for its own composition which included competence-related criteria. These targets were confirmed in the form of the “competency profile". Based on a self-review conducted by the Supervisory Board, it was concluded that the current composition of the Supervisory Board is in line with the targets of the diversity concept and competency profile, as well as other targets set for its composition at 31 December 2017. Supervisory Board Within the Personnel Committee and Supervisory Board, we closely examined the structure and amounts of compensation for members of the Board of Management. In our review, we took into account the development of the Group, as well as compensation of the executive management and the overall workforce in Germany over time. In addition, we consulted studies of the compensation at DAX-listed companies. We were assisted here by an independent external compensation consultant. After a detailed examination and discussion, we concluded that the compensation of the Board of Management for the financial year 2017, including pension entitlements, is appropriate. → Report of the To Our Shareholders 12 11 No conflicts of interest arose on the part of Members of the Board of Management or Supervisory Board during the year under report. Significant transactions with Supervisory Board members and other related parties as defined by IAS 24, including close relatives and intermediary entities, were examined on a quarterly basis. A further topic reported on by the Board of Management was the current status of the diversity concept. The Board informed us on the targets they have set for increasing the proportion of women in the workforce, particularly in the management, and the current level of target achievement. In addition, the Board of Management explained the measures it has taken to encourage cultural diversity and a mixed age structure in the workforce. While leaving the existing overall upper limits unchanged, we have revised the compensation system for the Board of Management. Apart from an increase in Board members' base salary, the focus was on revising the system for variable remuneration. We have paid special attention to linking variable remuneration even more closely to sustainable business development and the long-term business plan. A new multi-year component has been introduced, in the form of a performance cash plan. Other provisions contained in the standard service contract for Board members were also updated. With the agreement of its members, all Board of Management service contracts have been amended with effect from 1 January 2018. Further information on Board of Management compensation and on the new compensation system with effect from the financial year 2018 is provided in the Compensation Report (see section Statement on Corporate Governance). 0 2015-2 ABL, Tokyo 14 2016-1 ABL, Tokyo 14 2016-2 ABL, Tokyo 14 2017-1 ABL, Tokyo 14 2017-2 ABL, Tokyo 14 0 0 0 0 0 2015-1 ABL, Tokyo 14 0 0 2014-2 ABL, Tokyo 14 ༄༄ ༅g 6「 g རྞ g g g| g g g| g| g g| ༠༐ ༠༐ ༠༐ ༠」 Bavarian Sky China 2017-2, Beijing 14 100 0 100 100 100 100 Bavarian Sky China 2017-3, Beijing 14 100 192 Group Financial Statements Notes to the Group Financial Statements → List of Investments at 31 December 2017 Bavarian Sky China 2016-2, Beijing 14 Bavarian Sky China 2017-1, Beijing 14 100 0 ParkNow GmbH, Munich 0 100 PM Parking Ventures GmbH, Munich FOREIGN7 Europe Alphabet Insurance Services Polska Sp. z o.o., Warsaw BMW (GB) Ltd., Farnborough BMW Car IT GmbH, Munich4 BMW (P+A) Ltd., Farnborough BMW Car Club Ltd., Farnborough BMW Drivers Club Ltd., Farnborough BMW Group Benefit Trust Ltd., Farnborough BMW i Ventures B.V., The Hague BMW Motorsport Ltd., Farnborough Cobalt Holdings Ltd., Basingstoke BMW (UK) Pensions Services Ltd., Hams Hall 0 Digital Charging Solutions GmbH, Munich BMW i Ventures GmbH, Munich 2017-3 ABL, Tokyo 14 Oceania BMW Australia Finance Ltd., Mulgrave BMW Australia Ltd., Melbourne BMW Financial Services New Zealand Ltd., Auckland BMW New Zealand Ltd., Auckland Automag GmbH, Munich BMW Sydney Pty. Ltd., Sydney BMW Australia Trust, Mulgrave, Victoria 14 BMW AG's non-consolidated companies at 31 December 2017 → 66 Companies DOMESTIC7 Alphabet Fleetservices GmbH, Munich BMW Melbourne Pty. Ltd., Melbourne 100 68 63 BMW Malaysia Sdn Bhd, Kuala Lumpur BMW Asia Pte. Ltd., Singapore BMW Leasing (Thailand) Co., Ltd., Bangkok BMW India Private Ltd., Gurgaon BMW China Services Ltd., Beijing BMW Asia Technology Centre Sdn Bhd, Kuala Lumpur Herald International Financial Leasing Co., Ltd., Tianjin 11 BMW Holding Malaysia Sdn Bhd, Kuala Lumpur BMW Asia Pacific Capital Pte Ltd., Singapore BMW Credit (Malaysia) Sdn Bhd, Kuala Lumpur BMW Tokyo Corp., Tokyo BMW Lease (Malaysia) Sdn Bhd, Kuala Lumpur Bavarian Sky Korea Auto Receivable 1 Pte. Ltd., Singapore 14 Bavarian Sky Korea 2016-1, Seoul 14 PT BMW Indonesia, Jakarta Bavarian Sky Korea 2017-1, Seoul 14 BMW Manufacturing (Thailand) Co., Ltd., Rayong BMW India Financial Services Private Ltd., Gurgaon 0 0 0 0 0 0 BMW (Thailand) Co., Ltd., Bangkok Africa BMW Financial Services (South Africa) (Pty) Ltd., Midrand Bavarian Sky South Africa (RF) Ltd., Johannesburg 14 SuperDrive Investments (RF) Limited, Cape Town 14 Asia BMW Automotive Finance (China) Co., Ltd., Beijing BMW China Automotive Trading Ltd., Beijing BMW Financial Services Korea Co., Ltd., Seoul BMW Japan Finance Corp., Chiba BMW Japan Corp., Tokyo BMW Korea Co., Ltd., Seoul BMW (South Africa) (Pty) Ltd., Pretoria 100 Bavarian Sky China 2016-1, Beijing 14 54 18 100 0 100 214 16 280 100 10 100 114 88 100 106 122 721 63 100 100 167 -6 100 0 0 414 1,860 58 799 752 100 475 380 289 13 100 134 100 100 100 100 100 65 100 65 100 100 Africa BMW Automobile Distributors (Pty) Ltd., Midrand BPF Midrand Property Holdings (Pty) Ltd., Midrand Multisource Properties (Pty) Ltd., Midrand 100 100 100 100 100 The Americas 217-07 Northern Boulevard Corporation, Wilmington, Delaware BMW Experience Centre Inc., Richmond Hill, Ontario BMW i Ventures, LLC, Wilmington, Delaware BMW i Ventures, Inc., Wilmington, Delaware BMW Leasing de Argentina S.A., Buenos Aires 100 BMW Operations Corp., Wilmington, Delaware BMW Technology Corporation, Wilmington, Delaware Designworks/USA, Inc., Newbury Park, California Parkmobile Montgomery County, LLC, Baltimore, Maryland 13 Parkmobile, LLC, Wilmington, Delaware 13 Parkmobile USA, Inc., Atlanta, Georgia Parkmobile Electronic Parking Solutions Canada, Inc., Vancouver Toluca Planta de Automoviles, S.A. de C.V., Mexico City 100 100 MINI Business Innovation, LLC, Wilmington, Delaware Mini Urban X Accelerator SPV, LLC, Wilmington, Delaware Reach Now, LLC, Wilmington, Delaware U.T.E. Alphabet España-Bujarkay, Sevilla 100 BMW Finance (United Arab Emirates) Ltd., Dubai BMW Financial Services Hong Kong Limited, Hong Kong Oceania Parkmobile International (Australia) Pty. Ltd., Sydney 100 194 Group Financial Statements 49 Notes to the Group Financial Statements → List of Investments BMW AG's associated companies, joint ventures and joint operations at 31 December 2017 → 67 Companies Joint ventures - equity accounted DOMESTIC DriveNow GmbH & Co. KG, Munich³ 0 at 31 December 2017 Asia 100 100 BMW Hong Kong Services Limited, Hong Kong BMW Financial Services Singapore Pte Ltd., Singapore BMW India Leasing Pvt. Ltd., Gurgaon BMW India Foundation, Gurgaon BMW Insurance Services Korea Co. Ltd., Seoul BMW Philippines Corp., Manila 70 Herald Hezhong (Beijing) Automotive Trading Co., Ltd., Beijing 100 51 100 100 100 100 THEPSATRI Co., Ltd., Bangkok 100 ParkNow Suisse SA, Bulle Parkmobile Ltd., Basingstoke 100 100 100 100 100 100 100 100 100 100 Cobalt Telephone Technologies Ltd., Basingstoke Content4all BV, Amsterdam John Cooper Garages Ltd., Farnborough John Cooper Works Ltd., Farnborough 100 000 BMW Leasing, Moscow 100 100 15 100 100 100 100 100 100 0 in € million Profit/loss in € million Capital invest- ment in % 100 100 Equity Parkmobile Software BV, Amsterdam 100 100 100 100 100 90 BMW Russland Automotive 000, Kaliningrad Park-line Aqua B.V., The Hague 100 Park-line B.V., The Hague Parkmobile International Holding B.V., Utrecht Parkmobile International B.V., Utrecht Parkmobile (UK) Ltd., Basingstoke Parkmobile Belgium BvBa, Antwerpen Parkmobile Benelux B.V., Amsterdam ParkNow France SAS, Versailles Parkmobile Group BV, Amsterdam Parkmobile Group Holding BV, Amsterdam Parkmobile Hellas SA, Athens Parkmobile Licenses B.V., Amsterdam Park-line Holding B.V., The Hague 100 60 100 100 100 193 100 100 Drive Now Verwaltungs GmbH, Munich³ IONITY Holding GmbH & Co. KG, Munich 100 100 100 100 100 100 100 100 100 0 Alphabet Belgium Long Term Rental NV, Aartselaar 0 100 Swindon Pressings Ltd., Farnborough BMW Financial Services (Ireland) DAC, Dublin BMW Financial Services B.V., Rijswijk BMW Norge AS, Fornebu Alphabet France Fleet Management S.N.C., Rueil-Malmaison BMW Financial Services Belgium S.A./N.V., Bornem BMW Services Ltd., Farnborough BMW Portugal Lda., Porto Salvo Alphabet Austria Fuhrparkmanagement GmbH, Salzburg BMW Retail Nederland B.V., Delft BMW Hellas Trade of Cars A. E., Kifissia Alphabet Fuhrparkmanagement (Schweiz) AG, Dielsdorf BMW Nederland B.V., Rijswijk Alphabet Italia Fleet Management S.p.A., Rome BMW Financial Services Polska Sp. z o.o., Warsaw 100 100 100 Bavaria Reinsurance Malta Ltd., Floriana 100 APD Industries plc, Farnborough 100 BMW Austria Ges.m.b.H., Salzburg 100 100 100 100 BMW Bank 000, Moscow Alphabet España Fleet Management S.A.U., Madrid BMW Finanzdienstleistungen (Schweiz) AG, Dielsdorf BMW Northern Europe AB, Stockholm Alphabet UK Ltd., Glasgow 27 BMW Automotive (Ireland) Ltd., Dublin BMW Amsterdam B.V., Amsterdam 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 Alphabet France SAS, Rueil-Malmaison 100 100 Alphabet Polska Fleet Management Sp. z o.o., Warsaw BMW Financial Services Denmark A/S, Copenhagen Park Lane Ltd., Farnborough BMW Distribution S.A.S., Montigny-le-Bretonneux BMW Services Belgium N.V., Bornem BMW Renting (Portugal) Lda., Porto Salvo 100 BMW Roma S.r.l., Rome Oy BMW Suomi AB, Helsinki BMW Den Haag B.V., The Hague 100 100 100 100 BMW Danmark A/S, Copenhagen 100 102 100 ALPHABET (GB) Ltd., Farnborough 244 50 100 BMW France, Montigny-le-Bretonneux 223 100 23 BMW Financial Services Scandinavia AB, Sollentuna 218 11 100 BMW Iberica S.A., Madrid 210 100 19 22 BMW Belgium Luxembourg S.A./N.V., Bornem Equity 189 BMW Finance S.N.C., Guyancourt BMW Italia S.p.A., San Donato Milanese BMW (UK) Ltd., Farnborough 419 298 56 360 15 100 330 77 100 100 BMW Vertriebs GmbH, Salzburg 100 154 BMW i Ventures SCS SICAV-RAIF, Senningerberg11 115 -3 100 BMW Austria Bank GmbH, Salzburg 115 100 12 113 17 100 BMW International Investment B.V., The Hague 107 7 100 BMW Finance N.V., The Hague 150 100 20 100 BMW Austria Leasing GmbH, Salzburg 136 13 100 130 Rolls-Royce Motor Cars Ltd., Farnborough BMW Russland Trading 000, Moscow 135 24 100 131 41 Alphabet Nederland B.V., Breda 10 100 100 100 BMW Facility Partners, LLC, Wilmington, Delaware BMW FS Securities LLC, Wilmington, Delaware BMW FS Funding Corp., Wilmington, Delaware BMW Manufacturing LP, Woodcliff Lake, New Jersey BMW FS Receivables Corp, Wilmington, Delaware SB Acquisitions, LLC, Wilmington, Delaware 100 BMW Consolidation Services Co., LLC, Wilmington, Delaware BMW Leasing de Mexico S.A. de C.V., Mexico City BMW Insurance Agency, Inc., Wilmington, Delaware BMW Manufacturing Indústria de Motos da Amazônia Ltda., Manaus BMW Leasing do Brasil, S.A., São Paulo BMW de Argentina S.A., Buenos Aires BMW Financial Services de Mexico S.A. de C.V. SOFOM, Mexico City BMW Acquisitions Ltda., São Paulo BMW de Mexico, S.A. de C.V., Mexico City BMW Auto Leasing, LLC, Wilmington, Delaware Rolls-Royce Motor Cars NA, LLC, Wilmington, Delaware 100 226 10 100 BMW SLP, S.A. de C.V., Villa de Reyes 187 100 -84 BMW of North America, LLC, Wilmington, Delaware -288 -679 100 BMW Extended Service Corporation, Wilmington, Delaware 100 100 41 100 100 BMW of Manhattan, Inc., Wilmington, Delaware BMW Canada Inc., Richmond Hill, Ontario BMW Vehicle Lease Trust 2015-2, Wilmington, Delaware 14 BMW Vehicle Lease Trust 2016-1, Wilmington, Delaware 14 BMW Vehicle Lease Trust 2016-2, Wilmington, Delaware 14 BMW Vehicle Lease Trust 2017-1, Wilmington, Delaware14 BMW Vehicle Lease Trust 2017-2, Wilmington, Delaware 14 BMW Vehicle Lease Trust 2016-A, Wilmington, Delaware 14 BMW Vehicle Lease Trust 2017-A, Wilmington, Delaware¹4 BMW Vehicle Owner Trust 2014-A, Wilmington, Delaware 14 BMW Vehicle Owner Trust 2016-A, Wilmington, Delaware 14 BMW Floorplan Master Owner Trust, Wilmington, Delaware 14 BMW Canada 2015-A, Richmond Hill, Ontario 14 BMW Canada Auto Trust 2015, Richmond Hill, Ontario 14 BMW Canada Auto Trust 2016, Richmond Hill, Ontario 14 BMW Canada Auto Trust 2017-1, Richmond Hill, Ontario 14 100 BMW Receivables 1 Inc., Richmond Hill, Ontario 100 100 100 0 0 0 0 100 100 BMW Receivables Limited Partnership, Richmond Hill, Ontario 100 100 100 100 100 100 100 191 100 100 100 100 100 BMW Financeira S.A. Credito, Financiamento e Investimento, São Paulo BMW Receivables 2 Inc., Richmond Hill, Ontario 100 333 100 247 BLMC Ltd., Farnborough Bavarian Sky FTC, Pantin 14 Bavarian Sky UK 1 PLC, London 14 Bavarian Sky UK A Limited, London 14 Bavarian Sky S.A., Compartment German Auto Loans 3, Luxembourg 14 Bavarian Sky S.A., Compartment German Auto Loans 4, Luxembourg 14 Bavarian Sky S.A., Compartment German Auto Loans 5, Luxembourg 14 Bavarian Sky S.A., Compartment German Auto Loans 6, Luxembourg 14 Bavarian Sky S.A., Compartment German Auto Loans 7, Luxembourg 14 Bavarian Sky S.A., Compartment German Auto Leases 4, Luxembourg 14 Bavarian Sky S.A., Compartment A, Luxembourg 14 Bavarian Sky S.A., Compartment B, Luxembourg 14 Triumph Motor Company Ltd., Farnborough Bavarian Sky Europe S.A. Compartment A, Luxembourg 14 100 100 100 100 100 100 Bavarian Sky Europe S.A., Luxembourg 14 100 BMW Central Pension Trustees Ltd., Farnborough BMW (UK) Capital plc, Farnborough 100 190 Group Financial Statements Notes to the Group Financial Statements → List of Investments Riley Motors Ltd., Farnborough at 31 December 2017 BMW Milano S.r.I., San Donato Milanese Société Nouvelle WATT Automobiles SARL, Rueil-Malmaison Alphabet Luxembourg S.A., Leudelange BMW (UK) Investments Ltd., Farnborough BMW Malta Finance Ltd., Floriana BiV Carry ISCS, Senningerberg11 BMW Madrid S.L., Madrid 100 100 100 BMW do Brasil Ltda., São Paulo 2,444 2,320 100 2,280 220 BMW US Capital, LLC, Wilmington, Delaware 100 303 100 1,358 121 100 1,135 1,431 Financial Services Vehicle Trust, Wilmington, Delaware BMW Financial Services NA, LLC, Wilmington, Delaware BMW (US) Holding Corp., Wilmington, Delaware BMW Manufacturing Co., LLC, Wilmington, Delaware BMW Bank of North America, Inc., Salt Lake City, Utah The Americas 100 100 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Profit/loss ⁹ Including power to appoint representative bodies. in € million 13 100% acquisition on 3 January 2018. 14 Control on basis of economic dependence. 195 196 Group Financial Statements Notes to the Group Financial Statements → List of Investments 12 Deconsolidation in the financial year 2017: BMW Osaka Corp., Tokyo, MITEC Mikroelektronik Mikrotechnik Informatik GmbH, Munich (merger). at 31 December 2017 Bayerische Motoren Werke Aktiengesellschaft The Board of Management Harald Krüger Milagros Caiña Carreiro-Andree Markus Duesmann Klaus Fröhlich Pieter Nota Dr. Nicolas Peter Munich, 15 February 2018 Peter Schwarzenbauer 11 First-time consolidation. IFRS rules. Equity not denominated in euro is translated into euro using the closing exchange rate at the balance sheet date, earnings are translated using the average rate. 17.8 18.9 9.8 16.7 6.2 10.5 9.1 1º Exemption pursuant to Article 2:403 of the Civil Code of the Netherlands (Burgerlijk Wetboek). 18.3 2 The amounts shown for the foreign subsidiaries correspond to the annual financial statements drawn up in accordance with uniform IFRS rules. Equity and earnings not denominated in euro are translated into euro using the closing exchange rate at the balance sheet date. 3 Profit and Loss Transfer Agreement with BMW AG. 4 Profit and Loss Transfer Agreement with a subsidiary of BMW AG. 5 Exemption from drawing up a management report applied in accordance with § 264 (3) and § 264 b HGB. 6 Exemption from publication of financial statements applied in accordance with § 264 (3) and § 264 b HGB. 7 These entities are neither consolidated nor accounted for using the equity method due to their overall immateriality for the Group Financial Statements. 8 The amounts shown for entities accounted for using the equity method and for proportionately consolidated entities correspond to the annual financial statements drawn up in accordance with uniform 12.0 Oliver Zipse CORPORATE GOVERNANCE →Page 198 Statement on Corporate Governance (Part of the Combined Management Report) → Page 198 Information on the Company's Governing Constitution →Page 199 Declaration of the Board of Management and Management Supervisory Board Compliance Compensation Report 198 Statement on Corporate Governance →Information on the Company's Governing Board of Constitution CORPORATE GOVERNANCE Good corporate governance - acting in accordance with the principles of responsible management aimed at increasing the value of the business on a sustainable basis - is an essential requirement for the BMW Group embracing all areas of the business. Corporate culture within the BMW Group is founded on transparent reporting and communication, corporate governance in the interest of all stakeholders, trustful cooperation both of the Board of Management and the Supervisory Board as well as among employees, and compliance with applicable law. The Board of Management and Supervisory Board report in this statement on impor- tant aspects of corporate governance pursuant to §§ 289 f, § 315 d HGB and section 3.10 of the German Corporate Governance Code (GCGC). Information on the Company's Governing Constitution its The designation BMW Group comprises Bayerische Motoren Werke Aktiengesellschaft (BMW AG) and group entities. BMW AG is a stock corporation (Aktiengesellschaft) within the meaning of the German Stock Corporation Act (Aktiengesetz) and has its registered office in Munich, Germany. It has three representative bodies: the Annual General Meeting, the Supervisory Board and the Board of Management. The duties and powers of those bodies derive from the Stock Corporation Act and the Articles of Incorporation of BMW AG. Shareholders, as the owners of the business, exercise their rights at the Annual General Meeting. The Annual General Meeting decides in particular on the utilisation of unappropriated profit, the ratification of the acts of the members of the Board of Management and the Supervisory Board, the appointment of the external auditor, changes to the Articles of Incorporation and certain capital measures, and elects the shareholders' representatives to the Supervisory Board. The Board of Management is responsible for managing the Company and is monitored and advised by the Supervisory Board. The Supervisory Board appoints the members of the Board of Management and can, for an important reason, revoke an appointment at any time. The Board of Management informs the Supervisory Board and reports to it regularly, promptly and comprehensively, in line with the principles of conscientious and faithful accounting and in accordance with the law and the reporting duties determined by the Supervisory Board. The Board of Management requires the approval of the Supervisory Board for certain major transactions. The Supervisory Board is not, however, authorised to undertake management measures itself. in € million STATEMENT ON Company's Govern- ing Constitution Corporate Governance 4 → Page 200 → Page 201 → Page 204 of the Supervisory Board pursuant to § 161 AktG Members of the Board of Management Members of the Supervisory Board Composition and Work Procedures of the Board of Management of BMW AG and its Committees → Page 206 Composition and Work Procedures of the Supervisory Board of BMW AG and its Committees → Page 213 → Page 214 Disclosures pursuant to the Act on Equal Gender Participation Information on Corporate Governance Practices Applied beyond Mandatory Requirements →Page 216 Compliance in the BMW Group →Page 221 Compensation Report (Part of the Combined Management Report) → Page 239 Responsibility Statement by the Company's Legal Representatives → Page 240 Independent Auditor's Report 4 3.1 4.6 The close interaction between Board of Management and Supervisory Board in the interests of the Company as described above is also known as a "two-tier board structure". Gios Holding B.V., Oss 1 The amounts shown for the German subsidiaries correspond to the annual financial statements drawn up in accordance with German accounting requirements (HGB). Not equity accounted or proportionately consolidated entities DOMESTIC7 Encory GmbH, Unterschleißheim Digital Energy Solutions GmbH & Co. KG, Munich The Retail Performance Company GmbH, Munich Abgaszentrum der Automobilindustrie GbR, Weissach FOREIGN PDB - Partnership for Dummy Technology and Biomechanics GbR, Gaimersheim BMW Albatha Leasing LLC, Dubai BMW Albatha Finance PSC, Dubai BMW AVTOTOR Holding B.V., Amsterdam Stadspasparkeren B.V., Deurne IP Mobile N.V., Brussels DSP Concepts, Inc., Dover, Delaware Bavarian & Co. Ltd., Incheon FOREIGN7 2,195 SGL Automotive Carbon Fibers GmbH & Co. KG, Munich Joint operations - proportionately consolidated entities Capital invest- ment in % 42 -2 50 50 39 -11 DOMESTIC 25 BMW Brilliance Automotive Ltd., Shenyang³ 5,377 1,337 50 Associated companies - equity accounted FOREIGN THERE Holding B.V., Amsterdam FOREIGN 362 SGL Automotive Carbon Fibers, LLC, Dover, Delaware 52 Equity in € million Profit/loss in € million Capital invest- ment in % DOMESTIC GSB Sonderabfall-Entsorgung Bayern GmbH, Baar-Ebenhausen Hubject GmbH, Berlin Companies IVM Industrie-Verband Motorrad GmbH & Co. Dienstleistungs KG, Essen Joblinge gemeinnützige AG Leipzig, Leipzig Joblinge gemeinnützige AG München, Munich RA Rohstoffallianz GmbH i.L., Berlin Racer Benchmark Group GmbH, Landsberg am Lech SGL Carbon SE, Wiesbaden 33 FOREIGN7 Joblinge gemeinnützige AG Berlin, Berlin → 68 Deutsches Forschungszentrum für Künstliche Intelligenz GmbH, Kaiserslautern 20 9 BMW AG's participations at 31 December 2017 41 2 49 50 50 50 25 49 40 40 50 2222 30 25 20 20 Ralf Hattler³ (*1968) Member since 2017 Head of Purchasing Indirect Goods and Services, Raw Material, Production Partner Stefan Schmid¹ (*1965) Member since 2007 Deputy Chairman Chairman of the Board of Management Dr.-Ing. Heinrich Hiesinger (*1960) Member since 11 May 2017 of thyssenkrupp AG Mandates thyssenkrupp Elevator AG (Chairman) thyssenkrupp Steel Europe AG (Chairman) thyssenkrupp (China) Ltd. (Chairman) 1 Employee representatives (company employees). Entrust Datacard Corp. Chairman of the Works Council, Dingolfing AQTON SE (Chairman) Mandates Mandates ― E.ON SE (Chairman) Deutsche Lufthansa Aktiengesellschaft (Chairman, since 25 September 2017) Verizon Communications Inc. (until 3 May 2018) Christiane Benner² (*1968) Member since 2014 Second Chairman of IG Metall Franz Haniel (*1955) Member since 2004 Entrepreneur DELTON AG (Chairman) Mandates DELTON AG (Deputy Chairman) Franz Haniel & Cie. GmbH (Chairman) Heraeus Holding GmbH TBG Limited Stefan Quandt (*1966) Member since 1997 Deputy Chairman Entrepreneur - 2 Employee representatives (union representatives). Member since 1999 Membership of other statutory supervisory boards. Technikwissenschaften e. V. Mandates - Deutsche Bank AG Deutsche Post AG Münchener Rückversicherungs-Gesellschaft Aktiengesellschaft in München President of acatech - Deutsche Akademie der Horst Lischka² (*1963) General Representative of IG Metall Munich Mandates KraussMaffei Group GmbH MAN Truck & Bus AG Städtisches Klinikum München GmbH Willibald Löw¹ (*1956) Chairman of the Supervisory Board of the E.ON SE and of the Deutsche Lufthansa Aktiengesellschaft Member since 2009 3 Employee representatives (members of senior management). Member from 2010 until 11 May 2017 Prof. Dr. rer. nat. Dr.-Ing. E.h. Membership of equivalent national or foreign boards of business enterprises. 201 202 Statement on Corporate Governance → Members of the Supervisory Board Prof. Dr. rer. nat. Dr. h.c. Reinhard Hüttl (*1957) Henning Kagermann (*1947) Member since 2008 of Helmholtz-Zentrum Potsdam Deutsches GeoForschungsZentrum - GFZ University Professor Dr. h.c. Robert W. Lane (*1949) Member since 2009 Former Chairman and Chief Executive Officer of Deere & Company Mandates General Electric Company (until 8 October 2017) Chairman of the Executive Board Deputy Chairman Weybourne Group Limited Dr. jur. Karl-Ludwig Kley (*1951) → Members of the Board of Management → Members of the Supervisory Board MEMBERS OF THE BOARD OF MANAGEMENT Dr. Nicolas Peter (*1962) Statement on Corporate Governance Finance BMW Brilliance Automotive Ltd. (Deputy Chairman) BMW Nederland B.V. (until 14 February 2017) Harald Krüger (*1965) Chairman Milagros Caiña Carreiro-Andree (*1962) Human Resources, Industrial Relations Director Dr. Ian Robertson (HonDSc) (*1958) Sales and Brand BMW, Aftersales BMW Group Mandates (until 31 December 2017) 200 Chairman Chairman of the Works Council, Landshut Declaration of the Board of Management and of the Supervisory Board of Bayerische Motoren Werke Aktiengesellschaft with respect to the recommen- dations of the "Government Commission on the German Corporate Governance Code" pursuant to § 161 German Stock Corporation Act The Board of Management and Supervisory Board of Bayerische Motoren Werke Aktiengesellschaft ("BMW AG") declare the following regarding the recommendations of the "Government Commission on the German Corporate Governance Code": 1. Since issuance of the last Declaration in Decem- ber 2016, BMW AG has complied with all of the recommendations published officially on 12 June 2015 in the Federal Gazette (Code version dated 5 May 2015), with the exception - as previously reported of section 4.2.5 sentences 5 and 6. - 2. BMW AG will in future comply with all of the recom- mendations published officially on 24 April 2017 in the Federal Gazette (Code version dated 7 February 2017), with the exception of section 4.2.3 sentence 9 and section 4.2.5 sentences 5 and 6. 3. It is recommended in section 4.2.3 sentence 9 of the Code that subsequent amendments to per- formance targets or comparison parameters for variable remuneration components be excluded. BMW AG remains committed to this principle. A one-off departure from the recommendation is, however, planned for the financial year 2018 in conjunction with the implementation of a new remuneration system for the Board of Manage- ment: in order to implement the new remuneration system with effect from the coming financial year 2018 rather than with effect from the finan- cial year 2020 – it is intended to cancel the targets previously set for the variable remuneration com- ponents for the financial years 2018 and 2019 and to replace them for the financial year 2018 onwards with targets based on the target system specified in the new remuneration system. 199 4. It is recommended in section 4.2.5 sentences 5 and 6 of the Code that specified information pertaining to management board compensation be disclosed in the Compensation Report. These recommendations have not been and will not be complied with, due to uncertainties as to whether the supplementary use of model tables - -particularly Munich, December 2017 Bayerische Motoren Werke Aktiengesellschaft On behalf of the Supervisory Board Dr.-Ing. Dr.-Ing. E. h. Norbert Reithofer Chairman On behalf of the Board of Management Harald Krüger in view of the transition from one remuneration system to a new system - would be instrumental in making the BMW AG's Compensation Report transparent and generally understandable in accordance with generally applicable financial reporting requirements (see section 4.2.5 sen- tence 3 of the Code). Member since 2008 Mandates Weybourne Investments Holdings General Counsel: Dr. Jürgen Reul MEMBERS OF THE SUPERVISORY BOARD Dr.-Ing. Dr.-Ing. E.h. Norbert Reithofer (*1956) Member since 2015 Former Chairman of the Board of Management of BMW AG Membership of equivalent national or foreign boards of business enterprises. Mandates Henkel AG & Co. KGaA (Shareholders' Committee) Manfred Schoch¹ (*1955) Member since 1988 Deputy Chairman Chairman of the European and General Works Council Industrial Engineer Siemens Aktiengesellschaft Weybourne Limited (from 3 January 2017 until 19 October 2017) Membership of other statutory supervisory boards. Mandates (until 19 October 2017) Weybourne Management Limited Markus Duesmann (*1969) Purchasing and Supplier Network Klaus Fröhlich (*1960) Development Mandates HERE International B.V. (until 28 February 2018) BMW (South Africa) (Pty) Ltd. (Chairman) BMW Motoren GmbH (Chairman) Peter Schwarzenbauer (*1959) Digital Business Innovation BMW Group Mandates Scout24 AG (since 8 June 2017) Rolls-Royce Motor Cars Limited (Chairman) Pieter Nota (*1964) Sales and Brand BMW, Aftersales BMW Group (since 1 January 2018) Oliver Zipse (*1964) Production MINI, Rolls-Royce, BMW Motorrad, Customer Engagement and Susanne Klatten (*1962) Chairman Entrepreneur Following the election of a new Supervisory Board member, the Corporate Governance Officer informs the new member of the main framework for performing duties, in particular the BMW Group Corporate Gov- ernance Code and individual contributions required in circumstances which trigger reporting obligations or are subject to Supervisory Board approval. Following its meetings, the Supervisory Board generally requests information on new vehicle models in the form of a short presentation. In practice, resolutions are regularly passed by the Supervisory Board and its committees at meetings. Supervisory Board members who are not present can submit their vote via another Supervisory Board member in written, fax or electronic form. This rule also applies for the second vote of the Chairman of the Supervisory Board. The Chairman of the Supervisory Board can also grant a period of time in which all members not present at a meeting may retrospectively vote. In special cases, resolutions may also be passed outside of meetings, in particular in writing, by fax or by electronic means. Resolutions and meetings are recorded in minutes, which are signed by the relevant Chairman. Resolutions of the Supervisory Board are generally passed by a simple majority. The German Co-determina- tion Act contains specific legal requirements with regard to majorities and technical procedures, particularly with regard to the appointment and removal of management Board members and the election of Chairman or Deputy Chairman of the Supervisory Board. In the event of a tied vote in the Supervisory Board, the Chairman of the Supervisory Board has two votes in a renewed vote, assuming it also results in a tie. The Supervisory Board is quorate if all members have been invited to the meeting and at least half the mem- bers of whom it is required to comprise participate in the vote. A resolution relating to an agenda item not included in the invitation is only valid if none of the members of the Supervisory Board who were not present at the meeting object to the resolution and if a minimum of two-thirds of the members are present. The Chairman of the Supervisory Board coordinates work within the Supervisory Board, convenes and chairs its meetings, handles the external affairs of the Supervisory Board and represents it before the Board of Management. The Supervisory Board holds a minimum of two meet- ings per calendar half-year. Normally, five plenary meetings are held per calendar year. One meeting each year is planned to extend to several days and is used, among other things, to enable an in-depth exchange on strategic and technological matters. The main topics of meetings in the period under report are summarised in the Report of the Supervisory Board. Shareholder representatives and employee representatives generally prepare Supervisory Board meetings separately and occasionally with members of the Board of Manage- ment. Members of the Supervisory Board are specif- ically legally bound to maintain secrecy with respect to confidential reports they receive and confidential discussions in which they partake. reasons. BMW AG's Supervisory Board is composed of ten share- holder representatives (elected by the Annual General Meeting) and ten employee representatives (elected in accordance with the Co-Determination Act). The ten Supervisory Board members representing employees comprise seven Company employees, including one executive staff representative, and three members elect- ed following nomination by unions. The Supervisory Board has the task of advising and supervising the Board of Management in its management of the BMW Group. It is involved in all decisions of fundamental importance for the BMW Group. The Supervisory Board appoints the members of the Board of Management and decides upon the level of compensation they receive. The Super- visory Board can revoke appointments for important COMPOSITION AND WORK PROCEDURES OF THE SUPERVISORY BOARD OF BMW AG AND ITS COMMITTEES Work Procedures of the Supervisory Board of BMWAG and its Committees → Composition and Members of the Supervisory Board of BMW AG take care to ensure that they have sufficient time to perform their mandate. If members of the Supervisory Board of BMW AG are also members of the management board of a listed company, they may not accept more than three mandates on non-BMW Group supervisory boards of listed companies or in other bodies with comparable requirements. Statement on Corporate Governance 205 The Board of Management is represented by its Chair- man in its dealings with the Supervisory Board. The Chairman of the Board of Management maintains regular contact with the Chairman of the Supervisory Board and keeps him informed of all important mat- ters. The Supervisory Board has passed a resolution specifying the information and reporting duties of the Board of Management. As a general rule, in the case of reports required by law, the Board of Management submits its reports to the Supervisory Board in writing. To the extent possible, documents required as a basis for taking decisions are sent to the members of the Supervisory Board in good time before the relevant meeting. Regarding transactions of fundamental importance, the Supervisory Board has resolved that a specific approval from the Supervisory Board is required. Whenever necessary, the Chairman of the Board of Management obtains the approval of the Supervisory Board and ensures that reporting duties to the Supervisory Board are complied with. In order to fulfil these tasks, the Chairman is supported by all members of the Board of Management. The fundamental principle followed when reporting to the Supervisory Board is that the latter should be kept informed regularly, without delay and comprehen- sively of all significant matters relating to planning, business performance, risk exposures, risk manage- ment and compliance, as well as any major variances between actual business development and plans and targets, and the relevant reasons. their entirety or individually (such as the executive management structure, potential candidates for exec- utive management, nominations for or promotions to senior management positions). This committee has, on the one hand, an advisory and preparatory role (e.g. making suggestions for promotions to the two remuneration groups below Board level and preparing decisions to be taken at Board meetings with regard to human resources principles with the emphasis on executive management issues) and a decision-making function on the other (e.g. deciding on appointments to senior management positions and promotions to higher remuneration groups or the wording of human resources principles decided on by the full Board). The Committee has two members who are entitled to vote at meetings, namely the Chairman of the Board of Management (who also chairs the meetings) and the Board member responsible for Human Resources. The Head of Human Resources Management and Services as well as the Head of Human Resources Executive Management also participate in these meetings in an advisory function. At the request of the Chairman, resolutions may also be passed outside of committee meetings by casting votes in writing, by fax or by telephone if the other member entitled to vote does not object immediately. The Committee for Executive Management Matters convenes up to six times a year. The Board's Committee for Executive Management Matters deals with enterprise-wide issues affecting executive managers of the BMW Group, either in The full Board usually convenes up to twice a year in its function as Sustainability Board in order to define strategy with regard to sustainability and decide upon measures to implement that strategy. The Head of Corporate Affairs and the Representative for Sus- tainability and Environmental Protection participate in these meetings in an advisory capacity. At meetings of the Operations Committee (general- ly held every two weeks), decisions are reached in connection with automobile product projects, based on the strategic orientation and decision framework stipulated at Board of Management meetings. The Operations Committee comprises the Board of Management member responsible for Development (who also chairs the meetings), together with the Board members responsible for the following areas: Purchasing and Supplier Network; Production; Sales and Brand BMW, Aftersales BMW Group (until 28 Feb- ruary 2018); and MINI, Rolls-Royce, BMW Motorrad, Customer Engagement and Digital Business Innovation BMW Group (until 28 February 2018). If the committee chairman is not present or unable to attend a meeting, the member of the Board responsible for Production represents him. Resolutions taken at meetings of the Operations Committee are made online. A secretariat for Board of Management matters has been established to assist the Chairman and other Board members with the preparation and follow-up work connected with Board meetings. Members of the Board of Management not represent- ed in a committee are provided with the agendas and minutes of committee meetings. Committee matters are dealt with in full Board meetings if the committee considers it necessary or at the request of a member of the Board of Management. for its committees. The rules relating to meetings and resolutions taken by the full Board of Management are also applicable Minutes are taken of all meetings and the Board of Management's resolutions and signed by the Chair- man. Decisions taken by the Board of Management are binding for all employees. In the event that the Chairman of the Board of Management is not present or is unable to attend a meeting, the member of the Board responsible for Finance will represent him. 206 The Supervisory Board regularly assesses the efficiency of its activities. To this end, shared discussion is con- ducted within the Supervisory Board and individual meetings held with the Chairman, prepared on the basis of a questionnaire sent in advance, which is drawn up by the Supervisory Board. Members of the Supervisory Board of BMW AG are obliged to act in the best interest of the organisation as a whole. They may not pursue personal interests in their decisions or take advantage of business opportunities intended to benefit the BMW Group. Members of the Supervisory Board are obliged to inform the Supervisory Board of any conflicts of interest, in particular those resulting from a consulting or executive role with clients, suppliers, lenders or other business partners, so that the Supervisory Board can report to the shareholders at the Annual General Meeting on its treatment of the issue. Material and non-temporary conflicts of interest of a Supervisory Board member result in a termination of mandate. Member since 1997 The establishment and composition of a mediation com- mittee are prescribed by the German Co-determination Act. The Mediation Committee has the task of making proposals to the Supervisory Board if a resolution for the appointment of a member of the Board of Management has not been carried by the necessary two-thirds major- ity of members' votes. In accordance with statutory requirements, the Mediation Committee comprises the Chairman and the Deputy Chairman of the Supervisory Board, one member selected by shareholder represent- atives and one by employee representatives. The Nomination Committee is charged with the task of finding suitable candidates for election to the Super- visory Board as shareholder representatives and to propose them to the Supervisory Board for election at the Annual General Meeting. In line with the recom- mendations of the German Corporate Governance Code, the Nomination Committee is exclusively composed of shareholder representatives. In line with the recommendations of the German Cor- porate Governance Code, the Chairman of the Audit Committee is independent, and not a former Chairman of the Board of Management, and has special knowledge and experience in the application of financial reporting standards and internal control procedures. He also fulfils the requirement of being a financial expert as defined by § 100 (5) and § 107 (4) AktG. The Audit Committee deals in particular with the super- vision of the financial reporting process, effectiveness of the internal control system, the risk management system, internal audit system and compliance as well as the performance of Supervisory Board duties in connection with audits pursuant to § 32 of the German Securities Trading Act (WpHG). It also oversees the audit of financial statements, auditor independence and any additional work performed by the auditor. It prepares the proposal for the election of the auditor at the Annual General Meeting, makes a relevant recom- mendation, issues the audit engagement and agrees on additional areas of audit focus as well as the auditor's fee. The Audit Committee prepares the Supervisory Board's resolution relating to the Company and Group Financial Statements and discusses interim reports with the Board of Management prior to publication. Additionally, the Audit Committee deals with the non-financial report- ing, prepares the audit of the Supervisory Board and the engagement of an external auditor and issues the audit engagement. The Audit Committee also decides on the Supervisory Board's agreement on the use of Authorised Capital 2014 (Article 4 no. 5 of the Articles of Incorporation) and on amendments to the Articles of Incorporation which only affect its wording. Work Procedures of the Supervisory Board of BMWAG and its Committees → Composition and Statement on Corporate Governance 208 207 In accordance with rules of procedure, the Presiding Board comprises the Chairman of the Supervisory Board and Deputies. The Presiding Board prepares Superviso- ry Board meetings to the extent that the subject matter does not fall within the remit of a committee. This includes, for example, preparing the annual Declaration of Compliance with the German Corporate Governance Code and assessment of Supervisory Board efficiency. coordination work. BMW AG ensures that the Supervisory Board and its committees are appropriately equipped to carry out their duties. This includes providing a central Supervi- sory Board office to support the chairpersons in their The Supervisory Board, the Presiding Board and com- mittees also meet without the Board of Management when necessary. Members of the Supervisory Board may not delegate their duties to others. However, the Supervisory Board, the Presiding Board and the committees may call on experts and informed persons to attend meetings and advise on specific matters. In line with the rules of procedure for the activities of the plenum, the Supervisory Board has set out proce- dural rules for the Presiding Board and committees. Committees are quorate only when all members par- ticipate. Committee resolutions are passed by a simple majority, unless otherwise stipulated by law. → The number of meetings held by the Presiding Board and committees depends on requirements. The Pre- siding Board, the Personnel Committee and the Audit Committee generally hold several meetings in the course of the year. According to the rules of procedure, the Chairman of the Supervisory Board is, by virtue of this function, member and Chairman of the Presiding Board, the Personnel Committee and the Nomination Committee. → see "Overview of Supervisory Board commit- tees and their composition" "Composition targets for the Supervisory Board" Composition of the Presiding Board and the committees is based on legal requirements, the Articles of Incor- poration, rules of procedure and corporate governance principles, while taking into particular account the expertise of Board members. → Taking into account the specific circumstances of the BMW Group and the number of Board members, the Supervisory Board has set up a Presiding Board and four committees: the Personnel Committee, the Audit Committee, the Nomination Committee and the Mediation Committee. These serve to raise the efficiency of the Supervisory Board's work and facilitate handling of complex issues. Establishment and function of a mediation committee is prescribed by law. Committee chairpersons report in detail on committee work at each plenary meeting of the Supervisory Board. Members of the Supervisory Board are responsible for undertaking any training required for the performance of their duties. The Company provides them with appro- priate assistance therein. → The Supervisory Board has stated specific targets → see section for its composition, agreed to a diversity concept and determined a competency profile. number of meetings during the year 2017 → see Report of the Supervisory Board for the In proposing candidates for election as members of the Supervisory Board, care is taken that the Supervisory Board collectively has the required knowledge, skills and expertise to perform its tasks appropriately. unanimously. A Board meeting may only be held if more than half of the Board members are present. Unless stipulated otherwise by law or in BMW AG's statutes, the Board of Management makes decisions on the basis of a simple majority of votes cast at meet- ings. Outside of Board meetings, decisions are taken on the basis of a simple majority of Board members. In the event of a tied vote, the Chairman of the Board of Management has the casting vote. Any changes to the Board's terms of reference must be passed The Personnel Committee prepares decisions of the Supervisory Board with regard to the appointment and, where applicable, removal of members of the Board of Management and, together with the full Supervisory Board and the Board of Management, ensures long- term succession planning. The Personnel Committee also prepares s decisions of the Supervisory Board with regard to Board of Management compensation and the regular review of the compensation system for the Board of Management. In conjunction with resolutions taken by the Supervisory Board regarding the compensation of the Board of Management, the Personnel Committee is responsible for drawing up, amending and revoking employment contracts or, when necessary, to prepare and conclude other relevant contracts with members of the Board of Management. In certain cases, the Personnel Committee is also authorised to grant the necessary approval of a business transaction on behalf of the Supervisory Board. This includes cases of providing loans to members of the Board of Management or Super- visory Board, certain contractual arrangements with members of the Supervisory Board, taking into account related parties, as well as ancillary activities of members of the Board of Management, in particular acceptance of non-BMW Group supervisory board mandates. At the request of the Chairman, decisions can also be taken outside of Board meetings if none of the Board members object to this procedure. A meeting is quorate if all Board of Management members are invited to the meeting in good time. Members unable to attend any meeting are entitled to vote in writing, by fax or by telephone. Votes cast by phone must be subsequently confirmed in writing. Except in urgent cases, matters relating to a division for which the responsible Board member is not present will only be discussed and decided upon with that member's Brigitte Rödig¹ (*1963) Member of the Works Council, Munich Dr. Dominique Mohabeer¹ (*1963) Member since 2012 Membership of equivalent national or foreign boards of business enterprises. Membership of other statutory supervisory boards. ³ Employee representatives (members of senior management). 2 Employee representatives (union representatives). Employee representatives (company employees). - Deutsche Post AG Mandates Boehringer Ingelheim Gruppe Former Member of Management of Member since 2013 Member since 2015 Robert Bosch GmbH Nestlé Deutschland AG Allianz SE (until 3 May 2017) Infineon Technologies AG Mandates Allensbach Gesellschaft zum Studium der öffentlichen Meinung mbH Director of Institut für Demoskopie Member since 2008 Prof. Dr. rer. pol. Renate Köcher (*1952) SGL Carbon SE (Chairman) ALTANA AG (Deputy Chairman) Mandates consent. Simone Menne (*1960) Member of the Works Council, Dingolfing UnternehmerTUM GmbH (Chairman) Member since 2011 Terms of reference approved by the Board of Man- agement contain a planned allocation of divisional responsibilities between the individual Board mem- bers. These terms of reference also incorporate the principle that the full Board of Management bears joint responsibility for all matters of particular impor- tance and scope. In addition, members of the Board of Management manage the relevant portfolio of duties under their responsibility, whereby case-by-case rules can be put in place for cross-divisional projects. Board members continually provide the Chairman of the Board of Management with all information regarding major transactions and developments within their area of responsibility. The Chairman of the Board of Management coordinates cross-divisional matters with the overall targets and plans of the BMW Group, involving other Board members to the extent that divi- sions within their area of responsibility are affected. Jürgen Wechsler² (*1955) the Operations Committee and the Committee for Executive Management Matters. At its meetings, the Board of Management defines the overall framework for business strategies and the use of resources, takes decisions regarding the implementation of strategies and deals with issues of particular importance to the BMW Group. The full Board also takes decisions at a basic policy level relating to the Group's automobile product strategies and product projects inasmuch as these are relevant for all brands. The Board of Man- agement and its committees may, as required and depending on the subject matters being discussed, invite non-voting advisers to participate at meetings. The Board of Management consults and takes decisions as a collegiate body in meetings of the Board of Management, the Sustainability Board, Following the appointment of a new member to the Board of Management, the BMW Group Corporate Governance Officer informs the new member of the framework conditions under which the Board mem- ber's duties are to be carried out - in particular those enshrined in the BMW Group's Corporate Govern- ance Code - as well as the duty to cooperate when a transaction or event triggers reporting requirements or requires the approval of the Supervisory Board. During their period of employment for BMW AG, members of the Board of Management are bound by a comprehensive non-competition clause. They are required to act in the enterprise's best interests and may not pursue personal interests in their decisions or take advantage of business opportunities intended for the enterprise. They may only undertake ancillary activities, in particular supervisory board mandates outside the BMW Group, with the approval of the Supervisory Board's Personnel Committee. Each member of the Board of Management of BMW AG is obliged to disclose conflicts of interest to the Super- visory Board without delay and inform the other members of the Board of Management accordingly. The Board of Management determines the strategic orientation of the enterprise, agrees upon it with the Supervisory Board and ensures its implementation. The Board of Management is responsible for ensuring that all provisions of law and internal regulations are complied with. Further details about compliance within the BMW Group can be found in the Corporate Governance section of the Annual Report. The Board of Management is also responsible for ensuring that appropriate risk management and risk controlling systems are in place throughout the Group. The Board of Management manages the enterprise under its own responsibility, acting in the interests of the BMW Group with the aim of achieving sustain- able growth in value. The interests of shareholders, employees and other stakeholders are also taken into account in the pursuit of this aim. COMPOSITION AND WORK PROCEDURES OF THE BOARD OF MANAGEMENT OF BMW AG AND ITS COMMITTEES Management of BMW AG and its Committees →Composition and Work Procedures of the Board of Statement on Corporate Governance 204 203 In the financial year 2017, the Board of Management made its decisions at meetings generally held on a weekly basis which were convened, coordinated and headed by the Chairman of the Board of Management. Membership of other statutory supervisory boards. Membership of equivalent national or foreign boards of business enterprises. Mandates Regional Head of IG Metall Bavaria Schaeffler AG (Deputy Chairman) Siemens Healthcare GmbH (Deputy Chairman) - Member since 2001 Chairman of the Works Council, Regensburg 1 Employee representatives (company employees). 2 Employee representatives (union representatives). 3 Employee representatives (members of senior management). Werner Zierer¹ (*1959) 211 212 The Supervisory Board is to be composed in such a way that its members collectively possess the knowledge, skills and experience required to properly perform its tasks. Statement on Corporate Governance The time schedule set by the Supervisory Board for achieving the above-mentioned composition targets is the period up to 31 December 2018. The nomination committee of the Supervisory Board already takes into account the composition targets in its proposal of potential candidates as representatives of the share- holders. This enables diversity in the composition of the Supervisory Board and ensures that the Super- visory Board collectively possesses the knowledge, skills and experience required to properly perform its duties. Proposals for nomination made by the Supervisory Board to the Annual General Meeting - insofar as they apply to shareholder Supervisory Board members should take account of these objectives in such a way that they can be achieved with the support of the appropriate resolutions of the Annual General Meeting. The Annual General Meeting is not bound by proposed nominations for election. The voting freedom of employees in the vote for the employee members of the Supervisory Board is also protected. Under the rules stipulated by the German Co-Determi- nation Act, the Supervisory Board does not have the right to nominate employee representatives for election. The objectives which the Supervisory Board has set itself with regard to its composition are there- fore not intended to be instructions to those entitled to vote or restrictions on their voting freedom. - In the Supervisory Board's opinion, its composition as at 31 December 2017 fulfilled the composition objectives detailed above. For ease of comparison with composition targets, brief curricula vitae of the current members of the Supervisory Board are available on the Company's website at → www.bmwgroup.com. Information relating to members' practised profes- sions and mandates in other statutory supervisory boards and equivalent national or foreign company boards, including the length of periods of service on the Supervisory Board, is provided in the section Statement on Corporate Governance. Based on this information, it is evident that the Supervisory Board of BMW AG is highly diversified, with significantly more than the targeted four members having international experience or specialist knowledge with regard to one or more of the non-German markets important to the BMW Group. In-depth knowledge and experience from within the Company are provided by seven employee representatives, as well as the Chairman of the Supervisory Board. Only one previous Board of Management member holds office in the Supervisory Board. At least four members of the Supervisory Board have experience in managing another company. The Supervisory Board also has three entrepreneurs as members. Most of the members of the Supervisory Board - including employee representatives - have experience in supervising another medium-sized or large company. Moreover, more than three members of the Supervisory Board have experience and specialist knowledge in subjects relevant for the future of the BMW Group, such as customer requirements, mobility, resources, sustainability and information technology. For the purpose of assessing the independence of its members, the Supervisory Board follows the recom- mendations of the German Corporate Governance Code. In the opinion of the Supervisory Board, nei- ther ownership of a substantial shareholding in the Company, or office as an employee representative, or previous membership of the Board of Management, rules out independence of a Supervisory Board mem- ber. A substantial and not merely temporary conflict of interests within the meaning of section 5.4.2 of the German Corporate Governance Code does not apply to any of the Supervisory Board members. Employees holding office in the Supervisory Board are protected by applicable law when performing their duties. All other Supervisory Board members have a sufficient degree of economic independence from the Company. Business with entities, in which the members of the Supervisory Board carry out a significant function, is conducted on an arm's length basis. The Supervisory Board has therefore concluded that all of its mem- bers are independent. These are: Dr.-Ing. Norbert Reithofer, Manfred Schoch, Stefan Quandt, Stefan Schmid, Dr. Karl-Ludwig Kley, Christiane Benner, Franz Haniel, Ralf Hattler, Dr.-Ing. Heinrich Hiesinger, Prof. Dr. Reinhard Hüttl, Susanne Klatten, Prof. Dr. Renate Köcher, Dr. Robert W. Lane, Horst Lischka, Willibald Löw, Simone Menne, Dr. Dominique Mohabeer, Brigitte Rödig, Jürgen Wechsler and Werner Zierer. At least two members meet the requirements of an independent financial expert. These are Dr. Karl-Ludwig Kley and Simone Menne. At the end of the reporting period, the Supervisory Board had six female members (30%), comprising three shareholder representatives and three employee representatives. The Supervisory Board has 14 male members (70%), comprising seven shareholder representatives and seven employee representatives. The Company there- fore complies with the statutory gender quota of at least 30% female members applicable in Germany since 1 January 2016. At present, no member of the Supervisory Board is older than 70 years. Composition and Work Procedures of the Supervisory Board of BMWAG and its Committees → Disclosures pursuant to the Act on Equal Gender Participation- Targets for the Proportion of Women on the Board of Management and at Executive Manage- ment Levels I and II As a general rule, members of the Supervisory Board should not hold office for longer than until the end of the Annual General Meeting at which the resolution is passed ratifying the member's activities for the 14th financial year after the beginning of the member's first period of office. This excludes the financial year in which the first period of office began. This rule does not apply to natural persons who either directly or indirectly hold significant investments in the Company. In the Company's interest, deviation from the general maximum period is possible, for instance in order to work towards another composition target, in particular diversity of gender and technical, professional and personal backgrounds. Three members of the Supervisory Board should if possible be persons from the fields of business, science or research who have experience in areas relevant to the BMW Group, for example chem- istry, energy supply, information technology, or who have specialist knowledge in fields relevant for the future of the BMW Group, for example customer requirements, mobility, resources or sustainability. No persons carrying out directorship functions or advisory tasks for important competitors of the BMW Group may belong to the Supervisory Board. In compliance with applicable law, mem- bers of the Supervisory Board are to take care that no persons will be nominated for election for whom a significant, non-temporary conflict of interests could arise due to other activities and functions carried out by them outside the BMW Group, in particular advisory activities or directorships with customers, suppliers, credi- tors or other business partners. Two independent members of the Supervisory Board should have expert knowledge of account- ing or auditing. Of the 20 members of the Supervisory Board at least 12 should be independent members within the meaning of section 5.4.2 of the German Corporate Governance Code, including at least six as representatives of the Company's share- holders. When seeking qualified individuals for the Super- visory Board whose specialist skills and leader- ship qualities are most likely to strengthen the Board as a whole, consideration is also to be given to diversity. When preparing nominations, the extent to which the work of the Supervisory Board benefits from diversified professional and personal backgrounds (including international aspects) and from an appropriate gender repre- sentation is also to be taken into account. It is the joint responsibility of all those participating in the nomination and election process to ensure that qualified women are considered for Super- visory Board membership. Three of the shareholder representatives in the Supervisory Board should if possible be entrepre- neurs or persons who have previous experience in the management or supervision of another medium or large-sized company. The Supervisory Board should include if possible seven members who have acquired in-depth knowledge and experience within the BMW Group, though no more than two former members of the Board of Management. - - - DISCLOSURES PURSUANT TO THE ACT ON EQUAL GENDER PARTICIPATION - TARGETS FOR THE PROPOR- TION OF WOMEN ON THE BOARD OF MANAGEMENT AND AT EXECUTIVE MAN- AGEMENT LEVELS I AND II To this end, the Supervisory Board of BMW AG has approved the following objectives for its composition, including a competency profile. These objectives also describe the concept for achieving diversity in the com- position of the Supervisory Board (diversity concept): An age limit for membership of the Supervisory Board of 70 years is generally to be applied. In exceptional cases, members may remain on the Board until the end of the next Annual General Meeting after reaching the age of 73, in order to fulfil legal requirements or to facilitate smooth succession in the case of key roles or specialist qualifications. Four members of the Supervisory Board should if possible have international experience or specialist knowledge of one or more non-German markets important to the BMW Group. Diversity contributes to greater competitiveness and innovation at the BMW Group. Working together in mixed, complementary teams raises performance levels and increases customer focus. Promoting an appropriate gender ratio is seen as an essential component of the BMW Group's diversity concept. Increasing the proportion of women therefore remains an objective of the Board of Management. Proportion of female executives within management/function levels I and II at BMW AG We take consistent decisions and commit to them personally. This allows us to work freely and more effectively. Responsibility Composition objectives of the Supervisory Board, competency profile, diversity concept Within the BMW Group, the Board of Management, the Supervisory Board and the employees base their actions on five core values which are the cornerstone of the success of the BMW Group: Core values BEYOND MANDATORY REQUIREMENTS CORPORATE GOVERNANCE PRACTICES APPLIED INFORMATION ON Practices Applied Beyond Mandatory Requirements →Information on Cor- porate Governance Governance Statement on Corporate 214 213 The proportion of women in the workforce as a whole increased again during the financial year under report, as a result of long-term measures, dialogue and infor- mation events. Further information on the topic of diversity within the BMW Group can be found in the section "Workforce". Function level II Function levell In accordance with this legislation, the Supervisory Board of BMW AG is required to set a target for the proportion of women on its Board of Management and a time frame for meeting this target. Likewise, the Board of Management of BMW AG is required to establish targets for the two executive management levels below the Board of Management and a time frame for attaining these targets. As its target for the Board of Management for the time frame from 1 January 2017 to 31 December 2020, the Supervisory Board has stipulated that the Board of Management should continue to have at least one female member. Assuming that the Board of Management continues to comprise eight members, this would correspond to a proportion of at least 12.5%. At 31 December 2017, the Board of Management had one female member (12.5%). The Supervisory Board considers it desirable to increase the proportion of women on the Board of Management and fully supports the Board of Man- agement's endeavours to increase the proportion of women at the highest executive management levels within the BMW Group. The Act on Equal Participation of Women and Men in Executive Positions in the Private and the Public Sector ("Act on Equal Gender Participation") was passed into German law in 2015. 7.5 8.0 10 ....................... in % → 69 Management level is defined in terms of functional level and follows a comprehensive job evaluation system based on Mercer. When selecting an individual for a particular Board of Management position, the Supervisory Board decides in the best interests of the Group and after due consideration of all relevant circumstances. The Personnel Committee takes into account the diversity concept described above when selecting candidates, in order to ensure that the Board of Management has a diverse composition. In the Supervisory Board's opinion, the composition of the Board of Management as at 31 December 2017 is in line with the defined diversity concept. For ease of comparison with the diversity concept, the curricula vitae of members of the Board of Management are available on the inter- net. In particular, the Board of Management has one female member and the various work, educational and life experiences of the members of the Board of Management complement each other. ― establishment in accordance with the recommendation contained in the German Corpo- rate Governance Code, activities based on terms of reference The Supervisory Board has stipulated a target for the proportion of women on the Board of Management. This is outlined in the section "Disclosures pursuant to the Act on Equal Gender Participation”. The Board of Management reports to the Personnel Committee and the Supervisory Board at regular intervals on the proportion and development of women in senior management positions, in particular at executive levels. ― amendments to Articles of Incorporation only affecting wording ― decision on approval for utilisation of Authorised Capital 2014 preparation of the Supervisory Board's audit of the non-financial reporting, preparation of the selection of the auditor for non-financial reporting and engagement of the auditor discussion of interim reports with Board of Management prior to publication Group Financial Statements preparation of proposals for election of external auditor at Annual General Meeting, engagement of external auditor and compliance of audit engagement, determination of additional areas of audit emphasis and fee agreements with external auditor preparation of Supervisory Board's resolution on Company and ― supervision of external audit, in particular auditor independence and additional work performed by external auditor supervision of the financial reporting process, the effectiveness of the internal control system, the risk management system, internal audit arrangements and compliance as well as the performance of Supervisory Board duties in connection with audits pursuant to § 32 of the German Securities Trading Act (WpHG) AUDIT COMMITTEE Norbert Reithofer¹ Manfred Schoch Stefan Quandt Stefan Schmid Karl-Ludwig Kley ― set up in accordance with the recommendation contained in the German Corporate Governance Code, activities based on terms of reference members, including acceptance of non-BMW Group supervisory mandates as well as the approval of transactions requiring Supervisory Board approval by dint of law (e.g. loans to Board of Management or Supervisory Board members) conclusion, amendment and revocation of employment contracts (in conjunction with the resolutions taken by the Supervisory Board regarding the compensation of the Board of Management) and other contracts with members of the Board of Management ― decisions relating to the approval of ancillary activities of Board of Management preparation of decisions relating to the appointment and revocation of appointment of members of the Board of Management, the compensation and the regular review of the Board of Management's compensation system - PERSONNEL COMMITTEE Norbert Reithofer¹ Manfred Schoch Stefan Quandt Stefan Schmid Karl-Ludwig Kley Members preparation of Supervisory Board meetings to the extent that the subject matter to be discussed does not fall within the remit of a committee -activities based on terms of reference - PRESIDING BOARD Principal duties, basis for activities and their composition Appreciation Overview of Supervisory Board committees ― establishment in accordance with the recommendation contained in the German Corporate Governance Code, activities based on terms of reference In accordance with the recommendation of the German Corporate Governance Code, the Supervisory Board has set a standard age limit for Board of Management membership. This aims at a retirement age of 60. Consideration is also given to achieving an appropriate age: mix within the Board of Management. NOMINATION COMMITTEE Karl-Ludwig Kley 1,2 Norbert Reithofer Manfred Schoch Stefan Quandt The Board of Management should collectively have extensive experience in the fields of deve- lopment, production, sales and marketing, fi- nances and human resources. At least two members of the Board of Manage- ment should have a technical background. At least two members should have international management experience. The members of the Board of Management should have a long-standing track record of manage- ment experience, ideally with experience in different professional fields. - - - - The Supervisory Board, in collaboration with the Personnel Committee and the Board of Management, ensures long-term succession planning. In their assess- ment of candidates for Board of Management posi- tions, the underlying suitability criteria applied by the Supervisory Board are expertise in the relevant function, outstanding leadership qualities, proven track record and knowledge of the Company. The Supervisory Board has adopted a diversity concept for the composition of the Board of Management, which is also aligned with recommendations of the German Corporate Governance Code. In considering which individuals would best complement the Board of Management, the Supervisory Board also takes diversity into account. The criteria diversity is taken by the Supervisory Board to encompass in particular different, mutually comple- mentary profiles, professional and life experiences also at the international level and an appropriate gender representation. In reaching its decisions, the Supervi- sory Board also considers the following: Board of Management succession planning, diversity concept → Composition and Work Procedures of the Supervisory Board of BMWAG and its Committees Statement on Corporate Governance 210 209 2 (Independent) financial expert within the meaning of §§ 100 (5) and 107 (4) AktG, no. 5.3.2 GCGC. 1 Chair. (In accordance with statutory requirements, the Mediation Committee comprises the Chairman and Deputy Chairman of the Supervisory Board and one member each selected by shareholder representatives and employee representatives.) Manfred Schoch Stefan Quandt Stefan Schmid Norbert Reithofer - committee required by law proposal to Supervisory Board if resolution for appointment of Board of Management member has not been carried by the necessary two-thirds majority of Supervisory Board members' votes MEDIATION COMMITTEE (In line with the recommendations of the German Corporate Governance Code, the Nomination Committee comprises only shareholder representatives.) Norbert Reithofer¹ Susanne Klatten Karl-Ludwig Kley Stefan Quandt Stefan Schmid - identification of suitable candidates (male/female) as shareholder representatives on the Supervisory Board to be put forward for inclusion in the Supervisory Board's proposals for election at the Annual General Meeting We reflect on our actions, respect each other, offer clear feedback and celebrate success. For the time frame from 11 January 2017 to 31 Decem- ber 2020, the Board of Management has set a target range of 10.2% to 12.0% for the first level of executive management and 8.0% to 10.0% for the second. At 31 December 2017, the proportion of women within the first executive management level stood at 8.0% and at 7.5% within the second. We acknowledge concerns and identify inconsisten- cies in a constructive way. We act with integrity. More than 41,000 managers and staff worldwide have received training in essential compliance matters since the introduction of the BMW Group Compliance Man- agement System. The training material is available on an Internet-based training platform in German and English and includes a final test. Successful comple- tion of the training programme, which is documented by a certificate, is mandatory for all BMW Group man- agers. Appropriate human resources processes are in place to ensure that all newly recruited managers and promoted staff undergo compliance training. In this way, the BMW Group ensures full training coverage for its managers in compliance matters. Compliance measures are determined and priori- tised on the basis of a group-wide compliance risk assessment that is updated annually. Measures are realised with the aid of a regionally structured com- pliance management team, covering all parts of the BMW Group and oversees a network of more than 210 compliance responsibles with 72 local compliance functions. The BMW Group Legal Compliance Code is supple- mented by a range of internal policies, guidelines and instructions, which in part reflect applicable legal requirements. The BMW Group Policy “Corruption Prevention" and the BMW Group Instruction "Corpo- rate Hospitality and Gifts" deserve particular mention: these documents explain lawful handling of gifts and benefits and define appropriate assessment criteria and approval procedures. The BMW Group Policy "Antitrust Compliance" establishes binding rules of conduct for all employees across the BMW Group to prevent unlawful restriction of competition. In response to the entry into force of the EU's Fourth Anti-Money-Laundering Directive, specific anti- money-laundering rules have been revised or intro- duced locally in 13 organisational units. The various elements of the BMW Group Compliance Management System are shown in the diagram on the previous page and are applicable to all BMW Group organisational units worldwide. The BMW Group Legal Compliance Code forms the core of the Group's Compliance Management System, in which the Board of Management affirms its joint commitment to com- pliance ("tone from the top"). The Code also explains the significance of legal compliance and provides an overview of the various areas of relevance for the BMW Group. It is available both as a printed brochure and for download in German and English. In addition, translations into nine other languages are available in the BMW Group intranet. The BMW Group Compliance Committee Office is supported by local compliance functions, especially in connection with operational implementation of compliance topics. Establishment of 72 local compli- ance functions was completed in 2017. Their activities follow a standardised management process with clearly defined tasks and responsibilities. The heads of these functions serve as the Compliance Officer for the respective organisational unit. The decisions taken by the BMW Group Compliance Committee are drafted in concept, and implemented operationally, by the BMW Group Compliance Com- mittee Office. The BMW Group Compliance Com- mittee Office comprises 14 employees and reports organisationally to the Chairman of the Board of Management. The Chairman of the BMW Group Compliance Committee reports to the Audit Committee of the Supervisory Board on the current status of compliance activities within the BMW Group, both on a regular and a case-by-case basis. The Board of Management keeps track of and analyses compliance-related developments and trends on the basis of the Group's compliance reporting and advice from the BMW Group Compliance Committee. Meas- ures to improve the Compliance Management System are initiated on the basis of identified requirements. Compliance Governance and Processes Compliance Training SpeakUP Line Contact and Compliance Compliance Reporting Compliance Communication In addition to basic learning, training for specific target groups is also provided on special compliance issues, such as antitrust compliance. Since 2011, a total of more than 24,000 managers and staff whose functions or specific tasks involve exchange with com- petitors have completed online training in antitrust compliance. Legal Compliance Code and Regulations Additional classroom training has also been provid- ed to make employees who participate in meetings with competitors or work with suppliers or sales partners sufficiently aware of antitrust risks. In 2017, over 1,900 managers and staff attended these face-to- face training sessions. The BMW Group held its first global Compliance Con- ference in 2017. The event was attended by around 120 Compliance Officers and staff with compliance-re- lated responsibilities from roughly 50 organisational units. The main focus was on strengthening the compliance network and sharing ideas on current and future compliance topics. Transparency Observation and implementation of compliance rules and processes are audited regularly by Corporate Audit and subject to control checks by Corporate Security and the BMW Group Compliance Commit- tee Office. As part of its regular activities, Corporate Audit carries out on-site audits. The BMW Group Compliance Committee also engages Corporate Audit to perform compliance-specific checks. In addition, two BMW Group Compliance spot checks - sam- ple tests specifically designed to identify potential corruption and antitrust risks - were carried out in 2017. Compliance control activities are coordinated by the BMW Group Panel Compliance Controls. Any necessary follow-up measures are organised by the BMW Group Compliance Committee Office. Through the group-wide compliance reporting system, compliance responsibles throughout the BMW Group provide information on compliance-relevant issues to the Compliance Committee on a regular basis, and, if necessary, on an ad hoc basis. This includes reporting on the compliance status of the relevant organisa- tional units, on identified legal risks or incidences of non-compliance, as well as sanctions and corrective or preventative measures implemented. units. As part of expanded anti-money-laundering measures, an IT system has been developed to verify customer integrity and introduced in around 30 organisational The BMW Group also uses an IT-based Business Relations Compliance programme aimed at ensur- ing the reliability of its business relations. Relevant business partners are checked and evaluated with a view to identifying potential compliance risks. These procedures are particularly relevant for relations with sales partners and service providers, such as agencies and consultants. Depending on the results of the eval- uation, appropriate measures are taken to prevent compliance risks, such as communication measures, training and possible monitoring. For example, since 2017, all exchanges with compet- itors must be documented and approved in a special compliance IT system. All employees can also use IT tools to verify legal admissibility and documentation of benefits, especially in connection with corporate hospitality. In addition to these communications measures, appro- priate IT systems also support BMW Group employees with the assessment, approval and documentation of compliance-relevant matters. Various internal channels and means of communi- cation, including newsletters, employee newspapers and intranet portals, are used to keep BMW Group employees fully up-to-date with the instruments and measures employed by the Compliance Management System. The central communications channel is the compliance website within the BMW Group intranet, where employees can find compliance-related infor- mation, training materials and where they can access trainings in both German and English. The website contains a special service area where various practical tools are made available to employees to help them deal with typical compliance-related situations. A group-wide communications campaign was launched in 2017 to boost employee awareness of the impor- tance of creating a culture of transparency and trust. All compliance-related queries and concerns are documented and processed by the BMW Group Compliance Committee Office using an electronic Case Management System. If necessary, Corporate Audit, Corporate Security, the legal departments or the Works Council may be consulted to assist with investigations. Employees also have the opportunity to submit infor- mation about possible compliance violations within the company - anonymously and confidentially - via the BMW Group SpeakUP Line. The BMW Group SpeakUP Line is available in a total of 34 languages and can be reached via local toll-free numbers in all countries in which BMW Group employees are in operation. Any member of staff with questions or concerns relating to compliance may discuss these matters with their managers and with the relevant depart- ments within the BMW Group, in particular Legal Affairs, Corporate Audit and Corporate Security. The BMW Group Compliance Contact serves as a further point of contact for both employees and external partners for any questions regarding compliance. Communication with the BMW Compliance Contact may remain anonymous, if preferred. → Compliance in the BMW Group 218 217 Additional compliance coaching has also been imple- mented for international sales and financial service units in local markets. These multi-day classroom seminars strengthen the awareness in selected organ- isational units and enhance cooperation between the central BMW Group Compliance Committee Office and the local compliance functions. In 2017, mar- ket coaching was conducted in Australia, Belgium, China, Ireland, the Netherlands, Austria, Poland, Switzerland, Thailand, the UK and the US. Compliance Instruments and Measures of the BMW Group Statement on Corporate Governance Network Governance Statement on Corporate 216 215 We also work in close partnership with our suppliers and promote their commitment to sustainability. Sustainable business management can only be effective, however, if it covers the entire value-added chain. That is why the BMW Group not only sets high standards for itself, but also expects its suppliers and partners to meet the ecological and social standards it sets and strives continually to improve the efficiency of processes, measures and activities. For instance, we consistently require our dealers and importers to comply with ecological and social standards on a contractual basis. Moreover, corresponding criteria are embedded throughout the entire purchasing system – including in enquiries to suppliers, in the sector-wide OEM Sustainability Questionnaire, in our purchasing terms and in our evaluation of suppli- ers in order to promote sustainability aspects in line with the BMW Group Sustainability Standard. The BMW Group expects suppliers to ensure that the BMW Group's sustainability criteria are also adhered to by their sub-suppliers. A spot check of supplier facilities is conducted with sustainability audits and assessments. In 2017, the Human Rights Contact Supply Chain was established for reporting of sustainability infringements in the supply chain. Pur- chasing terms and conditions and other information relating to purchasing can be found in the publicly available section of the BMW Group Partner Portal at https://b2b.bmw.com. Further information on social responsibility towards employees can be found in the section "Workforce". The Board of Management signed the United Nations Global Compact in 2001 and, in 2005, together with employee representatives, issued a "Joint Declaration on Human Rights and Working Conditions in the BMW Group". This Joint Declaration was reconfirmed in 2010. With the signature of these documents, we have given our commitment to abide worldwide by internationally recognised human rights and with the fundamental working standards of the International Labour Organization (ILO). These include in particular freedom of employment, the principle of non-dis- crimination, freedom of association and the right to collective bargaining, the prohibition of child labour, appropriate remuneration, regulated working times and compliance with work and safety regulations. The complete text of the UN Global Compact and the recommendations of the ILO and other relevant information can be found at www.unglobal.compact.org and → www.ilo.org. The Joint Declaration on Human Rights and Working Conditions in the BMW Group can be found at www.bmwgroup.com under the menu items "Downloads" and "Responsibility". The BMW Group stands by its social responsibilities. Our corporate culture combines the drive for success with openness, trust and transparency. We are well aware of our responsibility towards society. Socially sustainable human resource policies and compliance with social standards are based on various interna- tionally recognised guidelines. The BMW Group is committed to the OECD's guidelines for multinational companies and the contents of the ICC Business Charter for Sustainable Development. Details of the contents of these guidelines and other relevant infor- mation can be found at → www.oecd.org and www.iccwbo.org. Social responsibility towards employees and along the supplier chain We are excited by change and open to new opportu- nities. We learn from our mistakes. Openness We trust and rely on each other. This is essential if we are to act swiftly and achieve our goals. Annual Compliance Reporting Trust → Compliance in the BMW Group For the BMW Group, worldwide compliance of these fundamental principles and rights is self-evident. Since 2005 employees' awareness of this issue has therefore been raised by means of regular internal communications and training on recent developments in this area. The "Compliance Contact" helpline and the BMW Group SpeakUP Line are available to employees wishing to raise queries or complaints relating to human rights issues. With effect from 2016, human rights have been incorporated as an integral component of the BMW Group's worldwide Compli- ance Management System, representing a further step in the systematic implementation of the UN Guiding Principles on Business and Human Rights. Responsible and lawful conduct is fundamental to the success of the BMW Group. It is an integral part of our corporate culture and the reason why customers, shareholders, business partners and the general public place their trust in us. The Board of Management and all employees of the BMW Group are obliged to act responsibly and in compliance with applicable laws and regulations. The BMW Group expects its competi- tors and business partners to do the same. BMW Group Compliance Committee Office COMPLIANCE IN THE BMW GROUP BMW Group Compliance Committee Annual Report Board of Management BMW AG Company-wide Compliance Supervisory Board BMW AG Compliance Investigations and Controls Annual Report Compliance Risk Analysis → 70 BMW Group Compliance Management System The BMW Group Compliance Committee reports regularly to the Board of Management on all compli- ance-related issues, including the progress made in refining the BMW Group Compliance Management System, details of investigations performed, known infringements of the law, sanctions imposed and cor- rective or preventative measures implemented. This also ensures that the Board of Management is imme- diately notified of any cases of particular significance. The BMW Group Compliance Committee comprises the heads of the following departments: Legal Affairs, Corporate and Governmental Affairs, Corporate Audit, Group Reporting, Organisational Development and Corporate Human Resources. It manages and monitors activities necessary to avoid violations of the law. These include communication and training measures, compliance controls and subsequent sanc- tions in cases of non-compliance. The BMW Group Compliance Management System consists of a programme of instruments and measures, employed to ensure that the BMW Group, its repre- sentative bodies, its managers and staff act in a lawful manner. Particular emphasis is placed on measures to avoid risks relating to antitrust legislation, corruption and money laundering. In order to protect itself systematically against com- pliance-related and reputational risks, the Board of Management created a Compliance Committee several years ago and mandated the establishment of a Com- pliance Management System within the BMW Group. Qualitative, mainly non-financial parameters Basis for performance factor: x 0.7 of target amount Performance factor PERFORMANCE COMPONENT - Value between 0-1.8 Group post-tax return on sales Contribution to sustainable and long-term business development over a period of at least three financial years Group net profit 225 x 0.3 of target amount Earnings factor EARNINGS COMPONENT BONUS → 73 Bonus overview The criteria correspond to the measurement values used previously for the performance bonus and include in particular innovation (economic and ecological, for example in the reduction of carbon dioxide emissions), the Group's market position compared to its competitors, customer focus, ability to adapt, leadership, corporate culture, promotion of compliance and integrity, contribution to the Group's attractiveness as an employer, progress in implement- ing the diversity concept, and activities that foster corporate social responsibility. The performance factor lies between zero and a maximum of 1.8. 구 The performance-related component is calculated using a performance factor which the Supervisory Board sets for each member of the Board of Manage- ment and which is multiplied by 70% of the target bonus amount. The Supervisory Board sets the perfor- mance factor on the basis of a detailed evaluation of the contribution made by Board members to sustaina- ble and long-term business development over a period of at least three financial years. The evaluation by the Supervisory Board is based on predefined criteria that take into account the Group's long-term success, the interests of shareholders, the interests of employees and social responsibility. - Value between 0-1.8 An earnings factor of 1.0 would give rise to an earn- ings-related component of €0.255 million for a mem- ber of the Board of Management in the first period of office, €0.3 million from the second period of office or the fourth year of mandate, and €0.54 million for the Chairman of the Board of Management. The earnings factor is 1.0, for instance, in the event of Group net profit of €5.3 billion and a post-tax return on sales of 5.6%. If the Group net profit were below €3 billion or the post-tax return on sales below 3%, the earnings factor would be zero. In this case, an earnings-related component would not be paid. The maximum value of the earnings factor is reached in the event of a Group net profit of €11 billion and a post-tax return on sales of 9%. As before, in exceptional circumstances, for instance major acquisitions or disposals, the Super- visory Board may adjust the earnings factor. Basis for earnings factor: TOTAL PCP FACTOR - Capped at 180% of target amount In order to calculate the earnings-related component, an earnings factor is determined on the basis of the target parameters and multiplied by 30% of the target bonus amount. The level of the earnings-related com- ponent depends on the degree to which the targets set by the Supervisory Board for Group net profit and post-tax return on sales are achieved. The degree of achievement is expressed in an earnings factor. The underlying measurement values are determined in advance for a period of three financial years and may not be changed retrospectively. The earnings factor is capped at a maximum value of 1.8. Capped at 180% of target amount Cash payment at end of evaluation period CASH PAYMENT TARGET AMOUNT → 75 PCP factor overview → 74 Performance Cash Plan overview Report → Compensation Governance Variable remuneration 226 In addition to the multi-year earnings factor, the Supervisory Board also determines a multi-year per- formance factor after the end of the evaluation period. To this end, the Supervisory Board takes account in particular of the business development during the evaluation period, the forecast trend in the business development, the Board member's individual contri- bution to profitability and the status of compliance within the Board member's area of responsibility. The multi-year performance factor can be between 0.9 and 1.1. In order to determine the multi-year earnings factor, an earnings factor is calculated for each year of the three-year evaluation period and an average is then calculated for the evaluation period. As for the earn- ings-related component of the bonus, the earnings factor for each individual year within the evaluation period is determined on the basis of Group net profit and post-tax return on sales for the relevant year. The maximum earnings factor is 1.8. In order to determine the PCP factor, a multi-year earnings factor is multiplied by a multi-year perfor- mance factor. The PCP factor is capped at a maximum value of 1.8. The PCP evaluation period comprises three years, grant year and the two subsequent years. The PCP is paid out after the end of the three-year evaluation period. the With effect from the financial year 2018, variable cash compensation will include a multi-year and future-oriented Performance Cash Plan (PCP). The PCP is calculated at the end of a three-year evaluation period, by multiplying a predefined target amount by a factor that is based on multi-year target achievement (the PCP factor). PCP entitlements are paid in cash. The PCP target amount (100%) amounts to €0.85 mil- lion p.a. for a Board member in the first period of office, €0.95 million p.a. for a Board member from the second period of office or the fourth year of mandate. The target amount for the Chairman of the Board of Management is €1.6 million p.a. The maximum amount that can be paid to a Board member is capped at 180% of the PCP target amount p.a. Performance Cash Plan Cash payment The structure and target amounts of the previous bonus system have been revised and the weighting of the earnings-related and performance-related com- ponents included in the target changed. In future, for 100% target achievement, the bonus will comprise an earnings-related component of 30% and perfor- mance-related component of 70%. Compared to the bonus payable in the previous compensation system, the target bonus (100%) for a member of the Board of Management in the first period of office has been reduced for both components of the bonus to a total of €0.85 million p.a. and to a total of €1.0 million p.a. from the second period of office or the fourth year of mandate. In future, the bonus payable to the Chairman of the Board of Management will amount to €1.8 mil- lion p.a. The upper limit has been reduced for all Board members to 180% of the respective target bonus. → 71 The weighting of individual components included in the target is shown in the overview. The new compensation system does not include the option of paying a discretionary additional bonus. An upper limit has been set for each component of variable remuneration (see "Overview of compensation system and compensation components for financial years from 2018 onwards"). → 72 Overview of compensation system financial year 2018: simplified depiction of split of cash remu- neration (target remuneration)* Earnings- related bonus approx. 28 approx. 29 Base salary Performance- related bonus approx. 28 Share-based remuneration approx. 15 in % MULTI-YEAR EARNINGS FACTOR Overview of compensation system financial year 2017: simplified depiction of split of cash remu- neration (target remuneration)* As previously, Board of Management compensation comprises fixed and variable cash elements as well as a share-based component. The compensation compo- nents are described in more detail below. Retirement and surviving dependants' benefits remain unchanged in the new compensation system applicable from 1 January 2018. Variable cash remuneration, in particular bonuses Variable cash remuneration consists of a bonus and a cash component for investment in BMW AG common stock equivalent to 20% of a Board member's total bonus after taxes, which the Board member receives from the Company along with the related taxes and social insurance. Furthermore, up to 31 Decem- ber 2017, the Supervisory Board could, in justified cases, stipulate the payment of a discretionary addi- Compensation system, compensation components for financial years from 2018 onwards In December 2017, the Supervisory Board resolved to revise the compensation system for financial years from 2018 onwards. A focus was to align the remuner- ation structure even more strongly with sustainable Company development. The base salary, which had remained at the same level since 1 January 2012, was raised. The bonus was revised, both in terms of its structure and target setting. Targets values for the parameters Group net income and post-tax return on sales used to determine the earnings-related bonus were adjusted in line with the Group's current business plan and revised. The dividend is no longer included as a parameter, thus ensuring that the earnings-related bonus is even more closely aligned to business per- formance. A new multi-year and future-oriented com- ponent was introduced in the form of a performance cash plan, in order to further strengthen the long-term orientation of the compensation system. The overall upper limits remain unchanged. The appropriateness of the planned levels of compensation was reviewed by an independent external compensation expert. The changes apply to all members of the Board of Management with effect from the financial year 2018. Service contracts of the Board of Management have been modified in agreement with Board members with effect from 1 January 2018. Revised system of Board of Management compensa- tion for financial years from 2018 onwards This programme specifies that each member of the Board of Management is required to invest in BMW AG common stock an amount equivalent to 20% of the Board member's total bonus after taxes, which the Board member receives as an additional cash compo- nent from the Company with the related taxes and social insurance. As a general rule, the shares must be held for four years. Under a matching plan, at the end of the holding period the Board of Management members receive from the Company, for every three shares of common stock held, either one additional share of common stock or an equivalent cash amount, to be decided at the discretion of the Company (share-based remuneration component/matching component). Special rules apply in the case of death or invalidity of a Board of Management member or premature termination of the contractual relationship before fulfilment of the holding period. Share-based remuneration programme The compensation system also includes a share-based remuneration programme, which is based on the amount of bonus paid. The system is aimed at creating further long-term incentives to encourage sustainable governance. The performance-related bonus is derived by multi- plying the target amount set for each member of the Board of Management by a performance factor. The Supervisory Board sets the performance factor on the basis of a detailed assessment of the contribution made by members of the Board of Management to sustainable and long-term oriented business devel- opment. In setting the factor, consideration is given to performance and decisions over the previous three financial years, as well as strategic decisions affecting the future development of the business, the effectiveness and efficiency of measures taken in response to changing external conditions and other activities aimed at safeguarding the future viability of the business which cannot be directly measured in values. Accordingly, performance factor criteria include innovation (economic and ecological, for example the reduction of carbon dioxide emissions), customer focus, ability to adapt, leadership, corporate culture, promotion of compliance and integrity, con- tributions to the Group's attractiveness as an employer, progress in implementing the diversity concept and activities that foster corporate social responsibility. The target bonus and the criteria used to determine the earnings-related bonus are fixed in advance for a period of three financial years. During this time, as a general rule, target bonuses and the key criteria applied may not be amended retrospectively. An earnings factor and dividend factor of 1.0 would give rise to an earnings-related bonus of €0.75 million for a member of the Board of Management in the first period of office, €0.875 million from the second period of office or the fourth year of mandate and €1.5 mil- lion for the Chairman of the Board of Management. The earnings factor is 1.0 for example in the event of a Group net profit of €3.1 billion and a post-tax return on sales of 5.6%. The dividend factor is 1.0 when the dividend paid on shares of common stock is between 101 and 110 cents. If the Group net profit were below €2 billion or the post-tax return on sales below 2%, the earnings factor for 2017 would be zero. In this case, no earnings-related bonus would be payable. The earnings-related bonus is based on Group net profit and post-tax return on sales, which are combined in a single earnings factor, and up to the financial year 2017 – on the dividend (common stock). The earnings-related bonus is derived from a target amount defined for each member of the Board of Management multiplied by the earnings factor and the dividend factor. In exceptional circumstances, for instance major acquisitions or disposals, the Super- visory Board may adjust the earnings-related bonus. - in % Bonus Share-based remuneration approx. 17 Base salary share-based remuneration. Performance Cash Plan and bonus, - - The variable remuneration of the Board of Manage- ment comprises in future three components: Variable remuneration Fixed remuneration consists, as before, of a base salary, which is paid monthly, and fringe benefits (other remuneration elements such as the use of company cars, the payment of insurance premiums and contributions towards security systems). From the financial year 2018, the base salary of Board of Management members amounts to €0.8 million p.a. during the first period of office, €0.95 million p.a. from the second period of office or the fourth year of mandate and €1.8 million p.a. for the Chairman of the Board of Management. Fixed remuneration Report → Compensation Statement on Corporate Governance 224 *Simplified depiction of target amounts for the cash remuneration of the Chairman of the Board of Management. Excludes other remuneration. Based on the assumption that the share price remains unchanged for the calculation of the matching component. 223 Performance component of the bonus approx. 20 approx. 9 the bonus component of Earn- ings-based approx. 29 Performance Cash Plan approx. 25 MULTI-YEAR PERFORMANCE FACTOR (sum of earnings-related bonus and performance-related bonus) X Share-based compensation programmes for employees and members of the Board of Management Pursuant to Article 19 of the EU Market Abuse Regu- lation (MAR), members of the Board of Management and the Supervisory Board and any persons closely related to those members are required to give notice to BMW AG and the Federal Agency for the Super- vision of Financial Services (BaFin) of transactions with equity or debt instruments of BMW AG or with related derivatives or other financial instruments, if the total sum of such transactions reaches or exceeds an amount of €5,000 during any given calendar year. BMW AG publishes such information without delay and communicates it to the Companies Register for archiving. Notice of publication is issued to the Federal Agency for the Supervision of Financial Ser- vices. Securities transactions notified to BMW AG during the financial year 2017 are also reported on the Company's website. Reportable securities transactions ("Managers' transactions") → Compliance in the BMW Group → Compensation Report Statement on Corporate Governance 220 219 To ensure that the BMW Group complies with reg- ulations relating to insider information, the Board of Management established an Ad-hoc Committee back in 1994, consisting of representatives of various specialist departments, whose members determine whether information displays the characteristics of insider information, which is required to be disclosed, and handle the publication and legal notices required by law. All persons who perform duties on behalf of BMW AG through which they have access to insid- er information are included on an insider list and informed of the duties arising from insider rules. Compliance is also an important factor in safeguard- ing the future of the BMW Group workforce. With this in mind, the Board of Management and the national and international employee representative bodies of the BMW Group have agreed on a binding set of Joint Principles for Lawful Conduct. In doing so, all parties involved made a commitment to the principles contained in the BMW Group Legal Com- pliance Code and to trustful cooperation in matters relating to compliance. Employee representatives are therefore regularly consulted in the process of refining compliance measures within the BMW Group. The BMW Group clarified its position back in 2005, with the Joint Declaration on Human Rights and Working Conditions at the BMW Group. This was followed by systematic introduction and continuous upgrading of measures to protect human rights. These measures, which were already firmly established within the organisation, were integrated into the BMW Group's group-wide Compliance Management System in 2016. A group-wide human rights compli- ance assessment was conducted in 2017. The BMW Group is committed to respecting interna- tionally recognised human rights, in particular as set out in the ten principles of the UN Global Compact and the ILO Core Labour Conventions. The Com- pany's due diligence process is aligned with the UN Guiding Principles on Business and Human Rights, focusing on topics and areas of activity where it can leverage its influence as a commercial enterprise. It is essential for compliance in the BMW Group that employees are aware of and comply with applicable legal requirements. The BMW Group does not tolerate any violations of the law by its employees. Culpable violations of the law result in employment law-related sanctions and may lead to personal liability of relevant employees. Managers have a particular responsibility and role model function with regard to preventing infringe- ments. Managers throughout the BMW Group acknowledge this principle by signing a written declaration and undertaking to inform their staff of the content and significance of the Legal Compliance Code, to convey the values it embodies and make employees aware of legal risks. Managers must, at regular intervals and on their own initiative, verify compliance with the law and communicate with staff on this issue. They signal to employees that they take compliance risks seriously and that relevant infor- mation is extremely valuable. In their dealings with staff members, managers remain open to discussion and listen to differing opinions. Any indication of non-compliance with the law must be rigorously investigated. The bonus comprises two components, each equally weighted: an earnings-related bonus and a perfor- mance-related bonus. The target bonus (100%) for a Board of Management member in the first period of office is €1.5 million p.a. in total for the two compo- nents of variable compensation and €1.75 million p.a. from the second period of office or the fourth year of mandate. For the Chairman of the Board of Man- agement the amount is €3 million p.a. The bonus is capped for all Board of Management members at 200% of the respective target bonus. Contractual agreement, main points: use of Company cars, insurance premiums, contributions towards security systems OTHER REMUNERATION Once the four-year holding period requirement is fulfilled, Board of Management members receive for each three common stock shares held either - at the Company's option - one further share of common stock or the equivalent amount in cash Earmarked cash remuneration equivalent to the amount required to be invested in BMW AG shares, plus taxes and social insurance contributions Requirement for Board of Management members to each invest an amount equivalent to 20% of their total bonus (after tax) in BMW AG common stock b) Share-based remuneration component (matching component) a) Cash compensation component Three share-based remuneration schemes were in place at BMW AG during the year under report, namely the Employee Share Programme (under which entitled employees of BMW AG have been able to participate in the enterprise's success since 1989 in the form of non-voting shares of preferred stock), a share-based remuneration programme for Board of Management members, and a share-based remuner- ation programme for senior heads of department (relating in both cases to shares of common stock). The share-based remuneration programme for Board of Management members is described in detail in the Compensation Report (see also the "Share-based remuneration" section in the Compensation Report and → note 39 to the Group Financial Statements). Share-based remuneration programme The share-based remuneration programme for qual- ifying heads of department, introduced with effect for financial years beginning after 1 January 2012, is closely based on the programme for Board of Manage- ment members and is aimed at rewarding a long-term, entrepreneurial approach to running the business on a sustainable basis. - → Compensation Report Statement on Corporate Governance 222 221 The base salary of members of the Board of Mana- gement remained unchanged in 2017 from the previous year. The base salary is €0.75 million p.a. for a Board member during the first period of office, €0.9 million p.a. for a Board member from the second period of office or the fourth year of mandate and €1.5 million p.a. for the Chairman of the Board of Management. Fixed remuneration consists of a base salary, which is paid monthly, and fringe benefits (other remuneration elements such as the use of company cars, insurance premiums and contributions towards security sys- tems). Members of the Board of Management are also entitled to purchase vehicles and other products and services of the BMW Group at conditions that also apply for employees. Fixed remuneration The compensation of the Board of Management com- prises both fixed and variable elements as well as a share-based component. Provisions are also in place for retirement and surviving dependants' entitlements. Compensation system, compensation components up to the financial year 2017 and relevant parameters as the basis for variable compensation. It also ensures that variable compo- nents based on multi-year criteria take account of both positive and negative developments and that the overall incentive is on the long term. As a general rule, targets and comparative parameters may not be changed retrospectively. In conjunction with the revised compensation system for the Board of Manage- ment (see the section "Revised Board of Management compensation system for financial years from 2018 onwards"), the targets originally set for the variable compensation components for the financial years 2018 and 2019 were revoked exceptionally and replaced by the more ambitious targets stipulated in the new compensation system. The Supervisory Board reviews the appropriateness of the compensation system annually. In preparation, the Personnel Committee also consults remuneration studies. In order to check that the compensation system is in line with peers, the Supervisory Board compares compensation paid by other DAX companies. For a vertical view, it compares Board compensation with the salaries of executive managers and with the average salaries of employees of BMW AG based in Germany, also with regard to the development over time. Recommendations made by an independent external remuneration expert and suggestions made by investors and analysts are also considered in the consultative process. The compensation of members of the Board of Man- agement is determined by the full Supervisory Board on the basis of performance criteria and after taking into account any remuneration received from Group companies. The principal performance criteria are the tasks and exercise of mandate of the member of the Board of Management, the economic situation and the performance and future prospects of the BMW Group. The Supervisory Board sets ambitious The compensation system for the Board of Management at BMW AG is designed to encourage a management approach focused on the sustainable development of the BMW Group. A further principle of the remu- neration system at BMW Group is that of consistency. This means that compensation systems for the Board of Management, senior management and employees of BMW AG are composed of similar elements. The Supervisory Board performs an annual review to ensure that all Board of Management compensation components are appropriate, individually and in total, and do not encourage the Board of Management to take inappropriate risks for the BMW Group. At the same time, the compensation model for the Board of Management needs to be attractive for highly qualified executives in a competitive environment. Principles of compensation The full Supervisory Board is responsible for deter- mining and regularly reviewing Board of Management compensation. The preparation for these tasks is undertaken by the Supervisory Board's Personnel Committee. Responsibilities 1. Board of Management compensation The following section describes the principles govern- ing the compensation of the Board of Management for the financial year 2017 and, in its revised form, for financial years from 2018 onwards. A description of the stipulations set out in the statutes relating to the com- pensation of the Supervisory Board is also provided. In addition to explaining the system of compensation, details of components of compensation are also pro- vided with figures. Furthermore, the compensation of each individual member of the Board of Management and the Supervisory Board for the financial year 2017 is disclosed with its component parts. COMPENSATION REPORT (PART OF THE COMBINED MANAGEMENT REPORT) Under the terms of the Employee Share Programme, in 2017 employees were entitled to acquire packages of between seven and 17 shares of non-voting pre- ferred stock with a discount of €20.00 (2016: €22.72) per share compared to the market price (average closing price in Xetra trading during the period from 8 to 13 November 2017: €75.05). All employees of BMW AG and its (directly or indirectly) wholly owned German subsidiaries (if agreed to by the directors of those entities) were entitled to participate in the programme. Employees were required to have been in an uninterrupted employment relationship with BMW AG or the relevant subsidiary for at least one year at the date on which the allocation for the year was announced. Shares of preferred stock acquired in conjunction with the Employee Share Programme are subject to a blocking period of four years, starting from 1 January of the year in which the employees acquired the shares. A total of 491,114 (2016: 305,018) shares of preferred stock were acquired by employees under the programme in 2017; 491,000 (2016: 305,000) of these shares were drawn from Authorised Capital 2014, the remainder were acquired via the stock exchange or as a result of cancelled employee purchases relating to the previous year. Every year the Board of Man- agement of BMW AG decides whether the scheme is to be continued. Further information is provided in → notes 29 and 39 to the Group Financial Statements. → see notes 29 and 39 → see note 39 Under the terms of the programme, participants give a commitment to invest an amount equivalent to 20% of their performance-based bonus in BMW common stock and to hold the shares so acquired for a min- imum of four years. In return for this commitment, BMW AG pays 100% of the investment amount as a net subsidy. Once the four-year holding period require- ment has been fulfilled, the participants receive - for each three common stock shares held and at the Company's option one further share of common stock or the equivalent amount in cash. PCP FACTOR Payment possible in justified cases on basis of appropriateness, contractual basis, no entitlement ·Primarily qualitative, non-financial criteria, expressed in terms of a performance factor aimed at measuring the Board members' contribution to sustainable and long-term business development over a period of at least three financial years Formula: 50% target amount x performance factor 228 227 In the event of termination of mandate, a member of the Board of Management appointed for the first time prior to 1 January 2010 has pension entitlements based on the older (defined benefit) pension plan. The entitlement to receive benefits under the defined benefit plan arises at the earliest on reaching the age of 60 or in the case of invalidity. The amount of the pension comprises a basic monthly amount of €8,000 plus an additional fixed amount. The fixed amount is €400 for each full year of service on the Board up to a maximum of 15 years. Pension payments are adjusted in line with the adjustment of civil servants' pensions following an increase of more than 5% in the pay group B6 (excluding allowances) or in accordance with the Company Pension Act. Retirement and surviving dependants' benefits With effect already from 1 January 2010, the provision of retirement and surviving dependants' benefits for Board of Management members was changed to a defined contribution system with a guaranteed minimum return. Commitments previously made are in part subject to legal protection, therefore Board members appointed for the first time prior to 1 Jan- uary 2010 were given the option to choose between the previous system and the new one. Retirement and surviving dependants' benefits remain unchanged as part of the new compensation system from 1 Janu- ary 2018 onwards, as they are appropriate and in line with customary market practice. A one-year post-contractual non-competition clause has been agreed with Board members for specified cases. During that one-year period, the former Board member is entitled to receive monthly compensation equivalent to 60% of his or her previous monthly basic remuneration, reduced by any amount of other income exceeding 40% of the basic remuneration. The Compa- ny may unilaterally waive the requirement to comply with the post-contractual non-competition clause. In the event of death or invalidity, special rules apply for early payment of performance cash plans and share-based remuneration components based on the target amounts. Insofar as the service contract is prematurely terminated and the Company has an extraordinary right of termination, or if the Board member resigns without the Company's agreement, entitlements to amounts as yet unpaid relating to per- formance cash plans and share-based remuneration are forfeited. Other As before, at the end of the holding period, Board members receive from the Company, for every three shares of common stock held, either one additional share of common stock or the cash equivalent, to be decided at the Company's discretion (matching component). Upper limits have been defined for both the investment component and the matching compo- nent (see "Compensation system and compensation components for financial years from 2018 onwards"). Members of the Board of Management continue to receive a cash compensation (investment component) for the specific purpose of investment after tax and contributions in BMW AG common stock. In future, the investment component will correspond to 45% of the gross bonus. Shares of common stock purchased in this way by members of the Board of Management are to be held, as before, for a period of four years. Share-based remuneration In accordance with a mutually agreed modification to their contracts with effect from 1 January 2018, Board members will receive advance payments out of the Performance Cash Plan 2018 and the Performance Cash Plan 2019 in the years 2019 and 2020. At the end of the evaluation period, the advance payment will be set off or reclaimed, depending on the amount then determined. The advance payment for each year will be €0.5 million for a member of the Board of Mana- gement in the first period of office and €0.6 million from the second period of office or the fourth year of mandate. For the Chairman of the Board of Manage- ment the amount is €0.9 million p.a. Forecast trend in business development Value between 0.9-1.1 Individual contribution to profitability - Status of compliance in each Board member's area of responsibility Trend in business development multi-year performance factor: - Value between 0-1.8 Group post-tax return on sales - Based on Group net profit and Measurement based on Average earnings factor Statement on Corporate Governance Criteria for the performance factor include: innovation (economic and ecological, for example in the reduction of carbon dioxide emissions), the Group's market position compared to its competitors, customer focus, ability to adapt, leadership, corporate culture, promotion of compliance and integrity, contribution to the Group's attractiveness as an employer, progress in implementing the diversity concept, and activities that foster corporate social responsibility Overview of compensation system and compensation components for the financial year 2017 Component ― The earnings factor is 1.0, for instance in the event of a Group net profit of €3.1 billion and a post-tax return on sales of 5.6% • Quantitative criteria, fixed in advance for a period of three financial years Formula: 50% target amount x earnings factor x dividend factor (common stock) Earnings factor is derived from Group net profit and Group post-tax return on sales Capped at 200% of target amount €3.00 million (Chairman of the Board of Management) €1.75 million (from 2nd period of office or 4th year of mandate) €1.50 million (1st period of office) Target amount p.a. (at 100% target achievement): Possible special bonus payment (at 100% target achievement corresponds to 50% of target amount) b) Performance-related bonus (at 100% target achievement corresponds to 50% of target amount) a) Earnings-related bonus Bonus VARIABLE REMUNERATION €1.50 million Chairman of the Board of Management: - €0.90 million (from 2nd period of office or 4th year of mandate) €0.75 million (1st period of office) Member of the Board of Management: Parameter/measurement base BASE SALARY P.A. → Compensation Report tional bonus. Statement on Corporate The variable remuneration of Board of Management members comprises variable cash remuneration and a share-based remuneration component. Markus Duesmann (1,097) 2,017 (1,752) 1,263 21,464 1,521,464 6,679,776 (18,719) (1,518,719) (5,947,178) 75,775 975,775 3,896,565 (74,461) (974,461) (3,469,214) (900,000) 900,000 Milagros Caiña Carreiro-Andree 750,000 (1,500,000) Harald Krüger Number Monetary value Total value of benefits allocated in financial year² Compensation Total compensation component (matching component)' Variable cash compensation Total 1,500,000 (187,500) Klaus Fröhlich 750,000 917,158 3,896,565 (918,735) (3,469,214) (18,735) (900,000) 17,158 900,000 Ian Robertson³ (80,811) (3,861,711) (3,780,900) 90,700 4,272,838 4,182,138 1,008 842,250 3,339,888 92,250 750,000 Nicolas Peter (21,629) (966,461) (944,832) 90,700 4,246,471 4,155,771 181,490 8,382,730 8,295,070 (161,622) (7,627,519) (7,545,122) 113,645 4,985,985 4,915,446 (101,198) (4,544,873) (4,443,675) 97,448 4,289,829 4,192,381 1,083 (288) 1,008 (876) 102,468 852,468 3,339,913 (13,929) (201,429) (743,403) 65,883 815,883 3,339,888 (57,311) (807,311) (2,973,589) (750,000) Other compensation Base salary number of matching shares in € or 7.7 Variable cash compensation Fixed compensation Proportion in % Amount Proportion in % Amount 2016 2017 in € million The total compensation of the current members of the Board of Management of BMW AG for the financial year 2017 amounted to €40.3 million (2016: €37.6 mil- lion), of which €7.7 million (2016: €7.8 million) relates to fixed components including other remuneration. Variable components amounted to €31.7 million (2016: €29.0 million) and the share-based remuneration com- ponent amounted to €0.9 million (2016: €0.8 million). As in the previous year, the option of paying a special bonus in 2017 was not exercised. Total compensation of the Board of Management for the financial year 2017 (2016) The Supervisory Board has stipulated upper limits for all variable remuneration components and for the remuneration of Board of Management members in total. These upper limits are shown in the tables Over- view of compensation system and compensation com- ponents for the financial year 2017 and Overview of compensation system and compensation components for financial years from 2018 onwards. The overall upper limits have not been changed in conjunction with the revised compensation system for financial years from 2018 onwards. Remuneration caps No commitments or agreements exist for payment of compensation in the event of early termination of a Board member's mandate due to a change of control or a takeover offer. No members of the Board of Manage- ment received any payments or relevant commitment from third parties in 2017 on account of their activities as members of the Board of Management. 7 Board of Management and the Supervisory Board by BMW AG or its subsidiaries, nor were any contingent liabilities entered into on their behalf. 19.1 Peter Schwarzenbauer 7.8 31.7 Fixed compensation Share-based Compensation of the individual members of the Board of Management for the financial year 2017 (2016) * Matching component; provisional number or provisional monetary value calculated at grant date (date on which the entitlement became binding in law). The final number of matching shares is determined in each case when the requirement to invest in BMW AG common stock has been fulfilled. 100.0 37.6 100.0 40.3 Total compensation 2.1 0.8 2.2 0.9 Share-based compensation component* 77.1 29.0 78.7 20.8 Termination benefits on premature termination of Board activities, benefits paid by third parties In conjunction with the agreed early termination of Dr Robertson's Board of Management mandate with effect from 31 December 2017, the Company also agreed with Dr Robertson on an amendment to his service contract, which ends on 30 June 2018. For the period from the termination of his Board mandate through to 30 June 2018, he continues to receive fixed compensation totalling €0.45 million. During this time, Dr Robertson is supporting the Company as a BMW Group ambassador in the UK. An amount of €0.875 million, payable in 2018, was agreed to settle all further compensation entitlements for the remainder of the contractual period. The Company will make a final pension contribution of €0.2 million on behalf of Dr Robertson for the financial year 2018. 900,000 Oliver Zipse (95,615) 382,640 186,278 (435,753) (68,865) 474,439 141,903 (196,362) 29,175 (111,253) (76,878) 273,688 162,436 (2,130) (2,130) 43,131 29,175 122,484 193,769 (61,370) Oliver Zipse Peter Schwarzenbauer Ian Robertson³ Nicolas Peter Klaus Fröhlich Markus Duesmann Milagros Caiña Carreiro-Andree Harald Krüger in € Pension entitlements Disclosures for the previous year include amounts relating to members of the Board of Management who left office during the financial year 2016. 1 Provisional number or provisional monetary value calculated on the basis of the closing price of BMW common stock in the Xetra trading system on 29 December 2017 (€86.83) (fair value at reporting date) ² Member of the Board of Management until 31 December 2017. (2,614,266) (829,579) 2,215,688 800,435 (71,285) 41,001 (284,247) (15,276) 303,169 Report → Compensation Statement on Corporate Governance 234 233 Pension obligations to former members of the Board of Management and their surviving dependants are cov- ered by pension provisions amounting to €90.1 million (2016: €86.4 million), recognised in accordance with IAS 19. Total benefits paid to former members of the Board of Management and their surviving dependants for the financial year 2017 amounted to €6.7 million (2016: €6.5 million). An expense of €3.1 million (2016: €2.8 million) was recognised in the financial year 2017 for current members of the Board of Management for the period after the end of their service relationship. This relates to the expense for allocations to pension provisions. 4 Disclosures for the previous year include amounts relating to members of the Board of Management who left office during the financial year 2016. 3 Member of the Board of Management until 31 December 2017. 1 Provisional number or provisional monetary value calculated at grant date (date on which the entitlement became binding in law). The final number of matching shares is determined in each case when the requirement to invest in BMW AG common stock has been fulfilled. See note 39 to the Group Financial Statements for a description of the accounting treatment of the share-based compensation component. ² Value of benefits granted for work performed on the Board of Management during the financial year 2017 plus the amount falling due for payment in conjunction with a share-based remuneration component granted in a previous year and for which the holding period requirements were met. (8,964) (821,990) (37,625,005) (37,172,944) 113,645 4,927,368 4,914,391 (101,198) (4,489,147) (4,483,005) 113,645 4,951,164 4,837,519 (97,601) (4,338,103) (4,240,502) 90,700 4,206,340 4,115,640 (80,811) (3,919,094) (3,838,283) 891,973 40,262,725 39,608,356 1,263 (1,097) 1,263 (1,058) 1,008 (876) 9,913 40,954 940,954 3,896,565 (32,689) (895,189) (3,345,313) 750,000 25,752 775,752 3,339,888 (750,000) (114,694) (864,694) (2,973,589) 7,200,000 441,704 7,641,704 31,729,048 (7,425,000) (385,391) (7,810,391) (28,992,624) Total4 Share-based component of the individual members (862,500) of the Board of Management for the in € 63,120 (557,844) (279,932) 515,677 54,038 Provision at 31.12.2017 in accordance with HGB and IFRS¹ in accordance with HGB and IFRS Expense in 2017 Total³ Oliver Zipse Peter Schwarzenbauer Ian Robertson² Nicolas Peter Klaus Fröhlich Markus Duesmann Milagros Caiña Carreiro-Andree Harald Krüger financial year 2017 (2016) Report → Compensation Statement on Corporate Governance Requirement for Board of Management members to invest an amount of 45% of the gross bonus after tax and contributions in BMW AG common stock Criteria include in particular the trend in business development during the evaluation peri- od, the forecast trend in business development, individual contribution to profitability and the status of compliance within the Board member's area of responsibility Multi-year performance factor can be between 0.9 and 1.1 Determined by Supervisory Board at end of evaluation period Average for evaluation period calculated Earnings factor for each year may not exceed 1.8 and Group post-tax return on sale Earnings factor for each year of three-year evaluation period derived from Group net profit Earmarked cash remuneration amounting to 45% of the gross bonus PCP factor may not exceed 1.8 Formula: PCP factor x target amount Capped at 180% of target amount 3-year evaluation period €1.6 million (Chairman of the Board of Management) €0.95 million (from 2nd period of office or 4th year of mandate) €0.85 million (1st period of office) - PCP factor: multi-year earnings factor x multi-year performance factor Once the four-year holding period requirement is fulfilled, Board of Management members receive for each three common stock shares held either - at the Company's option - one further share of common stock or the equivalent amount in cash OTHER REMUNERATION Contractual agreement, main points: use of Company car, insurance premiums, contributions towards security systems Chairman of the Board of Management: €500,000 Member of the Board of Management: €350,000 - €400,000 Pension contributions p.a.: Pension based on amounts credited to individual savings accounts for contributions paid and interest earned, various forms of disbursement Pension of €120,000 p. a. plus fixed amounts based on length of Company and Board service Principal features b) Defined contribution system with guaranteed minimum rate of return (only applies to Board members appointed for the first time before 1 January 2010; based on legal right to receive the benefits already promised to them, this group of persons is entitled to opt between (a) and (b) a) Defined benefits Model RETIREMENT AND SURVIVING DEPENDANTS' BENEFITS Overview of compensation system and compensation components for the financial year 2017 Report → Compensation Statement on Corporate Governance 230 229 | | || | Target amount p.a. (at 100% target achievement): No longer applicable Performance factor may not exceed 1.8 Possible special bonus payments (at 100% target achievement corresponds to 70% of target amount) b) Performance component (at 100% target achievement corresponds to 30% of target amount) a) Earnings-related bonus (sum of earnings component and performance component) Bonus VARIABLE REMUNERATION €1.8 million Chairman of the Board of Management: - €0.95 million (from 2nd period of office or 4th year of mandate) €0.80 million (1st period of office) Member of the Board of Management: Parameter/measurement base BASE SALARY P.A. Component Overview of compensation system and compensation components for the financial year 2018 onwards Performance Cash Plan REMUNERATION CAPS (MAXIMUM REMUNERATION) a) Multi-year earnings factor Share-based remuneration programme Formula: 70% target amount x performance factor - ― Primarily qualitative, non-financial criteria, expressed in terms of a performance factor aimed at measuring the Board member's contribution to the sustainable and long-term develop- ment and the future viability of the Company over a period of at least three financial years Criteria for the performance factor include: innovation (economic and ecological, for example in the reduction of carbon dioxide emissions), the Group's market position compared to its competitors, customer focus, ability to adapt, leadership, corporate culture, promotion of compliance and integrity, contribution to the Group's attractiveness as an employer, progress in implementing the diversity concept, and activities that foster corporate social responsibility Earnings factor may not exceed 1.8 The earnings factor is 1.0 in the event of a Group net profit of €5.3 billion and a post-tax return on sales of 5.6% Earnings factor is derived from Group net profit and Group post-tax return on sales Formula: 30% target amount x earnings factor Quantitative criteria fixed in advance for a period of three financial years Capped at 180% of target amount €1.8 million (Chairman of the Board of Management) €1.0 million (from 2nd period of office or 4th year of mandate) €0.85 million (1st period of office) - - Target amount p.a. (at 100% target achievement): b) Share-based remuneration component (matching component) a) Cash remuneration component b) Multi-year performance factor in € p. a. Member of the Board of Management in the first period of office 1,530,000 Total* Monetary value of matching component acquisition Cash compen- sation for share Performance Cash Plan Bonus Share-based compensation programme Chairman of the Board of Management in the second period of office or from fourth year of mandate Member of the Board of Management in the first period of office Member of the Board of Management in € p. a. REMUNERATION CAPS (MAXIMUM REMUNERATION) Chairman of the Board of Management: €500,000 Member of the Board of Management: €350,000 - €400,000 1,530,000 Pension contributions p. a.: 688,500 4,925,000 232 231 Board of Management members who retire imme- diately after their service on the Board are entitled to acquire vehicles and other BMW Group products and services at conditions that also apply to BMW pensioners and to lease BMW Group vehicles in accordance with the guidelines applicable to senior heads of department. Retired Chairmen of the Board of Management are entitled to use a BMW Group vehicle as a company car on a similar basis to senior heads of department, and depending on availability and against payment, use BMW chauffeur services. In the event of the death of a member of the Board of Management during the service contract term, the base salary for the month of death and a maximum of three further calendar months are paid to entitled surviving dependants. Income earned on an employed or a self-employed basis up to the age of 63 may be offset against pension entitlements. In addition, certain circumstances have been specified, in the event of which the Company no longer has any obligation to pay benefits. Transitional payments are no longer provided. Contributions falling due under the defined con- tribution model are paid into an external fund in conjunction with a trust model that is also used to fund pension obligations to employees. *Including base salary, other fixed remuneration elements and pension contribution. The overall cap is lower than the sum of the maximum amounts for each of the individual components. 9,850,000 729,000 1,458,000 2,880,000 3,240,000 5,500,000 405,000 810,000 1,710,000 1,800,000 344,500 Total4 Pension based on amounts credited to individual savings accounts for contributions paid and interest earned, various forms of disbursement b) Defined contribution system with guaranteed minimum rate of return 3,500,000 4,925,000 1,000,000 700,000 700,000 3,000,000 Total* special bonus Possible Monetary value of matching component acquisition Bonus Cash compen- sation for share Share-based compensation programme Chairman of the Board of Management in the second period of office or from fourth year of mandate Member of the Board of Management 800,000 Pension of €120,000 p. a. plus fixed amounts based on length of Company and Board service 800,000 5,500,000 (only applies to Board members appointed for the first time before 1 January 2010; based on legal right to receive the benefits already promised to them, this group of persons is entitled to opt between (a) and (b) a) Defined benefit Principal features Model RETIREMENT AND SURVIVING DEPENDANTS' BENEFITS Overview of compensation system and compensation components for the financial year 2018 onwards Depending on the length of membership in the Board of Management and previous activities, the annual contribution paid by the Company for each member of the Board of Management is between €350,000 and €400,000, and €500,000 for the Chairman of the Board of Management. The guaranteed minimum rate of return p.a. corresponds to the maximum interest rate used to calculate insurance reserves for life insurance policies (guaranteed interest on life insurance policies). When granting pension entitlements, the Supervisory Board considers the targeted level of pension provision in each case as well as the resulting expense for the BMW Group. In the case of death or invalidity, a minimum benefit is payable based on the number of annual contributions possible up to the age of sixty (up to a maximum of ten). Furthermore, in the case of a commitment made before 2016 and election of a lifelong pension, a 60% widow's pension is paid following the death of a retired member of the Management Board. Pensions are increased annually by at least 1%. If a member of the Board of Management with a vested entitlement dies prior to the commencement of bene- fit payments, a surviving spouse or registered partner, or otherwise surviving children – in the latter case depending on their age and education - are entitled to receive benefits as surviving dependants. The amount of the benefits to be paid is determined on the basis of the amount accrued in each Board member's individual pension savings account. The amount on this account results from annual contri- butions paid in, plus interest earned depending on the type of investment. If a mandate is terminated, the new defined con- tribution system provides, in the case of death or invalidity, for amounts accumulated on individual pension accounts to be paid out as a one-off amount or in instalments. The option to receive payment as a lifelong pension or in a combined form only applies to entitlements arising before 2016. Former members of the Board of Management are entitled to receive the retirement benefit at the earliest upon reaching the age of 60, or in the case of entitlements awarded after 1 January 2012, upon reaching the age of 62. * Including base salary, other fixed remuneration elements and pension contribution. The overall cap is lower than the sum of the maximum amounts for each of the individual components. 9,850,000 1,500,000 1,400,000 1,400,000 6,000,000 1,200,000 Service cost in accordance with Apart from vehicle lease and financing contracts entered into on customary market conditions, no advances or loans were granted to members of the Service cost in accordance with HGB for the (208,220) (130,220) (8,000) (70,000) 78,209 50,806 2,000 Susanne Klatten 25,403 (210,220) (130,220) (10,000) (70,000) 189,780 109,7804 10,000 Henning Kagermann³ 70,000 10,000 140,000 8,000 70,000 Robert W. Lane (210,220) (130,220) (10,000) (70,000) 220,000 140,000 10,000 70,000 Renate Köcher (210,220) (130,220) (10,000) (70,000) 220,000 70,000 Reinhard Hüttl (-) (-) (210,220) (130,220) (10,000) (70,000) 216,000 140,000 6,000 70,000 Christiane Benner¹ (408,440) (260,440) (8,000) (140,000) 430,000 280,000 10,000 140,000 Franz Haniel 140,000 70,000 140,000 140,355 89,570 6,000 44,785 Heinrich Hiesinger² (-) (-) 220,000 140,000 10,000 70,000 Ralf Hattler (208,220) (130,220) (8,000) (70,000) 220,000 10,000 218,000 (70,000) (8,000) 70,000 Werner Zierer¹ (208,220) (130,220) (8,000) (70,000) 218,000 140,000 8,000 70,000 Jürgen Wechsler¹ (208,220) (130,220) (8,000) (70,000) 220,000 140,000 10,000 10,000 140,000 (70,000) 3. Other 5 Disclosures for the previous year include amounts relating to a member of the Supervisory Board who left office during the financial year 2016. "Due to the requirements of his employer, Prof. Dr. Hüttl has waived his Supervisory Board compensation until further notice, to the extent that this would exceed the amount of €200,000 (excluding value added tax) p.a. The share of the Supervisory Board compensation for the 2016 financial year, which exceeds this amount and should therefore be reimbursed, has been offset against the earnings-related component of Supervisory Board compensation for the 2017 financial year. 3 Member of Supervisory Board until 11 May 2017. 1 These employee representatives have - in line with the guidelines of the Deutsche Gewerkschaftsbund-requested that their remuneration be paid into the Hans Böckler-Stiftung. 2 Member of Supervisory Board since 11 May 2017. (5,393,720) (3,385,720) (188,000) (1,820,000) 5,618,344 3,610,156 188,000 1,820,188 Total5 (210,220) (130,220) (10,000) 220,000 Karl-Ludwig Kley (Deputy Chairmann) IFRS for the Brigitte Rödig¹ (70,000) 220,000 140,000 10,000 70,000 Willibald Löw¹ (210,220) (130,220) (10,000) (70,000) 220,000 140,000 10,000 70,000 Horst Lischka¹ (208,220) (130,220) (10,000) 70,000 (130,220) Simone Menne (210,220) (130,220) (10,000) (70,000) 220,000 140,000 10,000 70,000 Dominique Mohabeer¹ (210,220) (130,220) (10,000) (70,000) 218,000 140,000 8,000 70,000 (210,220) (410,440) In accordance with the recommendation of the German Corporate Governance Code, Board of Management service contracts provide for severance pay to be paid to the Board member in the event of premature ter- mination by the Company without important reason, the amount of which is limited to a maximum of two years' compensation (severance payment cap). If the remaining term of the contract is less than two years, the severance payment is reduced proportionately. For these purposes, annual compensation comprises the basic remuneration, the target bonus amount and the target PCP amount for the last full financial year before termination. (10,000) 353,536 (1,480,940) (1,481,134) (359,548) (357,203) 1,893,216 1,893,252 357,339 357,918 (4,469,741) (3,502,860) (408,564) (424,411) 4,052,788 4,965,162 407,941 508,865 354,117 2,071,748 2,071,560 (355,045) 3,136,302 (2,634,212) Responsibilities, provisions of Articles of 2. Supervisory Board compensation Report → Compensation Statement on Corporate Governance 236 235 * Disclosures for the previous year include amounts relating to a member of the Board of Management who left office during the financial year 2016. 3 Member of the Board of Management until 31 December 2017. 2 Based on a legal right to receive the benefits already promised to them, one member of the Board of Management appointed for the first time prior to 1 January 2010 was given the option of choosing between the previous defined benefit model and the new defined contribution model. 1 Service cost differs due to the different valuation bases used to measure pension obligations for HGB purposes (expected settlement amount) and for IFRS purposes (present value of the defined benefit obligation). (21,425,612) (23,630,940) (2,849,067) 3,059,645 21,987,289 21,072,823 (1,621,507) (1,620,978) (357,410) (-) (-) financial year 2017¹ financial year 20171 Present value of pension obliga- tions (defined benefit plans), in accordance with IFRS2 1,018,857 (87,500) (87,500) (622,236) (620,307) 353,136 2,373,842 2,373,842 (354,365) (356,743) (1,935,142) (1,935,142) 350,000 350,000 1,757,454 1,757,459 (260,440) 1,020,053 Incorporation 359,521 (1,879,263) Present value of pension obliga- tions (defined benefit plans), in accordance with HGB2 505,281 510,702 5,558,607 5,558,200 (507,444) (510,811) (4,764,941) (4,763,838) 355,527 359,275 2,347,166 2,346,906 (358,490) (360,785) (1,879,851) 355,840 The compensation of the Supervisory Board is speci- fied by resolution of the shareholders at the Annual General Meeting or in the Articles of Incorporation. The compensation provisions valid for the financial year under report were resolved by shareholders at the Annual General Meeting on 14 May 2013 and are set out in Article 15 of BMW AG's Articles of Incorpo- ration, which can be viewed and/or downloaded at → www.bmwgroup.com/ir under the menu items "Facts about the BMW Group" and "Corporate Governance". 356,949 The fixed and earnings-related components in combi- nation are intended to ensure that the compensation of Supervisory Board members is appropriate in relation to the tasks of Supervisory Board members and the Company's financial condition and also takes account of the Company's performance over several years. 10,000 140,000 Manfred Schoch (Deputy Chairmann)1 (610,660) (390,660) (10,000) (210,000) 640,000 420,000 10,000 210,000 Norbert Reithofer (Chairmann) Total compensation Attendance fee compensation in € 280,000 Variable 430,000 (10,000) (140,000) Compensation principles, compensation components The Supervisory Board of BMW AG receives a fixed compensation component as well as an earnings-re- lated compensation component, which is oriented toward sustainable growth. The earnings-related component is based on average earnings per share of common stock for the remuneration year and the two preceding financial years. 430,000 280,000 10,000 140,000 Stefan Schmid (Deputy Chairmann)¹ (260,440) (10,000) (140,000) 430,000 280,000 10,000 140,000 Stefan Quandt (Deputy Chairmann) (410,440) (260,440) (140,000) Fixed (410,440) → Responsibility Statement by the Company's Legal Representatives 2017 Supervisory Board members did not receive any fur- ther compensation or benefits from the BMW Group for advisory or agency services personally rendered. Fixed compensation Variable compensation Total compensation in € million 237 compensation of €2.0 million (2016: €2.0 million) and variable compensation of €3.6 million (2016: €3.4 million). The earnings-related compensation for the financial year 2017 was capped at the maximum amount stipulated in the Articles of Incorporation. In accordance with Article 15 of the Articles of Incor- poration, the compensation of the Supervisory Board for activities during the financial year 2017 totalled €5.6 million (2016: €5.4 million). This includes fixed Total compensation of the Supervisory Board for the financial year 2017 In order to perform his duties, the Chairman of the Supervisory Board has the use of an office, with administrative support, as well as access to the BMW car service. The Company also reimburses to each member of the Supervisory Board reasonable expenses and any value- added tax arising on the member's remuneration. The amounts disclosed below are net amounts. In addition, each member of the Supervisory Board receives an attendance fee of €2,000 for each full meeting of the Supervisory Board (Plenum) which the member has attended, payable at the end of the financial year. Attendance at more than one meeting on the same day is not remunerated separately. of the remuneration of a Supervisory Board mem- ber, provided the relevant committee convened for meetings on at least three days during the financial year. If a member of the Supervisory Board exercises more than one of the functions referred to above, the compensation is measured only on the basis of the function that is remunerated with the highest amount. The German Corporate Governance Code also recom- mends in section 5.4.6 paragraph 1 sentence 2 that the exercising of chair and deputy chair positions in the Supervisory Board as well the chair and member- ship of committees should also be considered in the compensation. With fixed compensation elements and an earnings-re- lated compensation component oriented toward sus- tainable growth, the compensation structure in place for BMW AG's Supervisory Board complies with the recommendation on supervisory board compensation contained in section 5.4.6 paragraph 2 sentence 2 of the German Corporate Governance Code, in the version dated 7 February 2017. In accordance with the Articles of Incorporation, each member of BMW AG's Supervisory Board receives, in addition to the reimbursement of reasonable expenses, Compensation of the individual members of the Supervisory Board for the financial year 2017 (2016) a fixed amount of €70,000, payable at the end of the year, as well as earnings-related compensation of €170 for each full €0.01 by which the average amount of (undiluted) earnings per share (EPS) of common stock reported in the Group Financial Statements for the remuneration year and the two preceding financial years exceed a minimum amount of €2.00, payable after the Annual General Meeting held in the fol- lowing year. An upper limit corresponding to twice the amount of the fixed compensation is in place for the Group performance-related compensation. The limit for a member of the Supervisory Board with no additional compensation-relevant function is there- fore set at €140,000. 2016 Amount Accordingly, the Articles of Incorporation of BMW AG stipulate that the Chairman of the Supervisory Board shall receive three times the amount and each Dep- uty Chairman shall receive twice the amount of the remuneration of a Supervisory Board member. Each chairman of the Supervisory Board's committees receives twice the amount and each member of a committee receives one-and-a-half times the amount Amount Proportion in % Statement on Corporate 238 5.4 100.0 5.6 63.0 3.4 100.0 →Compensation Report Proportion in % 2.0 64.3 35.7 Governance 2.0 37.0 3.6 Non-current assets BALANCE SHEET 5,817 6,396 6,910 8,706 € million 2,890 Net profit for the year 33.2 28.5 18.3 % Effective tax rate 30.7 Balance sheet total Capital expenditure (excluding capitalised development costs) 66,864 71,582 2,828 € million 97,959 110,343 Current assets 121,671 € million Current provisions and liabilities Non-current provisions and liabilities Equity ratio Equity Capital expenditure ratio (capital expenditure/revenues) 121,901 2,755 € million € million 19.7 19.9 20.2 % Gross profit margin 80,401 21.2 92,175 98,678 € million Revenues INCOME STATEMENT 61,831 96,390 94,163 Earnings before financial result Earnings before tax 9,880 Income taxes 10.8 10.0 10.3 10.8 % Return on sales (earnings before tax/revenues) 8,707 9,224 9,665 10,655 € million 9,118 9,593 9,386 1,949 56,844 7,880 4,688 Dividend per share of common stock/preferred stock Dividend total DIVIDEND Personnel cost per employee Workforce at year-end² PERSONNEL 1 Excluding Husqvarna, deliveries up to 2013: 59,776 units; production up to 2013: 59,426 units. 3,481 5,792 4,459 € million Free cash flow Automotive segment 7,688 6,122 5,404 9,039 € 124,729 99,575 4,359,572 3 Proposal by management. 2 Figures exclude dormant employment contracts, employees in the non-work phases of pre-retirement part-time arrangements and low wage earners. 1,904 2.90/2.92 2,102 3.20/3.22 3.50/3.52 129,932 100,760 4.00³/4.023 2,300 2,630 € million 92,337 116,324 122,244 97,136 € € million Cash and cash equivalents at balance sheet date CASH FLOW STATEMENT % 37,437 42,764 47,363 54,548 € million 28.2 5.7 4.0 4.8 % 4,601 3,826 3,731 4.2 25.1 24.8 24.2 154,803 172,174 188,535 193,483 € million 59,078 65,591 67,989 69,047 € million 58,288 63,819 73,183 69,888 € million € million 4,718,970 111,191 245 € million Financial statement risk Valuation of provisions for statutory and non-statutory warranty obligations and product guarantees The "accounting principles and policies" as well as the assumptions, judgements and estimations made are disclosed in the notes to the consolidated financial statements in note 4. Disclosure of "Other provisions" is provided in the notes to the consolidated financial statements in note 31. The assumptions and parameters incorporated in the determination of receivables from sales financing are appropriate as a whole. Our conclusions A key component of our audit was to assess the appro- priateness of the risk classification procedures as well as the risk provisioning parameters used, which are derived from historical default probabilities and loss rates. We also analysed the validations of parameters that are regularly conducted. To assess the default risk, we also used purposive sampling of individual cases to verify that the attributes for assignment to the respective risk categories were suitably available and the impairment losses had been calculated using the parameters defined for these risk categories. We audited the appropriateness and effectiveness of the internal control system in relation to the risk classifica- tion procedures. In addition, we evaluated the relevant IT systems and internal processes. The audit included a review by our IT specialists of the appropriateness of the systems concerned and associated interfaces to ensure the completeness of data as well as the audit of automated controls for data processing. Auditor's Report → Independent Statement on Corporate Governance 242 241 By means of inquiries, inspecting internal calcula- tion methods and analysis, among other methods, we obtained a comprehensive understanding of the development of credit portfolios, the associated counterparty-related risks and the business processes for the identification, management, monitoring and measurement of counterparty risks. Our audit approach There is a risk for the financial statements that the creditworthiness of the dealerships, importers and end customers, as well as any loss rates, is estimated incorrectly, the risk provisioning parameters are derived incorrectly and an impairment loss required on receivables from sales financing is not recognised or not recognised in a sufficient amount. The determination of impairment losses requires considerable judgement due to a number of value determinants such as risk classifications, the deter- mination of default probabilities as well as loss rates. BMW Group offers end customers, dealerships and importers various financing models for vehicles and other assets. In this regard, current and non- current receivables from sales financing totalling EUR 80.434 million were recognised as at the reporting date. Impairment losses amounting to EUR 1,147 mil- lion were recognised on these receivables as at the reporting date. Financial statement risk statements in note 23. The methods and processes for determining the expected residual values of the leased products under- lying the valuation are appropriate. The assumptions and parameters incorporated in the forecast model for the residual value are appropriate as a whole. Valuation of receivables from sales financing The "accounting principles and policies" as well as the assumptions, judgements and estimations made are disclosed in the notes to the consolidated financial statements in note 4. Disclosure of "sales financing" is provided in the notes to the consolidated financial Provisions for statutory and non-statutory warranty obligations and product guarantees are included in the consolidated financial statements of BMW Group as a significant component in “Other provisions". The provisions for statutory and non-statutory warranty obligations and product guarantees amounted to EUR 4,825 million on 31 December 2017. Our conclusions BMW Group is responsible for the legally prescribed product liability and the warranty in the respective sales market. Moreover, additional warranties are granted to differing extents. In order to assess the liabilities arising from warranty, guarantee and goodwill for vehicles sold, information on the type and volume of damages arising and on remedial measures is recorded and evaluated at vehicle model level. The expected amount of obligations arising from warranty claims is extrapolated from costs of the past and provided for. For specific or anticipated individual circumstances, for example recalls, addi- tional provisions are set aside provided they have not already been taken into account. The determination There is a risk for the financial statements that the valuation of provisions for statutory and non-statutory warranty obligations and product guarantees is not appropriate. The parameters underlying the measurement for current income tax liabilities in relation to transfer pricing risk are appropriate as a whole. Our conclusions For sales companies selected according to risk, we examined whether risks that had not previously been considered in the determination of the current income tax liabilities could be identified on the basis of the margins generated. We mathematically verified the income tax liabilities amount resulting from the difference between the margin and the arm's length values. Using inquiries, we obtained an understanding of the parameters set. We compared arm's length values with available benchmark studies, empirical values and the results of past tax audits, as well as with completed mutual agreement procedures. Furthermore, we inspected the correspondence with tax authorities related to concluded mutual agreement procedures and tax audits and evaluated whether their consid- eration in the determination of transfer pricing was appropriate. In order to audit the current income tax liabilities in relation to transfer pricing, we involved staff special- ising in transfer pricing law and those specialising in national and international tax law. Our audit approach There is a risk for the financial statements that the current income tax liabilities in relation to transfer pricing were not measured at an appropriate amount. Transfer pricing is calculated by exercising judgement on the determination of the related parameters and requires discretionary interpretation of the prevailing- regulatory frameworks of countries concerned in respect of the transfer pricing utilised. The business operations of BMW Group in respect of the production and sale of vehicles require extensive cross-border relationships with affiliated companies. In this regard, the varying requirements under tax legislation as well as the specifications of the respon- sible tax authorities for the respective countries must be observed; the corresponding tax determinations are subject to review by the competent tax authorities over several years. In the consolidated financial statements of BMW Group, current income tax liabilities in the amount of EUR 1,124 million are reported as at 31 December 2017, which also include risks arising from transfer pricing. Financial statement risk The “accounting principles and policies" as well as the assumptions, judgements and estimations made are disclosed in the notes to the consolidated finan- cial statements in note 4. Disclosure of "income tax liabilities” is provided in the notes to the consolidated financial statements in note 32. Valuation for current income tax liabilities in relation to transfer pricing risks The method for the valuation of provisions for statu- tory and non-statutory warranty obligations and product guarantees is appropriate and has been applied consistently. The measurement parameters and assumptions applied are appropriate as a whole. Our conclusions Selecting specific vehicle models, the computational accuracy of the valuation model used across the Group including a tool for rate-based planning was verified with the support of our actuaries. The measurement parameters included therein, such as cost items, were reconciled with actual costs. We evaluated the assump- tions concerning the extent to which the historical values are representative for the expected damage susceptibility, for the expected value of damage per vehicle in terms of material and labour cost and for the anticipated claim. We compared the amount of provisions from prior year with expenses selected according to risk and which actually arose for damage claims, as well as with technical measures, in order to arrive at a conclusion on the forecast accuracy. In order to evaluate the appropriateness of the val- uation method used for the determination of the provisions for statutory and non-statutory warranty obligations and product guarantees including the assumptions and parameters, through discussions with the departments responsible, we primarily obtained an understanding of the process for deter- mining the assumptions and parameters. We audited the appropriateness and effectiveness of controls to determine the assumptions and parameters. With the involvement of our IT specialists, we reviewed the IT systems utilised to verify their appropriateness. Our audit approach of provisions is associated with unavoidable estima- tion uncertainties, is complex and is subject to a high degree of risk of change, depending on factors such as detected deficiencies becoming known and claims made by vehicle owners. Other information developments and residual value forecasts as well as the validation results. Furthermore, we evaluated the processes for processing external forecast values from market research institute. We ensured the computa- tional accuracy of the forecast values by verifying key calculation steps. We reviewed the appropriateness and effectiveness of the internal control system, particularly in relation to the determination of expected residual values. This included the audit of the compliance of the relevant IT systems as well as the implemented interfaces therein by our IT specialists. AUDITOR'S REPORT INDEPENDENT → Independent Auditor's Report Statement on Corporate Governance 240 239 Oliver Zipse Peter Schwarzenbauer Dr. Nicolas Peter Pieter Nota Klaus Fröhlich Milagros Caiña Carreiro-Andree Markus Duesmann Harald Krüger The Board of Management Aktiengesellschaft Bayerische Motoren Werke Munich, 15 February 2018 Statement pursuant to § 37y No. 1 of the Securities Trading Act (WpHG) in conjunction with § 297 (2) sentence 4 and § 315 (1) sentence 6 of the German Commercial Code (HGB) "To the best of our knowledge, and in accordance with the applicable reporting principles, the Consolidated Financial Statements give a true and fair view of the assets, liabilities, financial position and profit of the Group, and the Group Management Report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group." RESPONSIBILITY STATEMENT BY THE COMPANY'S LEGAL REPRESENTATIVES To Bayerische Motoren Werke Aktiengesellschaft, Munich In addition, we evaluated the appropriateness of the forecasting methods, the model assumptions as well as the parameters used for the determination of the residual values based on the validations carried out by BMW Group. For this purpose, we inquired with BMW Group's experts responsible for the management and monitoring of residual value risks and inspected the internal analysis on residual value Report on the Audit of the Consoli- dated Financial Statements and the Group Management Report We have audited the consolidated financial statements prepared by Bayerische Motoren Werke Aktien- gesellschaft, Munich, and its subsidiaries (Group or BMW Group, respectively), comprising the balance sheet for group, income statement for group and statement of comprehensive income for group, group statement of changes in equity, cash flow statement for By means of inquiries, inspecting internal calcula- tion methods and analysing the disposal proceeds of vehicles, among other methods, we obtained an understanding of the development of leased prod- ucts, the underlying residual value risks as well as the business processes for the identification, man- agement, monitoring and measurement of residual value risks. Our audit approach amounts. There is a risk for the financial statements that the residual values expected for the end of the lease terms are not appropriately assessed and the impairment losses or reversal of impairment losses required for the leased products are not recognised in sufficient The key estimated value for the purposes of subse- quent measurement is the expected residual value at the end of the lease term. BMW Group leases vehicles to end customers as part of operating leases. As at the reporting date, the value of leased products amounted to EUR 36,257 million. Financial statement risk The "accounting principles and policies" are disclosed in the notes to the consolidated financial statements in note 4. Disclosure of "leased products" is provided in the notes to the consolidated financial statements in note 21. Valuation of residual values of leased products Key audit matters are those matters that, in our pro- fessional judgment, were of most significance in our audit of the consolidated financial statements for the financial year from 1 January to 31 December 2017. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on these matters. Key Audit Matters in the Audit of the Consolidated Financial Statements We conducted our audit of the consolidated financial statements and of the group management report in accordance with Section 317 HGB and the EU Audit Regulation No. 537/2014 (referred to subsequently as "EU Audit Regulation") and in compliance with German Generally Accepted Standards for Financial Statement Audits promulgated by the Institut der Wirtschaftsprüfer [Institute of Public Auditors in Germany] (IDW). Our responsibilities under those requirements and principles are further described in the “Auditor's Responsibilities for the Audit of the Consolidated Financial Statements and of the Group Management Report" section of our auditor's report. We are independent of the group entities in accordance with the requirements of European law and German commercial and professional law, and we have fulfilled our other German professional respon- sibilities in accordance with these requirements. In addition, in accordance with Article 10 (2) point (f) of the EU Audit Regulation, we declare that we have not provided non-audit services prohibited under Article 5 (1) of the EU Audit Regulation. We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinions on the consolidated financial statements and on the group management report. Basis for the Opinions Pursuant to Section 322 (3) sentence 1 HGB, we declare that our audit has not led to any reservations relating to the legal compliance of the consolidated financial statements and of the group management report. the accompanying group management report as a whole provides an appropriate view of the Group's position. In all material respects, this group management report is consistent with the consolidated financial statements, complies with German legal requirements and appro- priately presents the opportunities and risks of future development. Our opinion on the group management report does not cover the contents of the corporate governance statement men- tioned above. the accompanying consolidated financial state- ments comply, in all material respects, with the IFRSS as adopted by the EU, and the additional requirements of German commercial law pursu- ant to Section 315e (1) HGB and, in compliance with these requirements, give a true and fair view of the assets, liabilities, and financial position of the Group as at 31 December 2017, and of its financial performance for the financial year from 1 January to 31 December 2017, and - In our opinion, on the basis of the knowledge obtained in the audit, group and the notes to the group financial state- ments including accounting principles and policies. In addition, we have audited the combined management report (subsequently referred to as group manage- ment report) for the financial year from 1 January to 31 December 2017. In accordance with the German legal requirements we have not audited the content of the statement on Corporate Governance which is included in section "Statement on Corporate Gov- ernance (§ 289 f HGB)" [Handelsgesetzbuch: German Commercial Code] of the group management report. Opinions 5,380,785 5,114,906 124,719 123,394 The legal representatives are responsible for the other information. Other information includes: the Statement on Corporate Governance and → BMW Group Ten-year Comparison Other Information 248 Financial Calendar Contacts Index of Graphs Index of Key Figures Glossary- Explanation Ten-year Comparison Other Information 5 5 →Page 256 Contacts → Page 255 Financial Calendar → Page 254 Index of Graphs →Page 252 Index →Page 250 Glossary - Explanation of Key Figures →Page 248 BMW Group Ten-year Comparison OTHER INFORMATION BMW GROUP [Certified Public Auditor] TEN-YEAR COMPARISON Automobiles Business volume (based on balance sheet carrying amounts) contracts Contract portfolio FINANCIAL SERVICES 2,165,566 133,615 2,279,503 151,004 2,359,756 145,555 2,505,741 185,682 units units units 2,463,526 2,367,603 2,247,485 2,117,965 164,153 145,032 136,963 123,495 units 2014 2015 2016 2017 Motorcycles¹ Automobiles PRODUCTION VOLUME Motorcycles¹ DELIVERIES - Feege Wirtschaftsprüfer Wirtschaftsprüfer - Obtain an understanding of internal control relevant to the audit of the consolidated finan- cial statements and of arrangements and meas- ures (systems) relevant to the audit of the group management report in order to design audit procedures that are appropriate in the circum- stances, but not for the purpose of expressing an opinion on the effectiveness of these systems. Identify and assess the risks of material misstate- ment of the consolidated financial statements and of the group management report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropri- ate to provide a basis for our opinions. The risk of not detecting a material misstatement result- ing from fraud is higher than for one resulting from error, as fraud may involve collusion, for- gery, intentional omissions, misrepresentations, or the override of internal control. We exercise professional judgment and maintain professional skepticism throughout the audit. We also: Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Section 317 HGB and the EU Audit Regulation and in compliance with German Generally Accepted Standards for Financial Statement Audits promulgated by the Institut der Wirtschaftsprüfer (IDW) will always detect a material misstatement. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements and this group management report. Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and whether the group management report as a whole provides an appropriate view of the Group's position and, in all material respects, is consistent with the consolidated financial statements and the knowledge obtained in the audit, complies with the German legal require- ments and appropriately presents the opportunities and risks of future development, as well as to issue an auditor's report that includes our opinions on the consolidated financial statements and on the group management report. Auditor's Responsibilities for the Audit of the Consolidated Financial Statements and of the Group Management Report The Supervisory Board is responsible for overseeing the Group's financial reporting process for the prepa- ration of the consolidated financial statements and of the group management report. Furthermore, management is responsible for the preparation of the group management report that, as a whole, provides an appropriate view of the Group's position and is, in all material respects, consistent with the consolidated financial statements, complies with German legal requirements, and appropriately presents the opportunities and risks of future devel- opment. In addition, management is responsible for such arrangements and measures (systems) as they have considered necessary to enable the preparation of a group management report that is in accordance with the applicable German legal requirements, and to be able to provide sufficient appropriate evidence for the assertions in the group management report. In preparing the consolidated financial statements, management is responsible for assessing the Group's ability to continue as a going concern. They also have the responsibility for disclosing, as applicable, matters related to going concern. In addition, they are responsible for financial reporting based on the going concern basis of accounting unless there is an intention to liquidate the Group or to cease operations, or there is no realistic alternative but to do so. Responsibilities of Management and the Supervisory Board for the Consolidated Financial Statements and the Group Management Report Management is responsible for the preparation of the consolidated financial statements that comply, in all material respects, with IFRSS as adopted by the EU and the additional requirements of German commercial law pursuant to Section 315e (1) HGB and that the consolidated financial statements, in compliance with these requirements, give a true and fair view of the assets, liabilities, financial position, and financial performance of the Group. In addition, management is responsible for such internal controls as they have determined necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. → Independent Auditor's Report Statement on Corporate Governance 244 243 otherwise appears to be materially misstated. is materially inconsistent with the consolidated financial statements, with the group manage- ment report or our knowledge obtained in the audit, or In connection with our audit, our responsibility is to read the other information and, in so doing, to consider whether the other information Our opinions on the consolidated financial statements and on the group management report do not cover the other information, and consequently we do not express an opinion or any other form of assurance conclusion thereon. the remaining parts of the annual report, with the exception of the audited consolidated financial statements and group management report as well as our Independent Auditor's Report Evaluate the appropriateness of accounting pol- icies used by management and the reason- ableness of estimates made by management and related disclosures. [Certified Public Auditor] Conclude on the appropriateness of manage- ment's use of the going concern basis of account- ing and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a go- ing concern. If we conclude that a material un- certainty exists, we are required to draw attention in the auditor's report to the related disclosures in the consolidated financial statements and in the group management report or, if such disclo- sures are inadequate, to modify our respective opinions. Our conclusions are based on the audit evidence obtained up to the date of our au- ditor's report. However, future events or condi- tions may cause the Group to cease to be able to continue as a going concern. Obtain sufficient appropriate audit evidence re- garding the financial information of the entities or business activities within the Group to express opinions on the consolidated financial statements and on the group management report. We are responsible for the direction, supervision and per- formance of the group audit. We remain solely responsible for our opinions. Sailer Wirtschaftsprüfungsgesellschaft KPMG AG Munich, 26 February 2018 The Certified Public Auditor responsible for the engagement is Andreas Feege. Certified Public Auditor Responsible for the Engagement We declare that the opinions expressed in this audi- tor's report are consistent with the additional report to the audit committee pursuant to Article 11 of the EU Audit Regulation (long-form audit report). We were elected as group auditor by the annual general meeting on 11 May 2017 for the financial year from 1 January to 31 December 2017 and on 22 June 2017 we were engaged by the audit commit- tee of the supervisory board. Taking into consider- ation the Article 41 (1) EU APrVO we have been the group auditor of the Bayerische Motoren Werke Aktiengesellschaft without interruption for more than 30 years. Further Information pursuant to Article 10 of the EU Audit Regulation Other Legal and Regulatory Requirements Auditor's Report → Independent Statement on Corporate Governance 246 From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consoli- dated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter. We also provide those charged with governance with a statement that we have complied with the relevant independence requirements, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, the related safeguards. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal con- trol that we identify during our audit. ― Perform audit procedures on the prospective in- formation presented by management in the group management report. On the basis of suf- ficient appropriate audit evidence we evaluate, in particular, the significant assumptions used by management as a basis for the prospective information, and evaluate the proper derivation of the prospective information from these as- sumptions. We do not express a separate opin- ion on the prospective information and on the assumptions used as a basis. There is a substan- tial unavoidable risk that future events will dif- fer materially from the prospective information. Evaluate the consistency of the group manage- ment report with the consolidated financial statements, its conformity with [German] law, and the view of the Group's position it pro- vides. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the con- solidated financial statements present the under- lying transactions and events in a manner that the consolidated financial statements give a true and fair view of the assets, liabilities, financial position and financial performance of the Group in compliance with IFRSS as adopted by the EU and the additional requirements of German com- mercial law pursuant to Section 315e (1) HGB. The estimation of future residual values is subject to judgement and complex due to the large number of assumptions to be made and the amount of data incorporated in the determination. For the residual value forecasts, BMW Group uses internally avail- able data on historical values, current market data as well as forecasts from external market research institutes. →166 Financial result 197 1.30/1.32 0.30/0.32 0.30/0.32 INCOME STATEMENT Revenues Gross profit margin Earnings before financial result Earnings before tax Return on sales (earnings before tax/revenues) Income taxes Effective tax rate Net profit for the year BALANCE SHEET Non-current assets Current assets 197 Capital expenditure (excluding capitalised development costs) Equity Equity ratio Non-current provisions and liabilities Current provisions and liabilities Balance sheet total CASH FLOW STATEMENT Cash and cash equivalents at balance sheet date Free cash flow Automotive segment PERSONNEL Workforce at year-end² Personnel cost per employee DIVIDEND Dividend total Dividend per share of common stock/preferred stock 249 250 Capital expenditure ratio (capital expenditure/revenues) 852 1,508 2.30/2.32 1,640 2.50/2.52 36,919 39,287 138,377 131,835 123,429 110,164 101,953 101,086 7,671 8,370 7,776 7,432 7,767 7,454 3,003 3,809 3,166 4,471 1,456 197 110,351 89,869 105,876 89,161 100,306 95,453 84,887 83,141 96,230 72,349 100,041 75,612 1,707 2.60/2.62 Other Information → Glossary- Explanation of Key Figures The effective tax rate is calculated by dividing the income tax expense by the Group profit before tax. Equity ratio Equity capital as a percentage of the balance sheet total. Fair value The amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm's length transaction. Fair value hedge A hedge against exposures to fluctuations in the fair value of a balance sheet item. Return on capital employed (ROCE) ROCE in the Automotive and Motorcycles segments is measured on the basis of relevant segment profit before financial result and the average amount of capital employed in the segment concerned. Capital employed corresponds to the sum of all current and non-current operational assets, less liabilities that do not incur interest. Return on equity (ROE) RoE in the Financial Services segment is calculated as segment profit before taxes, divided by the average amount of equity capital attributable to the Financial Services segment. Goodwill Goodwill corresponds to the consideration paid to acquire an entity, less the fair value of the separate assets acquired and liabilities assumed. The buyer is willing to pay the additional amount in return for future expected earnings. Value at risk A measure of the potential maximum loss in value of an item during a set time period, based on a specified probability. Gross margin Gross profit as a percentage of Group revenues. Liquidity Cash and cash equivalents as well as marketable secu- rities and investment funds. Post-tax return on sales Group net profit as a percentage of Group revenues. Pre-tax return on sales Group profit/loss before tax as a percentage of Group revenues. Research and development expenditure The sum of research and non-capitalised development cost and capitalised development cost (not including the associated scheduled amortisation). Research and development expenditure ratio Research and development expenditure as a percent- age of Group revenues. 251 Effective tax rate 40,134 A hedge against exposures to the variability in fore- casted cash flows, particularly in connection with exchange rate fluctuations. revenues. - GLOSSARY EXPLANATION OF KEY FIGURES Commercial paper Short-term debt instruments with a term of less than one year which are usually sold at a discount to their face value. Asset-backed financing transactions A form of corporate financing involving the sale of receivables to a financing company. Consolidation The process of combining separate financial state- ments of Group entities into Group Financial State- ments, depicting the financial position, net assets and results of operations of the Group as a single economic entity. Bond A securitised debt instrument in which the issuer certifies its obligation to repay the nominal amount at the end of a fixed term and to pay a fixed or variable rate of interest. Business volume in balance sheet terms The sum of the balance sheet line items “Leased prod- ucts” and “Receivables from sales financing" (current and non-current), as reported in the balance sheet for the Financial Services segment. Capital expenditure ratio Investments in property, plant and equipment and other intangible assets (excluding capitalised development costs) as a percentage of Group revenues. Capitalisation rate Capitalised development costs as a percentage of research and development expenditure. Cash flow Liquid funds generated (cash inflows) or used (cash outflows) during a reporting period. Cash flow at risk Similar to "value at risk" (see definition below). Credit default swap (CDS) Financial swap agreements, under which creditors of securities (usually bonds) pay premiums to the seller of the CDS to hedge against the risk that the issuer of the bond will default. As with credit default insurance agreements, the party receiving the premiums gives a commitment to compensate the bond creditor in the event of default. Earnings per share (EPS) Basic earnings per share are calculated for common and preferred stock by dividing the net profit after minority interests, as attributable to each category of stock, by the average number of shares in circulation. Earnings per share of preferred stock are computed on the basis of the number of preferred stock shares entitled to receive a dividend in each of the relevant financial years. EBIT Abbreviation for "Earnings Before Interest and Taxes", equivalent in the BMW Group income statement to "Profit/loss before financial result”. EBIT margin Profit/loss before financial result as a percentage of Cash flow hedge 47,213 48,395 51,134 80,974 75,245 66,233 61,202 60,653 Business volume (based on balance sheet carrying amounts) 76,059 76,848 68,821 60,477 50,681 53,197 20.1 20.2 21.1 18.1 10.5 11.4 7,978 8,275 8,018 5,111 289 921 7,893 7,803 7,383 4,853 413 84,347 351 Contract portfolio 3,085,946 2011 2010 2009 2008 1,963,798 1,845,186 1,668,982 115,215 106,358 104,286 1,461,166 1,286,310 98,047 87,306 1,435,876 101,685 DELIVERIES Automobiles Motorcycles¹ PRODUCTION VOLUME 2,006,366 110,127 1,861,826 1,738,160 113,811 110,360 1,481,253 1,258,417 1,439,918 99,236 82,631 104,220 Automobiles Motorcycles¹ FINANCIAL SERVICES 4,130,002 3,846,364 3,592,093 3,190,353 3,031,935 252 10.4 10.7 4,967 4,151 2,720 2,312 2,980 6.5 5.4 4.0 3.8 4.7 5.6 35,600 30,606 27,103 23,930 19,915 20,273 25.7 23.2 22.0 21.7 19.5 20.1 51,643 52,834 49,113 46,100 45,119 41,526 38,670 10.2 39,944 49,004 8.0 0.8 0.7 2,564 2,692 2,476 1,610 203 21 32.5 34.5 33.5 33.1 49.2 6.0 5,329 5,111 4,907 3,243 210 330 86,193 81,305 74,425 67,013 62,009 62,416 52,184 50,530 43,151 2012 Other Information INDEX Workforce BMW Group apprentices at 31 December Employee attrition rate at BMW AG Proportion of female employees in functions at BMW AG/BMW Group → 66 → 67 management 67 Proportion of female executives within manage- ment/function levels I and II at BMW AG → 213 Sustainability Materiality matrix → 69 Further information Exchange rates compared to the euro Oil price trend → 46 → 58 Precious metals price trend Steel price trend → 47 → 45 BMW Group Compliance Management System → 216 Overview of compensation system of the Board of Management → 223 FINANCIAL CALENDAR 2018 21 March 2018 Annual Accounts Press Conference 22 March 2018 Analyst and Investor Conference 4 May 2018 → 46 → 52 BMW Group -key automobile markets 2017 BMW Group deliveries of motorcycles → 58 BMW Group - key motorcycle markets 2017 BMW Group locations → 38 et seq. 253 254 Other Information → Index of Graphs ↑ ↑ Financial Calendar INDEX OF GRAPHS Finances BMW Group in figures Development of BMW stock BMW Group value drivers → 6 → 24,25 → 40 Contract portfolio of Financial Services segment → 59 BMW Group new vehicles financed or leased by Financial Services segment → 59 Contract portfolio retail customer financing of Financial Services segment 2017 → 60 → 61 Development of credit loss ratio Regional mix of BMW Group purchase volumes 2017 → 63 BMW Group change in cash and cash equivalents → 78 BMW Group Financial liabilities by maturity → 80 Balance sheet structure - Group → 82 Balance sheet structure - Automotive segment BMW Group value added 2017 → 82 → 85 Risk management in the BMW Group → 96 Sales volume and locations Quarterly Report to 31 March 2018 17 May 2018 Annual General Meeting 2 August 2018 +49 89 382-1 46 61 ir@bmwgroup.com The BMW Group on the Internet Further information about the BMW Group is available online at → www.bmwgroup.com. Investor Relations information is available directly at www.bmwgroup.com/ir. Information about the various BMW Group brands is available at www.bmw.com, www.mini.com and www.rolls-roycemotorcars.com. A further contribution towards preserving resources The BMW Annual Report was printed on paper produced in accordance with the internation- al FSC® Standard: the pulp is sourced from sustainably managed forests. The corresponding CO₂ emissions were compensated by additional environmental and cli- mate protection measures as part of a reforestation project in collaboration with Bergwald- projekt e. V. (certificate number: DE-250-830816). FSC www.fsc.org MIX Paper from responsible sources FSC C014340 carbon neutral natureOffice.com | DE-250-830816 print production This version of the Annual Report is a translation from the German version. Only the original German version is binding. PUBLISHED BY Bayerische Motoren Werke Aktiengesellschaft 80788 Munich Germany Telephone +49 89 382-0 +49 89 382-2 53 87 → 154 E-mail Telephone +49 89 382-3 16 84 Quarterly Report to 30 June 2018 7 November 2018 Quarterly Report to 30 September 2018 2019 20 March 2019 Annual Report 2018 20 March 2019 Annual Accounts Press Conference 21 March 2019 Analyst and Investor Conference 7 May 2019 Quarterly Report to 31 March 2019 16 May 2019 Annual General Meeting 1 August 2019 Quarterly Report to 30 June 2019 6 November 2019 Quarterly Report to 30 September 2019 255 256 Other Information → Contacts CONTACTS Business and Finance Press Telephone +49 89 382-2 45 44 +49 89 382-2 41 18 Fax E-mail +49 89 382-2 44 18 presse@bmwgroup.com Investor Relations Fax Trade payables Trade receivables → 146 et seq. Tangible, intangible and investment assets → 198 et seq. Cost of materials → 84 et seq. Cost of sales D →73, 139 Dealer organisation/dealerships 31,64 Declaration with respect to the Corporate Governance Code Digitalisation → 32, 61, 64 Dividend → 26, 143 et seq. → 199 → 70 Income statement →72, 87, 118 et seq., 139 et seq. Income taxes →74, 140 et seq., 162 Intangible assets → 129, 148 Inventories → 82, 89, 154 Investments accounted for using the equity method and other investments → 149 et seq. K Key data L per share → 27 Lease business → 59 et seq. Leased products → 149 Locations → 38 et seq. List of investments →167 M → 127 Corporate Governance A Accounting policies Apprentices → 66 Automotive segment → 128 et seq. F → 82, 88, 152 et seq. Financial assets Financial instruments → 168 et seq. Financial liabilities → 80, 83, 163 et seq. Financial reporting rules → 135 et seq. →74,87 Financial Services segment → 52 et seq. G → 59 et seq. B Balance sheet structure Bonds → 80, 164 → 82 Group tangible, intangible and investment assets → 146 et seq. C Capital expenditure → 5, 74 et seq. Cash and cash equivalents → 77 et seq., 122 et seq. Cash flow → 5,78 et seq., 122 et seq. CO2 fleet emissions → 4, 49, 70, 94 et seq. Compensation Report → 221 et seq. Compliance → 216 et seq. Connected Drive → 32 Consolidated companies Consolidation principles Contingent liabilities → 127 → Index → 188 et seq. Mandates of members of the Supervisory Board 83, 89, 157 et seq. → 4 et seq., 40 et seq., 49 et seq., → 143 Production network → 38 et seq., 54 et seq. Profit before financial result → 5 et seq., 74 Profit before tax → 5 et seq., 49, 72, 74, 93, 95 Property, plant and equipment Purchasing → 63 R Rating → 26 →148 Receivables from sales financing Refinancing → 79 et seq. →151 et seq. Related party relationships → 179 et seq. Remuneration system → 221 et seq. Report of the Supervisory Board Research and development Revenue reserves → 155 → 8 et seq. → 32 et seq., 61 et seq. Revenues → 5, 50 et seq., 72 et seq., 75 et seq., 87, 94 et seq., 139 Risks and opportunities → 96 et seq. ROCE → 5, 40 et seq., 50 et seq., 94 ROE → 5, 40 et seq., 51,95 S Sales volume → 4,49 et seq., 52 et seq., 58, 94 et seq. Segment information → 183 et seq. Selling and administrative expenses Statement of Comprehensive Income Stock → 24 et seq. Sustainability → 34, 68 et seq. →74, 139 → 118, 145 T Production → 54 et seq. Mandates of members of the Board of Management → 200 Personnel expenses Performance indicators → 201 et seq. Dow Jones Sustainability Index World E Earnings per share → 5,143 EBIT margin/return on sales 50 et seq., 74 et seq., 94 et seq. Efficient Dynamics → 32 Employees → 4, 30, 49, 66 et seq., 93 Equity 83, 155 et seq. Exchange rates → 5 et seq., 41 et seq., →45 et seq., 91 et seq., 106, 128, 177 et seq. Marketable securities → 78, 131 Motorcycles segment → 58 N Net profit → 5 0 Other financial result → 140 Other investments → 171 Other operating income and expenses Other provisions →162 Outlook → 90 et seq. → 139 et seq. P Pension provisions 93 et seq. 2013 2,383 200 This concept car was one of the stars of the Frankfurt Motor Show in 2017. In the BMW i Vision Dynamics, we are targeting an electric range of 600 kilometres – fifth-generation storage and battery technology will make this possible. BMW i Vision Dynamics eagerly awaited All our brands will gradually be electrified. All electrified BMW models will become part of BMW i. We have a clear roadmap to 2025: in 2019, a battery-electric MINI; in 2020, the first fully electric model from the core BMW brand, the X3. These will be followed in 2021 by the iNEXT, our new technology flagship, which the whole company will learn from. When the BMW i3 was released in 2013, not many would have believed that the BMW Group would today be leading the market for electrified vehicles in Europe. Today, in this growing segment, we already have a much larger market share than in traditional drivetrains. Electrification will remain a top priority for us over the coming years. We aim to sell more than 140,000 electrified vehicles in 2018 and have half a million electrified BMWs and MINIs on the roads by the end of 2019. Half a million electrified vehicles in total by the end of 2019 2018 will also be our “X year”, with the expansion of our highly successful BMW X family. As well as the X7, this will include the new X3 available since late last year, the cool new X2 and the new X4. I am sure our new X vehicles will totally appeal to our customers. We are focusing on two segments in particular: first, the highly profitable luxury class. Here, we will be launching new luxury models like the BMW 8 Series, the BMW X7 and the Rolls-Royce Phantom onto the market. These will bring us closer to our goal of occupying the leading position in the luxury segment. In 2018, we will enter the second year of the biggest model offensive in our history. We will continue moving forward, with highly emotional new models like the BMW i8 Roadster and the BMW Z4. Phase II of the biggest model offensive in our history The momentum will continue in financial year 2018 24 21 Electrification pays off: Dear shareholders, your company remains on track for success - and it is only fitting that you should share in that success. The Board of Management and Supervisory Board will therefore propose to the Annual General Meeting that the unappropriated profit of BMW AG for the financial year 2017 be used to issue a dividend of 4.00 euros per share of common stock and 4.02 euros per share of preferred stock. That is the highest dividend the company has ever paid. BMW AG associates in Germany will also benefit from the company's positive performance through our profit-sharing programme. The Group financial statements also reflect the positive impact of the tax reform in the US. The EBIT margin in the Automotive segment stands at 8.9 per cent and therefore remains within our target range. The Financial Services segment once again made a significant contribution to the Group result, with pre-tax earnings of more than 2 billion euros. In the financial year 2017, Group revenues rose slightly to reach a new all-time high of 98.7 billion euros. Earnings before tax posted a significant increase of 10.2 percent year-on-year and exceeded 10 billion euros for the first time. Annual net profit was up 26 percent to 8.7 billion euros. Financial indicators reach new highs In San Luis Potosí, Mexico, plant construction is proceeding according to schedule. We are already qualifying young specialists at our new training centre there. Over the next few years, we will see different types of drivetrains on the roads. We are preparing our sites for this diversity by creating flexible architectures and plants. This will allow us to produce models with efficient combustion engines alongside electric vehicles and plug-in hybrids. From 2020 on, the use of scalable modular electric construction kits will enable us to fit all model series with any type of drivetrain. This will make us extremely flexible, whichever way demand develops. The high flexibility of our global production network lays the foundation for the BMW Group's continued growth. In 2017, twice as many vehicles came off the production line than in 2009. The company currently operates 31 facilities in 14 countries, and we continue to invest in our locations in Germany and worldwide. A good example of this is the major expansion of our Dadong plant in Shenyang, China, which we operate as part of our joint venture with Brilliance China Automotive Holdings Ltd. Our value creation is as global as it is flexible Asia was the main growth driver in 2017 and China the most important single market. In Mainland China, deliveries climbed to more than 590,000 vehicles. In Europe, sales remained on a par with the previous year, at around 1.1 million units, despite a downturn in the UK, with ongoing Brexit negotiations. In the Americas and the US, we saw slight decreases, with total sales of around 450,000 vehicles for the region. However, the trend has reversed in the US since late 2017. It is part of our philosophy that every customer counts – and so does every market. We aim for a balanced distribution of sales across the main market regions of Europe, Asia and the Americas. This enables us to balance out regional market fluctuations. Every customer and every market counts of the Board of Management → Statement of the Chairman Shareholders To Our Significantly higher dividend European fleet CO2 emissions continue to fall By stepping up the pace on sustainable drivetrains, we are also reducing our fleet CO2 emissions. This was also the case in 2017, even though the percentage of diesel vehicles decreased, partly due to the current discussions in Germany. Emissions figures for our new vehicle fleet in Europe currently stand at 122 grams of CO2 per kilometre. We have a clear objective to meet the European Union's emissions requirements from 2021. To Our Shareholders 14 24 23 Chairman of the Board of Management Harald Krüger H. 35" Yours company with a promising future. We will continue to follow our path, taking advantage of the opportunities that arise. By doing so, we can ensure that BMW AG remains an attractive investment over the long term and a Our sharp focus on the future, combined with solid financials, enables us to have easier access to international capital markets. Moody's has upgraded BMW AG's long-term rating to A1. Our company also has the highest Standard & Poor's rating of any European automobile manufacturer. Top-rated European automobile manufacturer Of course, dear shareholders, that also means ensuring your company remains profitable. The BMW Group has the financial resources to fund these upfront investments in the future – which gives us a clear competitive edge. Our R&D ratio will increase in 2018, from 6.5 to 7 percent, or around 7 billion euros. Expenditure will also remain high in 2019. For the past eight years, we have kept the EBIT margin in the Automotive segment within our target range of 8 to 10 percent, or higher, from one quarter to the next. We intend to maintain this high-level of consistency. Your company delivers consistently high profitability According to our most recent employee survey, 90 percent of our associates say they are proud to work for the BMW Group. More than 80 percent say they are familiar with the target and content of our strategy. This shared understanding will give us even greater momentum. We all want the BMW Group to be the first place customers turn to for individual premium mobility experiences. We aim to be the clear number one. Our associates stand behind Strategy NUMBER ONE > NEXT These examples show how we are successfully shaping the future of mobility in all its different facets. With your support, we are transforming ourselves into a tech company for mobility with a clear focus on customers and service. You have given us your backing for our long-term approach with Strategy NUMBER ONE > NEXT. For that, I would like to thank you personally, and on behalf of the entire Board of Management and our associates worldwide. Dear Shareholders, Finding a parking space is a problem for many drivers. Earlier this year, the BMW Group acquired Parkmobile LLC, in a move that makes us the largest provider of mobile parking services in North America and Europe, with 22 million customers in 1,000 cities. Systematic expansion of our mobility services is firmly anchored in our Strategy NUMBER ONE > NEXT. In early 2018, we signed a contract to acquire 100 percent of DriveNow. Our premium car-sharing service already has over a million customers in 13 cities. A growing number of older people, families and business travellers are also using DriveNow. Our ReachNow service is available in the US and, since late 2017, also in China, in collaboration with a local partner. Global expansion of the NOW family Ten million BMW Group vehicles are already connected via Connected Drive. It takes about 25 million test kilometres to get an autonomous vehicle ready for series production. In 2018, our fleet of autonomous BMW 7 Series models will continue to collect data on the roads, mainly in Germany, Israel and California. We will officially open our campus for autonomous driving, just outside Munich, in spring 2018. Here, we will work with our partners, Intel and Mobileye, to develop autonomous driving – which we see as one of the main driving forces for the mobility of tomorrow. A growing number of renowned companies from different industries are joining our shared platform. We believe that security is vital to autonomous driving – not just with respect to the vehicles themselves, but also customer data. The future belongs to autonomous driving 22 22 Against this backdrop, we are actively supporting infrastructure development. We aim to be a system provider for electric mobility: with ChargeNow and IONITY for charging infrastructure, the new BMW Energy Services business segment and our Battery Cell Competence Centre in Munich. Developing electric mobility infrastructure of the Board of Management → Statement of the Chairman 67.29 20 19 In 2017, we delivered 103,080 cars with electrified drivetrains to customers. Overall, sales of our BMW i models together with BMW iPerformance and MINI Electric plug-in hybrids increased by two-thirds over the previous year. 8.83 8.08 Earnings per share of preferred stock4 13.14 10.47 9.72 8.85 8.10 Free cash flow Automotive segment 6.78 8.81 8.23 5.30 4.58 Equity 82.95 72.08 65.11 57.03 54.25 1 Xetra closing prices. 2 Proposed by management. 3 Weighted average number of shares for the year. 4 Stock weighted according to dividend entitlements. 28 To Our Shareholders BMW Stock and Capital Markets in 2017 Intensive communication with capital markets continued 9.70 To Our 10.45 Earnings per share of common stock³ Electric mobility is currently our main strategic focus. We reached an important milestone on the road to sustainable mobility last year, when I presented the 100,000th electrified vehicle sold by the BMW Group to its new owner at BMW Welt in Munich. It was a BMW i3, purchased by an 80-year-old customer – which just goes to show that it is never too late to switch to an electric car. Milestone: over 100,000 electrified vehicles sold MINI sales climbed more than 3 percent to over 370,000 vehicles. BMW Motorrad saw a significant increase, with deliveries of motorcycles and scooters up more than 13 percent to 164,000 units. In the ultra-luxury segment, Rolls-Royce was unable to match the previous year's strong result. With the Phantom model changeover and in a difficult environment, sales decreased by around 16 percent to 3,362 vehicles. All-time highs for BMW, BMW M, MINI and BMW Motorrad Our core BMW brand once again sold more than two million vehicles in 2017 - over four percent more than the previous year. BMW M GmbH also contributed to this, reporting record deliveries of more than 80,000 M and M Performance models for the first time. Our strong, emotional brands are extremely desirable to customers. In Fortune Magazine's "World's Most Admired Companies", the BMW Group is now the highest-ranked automobile manufacturer in the top 20 and the most admired European company. More and more customers are buying vehicles built by the BMW Group. Our customers have made this company a leading manufacturer in the global premium segment for the past 14 years. For the seventh consecutive year, sales reached a new all-time high in 2017. As forecast, automotive deliveries rose slightly to 2.46 million vehicles. This represents an increase of 4.1 percent in a highly competitive environment. BMW Group leads global premium segment in 2017 At the BMW Group, we stand by our promises. And we deliver! We achieved our targets for the financial year 2017, with new all-time highs for automobile and motorcycle deliveries, as well as Group pre-tax earnings. Financial year 2017: goals accomplished Progress is not possible without change. Change is a constant in all of our lives. The BMW Group charts its own course - with innovation, determination and foresight. We want to offer solutions for the challenges of today and tomorrow. Each and every one of our associates is giving their all. Our corporate culture encourages values of openness and transparency in our everyday actions. Dear Shareholders, 56.53 58.96 59.08 48.69 KEY DATA PER SHARE IN € Dividend Common stock 4.00² 3.50 3.20 2.90 2.60 Preferred stock 4.022 3.52 3.22 2.92 2.62 13.12 The BMW Group continued to inform analysts, inves- tors, and rating agencies throughout 2017 with regular quarterly and year-end financial reports. The com- prehensive information package provided for capital market participants included numerous one-on-one and group meetings, dedicated socially responsible investment (SRI) roadshows for investors using sustain- ability criteria in their investment decisions, and debt roadshows for fixed-income investors and credit ana- lysts. Communication focused on the BMW Group's new model offensive and answers to the challenges facing the automobile industry going forward. Topics discussed included autonomous driving and electric mobility. A further focus was the profitability of the BMW Group's business models. In addition to partici- pating in various conferences and roadshows, product presentations and a technology workshop were held for analysts and investors in Munich. Shareholders in 2017 88.75 86.83 Low High Year-end closing price Stock exchange price in €¹ 601,995 601,995 601,995 601,995 601,995 Number of shares in 1,000 COMMON STOCK 97.63 2013 2015 2016 2017 → 11 BMW stock Due to the positive earnings development, the Board of Management and the Supervisory Board are proposing to the Annual General Meeting to use the net profit of BMW AG of €2,630 million (2016: €2,300 million) for the payment of a dividend of €4.00 per share of common stock (2016: €3.50) and a dividend of €4.02 per share of preferred stock (2016: €3.52). The payout ratio for the year 2017 therefore stands at 30.2% (2016: 33.3%). Significant increase in dividend In this context, and with the approval of the Super- visory Board, the Board of Management increased BMW AG's share capital in 2017 by €491,000 from €657,109,600 to €657,600,600 by issuing 491,000 new non-voting shares of preferred stock. This increase was executed on the basis of Authorised Capital 2014 in Article 4 (5) of the Articles of Incorporation. The new shares of preferred stock carry the same rights as existing shares of preferred stock. The newly issued shares of preferred stock for employees are entitled to receive dividends with effect from the financial year 2018. In addition, 114 shares of preferred stock were acquired via the stock market or as a result of cancelled employee purchases relating to the previous year. For more than 40 years, BMW AG has enabled its employees to participate in its success. Since 1989, this participation has taken the form of an Employee Share Programme. A total of 491,114 shares of pre- ferred stock were issued to employees as part of this programme in 2017. Employee Share Programme The ratings underline the BMW Group's robust financial profile and excellent creditworthiness. As a result, the Company not only enjoys good access to international capital markets, but also benefits from attractive refinancing conditions. In January 2017, Moody's raised its long-term rating for BMW AG from A2 (positive outlook) to A1 (stable outlook). The P-1 short-term rating was confirmed. The improved assessment reflects the attractive product launches as part of the model offensive, the good position of the BMW Group with regard to the challenges faced by the automobile industry, a con- sistently strong operating performance and a solid financial and capital structure. Since December 2013, BMW AG has had a long-term rating of A+ (stable outlook) and a short-term rating of A-1 from the rating agency Standard & Poor's. This represents currently the highest rating given by Standard & Poor's to a European car manufacturer. 2014 89.77 85.22 90.83 74.15 78.89 62.09 67.84 77.41 72.70 74.64 Low High Year-end closing price Stock exchange price in €1 54,260 54,500 54,809 55,114 55,605 Number of shares in 1,000 PREFERRED STOCK 27 27 63.93 77.41 75.68 65.10 77.71 85.42 95.51 122.60 92.25 stable stable A+ A-1 P-1 250 100 150 64.65 250 Index: December 2012 = 100 → 10 BMW AG development of stock A variety of factors influenced developments on stock markets during the period under report. The year began with considerable political uncertainty concerning future developments in the European Union (EU). Consequently, the German stock index (DAX) recorded its low point for the year in February at 11,510 points. Concerns about the stability of the EU abated following the strong election performance of pro-European parties in the Netherlands and France, providing the DAX with renewed upward momentum towards the middle of the year. Nevertheless, the ongoing tension between the USA and North Korea dampened the mood on stock markets perceptibly. In the autumn months, positive economic and job market figures in Germany contributed to an upswing on the stock market. Despite uncertainty surrounding the formation of a new government in Germany, the DAX remained stable during the final months of the year. Furthermore, the European Central Bank's (ECB) decision to keep benchmark interest rates low- and thus maintain its expansionary monetary policy - had a beneficial impact on investor sentiment. In the USA, the Federal Reserve gradually raised the reference interest rate. Likewise, the Bank of England increased interest rates for the first time in a decade. The reform bill passed to cut tax rates in the USA also fuelled hopes of further economic growth. Favourable year on stock markets DAX Prime Auto- mobile BMW common stock BMW preferred stock Till 119.1 153.1 100 → www.bmwgroup.com/ir 169.7 172.9 200 in % Development of BMW stock compared to stock market indices since 28 December 2012 → 09 Over the course of 2017, capital markets were influ- enced by a favourable global economy. Positive growth signals coming from emerging markets as well as robust economic developments in industrialised countries made for an encouraging year on worldwide exchanges. significant increase Dividend proposal foresees Ratings at top level BMW STOCK AND CAPITAL MARKETS IN 2017 200 BMW Stock and Capital Markets Prime Automobile DAX 150 A1 Non-current financial liabilities Current financial liabilities Outlook Standard & Poor's Moody's Company rating Thanks to its consistent future-oriented approach and solid financials, the BMW Group continues to be the best-rated carmaker in Europe. Ratings remain at top level in 2017 BMW Stock and Capital Markets To Our Shareholders 26 At the end of 2017, with market capitalisation amount- ing to some €56.3 billion, the BMW Group was among the ten most valuable German enterprises listed on the stock market. BMW common stock followed the downward trend of the sector index during the first seven months of the year, finishing July 12.4% down on the previous year-end level. Its value picked up after the IAA, rising to an interim high of €89.97 in November 2017. After losing some ground during the remainder of the year, BMW common stock closed at €86.83, 2.2% down over the year. BMW preferred stock finished the year at €74.64, 2.7% up on its market price one year earlier. Investor uncertainty caused the Prime Automobile Index to lose ground significantly during the first half of the year, driven by doubt as to whether the business models of German automobile manufacturers will remain profitable going forward. The debate about diesel engines had a further negative impact on the German automobile sector. The IAA motor show in Frankfurt am Main in September 2017 strengthened confidence on capital markets with the presentation of numerous initiatives in the field of electric mobility. The improvement in investor sentiment was reflect- ed in the sector index, which finished the year at 1,687 points, 12.0% up over the previous year. The EURO STOXX 50 recorded a 6.5% rise over the same period, finishing the year at 3,504 points. The DAX remained above the previous year's closing level throughout the year. After the elections in the Netherlands and France, the index rose in June 2017 to its then high for the year of 12,889 points before retreating somewhat during the summer months. Thanks to a strong upturn lasting through to early October, the DAX closed the year at 12,918 points, posting a significant gain for the period (+12.5%). 25 25 Source: Reuters. 2018 2017 2016 2015 2014 2013 50 50 100 BMW common stock BMW preferred stock 92.19 74.60 →Page 96 Risks and Opportunities Country Wackersdorf Moses Lake SGL AUTOMOTIVE CARBON FIBERS JOINT OPERATION Locations USA In November 2017, the SGL Group and the BMW Group signed an agreement, under which SGL Carbon SE will gradually acquire the BMW Group's 49% stake in the joint operation SGL ACF. At the same time, an agreement exists for the continuation of the business relationship in future projects involving the use of carbon. SGL Automotive Carbon Fibers (ACF) is a joint oper- ation of the BMW Group and the SGL Group. At the Moses Lake site in the state of Washington, USA, carbon fibres are produced for subsequent use in manufactur- ing carbon fibre fabrics in Wackersdorf. BMW 1 Series, BMW 2 Series, BMW 3 Series (and Extended-Wheelbase Version), BMW X1 Extended-Wheelbase Version Petrol engines, production of core engine parts BMW 5 Series Extended-Wheelbase Version China China China 7 Tiexi (Shenyang) Germany Carbon fibres Sales subsidiaries and Financial Services locations worldwide *Sales locations only. Russia India China South Korea Products Japan Thailand Malaysia Singapore* Indonesia* Australia Carbon fibre fabrics Hong Kong Tiexi (Shenyang) Dadong (Shenyang) Products MINI Hatch, MINI Clubman Core engine parts Petrol and diesel engines, high-performance engines for M models BMW 3 Series, BMW 4 Series, BMW M Motorcycles Lightweight construction components, electric drivetrain systems and special engines BMW 1 Series, BMW 2 Series, BMW i, BMW M BMW 1 Series, BMW 3 Series, BMW 5 Series, BMW 7 Series, BMW X1, BMW X3, BMW X4, BMW X5 Motorcycles Petrol engines for BMW, MINI BMW i8 plug-in hybrid engines Core engine parts Chassis and drivetrain components Components for electric mobility Rolls-Royce bodywork, pressed parts BMW 7 Series, BMW M BMW 3 Series, BMW 4 Series, BMW 5 Series, BMW 6 Series, BMW 1 Series, BMW 3 Series, BMW 5 Series, BMW 6 Series, BMW 7 Series, BMW X1, BMW X3, BMW X5 BMW 3 Series, BMW X1, BMW X3, BMW X4 BMW motorcycles, Maxi-Scooters, car brake discs United Kingdom Toolmaking, outer body parts for Rolls-Royce, aluminium tanks for BMW Motorrad BMW 1 Series, BMW 2 Series, BMW 3 Series, BMW 4 Series, BMW X1, BMW X2, BMW M BMW 3 Series BMW X3, BMW X4, BMW X5, BMW X6, BMW M Petrol and diesel engines for BMW and MINI Core engine parts High-performance engines for M models Pressed parts and bodywork components Distribution centre for parts and components Cockpit assembly Dadong and Tiexi automobile plants as well as an engine plant complete with foundry and battery factory. Country JOINT VENTURE BMW BRILLIANCE AUTOMOTIVE HOLDINGS LTD. Locations The plants in Shenyang (China) are operated within the joint venture with Brilliance China Automotive Holdings Ltd. The Shenyang site comprises the ¬ → Production Network Organisation and Business Model General Information and Group Profile Combined Management Report 36 36 35 35 Rolls-Royce Phantom, Ghost, Wraith, Dawn Processing of carbon fibre components BMW Technology, Chicago, USA Rolls-Royce Manufacturing Plant Goodwood BMW Group Engineering USA, Woodcliff Lake, USA BMW Group Engineering China, Beijing, China Country Netherlands Austria India Products MINI Hatch, MINI Convertible, MINI Countryman, BMW X1 BMW 5 Series Sedan Hosur Motorcycles 37 88 38 Combined Management Report General Information and Group Profile 36 → Organisation and Graz CONTRACT PRODUCTION Locations PARTNER PLANTS Jakarta Cairo Kaliningrad Kulim Country Born Products Egypt BMW 3 Series, BMW 5 Series, BMW 7 Series, BMW X1, BMW X3, BMW X5 BMW 3 Series, BMW 5 Series, BMW X1, BMW X3, BMW X4, BMW X5, BMW X6 Russia BMW 3 Series, BMW 5 Series, BMW 7 Series, BMW X1, BMW X3, BMW X4, BMW X5, BMW X6 Malaysia BMW 1 Series, BMW 3 Series, BMW 5 Series, BMW 7 Series, BMW X1, BMW X3, BMW X4, BMW X5, BMW X6, MINI Countryman The BMW Group also awards production contracts to external partners for specific vehicle types and motorcycles. During the period under report, BMW and/or MINI models were produced by Magna Steyr AG & Co KG, Graz (Austria) and VDL Nedcar bv, Born (Netherlands). In addition, BMW motorcycles were manufactured by TVS Motor Company Limited, Hosur (India). Locations Indonesia Business Model BMW Group locations worldwide → 12 outside Europe ■BMW Group plant Araquari, Brazil BMW Group plant Chennai, India BMW Group plant Manaus, Brazil BMW Group plant Rayong, Thailand BMW Group plant Rosslyn, South Africa BMW Group plant Spartanburg, USA BMW Brilliance Automotive, China (joint venture-3 plants) SGL Automotive Carbon Fibers (joint operation-2 plants) Partner plants outside Europe Partner plant, Hosur, India Partner plant, Jakarta, Indonesia Partner plant, Cairo, Egypt Partner plant, Kaliningrad, Russia Partner plant, Kulim, Malaysia Production ▲ Research and development network outside Europe BMW Group Technology Office USA, Mountain View, USA BMW Group Engineering and Emission Test Center, Oxnard, USA BMW Group ConnectedDrive Lab China, Shanghai, China, and BMW Group Designworks Studio Shanghai, China BMW Group Technology Office, Shanghai, China BMW Group Designworks, Newbury Park, USA ☐ New Zealand South Africa 43 7 Sales subsidiaries and Financial Services locations worldwide 31 Production and assembly plants 16 Research and development locations Headquarters Canada USA Mexico United Arab Emirates Brazil Argentina* BMW Group Engineering Japan, Tokyo, Japan → Page 111 Internal Control System Relevant for Accounting and Financial Reporting Processes Germany USA Austria In 2016, the BMW Group presented its Strategy NUMBER ONE > NEXT. This builds on the previous strategy and expands its scope in light of new develop- ments and the social responsibility of the BMW Group. At the heart of Strategy NUMBER ONE > NEXT is a commitment to future-oriented activity with develop- ment of products, brands and services in the premium segment for individual mobility. New technologies such as alternative drivetrains, digitalisation and connec- tivity are further key areas of focus. The BMW Group is currently in the process of transformation from a traditional automobile maker to a customer-oriented mobility company. This means that customer focus will be given greater emphasis. All activities of the Group are oriented towards the customer. services business. Moreover, the BMW Group has developed in recent years into one of the leading providers of premium services for individual mobility. With the three automobile brands BMW, MINI and Rolls-Royce, as well as the motorcycles business BMW Motorrad and the Financial Services busi- ness, the BMW Group gives its customers and their demands always the highest priority. The BMW Group is therefore one of the most successful makers of automobiles and motorcycles worldwide and among the largest industrial companies in Germany. It is the only manufacturer that focuses exclusively on the premium segment with all its brands. With BMW, MINI and Rolls-Royce, the BMW Group owns three of the best-known premium brands in the automotive industry. In addition to its strong market position in the premium segment of the global motorcycles sector, the BMW Group is also successful in the financial Founded in 1916 as Bayerische Flugzeugwerke AG (BFW), Bayerische Motoren Werke G.m.b.H. came into being in 1917 before finally becoming Bayerische Motoren Werke Aktiengesellschaft (BMW AG) in 1918. The BMW Group comprises BMW AG and all subsidi- aries over which BMW AG has either direct or indirect control. BMW AG is also responsible for managing the BMW Group as a whole. Bayerische Motoren Werke Aktiengesellschaft (BMW AG), based in Munich, Germany, is the parent company of the BMW Group. The general purpose of the Company is the production and sale of engines, engine-equipped vehicles, related accessories and products of the machinery and metal-working industry as well as the rendering of services related to the aforementioned items. The BMW Group is subdivided into the Automotive, Motorcycles and Financial Services operating segments. The seg- ment Other Entities primarily comprises holding companies and Group financing companies. The BMW Group operates on a global scale and is rep- resented in more than 150 countries. At the end of the reporting period, the BMW Group employed a workforce of 129,932 people. General information on the BMW Group is provided below. There have been no significant changes com- pared to the previous year. Presentation of segments This Combined Management Report incorporates the management reports of Bayerische Motoren Werke Aktiengesellschaft (BMW AG) and the BMW Group. ORGANISATION AND BUSINESS MODEL significantly Research and develop- ment expenditure up 71 +18.3% €6,108 million Fleet CO2 emissions again reduced → www.bmwgroup.com/company AND GROUP PROFILE In order to provide a better insight into the Group, this report also includes a presentation of the operating segments Automotive, Motorcycles and Financial Services. The core BMW brand caters to a broad array of cus- tomer requirements, ranging from fuel-efficient and innovative models equipped with Efficient Dynamics to efficient, high-performance BMW M vehicles. At the same time, the BMW Group continues to redefine the boundaries of premium with BMW i. With an even greater focus on innovation and sustainability, BMWi embodies the vehicle of the future, with electric drive- train, intelligent lightweight construction, exceptional design and newly developed mobility services. Research and Development → Research and Development General Information and Group Profile Organisation and Business Model Combined Management Report 32 32 Automotive segment 31 Financial Services segment The Motorcycles business is also clearly focused on the premium segment. The model range currently comprises motorcycles for the Sport, Tour, Roadster, Heritage, Adventure and Urban Mobility segments. BMW Motorrad also offers a broad range of equip- ment options to enhance rider safety and comfort. The motorcycles sales network is organised similarly to that of the automobiles business. Currently, BMW motorcycles are sold by more than 1,200 dealerships and importers in over 90 countries. Motorcycles segment The global sales network of the automobile business currently comprises around 3,400 BMW, 1,580 MINI and 140 Rolls-Royce dealerships. Within Germany, sales are conducted through branches of the BMW Group and independent authorised dealerships. Sales outside Germany are handled primarily by subsidiary compa- nies and by independent import companies in some markets. The BMWi dealership and agency network currently covers more than 1,500 locations. 100 The MINI brand is an icon promising supreme driving pleasure in the premium small car segment. Rolls-Royce is the strongest brand in the ultra-luxury segment with a tradition stretching back well over years. Rolls-Royce Motor Cars is specialised in bespoke customer experiences and offers the highest level of quality and service. The BMW Group is also a leading provider of finan- cial services in the automobile sector, operating more than 50 entities and cooperation arrangements with local financial services providers and importers worldwide. The segment's main business is credit financing and the leasing of BMW Group brand cars and motorcycles to retail customers. Customers can also choose from an attractive array of insurance and banking products. Operating under the brand name Alphabet, the BMW Group's international multi-brand fleet business provides financing and comprehen- sive management services for corporate car fleets in 19 countries. Through its multi-brand business Alphera, the BMW Group provides credit financing, leasing and other services to retail customers. The segment also supports the BMW Group's dealership organisation, for example by financing dealership vehicle inventories. GENERAL INFORMATION → Organisation and Business Model General Information and Group Profile →Page 112 Disclosures Relevant for Takeovers →Page 52 Automotive Segment → Page 58 Motorcycles Segment Financial Services Segment → Page 59 →Page 61 General Information Research and Development →Page 64 Sales and Marketing →Page 66 Workforce →Page 68 Sustainability →Page 72 Results of Operations, Financial Position and Net Assets → Page 86 Comments on Financial Statements of BMW AG → Page 90 Report on Outlook, Risks and Opportunities →Page 90 Outlook →Page 63 Purchasing and Supplier Network Combined Management Report 2 →Page 52 Review of Operations Management Report Combined 30 2 COMBINED MANAGEMENT REPORT →Page 30 General Information and Group Profile → Page 30 Organisation and Business Model →Page 40 Management System →Page 44 Report on Economic Position →Page 44 →Page 48 General and Sector-specific Environment Overall Assessment by Management → Page 49 Financial and Non-financial Performance Indicators A major factor in the success of the BMW Group is its consistent focus on the future. A long tradition of innovation is not only the basis of the BMW Group's economic success, but an integral part of its corporate philosophy. Shaping individual mobility and finding innovative solutions today for the needs of tomorrow is a key driving force for the BMW Group. Research and development (R&D) are therefore of key import- ance for the BMW Group as a premium provider. United Kingdom With its Strategy NUMBER ONE > NEXT, the BMW Group is focusing on the topics of electric mobility, digitalisation and autonomous driving. The key trends of individual mobility are summarised at the BMW Group in the term ACES (Autonomous, Connected, Electrified, Services). 1. Autonomous Hams Hall Eisenach Dingolfing Chennai Berlin Araquari Landshut BMW GROUP PLANTS Country Locations The 19 BMW Group plants comprise 13 automobile and engine plants, two plants for BMW motorcycles, three sites for producing components, pressed parts and tools and one supply centre. In 2017, the BMW Group was already producing electrified vehicles at a total of nine locations. 7 At the end of the reporting period, the Group's pro- duction network totalled 31 locations in 14 countries. These comprise 19 BMW Group plants, five joint ventures, four partner plants and three contract production plants. The same quality, safety and sus- tainability standards apply for all plants throughout the BMW Group production network worldwide. Production Network Products Further information on sustainability and human resources can be found in the sections "Workforce" and "Sustainability" in the Group Management Report and in the Sustainable Value Report 2017 published on the Company's website at → https://www.bmwgroup.com/svr. Leipzig Munich South Africa Germany Thailand United Kingdom Germany Germany Brazil Germany Germany United Kingdom Manaus Germany Wackersdorf Swindon Steyr Rosslyn Spartanburg Regensburg Oxford Rayong Brazil Germany India The principles and importance of sustainable business management are emphasised in the new Strategy NUMBER ONE > NEXT, which includes a clear com- mitment to preserving resources. The BMW Group remains fully committed to ecological and social sustainability along the entire value chain as well as to comprehensive product responsibility. For several years now, the BMW Group has supported intercultural exchange. In partnership with the UN Alliance of Civilizations, the BMW Group presents the Intercultural Innovation Award for exemplary projects in this field. The BMW Group attaches great importance to training and development of its workforce. In 2017, investment in training and development programmes across the Group amounted to €349 million (2016: €352 million). In addition, 1,554 trainees were hired worldwide. A total of 4,750 young people are currently undergoing vocational training or participating in internal pro- grammes to develop young talent. A total of 14,047 people at 16 locations in five coun- tries worked in the BMW Group's global research and development network at 31 December 2017. Against a backdrop of rapid technological change within the automotive industry, the BMW Group also enters into specific cooperation agreements with selected technology partners. The aim of collabor- ation with external partners, also across sectors, is to combine expertise in order to bring innovations to customers within the shortest time possible. The fourth strategic direction relates to individual mobility services. The BMW Group aims to be the leading provider of premium mobility services going forward. To achieve this, it is essential to understand clearly the needs of its customers worldwide. This knowledge is the basis for viding customers with an attractive, comprehen- sive range of services. This includes easy-to-use, digitally supported mobility services that also feature bring-and-collect services or help custom- ers find free parking spaces in urban environ- ments. Further information can be found in the section "Sales and Marketing". pro- 4. Services The Vision 100 study presented for the Rolls-Royce brand in 2016 gave customers a first glimpse into the future of automobile luxury powered by electric drivetrains. Research and development expenditure rose sig- nificantly year-on-year to €6,108 million (2016: €5,164 million; +18.3%). The research and develop- ment expenditure ratio stood at 6.2% (2016: 5.5%). The ratio of capitalised development costs to total research and development expenditure for the peri- od (capitalisation rate) stood at 39.7% (2016: 40.5%). Amortisation of capitalised development costs totalled €1,236 million (2016: €1,222 million; +1.1%). Further information on research and development expendi- ture is provided in the Report on Economic Position → see (Results of Operations) and in → note 7 of the Group Financial Statements. With its MINI Electric, MINI is reinterpreting the urban tradition of the brand for the electric age and reinventing individual mobility for the city. The market launch of the first plug-in hybrid of the MINI brand (MINI Cooper S E Countryman ALL4: fuel consumption in 1/100 km (com- bined) 2.3-2.1//CO2 emissions in g/km (com- bined) 52-49//Electric power consumption in kWh/100 km (combined) 14.0 – 13.2) in sum- mer 2017 was followed by the presentation of the all-electric MINI Electric Concept at the IAA Cars in 2017. The series launch of all-electric MINI vehicles is scheduled to begin in 2019. The BMW i brand reflects Efficient Dynamics in its most systematic form. Flexible vehicle architec- ture, innovative electric and plug-in hybrid drive- trains and the use of new materials are the results of an integrated approach that is also reflected in a resource-efficient selection of materials and the intensive use of renewable energy in the production process. This contributes to a very favourable environmental footprint in BMW i vehicles over the entire product life cycle. One of the strategic objectives of the BMW Group is to continuously optimise the energy efficiency of automobiles and motorcycles, including elec- trification of the product range across all brands. Under the term Efficient Dynamics, the BMW Group has been successfully working on reducing fuel consumption and vehicle emissions through the development of highly efficient com- bustion engines, increasing electrification of drive- trains, intelligent lightweight construction, improved aerodynamics and coordinated energy management. 3. Electrified The second strategic direction is summarised un- der the term Connected Drive, an integrated digi- tal concept in which the driver, the vehicle and the outside world are all able to interact with one another. The vehicle can be attuned to the individ- ual needs of each driver, thus making it a smart companion. In future, transferring certain tasks to the vehicle will broaden the range of options avail- able to the customer when driving. The time saved can be used for other purposes. This results in increased comfort for the driver and greater safety for road users in general. Numerous safety and comfort features already exist in BMW, MINI and Rolls-Royce brand automobiles as well as BMW Motorrad brand motorcycles. In 2021, the BMW iNEXT will take to the roads with an elec- tric drivetrain and full connectivity. It will also reach a new level on the way to autonomous driving. 2. Connected Since 2017, the BMW Group has pooled its devel- opment expertise in the fields of vehicle connec- tivity and autonomous driving at its own develop- ment centre. More than 600 BMW Group employees are now working in cooperation with other partners at a campus near Munich, thereby developing and expanding the open platform for autonomous driving. By the end of the expan- sion, more than 2,000 employees will be work- ing at the new site towards achieving fully auto- nomous driving in fields ranging from software development to road testing. As part of the BMW i brand, the BMW iPerformance range forms a model family of its own with plug-in hybrid drivetrains. All BMW iPerformance models are equipped with a smart energy management system that ensures ideal interaction between the combustion engine and the electric motor. The option to drive all-electric, added efficiency gained through electric assistance features and the spontaneous response characteristics provided by the additional electric drivetrain lead to a new harmony of driving pleasure and sustainability. The flexibility of the technologies used makes it possible to rapidly expand the broad range of iPerformance models to include further series as required. note 7 In 2017, numerous awards and prizes once again underscored the BMW Group's high level of inno- vation competence, above all in the areas of design, the use of innovative technologies and intelligent connectivity. 33 In view of increasingly complex supplier relationships, it is important for the BMW Group to work together with suppliers to increase transparency and resource efficiency along the supply chain. The aim is to require suppliers to comply with environmental and social standards across the value chain. The BMW Group has set itself the goal of being a leader in the use of renewable energy in production and the value chain. In 2017, 81% (2016: 63%) of the BMW Group's electricity worldwide came from renewable sources. Since 1995, the BMW Group has cut the CO2 emis- sions of new cars sold in Europe (EU-28) by more than 42%. Average CO2 emissions in Europe (EU-28) in 2017 amounted to 122 g/km (2016: 124 g/km; −1.6%). The systematic expansion of the Group's vehicle fleet with alternative drivetrains as well as innovative mobility services have contributed significantly to the progress made. In 2017, for the first time more than 100,000 electrified vehicles were sold in one year. The BMW Group takes a holistic approach to sus- tainability management that encompasses the entire value chain. Apart from reduction of CO2 emissions, key components of the sustainability strategy include operational environmental protection, sustainability in the supply chain, employee orientation and social commitment. For years, the BMW Group has ranked among t the most sustainable companies in the automotive industry and is the only carmaker to have been listed consecutively in the renowned Dow Jones Sustainability Index since 1999. Long-term thinking and responsible action have long been the foundations of the BMW Group's identi- ty and its economic success. As early as 1973, the BMW Group appointed an environmental officer in what was then a pioneering development within the automobile sector. Today, the Sustainability Board, comprising all members of the Board of Management, sets the strategic direction along with binding targets. Since 2001, the BMW Group has been committed to the United Nations Environment Programme, the UN Global Compact and the Cleaner Production Declaration. Sustainability → Production Network Organisation and Business Model Sustainability General Information and Group Profile Management Report Combined ↑↑ 34 33 Accordingly, the BMW Group's R&D activities include the following four topics: and Group Profile Economic Position Outlook, Risks and Opportunities The main function of the BMW Group's four part- ner plants is to serve regional markets. During the year under report, BMW and MINI vehicles were 7 manufactured in Kaliningrad (Russia), Cairo (Egypt), Jakarta (Indonesia) and Kulim (Malaysia). in € million 250 Russian Rouble 100 150 200 250 Index: December 2012= 100 200 → 18 By contrast, the currencies of major emerging econ- omies rose in value during the reporting period. The Russian rouble and the Brazilian real gained some 12% and 7% respectively against the euro. The Indian rupee appreciated by just 1% against the euro. The Chinese renminbi again lost value year-on-year, with an average exchange rate of 7.63 renminbi to the euro for the period. The Japanese yen fell by about 5% in 2017. The average exchange rate for the year was 127 yen to the euro. Fluctuations in the value of the British pound currently also reflect political uncertainty. At the beginning of 2017, the pound was able to regain some ground. With new elections resulting in a minority government, doubts emerged regarding the United Kingdom's future political course and its economic performance. The value of the British currency fell from 0.84 to an interim rate of 0.93 pounds to the euro, ending the year with an average rate of 0.88 pounds to the euro. The US dollar/euro exchange rate fluctuated between 1.04 and 1.20 US dollars to the euro during 2017 and weakened slightly on average to 1.13 US dollars to the euro. As announced, the US Federal Reserve raised its benchmark interest rates during the year under report, thus continuing on its less expansionary monetary course. The ECB reduced the volume of its purchases of securities during the same period. Currency markets 7 After a relatively weak first half of 2017 in India, due to the impact of the switch to new banknotes, the economy experienced a turnaround during the second half of the year. Over the year as a whole, the Indian economy recorded a 6.6% increase in GDP. Solid GDP growth was also registered for emerging markets overall. Russia (+1.5%) and Brazil (+0.9%) both returned to growth. The upswing in Russia was broadly based, with private demand picking up noticeably and both investment and industrial production also recovering. By contrast, economic growth in Brazil was able to gain only moderate momentum. Although industrial production rose moderately, domestic consumer spending remained flat and investment spending even fell for the fourth year in succession. Exchange rates compared to the euro 150 45 45 Report on Report Management Combined 46 Source: Reuters. 2018 2017 At 1.7%, the Japanese economy grew far more dy- namically in 2017 than in previous years. Consumer spending and demand for capital goods increased, in part substantially. Exports also increased strongly due to the weak yen. Industrial production grew at the fastest rate since 2010. 2016 2014 2013 50 50 100 Chinese Renminbi US Dollar British Pound Japanese Yen 2015 China's GDP grew by 6.9% in 2017, driven by further year-on-year growth in industrial production. Demand from private households remained at a similarly high level to previous years. However, rising levels of debt within the private sector prompted the central bank to tighten monetary policy. As a result, the increase in the price of real estate in China's largest cities was halved. Economic output in the USA continued to expand at a robust rate of 2.3% in 2017. Private domestic demand, boosted in part by low unemployment, was a key source of momentum for the economy. Exports and industrial production also grew strongly. In light of these factors, the US Federal Reserve raised interest rates further over the course of the year and changed its reinvestment policy for securities. In the United Kingdom, uncertainty regarding the country's future relations with the EU continued to dominate. Previously favourable consumer sentiment within private households subsided perceptibly and the public sector was able to make only a moderate contribution to economic growth. As a consequence, economic growth slowed for the third time in succes- sion to stand at 1.8%. The situation was aggravated by the Bank of England's raising interest rates in order to dampen price inflation. The weak pound, on the other hand, caused exports to pick up significantly during the period under report and restricted import growth, resulting in a lower current account deficit. Operational business in the Automotive and Motor- cycles segments is largely shaped by its life-cycle- dependent project character. Projects have a substantial influence on future business performance. Project decisions are therefore a crucial component of financial management in the BMW Group. Value-based project management Capital employed comprises the average amount of Group equity employed during the year as a whole, the financial liabilities of the Automotive and Motor- cycles segments, and pension provisions. The earnings amount corresponds to Group profit before tax, adjust- ed for interest expense incurred in conjunction with the pension provision and on the financial liabilities of the Automotive and Motorcycles segments (earnings before interest expense and taxes). The cost of capital is the minimum rate of return expected by capital providers in return for the capital employed. Since capital employed comprises an equity capital (e.g. share capital) and a debt capital element (e.g. bonds), the overall cost of capital rate is determined on the basis of the weighted average rates for equity and debt capital, measured using standard market procedures. The pre-tax average weighted cost of capital for the BMW Group in 2017 was 12%, unchanged from the previous year. 3,593 4,115 6,407 6,843 10,000 10,958 2016 2017 2016 2017 2016 2017 Value added Group Cost of capital (equity + debt capital) Project decisions are based on calculations derived from the expected cash flows of the individual project. Calculations are made for the full term of a project, incorporating future years in which the project is expected to generate cash flows. Project decisions are taken on the basis of net present value and the internal rate of return calculated for the project. The net present value of a project indicates the extent to which a project will be able to generate a positive contribution to earnings over and above the cost of capital. A project with a positive net present value enhances value added and therefore results in an increase in enterprise value. The internal rate of return of the project corresponds to the average return on capital employed in the project. It is equivalent to the multi-year average RoCE for an individual project. It is therefore consistent with one of the key performance indicators. For all project decisions, the project criteria and long-term periodic results impact are measured and incorporated in the long-term Group forecast. This approach enables an analysis of the impact of pro- ject decisions on periodic earnings and profitability over the term of each project. The overall result is a cohesive management model. 43 The eurozone recorded its fourth consecutive year of growth in 2017. At 2.5%, the region even registered its biggest increase in gross domestic product (GDP) since the financial crisis. With economic output up in Germany (+2.2%), France (+1.9%), Italy (+1.5%) and Spain (+3.1%), GDP growth within the eurozone was broadly based. The favourable order-book levels of industrial companies, rising exports and an increased willingness to invest contributed to this positive development. This led, amongst others, to a drop in unemployment from recent high levels to their low- est level for several years. Despite rising government spending, the debt ratio for the 19 eurozone countries dropped slightly to 88% of GDP. Compared to the previous year, the global economy improved noticeably during the period under report with a growth rate of 3.7%. The economic upturn extended to all regions of the world, regardless of political uncertainties. The Chinese economy also grew at a faster rate. General economic environment GENERAL AND SECTOR-SPECIFIC ENVIRONMENT Group profit up significantly 7 +10.2% €10,655 million Best-ever sales volume for automobiles and motorcycles Economic Position ON ECONOMIC POSITION specific Environment → General and Sector- Economic Position Report on Report Management Combined 44 REPORT Earnings amount → General and Sector- Oil price trend Platinum 50 0 0 2013 2014 2015 2016 2017 2018 Energy and raw materials prices The agreement reached between the Organisation of Petroleum Exporting Countries (OPEC) and other countries to cut back crude oil production proved stable during the year under report and was extended at the end of 2017. Against this backdrop, the price of Brent crude oil per barrel rose from an average of 44 US dollars in 2016 to 54 US dollars in 2017. The robust economy also boosted demand for precious and non-ferrous metals in 2017. The average price of raw materials relevant for the BMW Group increased in part significantly by between 15 and 40% year-on- year. On the production side, stricter environmental regulations and severe weather events resulted in reduced supply availability. Steel markets developed similarly, with prices for the input materials iron ore and coking coal rising again in 2017. In addition, both the USA and the EU continued to apply protectionist measures on steel products from various countries. At the same time, the wave of consolidation in the steel industry continued. Steel price trend → 21 Index: January 2013 = 100 Gold 100 Palladium 150 Source: Reuters. Price in US Dollar Price in € 2013 2014 2015 2016 2017 2018 120 Precious metals price trend Index: December 2012 = 100 150 100 50 Source: Reuters. 150 100 50 → 20 90 60 2013 ↑ Financial and Non- financial Perfor- mance Indicators International interest rate environment and development of pre-owned vehicle prices in the premium segment The global economy gained momentum in 2017. Major central banks supported this development with their continued expansionary policy. Over the course of the year, however, they also took measures partly to tighten monetary policy. The ECB, on the other hand, continued its monetary policy. In October, it announced it would halve the volume of its bond purchases with effect from Janu- ary 2018. This news was perceived by capital markets as a sign of a less expansionary monetary policy rather than a turnaround. High import costs brought about by the weakening of the British pound since the Brexit decision caused inflation in the UK to rise above its target of 2% over the course of the year. In a bid to counteract this devel- opment, the Bank of England decided in November to raise its interest rate by 25 basis points to 0.5%. During 2017, the US Federal Reserve continued the process of normalising its monetary policy. In the course of the year, it resolved on three occasions to raise the benchmark interest rate, in each case by 0.25% and to gradually reduce the size of its balance sheet. → Overall Assessment by Management After a strong performance in the first half of the year, economic momentum in China dropped slightly in the second half. At the same time, inflation rose moderately, driven by rising raw material prices. After repeated increases in money market interest rates, the Chinese central bank decided against any further tightening of its monetary policy in the second half of the year. In some European countries, in particular Germany and the UK, diesel engines were often the subject of political discussions in 2017. Pre-owned car markets in the premium segment responded here with price declines for diesel vehicles. In mainland Europe, prices for petrol vehicles remained stable or even rose slightly, resulting in stable price levels overall. In the UK a similar effect was seen for pre-owned diesel and petrol vehicles, however the overall market for pre-owned premium vehicles was slightly down on previous years. Prices for pre-owned vehicles were also slightly down in North America. Markets in Asia have so far been unaffected by discussions about types of engine. Prices in this region were stable in 2017 and even slightly up in China. OVERALL ASSESSMENT BY MANAGEMENT Overall assessment of business performance The BMW Group can look back on a successful business performance in 2017, despite growing uncertainties in the international environment and increased competition. The overall picture for the results of operations, financial position and net assets was positive. Overall, the business development met or even exceeded management expectations. This assessment also takes into account events after the end of the reporting period. 150 Price per barrel of Brent Crude → 19 The Japanese economy gained pace in 2017 and unem- ployment fell to a 20-year low. As the inflation rate remained well below the target of 2%, the Japanese central bank decided to retain its highly expansionary monetary policy. specific Environment → General and Sector- specific Environment Report on 2014 2015 2016 2017 Source: Working Group for the Iron and Metal Processing Industry. 2018 International automobile markets Registrations of passenger cars and light commercial vehicles on international automobile markets grew by 1.9% to 87.7 million units in 2017. The overall positive trend from the previous year therefore continued, albeit at a less dynamic pace. Momentum came pri- marily from Europe (15.6 million units; +3.3%) and China (24.7 million units; +2.4%). By contrast, regis- trations in the USA fell by 1.8% to 17.2 million units. Economic Position In Europe, Italy (2.0 million units; +8.0%) and Spain (1.2 million units; +7.7%) recorded robust growth. French and German markets both performed better than one year earlier, recording increases of 4.8% to 2.1 million units and 2.7% to 3.4 million units respectively. The UK automobile market was domi- nated during the year under report by uncertainty regarding the Brexit negotiations, causing the number of registrations to drop by 5.7% to 2.5 million units. Automobile markets in major emerging economies came out of recession in much stronger health in 2017. Russia saw a 16.1% increase to 1.5 million units, while registrations in Brazil grew by 9.9% to 1.9 million units. International motorcycle markets Motorcycle markets in the 250 cc plus class developed inconsistently in 2017. Worldwide, motorcycle registra- tions were slightly down on the previous year (-1.5%). Motorcycle registrations in Europe increased by 1.8%. However, declining markets in Germany (-12.9%) and the UK (-2.1%) had a dampening effect on the overall performance. By contrast, increases were recorded for Spain (+3.8%) and France (+6.6%). A particularly strong rise of 14.3% was registered in Italy. The abso- lute number of new registrations in Italy was therefore higher than in Germany for the first time since 2012. The US market fell short of the previous year's level for the second year in succession (-5.4%). 47 48 Combined Management Report Japan saw a turnaround on the domestic automobile market in 2017, with new registrations rising signifi- cantly by 5.5% to 5.0 million units. BMW Group 50 = earnings amount (cost of capital rate × capital employed) → 14 BMW Group - value drivers The BMW Group's internal management system is based on a multi-layered structure with varying ¬ The business management system applied by the BMW Group follows a value-based approach, with a clear focus on profitability, consistent growth, value increase for capital providers and safeguarding jobs. To ensure the desired degree of corporate autonomy, the Company's available capital is to be profitably employed. The prerequisite is that the amount of profit generated sustainably exceeds the cost of the Company's equity and debt capital. MANAGEMENT SYSTEM → Management System General Information and Group Profile Management Report Combined 40 10 39 Greece Bulgaria* Romania* Hungary* Slovakia* degrees of detail, depending on the level of aggre- gation. Operating management occurs primarily at segment level. In order to manage long-term Company performance and assess strategic issues, additional key performance indicators are taken into account within the management system at Group level. In this context, with effect from the beginning of the 2017 financial year, the pre-tax return on sales has been introduced as a new indicator of earnings quality for the BMW Group as a whole. Value added continues to serve as an indicator for the contribution made to enterprise value during the financial year. This approach is made operational at both Group and segment level through key financial and non-finan- cial performance indicators (value drivers). The link between value added and the relevant value drivers is shown in simplified form in the following diagram. Value added Return on capital (ROCE or ROE) Return on sales Profit before financial result The most comprehensive key performance indica- tor used for the Automotive segment is RoCE. This indicator provides information on the profitability of capital employed and the operational business. ROCE is measured on the basis of segment profit before financial result and the average capital employed in the segment. The strategic target for the Automotive segment's RoCE is 26%. Automotive segment Services segment. These indicators combine a wide range of relevant economic information, such as prof- itability (return on sales) and capital efficiency (capital turnover), to provide a measurement of segment performance and the development of enterprise value. → 15 Return on capital employed → Operating performance at segment level is managed at an aggregated level on the basis of returns on capi- tal. Depending on the business model, the segments Outlook are measured on the basis of return on total capital or equity. Specifically, return on capital employed (ROCE) is used for the Automotive and Motorcycles segments and return on equity (ROE) for the Financial & Performance Austria → see sections Indicators and Due to the high level of aggregation, it is impractical to manage the business on the basis of value added. This key indicator therefore only serves for reporting purposes. Relevant value drivers having a significant impact on business performance and therefore on enterprise value are defined for each controlling level. The financial and non-financial value drivers are reflected in the key performance indicators used to manage the business. In the case of project decisions, the system provides a project-oriented management logic based on value or profitability measures. These provide a fundamental basis for decision-making. Revenues Expenses Average weighted cost of capital rate Capital employed Profit Cost of capital Capital turnover Management of operating performance at segment level ROCE Automotive Poland* Czech BMW Group plant Berlin ■ Production in Europe Malta Slovenia* Italy Portugal Spain Switzerland France Belgium Ireland UK Netherlands Germany Norway → 13 BMW Group locations in Europe BMW Group plant Dingolfing BMW Group plant Eisenach BMW Group plant Landshut BMW Group plant Leipzig Denmark Finland* Sweden Sales subsidiaries and Financial Services locations Europe BMW Car IT, Munich, Germany BMW Innovation and Technology Centre, Landshut, Germany BMW Diesel Competence Centre, Steyr, Austria BMW Group Autonomous Driving Campus, Unterschleißheim, Germany BMW Group Designworks, Munich, Germany BMW Group Research and Technology, Munich, Germany BMW Group Research and Innovation Centre (FIZ), Munich, Germany Republic* network in Europe Partner plant, Born, Netherlands Partner plant, Graz, Austria Partner plants in Europe BMW Group plant Oxford, UK BMW Group plant Swindon, UK Rolls-Royce Manufacturing Plant, Goodwood, UK BMW Group plant Hams Hall, UK BMW Group plant Steyr, Austria BMW Group plant Wackersdorf BMW Group plant Regensburg BMW Group plant Munich ▲ Research and development Average capital employed Automotive Average Return on equity in % Average equity capital in € million Profit before tax in € million Financial Services Average equity capital Profit before tax RoE Financial Services of return on equity. RoE is defined as segment profit before tax, divided by the average amount of equity capital in the Financial Services segment. In view of generally increasing regulatory requirements, a greater amount of equity capital will be allocated to the segment in future, which will result in a lower RoE. In this context, the long-term target return will be changed with effect from 2018 from at least 18% currently to at least 14%. → 17 Return on equity As is common practice in the banking sector, the Financial Services segment is managed on the basis ¬ Financial Services segment In view of the increasing strategic importance of the segment, the operating return on sales (EBIT margin: profit/loss before financial result as a percentage of revenues) was adopted in the year under report as a key performance indicator. The long-term target range is between 8 and 10%. In conjunction with the non- financial value driver sales volume, this will enable ROCE development to be understood in greater detail. 33.0 34.0 566 609 2017 2016 2017 2016 - earnings amount cost of capital - = Value added Group capital. return on sales and value added. Value added, as a highly aggregated performance indicator, also provides an insight into capital efficiency and the (opportunity) cost of capital required to generate Group profit. A positive value added means that a company is generating more value than the cost of The information provided by these two key perfor- mance indicators is further complemented by pre-tax 187 Strategic management and quantification of financial implications within the long-term corporate planning are performed primarily at Group level. The key performance indicators are Group profit before tax and the size of the Group's workforce at the year-end. Group profit before tax provides a comprehensive measure of the Group's overall performance after consolidation effects and a transparent basis for com- paring performance, particularly over time. The size of the Group's workforce is monitored as an additional key non-financial performance indicator. 21.2 18.1 10,236 12,167 2,166 2,207 2016 2017 Strategic management at Group level 207 2016 2017 By managing the business on the basis of key value drivers, it is possible to gain a better understanding of the causes of changes in the RoCE and to define suitable measures to influence it. Due to its key importance for the Group as a whole, the Automotive segment is managed on the basis of additional key performance indicators which have a significant impact on RoCE and hence on segment performance. These value drivers are sales volume, segment revenues and the operating return on sales (EBIT margin: profit/loss before financial result as a percentage of revenues) as the key performance indicator for segment profitability. The management system also takes into account average CO2 emissions for the fleet, which, through their influence on ongoing development costs and due to regulatory requirements, can have a significant long-term impact on Group performance. Fleet emissions correspond to average CO2 emissions of new cars sold in the EU-28 countries. Capital employed corresponds to the sum of all cur- rent and non-current operational assets, less liabilities that do not incur interest (e.g. trade payables and other provisions). 74.3 78.6 10,361 10,009 7,695 41 7,863 2017 2016 2017 2016 2017 Return on capital employed in % capital employed in € million Profit before financial result in € million 2016 100 42 Combined Management Report 2016 2017 2016 2017 Return on capital employed in % Average capital employed in € million Profit before financial result in € million Average capital employed 42 7 Profit before financial result Motorcycles → 16 Return on capital employed As with the Automotive segment, the Motorcycles segment is managed on the basis of RoCE. Capital employed is determined on the same basis as in the Automotive segment. The strategic RoCE target for the Motorcycles segment is 26%. Motorcycles segment →Management System General Information and Group Profile ROCE Motorcycles 6.8 Spain UK 5.7 29,280 61,514 64,311 BMW 7 Series 0.5 -17.5 13,400 11,052 BMW 6 Series 4.5 16.6 331,410 347,313 BMW 5 Series 6.3 -1.2 133,272 131,688 19.6 4.8 -0.7 3.1 286,743 8.7 88 166,219 180,905 BMW X5 2.5 -10.1 58,055 BMW X1 52,167 7.0 -6.8 157,017 146,395 BMW X3 13.7 30.1 220,378 BMW X4 411,844 409,005 BMW 4 Series BMW* brand sales at record level * Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2017: 384,124 units, 2016: 316,200 units, 2015: 282,000 units, 2014: 275,891 units, 2013: 198,542 units). 1,963.8 2,118.0 2,247.5 2,367.6 2,463.5 Total* In 2017, the number of BMW brand vehicles deliv- ered to customers worldwide grew slightly by 4.2% to 2,088,283 units (2016: 2,003,359), thereby setting a new deliveries record. Major contributions came from the BMW 1 Series, the new BMW 5 Series, the BMW 7 Series, the BMW X1, the BMW X5 and BMW i. 61.8 65.4 67.7 61.8 Other markets 391.7 456.7 464.1 516.8 62.7 Sales of the BMW 1 Series rose significantly by 14.7% to 201,968 units (2016: 176,032 units). By contrast, deliv- eries of the BMW 2 Series were down year-on-year to 181,113 units (2016: 196,183 units; -7.7%). Sales of the BMW 3 Series at 409,005 units were close to the pre- vious year's level (2016: 411,844 units; -0.7%). Deliv- eries of the new BMW 5 Series at 347,313 units were 7 up on the previous year (2016: 331,410 units; +4.8%), with an 11.7% increase in the second half of 2017. Customers took delivery of 64,311 units of the BMW 7 Series worldwide (2016: 61,514 units; +4.5%). Demand for the BMW X family was strong in 2017, with worldwide sales up by 9.6% to 706,741 units (2016: 644,992 units). Growth was particularly signifi- cant for the BMW X1 with sales up by almost one-third to 286,743 units (2016: 220,378 units; +30.1%). The BMW X3 model change did not take place until November 2017, which resulted in sales falling short of the previous year's high figure (146,395 units; 2016: 157,017 units; - 6.8%). Deliveries of the BMW X5 rose solidly to 180,905 units (2016: 166,219 units; +8.8%). BMW 3 Series 8.7 -7.7 196,183 181,113 BMW 2 Series 9.7 14.7 176,032 201,968 BMW 1 Series Proportion of BMW sales volume 2017 in % Change in % 2016 2017 in units → 25 Deliveries of BMW vehicles by model variant* 53 BMW X6 595.0 40,531 -6.4 Change in % 2016 2017 Phantom in units → 27 Deliveries of Rolls-Royce vehicles by model variant Rolls-Royce affected by political uncertainties Sales volume development at Rolls-Royce Motor Cars in 2017 was influenced primarily by ongoing political uncertainties in the Middle East and unfavourable market conditions in the USA. Moreover, the top-of- the-range model, the Phantom, was no longer fully available. Deliveries of the successor model began in January 2018 (Rolls-Royce Phantom: fuel consumption in l/100 km (combined) 13.9//CO2 emissions in g/km (combined) 318-319). In 2017, Rolls-Royce Motor Cars delivered 3,362 vehicles to customers worldwide (2016: 4,011 units; -16.2%). 235 100.0 360,233 371,881 22.8 24.3 68,301 84,888 16.0 -6.2 3.2 63,509 389 Ghost in units → 28 Deliveries of electrified models The BMW Group achieved its target of delivering more than 100,000 electrified vehicles in 2017, underlining its position as a worldwide market leader in terms of combined sales of all-electric and plug-in hybrid vehicles and market leader in Europe. For the first time, more than 100,000 electrified vehicles sold to customers. With a total of 103,080 BMW i, BMW iPerformance and MINI Electric vehicles, deliveries of electrified vehicles to customers were approximately two-thirds up on the previous year (2016: 62,255 units; +65.6%). BMW i and BMW iPerformance deliveries grew by more than one- half to 97,281 vehicles (2016: 62,255 units; +56.3%). The BMW i3 (BMW i3 (94 Ah) with fully electric eDrive: electric power consumption in kWh/100 km (com- bined) 13.6-13.1//CO2 emissions in g/km (combined) 0) continued to be in high demand, with deliveries to customers rising by well over a fifth to 31,482 vehicles (2016: 25,528 units; +23.3%). A significant contribution came from the sporty version, the BMW i3s, which was launched in summer 2017 (BMW i3s (94 Ah) with fully electric eDrive: electric power consumption in kWh/100 km (combined) 14.3//CO2 emissions in g/km (combined) 0). Deliveries of BMW plug-in hybrid mod- els sold under the iPerformance brand almost doubled to 63,605 units (2016: 32,975 units; +92.9%). Between launch in June 2017 and the end of the year under report, 5,799 units of the MINI Electric were delivered -16.2 -39.6 4,011 Rolls-Royce total -17.1 2,447 2,029 Wraith/Dawn -6.6 1,175 1,098 3,362 59,572 9.0 11.0 Combined Management Report 54 * Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2017: 384,124 units, 2016: 316,200 units). 100.0 4.2 2,003,359 2,088,283 BMW total Report on 1.6 33,676 BMW i 0.1 -73.9 5,432 1,416 BMW Z4 1.9 15.0 Economic Position Review of Operations → Automotive Segment Increased deliveries at MINI The MINI brand also set a new sales volume record in 2017, with worldwide deliveries up by 3.2% to 371,881 units (2016: 360,233 units). The new MINI Countryman made an important contribution, with growth of almost one-quarter (84,888 units; 2016: ¬ 30,050 33,351 52.2 -2.2 198,373 194,070 2017 in % Change in % 2016 2017 Proportion of MINI sales volume MINI total MINI Countryman/Paceman MINI Clubman MINI Convertible MINI Hatch (3- and 5-door) in units Deliveries of MINI vehicles by model variant → 26 68,301 units; + 24.3%). The Convertible also remained successful in 2017 with 33,351 units sold (2016: 30,050 units; +11.0%). The MINI Hatch (3- and 5-door models) fell slightly short of the previous year's level with 194,070 units sold (2016: 198,373 units; -2.2%). 43,323 2017 thereof China* 658.4 Workforce at year-end € million Q3: solid increase slight increase Profit before tax GROUP Actual outcome in 2017 Forecast revision during the year slight increase in 2016 Annual Report → 22 BMW Group comparison of 2017 forecasts with actual outcomes 2017 The key performance indicators of the BMW Group and its segments can be summarised as below: the impact of more stringent regulatory requirements for equity capital. Nevertheless, the internal RoE tar- get of at least 18% was once more achieved. As predicted in the Annual Report 2016, the return on equity of the Financial Services segment was lower than one year earlier, at 18.1% (2016: 21.2%; -3.1 per- centage points). The slight decrease mainly reflected Return on equity: slight decrease Financial Services segment The outlook for RoCE, which had been raised in the Quarterly Report to 30 June 2017 from in line with last year's level to a slight increase, was achieved. In the Annual Report 2016, RoCE in line with last year's level had been foreseen. Forecast for 2017 The return on capital employed (ROCE) of the Motorcy- cles segment increased slightly by 1.0 percentage point to 34.0% (2016: 33.0%), mainly reflecting effective working capital management and the improvement in earnings. 10,655 (+10.2%) 129,932 (+4.2%) Deliveries to customers' slight decrease Q2: in line with 8.9 (-) % target range between 8 and 10 88,581 (+2.5%) € million Q2: solid increase Q3: slight increase AUTOMOTIVE SEGMENT slight increase g CO2/km slight decrease Return on capital employed EBIT margin Revenues Fleet emissions² units slight increase 2,463,526 (+4.1%) 122(-1.6%) Return on capital employed: slight increase EBIT margin in target range of between 8 and 10% The EBIT margin in the Motorcycles segment (profit before financial result divided by revenues) came in at 9.1% (2016: 9.0%; +0.1 percentage point). As foreseen for the financial year 2017, the EBIT margin was within the target range of between 8 and 10% and therefore in line with expectations. As foreseen in the outlook for the financial year 2017, Motorcycles segment sales volumes increased signif- icantly and were therefore in line with expectations. (2017: 384,124 Shenyang In 2017, the Automotive segment sold a record number of vehicles for the seventh year in succession. Despite growing political and economic uncertainties in the international environment, deliveries to customers * Including the increased slightly by 4.1% to a total of 2,463,5261 BMW, MINI and Rolls-Royce brand vehicles (2016: 2,367,603¹ units). Dynamic market conditions, par- ticularly in Asia, had a positive impact on automobile sales volumes. In Europe, sales volume remained at the previous year's high level despite slightly lower deliveries to customers in Germany and the UK. Sales volume in the Americas region, however, was slightly down on the previous year. Deliveries to customers: slight increase Automotive segment Automotive Ltd., BMW Brilliance joint venture units, 2016: 316,200 units). As foreseen in the outlook for the financial year 2017, there was a slight increase in the size of the BMW Group's workforce, which was thus in line with expectations. Workforce at year-end: slight increase The BMW Group profited among other things from strong volume growth in the Automotive and Motor- cycles segments. The significantly higher financial result also played an important role. This included a substantial contribution from the result from equity accounted investments, which grew as a result of improved performance of the joint venture BMW Brilliance Automotive Ltd., Shenyang, as well as valuation effects arising from the participation of new investors in the HERE mapping service. Furthermore, commodity derivatives gave rise to further positive valuation effects in other financial result, particularly in the final quarter of the year. Group profit before tax increased significantly year- on-year by 10.2% to €10,655 million and therefore surpassed expectations (2016: €9,665 million). In the Quarterly Report to 30 September 2017, the BMW Group predicted a solid increase in Group profit before tax. In the Annual Report 2016, a slight increase had been foreseen. Profit before tax: significant increase Group The following section provides information on the key financial and non-financial performance indicators for the Group and segments. They are used as the basis for internal management of the BMW Group. As part of the analysis of operations and the financial condition of the BMW Group, forecasts made the previous year for the financial year 2017 are compared with the actual business development in 2017. FINANCIAL PERFORMANCE INDICATORS FINANCIAL AND NON- The BMW Group workforce consisted of 129,932 employ- ees at the end of the reporting period (31 Decem- ber 2016: 124,729 employees; +4.2%). Projects relating to the electrification of vehicles, autonomous driving and the new model offensive played a major role in the workforce increase. Growth in automobile and motorcycle business and the expansion of financial and mobility services also contributed to the higher head count. 2 EU-28. Sales of the core BMW brand increased slightly by 4.2% to 2,088,283¹ units in the year under report (2016: 2,003,359¹ units). MINI also recorded slight growth, with deliveries up by 3.2% to 371,881 units (2016: 360,233 units). Rolls-Royce Motor Cars sold 3,362 units (2016: 4,011 units; -16.2%). As foreseen in the outlook for the financial year 2017, Automotive segment sales volumes increased slightly and were therefore in line with expectations. Deliveries to customers: significant increase The Motorcycles segment reported significant growth in 2017, with deliveries to customers rising by 13.2% to 164,153 units (2016: 145,032 units). This performance not only set a new record, it also took the single-year sales volume figure above the 150,000 mark for the first time. Motorcycles segment The outlook for RoCE, which had already been raised in the Quarterly Report to 30 June 2017 from a slight decrease to in line with last year's level was once more exceeded. The RoCE of the Automotive segment in 2017 was therefore once again well above the mini- mum target of 26%. The return on capital employed (ROCE) increased to 78.6% (2016: 74.3%; +4.3 percentage points), reflect- ing the improvement in capital employed and the positive segment earnings development, which was better than expected. Higher deferred income from Connected Drive and service contracts also had an impact. Return on capital employed: slight increase EBIT margin in target range of between 8 and 10% The EBIT margin in the Automotive segment (profit before financial result divided by revenues) came in unchanged at 8.9% compared to the previous year. As foreseen for the financial year 2017, the EBIT margin in the Automotive segment was therefore within the target range of between 8 and 10% and in line with expectations. The forecast of a slight rise in Automotive segment revenues made in the Annual Report 2016 was there- fore confirmed. Automotive segment revenues rose by 2.5% in 2017 to a new high level of €88,581 million and were therefore slightly up on the previous year (2016: €86,424 million). The favourable translation effects on foreign currencies, which led to an upward revision of the outlook for revenues at the end of the first half-year, could not be realised, as reported in the Quarterly Report to 30 September 2017. Revenues: slight increase Economic Position → Financial and Non- financial Perfor- mance Indicators Report on Report Management Combined 50 49 As foreseen in the outlook for the full year 2017, fleet carbon emissions fell slightly and were therefore in line with forecast. The fleet-wide deployment of Efficient Dynamics technologies and the increasing proportion of electrified automobiles are effectively reducing vehicle CO2 emissions. CO2 emissions from the vehi- cle fleet sold in Europe (EU-28) decreased slightly in the year under report to 122 g CO2/km (2016: 124 g CO2/km; −1.6%). Fleet carbon dioxide (CO2) emissions²: slight decrease last year's level 578.7 % MOTORCYCLES SEGMENT 298.9 295.8 859.5 914.6 1,000.4 1,092.2 1,101.8 Americas 286.1 thereof UK Europe 2013 2014 2015 2016 2017 12.0 Germany 14.4 USA thereof Germany Japan 3.2 Italy 3.5 France 3.7 UK 9.8 272.3 241.7 685.8 747.3 848.8 Asia* 376.6 397.0 405.7 366.5 259.2 thereof USA 482.3 495.9 460.4 451.1 189.1 205.1 231.0 252.2 463.8 24.2 China in 1,000 units → 24 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2017: 384,124 units). 2 EU-28. slight decrease FINANCIAL SERVICES SEGMENT Return on equity 34.0 (+1.0%pts) % Q2: slight increase in line with last year's level 9.1 (+0.1%pts) % % 164,153 (+13.2%) units significant increase 555 51 Return on capital employed EBIT margin Deliveries to customers target range between 8 and 10 18.1 (-3.1%pts) 52 52 BMW Group deliveries of vehicles by region and market Other 29.2 Within Europe, the diesel debate in Germany and the UK and uncertainty surrounding the Brexit negoti- ations weighed on the generally positive deliveries trend. The BMW Group sold a total of 1,101,760 units The BMW Group reported further significant sales volume growth on Asian markets in 2017. In total, it sold 848,826* BMW, MINI and Rolls-Royce brand vehicles, achieving a double-digit increase of 13.6% (2016: 747,291* units). The Chinese market made an important contribution to this performance with 595,020* units delivered to customers (2016: 516,785* units; +15.1 %). Dynamic growth in Asia, volatility on European and US markets as a percentage of deliveries → 23 BMW Group - key automobile markets 2017 The highly competitive market environment on the American continent dampened the Group's sales per- formance, particularly during the first nine months of 2017. Deliveries fell by 2.0% to 451,136 units (2016: 460,398 units). Sales in the USA fell slightly by 3.5% to 353,819 units (2016: 366,493 units). In the fourth quarter of 2017, however, a turnaround was perceptible in both the USA (98,137 units; fourth quarter 2016: 96,609 units; +1.6%) and on the conti- nent as a whole (124,547 units; fourth quarter 2016: 122,393 units; +1.8%). of its three brands, matching the previous year's high figure (2016: 1,092,155 units; +0.9%). In Germany, deliveries to customers fell slightly year-on-year to 295,805 units (2016: 298,928 units; -1.0%). In the UK, sales volume at 241,674 units was also down on the previous year (2016: 252,205 units; -4.2%). The BMW Group sold 2,463,526* BMW, MINI and Rolls-Royce brand vehicles worldwide in 2017, thereby setting a new record for the seventh year in succession (2016: 2,367,603* units; +4.1%). BMW brand sales increased slightly by 4.2% to 2,088,283* units (2016: 2,003,359* units). The number of MINI brand vehicles sold also grew slightly by 3.2% to 371,881 units (2016: 360,233 units). Rolls-Royce Motor Cars delivered 3,362 limousines to its customers during the period under report (2016: 4,011 units; -16.2%). A new all-time high was thus not only recorded at Group level, but also for the BMW and MINI brands. Deliveries up slightly to new record level Automotive Segment REVIEW OF OPERATIONS → Automotive Segment → Review of Operations Economic Position Report on Combined Management Report 78.6 (+4.3%pts) 2016 353.8 BMWi 55 99 56 Combined Management Report Report on Economic Position Review of Operations → Automotive Segment International production network By expanding its international production network, the BMW Group follows global market developments with the aim of ensuring a balanced distribution of added value. 25 years ago the BMW Group announced its decision to build a plant in the USA, in Spartanburg, South Carolina. Marking that anniversary, the first third- generation BMW X3 came off the production line in 2017. More than four million vehicles have been produced at the plant to date. In San Luis Potosí (Mexico), preparations for con- structing the new plant are progressing according to plan. In 2017, the new training centre was opened in the first of the buildings to be completed at the plant, which is due to become operational in 2019. In Europe, the British production cluster compris- ing the plant in Oxford, the engine plant at Hams Hall and the pressing plant in Swindon forms part of the BMW Group's production network. The MINI Hatch and the MINI Clubman are produced in Oxford. In order to keep pace with forecast growth, the MINI Hatch, the MINI Convertible and the MINI Countryman are also produced under contract for the BMW Group at the automobile manufacturer VDL Nedcar bv, Born, the Netherlands. In total, MINI production increased by 7.4% year-on-year to 378,486 units. In 2017, production of the new Rolls-Royce Phantom began at the Rolls-Royce manufacturing plant in Goodwood (UK). Important construction work was also carried out at the site during the reporting period. In order to accommodate future models, Rolls-Royce Motor Cars is investing in a new single-line production system at the plant. Furthermore, the technology and logistics centre in Bognor Regis near Goodwood was expanded in 2017. In Rosslyn (South Africa), preparations are currently underway for producing the next generation of the BMW X3. The necessary expansion and modification measures are being carried out during the ongoing production of the BMW 3 Series. In Shenyang (China), the two plants of the joint venture BMW Brilliance Automotive Ltd. (BBA) in Dadong and Tiexi produced over 396,000 units of five BMW models, setting a new record in the process. The new large-scale northern extension at the Dadong plant was opened in 2017. During the opening cer- emony, the first extended-wheelbase version of the new BMW 5 Series Sedan rolled off the production line. As a result of the expansion, space has been created at the plant to add a sixth BMW model to the line-up, the new BMW X3. BBA also opened the High Voltage Battery Centre in Tiexi during the year under report. This will also supply batteries to the Dadong plant, where the BMW 5 Series plug-in hybrid will be produced for the local market from 2018 onwards. 52 Production competence in Germany The German plants play a leading role within the Group's international network. For the seventh year in succession, the BMW Group produced over one million vehicles at its German plants in Munich, Dingolfing, Regensburg and Leipzig. In 2017, the BMW Group plants in Dingolfing and Landshut celebrated their 50th anniversary. The two locations play a key role within the BMW Group as competence centres for the future technologies light- weight construction and electric mobility. Dingolfing and Landshut are the Group's plants for electric drive- trains. Battery production and the BMW Group's new lightweight and engineering centre are also located there. In May 2017, a new paint shop was commissioned at the BMW Group Munich plant. The facility is not only highly efficient, it also sets new standards for sustain- able production. The consumption of electricity, gas and water, as well as the production of waste air, have been significantly reduced. 55 Flexibility, quality and adaptability are key character- istics of the Group's production system. Its flexibility enables the BMW Group to respond rapidly to chang- ing market situations and fluctuations in regional sales volumes by adapting its production plans. Digitalisation, standardised modules and intelligent composite construction demonstrate the competence of the Group's production network. At the same time, the production system offers customers a high degree of customisation. success. The BMW Group's leading production system is well positioned for the future with its unique flexibility. In line with the Strategy NUMBER ONE > NEXT, the system is characterised in particular by efficiency and robust processes. Production competence thus provides a crucial competitive edge and contributes to the BMW Group's profitability and sustained 0.4 3,308 4,179 -20.8 0.1 50,272 53,528 -6.1 2.0 At the end of 2017, production of the BMW X2 started at the BMW Group plant in Regensburg. At the highly flexible Regensburg plant eight models are produced on a single production line. 168,969 92.9 6.7 38,064 2,505,741 32,256 18.0 1.5 2,359,756 6.2 100.0 87,609 The BMW Group's Leipzig plant put into operation a battery storage farm, demonstrating how batteries can be both sustainably and profitably reused after vehicles reach the end of their life cycle. Using on-site wind turbines, the BMW Group as a major industrial consumer combines its own decentralised renewable energy generation with local energy storage. The plant reached further milestones with the production of the 100,000th BMW i3 and the 15,000th BMW i8 during the year under report. The BMW Group Eisenach plant celebrated its 25th anniversary in 2017. Apart from its toolmaking exper- tise, the Eisenach plant has specialised in recent years in the production of almost all sheet metal, aluminium and stainless steel outer body parts for the Rolls-Royce plant in Goodwood (UK). Worldwide network for drivetrain production 123.5 115.2 2013 2014 2015 2016 2017 * Excluding Husqvarna, sales volume up to 5 March 2013: 59,776 units. BMW Group - key motorcycle markets 2017 137.0 → 31 16.2 Germany 10.1 France Other 44.1 Motorcycles production significantly expanded A total of 185,682 motorcycles rolled off production lines during the year under report (2016: 145,555 units; +27.6%). The significant increase in output was mainly driven by high demand and the start of production by the Indian partner, TVS Motor Company Limited. Expansion work at the BMW Group plant in Berlin was largely completed during the reporting period and will be finalised in 2018. The latest measures will create the capacities required to achieve planned growth. R nineT family now complete BMW Motorrad completed the R nineT product family line-up in 2017 with the launch of the R nineT Pure, R nineT Racer and R nineT Urban G/S models. In August 2017, the K 1600 B was introduced to keep up with demand on the US motorcycle market. It will be followed in March 2018 by the K 1600 Grand America, which was presented at the EICMA motorcycle trade show. All in all, BMW Motorrad launched six new motorcycle models and five model revisions during the period under report. 8.8 Italy 8.3 USA Change in % as a percentage of sales volume 4.5 145.0 -90 The engine plants in Munich, Hams Hall (UK) and Steyr (Austria) supply diesel and petrol engines for the worldwide network. The Shenyang (China) engine plant supplies local production facilities. The BMW Group's largest engine plant in Steyr has pro- duced engines for 35 years. In 2017, the 20 millionth engine came off the production line. Drivetrain production for electrified vehicles is spread over various locations within the production network. The technologies used in making electric drivetrain components are developed at the Prototype Con- struction Centre in Munich. As competence centres, Dingolfing and Landshut take a leading role in the production of electric drivetrain systems. Electric motors for the BMW Group's electrified vehicles are also produced at these plants. The batteries required are produced at the three battery factories in Din- golfing, Spartanburg and Shenyang. The battery factory in Shenyang was opened in 2017. At the end of 2017, the foundation stone was laid in Munich for a battery cell competence centre, which is scheduled for completion by the beginning of 2019. The aim is to continue developing battery cell technology. 58 Combined Management Report Report on Economic Position Review of Operations 164.2 → Motorcycles Segment Motorcycles Segment BMW Motorrad grows significantly In 2017, the Motorcycles segment profited amongst others from the launch of numerous attractive new models and model revisions. Deliveries of BMW motorcycles worldwide were significantly higher than the previous year, rising by 13.2% to 164,153 units (2016: 145,032 units). The segment thus surpassed the 150,000-unit mark for the first time, setting a new sales volume record for a financial year. Dynamic growth in Europe Motorcycle sales in Europe grew strongly in 2017, exceeding 100,000 units for the first time. BMW Motorrad delivered a total of 101,524 units to customers (2016: 87,983 units; +15.4%). In Germany, sales volume was up by 7.1% to 26,664 units (2016: 24,894 units), despite a contracting motorcycles market. Sales growth in Italy (14,430 units, 2016: 12,300 units; +17.3%) and Spain (11,193 units, 2016: 9,520 units; 17.6%) was even in the double digits. Sales in France were particularly strong, with deliveries up by almost one-quarter to 16,607 units (2016: 13,350 units; +24.4%). In the USA sales at 13,546 units fell just short of the previous year's level (2016: 13,730 units; -1.3%) in a difficult mar- ket environment. However, the market recorded an upturn in the fourth quarter (3,346 units; 2016: 2,782 units; +20.3%). BMW Group deliveries of motorcycles* → 30 in 1,000 units 180 →Financial Services Segment 8,568 57 92.9 Dadong² Oxford Rosslyn Rayong Araquari Chennai Goodwood Graz (Magna Steyr)³ Born (VDL Nedcar)³ Partner plants (Jakarta, Cairo, Kaliningrad, Kulim) Group 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2017: 396,749 units, 2016: 305,833 units). 2 Joint Venture BMW Brilliance Automotive Ltd., Shenyang. 3 Contract production. 2017 2016 Change in % Proportion of production in % 376,580 339,769 Tiexi² 10.8 Munich Regensburg 29,280 15.0 BMW iPerformance MINI Electric Total 63,605 32,975 5,799 103,080 62,255 65.6 High capacity utilisation across production network In 2017, strong customer demand and new model launches resulted in high capacity utilisation across the BMW Group production network. New production records were set in 2017, with a total of 2,505,741¹ 7 BMW, MINI and Rolls-Royce brand vehicles manu- factured (2016: 2,359,756¹ units; +6.2%), comprising 2,123,9471 BMW (2016: 2,002,997¹ units; +6.0%), 378,486 MINI (2016: 352,580 units; +7.3%) and 3,308 Rolls-Royce brand vehicles (2016: 4,179 units; - 20.8%). Vehicle production of the BMW Group by plant → 29 in units Dingolfing Spartanburg Leipzig 33,676 15.0 411,171 6.1 210,971 223,817 5.1 -11.4 143,825 127,440 10.8 66.3 161,901 269,309 7.9 -9.4 216,769 196,455 9.8 246,043 8.9 371,316 19 63,117 -9.7 14.8 338,259 346,291 -2.3 8,952 0.5 -17.1 15,408 12,768 0.9 18.2 13.5 17,844 21,084 2.1 -15.9 53,105 -0.2 246,550 Financial Services 13.5 BMW Group 13.0 14.0 14.3 16 15.3 16.0 in % 2017 2016 2015 2014 2013 ill 2.08 2.64 2.70 1.41 3.5 3.47 7.0 → 40 Proportion of female employees in manage- ment functions at BMW AG/BMW Group* The proportion of women in the workforce as a whole, as well as in management functions and young talent development programmes, increased during the financial year under report. The percent- age of women in the total BMW Group workforce rose to 19.3% (BMW AG: 16.1%), above the internal target range of 15 to 17%. The proportion of women in management positions rose to 16.0% across the BMW Group (BMW AG: 14.0%). In the year under report, female representation on the BMW Group's trainee programme and in student programmes stood at approximately 44% and 31% respectively. Diversity will remain a key factor in ensuring the BMW Group's continued competitiveness in future. Focus is given to the three aspects of gender, cultural background and age/experience. The aim is to ensure equal opportunities for all employees and at the same time utilise and promote the diversity of the Group's workforce. Over the year, the BMW Group again implemented a broad array of measures to promote diversity. Further information on this topic is also provided in the Sustainable Value Report 2017. Diversity as a competitive factor as a percentage of workforce 13.3 12.5 11.3 BMWAG 10.6 In order to identify key sustainability topics at an early stage, the BMW Group also conducts materiality anal- yses on a regular basis. Moreover, social challenges are continually monitored and analysed in order to gauge their significance, from the point of view of both external and internal stakeholders. The materiality analysis is used to create a materiality matrix, which is used as a basis to monitor the strategic direction of sustainability management. The materiality matrix is described in greater detail in the Sustainable Value Report 2017. The BMW Group is in continual dialogue with a large number of stakeholders, both in Germany and abroad. Dialogue helps the Company to recognise global trends at an early stage, achieve sustainability objectives more effectively and strengthen social commitment. In the course of this dialogue, the BMW Group gains a clear picture of how current trends are changing the business environment and which role the BMW Group can play. For example, stakeholder dialogue events on the topic of urban mobility were held during 2017 in Milan, Chicago, Hangzhou, Mexico City and Delhi. Stakeholder dialogues and materiality analysis as basis for sustainability management The combined separate non-financial report is avail- able online within the Sustainable Value Report 2017 at: https://www.bmwgroup.com/svr. In accordance with the stipulations of the German CSR Directive Implementation Act, BMW AG is required to publish a non-financial declaration at both Company and Group level for the first time for the reporting year 2017. The declaration is pub- lished jointly for BMW AG and the BMW Group as a combined separate non-financial report within the Sustainable Value Report. The information required by law is included in the sub-chapters preceding the voluntary reporting in accordance with GRI standards and is marked accordingly. Further information on sustainability within the BMW Group and related topics is provided in the Sustainable Value Report, which is published online at → https://www.bmwgroup.com/svr at the same time as the Annual Report. The Sustainable Value Report is drawn up in accordance with the "Comprehensive" option of the Standards of the Global Reporting Initiative (GRI) and subject of a limited assurance engagement in accordance with IASE 3000 (Inter- national Standard on Assurance Engagements 3000 (Revised): "Assurance Engagements other than Audits or Reviews of Historical Financial Information"). Through its sustainability policy, the BMW Group supports the achievement of the UN's Sustainable Development Goals (SDG), which were adopted in September 2015. Responsibility towards employees and society The efficient use of resources along the entire value chain The development of products and services for sustainable individual mobility (for example electric mobility and services such as DriveNow and ReachNow) - Economic success, the responsible use of resources and the assumption of social responsibility form the basis for long-term growth within the BMW Group. Through sustainable activity, the Company secures the future of its business model. With regard to sustain- ability, the BMW Group concentrates on three areas: → www.bmwgroup.com/responsibility → 39 Sustainability Combined Management Report 98 68 The workforce at the Group's locations within Germany is becoming increasingly international. Employees from over 110 countries work together successfully in Munich. Moreover, a balanced age structure in the workforce encourages an exchange of ideas and knowledge between generations and plays a key role in reducing the loss of know-how when valuable employees retire. 62 67 *Since 2017 including maternity leave. * Number of employees on unlimited employment contracts leaving the Company. 2017 2016 2015 2014 2013 Report on Economic Position Review of Operations Sustainability Employee attrition rate at BMW AG* The BMW Group also came out top in the Trendence Young Professional Barometer Germany. Moreover, the Group again improved its position in the Trend- ence Barometer Study for engineering graduates in Germany, moving up to first place in 2017. In addition, the Group again achieved strong results in the Uni- versum study "Young Professionals Germany" with placings one, three and five in the categories Business, Engineering and IT respectively. The BMW Group was therefore among the best-ranked companies in the studies across all sectors. In 2017, the BMW Group was once again ranked among the world's most attractive employers. In the latest "World's Most Attractive Employers" rankings published by the agency Universum, the BMW Group was once again named best German employer across all sectors and the most attractive automotive company in the world. In 2017, BMW Group China was named for the first time most attractive employer across all sectors in China. Economic Position Review of Operations → Workforce Workforce → www.bmwgroup.com/careers Slight increase in workforce The BMW Group's worldwide workforce increased to a total of 129,932 employees at the end of the reporting period (2016: 124,729 employees; +4.2%). The increase mainly reflects the expansion of the BMW Group's international production network. Moreover, in conjunction with the implementation of the Group's Strategy NUMBER ONE > NEXT, an increasing number of experts in future-oriented fields such as artificial intelligence and autonomous driving, electric mobility, smart production and logistics, data analysis and software development were hired. BMW Group employees 8,394 Realignment of dual vocational training In the context of digitalisation and technological change, the BMW Group has initiated a strategic realignment of its dual vocational training. As well as promoting STEM subjects (science, technology, engineering and mathematics), the focus is also on introducing new digital forms of teaching and learning. In this context, the BMW Group has initi- ated the process of adapting existing career profiles and introducing new ones across its national and international training network. The total number of apprentices and participants in development programmes for young talent increased slightly to 4,750 (2016: 4,613; +3.0%). BMW Group apprentices at 31 December → 38 Report on 31.12.2017 Change in % 5,000 4,445 4,595 4,700 4,613 4,750 Automotive 117,664 112,869 4.2 Motorcycles 3,506 3,351 4.6 31.12.2016 8,645 Combined Management Report 99 The BMW Group remains a highly attractive employer High level of investment in employee qualification At €349 million, spending on training and develop- ment remained high (2016: €352 million; -0.9%). By training its workforce in areas such as electric mobility, hydrogen, fuel cells, lightweight construction and robotics, the BMW Group is creating an important foundation for future activities. Expansion of digital and agile competences is a further area of focus. 2017 2016 2015 2014 2013 0 4.2 124,729 129,932 Group On 1 December 2017, "ReachNow powered by EvCard" was launched in Chengdu, China, offering in cooperation with local partner EvCard a fleet of 100 BMW i3 vehicles for hire. The vehicles can be picked up or returned at 25 central locations in the urban area. 66 1.7 117 Other 2,500 3.0 Other markets are set to follow. Record year for BMW M The year 2017 was the strongest in the history of BMW M GmbH for sales of M and M Performance models. In view of growing demand in the high-perfor- mance automobile segment, the dealership network is being systematically enlarged. In 2017, the number of BMW M certified dealerships grew to 850 worldwide, representing a doubling in size over the last four years. New Rolls-Royce Phantom presented A highlight of the year 2017 was the presentation of the new Rolls-Royce Phantom in London in July. With its Black Badge Edition, Rolls-Royce Motor Cars is targeting new customer groups in the super-luxury class. After launching the Black Badge models Ghost and Wraith, the Dawn Black Badge was added as a third version in 2017 (Rolls-Royce Ghost Black Badge: fuel consumption in 1/100 km (combined) 14.6//CO₂ emissions in g/km (combined) 333; Rolls-Royce Wraith Black Badge: fuel consumption in 1/100 km (combined) 14.6// CO2 emissions in g/km (combined) 333; Rolls-Royce Dawn Black Badge: fuel consumption in 1/100 km (combined) 14.7//CO2 emissions in g/km (com- bined) 337). MINI reports another record year In 2017, the MINI brand achieved its third record- breaking year in succession for sales volume. The successful market launch of the new Countryman generation in the first quarter 2017 played a major role in this performance. The second edition of the popular Countryman range also went on sale as a plug-in hybrid version in summer of 2017, making it the first MINI plug-in hybrid in series production. 65 99 115 → 37 the USA. 20.9 During the year under report, 40 BMW 7 Series test vehicles were used to conduct trials for highly auto- mated and autonomous driving on motorways and in urban environments. These vehicles were tested at worldwide locations, in particular at the sites of Intel (USA), Mobileye (Israel) and the BMW Group (Munich). The joint further development of these BMW 7 Series prototypes will lead to the BMW Group's first highly automated series-produced vehicle: the BMW iNext, which is due to be launched in 2021. The new development centre aims to promote col- laboration across companies and individual deci- sion-making competence. This is achieved through flat organisational structures, lean processes and teams working in close proximity. At the new location, more than 2,000 employees will work across disciplines on development of the next steps towards fully autono- mous driving. New development centre for autonomous driving At the end of 2016, around 600 BMW Group employees were already working on developing highly automated driving technologies. In 2017, the BMW Group began to pool its entire expertise in vehicle connectivity and autonomous driving at a new campus near Munich. → www.bmwgroup.com/innovation Research and Development Further information on the risk situation is provided in the section Risks and Opportunities. Sales proceeds generated from BMW and MINI brand vehicles showed a solid increase from the previous year, due to volume and mix effects. Despite the positive development, the level of residual value losses on remarketed vehicles rose year-on-year. The expected increase was mainly due to the debate on diesel engines in parts of Europe. The situation was also affected by continuing challenges on the North American pre-owned vehicle market. The risk profile of the segment's credit financing port- folio also remained stable at a low level. The credit loss ratio on the total credit portfolio amounted to 0.34%, marginally higher than one year earlier (2016: 0.32%). 2017 61 2016 2014 2013 0.34 0.32 0.37 0.25 0.46 0.5 0.50 2015 62 62 Combined in %, basis: production material → 36 Regional mix of BMW Group purchase volumes 2017 The BMW Group remains committed to its strategy of maintaining a regional balance with regard to growth in sales volume, production and purchasing volumes. The strategy makes an important contribution to nat- ural hedging against currency fluctuations. Connecting procurement markets With its globally oriented organisation, the Purchasing and Supplier Network ensures access to all necessary external resources in an environment that remains highly volatile. Activities include the procurement and quality assurance of production materials, raw materi- als, capital goods and services. External suppliers are selected systematically on the basis of competitiveness according to the criteria of quality, innovation, flex- ibility and cost. More recently, activities have been focused particularly on the ability to respond quickly to changing demand for various types of drivetrain technology. Ensuring access to resources in a volatile environment Purchasing and Supplier Network The joint project is examining every aspect of fast charging in practice, with the aim of introducing the required technologies on an industrial scale. The overall system is to be implemented in prototypes and presented to the public in the course of the current year. In July 2016, under the leadership of the BMW Group, the "FastCharge" project was begun together with Allego GmbH, Phoenix Contact E-Mobility GmbH, Dr. Ing. h.c. F. Porsche AG and Siemens AG. The aim of the three-year project is to conduct research on electric vehicles with far shorter charging times and the required charging infrastructure. A further aim is to demonstrate ways of implementing the findings for everyday use. Research project on fast charging technology The range of supporting services also includes integra- tion of digital assistants from the user's environment, for example the already familiar concierge services. Lifestyle-related services allow the vehicle to be integrated in the digital life of the user. For example, third-party services such as entertainment, news or music can be seamlessly and easily integrated. Mobility-related services help users to reach their destinations conveniently and as quickly as possible. These services help users find the most pleasant route, not only when in the vehicle, but also when nearby. For example, drivers can use their smartphones to dis- play the best time to begin their next journey. Parking and charging options at the selected destination can also be displayed via the vehicle's navigation system. The vehicle-related services field is already extensive and includes functions such as automatic climate con- trol via smartphone or a 3D view of the vehicle from a remote location. It also includes services such as reminders of the next vehicle service appointment or individual financial services. Going forward, services for personalised vehicle settings will also be available, so that each vehicle will automatically adapt to the current user and situation. The customer is the central focus of the Group's per- sonalised digital services. The range is divided into four fields: vehicle-related services, lifestyle-related services, mobility-related services and the integration of digital assistants. Connectivity and digital services expanded At the BMW Innovation Days 2017, the BMW Group presented the current level of progress and the latest developments with regard to integrating vehicles in the customer's digital world. In the context of digitali- sation, connectivity is a key pillar in the BMW Group's strategy for the future, NUMBER ONE > NEXT. Today, around 10 million BMW Group vehicles are already connected worldwide through Connected Drive. Review of Operations →Research and Development Purchasing and Supplier Network Economic Position Report on Management Report in % Leasing 21.5 Financing 22.5 → 35 The total portfolio of credit financing and leasing con- tracts with retail customers developed positively again during the financial year 2017, with a slight increase of 4.7% year-on-year. In total, 4,926,228 contracts were in place with retail customers at 31 December 2017 (2016: 4,703,417 contracts). The Asia/Pacific region continued to grow in 2017, with a 9.6% increase in the contract portfolio. The Europe/Middle East/Africa region (+8.8%) and the EU Bank* (+5.1%) also regis- *The EU Bank tered solid year-on-year growth, while the Americas region saw a slight decrease in the contract portfo- its branches in lio (-2.7%). Contract portfolio retail customer financing of Financial Services segment 2017 → 34 Development of credit loss ratio comprises BMW Bank GmbH, Italy, Spain and Portugal, and its subsidiary in France. Contract portfolio in multi-brand financing business decreases The Financial Services segment recorded a slight increase (+2.8%) in the number of new multi-brand financing contracts in 2017, with 157,626 contracts (2016: 153,297 contracts). As a result of a portfolio sale, the total contract portfolio comprised 406,813 contracts at 31 December 2017, significantly lower than one year earlier (2016: 466,436 contracts; -12.8%). Dealership financing up year-on-year The total volume of dealership financing increased to €19,161 million in the period under report (2016: €18,307 million; +4.7%). in % per region Asia/Pacific 18.5 32.6 Europe/ Middle East/Africa Deposit business volume at previous year's level Customer deposits represent an important source of refinancing for the Financial Services segment. The volume of deposits stood at €13,572 million at the end of the reporting period, in line with the previous year (2016: €13,512 million; +0.4%). EU Bank* 21.1 27.8 Americas * EU Bank comprises BMW Bank GmbH, its branches in Italy, Spain and Portugal, and its subsidiary in France. Solid growth in insurance brokerage business With a solid increase of 5.9% in 2017, the number of new brokered insurance contracts grew to 1,337,652 contracts (2016: 1,262,973 contracts). At 31 Decem- ber 2017, the total number of brokered insurance contracts amounted to 3,649,362 (2016: 3,411,872 con- tracts; +7.0%). Solid growth in fleet business The BMW Group is one of Europe's foremost leasing and full-service providers. The Financial Services segment's fleet management business, under the brand name Alphabet, offers commercial customers leasing and financing arrangements as well as specific services. The number of fleet contracts rose by 5.5% during the financial year 2017. At 31 December 2017, the segment was thus managing a portfolio of 679,895 fleet contracts (2016: 644,420 contracts). → Research and Development Asia 7.7 Review of Operations →Financial Services Segment Report on 41.7 22.1 22.3 20.8 HII 20.8 24.2 27.3 26.0 25 25 0 2013 2014 2015 2016 2017 *Until 2015 excluding Rolls-Royce. 60 60 Combined Management Report Economic Position NAFTA 14.5 Rest of Western Europe 17.7 Investments ensure expertise in productivity and technology Slight growth in new business Credit financing and leasing business with retail customers remain a key element of the success of the Financial Services segment. During the period under report, 1,828,604 new credit financing and leasing contracts were concluded with customers, slightly up (+1.0%) on the previous year (2016: 1,811,157 con- tracts). Credit financing grew slightly by 2.8%, while the number of new leasing contracts fell slightly by 2.6%. Overall, leasing accounted for 33.0% and credit financing for 67.0% of new business. The proportion of BMW Group new vehicles leased or financed by the Financial Services segment in the financial year 2017 amounted to 46.8%, 2.8 percentage *The calculation points down on the previous year (2016: 49.6%).* The decrease was due to a cap on new business volume in China, through which the People's Bank of China segment is repre- regulates the banking and financial services sector. only includes automobile mar- kets in which the Financial Services sented by a con- solidated entity. In the pre-owned financing and leasing business for BMW and MINI brand vehicles, the segment record- ed a solid increase in the number of new contracts signed, which was up by 7.2% to 387,937 contracts (2016: 361,928 contracts). The total volume of new credit financing and leasing contracts concluded with retail customers during the period under report amounted to €55,049 million, in line with the previous year (2016: €55,327 mil- lion; -0.5%). 0 2013 2014 2015 2016 2017 BMW Group new vehicles financed or leased by Financial Services segment* → 33 in % 50 44.0 4,360 49.6 4,130 5,115 During the year under report, the BMW Group's service business was strengthened by investment in the future logistics network and by measures aimed at ensuring a high level of customer satisfaction. Digitalisation of offerings is playing a crucial role in these developments. Business with spare parts has also been expanded. The creation of the joint venture Encory by the BMW Group and the ALBA Group in September 2016, with additional offerings in reuse of automotive spare parts, is making a valuable con- tribution to the BMW Group's sustainability strategy. A pilot project was initiated in Spain in mid-2017. Growth in service business During the period under report, the BMW brand reju- venated its range with six new models and 15 model revisions. The market launch of the seventh generation of the BMW 5 Series played a significant role, with the Sedan (in February), the extended-wheelbase version for China and the Touring version (both in June). The 5 Series also includes iPerformance, M Performance and M5 models. The new BMW 6 Series Gran Turismo and the new X3 were launched in November. The model initiative includes revised models of the BMW 1 Series, 2 Series and 4 Series. The revised BMW i3 and the new BMW i3s came onto the market in autumn 2017. BMW rejuvenates model range In February 2017, the BMW Group founded the company "Digital Charging Solutions", which sells access to the ChargeNow charging network, as well as related services, also to third parties. Groupe PSA was one of ChargeNow's first corporate customers during the period under report. PSA will provide its electric vehicle customers in France with charging access via the network established by ChargeNow. website. Through ChargeNow, the BMW Group provides easy access to a constantly growing network of public charging stations. With more than 130,000 charging points in 29 countries, ChargeNow provides access to the world's largest charging network. Customers can locate the charging stations directly via the ConnectedDrive navigation system integrated in the vehicle, via the ChargeNow app or via the internet ParkNow is the BMW Group's digital parking service. It enables ticket-free, cashless parking via app, both at roadside and in multi-storey car parks. In Janu- ary 2018, the BMW Group acquired Parkmobile LLC, the largest provider of mobile parking services in North America. Parkmobile Group Europe, which also owns ParkNow amongst its brands, has been wholly owned by the BMW Group since April 2016. In Europe and North America, Parkmobile reaches over 22 million customers and offers digital parking solutions in more than 1,000 towns and cities. 59 59 Financial Services Segment Continued growth for the Financial Services segment The Financial Services segment continued to perform well within a highly competitive market environment and concluded a successful financial year 2017. In balance sheet terms, business volume grew by 1.1% to €124,719 million (2016: €123,394 million). Adjusted for exchange rate factors, business volume amounted to €131,995 million (+7.0%). The contract portfolio under management at 31 December 2017 comprised 5,380,785 contracts and therefore grew by 5.2% year- on-year (2016: 5,114,906 contracts). Contract portfolio of Financial Services segment → 32 in 1,000 units 6,000 3,000 5,381 4,719 Risk profile 46.3 Despite ongoing political and economic uncertainties and the debate, particularly in some European coun- tries, about exhaust emissions from diesel vehicles, the global economy continued to develop positively in 2017. This contributed to the continued low level of risk in the overall Financial Services portfolio. At 31 December 2017, the DriveNow premium car sharing service had over one million customers in 13 major European cities. The percentage of electrically powered vehicles in these fleets stands at around 15% and is due to increase. Since introduction of the first electrified vehicles into the DriveNow fleet more than 16 million kilometres with zero local emissions have been driven. This corresponds to a CO₂ saving of around 2,500 tonnes. In the context of the Group's corporate strategy NUMBER ONE > NEXT, mobility services are given increasing emphasis. Since 2011, the BMW Group has offered a growing range of services for individual mobility, including mobility services such as DriveNow in Europe and ReachNow in the USA and China. In addition, ParkNow and ChargeNow provide custom- ers with digital solutions for parking and charging. Premium services for individual mobility During the year under report, the BMW Group togeth- er with other automobile manufacturers founded the joint venture IONITY with the aim of establishing a high-performance, fast-charging network in Europe along key transport routes. The BMW Digital Charging Service uses Connected Drive to integrate the vehicle in the customer's charging infrastructure and automat- ically charges at the cheapest times, taking electricity prices into account. The service also provides a con- stant overview of the vehicle's energy requirements as well as ongoing and completed charging activities. Under the brand name BMWi, the BMW Group has offered customers a range of electric mobility solutions since 2013. The brand covers BMWi and BMW iPerformance vehicles as well as a wide array of services. Under the name 360° ELECTRIC, BMW i provides a comprehensive range of products and services for all-electric vehicles and plug-in hybrids worldwide. In 2016 and 2017, the second generation of the BMWi Wallbox was introduced for quick and easy charging at home. BMW i continues to grow The BMW Group's sales and distribution network comprises some 3,400 BMW, 1,580 MINI and 140 Rolls-Royce dealerships worldwide. Sales are conducted by independent authorised dealerships, BMW Group branches and subsidiaries, and inde- pendent importers in certain markets. The dealership and agency network for BMW i currently comprises over 1,500 locations. → www.bmwgroup.com/brands Sales and Marketing Economic Position Review of Operations → Sales and Marketing Report on 46.8 Combined Management Report 64 63 80 21.5 Eastern Europe 37.6 Germany 1.0 Other During the period under report, logistics processes at the Group's most important component plant in Landshut were significantly simplified with the open- ing of the new supply centre, thus achieving another important milestone. Alongside purchasing and quality assurance, the third pillar of the Purchasing and Supplier Network's activities remains in-house production of key vehicle components. In order to ensure over the long term the flexibility and competitiveness of internal component production, the BMW Group invests in state-of-the-art production facilities and efficient structures. In January 2018, the BMW Group signed an agreement with Sixt SE for the complete acquisition of the shares in the car sharing provider DriveNow. The agreement was signed subject to the approval of the antitrust authorities. In 2016, the BMW Group launched the ReachNow service in the USA, where it is currently available in Seattle, Portland and Brooklyn. Apart from car sharing, ReachNow is also offering as a pilot project in Seattle a service that enables customers to book a premium vehicle with a driver (ReachNow Ride). Cus- tomers can also reserve the use of a vehicle for several days, including delivery of the vehicle to the desired location (ReachNow Reserve). Moreover, ReachNow offers individual small fleets for residential complexes or company solutions (ReachNow Fleet Solutions). ReachNow currently has around 80,000 members in The financial result improved by €31 million to a net amount of €13 million, due, amongst others, to higher fair value measurement gains within other financial result. 9.1 The net amount of other operating income and expens- es improved by €51 million to €-17 million. Income from the reversal of provisions, amongst others, had a positive effect. Segment selling and administrative expenses increased by €76 million to €1,370 million, mainly due to higher personnel and IT project costs. The Financial Services segment recorded solid reve- nue growth due to positive development in the credit financing business and the higher volume of returned leasing vehicles sold. The risk profile remained at a historically favourable level in the year under report. Financial Services segment Profit before tax rose significantly compared to the previous year thanks to the positive business devel- opment. The net amount of other operating income and expenses deteriorated by €24 million to a net amount of €−11 million. The previous year's figure benefit- ed in particular from higher income arising on the reversal of write-downs than in the year under report. Motorcycles segment revenues rose significantly, mainly reflecting year-on-year volume growth. Higher sales of optional equipment, spare parts and acces- sories as well as improved pricing also contributed. Motorcycles segment Overall, the Automotive segment reported a solid increase in pre-tax profit. At €828 million, the financial result was significantly higher than one year earlier. In addition to the effects from result from equity accounted investments and other financial result described above, the net interest result also had a positive impact on the Automotive segment's financial result. Thanks to lower year-on- year interest and similar expenses, the net interest result improved significantly to a net amount of €-205 million (2016: €-413 million). Profit before financial result increased slightly to €7,863 million (2016: €7,695 million). The positive effect of volume growth was offset by increases in research and development expenses, selling and administrative expenses and other operating expenses. Automotive segment revenues grew slightly due to higher sales volumes, with currency factors and a continued highly competitive business environment holding revenue growth down. Cost of sales increased slightly in line with sales volume growth. The gross profit margin was in line with the previous year. Automotive segment Economic Position → Results of Opera- tions, Financial Posi- tion and Net Assets Report on Management Report Combined 15 75 0.1 9.0 Profit before tax in the Financial Services segment was slightly up on the previous year, mainly reflecting business volume growth and the improved net amount of other operating income and expenses. 20.8 0.7 Other Entities segment/Eliminations 2.5 3.9 2,283 2,069 10.3 11.1 27,567 25,681 7.3 8.7 Other Entities 7 6 16.7 Eliminations Group -19,760 -20,017 1.3 98,678 94,163 86,424 4.8 88,581 Motorcycles 40.5 -0.8 Due to the continued product offensive, vehicle electri- fication and development work on autonomous driving, research and development expenses at €4,920 million (2016: €4,294 million) were significantly up on the pre- vious year. As a result, total research and development expenditure – comprising research costs, non-capital- ised development costs and capitalised development costs (excluding amortisation thereon) - amounted to €6,108 million in the year under report (2016: €5,164 million). The capitalised development costs were mainly related to the production start of new models and modules. Overall, gross profit amounted to €19,934 million, reflecting a solid improvement over the previous year. Selling and administrative expenses were €402 mil- lion higher at €9,560 million, mainly as a result of the increased workforce and higher marketing and IT expenses. Depreciation and amortisation on property, plant and equipment and intangible assets recorded in cost of sales and in selling and administrative expenses totalled €4,822 million (2016: €4,806 million). The net amount of other operating income and expens- es in 2017 was €-494 million (2016: €-177 million), with, amongst others, higher allocations to provisions for litigation and other legal risks contributing to the year-on-year change. Profit before financial result (EBIT) increased solidly and amounted to €9,880 million (2016: €9,386 million). → see note 12 At €775 million, the financial result was significantly higher than one year earlier. This was mainly driven by a €297 million increase in the result from equity accounted investments to €738 million. This was due, amongst others, to a €183 million positive earnings effect following the sale of 15% of the shares in HERE International B.V., Amsterdam, by THERE Holding B.V., Amsterdam. The earnings contribution from BMW Bril- liance Automotive Ltd. also increased, driven by sales volume within a stable competitive environment. In addition, other financial result improved by €117 mil- lion to €248 million. In contrast to the previous year, the result on investments in 2017 included no impairment losses on other investments. Furthermore, the net inter- est result improved by €82 million to a net amount of €−211 million. This was mainly due to the lower interest expense arising from the unwinding of the discount on non-current provisions and higher liquidity, which resulted in lower financing requirements in selected countries. Overall, profit before tax increased significantly year- on-year to €10,655 million (2016: €9,665 million). The income tax expense for the year amounted to €1,949 million (2016: €2,755 million). The significantly lower year-on-year tax expense was mainly due to the reduction in the US federal corporate income tax rate from 35% to 21% with effect from 1 January 2018, which was taken into account in the measurement of deferred taxes at 31 December 2017. The revaluation of deferred taxes had an overall positive impact of €977 million on net profit for the year. Further infor- mation is provided in → note 12 of the Group Financial Statements. Results of operations by segment BMW Group revenues by segment → 46 in € million 2017 2016 Change in % Currency adjusted change* in % Automotive Financial Services 5.1 *The adjustment for exchange rate factors is calculated by applying the relevant current exchange rates to the prior year's figures. BMW Group profit/loss before tax by segment 2,207 2,166 1.9 80 170 -52.9 -528 -772 31.6 10,655 9,665 10.2 2017 2016 Change in %pts 18.4 17.9 0.5 8.9 8.9 20.8 10.8 185 205 9.8 → 47 in € million Automotive Motorcycles Financial Services Other Entities Eliminations Group BMW Group margins by segment → 48 39.7 in % Gross profit margin EBIT margin Motorcycles Gross profit margin EBIT margin 2017 2016 Change in % 8,691 7,916 Automotive Profit before tax in the Other Entities segment fell significantly year-on-year, mainly due to the lower 21,267 Inter-segment eliminations reduced Group profit before tax by €528 million. The amount of elimina- tions was lower than in the previous financial year as a result of the lower volume of new leasing business in 2017 and the positive effect of reversals in the portfolio of leased products (2016: negative impact of €772 million). The decrease in cash inflow from the Automotive seg- ment's operating activities was mainly due to higher net outflow for other operating assets and liabilities. Cash outflow from investing activities was influenced in particular by the overall €1,273 million increase in -1,333 5,792 395 -1,112 -616 11,464 -5,432 -240 155 4,459 -6,544 10,848 Change 2016 2017 investments in intangible assets and property, plant and equipment. 0 Net investment in marketable securities and investment funds Free cash flow Automotive segment Cash inflow/outflow from investing activities Cash inflow/outflow from operating activities in € million Free cash flow for the Automotive segment was as follows: cash equivalents 31.12.2017 Cash and changes in Currency translation, Group composition activities financing Cash inflow from 5,000 Cash outflow from investing activities Net financial assets of the Automotive segment com- prise the following: 2017 Low 5.5 * Excluding derivative financial instruments. 267 19,520 19,787 Net financial assets Automotive segment 18 -1,498 -1,480 Less: external financial liabilities* 249 21,018 in € million Financial assets 12,077 9,774 189 4,147 4,336 2,363 4,794 7,157 Intragroup net financial assets Marketable securities and investment funds Cash and cash equivalents Change 2016 -2,303 activities 31.12.2016 from operating -300 -5,863 -6,163 2,736 3,173 5,909 Change 2016 2017 The cash outflow from investing activities exceeded the cash inflow from operating activities by €254 mil- lion in the financial year 2017. In the previous year, the shortfall was higher at €2,690 million. The Group's financing activities show a €1,913 million reduction in cash inflows from the issue of bonds and a €1,000 million decrease in cash outflows for bond repayment. In addition, cash inflows from other finan- cial liabilities decreased by €4,261 million. Changes in commercial paper gave rise to net cash inflow of €953 million (2016: net cash outflow of €1,632 million). The increase in cash outflow from the Group's invest- ing activities mainly reflects higher overall invest- ments in intangible assets and property, plant and equipment (€1,289 million), partially offset by higher cash proceeds from the disposal of investments and other business units (€1,096 million). The increase in cash inflow from the Group's operat- ing activities was mainly due to the higher net profit for the year (€1,796 million) and lower additions to leased products (€1,392 million), compared to the previous year. 1,572 Change in cash and cash equivalents Cash inflow/outflow from financing activities Cash inflow/outflow from investing activities Cash inflow/outflow from operating activities in € million 77 Cash flows from operating activities are determined indirectly, starting with Group and segment net profit. By contrast, cash flows from investing and financing activities are based on actual payments and receipts. statements correspond to the amounts disclosed in the balance sheet. → 49 BMW Group financial position The cash flow statements for the Group and the Automotive and Financial Services segments show the sources and applications of cash flows for the financial years 2017 and 2016. Cash flows are classi- fied according to operating, investing and financing activities. Cash and cash equivalents in the cash flow Financial position 76 66 Effects of changes in exchange rate and composition of Group 4,393 -2,821 -159 Cash inflow Cash and cash equivalents -159 10,000 9,039 +1,572 15,000 0 5,000 -6,163 7,880 10,000 +5,909 15,000 in € million → 50 tion and Net Assets → Results of Opera- tions, Financial Posi- Economic Position Report on Management Report BMW Group change in cash and cash equivalents Combined 78 -599 1,758 1,159 -214 55 net interest result. 6.2 Materiality matrix 4.6 Relevance for the stakeholders ← relevance Low relevance Fuel efficiency and CO2 emissions of vehicles* Energy efficiency and CO2 emissions from value creation* Pollutant emissions of vehicles* Occupational health and safety* Alternative drivetrain technologies* Product safety* Connected and autonomous driving* Environmental and social standards in the supply chain/sustainable sourcing* Human rights* Prevention of corruption and anticompetitive behaviour* Mobility concepts and services* Data protection* Attractive workplace, talent attraction and retention* Medium materiality Air emissions from value creation* Low materiality Diversity and equal opportunity* Customer satisfaction* Employee development and training* Socio-economic impacts on society* Design for Recycling* High materiality High relevance → 41 BMW Group condensed income statement 5.3 9,386 9,880 -177 -494 -4.4 -9,158 -9,560 6.5 18,721 19,934 -4.4 4.8 Water consumption Waste and water waste 94,163 -75,442 Change in % 2016 2017 Profit before tax Financial result Profit before financial result Other operating income and expenses Selling and administrative expenses Gross profit Cost of sales Revenues in € million → 42 98,678 -78,744 775 Use of urban space Development of local companies -59.0 -61.0 In 2017, at 2.17 MWh per vehicle produced, the BMW Group slightly reduced energy consumed in the production process compared with the previous year (2016: 2.21 MWh; -1.8%). This was mainly due to the implementation of new production structures at Group plants in Shenyang and the installation of LED lighting throughout the entire Group production network. Through measures to boost energy efficiency and the purchase and in-house generation of electricity from renewable sources at BMW Group production sites, production-related CO2 emissions fell significantly by 24.1% to 0.41 tonnes per vehicle produced in 2017 compared with the previous year (2016: 0.54 tonnes). The substantial improvement in CO2 efficiency was mainly due to improvement in energy efficiency and, above all, sourcing of power supplies in Germany, the UK and Austria exclusively from renewable sources. In 2017, at 2.22 m³ per vehicle produced, water consumption was slightly below the previous year's level (2016: 2.25 m³; -1.3%). At 0.40 m³, the volume of process wastewater per vehicle produced fell by 4.8% (2016: 0.42 m³). The amount of non-recyclable waste from production processes increased from a very low level the previous year to 3.86 kg per vehicle produced (2016: 3.51 kg; +10.0%) in the period under report. Solvent emissions were cut by 9.6% to 1.03 kg per vehicle produced during 2017 (2016: 1.14 kg). Overall in 2017, the BMW Group reduced resource usage and emissions per vehicle in the production process by an average of 5.3%, equivalent to a total cost reduction of €161 million, mainly due to a slight improvement in the energy efficiency ratio. Sustainability along the value chain Sustainability criteria also play a key role in the selection and evaluation of suppliers as well as in the field of transport logistics. The BMW Group has therefore integrated comprehensive sustainability management in its purchasing processes. The Group's positive business performance in recent years has also caused a significant rise in transportation require- ments worldwide. The BMW Group principle that production follows the market is an effective method of significantly reducing the need for transportation, thus keeping CO2 emissions as low as possible. Sustainability in human resources policies In 2017, the BMW Group continued to consolidate its position as one of the most attractive employers worldwide. Its leading role in terms of sustainability contributes significantly to the high degree of employ- ee loyalty within the BMW Group and is one of the reasons for the low staff attrition rate. This enables the BMW Group to maintain a low level of personnel recruitment expenditure. Further information on the attrition rate is provided in the section "Workforce". A key reason for the BMW Group's ongoing success and an example of the high level of employee identi- fication are the personal engagement and the ideas brought forward by staff members. This is demonstrat- ed by the €18.2 million saved in 2017 in conjunction with the ideas management programme CREATE. Social engagement In 2017, the BMW Group contributed a total of €33.4 mil- lion for social engagement (2016: €87.8 million), includ- ing €16.2 million for donations (2016: €70.4 million). The significant decrease compared to 2016 was due to a one-time donation to the BMW Foundation in honour of the Company's centenary year 2016. 71 22 72 Combined Management Report Report on Economic Position Review of Operations → Results of Opera- tions, Financial Posi- tion and Net Assets RESULTS OF OPERATIONS, FINANCIAL POSITION AND NET ASSETS Results of operations In the financial year 2017, the BMW Group again achieved year-on-year growth in revenues, deliveries and profit before tax. The number of BMW, MINI and Rolls-Royce brand vehicles delivered to customers rose slightly by 4.1% to 2,463,526* units. -79.6 -51.2 -31.9 -36.5 Biodiversity Corporate volunteering Donations and philanthropy Corporate citizenship Responsible financial services Employee-management relations Efficient use of resources in value creation Relevance for the BMW Group Political involvement *These areas were rated highly material, as they were among the three topics the respondent stakeholder groups considered most important. High relevance 69 69 Responsible marketing and product communication 70 Report on Economic Position Review of Operations Sustainability Top rankings in sustainability ratings pres- The BMW Group again achieved top rankings in tigious sustainability ratings in 2017, thereby under- lining its leading position as a sustainable company. In the Dow Jones Sustainability Indices (DJSI) rating, the BMW Group is the only German automobile maker to have been included once again in the two indices "World" and "Europe" and the only company in the sector to have been continuously represented since the indices were established. In the CDP rating (formerly the Carbon Disclosure Project), the Group achieved the best rating for its cli- mate protection efforts. The BMW Group is therefore one of only two companies worldwide to have been listed in the highest category eight times in succes- sion. The BMW Group also achieved the best rating in the CDP water rating, which assesses companies' responsible use of water resources. The Group was again listed in the British FTSE4Good Index in 2017. Fleet carbon dioxide emissions reduced The development of sustainable products and services is an integral part of the BMW Group's business mod- el. The fleet-wide deployment of Efficient Dynamics technologies is contributing to a continual reduction in CO2 emissions. The electrification of the fleet con- tinued to make significant progress in 2017. Due to the expansion of the model range, annual sales of electri- fied BMW Group vehicles increased significantly and, with 103,080 units, surpassed the announced target of 100,000 units. Efficient Dynamics and electrification form the basis for future compliance with legal CO2 and fuel consumption requirements. Between 1995 and 2017, average CO2 emissions of vehicles of the Group's three brands sold in Europe fell by 42%. In 2017, the BMW Group's fleet of new vehicles sold in Europe (EU-28) consumed an average of 4.6 litres of diesel and 5.6 litres of petrol per 100 km respectively. CO2 emissions averaged 122 g/km. Clean production Integrated sustainability management in production processes ensures that resources are used efficiently. Since 2006, the consumption of resources and emis- sions per vehicle produced have been reduced by an average of 53.2%. The individual figures for the development since 2006 are as follows: in % Energy consumption Water consumption Process wastewater Non-recyclable waste Solvent emissions CO₂ emissions 2017 Combined Management Report 279 0.4 9,665 2,081 Service contracts, telematics and roadside assistance 1.1 1,222 1,236 thereof amortisation of capitalised development costs 14.6 4,294 4,920 Research and development expenses 10.0 1,638 1,801 thereof interest expense relating to financial services business 10.7 22,932 Cost of sales relating to financial services business 2,018 3.1 Warranty expenses Other cost of sales Management Combined Change in %pts 2016 2017 74 73 The Group's cost of sales was slightly higher than in the previous year due to volume and mix effects. Costs relating to the Group's Financial Services business, which were significantly higher than the previous year, also contributed. Revenue growth from the sale of returned leasing vehicles had a corresponding effect on cost of sales. Currency effects held down the scale of the increase. 1.6 4.4 78,744 Cost of sales -5.7 3,067 2,893 -5.7 2,165 2,041 75,442 Report 43,175 Manufacturing costs Europe Asia in % → 43 BMW Group revenues by region Group revenues by region were as follows: Negative currency effects held down revenue growth. Currency effects were mainly the result of develop- ments in the average exchange rates of the British pound and the Chinese renminbi. BMW Group revenues increased slightly by 4.8% year- on-year to reach €98,678 million (2016: €94,163 mil- lion). This was mainly driven by higher sales volume of BMW Group vehicles, growth in the leasing and credit financing contract portfolio and increased sales of returned leasing vehicles in the Financial Services business. *Includes the joint venture BMW Brilliance Automotive, Shenyang Ltd. (2017: 384,124 units, 2016: 316,200 units). -10.2 28.5 18.3 0.3 19.9 20.2 1.5 7.3 8.8 2017 2016 45.6 47.1 Change in % 2016 2017 in € million → 44 BMW Group cost of sales 100.0 100.0 43,877 Group 3.1 Other regions 7 20.7 21.2 Americas 28.8 30.1 3.4 Report on 20,723 → Results of Opera- tions, Financial Posi- tion and Net Assets 10.3 10.8 Change in %pts 2016 2017 Profit before tax for the financial year 2017 was significantly higher year-on-year. Effective tax rate Gross margin Post-tax return on sales Pre-tax return on sales in % 25.5 10.47 0.5 13.14 25.6 10.45 13.12 Earnings per share of common stock in € 26.0 6,910 8,706 29.3 -2,755 Economic Position Net profit Income taxes 10.2 Earnings per share of preferred stock in € 10,655 -1,949 Research and development expenses as a percentage of revenues Research and development expenditure ratio Capitalisation rate in % → 45 BMW Group performance indicators relating to research and development expenses 5.0 47 0.3 86 14.3 19.3 4,563 24.0 5,990 83.0 24,978 100.0 0.2 31.3 50,279 9.7 2,300 10.5 2,630 -33.0 13.7 3,213 8.6 2,154 5.1 8.3 1,965 23,623 100.0 5.7 * Cost of materials comprises all primary material costs incurred for vehicle production plus ancillary material costs (such as customs duties, insurance premiums and freight). BMW AG develops, manufactures and sells automobiles and motorcycles as well as spare parts and accessories manufactured in-house, by foreign subsidiaries and by external suppliers, and performs services related to these products. Sales activities are carried out primar- ily through branches, subsidiaries, independent deal- erships and importers. In 2017, BMW AG increased deliveries by 138,389 units to 2,494,115 units. This figure includes 396,749 units relating to series sets supplied to the joint venture BMW Brilliance Automo- tive Ltd., Shenyang, an increase of 91,023 units over the previous year. At 31 December 2017, BMW AG employed a workforce of 87,940 people, 2,186 more than one year earlier. Business environment and review of operations The general and sector-specific environment of BMW AG is essentially the same as that of the BMW Group and is described in the Report on Economic Position section of the Combined Management Report. Differences between the accounting treatment of the German Commercial Code and International Financial Reporting Standards (IFRS), according to which the BMW Group Financial Statements are prepared, are mainly to be found in connection with the capitali- sation of intangible assets, the creation of valuation units, the recognition and measurement of financial instruments and provisions, and the recognition of deferred tax assets. Differences also arise in the presentation of assets and liabilities and of items in the income statement. The key financial and non-financial performance indicators for BMW AG are essentially identical and concurrent with those of the Automotive segment of the BMW Group. These are described in detail in the Report on Economic Position section of the Combined Management Report. Bayerische Motoren Werke Aktiengesellschaft (BMW AG), based in Munich, Germany, is the parent company of the BMW Group. The comments on the BMW Group and Automotive segment provided in earlier sections apply to BMW AG, unless presented differently in the following section. The Financial Statements of BMW AG are drawn up in accordance with the provisions of the German Commercial Code (HGB) and the relevant supplementary provisions of the German Stock Corporation Act (AktG). COMMENTS ON FINANCIAL STATEMENTS OF BMW AG Financial Statements of BMW AG → Comments on Economic Position Report on Report Management Combined 86 98 85 95 BMW Group value added 2017 → 58 in % Depreciation and amortisation 8.4 16.0 Other expenses Cost of materials 50.8 8.3 C 24.8 Net value added 8.3% Providers of finance 8.6% Government/public sector 10.5% Shareholders 24.0% Group -0.3% Minority interest 48.3% Employees 2,066 11,535 48.8 67,088 Bought-in costs 14.1 13,502 16.0 Cost of materials* Other expenses 98,678 98.2 94,163 98.4 1,123 1.1 66.8 875 720 0.7 16,045 670 0.7 100,521 Results of operations 100.0 95,708 100.0 5.0 51,043 50.8 0.9 63,781 66.6 5.2 52.5 48.3 12,052 Net value added Minority interest Group Shareholders Government/public sector Providers of finance Employees ALLOCATION 5.7 24.7 24.8 24,978 Net value added 8.7 8,304 8.4 8,455 23,623 intangible and investment assets Depreciation and amortisation of total tangible, 4.7 33.4 31,927 33.2 33,433 Gross value added 4.5 BMW AG Income Statement 88 in € million Other receivables and other assets Receivables from subsidiaries 667 766 4,260 4,643 Trade receivables Inventories 14,711 15,419 Tangible, intangible and investment assets 3,238 3,676 Marketable securities Investments 11,455 Net cash inflows and outflows for the Financial Ser- vices segment were as follows: Property, plant and equipment 310 288 Intangible assets ASSETS 2016 2017 in € million → 60 BMW AG Balance Sheet at 31 December Financial and net assets position 11,163 7,641 6,001 2,827 658 Provisions Other provisions Pension provisions Registered profit-sharing certificates Equity Unappropriated profit available for distribution Revenue reserves Capital reserves Subscribed capital EQUITY AND LIABILITIES 36,299 41,472 Total assets 1,183 1,290 Surplus of pension and similar plan assets over liabilities 430 483 Prepayments 19,975 24,280 2,676 4,218 Current assets Cash and cash equivalents 3,846 4,185 2,525 Financial Statements of BMW AG → Comments on Economic Position Report on -4,504 -5,168 -2,504 -2,733 -3,635 -3,958 14,404 16,398 -60,946 -62,817 75,350 79,215 2016 2017 Unappropriated profit available for distribution Transfer to revenue reserves Net profit Other taxes Profit after income tax Income taxes Financial result Result on investments Other operating income and expenses Research and development expenses Administrative expenses Selling expenses Gross profit Cost of sales Revenues -303 → 59 -137 1,015 Report Management Combined Total output 88 87 848 After deducting the expense for taxes, the Company reported a net profit of €3,197 million compared to €3,277 million in the previous year. The expense for income taxes relates primarily to current tax for the financial year 2017. Results on investments benefited from higher profit transfers from Group companies. By contrast, the financial result deteriorated by €506 million, mainly due to higher interest expenses for pension liabilities and lower income from the corresponding plan assets. The reversal of impairment losses on the investment in SGL Carbon SE, however, had a positive impact on the financial result. The net amount of other operating income and expenses deteriorated by €166 million to € - 303 mil- lion, with the year-on-year change mainly attributable to higher net expenses for financial transactions as well as legal disputes. Research and development expenses related mainly to new vehicle models in conjunction with the product offensive (including new X models), expenses for the development of drivetrain systems and innovations, for example in connection with the electrification of vehicles and the further development of autonomous driving. Compared to the previous year, research and development expenses increased by 14.7%. Selling and administrative expenses increased over- all year-on-year, reflecting an increase in workforce, IT projects and increased marketing costs. Cost of sales increased by 3.1% to €62,817 million, mostly due to the higher cost of materials. Gross profit improved by €1,994 million to €16,398 million. Revenues rose by 5.1% year-on-year, mainly reflecting increased deliveries of the BMW 5 Series. In geograph- ical terms, the increase mainly related to Asia and Europe. Revenues amounted to €79,215 million (2016: €75,350 million), of which Group internal revenues accounted for €59,736 million (2016: €56,412 million) or 75.4% (2016: 74.9%). 2,300 2,630 -977 -567 3,277 3,197 -19 -16 3,296 3,213 -1,308 -1,563 -35 -541 1,081 Other income BMW Group value added statement Revenues 17,960 2.8 5.3 9.5 Leased products 36,257 37,789 -4.1 18,471 2.0 Investments accounted for using the equity method 2,767 2,546 8.7 8.7 1.4 Other investments 690 18.7 560 Property, plant and equipment 16.2 In 2017, the BMW Group issued four euro bench- mark bonds on the European capital market with a total issue volume of €3.75 billion, as well as bonds on the US capital market with a total issue volume of US$2.20 billion. Bonds were also issued in British pounds, US dollars, Canadian dollars, Indian rupees, South Korean won and Norwegian krone for a total amount of €1.17 billion. Private placements totalling €4.50 billion were also issued. Net assets BMW Group condensed balance sheet at 31 December → 53 in € million ASSETS Group Currency adjusted 4.9 2017 Change in % change* in % Proportion of balance sheet total in % 2017 Intangible assets 9,464 8,157 16.0 2016 Further information with respect to financial liabilities is provided in → notes 29, 33 and 37 of the Group Financial Statements. 23.2 0.4 7.2 10.0 3.7 12,707 11,841 7.3 11.1 6.6 6,682 Trade receivables 2,825 -5.6 -1.8 1.4 Cash and cash equivalents 9,039 7,880 14.7 2,667 24.1 7,160 Other assets Receivables from sales financing 80,434 78,260 2.8 9.1 41.6 Financial assets 10,334 Inventories 9,770 6.8 5.3 Deferred and current tax 3,493 4,265 -18.1 -6.4 1.8 5.8 18.2 The BMW Group also has access to a syndicated credit line which was newly agreed in July 2017. The syn- dicated credit line of €8 billion has a minimum term to July 2022 and is made available by a consortium of 44 international banks. The credit line was not being utilised at 31 December 2017. 33 and 37 1. Ability to act through permanent access to strate- gically important capital markets 2. Autonomy through the diversification of refi- nancing instruments and investors 3. Focus on value through optimisation of financing costs Financing measures undertaken centrally ensure access to liquidity for the Group's operating subsid- iaries at standard market conditions and consistent credit terms. Funds are acquired in line with a target liability structure, comprising a balanced mix of financ- ing instruments. The use of longer-term financing instruments to finance the Group's financial services business and the maintenance of a sufficiently high liquidity reserve serves to avoid liquidity risk in the portfolio. This conservative financial approach also supports the Group's rating. Further information is provided in the section Liquidity risks within the Report on Outlook, Risks and Opportunities. Thanks to its good ratings and the high level of accept- ance it enjoys on capital markets, the BMW Group was again able to refinance operations at favourable conditions on debt capital markets during the finan- cial year 2017. In addition to the issue of bonds, loan notes and private placements, commercial paper was also issued. As in previous years, all issues were in high demand, not only from private but also in particular from institutional investors. In addition, retail customer and dealership financing receivables and rights and obligations from leasing contracts are securitised in the form of asset-backed securi- ties (ABS) financing arrangements. Specific banking instruments, such as customer deposits used by the Group's own banks in Germany and the USA, are also used for financing. Loans are also taken out with international banks. 60 80 The overall objective of Group financing is to ensure at all times the solvency of the BMW Group. This leads to three areas of focus: Combined Report on Economic Position → Results of Opera- tions, Financial Posi- tion and Net Assets BMW Group composition financial liabilities → 51 in € million Derivate instruments 1,090 Commercial paper 4,461 Management Report Liabilities to banks A broad range of instruments on international money and capital markets is used to refinance worldwide operations. Funds raised are used almost exclusively to finance the BMW Group's Financial Services business. Cash outflow from operating activities in the Finan- cial Services segment is driven primarily by the cash flows relating to leased products and receivables from sales financing. Cash inflow from investing activities results mainly from cash proceeds from the disposal of investments and other business units (€970 million). Cash inflow from financing activities is mainly driven by the change in other financial liabilities. in € million Cash inflow/outflow from operating activities Cash inflow/outflow from investing activities Cash inflow/outflow from financing activities Net 2017 2016 Change -6,384 937 -9,844 3,460 Refinancing -102 4,334 11,601 -7,267 -1,113 1,655 -2,768 19 79 1,039 At 31 December 2017, liquidity stood at a solid level of €14.5 billion. 12,658 from customer deposits (banking) 13,572 4.4 50,000 25,000 0 Maturity (years) 42,326 41,100 44,144 43,865 II 13.0 within between 1-5 11,261 9,683 later than 5 2016 2017 2016 2017 2016 2017 → see notes 29, 1 Liabilities 0.3 34.7 Other 1,132 Bonds 44,880 Asset-backed financing transactions A total of twelve public ABS transactions were exe- cuted in 2017, including three in China, two each in Germany and the USA, and one each in Canada, South Korea, South Africa, the UK and Switzerland, with a total volume equivalent to €6.9 billion. Fur- ther funds were also raised via new ABS conduit transactions in Japan, the UK and the USA totalling €2.4 billion. Other transactions remain in place in Germany, Switzerland, South Korea, South Africa and Australia, amongst others. The following table provides an overview of amounts* utilised at 31 December 2017 in connection with the BMW Group's money and capital market programmes: 16,855 BMW Group financial liabilities by maturity → 52 1.6 in € million Programme framework Amount utilised* in € billion Euro Medium Term Notes Australian Medium Term Notes Commercial Paper * Measured at exchange rates at the relevant transaction dates. 50.0 Programme 4.7 Total assets 193,483 2017 52% 18% 40% 5% 2016 2017 2016 thereof cash and cash equivalents 8% 19% Non-current provisions and liabilities 100 99 66 33 200 133 66 99 40% Current provisions and liabilities Group equity rose by €7,185 million to €54,548 mil- lion. Equity increased year-on-year mainly as a result of the net profit attributable to shareholders of BMW AG amounting to €8,620 million, fair value gains on derivative financial instruments amounting to €1,914 million and the positive impact of remeasure- ments of the net defined benefit liability for pension Current assets 54% 41% Equity 4% 2017 2016 2017 2016 Balance sheet structure - Automotive segment → 55 Balance sheet total in € billion |||| 100 94 89 89 Non-current assets 46% 48% 66 33 42% 657 thereof cash and cash equivalents 5% BMW Group equity ratio plans amounting to €693 million, due mainly to the revaluation of plan assets. The dividend payment of €2,300 million, negative currency translation effects of foreign operations amounting to €1,171 million and deferred taxes on fair value changes recognised directly in equity amounting to €815 million had a negative impact on equity. Combined Management Report Report on Economic Position → Results of Opera- tions, Financial Posi- tion and Net Assets Value added statement The value added statement shows the value of work performed by the BMW Group during the financial year, less the value of work bought in. Deprecia- tion and amortisation, cost of materials, and other expenses are treated as bought-in costs in the net value added calculation. The allocation statement shows the value added of each of the participants involved in the value added process. The bulk of → 57 the net value added is related to employees. The proportion remaining in the Group is retained to finance future operations. The gross value added amount treats depreciation as a component of value added which, in the allocation statement, would be treated as internal financing. 84 Net valued added by the BMW Group remained at a high level in the financial 2017 in € million 2017 in % 2016 in € million 2016 in % Change in % WORK PERFORMED year 2017. → 56 883 8.0 in % Group Automotive segment Financial Services segment Pension provisions decreased significantly compared to the end of the financial year 2016. The decrease was mainly due to gains on plan assets as well as gains from the closing of defined benefit plans in the UK. A transfer from plan assets for pre-retirement part-time working arrangements to plan assets for pension plans brought about a further reduction in pension provisions. Financial liabilities fell slightly compared to 31 Decem- ber 2016. Adjusted for currency effects, they increased slightly. The increase was mainly due to the issue of bonds and commercial paper. In addition, new ABS transactions were concluded in various countries. Changes in derivatives and lower liabilities to banks kept down the increase in financial liabilities. The significant increase in trade payables mainly reflects higher production volumes and model start- ups. Overall, the results of operations, financial position and net assets position of the BMW Group continued to develop positively during the year under report. 2.7 31.12.2017 Change in %pts 28.2 25.1 3.1 42.0 41.3 0.7 10.7 31.12.2016 36% Current provisions and liabilities 36% 35% 6.1 Deferred and current tax 3,365 3,869 -13.0 10.3 1.7 Financial liabilities 13.0 94,648 -3.2 1.8 48.9 Trade payables 9,731 8,512 14.3 16.7 97,731 5.0 7.6 11,750 188,535 2.6 7.6 100.0 EQUITY AND LIABILITIES Equity 54,548 47,363 10,918 15.2 28.2 Pension provisions 3,252 4,587 -29.1 -27.4 1.7 Other provisions 19.1 Other liabilities 16,189 15,555 Cash and cash equivalents grew significantly by €1,159 million, compared to one year earlier. Balance sheet structure - Group → 54 Balance sheet total in € billion 200 193 193 189 Financial assets increased solidly compared to 31 December 2016, mainly due to the positive devel- opment of currency and commodity derivatives. 189 25% Equity 133 Non-current assets 63% 65% 36% 39% Non-current provisions and liabilities 66 Current assets 37% 28% A solid increase in inventories was recorded compared to the end of 2016. Adjusted for currency effects the increase was significant. The increase was primarily due to finished goods, mainly relating to stocking up effects in connection with the introduction of new models, amongst others, the 5 Series and the X3 and X1 models. → Results of Opera- tions, Financial Posi- tion and Net Assets Report on Economic Position 4.1 10.0 8.4 Total equity and liabilities 193,483 188,535 2.6 7.6 100.0 *The adjustment for exchange rate factors is calculated by applying the relevant current exchange rates to the prior year's figures. 81 4 The balance sheet total of the BMW Group increased slightly compared to 31 December 2016. Adjusted for currency effects, the increase was solid. Currency effects arose primarily from the period-end exchange rates of the US dollar, Chinese renminbi and British pound against the euro. Intangible assets increased significantly compared to the end of 2016. Within this item, the carrying amount of capitalised development costs rose by €1,188 million as a result of the continued product offensive, vehicle electrification and development work on autonomous driving. Leased products decreased slightly compared to 31 December 2016. Adjusted for currency effects, however, they increased slightly. The portfolio of leasing contracts grew by 3.8% to 1,744,297 contracts, with increases recorded in particular in France, Spain and Germany. Receivables from sales financing were slightly higher compared to 31 December 2016. Adjusted for currency effects, however, there was a solid increase, particu- larly in the UK and China. A total of 1,224,546 new credit financing contracts were signed in 2017 and the contract portfolio grew by 5.3% to 3,181,931 contracts. 82 62 Combined Management Report Financial income 2,153 94 9,605 965 995 5,619 5,030 8,187 5,951 333 Total equity and liabilities 406 12,382 2,685 2,066 41,472 Capital expenditure on intangible assets and prop- erty, plant and equipment in the year under report amounted to €2,628 million (2016: €2,346 million), up by 12.0% compared to the previous year. Depre- ciation and amortisation amounted to €2,350 million (2016: €2,233 million). The carrying amount of investments increased to €3,676 million (2016: €3,238 million), mainly as a result of a share capital increase at BMW Automotive Finance (China) Co., Ltd., Beijing. A previously rec- ognised impairment loss of €70 million on the invest- ment in SGL Carbon SE, Wiesbaden, was reversed in 2017, since the reasons for valuing the investment at the lower market value no longer existed at the balance sheet date. 2,127 15,104 Deferred income 36,299 Other liabilities Liabilities 9,038 2,630 15,046 14,122 29 30 139 2,300 8,469 7,606 8,608 7,699 Liabilities to banks Trade payables 93 Liabilities to subsidiaries -21.6 Motorcycles¹ 112 182 187 Financial Services 175 -15.5 1,756 1,981 6,182 2,184 207 7,888 9,593 7,836 7,244 Automotive¹ -7.9 9,121 9,899 9,386 9,118 Group profit before financial result (EBIT)1 -8.1 -18,710 -17,306 -20,017 2,194 7,695 2,190 9,815 Other Entities 205 185 179 107 Motorcycles¹ -20.0 6,977 8,717 7,916 7,523 6,886 Automotive1 -8.1 -19,097 -0.2 10,675 9,224 8,707 Group profit before tax (EBT)1 601 -404 -663 -575 -65 Eliminations¹ -27 14 -17 169 71 9,665 -17,057 1,990 -14.3 -39.2 2,713 4,459 5,792 5,404 3,481 Free cash flow Automotive segment 6.0 5,113 4,822 4,806 4,659 4,170 Depreciation and amortisation Group revenues¹ 12.7 7,112 5,823 5,890 6,100 Total capital expenditure² Change in % 2018 2017 2016 2015 2014 in € million → 04 Further financial performance figures 8,013 Eliminations1 80,401 94,163 6 7 6 7 7 Other Entities 2.2 28,165 27,567 25,681 23,739 20,599 -4.4 2,173 92,175 2,272 169 1,679 Financial Services Motorcycles¹ 0.1 85,846 85,742 86,424 85,536 75,173 Automotive¹ -0.8 97,480 98,282 2,069 -17.6 553 1,723 80.4 94.2 92.2 100 97.5 98.3 in € billion 2 Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. 20172 2018 2016 2015 2014 5,500 9,121 9,386 50 9,118 9,593 11,000 in € million BMW Group profit before financial result (EBIT) → 06 (2014: 275,891 units, 2015: 282,000 units, 2016: 316,200 units, 2017: 384,124 units, 2018: 459,581 units). 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang 2018 2017 2016 2015 2014 0 1,250 2,118.0 9,899 2,247.5 2014 2016 Norbert Reithofer Chairman of the Supervisory Board Supervisory Board → Report of the Shareholders To Our 80 CAPITAL MARKETS IN 2018 BMW AG STOCK AND BOARD OF MANAGEMENT Report of the Supervisory Board Statement of the Chairman of the Board of Management BMW AG Stock and Capital Markets BMW Group in Figures To Our Shareholders STATEMENT OF THE CHAIRMAN OF THE REPORT OF THE SUPERVISORY BOARD 2015 1 2016 2015 2014 5,500 8,707 9,224 9,815 9,665 11,000 10,675 in € million → 08 BMW Group profit before tax 20172 2018 20172 2018 Financial Services 2,463.5 2,490.7 2,500 7,240 8,675 6,910 6,396 5,817 Profit from continuing operations -28.8 -2,575 -2,000 -2,755 -2,828 -2,890 Group income taxes¹ -3.3 -16.5 -534 -664 -163 Eliminations¹ -45 80 170 211 154 Other Entities -2.1 2,161 2,207 2,166 1,975 -772 2,367.6 Loss from discontinued operations Group net profit¹ in 1,000 units → 07 BMW Group revenues → 05 BMW Group deliveries of automobiles¹ → BMW Group in Figures Shareholders To Our 60 5 3 Group profit before tax as a percentage of Group revenues. ² Expenditure for capitalised development costs, other intangible assets and property, plant and equipment. 1 Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. -0.8 -33 10.1 10.3 10.0 10.8 -17.2/-17.2 -16.9 7,207 10.82/10.84 13.07/13.09 10.45/10.47 9.70/9.72 8,675 6,910 6,396 5,817 8.83/8.85 Earnings per share¹ in € 10.9 14.8 Pre-tax return on sales ¹³ in % (change in %pts) 21.2 →Page 167 Other Disclosures →Page 184 Segment Information →Page 190 List of Investments at 31 December 2018 MILESTONES IN FUTURE MOBILITY Our Annual Report is also available in digital form under: www.annual-report2018.bmwgroup.com The figures for fuel consumption, CO₂ emissions and power consumption are calculated based on the measurement methods stipulated in the current version of Regulation (EU) 715/2007. This information is based on a vehicle with basic equipment in Germany; ranges take into account differences in wheel and tire size selected as well as optional equipment and can change based on configuration. Fuel consumption and CO₂ emissions information are available on page 108. The figures have been calculated based on the new WLTP test cycle and adapted to NEDC for comparison purposes. In these vehicles, different figures than those published here may apply for the assessment of taxes and other vehicle-related duties which are (also) based on CO2-emissions. These figures are provisional. For further details of the official fuel consumption figures and official specific CO2 emissions of new cars, please refer to the "Manual on fuel consumption, CO₂ emissions and power consumption of new cars", available at www.dat.de/co2/. TO OUR SHAREHOLDERS 1 To Our Shareholders Notes to the Balance Sheet BMW Group in Figures →Page 4 BMW Group in Figures →Page 8 Report of the Supervisory Board → Page 16 Statement of the Chairman of the Board of Management →Page 20 BMW AG Stock and Capital Markets in 2018 1 To Our Shareholders → BMW Group in Figures BMW GROUP IN FIGURES Key non-financial performance indicators → 01 GROUP 2014 2015 2016 Report of the Supervisory Board Statement of the Chairman of the Board of Management BMW AG Stock and Capital Markets 2017 → Page 146 → Page 145 Supervisory Board of BMW AG and its Committees → Page 215 Disclosures Pursuant to the Act on Equal Gender Participation →Page 216 Information on Corporate Governance Practices Applied beyond Mandatory Requirements Compliance in the BMW Group →Page 218 →Page 223 Compensation Report (Part of the Combined Management Report) → Page 239 Responsibility Statement by the Company's Legal Representatives → Page 240 Independent Auditor's Report 5 OTHER INFORMATION →Page 248 BMW Group Ten-year Comparison →Page 250 Glossary - Explanation of Key Figures →Page 252 Index →Page 254 Index of Graphs →Page 255 Financial Calendar Notes to the Statement of Comprehensive Income →Page 256 Contacts GROUP FINANCIAL STATEMENTS →Page 110 Income Statement → Page 110 Statement of Comprehensive Income →Page 112 Balance Sheet →Page 114 Cash Flow Statement Statement of Changes in Equity → Page 118 Notes to the Group Financial Statements →Page 118 Accounting Principles and Policies → Page 139 Notes to the Income Statement 3 →Page 208 Composition and Work Procedures of the 2018 Workforce at year-end¹ 2018 Change in % Deliveries BMW2 MINI Rolls-Royce 1,811,719 302,183 4,063 Total² 2,117,965 1,905,234 338,466 3,785 2,247,485 2,003,359 360,233 4,011 2,367,603 2,088,283 371,881 3,362 2,463,526 2,125,026 1.8 2017 361,531 1,933,647 342,008 3,848 2,279,503 2,165,566 1,838,268 322,803 4,495 Total 5 Rolls-Royce MINI BMW5 Production volume 1.1 2,490,664 22.2 4,107 18.1 -2.8 2,002,997 352,580 4,179 2,359,756 Change in % 2016 2014 116,324 122,244 124,729 129,932 134,682 3.7 AUTOMOTIVE SEGMENT Deliveries² 2,117,965 2,247,485 2,367,603 Fleet emissions in g CO2/km³ 130 127 2015 124 2,490,664 1.1 128 MOTORCYCLES SEGMENT Deliveries 123,495 136,963 145,032 164,153 165,566 0.9 Further non-financial performance figures → 02 AUTOMOTIVE SEGMENT 2,463,526 1284 Composition and Work Procedures of the Board of Management of BMW AG and its Committees → Page 116 →Page 103 Internal Control System Relevant for Accounting and Financial Reporting Processes in Future Mobility #Milestones ANNUAL REPORT 2018 2,123,947 378,486 3,308 2,505,741 2,168,496 2.1 368,685 -2.6 4,353 2,541,534 31.6 1.4 MOTORCYCLES SEGMENT BMW GROUP Production volume FINANCIAL SERVICES SEGMENT New contracts with retail customers 133,615 151,004 145,555 185,682 162,687 -12.4 1,509,113 1,655,961 1,811,157 1,828,604 BMW THE NEXT 100 YEARS B M →Page 206 Members of the Supervisory Board → Page 203 Members of the Board of Management → Page 202 →Page 20 BMW AG Stock and Capital Markets in 2018 → Page 201 → Page 200 →Page 200 Statement on Corporate Governance (Part of the Combined Management Report) Information on the Company's Governing Constitution Declaration of the Board of Management and of the Supervisory Board Pursuant to § 161 AktG GOVERNANCE CORPORATE 4 Board of Management →Page 16 Statement of the Chairman of the Report of the Supervisory Board 8 → Page 4 BMW Group in Figures TO OUR SHAREHOLDERS 1 → Page CONTENTS We are inventing the mobility of the future, in which we think and work in new ways. We invite you to learn more about how we see the future today. Motor Cars Limited Rolls-Royce MINI M 1,908,640 4.4 Figures exclude suspended contracts of employment, employees in the non-work phases of pre-retirement part-time arrangements and low income earners. 2 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2014: 275,891 units, 2015: 282,000 units, 2016: 316,200 units, 2017: 384,124 units, 2018: 459,581 units). 3 EU-28. Adjusted value based on planned conversion to WLTP (Worldwide Harmonised Light Vehicles Test Procedure). -2.0 ROCE¹ in % (change in %pts) 61.7 72.2 74.3 77.7 49.8 -27.9 MOTORCYCLES SEGMENT EBIT margin in % (change in %pts) ROCE¹ in % (change in %pts) 6.7 9.1 9.0 9.1 8.1 -1.0 21.8 31.6 33.0 34.0 28.4 -5.6 FINANCIAL SERVICES SEGMENT RoE in % (change in %pts) 19.4 20.2 7.2 2 9.2 9.2 5 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2014: 287,466 units, 2015: 287,755 units, 2016: 305,726 units, 2017: 396,749 units, 2018: 491,872 units). Key financial performance indicators → 03 GROUP Profit before tax¹ in € million 2014 2015 2016 2017 2018 Change in % 8,707 9,224 9,665 10,675 → Page 104 Disclosures Relevant for Takeovers and Explanatory Comments -8.1 AUTOMOTIVE SEGMENT Revenues¹ in € million 75,173 85,536 86,424 85,742 85,846 0.1 EBIT margin¹ in % (change in %pts) 9.6 8.9 COMBINED 9,815 → Page 40 Report on Economic Position →Page 90 Risks and Opportunities → Page 84 Report on Outlook, Risks and Opportunities →Page 84 Outlook → Page 80 Comments on Financial Statements of BMW AG → Page 65 Results of Operations, Financial Position and Net Assets →Page 45 Comparison of Forecasts for 2018 with Actual Results in 2018 →Page 48 Review of Operations →Page 44 Overall Assessment by Management → Page 40 General and Sector-specific Environment →Page 36 Management System →Page 26 General Information and Group Profile →Page 26 Organisation and Business Model MANAGEMENT REPORT The Group risk management system is organised formally as a decentralised, company-wide network and is steered by a centralised risk management function. Every BMW Group division is represented within the risk management organisation by Network Representatives. This formal structure reinforces the network's visibility and underlines the importance of risk management within the BMW Group. Roles, responsibilities and tasks of the centralised risk man- agement function and the Network Representatives are clearly described, documented and understood. In view of the dynamic growth of business and the increasingly volatile environment, the BMW Group regularly reviews its risk management system for effectiveness and appropriateness. Group Audit Board of Management Opportunities Risk management as a whole comprises the Risk Management Steering Committee, the Compliance Committee, the Internal Control System and the Group Internal Audit. Management Steering Committee Supervisory Board During 2018, the risk management system focused on two main areas. Firstly, generic risk models were developed for all aspects of the business with a view to ensuring that recurring individual risks are better assessed. These risk models were validated by mea- suring specific risks. The risk management system is regularly examined by Group Internal Audit. An ongoing exchange of experience with other companies ensures that new insights are incorporated in the risk management system of the BMW Group, thus providing for con- tinual improvement. Training sessions, development programmes and information events are regularly conducted across the BMW Group, particularly within the risk management network. These measures are essential ways of preparing those involved in the process for new or additional demands. Risk management process The risk management process covers the entire Group and comprises the early identification of risks, detailed analysis and risk assessment, the coordinated use of relevant management tools as well as monitoring and evaluation of measures taken. Significant risks reported from within the network are firstly presented for review to the Risk Management Steering Committee, chaired by Group Controlling. After review, the risks are reported to the Board of Management and the Supervisory Board. Risks are classified according to their potential impact on earnings and risk-bearing capacity. The expected risk and worst-case amounts are assessed in each case net of risk mitigation measures. Overall risk assessment is performed in conjunction with the calculation of risk-bearing capacity. For this purpose, worst-case risks are aggregated using a value-at-risk model, taking correlation effects into account and compared with the asset cushion. The segment's risk-bearing capacity is regularly controlled through an integrated limit system for the various risk categories. Risk In addition to comprehensive risk management, sustainable business practice constitutes one of the core strategic principles of the company. Risks or opportunities relating to sustainability issues are considered by the Sustainability Committee. Resulting strategic options and measures are put forward to the Sustainability Board, which comprises the entire Board of Management. Where necessary, risk aspects may be integrated within the Group-wide risk net- work. The composition of the Risk Management Steering Committee and the Sustainability Committee ensures that risk and sustainability management are closely coordinated. Secondly, procedures to ensure that all risk scenarios are considered were further tightened. Instead of quantifying risks by means of a single-point estimate based on the net loss and probability of occurrence, risks are assessed using the loss distribution approach based on expected and worst-case values, thereby enabling better comparability of risk categories for both internal and external reporting purposes. Controlling Completeness Measures → 65 7 As part of the risk management process, all individual and cumulative risks that represent a threat to the success of the business are monitored and managed. Any risks capable of posing a threat to the going- concern status of the BMW Group are generally avoided. Where no specific reference is made, oppor- tunities and risks relate to the Automotive segment. The scope of entities consolidated in the Report on Risks and Opportunities corresponds to the scope of consolidated entities included in the BMW Group Financial Statements. Risk management system The objective of the risk management system, and the main function of risk reporting, is to identify, measure and, where possible, actively manage internal or external risks that could threaten the attainment of the Group's corporate targets. The risk management system covers all significant and existential risks to the Group. Group risk management focuses on the criteria of effectiveness, practicability and com- pleteness. Responsibility for risk reporting is not allocated to a centralised function, but is part of the task of each employee and manager, according to their individual function. According to Group-wide rules, every employee and manager has a duty to report risks through the relevant reporting channels. Effectiveness Internal Control System Identification Compliance Committee Reporting/ Monitoring In order to comply with the CSR Directive Imple- mentation Act, a review of risks with impact on non-financial aspects referred to in the law was conducted as part of the reporting process for the Group's Non-Financial Declaration. Significant risks within the meaning of the law are those relating to business activities, business relationships and products and services of the BMW Group which are highly likely to have a serious adverse impact. No significant risks were identified during the review. The Group's Non-Financial Declaration is provided in the Sustainable Value Report 2018, which is available on the Internet at www.bmwgroup.com/svr. Group-wide risk management Analysis and Measurement Practicability 91 In addition to cyberattacks and direct physical inter- vention, lack of knowledge or misconduct on the part of employees may also represent a danger to the confidentiality, integrity and availability of informa- tion, data and systems. Direct consequences include expenditure required to limit the immediate damage and to restore systems promptly. Negative impacts on revenue due to the non-availability of products and services or disruptions in the production of compo- nents or vehicles are also possible. A further indirect result could be reputational damage. 92 Close cooperation between carmakers and suppli- ers in the development and production of vehicles and the provision of services generates economic benefits, but also increased dependency. Potential reasons for the failure of individual suppliers include in particular increased IT-related risk, non-compliance with sustainability or quality standards, insufficient financial strength of a supplier, the occurrence of natural hazards, fires and insufficient supply of raw materials. In order to ensure a uniform level of security for all parties concerned along the added value/supply chain, the BMW Group focuses on obtaining evi- dence of appropriate IT security certification from its suppliers. As part of supplier pre-selection, the Purchasing risks relate primarily to supply risks caused by the failure of a supplier as well as risks associated with the quality of bought-in parts. Pro- duction problems incurred by suppliers could lead to increased expenditure for the BMW Group through to interruptions in production and a corresponding reduction in sales. The increasing complexity of the supplier network, especially at the level of lower tier suppliers, whose operations can only be indirectly influenced by the BMW Group, is a further poten- tial cause of downtimes at supplier locations. The increased threat of cyberattacks along the supplier chain also give cause for a more critical assessment of the risk situation, in this case in anticipation of future potential risks relating to security of supply and the protection of internal know-how. If purchasing risks were to materialise, they could have a high earnings impact over the two-year assessment period. The risk amount attached to purchasing risks is classified as high. Risks and opportunities relating to purchasing The BMW Group sees opportunities in production processes and technology fields primarily through the competitive edge gained from mastering new and complex technologies. Opportunities could arise as a result of further technological innovations related to products or processes, as well as from organisational changes which improve efficiency or increase competitiveness of the BMW Group. The early integration of WLTP-related requirements into production and sales planning systems, for instance, enabled the BMW Group to offer its fleet customers the usual product range without interruption. Given the long lead times in developing new products and processes, additional opportunities are not expected to have a significant impact on earnings during the outlook period. notes 33 Further information on risks related to provisions for statutory and non-statutory warranty obligations is pro- → see vided in → note 33 to the Group Financial Statements. BMW Group checks for compliance with the sus- tainability standards for the supplier network. This includes compliance with internationally recognised human rights and applicable labour and social stan- dards. The principal means for ensuring compliance with the Sustainability Standards is a three-stage risk management system for sustainability. In addition, the technical and financial capabilities of suppliers are monitored, especially where modular-based production is concerned. Supplier sites are assessed for exposure to natural hazards, such as floods or earthquakes, in order to identify supply risks at an early stage and implement appropriate precautions. Fire risks at series suppliers are evaluated by means of questionnaires and selective site inspections. In order to minimise supply risks of raw materials, the BMW Group draws up measures to reduce the use of raw materials or to substitute alternative raw materials. In order to meet high standards in product quality and achieve favourable external ratings (e.g. for product safety), reduce statutory and non-statutory warranty obligations and keep down follow-up costs arising from other changes in planning assumptions, it may be necessary to incur a higher level of expen- diture than originally forecast. If warranty expenses, including provisions for recalls, were to exceed the amounts previously recognised and expected, higher allocations to provisions in connection with goodwill and warranty measures would have a negative impact on the BMW Group. Such an allocation, for example, to the warranty provision was made in 2018, among other things in connection with the exhaust gas recir- culation cooler. In addition, availability of products may be limited, particularly at the start of production for new vehicle projects. These risks are mitigated through regular audits and the continual improve- ment of quality management, which ensures the high standard of quality. The BMW Group also recognises appropriate accounting provisions for statutory and non-statutory warranty obligations. These reduce the risk to earnings, as they are already taken into account in the outlook. It cannot be ruled out, however, that damages could arise that are either not covered or not fully covered by provisions. pro- Production structures and processes are designed from the outset with measures to minimise potential damage and the probability of occurrence. The inter- changeability of production facilities, preventative maintenance and management of spare parts across sites play an important role within the production network. Risk is also reduced through flexible working hour models and working time accounts as well as the ability to build individual split models or engine types with a high degree of flexibility - either additionally or alternatively - at plants of the BMW Group, depend- ing on requirements. These various features enable Production stoppages and downtimes due to fire, machine and tooling breakdowns, IT disruptions, damage to infrastructure, power failures, transporta- tion and logistical disruptions represent risks which the BMW Group addresses through appropriate precautions. Risks relating to production processes and technology fields are particularly apparent in potential sources of interruptions in production or additional costs to comply with quality standards under changed market conditions. If risks arising from production processes and technologies were to materialise, they could have a high earnings impact over the two-year assessment period. The corresponding risk amounts are classified as medium. Risks and opportunities relating to operations Risks and opportunities relating to production and technologies New opportunities are continuously being sought to create even greater added value for customers than currently expected, and thereby to realise signif- icant opportunities with respect to sales growth and pricing. Further development of the product and mobility portfolio and expansion in growth regions offer the most important medium- to long-term growth opportunities for the BMW Group. Continued growth depends above all on the ability to develop innovative products and services and bring them to market. In this context, the BMW Group will focus on developing autonomous driving and on expanding mobility services via the planned joint venture with the Daimler Group. If the negative impact of the cur- rent competitive situation is reduced more quickly than expected, additional opportunities will arise for the BMW Group. Compared to the assumptions made in the outlook, the BMW Group expects these opportunities to have no significant earnings impact over the two-year assessment period. customer wishes to be met appropriately and allow any backlogs caused by temporary interruptions in duction to be made up within a short to medium time frame. Other measures worthy of mention include the technical fire protection and anti-flooding measures undertaken at the San Luis Potosí plant in Mexico. Risks arising from business interruptions due to fire in production facilities or at suppliers are also appro- priately covered with insurance companies of good credit standing. Measures taken in connection with the current challenges posed by Brexit include build- ing up adequate levels of safety stocks and increasing flexibility along the supply chain. 42 The BMW Group pays particular attention to the quality of the parts built into its vehicles. In order to attain a very high level of quality, it may become necessary to invest in new technological concepts or discontinue planned innovations, with the result that the cost of materials could exceed levels accounted for in the outlook. By monitoring and developing global supplier markets, the BMW Group continuously strives to optimise its competitiveness by working together with the world's best product and service providers. 46 Combined Management Report Report on Outlook, Risks and Opportunities Great importance is attached to the protection of the confidentiality, integrity and availability of business information as well as employee and customer data, for instance as a result of unauthorised access or misuse. Data security is an integral component of all business processes and is aligned with the Inter- national Standard ISO/IEC 27001. As part of risk management, information security, data protection and IT risks are systematically documented, allocated appropriate measures by the departments concerned and continuously monitored with regard to threat level and risk mitigation. Regular analyses and controls as well as rigorous security management ensure an appropriate level of security. Despite continuous testing and preventative security measures, it is impos- sible to eliminate risks completely in this area. All employees are required to treat with care information such as confidential business, customer and employee data, to use information systems securely and handle risks with transparency. Group-wide requirements are documented in a comprehensive set of principles, guidelines and instructions, such as, for example, the Privacy Corporate Rules for handling personal data. Regular communication and awareness-raising mea- sures create a high level of security and risk awareness among those involved. Employees receive training to ensure compliance with the applicable requirements and internal rules. With regard to cooperations and business partnerships, the BMW Group protects its intellectual property as well as customer and employee data through clear instructions on information secu- rity and data protection and the use of information technology. Information pertaining to key areas of expertise as well as sensitive personal data are subject to particularly stringent security measures. Technical data protection incorporates industry-wide standards and good practices. Responsibility for information security and data protection lies for each Group entity with the Board of Management or relevant management team. Risk management in the BMW Group Increasing digitalisation across all areas of business places considerable demands on the confidentiality, integrity and availability of electronically processed data and the associated use of information technology (IT). In addition to the increased threat of cybercrime, regulations covering the handling of personal data are becoming more stringent, for example as a result of the EU General Data Protection Regulation. If risks relating to information security, data protection and IT were to materialise, they could have a high earnings impact over the two-year assessment period. Despite extensive security measures, the risks in this area are classified as high. Information, data protection and IT Within the Purchasing and Supplier Network, oppor- tunities arise above all in the area of global sourcing through increased efficiency and the use of innova- tions developed by suppliers, which can lead to a broader range of products. Making full use of location- specific cost factors, in particular through local supplier structures in close proximity to new and existing BMW Group production plants and the introduction of new, innovative production technologies, could lead to lower cost of materials for the BMW Group. One goal of the BMW Group is to manufacture battery cells in Europe and to establish the relevant value chain for cell production. In order to secure the BMW Group's electrification strategy, a contract was signed with CATL (Contemporary Amperex Technology) for the supply of battery cells. The plant is currently under construction in Thuringia. Integration of previously unidentified innovations from the supplier market in the Group's product range could provide a further source of opportunities. The BMW Group offers inno- vative suppliers numerous possibilities for creating specific contractual arrangements which are attractive Risks and opportunities relating to sales and marketing In order to sell its products and services, the BMW Group employs a global sales network, com- prising primarily independent dealerships, branches, subsidiaries and importers. Any threat to the contin- ued activities of parts of the sales network would entail risks for the BMW Group. The occurrence of sales and marketing risks is associated with a low earnings impact over the two-year assessment period. The risk level is classified as low. New developments in the field of digital communication and connectivity in par- ticular offer new opportunities for the BMW Group's brands. Since 2017 BMW CarData has made it possible to provide customised service offers to BMW drivers based on data from the vehicle. If customers wish to use a specific service and actively consent to the release of their telematics data, requesting companies receive the data they need for the service in encrypted form via BMW's secure backend database. This infor- mation provides the basis for customised, data-based and innovative service options. Additional opportu- nities could arise if new sales channels contribute to greater brand reach to customer groups than currently envisaged in the outlook. Digital communication and connectivity enable consumers to be reached on a more targeted and individualised basis, thus strengthening long-term relationships and brand loyalty. This can lead to a more intense product and brand experience for customers, which could result in higher sales volume and have a positive impact on revenues and earnings. The BMW Group invests in advanced marketing concepts in order to intensify customer relationships. The BMW Group estimates the earnings impact as insignificant over the two-year assessment period as compared to the assumptions made in the outlook. → Risks and Opportunities Report on Outlook, Risks and Opportunities Combined Management Report 98 96 97 for those developing innovative solutions. At regular intervals, the BMW Group honours its most inventive suppliers with the Supplier Innovation Award. The BMW Group expects these opportunities to have no significant earnings impact over the assessment period as compared to the assumptions made in the outlook. Management of opportunities and risks is essential for the Group to react appropriately to changes in political, economic, technical or legal conditions. Opportunities and risks which are likely to materialise are taken into account in the Outlook Report. The following sections focus on potential future developments or events, which could result in a positive (opportunity) or a negative (risk) deviation from the BMW Group's out- look. The earnings impact of risks and opportunities is assessed separately without offsetting. Opportunities and risks are assessed with respect to a medium-term period of two years. Report on Outlook, RISKS AND OPPORTUNITIES Return on capital employed FINANCIAL SERVICES SEGMENT Return on equity 1 Adjusted with effect from the financial year 2018. ² Adjusted in accordance with IFRS 16. 3 Based on adjusted outlook. EBIT margin 4 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2018: 459,581 units). 2018 reported 20182 adjusted 2019 Outlook³ € million 9,815 5 EU-28. 9,627 Deliveries to customers Return on capital employed → Risks and Overall assessment by Group management Business is expected to be more volatile in the finan- cial year 2019. While numerous new automobile and motorcycle models as well as an expanded range of individual mobility-related services will provide addi- tional momentum, the various challenges described above are likely to have an offsetting impact. Research and development expenses will remain at a high level in view of future-oriented projects. Accordingly, Group profit before tax is forecast to decrease significantly. Automobiles segment deliveries to customers should increase slightly and reach a new record level. At the same time, fleet carbon dioxide emissions are forecast to drop slightly. The Group's targets are to be met with a workforce size at the previous year's level. The Automotive segment's EBIT margin in 2019 is expected to lie within the range of between 6 and 8%. A significant decrease is forecast for the RoCE of the Automobiles segment. The RoE for the Financial Services segment should remain at the previous BMW Group key performance indicators → 64 year's level. However, both performance indicators will be above their long-term targets of 26% (RoCE) and 14% (ROE¹) respectively. Deliveries to customers in the Motorcycles segment are forecast to show a solid increase, with an EBIT margin within the target range of between 8 and 10% and the RoCE also showing a solid increase on the previous year. MOTORCYCLES SEGMENT Growing uncertainty, particularly with regard to political developments - such as Brexit and inter- national trade and customs policies may cause economic developments in many regions to deviate from expected trends and outcomes. This would also have a significant impact on the business performance of the BMW Group. Profit before tax Workforce at year-end AUTOMOTIVE SEGMENT Deliveries to customers4 Fleet emissions5 EBIT margin GROUP As a worldwide-leading provider of premium cars, motorcycles and mobility services, as well as related financial services, the BMW Group is exposed to numerous uncertainties and change. Making full use of the opportunities arising out of change is a fundamental basis of the Group's corporate success. In order to achieve growth, profitability, efficiency and continued sustainable activities going forward, the BMW Group must consciously assume risks. significant decrease in line with last year's level 14.8 solid increase between 8 and 10 solid increase in line with last year's level 89 % 90 Combined Management Report → Risks and Opportunities Risks and Opportunities → Risks and Opportunities 90 134,682 28.4 8.1 units 2,490,664 slight increase g CO2/km 128 slight reduction % % % 49.8 between 6 and 8 significant decrease units 165,566 % 7.2 Report on Outlook, Risks and Opportunities Depending on the political and economic situation and the risks and opportunities described below, actual business performance could differ from current expectations. Combined Stable Insignificant Stable High Market developments Stable Insignificant Stable High Changes in legislation and regulatory requirements Strategic and sector risks and opportunities Stable Insignificant Stable High Risks and opportunities relating to operations Production and technology Medium Stable Insignificant Stable High Information, data protection and IT Stable Insignificant Stable Macroeconomic risks and opportunities Low Stable Insignificant Stable High Purchasing Stable Insignificant Sales and marketing Stable 93 Change compared to prior year Low Medium Class Overall, the following criteria apply for the of classifying the risk amount: The risk amount is the basis for the classification of risk levels at the BMW Group. These have been revised as part of the further development of the risk management system. The risk amount corresponds to the average earnings impact, taking into account prob- ability of occurrence and risk mitigation measures. > €2,000 million > €0-500 million > €500-2,000 million Potential earnings impact Medium High Low Class The overall impact of a risk's occurrence on the results of operations, financial position and net assets on the basis of worst-case scenarios for the two-year assessment period is classified as follows: Risks are classified as high, medium or low, based on their significance with respect to results of operations, financial position and net assets and to performance indicators of the BMW Group. The impact of risks is measured and reported net of risk mitigation mea- sures (net basis). Management Report Risk measurement In the Financial Services segment risk management also addresses regulatory requirements, such as Basel III. Internal methods to identify, measure, manage and monitor risks within the Financial Services segment comply with national and international standards. Risk management in the Financial Services business is based on the risk strategy, the Internal Capital Adequacy Assessment Process Framework and a set of rules comprising strategic principles and guidelines. The risk management process is ensured organisationally through a clear division between front- and back-office activities and a comprehensive internal control system. The main instrument of risk management within the Financial Services segment is ensuring the Group's risk-bearing capacity. At all times, risks in the sense of unexpected losses must be covered. This is achieved by means of an asset cushion in the form of equity capital derived from the entity's risk appetite. Unexpected losses are measured according to various value-at-risk models, which are validated at regular intervals. Risks are aggregated after taking account of correlation effects. In addition to assessing the Group's ability to bear risk under normal circumstances, stress scenarios are also examined. The segment's risk-bearing capacity is regularly controlled through an integrated limit system for the various risk categories. High Opportunity management system and opportunity identification purposes Risk amount Classification to prior year* Classification of Change compared risk amount Opportunities Risks RISKS AND OPPORTUNITIES Risks or opportunities which could, from today's perspective, have a significant impact on the results of operations, financial position and net assets of the BMW Group are described below. 93 7 Risks and opportunities The implementation of identified opportunities is undertaken on a decentralised basis within the rele- vant functions. The significance of opportunities for the BMW Group is classified on a qualitative basis in the categories "significant" and "insignificant". Continuous monitoring of major business processes and strict cost controls are essential for ensuring strong profitability and return on capital employed. Probable measures to increase profitability are incorporated in the outlook. The implementation of modular-based and common architectures, for instance, allows iden- tical components to be deployed increasingly across models and product lines. This reduces development costs and investment on the series development of new vehicles and contributes positively to profitability. In addition, it also supports economies of scale in production costs and increases production flexibility. Moreover, a more competitive cost basis opens up opportunities to enter new market segments. A dynamic market environment also gives rise to opportunities. The BMW Group continually monitors macroeconomic trends as well as developments within the sector and overall environment. This includes external regulations, suppliers, customers and com- petitors. Identifying opportunities is an integral part of the strategic planning process of the BMW Group. The Group's product and service portfolio is continually reviewed on the basis of these analyses. This results, for example, in new product projects being presented to the Board of Management for consideration. > € 400 million > €50-400 million > €0-50 million The following table provides an overview of all risks and opportunities and indicates their significance for the BMW Group. Overall, no risks which could threaten the continued existence of the BMW Group were identified either at the balance sheet date or at the date on which the Group Financial Statements were drawn up. Financial risks and opportunities In the following sections, earnings impact is used consistently to cover the overall impact on results of operations, financial position and net assets. High Opportunities → Risks and Risks and Opportunities Report on Outlook, Management Report Combined 94 44 A possible introduction of further trade barriers, including anti-dumping customs duties and duties aimed at protecting national security by the US administration, could have a significantly adverse impact on the BMW Group's operations through less In view of the political events of recent years, global economic developments continue to be subject to a high degree of uncertainty, in particular with respect to potential barriers to global trade. A reorientation of US economic policy, changes within the EU and possible economic agendas by parties in EU countries that are critical of globalisation and could therefore jeopardise stability could lead to more restrictive trade practices in the coming years. - - Economic conditions influence business performance and hence the results of operations, financial position and net assets of the BMW Group. Unforeseen dis- ruptions in global economic relations can have highly unpredictable effects. Macroeconomic risks can lead to reduced purchasing power in the countries and regions affected and lead to reduced demand for the products and services offered by the BMW Group. Macroeconomic risks could due to sales volume fluctuations have a high earnings impact over the two-year assessment period. Overall, the risk amounts attached to macroeconomic risks are classified as high. Macroeconomic risks are evaluated on the basis of historical data and cash-flow-at-risk scenario analyses. Macroeconomic risks and opportunities * Prior year classifications have been amended in line with the revision of the risk modelling described in the "Risk management system" section and the revision of the measurement of risk amount described in the "Risk measurement" section. In the case of risks for which prior year amounts have been reclassified, risk amounts have been classified to a higher level than reported in the Annual Report 2017. favourable conditions for importing vehicles. Moreover, countermeasures by the USA's trading partners could slow down global economic growth and have a greater-than-expected adverse impact on the export of vehicles produced in the USA. The BMW Group's "production follows the market" strategy involves local production both in the USA and with other important trade partners. Regional production reduces the exist- ing risk of trade barriers. Nevertheless, any increase in trade barriers would have an adverse impact on the BMW Group. The impending Brexit could have a long-term adverse impact on the BMW Group, particularly as a result of increased trade barriers in the form of customs duties in relation to the European single market. Any such trade barriers could have a negative impact on volumes and costs both for vehicles and components produced in the EU for the UK as well as those pro- duced in the UK for the European market. In extreme cases, this could also result in production losses due to delays in customs clearance. In addition, Brexit could lead to reduced customer spending in the wake of weaker economic performance, particularly in the UK. In the short and medium term, uncertainty regarding the outcome of the negotiations with the EU could exacerbate these factors and cause further negative currency effects. A possible further economic downturn of countries in the EU could also potentially reduce growth prospects for the BMW Group. European integration with a unified economic and currency area is an important pillar of economic stability in Europe. The transition in China from an investment-driven to a consumer-driven economy is associated with slower growth rates and, potentially, greater instability in the short to medium term on financial markets. If the Chinese economy were to grow at a significantly slower pace than expected, the consequence would be not only a decline in automobile sales, but also, potentially, lower demand for raw materials, which would have a negative impact above all on emerging economies such as Brazil, Russia or South Africa. Any further drop in raw material prices could result for the BMW Group in lower demand from these countries. Turmoil on the Chinese property, stock and banking markets and an overly rapid increase in interest rates by the US Federal Reserve could pose considerable risks for global financial market stability. Such developments could lead to greater currency fluctuations and have a negative impact on emerging markets in particular. Furthermore, increasing political unrest, military conflicts, terrorist activities, natural disasters or pandemics could have a lasting negative impact on the global economy and international capital markets. Local restrictions affecting product usage in specific sectors may limit BMW Group sales in individual mar- kets. In some urban areas, for instance, local measures are being introduced, including entry restrictions, congestion charges or, in some situations, highly restrictive registration rules. These may impact local demand for the BMW Group vehicles affected and hence have a negative impact on sales, margins and, possibly, the residual values of these vehicles. The BMW Group addresses this risk by offering locally emissions-free vehicles, such as the BMW i3*, which benefit from state subsidies and exemptions. Foreign currencies Intense competition, particularly in Western Europe, the USA and China, is a potential cause for lower demand and for fluctuations in the regional distribu- tion and composition of demand for BMW, MINI and Rolls-Royce brand vehicles and for mobility services. Greater competition could put pressure on selling prices and margins. The BMW Group successfully completed the conversion to the new WLTP test pro- cedure in 2018. Markets in Europe were nevertheless subject to a high degree of distortion on the supply side and pressure on selling prices as a result of the conversion. Changes in customer behaviour can also be brought about by changes in attitudes, values, environmental factors, and fuel or energy prices. In order to determine price and margin risks, a scenario approach is used. The BMW Group's flexible sales and production processes enable risks to be reduced and newly arising opportunities in market and product segments to be taken. 96 In addition to economic factors and sector-specific political conditions, increasingly fierce competition among established manufacturers and the emergence of new competitors could also have effects which are difficult to predict. Unforeseen consumer preferences and changes in brand perceptions can give rise to opportunities and risks. If market risks were to mate- rialise, they could have a high earnings impact over the two-year assessment period. The risk amount is classified as high. Market development The BMW Group's earnings could also be positively *Fuel consumption affected in the short to medium term by changes in and CO2 emissions trading policies. A possible reduction in tariff barriers, import restrictions or direct excise duties could lower the cost of materials for the BMW Group, and enable products and services to be offered to customers at lower prices. Further opportunities for the earnings performance of the BMW Group from changes in legislation and regulatory requirements compared to the outlook are classified as insignificant. Stable 96 Further risks can result from the tightening of existing import and export regulations. These lead primarily to additional expenses but can also restrict imports and exports of vehicles or parts. At present, the BMW Group sees increasingly restrictive vehicle emissions regulations, particularly for conventional drivetrain systems, not only in the world's major markets (Europe, North America and China), but also in other markets such as India and Brazil. In particular, the combination of newly intro- duced measurement procedures to reflect standard driving cycles (WLTP) and Real Driving Emissions (RDE) tests to reflect actual emissions on the road on the one hand, and significantly lower emissions thresholds on the other, pose major challenges to the automotive sector. The BMW Group is addressing this risk with its Efficient Dynamics concept and is playing a pioneering role in reducing both fuel consumption and emissions within the premium segment. One area of focus of the BMW Group is the systematic electrification of all brands and model series. The product range has been increasingly expanded with electric drivetrain systems in BMWi vehicles since 2013 and with plug-in-hybrid technologies since 2015. These technologies have contributed to the fulfilment of legal standards and requirements with regard to vehicle emissions. 95 95 Strategic and sector risks and opportunities Changes in legislation and regulatory requirements The sudden introduction of more stringent legislation and regulations, particularly with regard to emissions, safety and consumer protection as well as regional vehicle-related purchase and usage taxes, represents a significant risk for the automobile industry. Country- and sector-specific trade barriers can also change at short notice. A sudden tightening of regulations in any of these areas can necessitate significantly higher investments and ongoing expenses or influence cus- tomer behaviour. Risks from changes in legislation and regulatory requirements could have a high impact on earnings over the two-year assessment period. Compared to the previous year, the potential impact on earnings has increased. The risk amount attached to these risks is classified as high. Compared with the previous year, risks arising from the further tightening of emissions laws are assessed as being stable. Should the global economy develop significantly bet- ter than presented in the outlook, macroeconomic opportunities could arise for the BMW Group's revenues and earnings. Significantly stronger GDP growth in China, demand-oriented reforms within the eurozone, a cancellation of Brexit and intensified trade relations between the EU and the UK, further growth stimulus through the tax reform in the USA or more robust consumer spending in emerging markets due to rising raw material prices could result in significantly stronger sales volume growth, reduced competitive pressures and corresponding improvement in pricing. The planned expansion of production capacities will enable emerging opportunities to be exploited to a greater degree. Macroeconomic opportunities that could generate a sustainable impact on earnings are currently classified by the BMW Group as insignificant. The BMW Group addresses macroeconomic risks pri- marily by internationalising its sales and production structures, in order to minimise the extent to which earnings depend on risks in individual countries and regions. Flexible sales and production processes within the BMW Group increase the limited ability to react quickly to regional economic developments. An established regulatory framework for innovative mobility solutions as well as government incentives are important prerequisites for introducing product innovations, such as autonomous driving, and for scaling up the range of electric mobility offerings. For the electrified vehicles of the BMW Group a faster expansion of charging infrastructure could increase acceptance and help boost sales of planned or recently introduced product innovations compared to forecast. This includes implementation of the 360° ELECTRIC portfolio in the field of electric mobility and collabo- ration with Toyota on hydrogen fuel cell technology. Medium information are available on page 108. Stable* Significant Stable* High Pension obligations Stable* Stable Low Liquidity Stable Significant Significant Medium Raw materials Legal risks Stable Stable Risks and opportunities relating to the provision of financial services Stable* Medium Credit risk Operational risks Significant Stable* Medium Interest rate changes Medium Significant Stable High Residual value Stable Significant Stable Stable Stable* Contractual holding period arrangements also apply to shares of common stock acquired by Board of Manage- ment members and certain senior department heads in conjunction with the share-based remuneration programmes (Compensation Report of the Corporate Governance section; → note 41 of the Group Financial Statements). Direct or indirect investments in capital exceeding 10% of voting rights Based on the information available to the Company, 1 the following direct or indirect holdings exceeding 10% of the voting rights at the end of the reporting period were held at the stated reporting date:¹ Susanne Klatten Beteiligungs GmbH, Bad Homburg v. d. Höhe, Germany Stefan Quandt, Germany AQTON SE, Bad Homburg v. d. Höhe, Germany AQTON Verwaltung GmbH, Bad Homburg v. d. Höhe, Germany AQTON GmbH & Co. KG für Automobilwerte, Bad Homburg v. d. Höhe, Germany Susanne Klatten, Germany 1 Based on voluntary notifications provided by the listed shareholders as at 31 December 2018. 2 Controlled entities, of which 3% or more are attributed: AQTON SE, AQTON Verwaltung GmbH, AQTON GmbH & Co. KG für Automobilwerte. in % When the Company issues non-voting shares of preferred stock to employees in conjunction with its Employee Share Programme, these shares are gener- ally subject to a company-imposed blocking period of four years, calculated from the beginning of the calendar year in which the shares are issued. (b) payment of an additional dividend of €0.02 per €1 par value on non-voting preferred shares Restrictions on voting rights or the transfer of shares DISCLOSURES RELEVANT FOR TAKEOVERS* AND EXPLANATORY COMMENTS and Explanatory Comments Composition of subscribed capital The subscribed capital (share capital) of BMW AG amounted to €658,122,100 at 31 December 2018 (2017: €657,600,600) and, in accordance with Article 4 no. 1 of the Articles of Incorporation, is subdivided into 601,995,196 shares of common stock (91.47%) (2017: 601,995,196; 91.54%) and 56,126,904 shares of non-voting preferred stock (8.53%) (2017: 55,605,404; 8.46%), each with a par value of €1. The Company's shares are issued to bearer. The rights and duties of shareholders derive from the German Stock Corporation Act (AktG) in conjunction with the Company's Articles of Incorporation, the full text of which is available at www.bmwgroup.com. The right of shareholders to have their shares evidenced is excluded in accordance with the Articles of Incor- poration. The voting power attached to each share corresponds to its par value. Each €1 of par value of share capital represented in a vote entitles the holder to one vote (Article 18 no. 1 of the Articles of Incorporation). As well as shares of common stock, the Company has also issued non-voting shares of preferred stock. Further information can be found in the section "Composition of subscribed capital". *Disclosures pursuant to The Company's shares of preferred stock are shares within the meaning of § 139 ff. AktG, which carry a cumulative preferential right in terms of the allocation of profit and for which voting rights are excluded. These shares confer voting rights only in exceptional cases stipulated by law, in particular when the prefer- ence amount has not been paid or has not been fully paid in one year and the arrears are not paid in the subsequent year alongside the full preference amount due for that year. With the exception of voting rights, holders of shares of preferred stock are entitled to the same rights as holders of shares of common stock. Article 24 of the Articles of Incorporation confers preferential treatment to the non-voting shares of preferred stock with regard to the appropriation of the Company's unappropriated profit. Accordingly, the unappropriated profit is required to be appropriated in the following order: (a) subsequent payment of any arrears on dividends on non-voting preferred shares in the order of accruement (c) uniform payment of any other dividends on shares of common and preferred stock, provided the shareholders do not resolve otherwise at the Annual General Meeting → see note 41 § 289 (5) and § 315 (2) No. 5 HGB. 3 Controlled entities, of which 3% or more are attributed: AQTON Verwaltung GmbH, AQTON GmbH & Co. KG für Automobilwerte. The voting percentages disclosed above may have changed subsequent to the stated date if these changes were not required to be reported to the Company. As the Company's shares are issued to bearer, the Company is generally aware of changes in sharehold- ings only if such changes are subject to mandatory notification rules. 5 Controlled entities, of which 3% or more are attributed: Susanne Klatten Beteiligungs GmbH. BMW AG is party to the following major agreements, which contain provisions that would apply in the event of a change in control or the acquisition of control as a result of a takeover bid: Significant agreements of the Company taking effect in the event of change in control following a takeover bid An agreement concluded with an international consortium of banks relating to a syndicated credit line, which was not being utilised at the balance sheet date, entitles the lending banks to give extraordinary notice to terminate the credit line, such that all outstanding amounts, including interest, would fall due immediately if one or more parties jointly acquire direct or indirect control of BMW AG. The term control is defined as the acquisition of more than 50% of the share capital of BMW AG, or the right to receive more than 50% of the dividend or the right to direct the affairs of the Company or appoint the majority of the members of the Supervisory Board. In accordance with Article 4 no. 5 of the Articles of Incorporation, the Board of Management is authorised, with the approval of the Supervisory Board, to increase for cash contributions BMW AG's share capital during the period until 14 May 2019 by up to €3,132,883 for the purposes of an Employee Share Programme by issuing new non-voting shares of preferred stock, which carry the same rights as existing non-voting preferred stock (Authorised Capital 2014). Subscrip- tion rights of existing shareholders are excluded. No conditional capital is in place at the reporting date. In accordance with the resolution passed at the Annual General Meeting on 15 May 2014, the Board of Management is also authorised up until 14 May 2019 to acquire shares of non-voting preferred stock of the Company via the stock exchange, up to a maximum of 1% of the share capital existing at the date of the resolution. The consideration paid by the Company per share of non-voting preferred stock (excluding transaction costs) may not be more than 10% above or below the market price of the stock determined by the opening auction on the date of trading in the Xetra trading system (or a successor system having a comparable function). Moreover, the Board of Man- agement is authorised to use the acquired own shares of non-voting preferred stock for all legally admissible purposes, specifically including the right to offer for sale and transfer shares to persons employed by the Company or one of its affiliated companies up to a proportionate amount of €5 million of share capital. The subscription rights of existing shareholders to the new shares of preferred stock used for the purpose stated above are excluded. The authorisations may also be exercised in parts over several transactions. The Board of Management is authorised to buy back shares and sell repurchased shares in situations speci- fied in §71 AktG, for example to avert serious and imminent damage to the Company and/or to offer shares to persons employed or previously employed by BMW AG or one of its affiliated companies. Authorisations of the Board of Management in particular with respect to the issuing or buying back of shares and Explanatory Comments for Takeovers → Disclosures Relevant Combined Management Report 106 105 Amendments to the Articles of Incorporation must comply with § 179 ff. AktG. Amendments must be decided upon by the shareholders at the Annual General Meeting (§ 119 (1) no.5, § 179 (1) AktG). The Supervisory Board is authorised to approve amend- ments to the Articles of Incorporation which only affect its wording (Article 14 no. 3 of the Articles of Incorpo- ration). Resolutions are passed at the Annual General Meeting by simple majority of shares exercised unless otherwise explicitly required by binding provisions of law or, when a majority of share capital is required, by simple majority of shares represented in the vote (Article 20 no. 1 of the Articles of Incorporation). Statutory regulations and Articles of Incorporation provisions with regard to the appointment and removal of members of the Board of Management and changes to the Articles of Incorporation The appointment or removal of members of the Board of Management is based on the rules contained in § 84 f. AktG in conjunction with § 31 of the German Co-Determination Act (MitbestG). Like all other shareholders, employees exercise their control rights pertaining to shares they have acquired in conjunction with the Employee Share Programme and/or the share-based remuneration programme directly on the basis of relevant legal provisions and the Company's Articles of Incorporation. Control of voting rights when employees participate in capital and do not exercise their control rights directly Direct share of voting rights Indirect share of voting rights 0.2 25.62 9.0 4 Controlled entities, of which 3% or more are attributed: AQTON GmbH & Co. KG für Automobilwerte. 16.63 16.6 0.2 20.75 20.7 Shares with special rights which confer control rights There are no shares with special rights which confer control rights. 16.64 for Takeovers Opportunities Combined Management Report Combined Management Report 102 101 Operational risks are defined in the Financial Services segment as the risk of losses arising as a consequence of unsuitability or failure of internal procedures (process risks), people (personnel-related risks), sys- tems (infrastructure and IT risks) and external events (external risks). The recording and measurement of risk scenarios, loss events and countermeasures in the operational risk management system provide the basis for a systematic analysis and management of potential or materialised operational risks. Annual self-assessments are also carried out. If operational risks were to materialise, they would be likely to have a low earnings impact over the two-year assessment period. The risk amount is classified as medium. Operational risks in the Financial Services segment notes 39 Interest rate risks in the Financial Services segment relate to potential losses caused by changes in market interest rates. These can arise when fixed interest rate periods do not match for assets and liabilities recog- nised in the balance sheet. If interest rate risks were to materialise, they could have a medium earnings impact over the two-year assessment period. The risk amount is classified as medium. The BMW Group classifies potential interest rate opportunities com- pared to the outlook as significant. Interest rate risks in the Financial Services business are managed by matching maturities for refinancing and by employing interest-rate derivatives. If the relevant recognition cri- teria are fulfilled, derivatives used by the BMW Group are accounted for as hedging instruments. Further information on risks in conjunction with financial → see instruments is provided in → note 39 to the Group Financial Statements. to the Financial Services segment Interest rate risks and opportunities relating premium segment responded here with price declines for diesel vehicles. As part of the management of resid- ual value risks, the net present value of risk costs is calculated at contract inception. Market developments are observed throughout the contractual period and the risk assessment updated. Residual value risks and opportunities relating to the Financial Services segment Risks and opportunities arise in conjunction with leasing contracts if the market value of a leased vehicle at the end of the contractual term of a lease differs from the residual value estimated at the inception of the lease and factored into the lease payments. A residual value risk exists if the expected market value of the vehicle at the end of the contractual term is lower than its estimated residual value at the date the contract is entered into. If residual value risks were to materialise, they could have a high earnings impact from the Group's perspective over the two-year assessment period. A high earnings impact would then arise for the affected Financial Services and Automotive segments. The risk amount is classified as high for the Group as a whole. Opportunities can arise out of a positive deviation from the original residual value forecast. The BMW Group classifies potential residual value opportunities as significant. Each vehicle's estimated residual value is calculated on the basis of historical external and internal data. This estimation provides the expected market value of the vehicle at the end of the contractual period. Developments on pre-owned car markets represent an important factor. In 2018, diesel engines were again the subject matter of political discussions in the European region. Pre-owned car markets in the Initial and continuous creditworthiness testing is an important aspect of the BMW Group's credit risk management. For this reason, every borrower's creditworthiness is tested for all credit financing and lease contracts entered into by the BMW Group. Opportunities can arise when the managed portfolio presents itself over time better than as was estimated at the provision of the credit. An intense management of the purchase process and the securities evaluation as well as the development of macroeconomic factors can strengthen the opportunities. In the case of retail customer financing, creditworthiness is assessed using validated scoring systems integrated into the purchasing process. In the area of dealership financing, creditworthiness is assessed by means of ongoing credit monitoring and an internal rating system that takes account not only of the material credit standing of the borrower, but also of qualitative factors such as past reliability in business relations. Changes in the creditworthiness of customers arising during the credit term are covered by risk provisioning proce- dures. The credit risk of the individual customers is quantified on a monthly basis and, depending on the outcome, taken into account within the risk pro- visioning system. Macroeconomic developments are currently subject to a higher degree of volatility. If developments are more favourable than assumed in the outlook, credit losses may be reduced, leading to a positive earnings impact. Credit and counterparty risks and opportunities relating to the Financial Services segment Credit and counterparty default risk arises within the Financial Services segment if a contractual partner (e.g. a customer or dealer) either becomes unable or only partially able to fulfil its contractual obligations, so that lower income is generated or losses incurred. If credit and counterparty risks were to materialise, they could have a medium earnings impact over the two-year assessment period. The risk amount is clas- sified as medium. The BMW Group classifies potential opportunities in this area as significant. The categories of risk relating to financial services comprise credit and counterparty risk, residual value risk, interest rate risk, operational risks and liquidity risk. Evaluation of liquidity risk for the Financial Services segment is included in the liquidity risk category for the Group as a whole. The segment's total risk expo- sure was covered at all times during the 2018 financial year by the available risk-covering assets. As a result, the Financial Services segment's risk-bearing capacity was assured at all times. Risks and opportunities relating to the Financial Services segment notes 32 the Group. The amount of funds required to finance pension payments out of operations in the future is substantially reduced by the fact that the Group's pension obligations are mainly settled out of pension fund assets. The pension assets of the BMW Group comprise interest-bearing securities, equities, real estate and other investment classes. Assets held by pension funds and trust arrangements are monitored continuously and managed on a risk-and-return basis. Diversification of investments also helps to mitigate risk. In order to reduce fluctuations in pension fund- ing shortfalls, investments are structured to match the timing of pension payments and the expected development of pension obligations. Remeasurements on the liability and fund asset sides are recognised net of deferred taxes in other comprehensive income and hence directly in equity (within revenue reserves). Further information on risks in conjunction with pen- → see sion provisions is provided in → note 32 to the Group Financial Statements. The major part of the Financial Services segment's credit financing and leasing business is refinanced on capital markets. Liquidity risks can arise in the form of rising refinancing costs or from restricted access to funds as a consequence of the general market situation. If liquidity risks were to materialise, they would be likely to have a low earnings impact over the two-year assessment period. The risk amount associated with liquidity risk, including the risk of the BMW Group's rating being downgraded, which would lead to an increase in financing costs, is classified as low. Liquidity risks 99 ― A cooperation agreement concluded with Peugeot SA relating to small (1- to 1.6-litre) petrol engines entitles each of the cooperation partners to give extraordinary notification of termination in the event of a competitor acquiring control over the other contractual party and if any concerns of the other contractual party re- garding the impact of the change of control on the cooperation arrangements are not resolved during the subsequent discussion process. 100 Combined Report on Outlook, Risks and Management Report → Risks and Opportunities Based on the experience of the financial crisis, a min- imum liquidity concept has been drawn up, which is rigorously adhered to and continuously developed. Use of the "matched funding principle" to finance the Financial Services segment's operations eliminates liquidity risks to a large extent. Solvency is assured at all times throughout the BMW Group by maintaining a liquidity reserve and by the broad diversification of refinancing sources. Regular measurement and monitoring ensure that cash inflows and outflows for the various maturities and currencies offset each other. This approach is incorporated in the BMW Group's target liquidity concept. The liquidity position is moni- tored continuously and managed through Group-wide planning of financial requirements and funding. A diversified refinancing strategy reduces dependency on any specific type of instrument. Moreover, the BMW Group's solid financial and earnings position results in high credit ratings from internationally recognised rating agencies. Further information on risks in conjunction with financial instruments is provided in → note 39 to the → see Group Financial Statements. Risks and opportunities relating to pension obligations Pension obligations are influenced in particular by fluctuations of market yields on corporate bonds, as well as by other economic and demographic para- meters. Opportunities and risks arise depending on changes in these parameters. If risks relating to pension obligations materialised, they could have a high earnings impact over the two-year assessment period. Despite the high level of external funding, the risk amounts relating to pension obligations are classified as high. Within a favourable capital market environment, the return generated by growth-oriented pension assets may exceed expectations and reduce the deficit of the relevant pension plans. This could have a significantly favourable impact on the net asset position of the BMW Group. Future pension payments are discounted on the basis of market yields on high-quality corporate bonds. These yields are subject to market fluctuation and therefore influence the level of pension obligations. Changes in other parameters, such as rises in infla- tion and longer life expectancy, also impact pension obligations and payments. Regulatory requirements can influence the amount of pension obligations. The BMW Group's pension obligations are mainly held in external pension funds or trust arrangements and the related assets legally separated from those of note 39 Report on Outlook, Risks and Opportunities → Disclosures Relevant Opportunities → Internal Control System Relevant for Accounting and 104 103 Responsibilities for ensuring the effectiveness of the internal control system in relation to individual entity and Group accounting and financial reporting processes are clearly defined and allocated to the relevant line and process managers. These report annually on their assessment of the effectiveness of the internal control system for accounting and financial reporting to the Board of Management. The assessment also includes the results of internal and external audits as well as of ongoing data analysis. In this context, the Group's units confirm the effectiveness of the internal control system for accounting and financial reporting. The results of the assessment are gathered and documented with the aid of tools. Weaknesses in the control system are eliminated, taking into account their potential impact on accounting processes. The Board of Management and Audit Committee are briefed annually on the assessment of the effective- ness of the internal control system for accounting and financial reporting. The Board of Management and, where applicable, the Supervisory Board are informed immediately in the event of any significant changes in the effectiveness of the internal control system. As part of the ongoing development of accounting and financial reporting processes at individual entity or Group level, such controls are adapted to take account of new requirements and opportunities arising with advances in information technology. In addition, the BMW Group uses data analysis tools to ensure that any control weaknesses are quickly identified and eliminated. Controls are integrated into the accounting and finan- cial reporting processes, at both individual entity and Group level. These are both preventive and detective in nature and take account, where appropriate, of the principle of the separation of duties. Important accounting-related IT systems incorporate controls which, amongst others, prevent business transactions from being recorded incorrectly and ensure that business transactions are recorded completely and in good time and measured properly in accordance with applicable requirements. Controls are also in place to test the appropriateness of consolidation procedures. The recording of items requiring disclosure is also performed largely through IT systems. pursuant to § 289 (5) and § 315 (2) no. 5 HGB. Disclosures Guidelines for recognising, measuring and allocating items to accounts are available to all employees via the intranet. New accounting standards are assessed for their impact on the BMW Group's accounting and financial reporting. Accounting guidelines and processes are reviewed continuously and revised at least once a year or more frequently, if necessary. The internal control system is subject to continuous improvement, with system effectiveness assessed regularly on the basis of centralised and decentralised process analyses, analyses of data within the various financial systems and audit procedures. The principal features of the internal control system, as far as they relate to individual entity and Group accounting and financial reporting processes, are described below. process-independent monitoring measures. organisational measures incorporating the principle of separation of duties, and IT systems, controls integrated into processes and Group-wide mandatory accounting guidelines, - The internal control system relevant for accounting and financial reporting processes has the task of ensuring that accounting and financial reporting by the BMW Group is both correct and reliable. Inter- nationally recognised standards for internal control systems have been taken into account in the design of the components of the BMW Group's internal control system. The system comprises: SYSTEM* RELEVANT FOR ACCOUNTING AND FINANCIAL REPORTING PROCESSES Financial Reporting Process Legal risks The BMW Group is exposed to various legal risks, not least as a result of its global operations. Legal risks may result from non-compliance with laws or other legal requirements or from legal disputes with business partners or other market participants. If legal risks were to materialise, they could have a high earnings impact over the two-year assessment period. The risk amount attached to significant identified legal risks is classified as medium. However, it cannot be ruled out that new legal risks, as yet unforeseen, could materialise that could have a high earnings impact for the BMW Group. The increasing globalisation of the BMW Group's operations and of business interdependencies in general, combined with the variety and complexity of legal provisions, including, increasingly, import and export regulations, give rise to an increased risk of non-compliance with applicable law. A Compliance Management System is in place at BMW Group to ensure that the representative bodies, managers and staff across the globe consistently act in a lawful manner. Further information on the BMW Group's Compliance Management System can be found in the section Corporate Governance. Like all entities with international operations, the BMW Group is confronted with legal disputes, claims particularly relating to warranties and product liability or rights infringements and proceedings initiated by government agencies. Any of these could, amongst other consequences, have an adverse impact on the Group's reputation. Such proceedings are typical for the sector and may result as a consequence of realigning product or purchasing strategies to changed market conditions. Particularly in the US market, class action lawsuits and product liability risks can have substantial financial consequences and cause damage to the Group's public image. More rigorous application or interpretation of existing consumer protection regulations could result in a greater number of recalls. The high quality of the Group's products, which is ensured by regular quality audits and ongoing improvement measures, helps reduce this risk. Possible risks for the BMW Group related to competi- tion and antitrust law cannot in detail be predicted or quantified at present. Further information on current developments with regard to identified antitrust risks and contingent liabilities can be found in → note 38 to the Group Financial Statements. → Risks and → see note 38 The BMW Group recognises appropriate levels of provision for lawsuits. In addition, a part of these risks is insured where this makes business sense. Such items are reported as contingent liabilities. It cannot be ruled out, however, that damages could arise that are either not covered or not fully covered by insurance policies or provisions or reported as contingent liabilities. In accordance with IAS 37 (Provisions, Contingent Liabilities and Contingent Assets), the required information is not provided if the BMW Group concludes that disclosure of the information could seriously prejudice the outcome of the relevant legal proceedings. Further information on contingent liabilities is provided in → note 38 to the Group Financial Statements. Overall assessment of the risk and opportunities situation The overall risk assessment is based on a consolidated view of all significant individual risks and opportu- nities. The overall risk level for the BMW Group as a whole has increased slightly compared to the previous year, while there has been no significant change in the opportunity situation. Exposure to risks in the individual risk categories remains essentially stable. In addition to the risk categories described above, unforeseen events could have a negative impact on business operations and hence on the BMW Group's results of operations, financial position and net assets as well as on its reputation. A comprehensive risk management system is in place to ensure that the BMW Group successfully manages these risks. From today's perspective, management does not see any threat to the BMW Group's status as a going concern. As in the previous year, identified risks are considered to be manageable, but could - like the opportunities - have an impact on the underlying key performance indicators, which could then, as a result, deviate from the outlook if they were to materialise. The BMW Group's financial position is stable and cash needs are currently covered by available liquidity and credit lines. INTERNAL CONTROL → see notes 38 BMW AG acts as guarantor for all obligations aris- ing from the joint venture agreement relating to BMW Brilliance Automotive Ltd. in China. This agreement grants an extraordinary right of termi- nation to either joint venture partner in the event that - either directly or indirectly - more than 25% of the shares of the other party are acquired by a third party, or if the other party is merged with another legal entity. The termination of the joint venture agreement may result in the sale of the shares to the other joint venture partner or in the liquidation of the joint venture entity. Risks and opportunities relating to raw materials As a large-scale manufacturing company, the BMW Group is exposed to purchase price risks, particularly in rela- tion to raw materials used in vehicle production. The analysis of raw material price risk is based on planned purchases of raw materials and components containing those raw materials. If risks relating to raw materials prices were to materialise, they could have a medium earnings impact over the two-year assess- ment period. A medium risk level is attached to risks. Significant opportunities could arise if raw materials prices developed favourably for the BMW Group. enables the acquirer to exercise control over a contractual party, or which constitutes a merger or a transfer of net assets. 13.7-13.2 56-55 2.5-2.4 207-206 9.1 246-243 10.8-10.7 198 209 9.1 8.5 227-224 10.0-9.8 (combined) in kWh/100 km Electric power consumption 15 in g/km (combined) 341 330-328 Changes in commodity prices are monitored on the basis of a well-defined management process. The principal objective is to increase planning reliability for the BMW Group. Price fluctuations for precious metals (platinum, palladium, rhodium), non-ferrous metals (aluminium, copper, lead, nickel) and, to some extent, for steel and steel ingredients (iron ore, coking coal) and energy (gas, electricity) are hedged using financial derivatives and supply contracts with fixed pricing arrangements. With the advance of digitalisation, the BMW Group is improving the customer experience and its existing lines of business. At the same time, new digital busi- ness segments are emerging, which are mainly focused on information technology. The development and provision of digital services for customers, increased vehicle connectivity and autonomous driving solutions are opening up new opportunities. Through BMW ConnectedDrive and BMW CarData the range of services and apps on offer to customers is constantly being expanded and updated. Starting in March 2019, the BMW Intelligent Personal Assistant will provide customers with an intelligent, digital character that enables voice access to functions and information. The BMW Group expects these opportunities to have no significant earnings impact over the assessment period as compared to the assumptions made in the outlook. Financial risks and risks relating to the use of financial instruments Currency risks and opportunities Framework agreements are in place with financial institutions and banks (ISDA Master Agreements) relating to trading activities with derivative finan- cial instruments. These agreements include an extraordinary right of termination which triggers actions in the event that the creditworthiness of the party involved is significantly weaker following a direct or indirect acquisition of beneficially owned equity capital that confers the power to elect a majority of the Supervisory Board of a contrac- tual party or any other ownership interest that Operational currency management is based on the results of currency risk analyses. The BMW Group manages currency risks at both strategic (medium and long term) and operational level (short and medium term). Medium- and long-term measures include increasing production volumes and purchase volumes in foreign currency regions (natural hedging). Currency risks are managed in the short to medium term and for operational purposes by means of hedg- ing on financial markets. The principal objective of this currency management process is to increase planning reliability for the BMW Group. Hedging transactions are entered into only with financial partners of good credit standing. Opportunities are also secured through the use of options during specific market phases. 14.5 46 2.0 14.0 42 1.8 13.1 14.6-14.0 0 0 14.5-14.4 in l/100 km (combined) As an internationally operating enterprise, the BMW Group conducts business in a variety of cur- rencies, thus giving rise to currency risks and oppor- tunities. A substantial portion of Group revenues, purchasing and funding occur outside the eurozone (particularly in China and the USA). Cash-flow-at- risk models and scenario analyses are used and continuously developed to measure currency risks and opportunities. If currency risks were to materi- alise, they could be associated with a high earnings impact over the two-year assessment period. The risk level attached to currency risks is high. Significant opportunities can arise if currency developments are favourable for the BMW Group. Fuel consumption Compensation agreements with members of the Board of Management or with employees in the event of a takeover bid other joint venture partner or in the liquidation of the joint venture entity. 7 BMW AG has agreed with Great Wall Motor Company Limited to establish the joint venture Spotlight Automotive Ltd. in China. The agreement grants an extraordinary right of termination to either joint venture partner in the event that - either directly or indirectly - more than 25% of the shares of the other party are acquired by a third party or the other party is merged with another legal entity. The termination of the joint venture agreement may result in the sale of the shares to the and Explanatory Comments → Disclosures Relevant for Takeovers Combined Management Report 108 107 The development collaboration agreement between BMW AG, FCA US LLC and FCA Italy S.p.A., relating to the development of technologies used in automated vehicles, may be terminated by any of the contractual parties if certain competi- tors in the technology sector acquire and sub- sequently hold at least 30% of the voting shares of the other contractual party. The development collaboration agreement between BMW AG, Intel Corporation and Mobileye Vision Technologies Ltd., relating to the development of technologies used in highly and fully automated vehicles, may be terminated by any of the con- tractual parties if a competitor of one of the parties acquires and subsequently holds at least 30% of the voting shares of one of the contrac- tual parties. BMW AG is party to the shareholder agreement relating to There Holding B.V., which is the majority shareholder of the HERE Group. In accordance with the shareholder agreement, each contractual party is required to offer its directly or indirectly held shares in There Holding B. V. for sale to the other shareholders in the event of a change in control. A change in control of BMW AG arises if a person takes over or loses control of BMW AG, with control defined as (i) holding or having control over more than 50% of the voting rights, (ii) the possibility to control more than 50% of voting rights exercisable at Annual General Meetings on all or nearly all matters, or (iii) the right to determine the majority of members of the Board of Management or the Supervisory Board. Furthermore, a change in control occurs if competitors of the HERE Group or certain potential competitors of the HERE Group from the tech- nology sector acquire at least 25% of BMW AG. If none of the other shareholders acquire these shares, the other shareholders are entitled to resolve that There Holding B. V. be dissolved. On the basis of a Business Combination Agree- ment concluded on 28 March 2018, BMW AG and Daimler AG have established five operating joint ventures in the areas of car sharing, ride hailing, parking, charging and multimodality, into which BMW has contributed a number of busi- nesses, including DriveNow, Parkmobile, Digital Charging Solutions and ReachNow. The Frame- work Joint Venture Agreement entitles Daimler AG and BMW AG (principals) each to initiate a bid- ding process in the event that (i) a shareholder or third party notifies the other principal pursuant to § 33 WPHG that voting rights, includ- ing those attributed pursuant to § 34 WPHG, have reached the threshold of 50% or pursuant to § 20 AktG that a shareholding of more than 50% exists, or (ii) a shareholder or a third party holds more than 50% of the voting rights or shares in the other principal, including those at- tributed pursuant to § 30 WPHG (iii) a share- holder or third party entered into a domination agreement with the other principal, who is the dominated entity. Such a bidding process is re- quired to be carried out for each of the above- mentioned business divisions as well as for the special-purpose entity holding the relevant trademark rights, whereby the highest bidding principal for the respective business division or special-purpose entity wins the relevant bid. Financing agreements in place with the European Investment Bank (EIB) entitle the EIB to request early repayment of the loan in the event of an imminent or actual change in control of BMW AG, if the EIB has reason to assume - after the change in control or 30 days after it has made a request to discuss the situation - that the change in control could have a significantly adverse impact, or if the borrower refuses to hold any such discussions. A change in control of BMW AG arises if one or more individuals take over or lose control of BMW AG, with control being defined in the above-mentioned financing agreements as (i) holding or having control over more than 50% of the voting rights, (ii) the right to appoint the majority of the members of the Board of Man- agement or Supervisory Board, (iii) the right to receive more than 50% of dividends payable or (iv) any other comparable controlling influence over BMW AG. CO2 emissions The BMW Group has not concluded any compensation agreements with members of the Board of Manage- ment or with employees for situations involving a takeover offer. Fuel consumption and CO2 emissions information Several supply and development contracts between BMW AG and various industrial customers, all relating to the sale of components for drivetrain systems, grant an extraordinary right of ter- mination to the relevant industrial customer in specified cases of a change in control at BMW AG (for example BMW AG merges with a third party or is taken over by a third party; an automobile manufacturer acquires more than 50% of the voting rights or share capital of BMW AG). Model → 66 BMW i8 Coupé BMW i3 (120 Ah) with pure electric drive BMW eDrive BMW ELECTRIFIED MODELS Phantom Cullinan ROLLS-ROYCE BMW i3s (120 Ah) with pure electric drive BMW eDrive MINI BMW MINI Cooper SE Countryman ALL4 BMW M2 Competition BMW i8 Roadster BMW M3 CS BMW M5/Competition BMW M3 BMW X3 M40i Property, plant and equipment -307 -66,289 -66,926 71,383 71,704 24,971 146,808 137,828 82,950 -127,818 -120,147 ASSETS Intangible assets -98 28,811 -66,387 -67,233 91,596 17 12,339 11 12,595 849 45,220 43,988 950 24,853 25,705 17 233 208 9 9 549 Leased products 15,607 11 13,167 Investments accounted for using the equity method Accumulated other equity Receivables from sales financing Total equity and liabilities Current provisions and liabilities Liabilities in conjunction with assets held for sale Trade payables Other liabilities Current tax Financial liabilities Other provisions Non-current provisions and liabilities Other liabilities Financial liabilities Deferred tax Other provisions Pension provisions Equity Minority interest Other investments Equity attributable to shareholders of BMW AG Capital reserves Subscribed capital EQUITY AND LIABILITIES Total assets Current assets Cash and cash equivalents Assets held for sale Financial assets Current tax Other assets Receivables from sales financing Trade receivables Inventories Non-current assets Other assets Deferred tax Financial assets Revenue reserves 113 -5,670 Group Financial -34 -43 Change in deferred taxes 355 -559 Change in leased products -1,693 -1,134 Change in receivables from sales financing -7,440 Changes in working capital -573 166 Change in inventories Change in trade receivables Change in trade payables Change in provisions 532 5,051 1,211 697 752 -82 Gain/loss on disposal of tangible and intangible assets and marketable securities 1,414 45 112 -1,293 -357 Cash inflow/outflow from operating activities Change in other operating assets and liabilities -328 -739 -632 Result from equity accounted investments 8,675 7,207 Current tax Loss from discontinued operations Net profit 20171 33 2018 in € million CASH FLOW STATEMENT BMW GROUP Cash Flow Statement → BMW Group Statements Group 114 2,220 Income taxes paid -249 111 Other non-cash income and expense items 4,822 5,113 Depreciation and amortisation of tangible, intangible and investment assets 2,558 65 Other interest and similar income/expenses² 125 170 Interest received² -2,301 -1,972 -199 -30,981 -34,818 8,631 -3,639 31 57,559 53,772 50,815 114 53,671 Minority interest 529 436 436 Equity 58,088 54,208 54,107 39,778 39,361 Pension provisions 32 2,330 Equity attributable to shareholders of BMWAG 37 -1,338 31 1,276 1,230 EQUITY AND LIABILITIES Subscribed capital 31 658 658 658 3,252 Capital reserves 2,118 2,084 2,084 Revenue reserves 31 56,121 50,993 Accumulated other equity 31 3,252 2,089 2,405 53,521 53,548 1,017 832 Other liabilities 36 5,299 5,045 64,772 5,045 6,506 506 487 Non-current provisions and liabilities 79,983 69,616 69,634 17,034 7,549 93,645 35 1,456 64 69 Other provisions 33 5,776 5,632 5,632 5,363 Financial liabilities 5,175 101 Deferred tax 14 1,806 2,166 28 2,157 1,016 70 97,118 195,506 195,586 12,707 12,462 12,103 568 580 30 2,546 2,663 12,707 2,667 2,354 167 160 Receivables from sales financing 25 38,674 32,087 32,113 2,287 Financial assets 13,047 Trade receivables 5,909 2,026 1,630 1,630 5,085 3,671 33 32 20 Non-current assets 122,090 121,964 45,655 42,615 527 477 Inventories 29 125,442 16,374 26 7,949 9,039 7,157 12 8 Assets held for sale 2 461 461 9,039 Current assets 73,496 73,542 51,463 51,030 749 753 Total assets 208,980 83,538 6,675 10,979 5 7,965 4,988 5,578 Current tax 27 1,366 1,566 1,566 Cash and cash equivalents 618 Other assets 28 9,790 7,485 7,485 22,016 23,124 2 714 640 657 Other provisions 96,766 41,340 35,008 -61,233 -52,902 17 24 91 99,153 152 32,113 1,325 1,531 79 55 460 669 5,484 5,331 38,674 48,775 -198 -1,436 -31,783 26,628 7,160 -10,765 -11,457 48,109 48,321 138 176 695 -40,610 1,089 483 442 28 130 -1,964 3,562 3,082 33,956 -39 6,660 1,163 797 45,963 -307 706 343 356 4,611 4,302 22 38 19,170 128 17,819 36,333 28,835 1,168 60,506 51,384 45,942 35,095 198 36,037 -3,843 -39 -40,257 -44,139 44,624 -98 72 -18,096 -66,487 -66,938 1,985 1,856 351 18 47,655 41,062 50,256 49 47,942 -66,585 -67,245 137,828 91,596 82,950 -127,818 -120,147 14,919 14,740 20,683 18,102 -17,292 146,808 -198 2 -8,028 Trade payables 37 9,669 9,731 9,731 8,360 8,516 348 947 355 36 15,117 13,443 13,443 24,636 21,863 187 119 Other liabilities Liabilities in conjunction with assets held for sale 879 41,097 33 6,078 6,367 6,367 5,436 5,710 101 99 41,100 Current tax 1,158 1,124 1,124 933 874 Financial liabilities 35 38,825 34 1 2 62 information) 2017 2018 Eliminations (unaudited supplementary information) 2017 2018 (unaudited supplementary 403 1 1 30 33 46,427 44,285 20172 -7,855 425 62 Other Entities information) Current provisions and liabilities 70,909 71,762 71,765 40,306 37,910 636 573 2018 Total equity and liabilities 195,586 195,506 97,118 93,645 1,276 1,230 1 The opening balance sheet figures have been adjusted, based on the first-time application of IFRS 15 and IFRS 9, see notes 6 and 7. ² Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. Financial Services (unaudited supplementary 208,980 Total investment in intangible assets and property, plant and equipment 2,084 -7,112 Accumulated other equity * Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. 50,815 658 31 31 December 2017* 15 Other changes* 37 relating to preferred stock -2,300 9,064 Equity 475 44,036 2,047 657 44,445 -409 2,047 657 31 Revenue reserves reserves Capital Subscribed capital Note 8,589 Derivative attributable to Translation differences -1,494 31 December 2017 (adjusted according to IFRS 15) Effects from the first-time application of IFRS 9 54,107 101 101 5 -82 436 53,671 1,515 93 -1,494 31 December 2017 (as originally reported) Effect from the first-time application of IFRS 15 54,548 -441 -441 436 54,112 1,515 93 -1,494 Total interest of BMW AG Minority shareholders Costs of hedging financial instruments Securities 56,121 11 2,118 31 1 January 2017 (as originally reported) in € million 31 December 2018 Other changes relating to preferred stock Premium arising on capital increase out of Authorised Capital Subscribed share capital increase Dividend payments Other comprehensive income for the period after tax Comprehensive income at 31 December 2018 Net profit 1 January 2018 (adjusted according to IFRS 9) Effects from the first-time application of IFRS 15 31 December 2017 (adjusted according to IFRS 15) Effects from the first-time application of IFRS 9 31 December 2017 (as originally reported) in € million STATEMENT OF CHANGES IN EQUITY BMW GROUP Changes in Equity → BMW Group Statement of Statements Group Financial 116 115 The reconciliation of liabilities from financing activities is presented in note 35. Cash and cash equivalents as at 1 January Cash and cash equivalents as at 31 December Effect from the first-time application of IFRS 15 1 January 2017 (adjusted according to IFRS 15) Net profit* Other comprehensive income for the period after tax Comprehensive income at 31 December 2017 (adjusted according to IFRS 15)* -77 34 -2,630 7,835 718 7,117 50,993 2,084 658 178 50,815 2,084 658 -441 51,256 2,084 658 31 Revenue reserves reserves Capital Subscribed capital Note Premium arising on capital increase out of Authorised Capital Subscribed share capital increase Dividend payments 658 Change in cash and cash equivalents 1,515 53,772 1,515 93 -1,494 110 95 15 37 37 1 1 -2,300 -2,300 53,671 9,305 9,219 1,437 41 -1,323 8,675 630 630 1,437 41 -1,323 86 8,589 1 January 2017 (adjusted according to IFRS 15) 86 436 54,107 Net profit* Other comprehensive income for the period after tax Comprehensive income at 31 December 2017 (adjusted according to IFRS 15)* cial Statements. On 19 February 2019, the Board of Management granted approval for publication of the Group Finan- note 45 In order to provide a better insight into the results of operations, financial position and net assets of the BMW Group, and going beyond the requirements of IFRS 8 (Operating Segments), the Group Financial Statements also include income statements and bal- ance sheets for the Automotive, Motorcycles, Financial Services and Other Entities segments. The Group Cash Flow Statement is supplemented by the state- ments of cash flows for the Automotive and Financial Services segments. This supplementary information is unaudited. Inter-segment transactions relate primarily to internal sales of products, the provision of funds for Group companies and the related interest. These items are eliminated in the relevant "Eliminations" columns. A description of the nature of the business and the major operating activities of the BMW Group's → see segments is provided in → note 45 ("Explanatory notes to segment information"). The BMW Group and segment income statements are presented using the cost of sales method. The Group currency is the euro. All amounts are disclosed in millions of euros (€ million) unless stated otherwise. The consolidated financial statements of Bayerische Motoren Werke Aktiengesellschaft (BMW Group Financial Statements or Group Financial Statements) at 31 December 2018 have been drawn up in accord- ance with International Financial Reporting Standards (IFRS), as endorsed by the European Union (EU), and the supplementary requirements of § 315 a (1) of the German Commercial Code (HGB). The Group Finan- cial Statements and Combined Management Report will be submitted to the operator of the electronic version of the German Federal Gazette and can be obtained via the Company Register website. Bayerische Motoren Werke Aktiengesellschaft, which has its seat at Petuelring 130, Munich, is registered in the Commercial Register of the District Court of Munich under the number HRB 42243. Basis of preparation 01 AND POLICIES ACCOUNTING PRINCIPLES NOTES TO THE GROUP FINANCIAL STATEMENTS Policies Principles and → Accounting Financial Statements Notes to the Group Statements Group Financial 118 117 31 December 2017* Other changes* Premium arising on capital increase relating to preferred stock out of Authorised Capital Subscribed share capital increase Dividend payments 46,954 5 255 78 -130 -2 -51 34 34 -1,326 -2,630 -2,630 Net profit Other comprehensive income for the period after tax Comprehensive income at 31 December 2018 7,207 -604 6,603 90 6,513 3 -572 -12 168 -604 -572 -906 -12 168 90 7,117 1 January 2018 (adjusted according to IFRS 9) 54,208 436 -906 -127 558 -569 52 -171 1 January 2017 (as originally reported) Effects from the first-time application of IFRS 15 47,363 -409 -409 255 47,108 78 52 -171 31 December 2018 Other changes Premium arising on capital increase relating to preferred stock Subscribed share capital increase out of Authorised Capital Dividend payments Total Minority interest Equity attributable to shareholders of BMW AG Costs of hedging financial instruments Securities Translation differences Derivative Accumulated other equity 58,088 529 57,559 46,699 -7,777 Effect of changes in composition of Group on cash and cash equivalents Cash inflow/outflow from financing activities 125 170 -315 -299 -1,896 -1,751 -114 308 2,699 1,886 33 4,047 - 1,653 5,091 2017 2018 20171 2018 information) (unaudited supplementary Financial Services information) (unaudited supplementary Automotive 9,039 5,299 - -165 89 176 78 -758 -7,440 -5,670 -1,855 -1,783 -1,872 28 909 -71 -2 1 -41 -35 -739 -632 46 33 25 83 35 34 4,699 4,982 -5 1 10,979 161 7,880 5 Includes dividends received from investment assets amounting to €384 million (2017: €258 million). Proceeds from non-current financial liabilities³ Intragroup financing and equity transactions Interest paid² Payment of dividend for the previous year Payments into equity Cash inflow/outflow from investing activities 3,866 3,761 Proceeds from the sale of marketable securities and investment funds -4,041 -3,725 Investments in marketable securities and investment funds 969 Repayment of non-current financial liabilities³ Proceeds from the sale of subsidiaries and other business units 6235 Proceeds from the disposal of investment assets and other business units -209 Acquisitions of subsidiaries and other business units -142 -164 Expenditure for investment assets 30 107 Proceeds from the disposal of intangible assets and property, plant and equipment 21 Proceeds from subsidies for intangible assets and property, plant and equipment 267 Change in other financial liabilities4 Cash inflow/outflow from financing activities Effect of exchange rate on cash and cash equivalents 4 The change in commercial paper is recognised under change in other financial liabilities. Prior year figures adjusted accordingly. ³ Proceeds/Repayment of bonds are recognised under Proceeds/Repayment of non-current financial liabilities. Prior year figures adjusted accordingly. 1 Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. Interest relating to financial services business is classified as revenues/cost of sales. Cash and cash equivalents as at 31 December Cash and cash equivalents as at 1 January 1,159 1,940 64 -25 -223 -19 1,572 4,296 -3,131 -1,161 -16,801 -22,564 23,955 30,762 -165 -136 38 -2,324 25 -2,630 -6,163 -7,363 Change in cash and cash equivalents Effect of changes in composition of Group on cash and cash equivalents 9,039 Effect of exchange rate on cash and cash equivalents -390 7 3,046 1,856 4,794 7,157 -1,190 129 2,363 1,474 64 -25 -141 -82 8,631 -31 6,793 -1,859 -4,310 827 73 -2 -1,053 -7,608 -12,071 -48 -410 11,937 12,940 4,334 7,157 1,985 1,856 Proceeds from non-current financial liabilities³ Repayment of non-current financial liabilities³ Change in other financial liabilities4 Interest paid² Intragroup financing and equity transactions Payment of dividend for the previous year Payments into equity Acquisitions of subsidiaries and other business units Proceeds from the disposal of investment assets and other business units Proceeds from the sale of subsidiaries and other business units Investments in marketable securities and investment funds Proceeds from the sale of marketable securities and investment funds Cash inflow/outflow from investing activities Expenditure for investment assets Total investment in intangible assets and property, plant and equipment Proceeds from subsidies for intangible assets and property, plant and equipment Proceeds from the disposal of intangible assets and property, plant and equipment Cash inflow/outflow from operating activities Change in other operating assets and liabilities Change in provisions Change in trade payables Change in trade receivables Change in inventories Changes in working capital Change in receivables from sales financing Change in leased products Change in deferred taxes Gain/loss on disposal of tangible and intangible assets and marketable securities Other non-cash income and expense items Result from equity accounted investments Depreciation and amortisation of tangible, intangible and investment assets Other interest and similar income/expenses² Interest received² Income taxes paid Current tax Loss from discontinued operations Net profit 1 -1,179 -165 4,315 18 -15 -13 -6,972 -7,618 -6,384 -6,790 10,848 9,352 705 -1,259 -1,468 3 175 -13 1,069 344 162 109 1,214 -427 19 60 43 59 -20 225 105 28 2 5,097 567 2,099 -2,324 38 25 -2,630 937 130 -6,544 -6,769 211 199 3,655 3,562 -231 -63 -3,810 -3,692 969 1 2 1,037 1,210 -209 -482 -145 2 -136 Other assets 14 3,043 14 -2,575 -2,000 -1,853 -3,418 -45 -63 Profit/loss from continuing operations 7,240 8,675 5,124 Income taxes 5,299 142 Loss from discontinued operations -33 -33 Net profit/loss 7,207 8,675 5,091 5,299 124 142 124 Attributable to minority interest 205 8,717 Interest and similar expenses 12 -386 -412 -533 -530 -6 Other financial result 13 51 248 169 129 Financial result 694 776 795 829 -6 -2 Profit/loss before tax 9,815 10,675 6,977 295 325 90 30 in € million Note 2018 2017* Net profit Remeasurement of the net defined benefit liability for pension plans Deferred taxes Items not expected to be reclassified to the income statement in the future Marketable securities (at fair value through other comprehensive income) Financial instruments used for hedging purposes Costs of hedging → 68 Other comprehensive income from equity accounted investments Deferred taxes 8,675 32 935 693 -217 -218 718 475 -30 39 -1,381 7,207 86 Statement of Comprehensive Income for Group 10.84 22 Attributable to shareholders of BMW AG 31 7,117 8,589 5,061 5,277 124 142 Basic earnings per share of common stock in € 15 13.09 10.82 Basic earnings per share of preferred stock in € 15 10.84 13.09 Dilutive effects Diluted earnings per share of common stock in € 15 10.82 13.07 Diluted earnings per share of preferred stock in € 15 13.07 1,914 567 397 → BMW Group Income Statement → Statement of Com- prehensive Income BMW GROUP INCOME STATEMENT STATEMENT OF COMPREHENSIVE INCOME Income Statements for Group and Segments → 67 in € million Automotive Statements (unaudited supplementary information) Note 2018 2017* 2018 Motorcycles (unaudited supplementary information) 2017* 2018 2017* Group Revenues Group Financial Notes GROUP FINANCIAL STATEMENTS →Page 110 Income Statement →Page 110 Statement of Comprehensive Income →Page 112 Balance Sheet →Page 114 Cash Flow Statement → Page 116 Statement of Changes in Equity Notes to the Group Financial Statements Accounting Principles and Policies Notes to the Income Statement → Page 118 → Page 118 →Page 139 110 → Page 145 →Page 167 Other Disclosures Notes to the Statement of Comprehensive Income Notes to the Balance Sheet →Page 184 Segment Information → Page 190 List of Investments at 31 December 2018 3 3 Group Financial Statements Income Statement Statement of Comprehensive Income Balance Sheet Cash Flow Statement → Page 146 201 8 Gross profit 4 Other operating expenses 11 -651 -1,214 -676 -1,200 -1 -15 Profit/loss before financial result 9,121 4 9,899 7,888 175 207 Result from equity accounted investments 24 632 739 632 739 Interest and similar income 12 6,182 Cost of sales 675 720 97,480 9 -78,924 18,556 98,282 85,846 -78,329 -71,918 85,742 2,173 2,272 -69,402 -1,738 -1,798 19,953 13,928 16,340 810 435 Selling and administrative expenses 10 -9,558 -9,560 -7,880 -7,927 -263 -256 Other operating income 11 774 474 -620 2,857 -30 Attributable to minority interest Attributable to shareholders of BMW AG Basic earnings per share of common stock in € Basic earnings per share of preferred stock in € Dilutive effects Diluted earnings per share of common stock in € Diluted earnings per share of preferred stock in € 111 112 Group Financial Statements → BMW Group Balance Sheet at 31 December 2018 BMW GROUP BALANCE SHEET AT 31 DECEMBER 2018 Profit/loss from continuing operations Loss from discontinued operations Net profit/loss in € million Group Note 2018 1.1.20181 31.12.2017² Automotive (unaudited supplementary information) 2018 Motorcycles (unaudited supplementary information) 20172 ASSETS 2018 Financial result Profit/loss before tax Income taxes Result from equity accounted investments Interest and similar income Interest and similar expenses -81 61 420 -874 1,653 4,047 -81 61 420 -874 60 Other financial result 64 3,983 -81 61 420 -874 Revenues Cost of sales Gross profit Selling and administrative expenses Other operating income Other operating expenses Profit/loss before financial result 1,593 4,047 20172 21 Other investments 739 690 690 4,843 4,985 Receivables from sales financing 25 48,109 48,475 48,321 2,769 Financial assets 1,010 2,369 2,369 216 1,302 Deferred tax 14 1,590 1,965 1,993 -157 26 Intangible assets 2,624 2,769 10,971 9,464 10,472 8,981 95 57 Property, plant and equipment Leased products Investments accounted for using the equity method 24 222 2,769 22 18,471 18,471 19,372 18,050 399 388 23 38,572 36,257 36,257 2,624 19,801 1,653 9,464 -133 2017 2018 Eliminations (unaudited supplementary information) 2017 2018 2017* 28,165 27,567 6 information) 7 -17,306 -24,541 -23,986 - 19,273 16,857 3,624 3,581 6 7 563 -18,710 -449 Other Entities information) -340 674 -597 Currency translation foreign operations Items that can be reclassified to the income statement in the future Other comprehensive income for the period after tax 192 -1,171 -1,322 155 19 2018 -604 Total comprehensive income Total comprehensive income attributable to minority interests 6,603 90 9,305 Total comprehensive income attributable to shareholders of BMW AG 31 6,513 86 9,219 * Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. Financial Services (unaudited supplementary 630 -1,352 (unaudited supplementary -79 -10 -1,145 -986 1,312 1,116 -27 11 -51 -58 -29 -18 66 -48 -130 2,161 2,207 -45 80 553 -534 -508 1,840 -36 -1,370 -19 -14 -1,246 13 -1,360 -27 16 20 42 96 126 130 -185 -124 -113 -80 -96 -208 12 210 2,190 2,194 -27 601 -404 1,110 12 1,178 230 97 Total identified net assets In December 2017, BMW AG, Audi AG, Ingolstadt, and Daimler AG, Stuttgart, signed agreements to sell shares in THERE Holding B.V. (THERE) to Robert Bosch Investment Nederland B.V., Boxtel, and to Continental Automotive Holding Netherlands B.V., Maastricht. Each of these two parties acquired 5.9% of the shares, which were sold in equal parts by BMW AG, Audi AG and Daimler AG. The transactions were completed during the first quarter of 2018. The sale does not have a significant impact on the results of operations, financial position and net assets of the BMW Group. Consideration transferred (purchase price) 418 Goodwill As a result of the merger, the investments in the companies previously held by BMW will be remea- sured to their fair value. This will give rise to a one-off positive effect on Group earnings in the region of between €100 million and €300 million. Due to the fact that the transaction was completed shortly after the BMW Group's year-end, the work on opening balance sheets at the merger date and the calculation of the final purchase prices have not yet been finalised. For this reason, the final purchase prices cannot yet be determined definitively. Similarly, purchase price allocations have not yet been finalised. The disclosures made should be regarded as provisional since no fur- ther information is available at present. On 28 March 2018, the BMW Group signed an agree- ment with Daimler - subject to anti-trust approval. regarding the merger of certain business units that provide mobility services. DriveNow is part of this agreement and is therefore accounted for as a dis- continued operation. Assets and liabilities totalling €461 million and €62 million respectively are reported as discontin- ued operations at 31 December 2018. These items are disclosed separately in the Group Balance Sheet and allocated to the Automotive segment. The loss after tax from discontinued operations for the financial year 2018 amounted to €33 million. This amount is also disclosed separately in the Income Statements for the Group and Segments. Following approval by the antitrust authorities and with effect from 31 January 2019, the BMW Group has now completed the agreement with the Daimler Group regarding the merger of certain business units that provide mobility services. Existing on-demand mobility offerings in the areas of car sharing, ride- hailing, parking, charging and multi-modality will be combined and strategically expanded. The BMW Group and the Daimler Group each hold equal shares in the joint ventures that comprise the mobility services referred to above. GOODWILL CALCULATION 321 40 Other receivables Total identified net assets 3 34 Deferred tax liabilities 5 Trade payables 16 Provisions IDENTIFIED LIABILITIES Inventories Cash and cash equivalents The other changes to the Group reporting entity do not have a material impact on the results of operations, financial position and net assets of the Group. 97 03 7.81 The financial statements of consolidated compa- nies which are presented in a foreign currency are 7 125.77 Trade receivables 7.63 7.80 7.87 0.88 0.88 0.89 0.89 2017 2018 31.12.2017 Foreign currency translation and measurement 31.12.2018 Closing rate Argentina has fulfilled the definition of a hyperinfla- tionary economy since 1 July 2018. For this reason, IAS 29 (Financial Reporting in Hyperinflationary Economies) is being applied for the BMW subsidiary in Argentina with effect from the financial year 2018. The price indices published by the Federación Argentina de Consejos Profesionales de Ciencias Económicas (FACPCE) are used to adjust non-monetary assets and liabilities and items in the income statement. The resulting effects are not significant for the BMW Group and for this reason prior year figures have not been adjusted. South African Rand US-Dollar Russian Rubel Korean Won Japanese Yen Chinese Renminbi British Pound 1 Euro = The exchange rates of currencies which have a mate- rial impact on the Group Financial Statements were as follows: In the single entity accounts of BMW AG and its sub- sidiaries, foreign currency receivables and payables are measured on initial recognition using the exchange rate prevailing at the date of first-time recognition. At the end of the reporting period, foreign currency receivables and payables are measured using the clos- ing exchange rate. The resulting unrealised gains and losses, as well as realised gains and losses arising on settlement, are recognised in the income statement. Non-monetary balance sheet items denominated in foreign currencies are rolled forward on the basis of historical exchange rates. translated using the modified closing rate method. Under this method, assets and liabilities are translat- ed at the closing exchange rate, whilst income and expenses are translated at the average exchange rate. Differences arising on foreign currency translation are presented in "Accumulated other equity". Average rate Trademarks All consolidated subsidiaries have the same year-end as BMW AG with the exception of BMW India Private Ltd. and BMW India Financial Services Private Ltd., whose year-ends are 31 March in accordance with local legal requirements. 1 first time in 2018 24 22 208 187 21 Total Foreign Germany 31 December 2017 Included for the Included at The following changes took place in the Group report- ing entity in the financial year 2018: 2 Associated companies and joint ventures are accounted for using the equity method, with measurement on initial recognition based on acquisition cost. The BMW Group is also party to a cooperation with Toyota Motor Corporation, Toyota City, for the devel- opment of a sports car. This cooperation is accounted for as a joint operation. with SGL Carbon SE concerning that entity's gradual acquisition of the BMW Group's 49% shareholding. Accordingly, between the beginning of 2018 and the end of 2020 at the latest, SGL Carbon SE will become the sole owner of the hitherto joint operations. As a consequence of the transaction, the joint operations are no longer consolidated proportionately in the BMW Group Financial Statements and are no longer consolidated entities with effect from the financial year 2018. SGL Composites LLC continues to be held as an investment. In the case of a joint operation, the parties that have joint control of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement. Assets, liabilities, revenues and expenses of a joint operation are recognised proportionately in the Group Financial Statements on the basis of the BMW Group entity's rights and obligations (propor- tionate consolidation). Together with SGL Carbon SE, companies of the BMW Group were previously party to joint operations for the manufacture of carbon fibres and carbon fibre fabrics used in vehicle pro- duction. In November 2017, an agreement was signed Joint operations and joint ventures are forms of joint arrangements. Such an arrangement exists when a BMW Group entity jointly carries out activities with a third party on the basis of a contractual agreement. An entity is classified as an associated company if BMW AG - either directly or indirectly – has the abil- ity to exercise significant influence over the entity's operating and financial policies. As a general rule, the Group is assumed to have significant influence if it holds 20% or more of the entity's voting power. An entity is deemed to be controlled if BMW AG - either directly or indirectly - has power over it, is exposed or has rights to variable returns from it and has the ability to influence those returns. When assessing whether an investment gives rise to a controlled entity, an associated company, a joint oper- ation or a joint venture, the BMW Group considers contractual arrangements and other circumstances, as well as the structure and legal form of the entity. Discre- tionary decisions may also be required. If indications exist of a change in the judgement of (joint) control, the BMW Group undertakes a new assessment. The BMW Group Financial Statements include BMW AG and all material subsidiaries over which BMW AG - either directly or indirectly - exercises control. This also includes 58 structured entities, consisting of asset- backed securities entities and special-purpose funds. and consolidation principles Group reporting entity 02 134.93 In the case of a joint venture, the parties which have joint control only have rights to the net assets of the arrangement. No longer included in 2018 Included at 31 December 2018 7 9 22 111 Fair values at acquisition date Intangible assets IDENTIFIED ASSETS in € million The following table shows the purchase price allocation: DriveNow's equity prior to the acquisition stood at a negative amount of €2 million. As a result of the step acquisition, the shares already held by BMW were remeasured to their fair value, giving rise to a gain of €209 million, which is included in the result on investments. The fair value of shares already held amounts to €209 million. DriveNow GmbH & Co. KG and DriveNow Verwal- tungs GmbH and their foreign subsidiaries DriveNow Austria GmbH, DriveNow UK Limited, DriveNow Sverige AB, DriveNow Belgium S.p.r.l. and DriveNow Italy S.r.l. have been fully consolidated since the first quarter of 2018. services. Following approval by the antitrust authorities and with effect from 9 March 2018, the BMW Group acquired the remaining 50% of the shares of the DriveNow companies together with their subsidiaries for a purchase price of €209 million. The purchase price was settled by the transfer of cash funds. The acquisition expands the BMW Group's strategic options for the further development of mobility Principles and Policies → Accounting Notes to the Group Financial Statements Statements Group Financial 120 119 The BMW Group previously operated the joint ven- tures DriveNow GmbH & Co. KG and DriveNow Verwaltungs GmbH (DriveNow) together with Sixt SE, Pullach. DriveNow offers car-sharing services in major German cities and abroad. In January 2018, the BMW Group signed an agreement with Sixt SE for the complete acquisition of the shares in DriveNow. 217 194 23 15 15 22 5 130.36 Other liabilities 1,271.07 Where hedge accounting is applied, changes in fair value are recognised in the income statement in sundry other financial result or in other comprehensive income as a component of accumulated other equity, depending on whether the hedging relationship is classified as a fair value hedge or a cash flow hedge. Fair value hedges are mainly used to hedge interest rate risks relating to bonds, other financial liabilities and receivables from sales financing. Cross currency basis spreads are not designated as part of the hedging relationship in the case of interest rate hedges accounted for as fair value hedges. Accordingly, changes in the market value of such instruments are recorded as costs of hedging within accumulated other equity. Amounts recorded in equity are reclassified to the income statement over the term of the hedging relationship. The BMW Group applies the option to recognise the credit risks arising from the fair values of a group of derivative financial assets and liabilities on the basis of their total net amount. Portfolio-based valuation adjustments (credit valuation adjustments and debit valuation adjustments) to the individual derivative financial assets and financial liabilities are allocated using the relative fair value approach (net method). Derivative financial instruments are used within the BMW Group for hedging purposes in order to reduce currency, interest rate, fair value and market price risks. All derivative financial instruments are mea- sured at their fair value. Fair values are determined on the basis of valuation models. Observable market price, tenor and currency basis spreads are taken into account in the measurement of derivative financial instruments. Furthermore, the Group's own credit risk and that of counterparties is taken into account on the basis of credit default swap values for market contracts with matching terms. Notes to the Group Financial Statements → Accounting Principles and Policies Group Financial Statements 126 125 The BMW Group writes off financial assets when it has no reasonable expectation of recovering the amounts concerned. This may be the case, for instance, if the debtor is deemed not to have sufficient assets or other sources of income to service the debt. The measurement of the change in default risk is based on a comparison of the default risk at the date of initial recognition and at the end of the reporting period. The default risk at the end of each reporting period is determined on the basis of credit checks, current key economic indicators and any overdue payments. Loss allowances on trade receivables are determined primarily on the basis of information relating to over- due amounts. In the case of marketable securities and investment funds, the BMW Group usually applies the option not to allocate financial assets with a low default risk to different stages. Accordingly, assets with an investment grade rating are always allocated to stage 1. The loss allowance on these assets is calculated using the input factors available on the market, such as ratings and default probabilities. which had not been credit-impaired at the time they were acquired or originated, an impairment allowance is recognised at an amount equal to lifetime expected credit losses (stage 3). This is the case regardless of whether the general or simplified approach is applied. As a general rule, the BMW Group assumes that a receivable is in default if it is more than 90 days overdue or if there are objective indications of insol- vency. Credit-impaired assets are identified as such on the basis of this definition of default. In the case of stage 3 assets, interest income is calculated on the asset's carrying amount less any impairment loss. Loss allowances on receivables from sales financing are determined primarily on the basis of past expe- rience with credit losses, current data on overdue receivables, rating classes and scoring information. Forward-looking information (for instance forecasts of key performance indicators) is also taken into account if, based on past experience, such indicators show a substantive correlation to actual credit losses. With the exception of operating lease and trade receivables, the BMW Group applies the general approach described in IFRS 9 to determine impairment of financial assets. Under the general approach, loss allowances are measured on initial recognition on the basis of the expected 12-month credit loss (stage 1). If the credit loss risk at the end of the reporting period has increased significantly since initial recognition, the impairment allowance is measured on the basis of lifetime expected credit losses (stage 2 – general approach). The BMW Group applies the simplified approach described in IFRS 9 to operating lease and trade receivables, whereby the amount of the loss allowance is measured subsequent to the initial recognition of the receivable on the basis of lifetime expected credit losses (stage 2 – simplified approach). For the purposes of allocating an item to stage 2, it is irrelevant whether the credit risk of the asset concerned has increased significantly since initial recognition. In the case of credit-impaired assets Receivables from sales financing are measured at amor- tised cost using the effective interest rate method. This also includes receivables arising on vehicle finance leases. The time values of option transactions and the interest component of forward currency contracts are not des- ignated as part of the hedging relationship in the case of currency hedges accounted for as cash flow hedges. Changes in the market value of such components are recorded as costs of hedging on a separate line within accumulated other equity. Amounts accumulated in other equity from currency hedges are reclassified to cost of sales when the related hedged item is recog- nised in profit or loss. Items reported under other investments within the scope of IFRS 9 are measured at fair value through profit or loss. Investments in subsidiaries, joint arrangements and associated companies that are not material to the BMW Group and which do not fall within the scope of IFRS 9 are also included in other investments. liquidity management purposes. Selected marketable securities and investment fund, money market funds within cash and cash equivalents as well as convertible bonds are recognised at fair value through profit or loss, as their contractual cash flows do not solely represent payments of principal and interest. Depending on the business model and the structure of contractual cash flows, financial assets are classified as measured at amortised cost, at fair value through comprehensive income or at fair value through profit or loss. The category "at fair value through compre- hensive income" at the BMW Group comprises mainly marketable securities and investment funds used for The Group's financial assets include in particular other investments, receivables from sales financing, mar- ketable securities and investment funds, derivative financial assets, trade receivables and cash and cash equivalents. Non-derivative financial assets are accounted for on the basis of the settlement date. Investments accounted for using the equity method are measured provided no impairment has been recog- nised at cost of investment adjusted for the Group's share of earnings and changes in equity capital. - Assumptions and estimations are required regarding future residual values, since these represent a signif- icant part of future cash inflows. Relevant factors to be considered include the trend in market prices and demand on the pre-owned vehicle market. The assumptions are based on internally available historical data and current market data as well as on forecasts of external institutions. Furthermore, assumptions are regularly validated by comparison with external data. Group products recognised by BMW Group entities as leased products under operating leases are measured at manufacturing cost, including any initial direct costs. All other leased products are measured at acquisition cost. All leased products are depreciated over the period of the lease using the straight-line method down to their expected residual value. Where the recoverable amount of a lease exceeds the asset's carrying amount, changes in residual value expectations are recognised by adjusting scheduled depreciation prospectively over the remaining term of the lease. If the recoverable amount is lower than the asset's carrying amount, an impairment loss is recognised for the shortfall. A test is carried out at each balance sheet date to deter- mine whether an impairment loss recognised in prior periods no longer exists or has decreased. In such cases, the carrying amount of the asset is increased to the recoverable amount, at a maximum up to the amount of the asset's amortised cost. Leased items of property, plant and equipment whose economic ownership is attributed to the BMW Group (finance leases) are measured on initial recognition at their fair value or, if lower, at the net present value of minimum lease payments. The assets are depreciated using the straight-line method over their estimated useful lives or, if shorter, over the contractual lease period. Obligations for future lease payments are recognised at their net present value in other financial liabilities. With respect to lease arrangements of the BMW Group, use of judgement is required, in particular with regard to the transfer of economic ownership of a leased item. For machinery used in multiple-shift operations, depreciation rates are increased to account for the additional utilisation. If there is any indication of impairment of property, plant and equipment, an impairment test is performed as described above for intangible assets. 2 to 25 Other equipment, factory and office equipment The market values of financial instruments measured at fair value are determined on the basis of market information available at the balance sheet date, such as quoted prices or using appropriate measurement methods, in particular the discounted cash flow method. In the case of raw materials hedges that are accounted for as cash flow hedges, the hedging instruments are designated in full as part of the hedging relationship. As an exception to this general rule, the interest component of raw materials derivative instruments redesignated in conjunction with the first-time application of IFRS 9 was not designated as part of the hedging relationship. Changes in the fair value of this component are recorded as costs of hedging on a separate line within accumulated other equity. Amounts recorded in accumulated other equity are included in the carrying amount of inventories on initial recognition. Deferred taxes are recognised on all temporary differ- ences between the tax and accounting bases of assets and liabilities and on consolidation procedures. The recoverability of deferred tax assets is assessed at each balance sheet date on the basis of planned taxable income in future financial years. If with a probabil- ity of more than 50 percent future tax benefits will not be realised, either in part or in total, a valuation allowance is recognised on the deferred tax assets. The calculation of deferred tax assets requires assumptions to be made with regard to the level of future taxable income and the timing of recovery of deferred tax assets. These assumptions take account of forecast operating results and the impact on earnings of the reversal of taxable temporary differences. Since future business developments cannot be predicted with cer- tainty and to some extent cannot be influenced by the BMW Group, the measurement of deferred tax assets is subject to uncertainty. Deferred taxes are calculated on the basis of tax rates which are applicable or expected to apply in the relevant national jurisdictions when the amounts are recovered. Current income taxes are calculated within the BMW Group on the basis of tax legislation applicable in the relevant countries. To the extent that judgement was necessary to determine the treatment and amount of tax items presented in the financial statements, there is in principle a possibility that local tax author- ities may take a different position. 126.68 in note 41. The share-based remuneration programme for Board of Management members and senior heads of depart- ment entitles BMW AG to elect whether to settle its commitments in cash or with shares of BMW AG common stock. Based on the decision to settle in cash, the share-based remuneration programmes for Board of Management members and senior heads of depart- ment are accounted for as cash-settled, share-based remuneration programmes. Further information on share-based remuneration programmes is provided to be settled in shares are measured at their fair value at grant date. The related expense is recognised as personnel expense in the income statement over the vesting period and offset against capital reserves. Share-based remuneration programmes expected to be settled in cash are revalued to their fair value at each balance sheet date between the grant date and the settlement date and on the settlement date itself. The expense is recognised as personnel expense in the income statement over the vesting period and presented in the balance sheet as a provision. Share-based remuneration programmes which are expected → see note 40 and 46 → see not 41 note 33 Related party disclosures comprise information on associated companies, joint ventures and non-con- solidated subsidiaries as well as individuals which have the ability to exercise a controlling or significant influence over the financial and operating policies of the BMW Group. This includes all persons in key positions of the Company, as well as close members of their families or intermediary entities. In the case of the BMW Group, this also applies to members of the Board of Management and the Supervisory Board. Details relating to these individuals and entities are provided in → note 40 and in the list of investments disclosed in → note 46. If the recognition and measurement criteria relevant for provisions are not fulfilled and the outflow of resources on fulfilment is not unlikely, the potential obligation is disclosed as a contingent liability. The recognition and measurement of provisions for litigation and liability risks necessitates making assumptions in order to determine the probability of liability, the amount of claim and the duration of the legal dispute. The assumptions made, especially the assumption about the outcome of legal proceedings, are subject to a high degree of uncertainty. The appro- priateness of assumptions is regularly reviewed, based on assessments undertaken both by management and external experts, such as lawyers. If new developments arise in the future that result in a different assessment, provisions are adjusted accordingly. Provisions for statutory and non-statutory warranties are recognised at the point in time when control over the goods is transferred to the dealership or retail customer or when a new category of warranty is introduced. With respect to the level of the provi- sion, estimations are made in particular based on past experience of damage claims and processes. Future potential repair costs and price increases per product and market are also taken into account. Provisions for warranties for all companies of the BMW Group are adjusted regularly to take account of new infor- mation, with the impact of any changes recognised in the income statement. Further information is pro- vided in note 33. Similar estimates are also made → see in conjunction with the measurement of expected reimbursement claims. Principles and Policies Notes to the Group Financial Statements → Accounting Group Financial Statements 128 127 The measurement of provisions for statutory and non-statutory warranty obligations (statutory, contractual and voluntary) involves estimations. In addition to manu- facturer warranties prescribed by law, the BMW Group offers various further standard (assurance-type) war- ranties depending on the product and sales market. No provisions are recognised for additionally pur- chased service packages that are treated as separate performance obligations. Other provisions are recognised when the BMW Group has a present legal or factual obligation towards a third party arising from past events, the settlement of which is probable, and when the amount of the obligation can be reliably estimated. Provisions with a remaining period of more than one year are measured at their net present value. Remeasurement of the net liability can result from changes in the present value of the defined benefit obligation, the fair value of the plan assets or the asset ceiling. Remeasurement can result, amongst others, from changes in financial and demographic parameters, as well as changes following the portfolio development. Remeasurements are recognised imme- diately in other comprehensive income and hence directly in equity (within revenue reserves). Past service cost arises where a BMW Group com- pany introduces a defined benefit plan or changes the benefits payable under an existing plan. This cost is recognised immediately in the income statement. Similarly, gains and losses arising on the settlement of a defined benefit plan are recognised immediately in the income statement. Net interest expense on the net defined benefit lia- bility and net interest income on net defined benefit assets are presented separately within the financial result. All other costs relating to allocations to pension provisions are allocated to costs by function in the income statement. In the case of funded plans, the pension obligation is offset against plan assets measured at their fair value. If the plan assets exceed the pension obligation, the surplus is tested for recoverability. In the event that the BMW Group has a right of reimbursement or a right to reduce future contributions, it reports an asset (within Other financial assets), measured on the basis of the present value of the future economic benefits attached to the plan assets. For funded plans, in cases where the obligation exceeds plan assets, a liability is recognised under pension provisions. Provisions for pensions are measured using the projected unit credit method. Under this method, not only obligations relating to known vested benefits at the reporting date are recognised, but also the effect of future expected increases in pensions and salaries. The calculation is based on independent actuarial valua- tions which take into account relevant biometric factors. Cash and cash equivalents comprise mainly cash on hand and cash at bank with an original term of up to three months. With the exception of money market funds, cash and cash equivalents are measured at amortised cost. Work in progress and finished goods are stated at the lower of manufacturing cost and net realisable value. Manufacturing cost comprises all costs which are directly attributable to the manufacturing process as well as an appropriate proportion of production- related overheads. This includes production-related depreciation and amortisation and an appropriate proportion of administrative and social costs. Financ- ing costs are not included in the acquisition or man- ufacturing cost of inventories. Inventories of raw materials, supplies and goods for resale are stated at the lower of average acquisition cost and net realisable value. 8 to 50 3 to 21 Plant and machinery The calculation of the amount of the provision requires assumptions to be made with regard to discount rates, salary trends, employee fluctuation and the life expectancy of employees. Discount rates are determined by reference to market yields at the end of the reporting period on high quality fixed-in- terest corporate bonds. The salary trend relates to the expected future rate of salary increase which is estimated annually based on inflation and the career development of employees within the Group. in years Revenues also include lease rentals and interest income from financial services. Income from lease instalments arising on operating leases is recognised on a straight-line over the lease term. Interest income arising on finance leases as well as on retail customer and dealership financing is recognised using the effec- tive interest method and reported as interest income on loan financing within revenues. Revenues from the sale of vehicles, for which repur- chase arrangements are in place, are not recognised immediately in full. Instead, revenues are either recog- nised proportionately or the difference between the sales and repurchase price recognised in instalments over the term of the contract depending on the nature of the agreement. This includes in particular revenues from vehicle sales, where it is expected that vehicles will return to the Group as leased vehicles in the subsequent period. In this case, assets and liabilities relating to rights of return are recognised. Consideration for the rendering of services to customers usually falls due for payment at the beginning of a contract and is deferred as a contract liability under deferred income. The deferred amount is released over the service period and recognised as revenue in the income statement. Reflecting the fact that expenses are incurred over the period in which services are ren- dered, deferred income is released on the basis of the expected cost trend. If the sale of products includes a determinable amount for services (multiple-component contracts), the related revenues are deferred and recognised as income in the same way. Revenues from contracts with customers include in particular revenues from the sale of products and leased assets as well as from services. Revenue is recognised when control is transferred to the deal- ership or retail customer. This is usually the case at the point in time when the risks and rewards of ownership are transferred. In the case of services, control is transferred over time. Revenues are stated net of settlement discount, bonuses and rebates as well as interest and residual value subsidies. Variable con- sideration components, such as bonuses and interest subsidies, are measured at the expected value and, in the case of multi-component contracts, allocated to all performance obligations unless directly attributable to the sale of a vehicle. The consideration arising from these sales usually falls due for payment immediately or within 30 days. In exceptional cases, a longer pay- ment may also be agreed. Accounting policies, assumptions, judgements and estimations 04 → Accounting Principles and Policies Notes to the Group Financial Statements Statements Group Financial 122 121 1.13 1.18 1.14 15.04 15.62 14.81 16.45 65.91 74.07 69.04 79.72 1,276.47 1,298.78 Factory and office buildings, residential buildings, fixed installations in buildings and outside facilities 1,281.41 Public sector grants are not recognised until there is reasonable assurance that the conditions attaching to them have been complied with and the grants will be received. The resulting income is recognised in cost of sales over the periods in which the costs occur that they are intended to compensate. Earnings per share are calculated as follows: Basic earnings per share are calculated for common and preferred stock by dividing the net profit for the year after minority interests and attributable to each cate- gory of stock, by the average number of outstanding shares. Net profit for the year is accordingly allocated to the different categories of stock. The portion of net profit that is not being distributed is allocated to each category of stock based on the number of outstanding shares. Profits available for distribution are determined directly on the basis of the dividend resolutions passed for common and preferred stock. Diluted earnings per share are calculated and sepa- rately disclosed in accordance with IAS 33. 1.20 Development costs for vehicle, module and architecture projects are capitalised at manufacturing cost, to the extent that attributable costs (including development- related overhead costs) can be measured reliably and both technical feasibility and successful marketing are assured. It must also be sufficiently probable that the development expenditure will generate future economic benefits. Capitalised development costs are amortised on a straight-line basis following the start of production over the estimated product life cycle (usually five to 12 years). All items of property, plant and equipment are measured at acquisition or manufacturing cost less accumulated depreciation and accumulated impairment losses. The cost of internally constructed plant and equipment comprises all costs which are directly attributable to the manufacturing process as well as an appro- priate proportion of production-related overheads. This includes production-related depreciation and amortisation as well as an appropriate proportion of administrative and social costs. Financing costs are not included in acquisition or manufacturing cost unless they are directly attributable to the asset. The carrying amount of items of depreciable property, plant and equipment is written down according to scheduled usage-based depreciation - as a general rule on a straight-line basis - over the useful lives of the assets. Depreciation is recorded as an expense in the income statement. Purchased and internally-generated intangible assets are recognised as assets where it is probable that the use of the asset will generate future economic benefits and where the costs of the asset can be determined reliably. Such assets are measured at acquisition or manufacturing cost, as a general rule without financing costs, and, to the extent that they have a finite useful life, amortised on a straight-line basis over their estimated useful lives. With the exception of capitalised development costs, intangible assets are amortised as a general rule over their estimated useful lives of between three and 20 years. Notes to the Group Financial Statements → Accounting Principles and Policies Group Financial Statements 124 123 The risk-adjusted discount rate, calculated using a CAPM model, also takes into account specific peer- group information relating to beta-factors, capital structure data and borrowing costs. In conjunction with the impairment tests for cash-generating units, sensitivity analyses are performed for the main assumptions in order to rule out that possible changes to the assumptions used to determine the recoverable amount would result in the requirement to recognise an impairment loss. The following useful lives are applied throughout the BMW Group: 13.4 12.0 12.0 12.0 12.0 13.4 2018 If there is any indication of impairment of intangible assets, or if an annual impairment test is required (i.e. intangible assets with an indefinite useful life, intangible assets during the development phase and goodwill), an impairment test is performed. Each individual asset is tested separately unless the cash flows generated by the asset are not sufficiently inde- pendent from the cash flows generated by other assets or other groups of assets. In this case, impairment is tested at the level of a cash-generating unit. Financial Services Automotive Motorcycles in % Amounts are discounted on the basis of a market- related cost of capital rate. Impairment tests for the Automotive and Motorcycles cash-generating units are performed using a risk-adjusted pre-tax cost of capital (WACC). In the case of the Financial Services cash-generating unit, a pre-tax cost of equity capital is used, as is customary in the sector. The following discount factors were applied: into account. Forecasting assumptions are continually adjusted to current information and regularly com- pared with external sources. The assumptions used take account in particular of expectations of the prof- itability of the product portfolio, future market share development, macroeconomic developments (such as currency, interest rate and raw materials prices) as well as the legal environment and past experience. The BMW Group determines the value in use on the basis of a present value computation. Cash flows used for this calculation are derived from long-term forecasts approved by management. These long-term forecasts are based on detailed forecasts drawn up at an operational level and, with a planning period of six years, correspond roughly to a typical product life cycle of vehicle projects. For the purposes of cal- culating cash flows beyond the planning period, a residual value is assumed which does not take growth Goodwill arises on first-time consolidation of an acquired business when the cost of acquisition exceeds the Group's share of the net fair value of the assets, liabilities and contingent liabilities identified during the acquisition. As part of the process of assessing recoverability, it is generally necessary to apply estimations and assump- tions - in particular regarding future cash inflows and outflows and the length of the forecast period - which could differ from actual amounts. Actual amounts may differ from the assumptions and estimations used if business conditions develop differently to expectations. If the reason for a previously recognised impairment loss no longer exists, the impairment loss is reversed up to the level of the recoverable amount, but no higher than the amortised acquisition or manufacturing cost. Impairment losses on goodwill are not reversed. For the purpose of the impairment test, the carrying amount of an asset (or a cash-generating unit) is com- pared with the recoverable amount. The first step of the impairment test is to determine the value in use. If the value in use is lower than the carrying amount, the next step is to determine the fair value less costs to sell and compare the amount so determined with the asset's carrying amount. If the fair value is lower than the carrying amount, an impairment loss is recognised, reducing the carrying amount to the higher of the asset's value in use or fair value less costs to sell. 2017 Hedge accounting Hedge accounting 2,187 Hedge accounting Hedge accounting 2,187 814 1,340 Held for trading Fair value through profit or loss 1,340 Available-for-sale Fair value directly through equity Fair value through profit or loss 790 814 80,562 Other At amortised cost Fair value hedges 5,447 Cash flow hedges Other derivative instruments Marketable securities and investment funds Loans to third parties Credit card receivables 80,434 Cash and cash equivalents Carrying amount IAS 39 IFRS 9 Fair value through profit or loss 366 395 29 Trade receivables 3,919 Other assets 730 Fair value through profit or loss 632 Loans and receivables At amortised cost 2,667 2,663 Receivables from subsidiaries 9,039 Receivables from companies At amortised cost 276 276 Loans and receivables At amortised cost Available-for-sale Fair value option Loans and receivables in which an investment is held Loans and receivables At amortised cost 8,407 Cash Loans and receivables At amortised cost 112 112 Fair value option Fair value through profit or loss 2 At amortised cost 2 At amortised cost 248 240 Loans and receivables At amortised cost 184 184 Loans and receivables Derivative instruments 13.09 Receivables from sales financing As originally reported Adjustment IFRS 15 Adjusted according to IFRS 15 8,706 -31 8,675 1,334 9,336 9,305 9,250 -31 9,219 As originally reported Adjustment IFRS 15 Adjusted according to -31 IFRS 15 -0.05 13.07 -51 -2,000 8,706 -31 8,675 8,620 -31 13.14 8,589 -0.05 13.07 13.14 -0.05 13.09 13.12 -0.05 13.12 Financial assets 8,706 8,675 136 Group Financial Statements BMW Group reclassification of financial instruments at 1 January 2018 → 74 Notes to the Group Financial Statements 135 → Accounting Policies in € million FINANCIAL ASSETS Category IAS 39 IFRS 9 Other investments Principles and -31 The following table shows the reconciliation of the categories and carrying amounts of financial instru- ments as well as the impact on Group equity of the first-time application of IFRS 9. → see note 4 696 56 752 -609 50 -559 -2,884 The rules for hedge accounting contained in IAS 39 required an effectiveness test to be performed for corresponding hedging relationships, based on fixed ranges, in order to demonstrate the retrospective effectiveness of the hedge. It was not permitted under IAS 39 to designate all risk components separately. -75 5,909 5,909 07 First-time application of IFRS 9 The new requirements contained in IFRS 9 (Finan- cial Instruments) relating to the classification and measurement of financial instruments were applied retrospectively by the BMW Group in the financial year 2018. The available exemption not to adjust comparative information for previous periods was applied. Accordingly, only the opening balance sheet at 1 January 2018 was adjusted. Apart from a small number of exceptions, the requirements for hedge accounting were applied prospectively in the financial year 2018. The one exception to this is hedge accounting for the fair value of a portfolio against interest rate risk, for which the requirements of IAS 39 continue to be applied. Information on accounting in accordance with IFRS 9 is provided in the Accounting Policies section in note 4. Prior to the adoption of IFRS 9, financial instruments were accounted for in accordance with IAS 39. In accordance with those requirements, the Group's financial assets were allocated to either cash funds or to the categories "loans and receivables", "available- for-sale”, “held for trading” or “fair value option”. Financial liabilities were allocated to the categories "financial liabilities at fair value through profit or loss" or "other financial liabilities". On initial recognition, financial instruments accounted for in accordance with IAS 39 were measured at fair value, whereby transaction costs were taken into account except in the case of financial instruments allocated to the category "at fair value through profit or loss". Subsequent to initial recognition, available-for-sale financial assets, held-for-trading financial instruments and financial assets for which the fair value option was applied were measured at their fair value. Financial assets that were classified as loans and receivables and financial liabilities (with the exception of derivative financial instruments) were subsequently measured at amortised cost using the effective interest method. The IAS 39 impairment model was based on a regular determination of whether objective evidence indicated that impairment had already occurred. For the pur- poses of assessing possible impairment, all available information, such as market conditions and prices as well as the length of time and the scale of the decline in value were taken into account. -2,959 1,334 c) Cash Financial liabilities Trade payables Other liabilities 23 -77 178 137 Total financial liabilities FINANCIAL LIABILITIES Total impact on equity Group Financial Statements Notes to the Group Financial Statements → Accounting Principles and Policies → Notes to the Income Statement 138 The impact of the various changes arising in con- junction with the first-time application of IFRS 9 is explained below: Total financial assets 23 Financial assets Derivative instruments Cash flow hedges Fair value hedges Other derivative instruments Marketable securities and investment funds b) Other assets 이 Credit card receivables Other Cash and cash equivalents Trade receivables Other assets Receivables from subsidiaries Receivables from companies in which an investment is held Collateral assets Loans to third parties Receivables from sales financing (a) Financial investments in equity instruments were reclassified to the category "at fair value through profit or loss". There was no difference between carrying amounts pursuant to IAS 39 and fair values at 1 January 2018. (c) Adjustment of impairment allowances in accor- dance with the new requirements of IFRS 9. -1,019 Credit card receivables -10 -8 -18 Trade receivables -56 128 -4 Marketable securities and investment funds -2 -2 Total -1,213 114 -1,949 -60 (b) Selected non-current marketable securities and loans to third parties, for which the fair value option available under IAS 39 was previously used, were reclassified to the category "at fair value through profit or loss" because their contractual cash flows do not solely represent payments of principal and interest on the principal amount outstanding. There was no difference between carrying amounts pursuant to IAS 39 and fair values at 1 January 2018. -1,147 1.1.2018 IFRS 9 (d) The new accounting requirements for interest rate hedges reduce the carrying amount of financial liabilities designated as hedged items within a hedge relationship by €30 million and increase accumulated other equity by €5 million. At the date of adoption of the new requirements, rev- enue reserves increased by €18 million, after offset of deferred tax. (e) Specific investments in debt instruments were reclassified to the category "at fair value through profit or loss" because their contractual cash flows do not solely represent payments of principal and interest on the principal amount outstanding. 7 (f) Adjustment of the amount and presentation of impairment allowances in accordance with the new requirements of IFRS 9. (g) Specific listed bonds were reclassified to the cat- egory "at amortised cost". At the date of first- time application of IFRS 9, the BMW Group uses a business model for these bonds, the objective of which is to collect contractual cash flows that solely represent payments of principal and interest on the principal amount outstanding. The market value of these instruments at 31 December 2018 amounted to €680 million (31 December 2017: €738 million). If the reclassification to other comprehensive income had not taken place in the period under report, a fair value loss of €2 million would have been recognised through other comprehensive income. (h) Some of the money market funds with a fixed net asset value were reclassified from cash to the category "at fair value through profit or loss". They do not meet the criteria for measurement at amortised cost in accordance with IFRS 9 be- cause their contractual cash flows do not solely represent payments of principal and interest on the principal amount outstanding. There was no difference between carrying amounts pursuant to IAS 39 and fair values at 1 January 2018. The following table shows the adjustments made to impairment allowances in the Group Balance Sheet as a result of the first-time application of IFRS 9. Receivables from sales financing BMW Group reconciliation of impairment allowances in € million Impairment allowances 31.12.2017 Adjustment to impairment Impairment allowances allowance due to IAS 39 IFRS 9 → 75 Collateral assets f) a Total impact on equity Other liabilities At amortised cost 94,648 94,618 Other liabilities At amortised cost Total financial liabilities 9,731 Other liabilities At amortised cost 6,822 6,822 111,201 111,171 Differences through 9,731 new Other liabilities Financial liabilities At amortised cost 219 219 Available-for-sale Fair value directly through equity 97 97 Trade payables Other assets Loans and receivables At amortised cost 1,108 1,108 105,903 106,011 FINANCIAL LIABILITIES Total financial assets e) measurement evaluation 2 .6 22 -2 -6 3 -8 -2 116 -77 155 -30 7 -30 7 FINANCIAL ASSETS Other investments -30 change of 5 93 category measurement -8 Equity effects Accumulated Deferred taxes other equity 5 Revenue reserves 128 -35 -8 -76 76 a) b) Note 10,675 In accordance with IFRS 15, costs incurred for sales promotion measures in the Automotive segment, such as sales support or residual value subsidies, are required to be treated as variable components of consideration and therefore have the effect of reducing revenue. Variable consideration is measured on the basis of the amount of consideration to which the BMW Group expects to be entitled. Some of these costs were previously reported as cost of sales. The change in classification in the income statement results in a decrease in both revenues and cost of sales. For the financial year 2017, the retrospective reclassification recorded by the Automotive segment amounted to €2.9 billion, which did not, however, have a significant impact at Group level. 10,655 The following tables show the impact on the balance sheets at 1 January 2017 and 31 December 2017, as well as on the income statement, statement of 7 comprehensive income and cash flow statement for the financial year 2017: BMW Group change in presentation of balance sheet at 1 January 2017 → 69 in € million ASSETS Policies Total non-current assets thereof deferred tax thereof other assets Total current assets thereof other assets As originally reported Adjustment IFRS 15 Adjusted according to IFRS 15 thereof investments accounted for using the equity method 121,671 Principles and Notes to the Group Financial Statements Other financial reporting standards issued by the IASB and not yet applied are not expected to have any significant impact on the BMW Group Financial Statements. 06 First-time application of IFRS 15 The new Standard IFRS 15 (Revenue from Contracts with Customers) assimilates the numerous requirements and interpretations relating to revenue recognition into a single Standard. The new Standard also stip- ulates uniform revenue recognition principles for all sectors and all categories. In accordance with the transitional provisions con- tained in IFRS 15, the BMW Group has applied the new requirements for revenue from contracts with customers in the 2018 financial year using the full retrospective option. For this reason, the opening bal- ance sheet at 1 January 2017, the figures reported for the previous year and the balance sheet at 31 Decem- ber 2017 have been adjusted and made comparable. The exemption provision, allowing contracts fulfilled prior to 1 January 2017 not to be newly assessed in accordance with IFRS 15, has been applied. The impact of applying the exemption is classified as insignificant due to the fact that it only affects the BMW Group in a few individual cases. Revenue recognition from contracts with customers is based on a five-stage model. Revenues are required to be recognised either over time or at a specific point in time. A major difference to the previous Standard is the increased scope of discretion for estimates and the introduction of thresholds, thus influencing the amount and timing of revenue recognition. Accounting for buyback arrangements and rights of return for vehicles sold, but which the Financial Services segment will subsequently lease to customers, results in the earlier recognition of intragroup elimina- tions. The adoption of IFRS 15 results in a retrospective decrease in Group equity at 1 January 2017 amounting to €498 million, after offset of deferred tax amount- ing to €239 million (31 December 2017: reduction of revenue reserves by €553 million, after offset of deferred tax amounting to €192 million). The lower amount of deferred tax at 31 December 2017 results from the reduction of the US federal corporate tax rate with effect from 1 January 2018. The earlier date for consolidating intragroup transactions also results in the recognition of assets and liabilities relating to rights of return, causing other current assets and other current liabilities to increase. The impact on earnings in the financial year 2018 was not significant. → Accounting -1,099 As a result of the retrospective adjustments described above, the Automotive segment's EBIT margin for the financial year 2017 improved by 0.3 percentage points to 9.2%. A different accounting treatment may be required if buyback arrangements are in place with customers, resulting in a shift in the timing of revenue recogni- tion. The resulting impact was not significant. Buyback arrangements between the Automotive and Financial Services segments are not reflected in the internal management system or reporting and there- fore, in accordance with IFRS 8, do not result in any changes in the presentation of segment information. 131 132 Group Financial Statements If the sale of products includes a determinable amount for services (multiple-component contracts), the related revenues are deferred and recognised as income over time. Variable consideration to be received for multi-component contracts is allocated across all service obligations unless it is directly attributable to the sale of the vehicle. As a result of the change in accounting policy for multi-component contracts with variable consideration components, changes in the allocation of transaction prices result for the Automotive segment in higher amounts being recog- nised for vehicle sales and a lower level of amounts deferred for service contracts. The shift in the timing of revenue recognition resulted in a retrospective increase in Group revenue reserves at 1 January 2017 of €89 million, after offset of deferred tax amounting to €38 million (31 December 2017: increase in Group rev- enue reserves of €112 million, after offset of deferred tax amounting to €42 million). The impact on earnings in the financial year 2018 was not significant. -291 222 2,546 47,363 -409 46,954 thereof equity attributable to shareholders of BMW AG 47,108 -409 46,699 Total equity thereof revenue reserves -409 44,036 Total non-current provisions and liabilities 73,183 -100 73,083 thereof other provisions 44,445 121,893 EQUITY AND LIABILITIES 190,266 2 2,548 2,327 226 2,553 1,595 -6 Total assets 1,589 1,509 68,373 5,087 1,509 6,596 188,535 1,731 66,864 5,039 -143 Total impact 1.1.2018 1.1.2018 Changes due to the new accounting standards IFRS 15 and IFRS 9 are described in → notes 6 and 7. The Interpretation IFRIC 22 clarifies that when a non-monetary asset or liability denominated in (b) Financial reporting pronouncements issued by the IASB that are significant for the BMW Group, but have not yet been applied: → see note 6 and 7 7 a foreign currency is recognised, any payments or receipt of advance consideration should be based on the exchange rate prevailing at the date of payment. This situation is relevant in individual cases within the BMW Group. 1.1.2018 1.1.2018 Standard/Interpretation Leases Date of issue by IASB Date of mandatory application IASB Date of mandatory application EU 13.1.2016 1.1.2019 IFRS 16 1.1.2019 24.7.2014 8.12.2016 1.1.2018 (a) Standards and Revised Standards significant for the BMW Group applied for the first time in the financial year 2018: Standard/Interpretation IFRS 15 Revenue from Contracts with Customers IFRS 9 IFRIC 22 12.4.2016 Financial Instruments Date of issue by IASB Date of mandatory application IASB Date of mandatory application EU 28.5.2014 11.9.2015 1.1.2018 Foreign Currency Transactions and Advance Consideration -116 The new Standard IFRS 16 (Leases) sets out a new approach to accounting for leases by lessees. While under IAS 17, the accounting treatment of a lease was determined on the basis of the transfer of risks and rewards incidental to ownership of the asset, in the future, each lease arrangement will, as a general rule, be accounted for by the lessee in a similar way to finance leases. The impact on the BMW Group's results of operations, financial position and net assets is currently being analysed as part of a Group-wide implementation project. A new IT system has been introduced to account for right-of-use assets and lease liabilities in the future. At the date of initial adoption, the balance sheet total is expected to increase by approximately €2.3 billion as a result of leases previously classified as operating leases. The reclassification results in a slight decline in the equity ratio. For a small number of contracts, the carrying amount of a right-of-use asset will be determined as if IFRS 16 had been applied from the inception of the lease. After offsetting deferred tax effects amounting to €13 million, this results in a reduction of approximately €32 million in Group revenue reserves at 1 January 2019. In subsequent periods, the BMW Group expects a slightly positive impact on profit before financial result and on cash inflows/outflows from operating activities and a slightly negative impact on cash inflows/outflows from financing activities. Segment Lessee Lessor Measurement of right-of-use assets as if IFRS 16 had been applied from the inception of the contract First-time application of requirements applicable to finance leases of manufacturers or dealers Automotive -32 Eliminations 1.1.2019 -15 -146 Lessor Changes in timing of income statement recognition of volume-dependent bonuses Financial Services -101 -12 -113 -131 The BMW Group will use the grandfather clause available for existing leases and apply the available exemptions regarding the recognition of short-term leases and low-value leasing assets. The new Standard will be applied for the first time using the modified retrospective method. Intragroup leasing arrange- ments are not reflected in the internal management system or in internal reporting pursuant to IFRS 16 and therefore, in accordance with IFRS 8, do not result in any changes in the presentation of segment information. IFRS 16 has not been adopted prior to the mandatory application date. 2018 revenue reserves 129 130 Group Financial Statements Notes to the Group Financial Statements → Accounting Principles and Policies In conjunction with the adoption of IFRS 16, the methods used to account for leases as a lessor have also been reviewed, resulting in a change of accounting policy as described below with effect from the financial year 2019. The change in accounting policy will be applied retrospectively, with comparative figures restated. In this context, it will be necessary to restate the opening balance sheet as at 1 January 2018 and figures for the financial year 2018. As a result of the revised definition of initial direct costs contained in IFRS 16, the BMW Group will change the timing of income statement recognition for volume- dependent bonuses relating to Financial Services segment sales promotions. Rather than being spread over the term of the underlying lease, in future these costs will be recognised as an expense in full in the period in which the entitlement to the bonus arises. This results in a retrospective decrease in Group revenue reserves at 1 January 2018 of €101 million, after offset of deferred tax amounting to €44 million (31 December 2018: reduction of revenue reserves of €113 million, after offset of deferred tax amounting to €49 million). 1.1.2018 The first-time application of IFRS 16 with effect from 1 January 2019, in conjunction with IFRS 15, will also require the BMW Group to account for finance leases concluded with retail customers via the Financial The following table provides an overview of the expected effects on revenue reserves from the first- time application of IFRS 16 and the related change in the methods used to account for leases as a lessor: in € million Change Impact on revenue reserves After-tax earnings impact Impact on Services segment in accordance with the requirements applicable to manufacturers or dealers. For this reason, in future, revenues and cost of sales arising on the sale of vehicles which will subsequently be leased to customers under finance lease arrangements will be recognised at a later date. Revenues and cost of sales relating to vehicle sales will no longer be recognised at the time of sale, but rather at the commencement date of the lease. Revenues will be recognised on the basis of the leased asset's fair value, reduced by any unguar- anteed residual value of vehicles that are expected to be returned to the Group. Cost of sales will also be reduced for unguaranteed residual values. In addition, initial direct costs incurred by the Financial Services segment will be recognised at Group level as cost of sales. Overall, this results in a retrospective decrease in Group revenue reserves as at 1 January 2018 of €15 million, after offset of deferred tax amounting to €4 million (31 December 2018: decrease of revenue reserves of €146 million, after offset of deferred tax amounting to €44 million). The adoption of these requirements will not have a material impact on the accounting in the Automotive and Financial Services segments. 20 155 thereof deferred tax 193,483 2,023 195,506 133 BMW Group change in presentation of income statement for the period 1 January to 31 December 2017 134 Group Financial 13,443 Statements Financial Statements → Accounting Principles and Policies → 71 in € million Revenues Notes to the Group Cost of sales 2,664 6,367 thereof other liabilities Total current provisions and liabilities thereof other provisions thereof other liabilities Total equity and liabilities 2,241 -84 10,779 2,157 -365 5,045 69,047 2,718 71,765 6,313 54 5,410 thereof deferred tax Gross profit Profit/loss before tax As originally reported Adjustment IFRS 15 Adjusted according to IFRS 15 98,678 -396 98,282 The effects of the first-time application of IFRS 15 on equity are shown in the Statement of Changes in Equity. -78,744 -78,329 19,934 19 19,953 9,880 19 9,899 415 Profit/loss before financial result Cash inflow/outflow from operating activities Change in deferred taxes Income taxes Net profit/loss Attributable to shareholders of BMW AG Basic earnings per share of common stock in € Basic earnings per share of preferred stock in € Diluted earnings per share of common stock in € Diluted earnings per share of preferred stock in € BMW Group change in presentation of statement of comprehensive income for the period 1 January to 31 December 2017 → 72 Other in € million Total comprehensive income Total comprehensive income attributable to shareholders of BMW AG BMW Group change in presentation of cash flow statement for the period 1 January to 31 December 2017 → 73 in € million Net profit Change in provisions Net profit 5,194 5,632 5,437 188,535 1,731 190,266 BMW Group change in presentation of balance sheet at 31 December 2017 → 70 in € million ASSETS 12,401 Total non-current assets thereof deferred tax thereof other assets Total current assets thereof other assets Total assets As originally reported Adjustment IFRS 15 thereof investments accounted for using the equity method Adjusted according to IFRS 15 2,203 5,916 thereof other liabilities Total current provisions and liabilities thereof other provisions thereof other liabilities Total equity and liabilities 2,795 26 10,198 2,821 -281 5,076 67,989 2,240 70,229 5,879 37 5,357 195 121,901 121,964 54,548 -441 54,107 thereof equity attributable to shareholders of BMW AG 54,112 -441 53,671 Total equity thereof revenue reserves -441 50,815 Total non-current provisions and liabilities 69,888 -254 69,634 thereof other provisions 51,256 63 EQUITY AND LIABILITIES 2,023 2,767 2 2,769 1,927 66 1,993 1,635 195,506 -5 71,582 1,960 73,542 5,525 1,960 7,485 193,483 1,630 Financial reporting rules 05 127,524 Analysis of changes in Group tangible, intangible and investment assets 2017 in € million Development costs Goodwill Other intangible assets Intangible assets Acquisition and manufacturing cost Translation 1.1.20171 differences Additions Reclassi- fications Disposals 31.12.2017 11,484 2,424 943 12,965 386 buildings on third party land Land, titles to land, buildings, including 15,100 972 2,710 -38 2 Including €74 million recognised through the income statement 13,400 29 286 -37 1,530 385 -1 1,750 10,940 1 Including assets under construction of €2,017 million. 1,410 Leased products 44,143 735 18,421 16,956 46,343 Investments accounted for using the equity method 2,769 547 692 2,624 Investments in non-consolidated subsidiaries 438 3 8 Participations 11 123 12 1,286 28 28 Other investments Non-current marketable securities 444 | 56 115 9 820 938 -299 271 228 the equity method Investments in non-consolidated subsidiaries Participations Non-current marketable securities Other investments 1 Including first-time consolidation and changes in accordance with IFRS 15. 2 Including assets under construction of €2,010 million. 3 Including €3 million recognised through the income statement and €76 million directly in equity. 2,548 639 418 2,769 501 -8 74 129 438 Carrying amount Depreciation and amortisation 1,286 130 192 -15 Investments accounted for using 1,239 28 820 | 118 -7 710 28 44,143 16,686 18,281 70 314 -91 2,674 Other facilities, factory and office equipment 36,833 168 1,560 2,123 -681 35,924 Plant and machinery 11,088 52 1,027 55,304 2,799 2,255 -3,047 45,595 Leased products 53,245 1,782 4,402 Advance payments made and construction in progress -1,168 Property, plant and equipment 2,525 2 -1,325 1,694 -97 51,793 Translation 3,123 314 475 Marketable securities (at fair value through other comprehensive income) -30 18 -12 39 2 41 Financial instruments used for hedging purposes -1,381 436 -945 1,914 -568 1,346 Costs of hedging -620 -61 -31 -30 -1,171 1,445 192 -604 457 -1,061 -218 Other comprehensive income -124 33 -157 Other comprehensive income from equity accounted investments Currency translation foreign operations -433 187 192 -815 693 -217 -1,048 -103 -620 -973 353 -157 -30 674 -597 192 -1,171 -1,322 155 Other comprehensive income for the period after tax Deferred taxes on components of other comprehen- sive income are as follows: in € million -604 935 Remeasurement of the net defined benefit liability for pension plans After tax Deferred taxes tax tax 718 taxes After Deferred Before tax 2017 2018 630 Before -1,171 630 Other comprehensive income arising from equity accounted investments is reported in the State- ment of Changes in Equity within currency trans- lation differences with an amount of € - 24 million (2017: € -152 million), within financial instruments used for hedging purposes with an amount of €39 mil- lion (2017: €91 million) and within costs of hedging with an amount of € -139 million (2017: € - million). Intangible assets Land, titles to land, buildings, including buildings on third party land 11,088 75 277 372 82 11,730 Plant and machinery 36,833 201 2,888 1,119 2,852 Other facilities, factory and office equipment 2,799 53,245 Property, plant and equipment 2,395 6 -1,551 1,409 17,173 18 Advance payments made and construction in progress 2,990 183 60 294 20 2,525 1,084 1,798 125 Translation differences 1.1.2018 in € million Acquisition and manufacturing cost Analysis of changes in Group tangible, intangible and investment assets 2018 20 Additions NOTES TO THE BALANCE SHEET → Notes to the Notes to the Group Financial Statements Statements Group Financial 146 145 Balance Sheet 4,868 Reclassi- fications Development costs 385 14,990 959 2,984 3,145 12 Disposals 31.12.2018 15,100 12 1,750 385 12,965 Other intangible assets Goodwill 161 2,017 1.1.2018 Reclassi- fications 2,769 2,546 Investments accounted for using the equity method Investments in non-consolidated 192 189 249 308 subsidiaries 484 -76 408 412 226 Participations 2 -3 Notes to the Group Financial Statements Group Financial Statements 148 147 Other investments 560 Leased products 690 -79 678 Non-current marketable securities 26 29 -1 596 → Notes to the 37,789 7,886 6,154 27,092 -531 2,820 5 1,548 27,838 8,995 8,832 1,952 -62 238 158 1,970 829 2,5252 33,830 3,169 3,633 -379 7,801 Advance payments made and construction in progress Property, plant and equipment 721 Other facilities, factory and office equipment 36,257 Plant and machinery 2,253 17,960 18,471 34,774 1,743 3,395 -708 Land, titles to land, buildings, including buildings on third party land Balance Sheet 21 Intangible assets 49 41 47 60 105 110 23 22 Property, plant and equipment No impairment losses were recognised in 2018, as in the previous year. As in the previous year, no financing costs were recognised as a cost component of property, plant and equipment in 2018. Property, plant and equipment include a total of €89 million (2017: €94 million) relating to land and buildings, for which economic ownership is attribut- able to the BMW Group (finance leases). The principal leases are held by BMW AG, have a carrying amount of €70 million (2017: €78 million) and run for peri- ods up to 2030 at the latest. The leases contain price adjustment clauses in the form of index-linked rentals as well as extension and purchase options. Leased products Minimum lease payments of non-cancellable oper- ating leases amounting to €18,880 million (2017: €17,982 million) fall due as follows: in € million 31.12.2018 31.12.2017 Impairment losses amounting to €235 million (2017: €148 million) were recognised on leased products in 2018 as a consequence of changes in residual value expectations. Income from the reversal of impairment losses amounted to €92 million (2017: € - : - million). Contingent rents of €92 million (2017: €52 million), based principally on the distance driven, were recognised in income. The agreements have, in part, extension and purchase options. 17,982 18,880 Minimum lease payments 13 due between one and five years due later than five years 37 9,383 9,863 between one and five years 8,586 8,980 within one year later than five years 9 9 due within one year 75 due between one and five years due later than five years 19 18 Total of future minimum lease payments due within one year 31.12.2017 73 31.12.2018 Minimum lease payments are as follows: As in the previous year, no financing costs were recog- nised as a cost component of intangible assets in 2018. As in the previous year, there was no requirement to recognise impairment losses or reversals of impair- ment losses on intangible assets in 2018. Intangible assets amounting to €41 million (2017: €41 million) are subject to restrictions on title. Other intangible assets include a brand-name right amounting to €41 million (2017: €41 million) which is allocated to the Automotive segment and is not subject to scheduled amortisation since its useful life is deemed to be indefinite. Intangible assets also include goodwill of €33 million (2017: €33 million) allocated to the Automotive cash-generating unit (CGU) and goodwill of €347 million (2017: €347 million) allocated to the Financial Services CGU. Intangible assets mainly comprise capitalised devel- opment costs on vehicle, module and architecture projects as well as subsidies for tool costs, licences, purchased development projects, software and pur- chased customer lists. in € million 6,122 85 178 Present value of future minimum lease payments 82 73 40 38 32 100 26 10 9 due within one year lease payments Interest portion of the future minimum 192 due between one and five years due later than five years differences Current year 4,966 -5 5,310 6,420 6,122 27,838 154 2,886 2,767 28,111 10,078 8,995 1,970 17 270 175 2,082 908 2,3951 113 7,886 829 Other facilities, factory and office equipment Advance payments made and construction in progress Property, plant and equipment Plant and machinery buildings on third party land Land, titles to land, buildings, including 33 18,471 35,503 2,975 3,504 200 34,774 2,525 19,801 3,328 348 4,966 Value adjustments² Disposals 31.12.2018 31.12.2018 31.12.2017 4,556 1,414 956 5,014 9,976 8,409 5 5 380 380 1,075 5 195 Intangible assets Other intangible assets Development costs Goodwill 9,464 10,971 6,202 29 1,048 5 5,636 675 615 1,183 92 1,609 3,556 7,771 38,572 31.12.2017 31.12.2016 4,263 5 928 -16 191 5,196 -16 1,427 1,236 943 4,556 8,409 7,221 5 380 364 Development costs 337 -115 4,786 Intangible assets 8,157 9,464 31.12.2017 5,636 Other intangible assets 572 675 1,075 28 Goodwill 971 Disposals Value adjustments³ Reclassi- fications 73 -1 408 subsidiaries 249 253 480 191 Investments in non-consolidated Investments accounted for using the equity method 2,769 2,624 Leased products 36,257 189 37 1 74 Current year Translation differences 1.1.20171 Carrying amount Depreciation and amortisation Other investments 596 690 29 Participations 412 |སྒྱུ| | 739 671 Non-current marketable securities -333 1,914 -1,381 2,593 3,077 18 22 2017* 2018 2017* 2018 Deferred tax liabilities Deferred tax assets Eliminations Liabilities Provisions Tax loss carryforwards and capital losses Sundry other assets Other investments Leased products * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. In the previous year, variances due to different tax rates were influenced in particular by the reduction in the US federal corporate income tax rate, which was required to be taken into account in the mea- surement of deferred taxes as of 31 December 2017. This resulted in a reduction in the tax expense of €977 million. Tax increases as a result of non-deductible expenses and tax reductions due to tax-exempt income increased compared to one year earlier. As in the previous year, tax increases as a result of non-tax- deductible expenses were attributable primarily to the impact of non-recoverable withholding taxes and transfer price issues. Tax income relating to prior years resulted primarily from adjustments to income tax receivables and pro- visions for prior years. Other variances comprise various reconciling items, including the Group's share of earnings of companies accounted for using the equity method. 142 171 Group Financial Statements → Notes to the Income Statement The allocation of deferred tax assets and liabilities to balance sheet line items at 31 December is shown in the following table: in € million Intangible assets Property, plant and equipment Notes to the Group Financial Statements Actual tax expense Effective tax rate 88 195 Valuation allowances on tax loss carryforwards and capital losses 12,294 13,550 12,632 13,832 706 981 3,222 3,180 428 620 2,415 2,570 78 29 5,192 5,323 487 473 5,210 4,655 3 3 359 20 1,185 613 3,254 3,629 891 608 10 Deferred taxes for non-German entities are calcu- lated on the basis of the relevant country-specific tax rates. These range in the financial year 2018 between 9.0% and 45.0% (2017: between 9.0% and 45.0%). 30.7 30.8 3,277 3,023 30.7% 30.8% Tax rate applicable in Germany Expected tax expense * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 10,675 9,815 Profit before tax 2,000 2,575 Income taxes -56 -286 2017* 2018 in € million The difference between the expected tax expense based on the underlying tax rate for Germany and actual tax expense is explained in the following reconciliation: 141 2,220 2,558 Deferred tax expense (+)/ deferred tax income (-) Variances due to different tax rates Tax increases (+)/tax reductions (-) as a result of non-deductible expenses and tax-exempt income 355 thereof relating to temporary differences 641 -502 thereof relating to tax loss carryforwards and tax credits -558 -359 -1,026 141 Corporate tax rate 15.0 15.0 Solidarity surcharge 5.5 5.5 2017 Corporate tax rate including solidarity 15.8 15.8 Municipal trade tax rate 15.0 14.9 German income tax rate surcharge -498 2018 Deferred taxes are determined on the basis of tax rates which are currently applicable or expected to apply in the relevant national jurisdictions when the amounts are recovered. After taking account of an average municipal trade tax multiplier rate (Hebesatz) of 428.0% (2017: 425.0%), the underlying income tax rate for Germany was as follows: 58 Tax expense (+)/benefits (-) for prior years -16 -104 Other variances -214 in % -205 2,000 26.2% 18.7% Current tax expense includes tax income of €16 mil- lion (2017: €104 million) relating to prior periods. The tax expense was reduced by €41 million (2017: €91 million) as a result of utilising tax loss carryfor- wards, for which deferred assets had not previously been recognised and in conjunction with previously unrecognised tax credits and temporary differences. The tax expense resulting from the change in the valuation allowance on deferred tax assets relating to tax losses available for carryforward and temporary dif- ferences amounted to €24 million (2017: €67 million). 2,575 Changes in tax rates resulted in a deferred tax expense of €90 million (2017: deferred tax income of €796 million). The principal reason for this devel- opment in the previous year was the reduction in the US federal corporate income tax rate from 35.0% to 21.0% with effect from 1 January 2018. -502 -11,744 819 843 Social insurance expenses 1,295 1,387 Pension and welfare expenses 9,938 10,249 2017* 2018 Wages and salaries in € million The income statement includes personnel expenses as follows: Personnel expenses 16 Basic/diluted earnings per share from continuing operations amounted to €10.87 per share of common stock and €10.89 per share of preferred stock. Earnings per share of preferred stock are computed on the basis of the number of preferred stock shares entitled to receive a dividend in each of the relevant financial years. As in the previous year, diluted earn- ings per share correspond to basic earnings per share. 601,995,196 55,605,380 601,995,196 55,114,290 10.82 13.07 € Personnel expenses 10.84 € 3.502 4.00 € 3.522 4.02 13.09 number number 12,479 * Distribution to wages and salaries and pension and welfare expenses adjusted in previous year figures. 131,565 1 proportionately-consolidated entities Average number of employees thereof at 7,913 8,228 experience Apprentices and students gaining work thereof at Employees 182 and, in accordance with current requirements, all work related thereto, including the review of the Group Interim Financial Statements. 123,337 2017 2018 proportionately-consolidated entities Personnel expenses include €45 million (2017: €54 million) of costs relating to workforce measures. The total pension expense for defined contribution plans of the BMW Group amounted to €122 million (2017: €105 million). Employer contributions paid to state pension insurance schemes totalled €645 million (2017: €630 million). 144 Group Financial Statements Notes to the Group ↑ ↑ 12,052 Financial Statements Notes to the → Notes to the Statement of Comprehensive Income The average number of employees during the year was: Income Statement 1 Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 2 Proposal by management. Dividend per share of preferred stock Dividend per share of common stock -677 thereof relating to fair value gains and losses on financial instruments and marketable securities recognised directly in equity thereof relating to the remeasurements of net liabilities for defined benefit pension plans 815 -457 Change in deferred taxes recognised directly in equity -558 355 Deferred tax expense (+)/income (-) recognised through income statement 268 201 Deferred taxes at 1 January (assets (-)/ liabilities (+)) 20172 2018¹ in € million as follows: Changes in deferred tax assets and liabilities during the reporting period can be summarised Deferred taxes recognised directly in equity amounted to €1,457 million (2017: €1,000 million). Deferred taxes 1,590 -10,137 1,993 -11,744 -10,137 Net 591 1,806 216 164 * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. Tax loss carryforwards - for the most part usable without restriction – amounted to €2,045 million (2017: €928 million). This includes an amount of €542 million (2017: €548 million), for which a valu- ation allowance of €185 million (2017: €186 million) was recognised on the related deferred tax asset. For entities with tax losses available for carryforward, a net surplus of deferred tax assets over deferred tax liabilities is reported at 31 December 2018 amounting to €234 million (2017: €131 million). Deferred tax assets are recognised on the basis of management's assessment that there is material evidence that the entities will generate future tax- able profits, against which deductible temporary differences can be offset. Capital losses available for carryforward in the United Kingdom which do not relate to ongoing operations decreased to €1,841 million (2017: €1,854 million) due to currency factors. As in previous years, deferred tax assets recognised on these tax losses - amounting to €313 million at the end of the reporting period (2017: €315 million) - were fully written down since they can only be utilised against future capital gains. Netting relates to the offset of deferred tax assets and liabilities within individual entities or tax groups to the extent that they relate to the same tax authorities. 2,157 222 181 thereof from currency translation Net profit attributable to the shareholders of BMW AG € million 7,117.4 8,589.0 Profit attributable to common stock Profit attributable to preferred stock € million 20171 € million 7,867.6 721.4 Average number of common stock shares in circulation Average number of preferred stock shares in circulation Basic/diluted earnings per share of common stock Basic/diluted earnings per share of preferred stock 6,514.5 602.9 Netting 2018 15 -2 43 Exchange rate impact and other changes Deferred taxes at 31 December (assets (-)/liabilities (+)) 1 The figures at 1.1.2018 adjusted due to first-time application of IFRS 9, see note 7. ² Prior year figures adjusted due to first-time application of IFRS 15, see note 6. Earnings per share 117 216 164 Deferred taxes are not recognised on retained profits of €48.2 billion (2017: €42.8 billion) of foreign sub- sidiaries, as it is intended to invest these profits to maintain and expand the business volume of the relevant companies. No computation was made of the potential impact of income taxes on the grounds of proportionality. 7 The tax returns of BMW Group entities are checked regularly by German and foreign tax authorities. Taking account of numerous factors - including interpretations, commentaries and legal decisions relating to the various tax jurisdictions as well as past experience - adequate provision has been made, to the extent identifiable and probable, for potential future tax obligations. 143 -361 2017* 2018 Current tax expense 9,816 9,691 Income from lease instalments 22,932 23,383 Cost of sales relating to financial services business 10,208 10,467 leased to customers Sales of products previously 43,442 43,262 Manufacturing costs 69,417 68,194 Sales of products and related goods 2017* Other attestation services include mainly project- related audits, comfort letters as well as legally prescribed, contractually agreed or voluntarily commissioned attestation work. NOTES TO THE INCOME STATEMENT Interest income on loan financing includes interest calculated on the basis of the effective interest method totalling €3,623 million. This interest income is not reported separately in the income statement as it is not significant compared to total Group revenues. 08 Revenues Revenues by activity comprise the following: thereof: Interest expense relating in € million Cost of sales Cost of sales comprises: 2018 2017* in € million 2018 09 Tax advisory services were performed particularly in conjunction with tax compliance. to financial services business 1,801 * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 78,329 78,924 Cost of sales * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 2,857 2,996 Other cost of sales 98,282 97,480 Revenues 2,097 1,729 Warranty expenditure 3,384 3,744 2,081 Interest income on loan financing 3,744 3,720 Revenues from service contracts, Research and development expenses 5,320 2,051 4,920 1,640 1,737 Expenses for service contracts, telematics and roadside assistance Other income 2,234 telematics and roadside assistance Other services include mainly IT consulting, bench- mark analyses as well as advisory work relating to production processes. 17 Fee expense for the Group auditor NOTES TO THE STATEMENT OF COMPREHENSIVE INCOME 19 Disclosures relating to the statement of comprehensive income Other comprehensive income for the period after tax comprises the following: in € million 2018 2017 Remeasurement of the net defined benefit liability for pension plans 935 693 Deferred taxes -217 -218 Items not expected to be reclassified to the income statement in the future 718 475 Marketable securities (at fair value through other comprehensive income) -44 -29 83 -1 Items that can be reclassified to the income statement in the future Currency translation foreign operations The audit of financial statements comprises mainly the audit of the Group financial statements and Company financial statements of BMW AG and its subsidiaries, Other comprehensive income from equity accounted investments Deferred taxes thereof gains/losses arising in the period under report Costs of hedging thereof gains/losses arising in the period under report thereof reclassifications to the income statement thereof gains/losses arising in the period under report thereof reclassifications to the income statement Financial instruments used for hedging purposes 39 -30 thereof reclassifications to the income statement Services provided by KPMG AG Wirtschaftsprüfungs- gesellschaft, Berlin, during the financial year 2018 on behalf of BMW AG and subsidiaries under its control relate to the audit of the financial statements, other attestation services, tax advisory services and other services. 9 7 Fee expense thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin Other services thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin Tax advisory services thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin 2018 Other attestation services Audit of financial statements in € million These amounts relate mainly to public sector grants aimed at the promotion of regional structures as well as to subsidies received for plant expansions. Government grants and government assistance Income from asset-related and performance-related grants, amounting to €29 million (2017: €30 million) and €83 million (2017: €112 million) respectively, was recognised in the income statement in 2018. 18 The fee expense pursuant to § 314 (1) no. 9 HGB recognised in the financial year 2018 for the Group auditor and its network of audit firms amounted to €24 million (2017: €25 million) and consists of the following: thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin Revenues recognised from contracts with customers in accordance with IFRS 15 totalled €82,024 million (2017: €82,894 million). 2017 17 thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin 25 24 1 2 2 17 2 22 4 3 5 5 17 3 note 45 An analysis of revenues by segment is shown in the segment information provided in → note 45. Revenues → see from the sale of products and related goods are gene- rated primarily in the Automotive segment and, to a lesser extent, in the Motorcycles segment. Revenues from sales of products previously leased to customers, income from lease instalments and interest income on loan financing are allocated to the Financial Services segment. Other income relates mainly to the Auto- motive segment and the Financial Services segment. The major part of revenues expected to arise from the Group's order book at the end of the reporting period relates to the sale of vehicles. Revenues resulting from those sales will be recognised in the short term. The services included in vehicle sale contracts that will be recognised as revenues in subsequent years represent only an insignificant portion of expected revenues. Accordingly, use has been made of the practical expedient contained in IFRS 15.121, permitting an entity not to disclose information on a quantitative basis due to the short-term nature of items and the lack of informational value of such disclosures. Sundry operating expenses 2017 2018 in € million -29 -48 write-downs Expense for impairment losses and -580 -193 Expense for additions to provisions Other financial result -246 -135 Exchange losses 13 720 losses and write-downs 15 8 Net interest result 11 -211 -275 Gains on the disposal of assets 80 Sundry operating income 262 212 Other operating income 774 96 -359 Other operating expenses -651 Impairment losses recognised on receivables from contracts with customers amounted to €47 million (2017: €29 million). The expense for additions to provisions includes litigation and other legal risks. Income from the reversal of provisions includes legal disputes that have been concluded. Income (+) and expenses (-) from financial instruments Sundry other financial result -105 234 -105 Income from the reversal of and expenses for the recognition of impairment allowances and write- downs relate mainly to impairment allowances on receivables. 234 51 248 14 Income taxes Taxes on income of the BMW Group comprise the following: in € million Other financial result Income from the reversal of impairment 14 156 -1,214 Income from investments in subsidiaries and participations 278 Other operating income and expenses 123 -494 14 thereof from subsidiaries: 13 14 13 Expenses from investments in subsidiaries and participations -122 Result on investments 9 The number of employees at the end of the reporting period is disclosed in the Combined Management Report. -412 Interest and similar expenses Net interest result 12 Selling and administrative expenses relate mainly to expenses for marketing, personnel and IT. Selling and administrative expenses 10 Income Statement → Notes to the Financial Statements Notes to the Group Group Financial Statements 140 139 6,108 6,890 expenditure Total research and development 2,424 Cost of sales is reduced by public-sector subsidies in the form of reduced taxes on assets and reduced consumption-based taxes amounting to €88 million (2017: €61 million). Expenses for impairment losses for receivables from sales financing recognised in the income statement for the financial year 2018 amounted to €142 million. Because the impairments are of minor importance compared to the total Group cost of sales, a separate disclosure has not been provided in the income statement. Research and development expenditure was as follows: in € million 2018 in € million 2017 5,320 4,920 -1,414 -1,236 New expenditure for capitalised development costs 2,984 Research and development expenses Amortisation 2018 2017 Other interest and similar income Net interest expense on the net defined benefit liability for pension plans Other interest and similar expenses -62 -81 -233 -265 thereof subsidiaries: 2017 -2 Exchange gains 185 282 Income from the reversal of provisions 216 138 -2 -386 2018 -66 397 201 thereof from subsidiaries: 8 9 11 in € million Other operating income and expenses 397 201 Other operating income and expenses comprise the following items: Expense relating to interest impact on other long-term provisions -91 Interest and similar income 119,611 38,189 Present value of future minimum lease payments Receivables from subsidiaries 295 276 Collateral assets 293 316 Expected reimbursement claims 1,537 933 Sundry other assets 1,204 825 Other assets 11,816 9,115 in € million 847 1,747 Other taxes 1,334 5,316 5,447 in € million 31.12.2018 31.12.2017* In 2017, stocks and other equity capital instruments related entirely to investment funds. In accordance with IFRS 9, these assets are required to be classified as debt capital instruments and are therefore reported as other debt securities with effect from the financial year 2018. The contracted maturities of debt securities are as follows: Return right assets for future leased products 3,261 1,962 Prepayments 2,167 2,018 Receivables from companies in which an investment is held 1,916 31.12.2018 31.12.2017 thereof non-current 2,026 to IFRS 9 developed during the financial as follows: year 2018 29 Inventories Inventories comprise the following: in € million Balance at 1 January* Allocated (+) Reversed (-) 2018 60 21 -26 -1 in € million 31.12.2018 31.12.2017 Impairment allowances on trade receivables according Other assets comprise: Collateral assets comprise mainly customary collateral (banking deposits) arising on the sale of receivables. * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 1,630 thereof current 9,790 7,485 Fixed income securities due within three months due later than three months 787 3,572 628 4,034 Other debt securities due within three months 957 251 due later than three months Debt securities 5,316 4,913 Prepayments relate mainly to prepaid interest, com- mission paid to dealerships and amounts paid in advance to contract manufacturers. Prepayments of €1,227 million (2017: €1,136 million) have a maturity of less than one year. Utilised Other assets 957 Receivables relating to credit card business comprise the following: 31.12.2018 31.12.2017 in € million 31.12.2018 31.12.2017 Allowances for impairment and credit risk Marketable securities and 262 258 investment funds 5,316 5,447 Allowance for impairment -18 Gross carrying amount → Notes to the in € million Balance Sheet 20 20,262 18,033 Unrealised interest income 2,053 1,882 Impairment allowances include €113 million (2017: €105 million) on credit-impaired receivables relating to finance leases. The estimated fair value of vehicles held as collateral for credit-impaired receivables at the end of the reporting period totalled €506 million. The carrying amount of assets held as collateral and taken back as a result of payment default amounted to €42 million (2017: €45 million). 151 152 Group Financial Statements Notes to the Group 26 Financial assets Financial assets comprise: Financial Statements -10 Derivative instruments 1,977 4,341 7,965 Marketable securities and investment funds relate to available-for-sale financial assets and comprise: Income tax assets Income tax assets totalling €1,366 million (2017: €1,566 million) include claims amounting to €222 mil- lion (2017: €364 million), which are expected to be settled after more than one year. Claims may be settled earlier than this depending on the timing of proceedings. in € million Fixed income securities Stocks and other equity capital instruments Other debt securities Marketable securities and investment funds 31.12.2018 31.12.2017 4,359 4,662 28 534 6,675 251 2,369 thereof current Net carrying amount 244 248 Credit card receivables 244 248 Loans to third parties 20 114 Other 128 184 Financial assets 7,685 10,334 27 thereof non-current 1,010 23 Exchange rate impact and other changes 10,592 Revenue reserves comprise the non-distributed earn- ings of companies consolidated in the Group Financial Statements. In addition, remeasurements of the net defined benefit obligation for pension plans are also presented in revenue reserves. It is proposed that the unappropriated profit of BMW AG for the financial year 2018 amounting to €2,303 mil- lion according to HGB be utilised as follows: Distribution of a dividend of 3.52 per preferred stock (€196 million) share of Distribution of a dividend of 3.50 per share of common stock (€2,107 million) The proposed distribution was not recognised as a liability in the Group Financial Statements. Accumulated other equity Revenue reserves Accumulated other equity comprises amounts recog- nised directly in equity resulting from the translation of the financial statements of foreign subsidiaries, changes in the fair value of derivative financial instru- ments and marketable securities, costs of hedging recognised directly in equity as well the related deferred taxes. Capital management disclosures The BMW Group's objectives with regard to capital management are to safeguard over the long-term the Group's ability to continue as a going concern and to provide an adequate return to shareholders. The capital structure is managed in order to meet needs arising from changes in economic conditions and the risks of the underlying assets. The BMW Group is not subject to any unified external minimum equity capital requirements. Within the Financial Services segment, however, there are a number of individual entities which are subject to equity capital requirements of relevant regulatory banking authorities. In order to manage its capital structure, the BMW Group uses various instruments, including the amount of dividends paid to shareholders and share buybacks. Moreover, the BMW Group actively manages debt capital, carrying out funding activities with a target debt structure in mind. A key aspect in the selection of financial instruments is the objective to achieve matching maturities for the Group's financing require- ments. In order to reduce non-systematic risk, the BMW Group uses a variety of financial instruments available on the world's capital markets to achieve diversification. → see notes 6 and 7 Further information regarding the transition effects recognised directly in equity on the first-time application of IFRS 15 and IFRS 9 is provided in → notes 6 and 7. Capital reserves include premiums arising from the issue of shares and totalled €2,118 million (2017: €2,084 million). The change related to the share cap- ital increase arising in conjunction with the issue of shares of preferred stock to employees amounting to €34 million. Capital reserves In addition, 24 previously issued shares of preferred stock were acquired and re-issued to employees. Shares issued/in circulation at 31 December Common stock 2017 2018 2017 521,524 24 55,114,404 491,114 114 601,995,196 601,995,196 56,126,904 55,605,404 601,995,196 601,995,196 All Company stock is issued to bearer and each share has a par value of €1.00. Preferred stock, to which no voting rights are attached, bear an additional dividend of €0.02 per share. In 2018, a total of 521,524 shares of preferred stock was sold to employees at a reduced price of €46.26 per share in conjunction with the Company's Employee Share Programme. These shares are entitled to receive dividends for the first time with effect from the financial year 2019. Issued share capital increased by €0.5 million as a result of the issue to employees of 521,500 new shares of non-voting preferred stock. BMW AG is authorised up to 14 May 2019 to issue 5 million shares of non- voting preferred stock amounting to nominal €5.0 mil- lion. At the end of the reporting period, 3.1 million of these amounting to nominal €3.1 million remained available for issue. The capital structure at the end of the reporting period was as follows: 31.12.2018 31.12.2017* Equity attributable to shareholders of BMW AG 57,559 reserves. 155 156 Group Financial Statements Notes to the Group Financial Statements → Notes to the Balance Sheet 32 Pension provisions In the case of defined benefit plans, the BMW Group is required to pay the benefits it has granted to present and past employees. Defined benefit plans may be covered by provisions or pension assets. In Germany, pension entitlements are mostly covered by assets transferred to BMW Trust e. V., Munich, in conjunction with a Contractual Trust Arrangement (CTA). Funded plans also exist in the UK, the USA, Switzerland, Belgium and Japan. In the meantime, most of the defined benefit plans have been closed to new entrants. The assumptions stated below, which depend on the economic situation in the relevant country, are used to measure the defined benefit obligation of each pension plan. In Germany, the so-called “pension entitlement trend” (Festbetragstrend) remained at 2.0%. The following weighted average values have been used for Germany, the UK and other countries: in % Discount rate Pension level trend Weighted duration of all pension obligations in years The following mortality tables are applied in countries, in which the BMW Group has significant defined benefit plans: Germany The equity ratio attributable to shareholders of BMW AG increased during the financial year by 7.2%, primarily reflecting the increase in revenue Less: shares repurchased and re-issued * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 161,156 53,671 Proportion of total capital 35.7% 36.2% Non-current financial liabilities 64,772 53,548 Current financial liabilities 38,825 41,100 Total financial liabilities 103,597 94,648 Proportion of total capital 64.3% 63.8% Total capital 148,319 Finished goods and goods for resale 55,605,404 Shares issued/in circulation at 1 January 31.12.2017 Gross carrying amount Allowance for impairment 2,600 2,723 -56 Allowances for impairment of stage 2 - simplified procedure 31.12.2018 -20 -34 Net carrying amount 2,546 2,667 The impairment allowances according to IAS 39 in the financial year 2017 developed as follows: in € million 2017 Allowances for impairment of stage 3 in € million Trade receivables comprise the following: Trade receivables 10,436 Balance at 31 December 54 Work in progress, unbilled contracts 1,208 1,125 Raw materials and supplies 1,247 1,146 * The difference between the closing balance at 31 December 2017 and the opening balance at 1 January 2018 corresponds to the adjustment recorded in accordance with IFRS 9. Inventories 13,047 12,707 Out of the total amount recognised for inventories at 31 December 2018, inventories measured at net realisable value amounted to €680 million (2017: €673 million¹). Write-downs to net realisable value * Prior year figure amounting to €54 million (2017: €36 million¹) were recognised in 2018, reversal of impairment losses amounted to €22 million (2017: €6 million). The expense recorded in conjunction with inven- tories during the financial year 2018 amounted to €58,079 million (2017: €55,969 million). has been adjusted. 30 Allowance for impairment recognised on a specific item basis 56 * The difference between the closing balance at 31 December 2017 and the opening balance at 1 January 2018 corresponds to the adjustment recorded in accordance with IFRS 9. In the case of trade receivables, collateral is generally held in the form of vehicle documents and bank guar- antees so that the risk of bad debt loss is very limited. Expenses for impairment losses and income from the reversal of impairment losses is not significant in relation to total Group expenses and is therefore not reported separately in the income statement. 153 154 Group Financial Statements Notes to the Group Financial Statements → Notes to the 31 Equity Number of shares issued Balance Sheet Preferred stock 2018 7 Shares issued in conjunction with Employee Share Programme 49 -2 group basis Total Balance at 1 January 46 11 57 Allocated (+)/reversed (-) Utilised 8 -2 6 -4 -1 -5 Exchange rate impact and other changes −1 −1 Balance at 31 December* United Kingdom 12,358 due between one and five years due later than five years 2017 2018 2017 2018 2017 DISCLOSURES RELATING TO THE BALANCE SHEET 2018 Non-current assets 5,910 1,763 1,906 48 4 Current assets 6,570 6,714 20171 2018 IONITY 1,311 1,217 -344 364 -6 -17 -15 -10 Dividends received by the Group 384 258 1 Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 2 Revenues relate only to the month of January up to the time of loss of control of HERE. in € million BMW Brilliance THERE DriveNow 5,211 2 289 26 1,193 960 Current provisions and liabilities 6,094 4,779 3 22 6 10 thereof current financial liabilities 81 6 RECONCILIATION OF AGGREGATED FINANCIAL INFORMATION Assets 13,284 Non-current provisions and liabilities Total comprehensive income 71 40 110 46 thereof cash and cash equivalents 2,937 2,617 2 289 9 102 45 Equity 5,926 5,382 1,764 2,195 42 149 Non-current financial liabilities 11,121 2 -121 DISCLOSURES RELATING TO THE INCOME STATEMENT BMW Brilliance THERE DriveNow 2018 20171 in € million 2018 2018 IONITY 2017 2018 2017 Revenues 17,766 2017 Balance Sheet Financial information relating to equity accounted investments is summarised in the following tables: → Notes to the 24 Investments accounted for using the equity method Investments accounted for using the equity method com- prise the joint venture BMW Brilliance Automotive Ltd. (BMW Brilliance), until 9 March 2018 the joint ven- tures DriveNow GmbH & Co. KG and DriveNow Verwaltungs GmbH (DriveNow), the joint venture IONITY Holding GmbH & Co. KG (IONITY) and the interest in the associated company THERE Holding B.V. (THERE). BMW Brilliance produces mainly BMW brand models for the Chinese market and also has engine manu- facturing facilities, which supply the joint venture's two plants with petrol engines. The BMW Group intends to increase its stake in the BMW Brilliance joint venture from 50% to 75%. On 11 October 2018, the BMW Group signed an agreement with its joint venture partner, a wholly owned subsidiary of Brilliance China Automotive Holdings Ltd. (CBA), to acquire an additional 25% shareholding in BMW Brilliance. The two partners agreed on a purchase price of an equivalent of €3.6 bil- lion. The contractual term of the joint venture, which would currently expire in 2028, is to be extended to 2040 as part of the agreement. The prerequisite for the extension is the acquisition of the additional shares as agreed. The agreement was approved at the CBA shareholders' meeting on 18 January 2019 and remains subject to the approval of the relevant authorities. The transaction is scheduled to close in 2022. The closing will result in BMW Brilliance being fully consolidated in the BMW Group Financial Statements and is expected to result in the recognition of a significant valuation gain in the financial year in which the transaction closes. The BMW Group previously maintained the joint ventures DriveNow GmbH & Co. KG and DriveNow Vewaltungs GmbH together with Sixt SE, Pullach. DriveNow offers car-sharing services in major German cities and abroad. Following approval by the antitrust authorities and with effect from 9 March 2018, the agreement with SIXT regarding the full acquisition of shares in DriveNow by the BMW Group was com- pleted. The total valuation for DriveNow amounts to €418 million. Further information relating to this transaction is provided in → note 2 to the Group → see Financial Statements. In the financial year 2017, the BMW Group, Daimler AG, Stuttgart (Daimler AG), the Ford Motor Company and the Volkswagen Group, each with equal shareholdings, founded the joint venture IONITY Holding GmbH & Co. KG. IONITY's business model envisages the construction and operation of high-performance charging stations for battery note 2 electric vehicles in Europe. The plan is to build some 400 fast-charging stations by 2020 in order to support electric mobility on long-haul routes and thereby establish the market. In the financial year 2015, BMW AG, Daimler AG and AUDI AG, Ingolstadt (Audi AG) jointly acquired the mapping and location-based services business (HERE Group) of Nokia Corporation, Helsinki. HERE'S digital maps are laying the foundations for the next generation of mobility and location-based services, providing the basis for new assistance systems and, ultimately, fully automated driving. In December 2016, THERE signed contracts relating to the sale of shares in HERE International B.V., Amsterdam (HERE). The sale of 15% of the shares to Intel Holdings B.V., Schiphol-Rijk, was completed in January 2017. The sale of the shares resulted in a loss of control, as defined by IFRS 10, at the level of THERE. Since THERE continues to have a significant influence over HERE, the latter has been included since then in THERE's consolidated financial statements as an associated company using the equity method. The loss of control and the subsequent deconsolidation of HERE and its subsidiaries led to a positive earnings effect at the level of THERE. The BMW Group portion amounted to €183 million, which was recognised in the result from equity accounted investments in the financial year 2017. In December 2017, BMW AG, Audi AG and Daimler AG signed contracts for the sale of shares in THERE. Stakes of 5.9% each were sold to Robert Bosch Investment Nederland B.V., Boxtel, and Continental Automotive Holding Netherlands B.V., Maastricht, whereby the sale was executed in equal parts by BMW AG, Audi AG and Daimler AG. Closure of these transactions did not have a significant effect on earnings in the finan- cial year 2018. Capital increases were made at the level of THERE in June and November 2018, with BMW AG participating with an amount of €31 million on each occasion. As a result, BMW AG's stake in THERE increased in steps by 0.2% to 29.6%. 149 150 Group Financial Statements Notes to the Group Financial Statements 14,627 712 14 71 1,561 1,338 -337 362 -6 -17 -15 -10 thereof from continuing operations 1,561 1,338 -337 -151 thereof from discontinued operations 513 Other comprehensive income -250 Profit/loss after tax -7 2 454 Scheduled depreciation 636 637 1 Profit/loss before financial result 1,922 1,620 -6 -17 -18 -12 Interest income 62 46 Interest expenses Income taxes 535 3 14,001 1,765 26 -1 26 30 Other changes -54 -24 2 1 15 Impairment allowances at 31 December 2018 363 175 12 482 1,032 The impairment allowances according to IAS 39 in the financial year 2017 developed as follows: -61 4 Changes in risk parameters -129 -21 51 Reclassification to Stage 3 -4 -23 138 110 Derecognition and origination of receivables 59 -10 -17 33 Write off of receivables -3 -20 -1 -105 Finance leases are analysed as follows: in € million 31.12.2018 31.12.2017 -337 -8 -345 22,315 19,915 Exchange rate impact and other changes -48 -17 -65 Impairment allowances at 31 December 2017 701 446 1,147 due within one year 6,238 5,655 Utilised 79 21 due later than five years in € million specific item basis group basis Total Gross investment in finance leases due within one year Impairment allowances at 1 January 2017 943 469 1,412 due between one and five years 6,811 15,480 6,122 13,772 Allocated (+)/reversed (-) 143 2 145 24 2,195 -7 -21 732 23 37 10 Eliminations -898 -666 522 - 2,065 2,025 522 732 2 37 10 Carrying amount 2,691 2,963 Group's interest in net assets 158 50 Provisions and liabilities 7,358 5,739 1 22 9 10 Net assets 5,926 5,382 1,764 2,195 4 149 40 1 Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 2 Corresponds to the consolidated equity capital provided by the shareholders of Drive Now GmbH & Co. KG and its subsidiaries. 3 The share of the BMW Group on net assets at 31 December 2017 amounted to 52.8%. Due to the allocation of voting power within decision-making bodies of the two entities, operations remain subject to joint control. 25 7 Stage 1 Stage 2 Stage 3 General Simplified Total Impairment allowances at 1 January 2018 365 192 12 450 1,019 Reclassification to Stage 1 3 -20 -4 80,434 Reclassification to Stage 2 86,783 20,262 Receivables from sales financing Receivables from sales financing comprise the fol- lowing: in € million Credit financing for retail customers 31.12.2018 31.12.2017 Unguaranteed residual values amount to €1,392 mil- * Prior year figure lion (2017: €1,240 million *). has been adjusted. Impairment allowances on receivables from sales financing in accordance with IFRS 9, which only arise within the Financial Services segment, developed in the financial year 2018 as follows: and dealerships Finance lease receivables Receivables from sales financing in Mio. € 66,521 62,401 18,033 Based on the measurement principles contained in IAS 19, the following balance sheet carrying amounts apply to the Group's pension plans: in € million Germany -73 -632 689 57 57 8 14 14 21,247 -18,937 2,310 3 2,313 2,330 -658 -17 in € million 1 January 2017 EXPENSE/INCOME Current service cost Interest expense (+)/income (−) Past service cost Gains (-) or losses (+) arising from settlements Defined benefit obligation Plan assets Total 73 -658 -658 thereof assets 62 62 59 59 59 -10 -10 -10 999 999 999 Gains (-) or losses (+) arising from changes in financial assumptions Gains (-) or losses (+) arising from changes in demographic assumptions -1,274 22,899 -1,274 -416 -416 -416 Gains (-) or losses (+) arising from experience adjustments Changes in the limitation of the net defined benefit asset to the asset ceiling -264 -264 -264 Transfers to fund Employee contributions Pensions and other benefits paid Translation differences and other changes 31 December 2018 thereof pension provision -1,274 -413 -18,315 Effect of limitation -134 Changes in the limitation of the net defined benefit asset to the asset ceiling Transfers to fund Employee contributions Pensions and other benefits paid Translation differences and other changes 31 December 2017 thereof pension provision thereof assets 86 -1,165 -86 -1,165 -619 637 18 18 -548 450 -98 -98 22,710 -19,477 3,233 3,236 3,252 -16 in € million -134 -134 Gains (-) or losses (+) arising from experience adjustments -152 of the net defined benefit asset to the asset ceiling Net defined benefit liability 3 4,587 581 581 581 489 -408 81 81 -2 -2 4,584 -2 -212 -212 REMEASUREMENTS Gains (-) or losses (+) on plan assets, excluding amounts included in interest income -590 -590 -590 Gains (-) or losses (+) arising from changes in financial assumptions Gains (-) or losses (+) arising from changes in demographic assumptions 322 322 322 -152 -152 -212 475 -1,165 508 508 31.12.2017 31.12.2018 31.12.2017 31.12.2018 31.12.2017 Present value of defined benefit obligations 11,542 11,641 8,277 9,594 1,428 Fair value of plan assets 9,721 9,604 8,167 8,908 1,049 1,475 965 21,247 22,710 18,937 19,477 Effect of limiting net defined benefit asset to asset ceiling 3 3 3 31.12.2017 31.12.2018 Total Other Other United Kingdom 31.12.2018 31.12.2017 31.12.2018 31.12.2017 31.12.2018 31.12.2017 1.91 1.79 2.69 2.34 3.66 3 3.13 1.82 2.25 2.44 20.2 20.8 19.0 21.3 17.2 18.3 Mortality Table 2018 G issued by Prof. K. Heubeck (with invalidity rates reduced by 70%) S2PA tables and S2PA light tables with weightings Germany United Kingdom 1.62 Carrying amounts at 31 December 31.12.2018 2,037 Group Financial Statements Notes to the Group Financial Statements → Notes to the Balance Sheet The change in the net defined benefit obligation for pension plans can be derived as follows: in € million 1 January 2018 EXPENSE/INCOME Current service cost Interest expense (+)/income (−) Past service cost Gains (-) or losses (+) arising from settlements 158 REMEASUREMENTS Defined benefit obligation Plan assets Total 22,710 -19,477 3,233 Effect of limitation of the net defined benefit asset to the asset ceiling Net defined benefit liability 3 1,821 508 Gains (-) or losses (+) on plan assets, excluding amounts included in interest income 157 3,236 United Kingdom Defined benefit plans exist in the United Kingdom which are closed for all plan participants. Vested benefits remain in place. New benefits are covered by contributions made to a defined contribution plan. The pension plans are administered by BMW Pension Trustees Limited, Farnborough, and BMW (UK) Trustees Limited, Farnborough, both trustee companies which act independently of the BMW Group. BMW (UK) Trustees Limited, Farnborough, is represented by ten trustees and BMW Pension Trustees Limited, Farnborough, by five trustees. A minimum of one third of the trustees must be elected by plan partic- ipants. The trustees represent the interests of plan participants and decide on investment strategies. Funding contributions to the funds are determined in agreement with the BMW Group. 686 382 513 2,313 3,236 thereof pension provision 1,823 2,037 125 702 382 513 2,330 110 thereof assets 3,252 The assets of the German pension plans are invested by BMW Trust e. V., Munich, in accordance with a CTA. The representative bodies of this entity are the Board of Directors and the Members' General Meeting. BMW Trust e. V., Munich, currently has seven members and three members of the Board of Directors elected by the Members' General Meeting. The Board of Directors is responsible for investments, drawing up and deciding on investment guidelines as well as monitoring compliance with those guidelines. The members of the association can be BMW Group employees, senior executives and members of the Board of Management. An ordinary Members' General Meeting takes place once every calendar year, and deals with a range of matters, including receiving and approving the association's annual report, ratifying the activities of the Board of Directors and adopting changes to the association's statutes. The defined benefit plans have been closed to new entrants. Defined contribution plans with a minimum rate of return, comprising employer- and employee- funded components, continue to exist. The fact that the plan involves a minimum rate of return means that the defined contribution entitlements are classified in accordance with IAS 19 as defined benefit plans. In the case of defined benefit plans involving the payment of a pension, the amount of benefits to be paid is determined by multiplying a fixed amount by the number of years of service. Both employer- and employee-funded benefit plans exist in Germany. Benefits paid in conjunction with these plans comprise old-age retirement pensions as well as invalidity and surviving dependents' benefits. Germany Numerous defined benefit plans exist within the BMW Group. The most significant of the BMW Group's pension plans are described below. -17 -16 -15 -2 -16 2,202 550 2,437 thereof non-investment grade 518 thereof mixed funds 9,399 9,144 434 5,734 (funds without a rating) 620 93 35 2,786 3,092 Real estate funds 93 93 93 Money market funds |י 221 191 5,224 Absolute return funds 34 3,231 172 thereof investment grade Total 2018 2017 2018 2017 2018 2017 2018 2017 COMPONENTS OF PLAN ASSETS Equity instruments 1,565 1,682 407 478 222 2,144 2,382 Debt instruments 5,604 5,668 5,774 6,354 552 469 11,930 12,491 3,402 195 27 42 702 737 216 404 918 1,141 thereof non-investment grade 54 1 55 1 Real estate 325 240 678 662 36 1,039 902 Cash and cash equivalents 12 16 10 1 1 13 Absolute return funds (funds without a rating) thereof mixed funds 198 307 268 233 51 Other 15 5 15 5 Total with quoted market price 7,169 7,350 6,402 7,074 47 879 14,450 15,255 Debt instruments 1,009 935 270 404 1 1,280 1,340 thereof investment grade 307 198 831 Other 3,296 Germany Changes due to the acquisition or disposal of companies outflows Cash inflows/ 1.1.2018 in € million Liabilities related to financing activities can be rec- onciled as follows: 94,648 9,683 43,865 41,100 1,132 469 150 513 1,090 173 544 373 Financial liabilities Other Derivative instruments 4,461 4,461 Commercial paper 12,658 1,048 3,170 Changes due to exchange rate factors Changes in fair values Other changes 14,359 669 3 17,335 53,346 8 40 -2,021 4,461 Commercial paper -141 679 12,658 8,440 Liabilities to banks 557 13,572 Liabilities from customer deposits (banking) 192 288 16,855 Asset-backed financing transactions -33 707 7,784 44,880 Bonds 31.12.2018 227 United Kingdom Liabilities to banks 132 697 556 Payables to other companies in which Payables to subsidiaries Other liabilities Trade payables Other Other derivative instruments Fair value hedges Cash flow hedges Derivative instruments 17,335 Asset-backed financing transactions 2,480 Commercial paper 14,359 Liabilities from customer deposits (banking) 13,196 Liabilities to banks 53,346 Bonds Financial liabilities Past service cost in the financial year 2018 results mainly from the estimated effects of a court order made in October 2018 in the UK. The court ruling related to gender equality in state-guaranteed min- imum pension (GMP) plans and requires existing pension entitlements to be adjusted. The gains arising from changes in demographic assumptions relate mainly to revised mortality tables in the United Kingdom. The revision of German mor- tality tables had an offsetting effect. Depending on the cash flow profile and risk structure of the pension obligations involved, pension plan assets are invested in a diversified portfolio. Plan assets in Germany, the UK and other countries comprised the following: in € million 1,206 9,669 422 92 an investment is held 10,144 Liabilities from customer deposits (banking) 16,855 10,818 6,037 Asset-backed financing transactions 44,880 7,861 25,887 11,132 Bonds Total Maturity later than five years 13,572 Maturity between one and five years in € million Maturity within 31.12.2017 103,597 12,921 51,851 *The carrying amounts of cash flow hedges and fair value hedges are categorised as at fair value through profit or loss for the sake of clarity. Receivables from sales financing are shown including finance leases. 1,675 118,129 Total 5,665 781 Other one year 708 156 617 -1,761 -30 2,819 1,861 Other obligations 2,523 -10 653 -454 -625 2,087 1,310 Other obligations for ongoing operational expenses 1,620 34 694 -481 -77 1,790 1,540 Other provisions 11,999 110 5,133 59 -4,715 1,827 -732 1 2,782 -147 -0.7 -155 -0.7 In the UK, the sensitivity analysis for the pension level trend also takes account of restrictions due to caps and floors. 33 Other provisions Other provisions changed during the year as follows: in € million 1.1.2017* Translation differences Additions Reversal of discounting Utilised Reversed thereof due 31.12.2018 within one year Statutory and non-statutory warranty obligations, product guarantees 5,074 85 1,959 59 -2,019 5,158 1,367 Obligations for personnel and social expenses 38,825 11,854 6,078 * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 11,603 17,335 Liabilities from customer deposits (banking) 10,961 3,289 109 14,359 Liabilities to banks 8,678 3,293 1,225 13,196 Commercial paper Derivative instruments Other Financial liabilities 2,480 2,480 646 915 114 1,675 566 159 481 1,206 13,196 5,732 Asset-backed financing transactions 53,346 10,992 Depending on when claims occur, it is possible that the BMW Group may be called upon to fulfil the warranty or guarantee obligations over the whole period of the warranty or guarantee. Expected reimbursement claims at 31 December 2018 amounted to €933 million (2017: €847 million). Provisions for obligations for personnel and social expenses comprise mainly performance-related remuneration components, early retirement part-time working arrangements and employee long-service awards. 4,264 Provisions for other obligations cover numerous specific risks and uncertain obligations, in particular for litigation and liability risks. Other obligations for ongoing operational expenses include in particular expected payments for bonuses and other price deductions. Income from the reversal of other provisions amoun- ting to €516 million (2017: €322 million) is recorded in cost of sales and in selling and administrative expenses. 34 Income tax liabilities Current income tax liabilities totalling €1,158 million (2017: €1,124 million) include €96 million (2017: €68 million) which are expected to be settled after more than twelve months. Liabilities may be settled earlier than this depending on the timing of pro- ceedings. 161 162 Group Financial Statements Notes to the Group Financial Statements decrease of 0.25% → Notes to the 35 Financial liabilities Financial liabilities of the BMW Group comprise the following: 31.12.2018 in € million Maturity within one year Maturity between one and five years Maturity later than five years Total Bonds 9,762 32,592 Balance Sheet 0.7 162 0.7 Employer contributions to plan assets are expected to amount to €526 million in the coming year. The BMW Group is exposed to risks arising both from defined benefit plans and defined contribution plans with a minimum return guarantee. The discount rates used to calculate pension obligations are subject to market fluctuation and therefore influence the level of the obligations. Furthermore, changes in other actu- arial parameters, such as expected rates of inflation, also have an impact on pension obligations. In order to reduce currency exposures, a substantial portion of plan assets is either invested in the same cur- rency as the underlying plan or hedged by means of currency derivatives. As part of the internal reporting procedures and for internal management purposes, financial risks relating to the pension plans are reported using a value-at-risk approach by reference to the pension deficit. The investment strategy is also subject to regular review together with external consultants, with the aim of ensuring that investments are struc- tured to match the timing of pension payments and the expected development of pension obligations. In this way, fluctuations in pension funding shortfalls are reduced. 159 160 Group Financial Statements Notes to the Group Financial Statements → Notes to the Balance Sheet The defined benefit obligation relates to current employees, pensioners and former employees with vested benefits as follows: in % Current employees Pensioners Former employees with vested benefits Defined benefit obligation Germany United Kingdom Other 31.12.2018 31.12.2017 31.12.2018 31.12.2017 31.12.2018 31.12.2017 65.9 66.6 23.9 19,477 18,937 966 1,049 65 47 1,339 1,372 Other 537 354 212 141 Total without quoted market price 2,552 2,253 1,765 77.3 1,834 67 67 86 816 581 135 4,487 4,222 31 December 9,721 9,603 8,167 8,908 170 605 78.5 28.3 -12.5 -3,055 -13.5 3,334 15.7 3,878 17.1 increase of 0.25% decrease of 0.25% 597 2.8 712 3.1 -567 -2.7 -672 -3.0 increase of 1 year 770 3.6 856 3.8 decrease of 1 year -779 -3.7 -855 -3.8 increase of 0.25% -2,652 increase of 0.75% decrease of 0.75% in % in € million 48.5 45.0 18.8 17.8 4.8 5.1 51.5 31.1 3.9 3.7 100.0 100.0 100.0 29.3 100.0 100.0 The sensitivity analysis provided below shows the extent to which changes in individual factors at the end of the reporting period influence the defined benefit obligation. It is only possible to aggregate sensitivities to a lim- ited extent. Since the change in obligation follows a non-linear pattern, estimates made on the basis of the specified sensitivities are only possible with this restriction. The calculation of sensitivities using ranges other than those specified could result in a disproportional change in the defined benefit obligation. Discount rate Pension level trend Average life expectancy Pension entitlement trend Change in defined benefit obligation 31.12.2018 in € million 31.12.2017 in % 100.0 2,480 LIABILITIES investment is held Deferred income comprises the following items: 165 An amount of €2,134 million (2017: €2,294 million) was released from contract liabilities in the financial year and recognised as revenues from contracts with customers. Other liabilities include contract liabilities relating to contracts with customers amounting to €4,985 million (31 December 2017: €4,820 million). Sundry other liabilities include mainly commission payable and credit balances on customers' accounts. * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 18,488 440 4,605 13,443 Other liabilities 2,101 7 160 1,934 Sundry 129 129 Payables to subsidiaries 98 23 75 Social security 744 744 Payables to other companies in which an investment is held 856 166 5 Group Financial Statements Financial Statements Notes to the 557 Other deferred income 28 332 27 337 973 2,361 1,092 2,764 1,228 3,659 1,534 3,826 Grants Deferred income from lease financing Deferred income relating to service contracts within one year Total thereof due thereof due within one year Total 31.12.2017* 31.12.2018 in € million → Other Disclosures Balance Sheet Notes to the Group 346 505 Deposits received 87 1,905 Sundry 92 92 Payables to subsidiaries 102 26 76 Social security 781 781 Payables to other companies in which an investment is held 850 10 280 560 Deposits received 911 175 736 Advance payments from customers 945 945 2,940 2,940 4,311 8 2,000 Other liabilities 15,117 1,056 122 934 Advance payments from customers 934 934 Other taxes 3,097 3,097 2,807 2,807 6,666 Financial liabilities towards companies in which an 118 3,954 Bonuses and sales aides Refund liabilities for future leased products Deferred income Total Maturity later than five years Maturity between one and five years one year Maturity within 31.12.2017* in € million 20,416 471 4,828 2,284 4,311 314 Deferred income Other assets Trade receivables Cash and cash equivalents Other Credit card receivables Loans to third parties Marketable securities and investment funds Other derivative instruments Fair value hedges Cash flow hedges Derivative instruments Financial assets Receivables from sales financing Other investments ASSETS in € million The carrying amounts of financial instruments are assigned to IFRS 9 categories* in the following table. Financial instruments 39 Notes to the Group Financial Statements → Other Disclosures Statements Group Financial 168 167 1,804 1,554 Purchase commitments for intangible assets Receivables from subsidiaries 4,137 Receivables from companies in which Collateral assets 3,671 104,435 1,444 293 1,916 295 2,546 885 10,094 128 244 3 17 970 3,671 675 483 654 840 429 86,783 At fair value through profit or loss At amortised cost prehensive income At fair value through other com- 31.12.2018 Total Other an investment is held 3,486 Purchase commitments for property, plant and equipment 31.12.2017 125 275 31.12.2017 31.12.2018 Contingent liabilities Other Guarantees Litigation Investment subsidies in € million balance sheet date: The following contingent liabilities existed at the Contingent liabilities commitments Contingent liabilities and other financial 38 OTHER DISCLOSURES As in the previous year, trade payables are due within one year. Trade payables 37 Grants comprise mainly public sector funds to promote regional structures and which have been invested in the production plants in Brazil, Mexico, Leipzig and Berlin. The grants are partly subject to holding periods for the assets concerned of up to five years and/or minimum employment figures. Grant income is recognised in the income statement over the useful lives of the assets to which it relates. Deferred income relating to service contracts com- prises service and repair work as well as telematics services and roadside assistance agreed to be part of the sale of a vehicle (in some cases multi-component arrangements). Deferred income from lease financing relates primarily to down payments on leases. * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 2,284 6,666 2,771 7,484 399 204 14 10 351 31.12.2018 in € million In addition, the following commitments exist for the BMW Group at the end of the reporting period: 2,474 2,694 849 916 1,179 1,310 due between one and five years due later than five years Other financial obligations 446 468 due within one year 55 31.12.2017 in € million Total minimum future lease payments from non-can- cellable rental contracts by maturity is as follows: In the financial year 2018, an expense of €483 million (2017: €430 million) was recognised for payments on operating leases. In addition to liabilities, provisions and contingent liabilities, other financial commitments consist in particular of rental and leasing contracts for build- ings, property, machinery, tools, offices and other facilities. Contracts have terms of up to 121 years and include in part renewal and purchase options or price adjustments in the form of index-linked or graduated rent, for example to compensate inflation. Other financial commitments Regulatory authorities have ordered the BMW Group to recall various vehicle models in conjunction with airbags supplied by the Takata group of companies. Provision for the costs involved has been recognised within warranty provisions. In addition to the risks already covered by warranty provisions, it cannot be ruled out that further BMW Group vehicles will be affected by future recall actions. Further disclosures pursuant to IAS 37.86 cannot be provided at present. In July 2017, cartel allegations against five German car manufacturers appeared in the press. Internal investigations were initiated by the BMW Group and have not yet been completed. In October 2017, the European Commission began an inspection at the BMW Group, and in September of the current financial 1 year opened formal proceedings pertaining to specific matters. A number of class actions were brought in the USA and Canada. Possible risks for the BMW Group can neither be foreseen in detail nor quantified at present. Further disclosures pursuant to IAS 37.86 cannot be provided at present. In June 2016, Germany's Federal Cartel Agency con- ducted searches at various carmakers and suppliers, including BMW AG, in relation to the purchase of steel. The respective investigations have not yet been completed. More extensive disclosures pursuant to IAS 37.86 cannot be provided at present. The BMW Group determines its best estimate of contingent liabilities on the basis of the information available at the reporting date. This assessment may change over time and is adjusted regularly on the basis of new information and circumstances. A part of the risks is covered by insurance. Other contingent liabilities comprise mainly risks relating to taxes and customs duties. 816 765 203 31.12.2018 7,484 428 4,260 Weighted average nominal interest rate maturity period (in years) Weighted average Issue volume in relevant currency (ISO-Code) Interest Issuer Bonds comprise: → Notes to the Notes to the Group Financial Statements Statements Group Financial 164 163 93,883 -328 453 151 4,023 94,577 Liabilities relating to financing activities 604 88 151 -143 684 Other (excluding interest payable) 114 (in %) -13 Balance Sheet variable 4.3 3.0 CNY 2,300 million fixed 1.8 3.8 NOK 2,400 million fixed 0.4 5.8 JPY 19,100 million fixed 1.0 6.3 EUR 21,150 million fixed 1.2 2.0 GBP 20 million variable 2.8 1.3 USD 130 million variable 0.0 2.1 EUR 6,100 million BMW Finance N.V. 127 Liabilities from finance lease contracts 739 Other changes Changes in fair values Changes due to exchange rate factors Changes due to the acquisition or disposal of companies Cash inflows/ outflows 1.1.2017 in € million 101,976 26 -33 626 15 38 105 529 1,063 7,037 93,883 Liabilities relating to financing activities -31 604 Other (excluding interest payable) -9 114 Liabilities from finance lease contracts -210 739 31.12.2017 Bonds 44,421 2,687 124 615 investment is held Financial liabilities towards companies in which an 4,461 12,658 13,572 16,855 44,880 1 -344 953 3,852 fixed Commercial paper -1,579 14,892 Liabilities to banks -596 656 13,512 Liabilities from customer deposits (banking) -957 1,338 16,474 Asset-backed financing transactions -328 -1,901 -655 SEK 1,750 million -4,541 1.8 Issuer The following details apply to commercial 1.6 4.6 GBP 850 million fixed 3.3 10.0 NOK 1,000 million fixed 8.0 2.5 INR 8,000 million fixed 4.4 3.0 CNY 8,000 million fixed 2.6 3.0 KRW 120,000 million fixed 0.3 3.0 SEK 500 million variable 1.1 paper: Issue volume in relevant currency (ISO-Code) Weighted average maturity period (in days) 2,771 Other taxes Bonuses and sales aides Refund liabilities for future leased products Deferred income Total Maturity later than five years Maturity between one and five years Maturity within one year 31.12.2018 in € million 5.0 Other liabilities 2.2 36 44 INR 4,500 million BMW India Financial Services Private Ltd. 0.9 59 GBP 350 million BMW International Investment B.V. -0.3 140 EUR 2,030 million BMW Finance N.V. (in %) Weighted average nominal interest rate 7.9 GBP 1,175 million Other liabilities comprise the following items: Other NZD 30 million variable 0.0 3.0 EUR 500 million variable 2.5 2.8 USD 3,608 million variable BMW US Capital, LLC 3.3 6.9 AUD 290 million fixed 2.5 4.0 USD 300 million fixed 1.5 5.8 fixed 2.1 4.7 HKD 1,342 million fixed variable 3.0 2.0 GBP 1,150 million USD 13,450 million 2.0 fixed 3.9 CAD 1,400 million fixed 2.6 CAD 500 million variable BMW Canada Inc. 2.8 3.5 AUD 130 million fixed 2.0 2.7 GBP 300 million 5.0 fixed 7.6 1.0 5.7 EUR 2,500 million fixed HKD 334 million 3.0 2.0 fixed 2.7 173 -44 Notwithstanding the existence of collateral accepted, the carrying amount of financial assets (with the exception of derivative financial instruments) generally represents the maximum credit risk. In addition, the credit risk is increased by additional unutilised loan commitments for credit card business and dealership financing. Total credit risk in these two lines of business amounts to €1,148 million (2017: €1,217 million) and €29,403 million (2017: €27,953 million) respectively. The BMW Group is exposed to counterparty credit risks if contractual partners, for example a retail customer or a dealership, are unable or only partially able to meet their contractual obligations. Information on the management of credit risk for receivables from financial services is provided in the Combined Management Report (see section Report on Outlook, Risks and Opportunities). Credit risk 162 -94 -162 93 174 3 52 14 48 961 2017 Income/expenses Other liabilities Group Financial Statements Other income/expenses Impairment losses/reversals of impairment losses 41 Notes to the Group Financial Statements → Other Disclosures 375 In the case of trade receivables, customers are regularly assessed with regard to their credit risk. Depending on contractual status, necessary measures, such as dunning procedures, are initiated in good time. 43 Loans and receivables 187 31.12.2017 1-30 days overdue 31-60 days overdue 61-90 days overdue 91-120 days overdue More than 120 days overdue Balance at 31 December in € million At 31 December 2017 trade receivables existed that were overdue but for which no impairment allowance was recognised in accordance with IAS 39. The over- due amounts can be grouped in the following ranges: 2,600 96 29 In the case of all relationships underlying non-deriva- tive financial instruments, in order to minimise the credit risk and depending on the nature and amount of exposure, collateral is required, credit information and references obtained or historical data based on the existing business relationship, in particular payment behaviour, reviewed. 34 31.12.2018 61-90 days overdue More than 90 days overdue Total 31-60 days overdue 1-30 days overdue Not overdue in € million The credit risk on trade receivables is assessed main- ly on the basis of information relating to overdue amounts. The gross carrying amounts of these receiv- ables are allocated at 31 December 2018 in accordance with IFRS 9 to overdue ranges used for management purposes as follows: 구 Within the financial services business, items financed for retail customers and dealerships (such as vehicles, facilities and property) serve as first-ranking collateral with a recoverable value. Security is also put up by customers in the form of collateral asset pledges, asset assignment and first-ranking mortgages, supplemented where appropriate by warranties and guarantees. Items previously held as collateral that are subsequently acquired relate mainly to vehicles. These assets can usually be converted into cash at short notice through the dealership organisation. Creditworthiness testing is an important aspect of the BMW Group's credit risk management. Every borrower's creditworthiness is tested for all credit financing and lease contracts entered into by the BMW Group. In the case of retail customer financing, creditworthiness is assessed using validated scoring systems integrated into the acquisition process. In the area of dealership financing, creditworthiness is assessed by means of ongoing credit monitoring and an internal rating system that takes account not only of the material credit standing of the borrower, but also of qualitative factors such as past reliability in business relations. The credit risk relating to cash deposits and derivative financial instruments is minimised by the fact that the Group only enters into such contracts with parties of first-class credit standing. 2,066 Balance at 31 December 1,064 Total change during the year 762 -835 -835 -913 -913 1,090 4,341 1,675 1,977 Reported on equity and liabilities side Reported on assets side and liabilities side Reported on Reported on equity assets side 31.12.2017 31.12.2018 Gross amount of derivatives which can be offset in case of insolvency Net amount after offsetting Balance sheet amounts as reported in € million payables relating to derivative financial instruments are not netted due to non-fulfilment of the stipulated criteria. Offsetting would have the following impact on the carrying amounts of derivatives: Offsetting of financial instruments 19 3,506 255 Gains and losses on financial instruments The following table shows the net gains and losses arising on financial instruments in the financial year 2018 pursuant to IFRS 9: Balance at 1 January Accumulated other equity Net income from participations and investments in subsidiaries (including investments in subsidiaries and participations measured at cost) Gains and losses on sale and fair value measurement of marketable securities held for sale Available-for-sale Gains/losses on investments measured at fair value through profit and loss Fair value option Gains/losses from the use of derivative instruments Held for trading thereof recognised in the income statement during the period under report in € million Interest expenses from financial liabilities measured at amortised cost amounted to €1.8 billion. Interest income from financial assets measured at amortised cost relates mainly to interest income from loan financing which is reported as revenues. Interest income and interest expense from financial assets at fair value through other comprehensive income amounted to €58 million and €47 million respectively. 155 203 -150 2018 Financial liabilities measured at amortised cost Financial assets measured at amortised cost Financial instruments measured at fair value through profit or loss in € million The following table shows the net gains and losses arising on financial instruments in the financial year 2017 pursuant to IAS 39: 25 Derivative financial instruments of the BMW Group are subject to legally enforceable master netting agree- ments or similar contracts. However, receivables and 7 349 1,132 329 571 190 4,341 814 1,340 9,731 2,187 4,461 13,572 12,658 44,880 31 5,910 16,855 Trade payables Other liabilities Payables to subsidiaries → Other Disclosures Notes to the Group Financial Statements Group Financial Statements 170 169 *The carrying amounts of cash flow hedges and fair value hedges are categorised as held for trading for the sake of clarity. Receivables from sales financing are shown including finance leases. 1,090 110,111 Total 5,949 744 129 Other an investment is held Payables to other companies in which 86,363 9,258 1,108 97 31.12.2017 Other Other derivative instruments Fair value hedges Cash flow hedges Derivative instruments Asset-backed financing transactions Commercial paper Liabilities from customer deposits (banking) Liabilities to banks Bonds Financial liabilities LIABILITIES Total Other Cash funds The following table shows the fair values and carrying amounts of financial assets and liabilities that are measured at cost or amortised cost and whose carrying Loans and receivables Fair value option 219 1,334 276 2,667 9,039 184 248 2 112 5,447 80,434 29 366 Held for trading Other liabilities Available for sale Collateral assets in € million 31.12.2017 Level 3 Level 2 Level 1 Level hierarchy in accordance with IFRS 13 31.12.2018 Raw materials market price risks 4,641 Currency risks Derivative instruments (liabilities) Other risks Raw material market price risks Currency risks Interest rate risks Derivative instruments (assets) Interest rate risks 265 885 3 Marketable securities, investment funds and collateral assets - available-for-sale Other investments - available-for-sale/fair value option Level 2 Level hierarchy in accordance with IFRS 13 Level 1 31.12.2017 in € million 31 December 2017 was as follows: measurement levels in accordance with IFRS 13 at The classification of financial assets and liabili- ties measured at fair value according to IAS 39 to 343 409 923 4 191 713 1,069 Loans to third parties Cash equivalents Other investments Marketable securities, investment funds and collateral assets 53,831 80,434 83,853 86,783 90,445 Liabilities to banks Liabilities from customer deposits (banking) Asset-backed financing transactions Bonds Receivables from sales financing Carrying amount Fair value Carrying amount Fair value 31.12.2018 53,346 amounts differ from their fair value. For some balance sheet items, fair value corresponds to the carrying amount due to their short maturity. 45,566 17,443 in € million accordance with IFRS 13. classified as follows in the measurement levels in At 31 December 2018 the financial assets and liabil- ities measured at fair value according to IFRS 9 are 7 12,658 12,724 13,196 13,277 13,572 13,588 14,359 14,374 16,855 17,005 17,335 44,880 an investment is held Receivables from companies in which Receivables from subsidiaries 75 Average Maturity later than five years Maturity between one and five years one year Maturity within Raw material price risks in € million 1,288.91 0.79 1.17 8.26 EUR/JPY EUR/KRW 125.29 hedging rates Currency risks 17,159 23,304 Palladium (EUR/oz) Nominal amounts of hedging intruments Copper (EUR/t) Lead (EUR/t) Aluminium (EUR/t) 32 2,109 1,526 Raw material price risks 12,027 24,295 4,619 Interest rate risks 9,097 The nominal amounts of hedging instruments at 31 December 2018 were as follows: EUR/GBP → Other Disclosures EUR/USD 3,969 4,174 31.12.2017 31.12.2018 for This Raw material price exposures in € million The starting point for analysing raw materials price risk is to identify planned purchases of raw materials or components containing raw materials, the so-called "exposure". At each reporting date, the exposure the following financial year amounted to: The economic relationship between the hedged item and the hedging instrument is based essentially on the fact that they have the same basis and term. The BMW Group designates only the commodity price index-linked raw material surcharge as a hedged item. Other price components contained in the contract are not designated as being part of the hedge relationship as no effective hedging instruments exist for these components. The BMW Group is exposed to market price risks on raw materials. In order to hedge these risks, the Group mainly used forward commodity contracts. As part of the implementation of the risk management strategy, the extent to which risk exposures should be hedged is decided at regular intervals and the corresponding hedging ratio defined. Raw materials price risk * Prior year figure adjusted due to the fact that the entire interest rate risk is considered, not just the significant interest rate portfolios. 1,180 31.12.2017* exposure is compared to all hedges that are in place. The net cash flow surplus represents an uncovered risk position. The cash-flow-at-risk approach involves showing the impact of potential raw materials market price fluctuations on operating cash flows on the basis of probability distributions. Volatilities and corre- lations serve as input factors to assess the relevant probability distributions. 35,501 The potential negative impact on earnings is calculated at the reporting date for each raw materials category for the following financial year on the basis of current market prices and exposure with a confidence level of 95%. The risk mitigating effect of correlations between the various categories of raw materials is taken into account when the risks are aggregated. in € million EUR/CNY The following disclosures on hedging measures include derivatives of fully consolidated companies before offset of deferred tax. Notes to the Group Financial Statements Average hedging rates Currency risks Disclosures on hedging measures Statements Group Financial 178 177 409 327 31.12.2017 31.12.2018 Cash flow at risk The following table shows the potential negative impact for the BMW Group resulting from fluctuations in prices across all categories of raw materials, measured on the basis of the cash-flow-at-risk approach. The risk at each reporting date for the following financial year was as follows: 12,059 Platinum (EUR/oz) The average hedging rates of hedging instruments used by the BMW Group at 31 December 2018 were as follows: 24 27 -33 49,846 8,930 -262 453 941 -119 relationships Continuing hedge Change in value of hedged items Liabilities Balances in accumulated other equity 556 Terminated hedge 654 relationships in € million Other assets Trade receivables Cash and cash equivalents Other Credit card receivables Loans to third parties Marketable securities and investment funds Other derivative instruments Fair value hedges Cash flow hedges Derivative instruments Financial assets Receivables from sales financing Other investments ASSETS For the financial year 2017, items are allocated by category in accordance with the requirements of IAS 39* as applied in that year: 5,544 52,580 334 7 The accumulated amount of hedge-related fair value adjustments is €15 million for assets and €243 million for liabilities. Interest rate risks Fair Value Hedges Raw material price risks Currency risks Cash Flow Hedges in € million The following table summarises key information on hedged items for each risk category and shows the balances of designated components within accumu- lated other equity: Interest rate risks Fair Value Hedges Raw material price risks Currency risks Cash Flow Hedges in € million 1,797 -453 1,784 745 189 3,667 121 363 651 26,256 Change in fair value of designated components Liabilities Assets Nominal amounts Fair Values Assets Fair Values The following table provides information on the nominal amounts, carrying amounts and fair value changes of contracts designated as hedging instruments: 945 5,279 284 164 Loans to third parties Total Bonds 11,735 27,201 8,285 47,221 Maturity later than five years Asset-backed financing transactions 10,901 17,988 Liabilities to banks 9,546 3,656 771 7,087 Maturity between one and five years one year in € million Total 976 1,180 81 2,237 20 318 454 792 51,732 54,576 13,088 119,396 31.12.2017 Maturity within 13,973 Liabilities from customer deposits (banking) 10,225 3,418 9,748 109,115 The cash flows from non-derivative liabilities comprise principal repayments and the related interest. The amounts disclosed for derivative instruments com- prise only cash flows relating to derivatives that have a negative fair value at the balance sheet date. At 31 December 2018 credit commitments to dealerships which had not been called upon at the end of the reporting period amounted to €9,010 million (2017: €8,812 million). Solvency is assured at all times by managing and monitoring the liquidity situation on the basis of a rolling cash flow forecast. The resulting funding requirements are covered by a variety of instruments placed on the world's financial markets, with the aim to minimise risk by matching maturities with financ- ing requirements and in alignment with a dynamic target debt structure. As a further reduction of risk, a syndicated credit line totalling €8 billion (2017: €8 billion) from a consortium of international banks is available to the BMW Group. Intragroup cash flow fluctuations are balanced out by the use of daily cash pooling arrangements. Further information is provided in the "Results of Operations, Financial Position and Net Assets" section and in the “Risks and Opportunities” section of the Combined Management Report. 175 176 Group Financial Statements Notes to the Group Financial Statements → Other Disclosures Market risks The principal market risks to which the BMW Group is exposed are currency risk, interest rate risk and raw materials price risk. Protection against such risks is provided in the first instance though natural hedging which arises when the values or cash flows of non-derivative financial instruments have matching maturities and amounts (netting). Derivative financial instruments are used to reduce the risk remaining after netting. Currency, interest rate and raw materials price risks of the BMW Group are managed at a corporate level. Further information is provided in the "Report on outlook, risks and opportunities" section of the Com- bined Management Report. 46,004 Other financial liabilities 752 Cash equivalents 130 13,773 Trade payables 9,731 9,731 Commercial paper 4,463 4,463 Derivative instruments Other financial liabilities Total 466 637 111 1,214 110 53,363 451 Derivative instruments 2,478 2,478 52 5,493 189 Gross carrying amount of financial assets with poor credit ratings 187 605 37 987 1,816 592 Total 84,166 2,415 509 987 52 88,077 1,059 Gross carrying amount of financial assets with medium credit ratings Receivables from financial services (including credit card business receivables) are allocated to internally defined rating categories based on credit risk. The related gross carrying amounts in accordance with IFRS 9 were allocated at 31 December 2018 as follows: in € million Stage 1 Stage 2 General Simplified Stage 3 Total Expected credit loss Gross carrying amount of financial assets with good credit ratings 79,597 751 420 80,768 269 4,382 Currency risks 1,050 lar with regard to the amounts of impairment losses recognised - are provided in the explanatory notes 18,652 Liabilities to banks 9,848 3,804 900 14,552 Liabilities from customer deposits (banking) 11,010 3,368 107 14,485 Trade payables 9,669 9,669 Commercial paper 11,710 Further disclosures relating to credit risk – in particu- 6,942 56,531 to the relevant categories of receivables in → notes 25, → see 26 and 30. notes 25, 26 and 30 Liquidity risk The following table shows the maturity structure of expected contractual cash flows (undiscounted) for financial liabilities: 31.12.2018 in € million Maturity within one year Maturity between one and five years Maturity later than five years Total Bonds 10,789 34,196 11,546 Asset-backed financing transactions As an enterprise with worldwide operations, the BMW Group conducts business in a variety of cur- rencies, from which currency risks arise. In order to hedge currency risks, the BMW Group holds, as at 31 December 2018, derivative financial instruments mostly in the form of forward currency contracts and currency swaps. 191 The BMW Group measures currency risk using a cash-flow-at-risk model. The analysis of currency risk in this model is based on the planned foreign currency transactions or "exposures". At the end of the reporting period, the currency exposure - in each case for the following year – was as follows: Notes to the Group Financial Statements → Other Disclosures Statements Group Financial The balance sheet carrying amount of Level 3 financial instruments developed as follows: 172 171 As part of the implementation of the risk management strategy, the extent to which risk exposures should be hedged is decided at regular intervals and the corresponding hedging ratio defined. The economic relationship between the hedged item and the hedging instrument is based essentially on the fact that they are denominated in the same currency and have the same maturities. Company performance Contractual rights by share class Exercise price Last financing round Milestone analysis (quantitative and qualitative factors) Consideration of exercise price interest rate Level 3 financial assets relate mainly to investments in a venture capital fund. The private equity companies are valued on the basis of their net asset value which is determined using relevant information that is not available in the public domain. The fund manager assesses the underlying individual companies in accordance with the guidelines for international private equity and venture capital valuations (IPEV). An increase in input parameters would normally also lead to a similar increase in valuation. 4 Options on unquoted equity instruments Expected Company performance Risk adequate discounted Price per share 1 January 2018* Additions Disposals Unquoted equity instruments Options on 31 December 2017 Currency translation differences Gains (+)/losses (-) recognised in the income statement Gains (+)/losses (-) recognised in accumulated other equity Disposals Additions 1 January 2017 in € million *Opening balance adjusted due to first-time application of IFRS 9. 31 December 2018 Currency translation differences Gains (+)/losses (-) recognised in the income statement Gains (+)/losses (-) recognised in accumulated other equity Income-based approach 3 Company performance Contractual rights by share class qualitative factors) 2,008 1,797 2 - 105 Level 3 Raw materials market price risks Currency risks Interest rate risks Derivative instruments (liabilities) Other risks Raw material market price risks Currency risks Interest rate risks Derivative instruments (assets) 534 Convertible bonds 2 221 Price per share Last financing round Milestone analysis (quantitative and 265 Input Parameter Valuation method Fair value 31.12.2018 Convertible bonds Unquoted equity instruments in € million cash flow method was used, taking account of the BMW Group's own credit risk; for this reason, the fair values calculated can be allocated to Level 2. Finan- cial instruments recognised at fair value for which no market price is available are allocated to Level 3. Fair values are determined in accordance with the following table: Where the fair value was required for a financial instrument for disclosure purposes, the discounted ¬ note 7 → see The allocation to measurement levels at 31 Decem- ber 2018 takes account of the reclassifications of financial instruments made in conjunction with the first-time application of IFRS 9 see → note 7. There were no reclassifications within the level hierarchy either in the financial year 2017 or in the financial year 2018. 91 778 unquoted equity instruments in € million ments Level 3 in € million Currency exposure 31.12.2018 31.12.2017* 28,407 29,203 * Prior year figure adjusted, due to the fact that entire interest rate risk is shown, not just of the significant interest rate portfolios. * Prior year figure adjusted, due to the fact that entire currency risk is shown, not just of the significant currencies. Interest rate risk is managed through the use of inter- est rate derivatives. As part of the implementation of the risk management strategy, interest rate risks are monitored and managed at regular intervals. The interest rate contracts used for hedging purposes comprise mainly swaps, which, if hedge accounting is applied, are accounted for as fair value hedges. The economic relationship between the hedged item and the hedging instrument is based on the fact that the main parameters of the hedged item and the related hedging instrument, such as start date, term and currency, are the same. For selected fixed-interest assets, part of the interest rate risk is hedged on a portfolio basis. In this case, swaps are used as the hedging instrument. Hedge relationships are terminated and redesignated on a monthly basis at the end of each reporting period, thereby taking account of the constantly changing content of each portfolio. The BMW Group applies a value-at-risk approach throughout the Group for internal reporting purposes and to manage interest rate risk. This approach is based on a historical simulation in which the potential future fair value losses of the interest rate portfolios are compared across the Group with expected amounts on the basis of a holding period of 250 days and a confidence level of 99.98%. The risk mitigating effect of correlations between the various portfolios is taken into account when the risks are aggregated. The following table shows for interest-rate-sensitive exposures of the BMW Group the potential fair value fluctuation compared with the expected value, mea- sured on the basis of the value-at-risk approach: in € million Value at risk This exposure is compared to all hedges that are in place. The net cash flow surplus represents an uncov- ered risk position. The cash-flow-at-risk approach involves showing the impact of potential exchange rate fluctuations on operating cash flows on the basis 60,790 60,356 Financial Instru- of probability distributions. Volatilities and correla- tions serve as the main input factors to determine the relevant probability distributions. The potential negative impact on earnings is calcu- lated at the reporting date for each currency for the following financial year on the basis of current market prices and exposures with a confidence level of 95%. The risk mitigating effect of correlations between the various currencies is taken into account when the risks are aggregated. The following table shows the potential negative impact for the BMW Group for the following year resulting from unfavourable changes in exchange rates, measured on the basis of the cash-flow-at-risk approach. in € million Cash flow at risk 31.12.2018 31.12.2017* 431 581 * Prior year figure adjusted, due to the fact that entire currency risk is considered, not just of the significant currencies. Interest rate risk Interest rate risks arise when funds are borrowed and invested with differing fixed-rate periods or differing terms. At the BMW Group, all items subject to, or bearing, interest are exposed to interest rate risk and can therefore affect both the assets and liabilities side of the balance sheet. The fair values of the Group's interest rate portfolios were as follows at the end of the reporting period: in € million Fair values of interest rate portfolios 31.12.2018 31.12.2018 1,123 31.12.2017* 2 265 10 10 47 2 45 106 115 2 -2 3 103 2 111 109 3 4 -6 105 -1 3 3 8 -6 105 8 272 2 103 ments Level 3 Financial Instru- unquoted equity instruments Convertible bonds Unquoted equity instruments Options on -7 Non-operating assets - Automotive Liabilities of Automotive segment not subject to interest 48,639 101,702 Total for reportable segments Elimination of inter-segment items Total Group depreciation and amortisation on non-current assets 34,643 113,885 34,489 47,933 Reconciliation of segment assets Total for reportable segments 14,779 31.12.2018 in € million 8,455 8,441 -6,324 -6,600 15,041 Non-operating assets - Motorcycles 31.12.2017* 45 208,980 Liabilities of Motorcycles segment Reconciliation of depreciation and amortisation on non-current assets * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 195,506 Total Group assets -120,147 -127,818 Elimination of inter-segment items 7,829 40 7,084 Non-operating assets - 123,088 131,889 Financial Services segment Total liabilities - 572 613 not subject to interest Other Entities segment 25,393 Group on non-current assets 23,386 29,816 34 94 4,464 2,235 SOLARWATT GmbH 22 36 1 1 3,393 5 2,322 2,421 341 296 401 360 UnternehmerTUM GmbH 58 27 1,527 1,435 ALTANA AG 3,536 DELTON Health AG (formerly DELTON AG) DELTON Logistics S.à r.l. 2017 739 Business relationships of the BMW Group with other associated companies and joint ventures as well as with non-consolidated subsidiaries are small in scale. Stefan Quandt, Germany, is a shareholder and Deputy Chairman of the Supervisory Board of BMW AG. He is also the sole shareholder and Chairman of the Supervisory Board of DELTON Health AG, Bad Homburg v.d.H., as well as sole shareholder of DELTON Logistics S.à r.l., Grevenmacher, which, via its subsidiaries, performed logistic-related services for the BMW Group during the financial year 2018. In addition, the companies acquired vehicles from the BMW Group, mainly by way of leasing. Stefan Quandt, Germany, is also the indirect major- ity shareholder of SOLARWATT GmbH, Dresden. Cooperation arrangements are in place between BMW Group and SOLARWATT GmbH, Dresden, within the field of electric mobility. The focus of this cooperation is on the provision of complete photo- voltaic solutions for rooftop systems and carports to BMWi customers. In 2018, SOLARWATT GmbH, Dresden, acquired vehicles from the BMW Group by way of leasing. Susanne Klatten, Germany, is a shareholder and member of the Supervisory Board of BMW AG and also a shareholder and Deputy Chairwoman of the Supervisory Board of ALTANA AG, Wesel. In 2018, ALTANA AG, Wesel, acquired vehicles from the BMW Group, mainly by way of leasing. Susanne Klatten, Germany, is also the sole share- holder and Chairwoman of the Supervisory Board of UnternehmerTUM GmbH, Garching. In 2018, the BMW Group bought in services from Unter- nehmerTUM GmbH, Garching, mainly in the form of consultancy and workshop services. In addition, Susanne Klatten, Germany, and Stefan Quandt, Germany, are indirectly sole shareholders of Entrust Datacard Corp., Shakopee, Minnesota. Stefan Quandt is also a member of the supervisory board of this entity. In 2018, Entrust Datacard Corp., Shakopee, Minnesota, acquired vehicles from the BMW Group by way of leasing. Seen from the perspective of BMW Group entities, the volume of transactions with the above-mentioned entities was as follows: 181 in € thousand Supplies and services performed 2018 Supplies and services received 2017 2018 Receivables at 31 December Payables at 31 December 2017 2018 2017 2018 367 772 56 255 Compensation of members of the Board of Management and Supervisory Board The total compensation of the current members of the Board of Management and the Supervisory Board of BMW AG expensed for the financial year 2018 in accordance with IFRS comprised the following: in € million 2018 2017 the Supervisory Board of BMW AG or its subsidiaries, nor were any contingent liabilities entered into on their behalf. Further details about the remuneration of current members of the Board of Management and the Supervisory Board can be found in the Compensation Report, which is part of the Combined Management Report. Compensation to members of the Board of Management 28.8 40.2 43 Fixed remuneration 7.7 Variable remuneration 20.3 31.7 thereof Performance Cash Plan 5.3 Share-based remuneration component 0.3 0.8 Allocation to pension provisions 3.4 8.2 The Board of Management and the Supervisory Board of Bayerische Motoren Werke Aktiengesellschaft have issued the prescribed Declaration of Compliance pur- suant to § 161 of the German Stock Corporation Act. It is reproduced in the Annual Report 2018 of the BMW Group and is also available to shareholders on the BMW Group website at www.bmwgroup.com. Declaration with respect to the Corporate Governance Code 42 Entrust Datacard Corp. 103 106 2 15 Apart from vehicle leasing and financing contracts at usual conditions, companies of the BMW Group concluded no further transactions with members of the Board of Management or Supervisory Board of BMW AG. This also applies to close members of the families of those persons. BMW Trust e. V., Munich, administers assets on a trustee basis to secure obligations relating to pen- sions in Germany and is therefore a related party of the BMW Group in accordance with IAS 24. This entity has no assets of its own. It had no income or expenses during the period under report. BMW AG bears expenses on an immaterial scale and performs services for BMW Trust e. V., Munich. For disclosures relating to key management personnel, please see → note 43 and the Compensation Report. → see note 43 182 Group Financial Statements Notes to the Group Financial Statements → Other Disclosures 41 Share-based remuneration The BMW Group provides three share-based pro- grammes: the Employee Share Programme for enti- tled employees of the BMW Group, a share-based remuneration programme for members of the Board of Management and a share-based remuneration pro- gramme for senior heads of department of BMW AG. As part of the Employee Share Programme, non-voting shares of preferred stock in BMW AG were granted in 2018 to qualifying employees at favourable conditions (see note 31 for the number and price of issued shares). The holding period for these shares is up to 31 December 2021. In the financial year 2018, the BMW Group recorded a personnel expense of €10 million (2017: €10 million) for the Employee Share Programme, corresponding to the difference between the market price and the reduced price of the shares of preferred stock purchased by employees. The Board of Management reserves the right to decide anew each year with respect to an Employee Share Programme. For financial years beginning after 1 January 2011, BMW AG has added a share-based remuneration component to the existing compensation system for Board of Management members. This compensation component was revised for financial years from 2018 onwards. Members of the Board of Management continue to receive a cash compensation for the specific purpose of investment after tax and contributions in BMW AG common stock. For financial years from 2018 onwards, the investment component corresponds to 45% of the gross bonus. Shares of common stock purchased in this way by Board members are required to be held for a period of four years. At the end of the holding period, Board members receive from BMW AG, for every three shares of common stock held, either one additional share of common stock or the cash equivalent, to be decided at BMW AG's discretion. In the event of death or invalidity, special rules apply for early payment of share-based remuneration components based on the target amounts. Insofar the service contract is prematurely terminated and the Company has an extraordinary right of termination, or if the Board member resigns without the Company's agreement, entitlements to amounts as yet unpaid relating to share-based remuneration are forfeited. With effect from the financial year 2012, qualifying senior heads of department are also entitled to select a share-based remuneration component, which is largely comparable to the share-based remuneration arrangements for Board of Management members. → see note 31 The share-based remuneration component is measured at its fair value at each balance sheet date between grant and settlement date, and on the settlement date. The amounts are recognised as personnel expense on a straight-line basis over the vesting period and reported in the balance sheet as a provision. The cash-settlement obligation for the share-based remuneration component is measured at its fair value at the balance sheet date (based on the closing price of BMW AG common stock in Xetra trading at 31 Decem- ber 2018). The total carrying amount of the provision for the share-based remuneration component of current and former Board of Management members and senior heads of department at 31 December 2018 was €4,745,518 (2017: €6,301,785). The total expense recognised in 2018 for the share- based remuneration component of current and former Board of Management members and senior heads of department was €609,890 (2017: €1,642,936). The fair value of the programmes for Board of Man- agement members and senior heads of department at the date of grant of the share-based remuneration components was €1,919,680 (2017: €2,311,946), based on a total of 22,245 shares (2017: 25,694 shares) of BMW AG common stock or a corresponding cash- based settlement measured at the relevant market share price prevailing on the grant date. Further details on the remuneration of the Board of Management are provided in the Compensation Report for the financial year 2018. 36 3.1 1,333 63 Opening balance at 1 January 2018 1,875 6 Change in fair value during the reporting period 120 -966 -20 235 -453 14 Reclassification to profit or loss for continuing hedge relationships of hedging -987 for terminated hedge relationships -68 33 Reclassification to acquisition costs for inventories Closing balance at 31 December 2018 7 -51 -2 940 -614 -13 319 Costs Designated component Costs of hedging Hedge relationships give rise to following effects: in € million Cash Flow Hedges Currency risks Raw material price risks Fair Value Hedges Interest rate risks Designated components and costs of hedging within accumulated other equity changed as follows: Change of designated com- ponents in other comprehensive income Costs of hedging in other comprehensive income Hedge ineffectiveness recognised in income statement -931 -497 -614 12 -19 -6 Currency risks Interest rate risk Raw materials price risk in € million Designated component Costs of hedging -262 1,829 12 The following section shows disclosures relevant for hedging instruments used in the financial year 2017 in accordance with IAS 39. Related party relationships Transactions of Group entities with related parties were carried out without exception in the normal course of business of each of the parties concerned and at market conditions. in € million Supplies and services performed 2018 7 A significant proportion of the BMW Group's transac- tions with related parties relates to the joint venture BMW Brilliance Automotive Ltd. Supplies and services received 2017 2018 40 Receivables at 31 December at 31 December 2017 2018 2017 2018 2017 BMW Brilliance Automotive Ltd. 7,691 5,946 99 Payables -7 328 -335 179 180 Group Financial Statements Notes to the Group Financial Statements → Other Disclosures Cash flow hedges The impact of cash flow hedges on accumulated other equity was as follows: in € million 2017 78 Balance at 1 January Total changes during the year 1,437 thereof reclassified to the income statement Balance at 31 December -103 1,515 No effects were recognised in financial result in the financial year 2017 in connection with forecasting errors and resulting overhedging. Gains due to the ineffective portion of cash flow hedges amounting to €17 million were recognised in financial result. No effects were recognised in financial result in the financial year 2017 in connection with forecasting errors relating to cash flow hedges for commodities. Losses attributable to the ineffective portion of cash flow hedges amounting to €1 million were recognised in financial result. At 31 December 2017, the BMW Group held deriva- tive financial instruments (mainly forward currency contracts) in order to hedge currency risks attached to future or existing transactions. These derivative instruments were intended to hedge forecast sales denominated in a foreign currency over the coming 32 months. It was expected that €336 million of net gains, recognised in equity at 31 December 2017, would be reclassified to profit and loss in the financial year 2018. Furthermore, the BMW Group held no derivative financial instruments at 31 December 2017 which were designated as cash flow hedges to hedge against interest rate risks. At 31 December 2017, the BMW Group held derivative financial instruments, mainly commodity swaps, with terms of up to 46 months to hedge raw materials price risks. It was expected that €55 million of net gains, recognised in equity at 31 December 2017 would be reclassified to profit and loss in the financial year 2018. Fair value hedges The following table shows gains and losses from fair value hedge relationships on hedging instruments and hedged items in the financial year 2017: in € million Gains/losses on hedging instruments designated as part of a fair value hedge relationship Gains/losses from hedged items Ineffectiveness of fair value hedges 31.12.2017 Changes in fair value include additional effects from the application of the modified closing rate method. 26,434 Benefits in conjunction with the 3.9 -17,306 6 7 -18,710 -17,306 97,480 98,282 -45 80 1,342 293 -18,710 9,815 632 -6,728 26,434 739 25,393 -6,600 -6,324 8,441 8,455 Other Entities Reconciliation to Group figures 31.12.2018 10,675 4 4 98,282 Motorcycles Financial Services 31.12.2018 31.12.2017* 31.12.2018 31.12.2017 31.12.2018 31.12.2017 13,836 2,624 11,223 2,769 618 618 14,919 14,740 Other Entities 2018 2017 Reconciliation to Group figures 2018 2017* 2017* 2018 2 3 97,480 31.12.2017 Automotive 31.12.2018 31.12.2017* 2018 2017* Total for reportable segments Financial result of Automotive segment Financial result of Motorcycles segment 8,473 10,382 795 829 -6 -2 Elimination of inter-segment items 553 Reconciliation of segment result -534 9,815 10,675 Reconciliation of capital expenditure on non-current assets Total for reportable segments 32,608 32,121 Elimination of inter-segment items -6,174 -6,728 Total Group capital expenditure Group profit before tax in € million The total of the segment figures can be reconciled to the corresponding Group figures as follows: 1 Prior year figure has been adjusted. 31.12.2018 31.12.2017* SEGMENT INFORMATION BY OPERATING SEGMENT External revenues Inter-segment revenues Total revenues Segment result Result from equity accounted investments Capital expenditure on non-current assets Depreciation and amortisation on non-current assets 84,512 75,121 95,095 93,804 208,980 2,624 195,506 Segment assets 2,769 Investments accounted for using the equity method 187 188 Group Financial Statements Notes to the Group Financial Statements → Segment Information Write-downs on inventories to their net realisable value amounting to €54 million (2017: €36 million¹) were recognised by the Automotive segment in the financial year 2018. The reversal of impairment losses increased the segment result of the Automotive segment by an amount of €22 million (2017: €6 million). The result of the Financial Services segment was negatively impacted by impairment losses totalling €302 million (2017: €215 million) recognised on leased products. Income from the reversal of impairment losses on leased products amounted to €118 million (2017: €11 million). The Other Entities' segment result includes interest and similar income amounting to €1,178 million (2017: €1,110 million) and interest and similar expenses amounting to €1,145 million (2017: €986 million). The information disclosed for capital expenditure and depreciation and amortisation relates to non-current property, plant and equipment, intangible assets and leased products. Group termination of board activity * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. Segment assets → Segment Information SEGMENT INFORMATION 45 Explanatory notes to segment information Information on reportable segments For the purposes of presenting segment information, the activities of the BMW Group are divided into oper- ating segments in accordance with IFRS 8 (Operating Segments). The segmentation follows the internal management and reporting system and takes account of the organisational structure of the BMW Group based on the various products and services of the reportable segments. The activities of the BMW Group are broken down into the operating segments Automotive, Motorcycles, Financial Services and Other Entities. Within the Automotive segment the BMW Group devel- ops, manufactures, assembles and sells automobiles and off-road vehicles, under the brands BMW, MINI and Rolls-Royce as well as spare parts, accessories and mobility services. BMW and MINI brand products are sold in Germany through branches of BMW AG and by independent, authorised dealerships. Sales outside Germany are handled mainly by subsidiary companies and by independent import companies in some markets. Rolls-Royce brand vehicles are sold in the USA as well as in China, Korea, Italy and Russia via subsidiary companies and elsewhere by independent, authorised dealerships. Activities relating to the development, manufacture, assembly and sale of motorcycles as well as spare parts and accessories are reported in the Motorcycles segment. Automobile leasing, fleet business, multi-brand business, retail and dealership financing, customer deposit business and insurance activities are the main activities allocated to the Financial Services segment. Holding and Group financing companies are reported in the Other Entities segment. This segment also includes the operating companies BMW (UK) Investments Ltd. and Bavaria Lloyd Reisebüro GmbH, which are not allocated to one of the other segments. Internal management and reporting Notes to the Group Financial Statements Segment information is prepared as a general rule in conformity with the accounting policies adopted for preparing and presenting the Group Financial Statements. Exceptions to this general principle are the treatment of inter-segment guarantees, the earn- ings impact of which is allocated to the Automotive and Financial Services segments on the basis used internally to manage the business, and cross-segment receivables and investments in subsidiaries for which no impairment losses have been recognised. A further exception is the treatment of intragroup buyback arrangements between the Automotive and Financial Services segments. Inter-segment receivables and payables, provisions, income, expenses and profits are eliminated upon consolidation. Inter-segment revenues are based on market prices. Centralised functions are included in the segments concerned. Expenses for centralised administrative functions allocated to the Financial Services segment are not settled in cash. The success of the Financial Services segment is mea- sured on the basis of return on equity (RoE). Profit before tax therefore represents the relevant measure of segment earnings. The measure of segment assets in the Financial Services segment corresponds to net assets, defined as total assets less total liabilities. The success of the Other Entities segment is assessed on the basis of profit or loss before tax. The corre- sponding measure of segment assets used to manage the Other Entities segment is total assets less asset- side income tax items and intragroup investments. 185 186 Group Financial Statements Notes to the Group Financial Statements → Segment Information Segment information by operating segment is as follows: in € million The Automotive and Motorcycles segments are managed on the basis of return on capital employed (ROCE). The relevant measure of segment results used is therefore profit before financial result. Capital employed is the corresponding measure of segment assets used to determine how to allocate resources and comprises all current and non-current operational assets after deduction of liabilities used operationally which are not subject to interest (e.g. trade payables). Statements Group Financial 184 0.9 Compensation to members of the Supervisory Board 5.6 5.6 Fixed compensation and attendance fees 2.0 2.0 Variable compensation 3.6 3.6 Total expense 41.7 49.8 thereof due within one year 30.7 45.9 With effect from the financial year 2018, variable cash compensation includes a multi-year and future-oriented Performance Cash Plan. The total remuneration of former members of the Board of Management and their dependants amounted to €9.2 million (2017: €6.7 million). Pension obligations to current members of the Board of Management are covered by provisions amounting to €19.7 million (2017: €22.0 million), determined in accordance with IAS 19. Pension obligations to former members of the Board of Management and their surviving dependants, also determined in accordance with IAS 19, amounted to €91.0 million (2017: €90.1 million). The compensation arrangements applicable for members of the Supervisory Board for the financial year 2018 do not include any stock options, value appreciation rights comparable to stock options or any other stock-based compensation components. Apart from vehicle lease and financing contracts at customary conditions, no advances or loans were granted to members of the Board of Management and 44 Events after the end of the reporting period No events have occurred since the end of the financial year which could have a major impact on the results of operations, financial position and net assets of BMW AG and the BMW Group. 183 Automotive Investments accounted for using the equity method Motorcycles 2017* 6,182 7,888 175 207 2,161 2,207 Result from equity accounted investments 632 739 Capital expenditure on non-current assets 7,853 27,567 6,972 125 24,608 25,024 Depreciation and amortisation on non-current assets 4,982 4,699 97 88 9,962 9,992 in € million 147 28,165 2,272 2,173 2018 Financial Services 2017* 2018 2017 SEGMENT INFORMATION BY OPERATING SEGMENT External revenues 68,947 70,152 2,176 2,270 26,355 25,857 Inter-segment revenues 16,899 15,590 -3 2 1,810 1,710 Total revenues Segment result 85,846 85,742 2018 The role of "chief operating decision maker" with respect to resource allocation and performance assessment of the reportable segment is embodied in the full Board of Management. For this purpose, different measures of segment performance as well as segment assets are taken into account in the operating segments. -6,174 The Board of Management reported to the Audit Committee on engine control software for certain earlier model versions of two vehicle types, which, in the BMW Group's opinion, was originally developed correctly, but later fitted with a software module not intended for this type of vehicle. The BMW Group attributes the software error to a manual, human error in an update and not to a deliberate manipulation of the engine control and exhaust gas cleaning systems. The Board of Management also explained this process at the Annual General Meeting in 2018. The Public Prosecution Office Munich delivered a decision on 25 February 2019 regarding notice of a fine of €8.5 million due to a minor offence. The investigation of the Public Prosecution Office found no evidence of use of a deactivation device in emissions testing, fraud, or deliberate statutory violations. The Company has accepted the penalty. 13 The composition of the Presiding Board and the committees of the Supervisory Board remained unchanged during the financial year. The Corporate Governance Report contains a summary of the composition of the Supervisory Board and its committees. Dr Robert Lane resigned from the Supervisory Board with effect from the end of the Annual General Meeting 2018. He resigned his mandate in mutual agreement with the Company. We wish to thank Dr Lane for his valuable contributions and steadfast cooperation during his nine years on the Supervisory Board. The Annual General Meeting elected the former Chairman of the Board of Management of BASF SE, Dr Kurt Bock, as new member of the Supervisory Board. The Supervisory Board members Professor Reinhard Hüttl, Dr Karl-Ludwig Kley and Professor Dr Renate Köcher were re-elected as members of the Supervisory Board. the Presiding Board and the Supervisory Board's committees Composition of the Supervisory Board, On 24 July 2018, the Supervisory Board resolved to revoke the appointment of Markus Duesmann as a member of the Board of Management and release him from his duties for the remaining term of his contract. Mr Duesmann had previously informed the Chairman of the Supervisory Board of his intention to move to the management board of a competitor. The Purchasing and Supplier Network headed by Mr Duesmann was temporarily taken over by Oliver Zipse, member of the Board of Management responsible for Production. With effect from 1 October 2018, the Supervisory Board appointed Dr Andreas Wendt to the Board of Management as member with responsibility for Purchasing and Supplier Network. Previously, he was head of the largest German BMW Group plant in Dingolfing. 14 Pieter Nota was appointed to the Board of Management with effect from 1 January 2018. He succeeded Dr Ian Robertson as member of the Board of Management responsible for Sales and Brand BMW, Aftersales BMW Group. The Mediation Committee, which is prescribed by law, did not need to convene during the financial year 2018. The Nomination Committee convened twice during the financial year 2018. At those meetings, we deliberated on succession planning for shareholder representatives and made recommendations for proposed nominations of candidates for election to the Supervisory Board at the Annual General Meetings 2018 and 2019, taking into account the composition targets previously decided upon by the Supervisory Board. The Personnel Committee convened four times during the financial year 2018 and held two telephone conferences. In particular, it dealt with the change in the Board of Management for the Purchasing and Supplier Network and prepared the relevant decisions of the Supervisory Board. The Personnel Committee also discussed issues relating to the compensation of the Board of Management and gave members of the Board of Management their approval to accept mandates outside the Group in a number of cases. The Audit Committee concurred with the decision of the Board of Management to raise the Com- pany's share capital in accordance with Article 4 (5) of the Articles of Incorporation (Authorised Capital 2014) by €521,500 and, in conjunction with the Employee Share Programme, to issue a corresponding number of new non-voting bearer shares of preferred stock. The Audit Committee continued to make preparations for the change in external auditor for the financial year 2019 in line with plan. It also regularly examined the non-audit services provided by the current auditor. An independent auditor engaged to conduct the mandatory audit of over-the-counter derivative transactions confirmed the effectiveness of the system that BMW AG currently employs to ensure compliance with regulatory requirements. Furthermore, the Audit Committee dealt with the main results of the audits conducted by Group Internal Audit and with further audit planning. The Audit Committee also discussed risk management and the assessment of current risks. Other topics included the internal control system, export control and the report on major legal disputes. Composition of the Board of Management To Our Shareholders → Report of the Supervisory Board To Our 16 15 Norbert Reithofer Chairman of the Supervisory Board Yours On behalf of the Supervisory Board We wish to express our appreciation to the members of the Board of Management and the entire workforce of the BMW Group worldwide for their dedication, their ideas and their achievements during the financial year 2018, which form the bedrock of the enduring success and sustainability of our Company - both now and in the future. Expression of appreciation by the Supervisory Board Furthermore, in conjunction with the presentation of the Sustainable Value Report, the Audit Committee and the Supervisory Board reviewed the separate non-financial report of BMW AG (Company and Group) at 31 December 2018, which has been drawn up by the Board of Management. The audit firm PricewaterhouseCoopers GmbH has performed a “limited assurance" review of these reports and issued an unqualified statement thereon. The documents were carefully examined by the Audit Committee at its meeting on 27 February 2019 and by the Supervisory Board at its meeting on 15 March 2019. The Board of Management provided an in-depth explanation of the reports at both meetings. Representatives of the auditors attended both meetings, reported on significant findings and answered additional questions raised by members of the Supervisory Board. The Supervisory Board acknowledged and approved the separate non-financial report (Company and Group) drawn up by the Management Board. The Supervisory Board also examined the proposal of the Board of Management to use the unappropriated profit to pay a dividend of €3.50 per share of common stock and €3.52 per share of non-voting preferred stock. We consider the proposal appropriate and have therefore approved it. Based on a thorough examination conducted by the Audit Committee and the full Supervisory Board, we concurred with the results of the external audit. In accordance with the conclusion reached after the examination by the Audit Committee and the Supervisory Board, no objections were raised. The Group and Company Financial Statements of BMW AG for the financial year 2018 prepared by the Board of Management were approved at the Supervisory Board meeting held on 15 March 2019. The financial statements have therefore been adopted. The representatives of the external auditor confirmed that the risk management system estab- lished by the Board of Management is capable of identifying at an early stage any developments that might threaten the Company's going-concern status. They confirmed that no material weaknesses in the internal control system and risk management system with regard to the financial reporting process were identified. Similarly, they did not identify in the course of their audit work any facts that were inconsistent with the contents of the Declaration of Compliance pursuant to Section 161 of the German Stock Corporation Act (AktG) issued by the Board of Management and the Supervisory Board. At its meeting held on 15 March 2019, the full Supervisory Board discussed in depth the draft of the Company and Group Financial Statements submitted by the Board of Management. In both meetings, the Board of Management gave a detailed explanation of the financial reports it had prepared. Representatives of the external auditor were also present at both meetings. They reported on the main findings of their audit, explained the key audit matters in the audits of the Company and Group Financial Statements and answered additional questions of members of the Supervisory Board. The Audit Committee carefully examined and discussed these documents at its meeting held on 27 February 2019. The Audit Committee reviewed in detail the key audit matters raised in the auditor's report of the Company and Group Financial Statements and the related audit procedures performed by the independent auditor. Examination of financial statements and the profit distribution proposal The Company and Group Financial Statements of the Company for the financial year 2018 were audited by KPMG AG Wirtschaftsprüfungsgesellschaft. KPMG also conducted a review of the abridged Interim Group Financial Statements and Interim Group Management Report for the six-month period ended 30 June 2018. The results of the review were presented to the Audit Committee by representatives of KPMG AG. No issues were identified that might indicate that the abridged Interim Group Financial Statements and Interim Group Management Report had not been prepared in all material respects in accordance with the applicable provisions. The Group and Company Financial Statements for the year ended 31 December 2018 and the Combined Management Report - as authorised for issue by the Board of Management on 19 February 2019 – were audited by KPMG AG and given an unqualified audit opinion. The Auditor's Report has been signed since the financial year 2016 by Christian Sailer, as independent auditor (Wirtschaftsprüfer), and since the financial year 2014 by Andreas Feege, as independent auditor (Wirtschaftsprüfer) responsible for the performance of the engagement. The financial statements for the financial year 2018, the Combined Management Report, the reports of the external auditors and the Board of Management's profit distribution proposal were made available to all members of the Supervisory Board in a timely manner. The Committee received continuous and detailed information on the status of the internal investigations and the EU Commission's investigation into the antitrust allegations in connection with the former working groups of several German automobile manufacturers. A representative of the law firm engaged by the company also regularly took part in the discussions. During the year under report, the Audit Committee again dealt intensively with the topic of compliance in the BMW Group. In his regular report, the Chairman of the Compliance Committee provided us with a summary of ongoing compliance-related proceedings. He also explained the results of a voluntary external audit of the BMW Group's compliance management system in the context of antitrust law with the aim of verifying its appropriateness. On this basis, the Compliance Committee submitted a concept to develop the Compliance Management System, which was confirmed by the Board of Management. The Audit Committee discussed the concept at length and supports the corresponding further development of the Compliance Management System. The fees proposed by KPMG for the audits of the year-end Company and Group Financial Statements 2018 and for the review of the Half-Year Financial Report were deemed appropriate. Subsequent to the Annual General Meeting held in May 2018, the Audit Committee therefore appointed KPMG for the relevant engagements and specified audit focus areas. The meeting of the Audit Committee held in February 2018 focused primarily on preparing for the Supervisory Board meeting at which the financial statements were to be examined. Before recommending to the full Supervisory Board that KPMG AG Wirtschaftsprüfungsgesellschaft (KPMG) be re-elected as Company and Group auditor at the Annual General Meeting 2018, the Audit Committee obtained a Declaration of Independence from KPMG and, in this context, also considered the scope of non-audit services provided by KPMG entities to the BMW Group. There were no indications of conflicts of interest, grounds for exclusion or lack of independence on the part of the auditor. The Supervisory Board discussed the current situation and strategy regarding the Group's direct operations and joint ventures in China. In particular, the Board of Management described its plans to expand local production through the BMW Brilliance Automotive Ltd. joint venture (BBA) and its intention to increase its stake in BBA. The Supervisory Board supports the Board of Management's strategically significant plan to increase the BMW Group's stake in BBA's share capital by 25 percentage points to 75% by 2022 and gave its approval for the transaction. In addition to the status reports, the Supervisory Board focused on a number of specific areas in greater detail. For example, the Board of Management reported on the current status and strategy of Group financing. Further topics focused on were market developments and business performance in North America, in the course of which trade risks and financial challenges in the region were also addressed. Moreover, the Board of Management reported in detail on the current status of and the overall strategy regarding the BMW brand. Supervisory Board → Report of the To Our Shareholders 10 9 The status reports also included information on other current transactions and projects of key importance, which the Supervisory Board considered in detail. These topics included important cooperation projects such as the joint venture with Great Wall Motor, in particular regarding the production of all-electric MINI vehicles in China, the joint venture with Daimler in the field of mobility services and collaboration in the field of autonomous driving. The Supervisory Board also discussed the possible introduction of driving bans for certain diesel-powered vehicles in individual cities in Europe and the future prospects of diesel engines in general. Furthermore, the Board of Management reported on the temporary market disruptions caused by discount campaigns initiated by competitors in the run-up to the introduction of the new WLTP measurement procedures. It informed the Supervisory Board about the increased extent of statutory and non-statutory warranty measures as well as major vehicle recalls. International trade conflicts, trade risks and their impact on the BMW Group were repeatedly the subject of the status reports provided. In its regular reports on the BMW Group's current situation, the Board of Management provided us with information about new vehicle models, delivery volume trends and market developments in the Automotive and Motorcycles segments as well as new and total business volumes in the Financial Services segment, in each case highlighting any planning variances. The Board of Management also presented us with the latest workforce figures and reported on economic developments in key markets. The work of the Supervisory Board focused in particular on the strategic development of the BMW Group's business models against the backdrop of digitalisation, drivetrain electrification and other key trends. We also debated exhaustively on the challenges posed by trade conflicts, the imminent Brexit crisis and supply distortions resulting from the difficulties encountered by some of our competitors in converting to the new European WLTP testing cycle. The Chairman of the Supervisory Board also held individual discussions with representatives of various investors as well as with a shareholders' association. Topics of these consultations included the treatment of strategy by the Supervisory Board, the involvement of the Supervisory Board in sustainability issues and the new compensation system for the Board of Management. In our capacity as Supervisory Board, we provided the Board of Management with in-depth advice on matters relating to the management and further development of the BMW Group and monitored the Board of Management's running of the business, both continuously and thoroughly. The full Supervisory Board met five times in the course of the year, including one two-day meeting, and on each occasion deliberated in detail with the Board of Management on the Group's performance. In addition to these meetings, the Board of Management provided us with information on matters of particular significance. Furthermore, the Chairman of the Supervisory Board was in frequent contact with the Chairman of the Board of Management, as was the Chairman of the Audit Committee with the Chief Financial Officer, in order to deal with current topics as they arose. Monitoring and advisory activities of the Supervisory Board In the course of 2018, our company had to tackle a variety of challenges within its business environment. However, we were able to master them and achieve a good result, despite the adversities. At the same time, the Group is systematically laying the foundations for long-term success going forward. The continuous expansion of our range of electrified vehicles is one good example of this strategy. Particularly in these times of fundamental change, the BMW Group maintains a leading position in the automotive industry, shaping technological transformation with determination, passion and professional excellence. Dear Shareholders, The Board of Management explained the current status of the customer ecosystem to the Supervisory Board and provided an outlook on the further development of the Digital Services and Mobility Services business fields. In the process, questions of data sovereignty and data security regarding data collected within the Group's vehicles were also a topic of debate. Furthermore, the Supervisory Board discussed the Group's global added value strategy across the production network and the criteria influencing the decision to locate the planned new production site in Eastern Europe. Shareholders The Supervisory Board held lengthy discussions with the Board of Management regarding the current status of the Strategy NUMBER ONE > NEXT and the decisions taken in previous months to implement it. In particular, the Board of Management discussed recent changes in the market environment (such as customs duty increases, restrictive trade policies and Brexit scenarios) and explained how the current strategy enables the BMW Group to respond to the respective challenges. Among other matters, strategies regarding the electrification of the product range, drivetrain technology and digitalisation as well as autonomous driving were presented in detail. The Supervisory Board emphatically supports the continued implementation of the Strategy NUMBER ONE > NEXT. We also gave lengthy consideration to the business performance, risk situation and strategy of the Financial Services segment. The strategy for the further development of the MINI brand and cooperation with the Chinese company Great Wall Motor in this respect were also the subject of our deliberations. In addition, the Board of Management reported on the current status of diversity concepts for the Company. Supervisory Board → Report of the To Our Shareholders 12 11 The Audit Committee held five meetings and three telephone conference calls during the financial year 2018. In the course of those conference calls, together with the Board of Management we examined and discussed the Quarterly Financial Reports prior to their publication. Representatives of the external auditors were present when discussing the Half-Year Financial Report. The Presiding Board convened four times during the year under report. Assuming no committee was responsible, the focus of our activities was on preparing the detailed agenda for the meetings of the full Supervisory Board. Together with the Board of Management and senior heads of department, we prepared the various items on the agenda for Supervisory Board meetings in a thorough manner and made suggestions for reports to be submitted to the full Supervisory Board. The Supervisory Board has established a Presiding Board and four committees. Committee chairpersons reported in detail on Presiding Board and committee work at the subsequent meetings of the full Supervisory Board. A detailed description of the duties, composition and working procedures of the Presiding Board and the committees is provided in the Corporate Governance Report. Description of Presiding Board activities and committee work We reviewed the efficiency of our work in the Supervisory Board, having prepared the related discussion at the full Supervisory Board meeting on the basis of a questionnaire. Overall, the work of the Supervisory Board was deemed efficient. No significant need for change was identified. Average attendance at the five Supervisory Board meetings was 94%. An individualised overview of attendance at meetings of the Supervisory Board and its committees for the financial year 2018 has been published on the BMW Group's website. All members of the Supervisory Board attended more than half of the meetings of the Supervisory Board and those committees to which they belonged during their term of office in the financial year 2018. No conflicts of interest arose on the part of members of the Supervisory Board during the year under report. Significant transactions with Supervisory Board members and other related parties as defined by IAS 24, including close relatives and intermediary entities, are examined on a quarterly basis. We also reviewed existing targets for the composition of the Supervisory Board and the competence profile set out for its members. We concluded that the composition of the Supervisory Board at 31 December 2018 was in line with the targets stipulated in the diversity concept, the competency profile and other composition targets. We have decided to continue using the competency profile and the targets for the composition of the Supervisory Board for the financial year 2019. We also discussed corporate governance within the BMW Group and the application of the recommendations contained in the German Corporate Governance Code. In December, the Board of Management and the Supervisory Board issued their Declaration of Compliance with the German Corporate Governance Code. We comply with all of the recommendations of the current version of the Code with only one exception (the use of model tables for Board of Management compensation). The wording of the Declaration of Compliance is shown in the Corporate Governance Report. The new compensation system in place since the beginning of 2018 was approved by the Annual General Meeting in May 2018. The structure of compensation systems for members of the Board of Management and reporting thereon is currently the subject of draft amendments to the German Stock Corporation Act and the German Corporate Governance Code. For this reason, we have decided not to make any changes to the compensation system for the BMW Group's Board of Management decided on as recently as 2017, but to await the results of the above-mentioned reforms. The Supervisory Board examined the structure and the level of compensation paid to the members of the Board of Management. In this context, we took into account trends in business performance, executive manager compensation and the remuneration of the workforce in Germany over time. Based on comparative studies conducted by an external compensation consultant, we concluded that the compensation of the members of the Board of Management is commensurate. Detailed information on the compensation of Board of Management members is provided in the Compensation Report. We also deliberated intensively on the BMW Group's forecasts for the period from 2019 to 2024. In this context, the Board of Management addressed the volatile nature of global economic and political conditions and their influence on planning. Risk scenarios and their possible effects on long-term planning were also presented. After thorough review, the Supervisory Board approved the BMW Group's long-term corporate plan. Based on this plan, the Board of Management presented the annual budget for the financial year 2019, which we also discussed at great length. → Statement of the Chairman Munich, 15 March 2019 Management → Statement of the Chairman of the Board of Management Eighth consecutive sales record Because customers around the world value our cars and motorcycles so much, the BMW Group was able to post record sales for the eighth consecutive year. The BMW Group has been number one in the global premium segment for the past 15 years. Our brands BMW, Rolls-Royce and BMW Motorrad achieved new all-time highs, while MINI reported its second-highest sales result ever. For the first time, BMW M GmbH broke through the 100,000 unit sales mark with its M and M Performance models. Despite tough headwinds, second-best result in our history Group earnings before tax and annual net profit were both the second-highest in our history. As previously announced, earnings before tax were moderately lower than last year's record figure. To Our Shareholders With an EBIT margin of 7.2 percent in the Automotive segment, we exceeded our adjusted target. This figure only partially includes our China business, as is usual. The Group EBT margin of 10.1 percent was above our 10 percent target for the eighth consecutive year. Once again, our financial services business made a significant contribution to the Group result. Systematic electrification for emissions-free driving The trend is clear: in Europe, no other manufacturer sells more electrified vehicles than the BMW Group. Between 2015 and 2018, sales of our electric models and plug-in hybrids increased more than fourfold. We are also number one worldwide in registrations of plug-in hybrid vehicles. This technology not only gives our customers access to electric driving, it is also a quick and pragmatic way to improve air quality in cities. Studies show that plug-in hybrids with an electric range of at least 60 km are driven in electric mode just as often as pure-electric models. And there's more coming on the electric side: 2019 will bring plug-in hybrid variants of the new BMW 3 Series, X5 and 7 Series. The X3 will also be available for the first time with a hybrid drive train. These will be joined by the first fully electric MINI and, in 2020, by the first fully electric BMW - the iX3. By the end of 2020, we will have more than ten new and revised models with an electrified drive train. Thanks to flexible vehicle architectures, our plants will be able to build different drive types. The heart of an electric vehicle is the electric motor and the battery. We produce both the electric drive and the high-voltage battery in-house. In the summer, we will open the new BMW Group Battery Cell Competence Centre in Munich, where we will develop so-called build-to-print prototypes. For production of base cells, we will be working with the world's largest manufacturer of automotive battery cells, CATL, from China, and with Northvolt in a European consortium. of the Board of Dear Shareholders, your company is on a very solid footing and possesses considerable financial strength. This means we can continue to invest in new technologies, services and our locations as our springboard to the future. 18 The future belongs to electric mobility - there is no doubt in my mind about that. But it's certainly not a sprint, it's a marathon. By late 2019, we aim to have half a million electrified BMW Group vehicles on the roads. A current example of this is the switch to the new WLTP test procedure in Germany and Europe. We implemented the new requirements in our vehicles systematically and early. That is how we operate as a company. We will also continue to meet ambitious targets to reduce CO2 emissions in Europe and the rest of the world. Harald Krüger Chairman of the Board of Management 17 Dear Shareholders, On behalf of the Board of Management and our nearly 135,000 associates worldwide, I would like to thank you for joining the BMW Group on its journey into the future. Individual mobility, in all its facets, remains our core competence. We are reminded, time and again, that long-term success demands fresh thinking and bold action. Digitalisation is changing every industry and every aspect of our lives. We have set ourselves a clear goal: to be a leading tech company for premium mobility by 2025 - and we are developing our business model in this direction. Our Strategy NUMBER ONE > NEXT has three main approaches: profitability, growth and future all of them geared towards our customers' ever-evolving needs and desires. - Tech company in the premium mobility sector We are moving autonomous driving forward with a combination of enthusiasm and sound judgement. Safety is for us an absolute priority in this area. In 2021, we will release the BMW iNEXT, a vehicle that brings together several future technologies: a futuristic interior, full connectivity and an electric range of up to 700 km. This marks the beginning of highly automated driving. At the same time, we are also testing autonomous driving with a fleet of 500 iNEXT vehicles in urban settings. WLTP systematically implemented Mobility services from a single source We are creating new mobility offerings and digital services that will enable customers to bring their digital world into the car. Combining our mobility services in a joint venture with the Daimler Group will allow us to offer customers a single source for all their mobility needs with a single touch. Uncertainty is part of our business 2018 was a challenging year for our industry, due to trade conflicts and the uncertainty surrounding Brexit: vehicle sales declined across the globe for the first time since the global economic and financial crisis. iNEXT ' – a building block for the future Volatile markets, tough competition and various operating conditions in different countries are all part of our business. The BMW Group has had to overcome difficult hurdles many times in its history. In such moments, we have always stayed the course with a steady hand at the wheel. 149 100 BMW Holding Malaysia Sdn Bhd, Kuala Lumpur BMW India Private Ltd., Gurgaon PT BMW Indonesia, Jakarta BMW Asia Pte. Ltd., Singapore BMW Asia Pacific Capital Pte Ltd., Singapore -15 BMW Credit (Malaysia) Sdn Bhd, Kuala Lumpur BMW Lease (Malaysia) Sdn Bhd, Kuala Lumpur BMW Asia Technology Centre Sdn Bhd, Kuala Lumpur 25 50 1,561 50 1,764 -337 29.6 50 50 20 20 100 40 5,926 100 2018-1 ABL, Tokyo 13 100 40 ment in % Capital invest- 100 51 Bavarian Sky China 2017-2, Beijing 13 Bavarian Sky Korea 2nd Asset Securitization Speciality Company, Seoul 13 Bavarian Sky Korea 3rd Asset Securitization Speciality Company, Seoul 13 2018-3 ABL, Tokyo 13 2018-2 ABL, Tokyo 13 2017-3 ABL, Tokyo 13 2017-1 ABL, Tokyo 13 2017-2 ABL, Tokyo 13 100 2016-2 ABL, Tokyo 13 2015-2 ABL, Tokyo 13 2015-1 ABL, Tokyo 13 BMW Tokyo Corp., Tokyo at 31 December 2018 Notes to the Group Financial Statements → List of Investments Group Financial Statements 194 100 100 100 100 2016-1 ABL, Tokyo 13 50 Associated companies - equity accounted 252223 6.2 9.1 18.3 FOREIGN7 Gios Holding B.V., Oss SGL Composites LLC, Dover, Delaware 1 The amounts shown for the German subsidiaries correspond to the annual financial statements drawn up in accordance with German accounting requirements (HGB). 12.0 49.0 2 The amounts shown for the foreign subsidiaries correspond to the annual financial statements drawn up in accordance with uniform IFRS rules. Equity and earnings not denominated in euro are translated into euro using the closing exchange rate at the balance sheet date. 3 Profit and Loss Transfer Agreement with BMW AG. 4 Profit and Loss Transfer Agreement with a subsidiary of BMW AG. 16.7 5 Exemption from drawing up a management report applied in accordance with § 264 (3) and § 264 b HGB. 7 These entities are neither consolidated nor accounted for using the equity method due to their overall immateriality for the Group Financial Statements. 8 The amounts shown for entities accounted for using the equity method and for proportionately consolidated entities correspond to the annual financial statements drawn up in accordance with uniform IFRS rules. Equity not denominated in euro is translated into euro using the closing exchange rate at the balance sheet date, earnings are translated using the average rate. ⁹ Including power to appoint representative bodies. 1º Exemption pursuant to Article 2:403 of the Civil Code of the Netherlands (Burgerlijk Wetboek). 11 First-time consolidation. 12 Deconsolidation in the financial year 2018: BMW Malta Finance Ltd., St. Julians. 13 Control on basis of economic dependence. 197 198 Group Financial Statements 6 Exemption from publication of financial statements applied in accordance with § 264 (3) and § 264b HGB. 51 9.8 17.8 20 20 30 BMW AG's participations at 31 December 2018 → 79 Companies DOMESTIC Deutsches Forschungszentrum für Künstliche Intelligenz GmbH, Kaiserslautern GSB Sonderabfall-Entsorgung Bayern GmbH, Baar-Ebenhausen Hubject GmbH, Berlin IVM Industrie-Verband Motorrad GmbH & Co. Dienstleistungs KG, Essen 18.9 Joblinge gemeinnützige AG Berlin, Berlin Joblinge gemeinnützige AG München, Munich Racer Benchmark Group GmbH, Landsberg am Lech BMW China Services Ltd., Beijing SGL Carbon SE, Wiesbaden Equity Profit/loss in € million in € million Capital invest- ment in % 4.6 3.1 Joblinge gemeinnützige AG Leipzig, Leipzig 74 0 51 193 100 100 100 100 100 100 100 100 100 100 100 100 100 100 0 0 0 0 0 0 0 0 BMW Canada Auto Trust 2017-1, Richmond Hill, Ontario 13 BMW Canada Auto Trust 2018-1, Richmond Hill, Ontario 13 BMW Canada Auto Trust 2016, Richmond Hill, Ontario 13 BMW Canada 2018-A, Richmond Hill, Ontario 13 BMW Canada 2015-A, Richmond Hill, Ontario 13 100 BMW of Manhattan, Inc., Wilmington, Delaware 100 BMW SLP, S.A. de C.V., Villa de Reyes 100 BMW de Argentina S.A., Buenos Aires BMW Insurance Agency Inc., Wilmington, Delaware BMW Leasing de Mexico S.A. de C.V., Mexico City BMW Leasing do Brasil S.A., São Paulo Rolls-Royce Motor Cars NA LLC, Wilmington, Delaware 100 100 0 100 100 BMW Consolidation Services Co. LLC, Wilmington, Delaware BMW Acquisitions Ltda., São Paulo BMW Manufacturing Indústria de Motos da Amazônia Ltda., Manaus SB Acquisitions LLC, Wilmington, Delaware BMW Auto Leasing LLC, Wilmington, Delaware BMW Facility Partners LLC, Wilmington, Delaware BMW FS Securities LLC, Wilmington, Delaware BMW FS Funding Corp., Wilmington, Delaware BMW Manufacturing LP, Woodcliff Lake, New Jersey BMW FS Receivables Corp., Wilmington, Delaware BMW Receivables 1 Inc., Richmond Hill, Ontario BMW Receivables Ltd. Partnership, Richmond Hill, Ontario BMW Receivables 2 Inc., Richmond Hill, Ontario BMW Extended Service Corp., Wilmington, Delaware BMW Vehicle Lease Trust 2016-2, Wilmington, Delaware 13 BMW Vehicle Lease Trust 2017-1, Wilmington, Delaware 13 BMW Vehicle Lease Trust 2017-2, Wilmington, Delaware 13 BMW Vehicle Lease Trust 2018-1, Wilmington, Delaware 13 BMW Vehicle Lease Trust 2017-A, Wilmington, Delaware 13 BMW Vehicle Owner Trust 2016-A, Wilmington, Delaware13 BMW Vehicle Owner Trust 2018-A, Wilmington, Delaware 13 BMW Floorplan Master Owner Trust Series 2018-1, Wilmington, Delaware 13 100 0 Notes to the Group Financial Statements ooo 62 100 337 93 100 Herald International Financial Leasing Co., Ltd., Tianjin 197 13 58 BMW Korea Co. Ltd., Seoul 173 482 27 BMW India Financial Services Private Ltd., Gurgaon, Haryana 123 7 100 BMW (Thailand) Co. Ltd., Bangkok 108 87 100 BMW Manufacturing (Thailand) Co. Ltd., Rayong 100 BMW Malaysia Sdn Bhd, Kuala Lumpur 100 BMW Leasing (Thailand) Co. Ltd., Bangkok BMW Japan Finance Corp., Tokyo 47 0 0 Africa BMW (South Africa) (Pty) Ltd., Pretoria 719 63 100 BMW Financial Services (South Africa) (Pty) Ltd., Midrand SuperDrive Investments (RF) Ltd., Cape Town 13 149 4 100 100 0 BMW Automotive Finance (China) Co. Ltd., Beijing BMW China Automotive Trading Ltd., Beijing 2,107 248 58 557 480 100 100 BMW Financial Services Korea Co. Ltd., Seoul 530 Asia → List of Investments 100 Munich, 19 February 2019 100 100 100 100 100 100 100 100 100 100 100 Capital invest- ment in % Profit/loss in € million in € million Equity 0 0 100 100 100 100 100 53 100 100 100 100 Parkmobile International B.V., Amsterdam Parkmobile Hellas S.A., Athens Parkmobile Group Holding B.V., Amsterdam Parkmobile Group B.V., Amsterdam Parkmobile Benelux B.V., Amsterdam Parkmobile Belgium BvBa, Antwerp Park-Mobile (UK) Ltd., Basingstoke Park-line Holding B.V., The Hague Park-line B.V., The Hague Park-line Aqua B.V., The Hague 000 BMW Leasing, Moscow 100 John Cooper Works Ltd., Farnborough Content4all B.V., Amsterdam Cobalt Telephone Technologies Ltd., Basingstoke Cobalt Holdings Ltd., Basingstoke BMW Russland Automotive 000, Kaliningrad BMW Motorsport Ltd., Farnborough BMW Merger, distribucija motornih vozil, d.o.o., Ljubljana BMW Merger S.R.L., Bukarest BMW Manufacturing Hungary Kft., Vecsés BMW i Ventures B.V., The Hague 100 The reconciliation of segment figures to the corre- sponding total Group figures shows the elimination of inter-segment items. Revenues with other segments result mainly from the sale of vehicles, for which the Financial Services segment has concluded a financing or lease contract. Eliminations of inter-segment items in the reconciliation to the Group profit before tax, capital expenditure, depreciation and amortization mainly result from the sale of vehicles in the Automo- tive segment, which are subsequently accounted for as leased vehicles in the Financial Services segment. 7 John Cooper Garages Ltd., Farnborough 27 28 179 Oceania BMW Australia Finance Ltd., Mulgrave BMW Australia Ltd., Melbourne BMW Financial Services New Zealand Ltd., Auckland BMW New Zealand Ltd., Auckland BMW Sydney Pty. Ltd., Sydney BMW Melbourne Pty. Ltd., Melbourne BMW Australia Trust 2011-2, Mulgrave 13 Bavarian Sky Australia Trust A, Mulgrave 13 BMW AG's non-consolidated companies at 31 December 2018 → 77 Bavarian Sky China 2018-2, Beijing 13 Companies Alphabet Fleetservices GmbH, Munich Automag GmbH, Munich Blitz 18-353 GmbH, Munich Blitz 18-354 GmbH, Munich BMW Car IT GmbH, Munich4 BMW i Ventures GmbH, Munich Digital Charging Solutions GmbH, Munich ParkNow GmbH, Munich PM Parking Ventures GmbH, Munich FOREIGN7 Europe DOMESTIC Parkmobile International Holding B.V., Amsterdam Bavarian Sky China 2018-1, Beijing 13 Alphabet Insurance Services Polska Sp. z o.o., Warsaw 403 0 0 0 0 0 0 0 0 0 0 Bavarian Sky China 2017-3, Beijing 13 0 0 0 0 0 100 BMW Group Benefit Trust Ltd., Farnborough BMW Drivers Club Ltd., Farnborough BMW Car Club Ltd., Farnborough BMW Bulgaria EOOD, Sofia BMW (UK) Pensions Services Ltd., Hams Hall BMW (GB) Ltd., Farnborough 0 at 31 December 2018 Parkmobile Licenses B.V., Amsterdam Parkmobile Software B.V., Amsterdam Notes to the Group Financial Statements → List of Investments Group Financial Statements 196 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 at 31 December 2018 Asia THEPSATRI Co. Ltd., Bangkok⁹ BMW Financial Services Singapore Pte Ltd., Singapore Bayerische Motoren Werke Aktiengesellschaft The Board of Management Harald Krüger Milagros Caiña Carreiro-Andree Klaus Fröhlich Pieter Nota Dr. Nicolas Peter Peter Schwarzenbauer Dr.-Ing. Andreas Wendt Oliver Zipse Companies → 78 100 BMW AG's associated companies, joint ventures and joint operations at 31 December 2018 Oceania BMW Financial Services Hong Kong Ltd., Hongkong Herald Hezhong (Beijing) Automotive Trading Co. Ltd., Beijing BMW India Leasing Private Ltd., Gurgaon BMW Middle East Retail Competency Centre DWC-LLC, Dubai BMW Finance (United Arab Emirates) Ltd., Dubai BMW Mobility Services Ltd., Sichuan Tianfu New Area (Chengdu Section) BMW Insurance Services Korea Co. Ltd., Seoul BMW Hong Kong Services Ltd., Hongkong BMW India Foundation, Gurgaon BMW Philippines Corp., Manila Parkmobile International (Australia) Pty. Ltd., Sydney 90 BMW Financial Services de Mexico S.A. de C.V. SOFOM, Mexico City 100 100 195 BPF Midrand Property Holdings (Pty) Ltd., Midrand Multisource Properties (Pty) Ltd., Midrand BMW Automobile Distributors (Pty) Ltd., Midrand Africa Toluca Planta de Automoviles S.A. de C.V., Mexico City ReachNow LLC, Wilmington, Delaware ParkNow LLC, Wilmington, Delaware Parkmobile LLC, Wilmington, Delaware Parkmobile USA Inc., Atlanta, Georgia Parkmobile Montgomery County LLC, Baltimore, Maryland 100 Parkmobile Electronic Parking Solutions Canada Inc., Vancouver BMW Leasing de Argentina S.A., Buenos Aires BMW i Ventures LLC, Wilmington, Delaware BMW i Ventures Inc., Wilmington, Delaware BMW Experience Centre Inc., Richmond Hill, Ontario 217-07 Northern Boulevard Corp., Wilmington, Delaware The Americas U.T.E. Alphabet España-Bujarkay, Sevilla RingGo (GB) Ltd., Basingstoke ParkNow Suisse S.A., Bulle ParkNow France S.A.S., Versailles ParkNow Austria GmbH, Vienna BMW Operations Corp., Wilmington, Delaware BMW Technology Corp., Wilmington, Delaware Designworks/USA Inc., Newbury Park, California Digital Charging Solution Corp., Atlanta, Georgia MINI Business Innovation LLC, Wilmington, Delaware Mini Urban X Accelerator SPV LLC, Wilmington, Delaware Parkmobile Ltd., Basingstoke 100 100 100 100 100 100 100 100 100 60 100 100 100 100 100 100 100 DOMESTIC 100 100 100 100 100 100 100 100 100 100 BMW Japan Corp., Tokyo 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 Europe 12 BMW Holding B.V., The Hague BMW International Holding B.V., Rijswijk 10 17,761 2,106 100 7,971 58 100 100 100 153 BMW High Power Charging Beteiligungs GmbH, Munich 4,6 DriveNow GmbH & Co. KG, Munich¹¹ BMW Hams Hall Motoren GmbH, Munich 4, 5, 6 BMW Fahrzeugtechnik GmbH, Eisenach 3, 5, 6 BMW Anlagen Verwaltungs GmbH, Munich 3,6 Bürohaus Petuelring GmbH, Munich Bavaria Wirtschaftsagentur GmbH, Munich 3, 5, 6 BAVARIA-LLOYD Reisebüro GmbH, Munich Rolls-Royce Motor Cars GmbH, Munich 4, 5, 6 BMW Vermögensverwaltungs GmbH, Munich BMW Vertriebszentren Verwaltungs GmbH, Munich BMW M GmbH Gesellschaft für individuelle Automobile, Munich 3, 5, 6 DriveNow Verwaltungs GmbH, Munich 11 LARGUS Grundstücks-Verwaltungsgesellschaft mbH, Munich FOREIGN² 100 Equity Profit/loss in € million Capital invest- ment in % 5,497 -13 100 3,558 100 1,988 100 326 100 in € million BMW Österreich Holding GmbH, Steyr BMW (UK) Holdings Ltd., Farnborough 3,064 100 191 BMW Finance S.N.C., Guyancourt 476 57 100 BMW Italia S.p.A., San Donato Milanese 388 61 100 BMW Belgium Luxembourg S.A./N.V., Bornem 105 316 100 BMW (UK) Ltd., Farnborough 304 84 100 ALPHABET (GB) Ltd., Farnborough 284 64 100 BMW France S.A.S., Montigny-le-Bretonneux 225 16 Alphabet International GmbH, Munich 4, 5, 6 561 100 838 100 1,889 385 100 BMW España Finance S. L., Madrid 1,020 22 100 BMW Financial Services (GB) Ltd., Farnborough 1,014 BMW (UK) Manufacturing Ltd., Farnborough 269 BMW Motoren GmbH, Steyr 963 176 100 BMW (Schweiz) AG, Dielsdorf 895 55 100 BMW International Investment B.V., The Hague 588 9 100 27 Alphabet Fuhrparkmanagement GmbH, Munich 4 BMW Verwaltungs GmbH, Munich³,6 70 100 100 100 100 100 100 100 In the reconciliation of segment assets to Group assets, eliminations relate mainly to intragroup financing balances. In the information by region, external sales are based on the location of the customer. Revenues with major customers were not material overall. The information disclosed for non-current assets relates to property, plant and equipment, intangible assets and leased products. Eliminations disclosed for non-current assets relate to leased products. Information by region in € million External revenues 2018 Non-current assets 2017* 2018 2017* Germany 13,596 14,299 34,883 31,678 100 49 in € million in € million IONITY Holding GmbH & Co. KG, Munich FOREIGN BMW Brilliance Automotive Ltd., Shenyang Joint operations - proportionately consolidated entities FOREIGN THERE Holding B.V., Amsterdam Not equity accounted or proportionately consolidated entities DOMESTIC Encory GmbH, Unterschleißheim Digital Energy Solutions GmbH & Co. KG, Munich The Retail Performance Company GmbH, Munich China PDB - Partnership for Dummy Technology and Biomechanics GbR, Gaimersheim Bavarian & Co. Ltd., Incheon BMW Albatha Finance PSC, Dubai BMW Albatha Leasing LLC, Dubai BMW AVTOTOR Holding B.V., Amsterdam Critical TW S.A., Porto DSP Concepts Inc., Dover, Delaware IP Mobile N.V., Brussels Rever Moto Inc., Wilmington, Delaware Stadspasparkeren B.V., Deurne Equity Profit/loss FOREIGN7 19,008 18,268 90 -8,028 Group 97,480 98,282 69,344 64,192 * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 189 190 Group Financial Statements Notes to the Group Financial Statements -7,855 → List of Investments at 31 December 2018 46 List of investments at 31 December 2018 The List of Investments of BMW AG pursuant to § 285 and § 313 HGB is presented below. Disclosures for equity and earnings and for investments are not made if they are of "minor significance" for the results of operations, financial position and net assets of BMW AG pursuant to § 286 (3) sentence 1 no. 1 HGB and § 313 (3) sentence 4 HGB. It is also shown in the list which subsidiaries apply the exemptions available in § 264 (3) and § 264 b HGB with regard to the publication of annual financial statements and the drawing up of a management report and/or notes to the financial statements (footnotes 5 and 6). The Group Financial Statements of BMW AG serve as exempting consoli- dated financial statements for these companies. Affiliated companies (subsidiaries) of BMW AG at 31 December 2018 → 76 Companies DOMESTIC¹ BMW Beteiligungs GmbH & Co. KG, Munich6 BMW INTEC Beteiligungs GmbH, Munich 3, 6 BMW Bank GmbH, Munich³ BMW Finanz Verwaltungs GmbH, Munich LIST OF INVESTMENTS AT 31 DECEMBER 2018 Parkhaus Oberwiesenfeld GmbH, Munich 355 2,975 85 USA Rest of Europe Rest of Asia Rest of the Americas Other regions Eliminations 16,088 16,726 21,361 20,766 396 31,415 15,526 14,807 11,071 11,400 1,508 1,588 3,606 3,689 3,435 BMW de Mexico S.A. de C.V., Mexico City 2,696 30,925 100 2,941 222 Bavarian Sky S.A., Compartment German Auto Loans 4, Luxembourg 13 Bavarian Sky S.A., Compartment German Auto Loans 5, Luxembourg 13 Bavarian Sky S.A., Compartment German Auto Loans 6, Luxembourg 13 Bavarian Sky S.A., Compartment German Auto Loans 7, Luxembourg 13 Bavarian Sky S.A., Compartment German Auto Loans 8, Luxembourg 13 Bavarian Sky S.A., Compartment A, Luxembourg 13 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 0 0 0 DriveNow UK Ltd., London 11 DriveNow Italy S.r.I., Milan¹¹ DriveNow Belgium S.p.r.l., Brussels¹¹ BLMC Ltd., Farnborough 100 100 100 100 192 Group Financial Statements Notes to the Group Financial Statements → List of Investments at 31 December 2018 BMW Madrid S.L., Madrid Alphabet Polska Fleet Management Sp. z o.o., Warsaw 0 BMW Slovenská republika s.r.o., Bratislava11 BMW Milano S.r.I., Milan Alphabet Luxembourg S.A., Leudelange BMW (UK) Investments Ltd., Farnborough DriveNow Sverige AB, Sollentuna¹¹ DriveNow Austria GmbH, Vienna¹¹ BMW Coordination Center V.o.F., Bornem BiV Carry ISCS, Senningerberg BMW (UK) Capital plc, Farnborough Riley Motors Ltd., Farnborough BMW Central Pension Trustees Ltd., Farnborough Triumph Motor Company Ltd., Farnborough Société Nouvelle WATT Automobiles S.A.R.L., Rueil-Malmaison Bavarian Sky S.A., Compartment B, Luxembourg 13 Bavarian Sky Europe S.A. Compartment A, Luxembourg 13 Bavarian Sky Europe S.A., Compartment Swiss Auto Leases 2, Luxembourg 13 340 100 1,445 164 100 513 134 100 BMW Financial Services Scandinavia AB, Sollentuna -35 100 1,530 BMW Financial Services NA LLC, Wilmington, Delaware 85 100 BMW do Brasil Ltda., Joinville 175 -24 100 BMW of North America LLC, Wilmington, Delaware -116 2,670 100 BMW Financeira S.A. Credito, Financiamento e Investimento, São Paulo 190 100 100 1,817 Bavarian Sky FTC, Compartment French Auto Leases 2, Paris 13 Bavarian Sky FTC, Compartment French Auto Leases 3, Paris 13 Bavarian Sky UK 1 plc, London 13 Bavarian Sky UK 2 plc, London 13 Bavarian Sky UK A Ltd., London 13 Bavarian Sky UK B Ltd., London 13 0 0 0 0 0 270 0 0 0 0 0 The Americas BMW (US) Holding Corp., Wilmington, Delaware BMW Manufacturing Co. LLC, Wilmington, Delaware Financial Services Vehicle Trust, Wilmington, Delaware BMW Bank of North America Inc., Salt Lake City, Utah BMW Canada Inc., Richmond Hill, Ontario BMW US Capital LLC, Wilmington, Delaware 4,991 2,599 100 0 100 228 100 156 22 75 100 20 100 129 29 100 128 16 100 123 69 100 100 101 100 100 100 Alphabet UK Ltd., Glasgow 100 BMW Austria GmbH, Salzburg Bavaria Reinsurance Malta Ltd., Floriana 19 BMW Finanzdienstleistungen (Schweiz) AG, Dielsdorf BMW Bank 000, Moscow 100 218 157 BMW Malta Ltd., Floriana APD Industries plc, Birmingham Alphabet Belgium Long Term Rental NV, Aartselaar BMW Vertriebs GmbH, Salzburg BMW Austria Bank GmbH, Salzburg 11 Alphabet Nederland B.V., Breda 10 BMW Austria Leasing GmbH, Salzburg BMW Russland Trading O00, Moscow 100 BMW i Ventures SCS SICAV-RAIF, Senningerberg 71 Rolls-Royce Motor Cars Ltd., Farnborough 100 19 205 BMW Finance N.V., The Hague 100 19 213 BMW Iberica S.A., Madrid 100 43 195 BMW Financial Services Belgium S.A./N.V., Bornem 2 Alphabet España Fleet Management S.A.U., Madrid 100 100 100 100 100 100 100 100 BMW Northern Europe AB, Stockholm 100 100 100 100 100 BMW Den Haag B.V., The Hague 100 100 100 100 100 100 100 100 100 100 100 BMW Roma S.r.I., Rome BMW Norge AS, Fornebu BMW Financial Services B.V., Rijswijk Swindon Pressings Ltd., Farnborough BMW Services Ltd., Farnborough BMW Financial Services Polska Sp. z o.o., Warsaw Alphabet Italia Fleet Management S.p.A., Rome Alphabet Austria Fuhrparkmanagement GmbH, Salzburg Alphabet France Fleet Management S.N.C., Rueil-Malmaison BMW Retail Nederland B.V., The Hague 100 BMW Hellas Trade of Cars A.E., Kifissia Alphabet Fuhrparkmanagement (Schweiz) AG, Dielsdorf BMW Financial Services (Ireland) DAC, Dublin BMW Portugal Lda., Porto Salvo BMW Financial Services Denmark A/S, Copenhagen BMW Nederland B.V., Rijswijk BMW Amsterdam B.V., Amsterdam BMW Automotive (Ireland) Ltd., Dublin BMW Distribution S.A.S., Vélizy-Villacoublay Park Lane Ltd., Farnborough BMW Renting (Portugal) Lda., Porto Salvo Alphabet France S.A.S., Rueil-Malmaison Oy BMW Suomi AB, Helsinki BMW Services Belgium N.V., Bornem BMW Czech Republic s.r.o., Prague¹¹ BMW Danmark A/S, Copenhagen 100 Entrepreneur Entrust Datacard Corp. Franz Haniel (*1955) Dr. rer. pol. Kurt Bock (*1958) Member since 17 May 2018 Former Chairman of the Board of Management of BASF SE Mandates Fresenius Management SE Industrial Engineer Münchener Rückversicherungs-Gesellschaft Aktiengesellschaft (since 25 April 2018) Member since 1997 Deputy Chairman Mandates DELTON Health AG (Chairman) DELTON Technology SE (Chairman, since 19 November 2018) AQTON SE (Chairman) Stefan Quandt (*1966) Member since 2004 MAN Truck & Bus AG Mandates thyssenkrupp Elevator AG (Chairman, until 6 July 2018) thyssenkrupp Steel Europe AG (Chairman, until 6 July 2018) thyssenkrupp (China) Ltd. (Chairman, until 6 July 2018) Dr. h.c. Robert W. Lane (*1949) Member since 2009 until 17 May 2018 Former Chairman and Chief Executive Officer of Deere & Company Horst Lischka² (*1963) Member since 2009 Mandates General Representative of IG Metall Munich KraussMaffei Group GmbH and General Works Council Städtisches Klinikum München GmbH Prof. Dr. rer. nat. Dr. h.c. Reinhard Hüttl (*1957) Member since 2008 Chairman of the Executive Board of Helmholtz-Zentrum Potsdam Deutsches GeoForschungsZentrum - GFZ University Professor Willibald Löw¹ (*1956) Mandates Former Chairman of the Board of Management of thyssenkrupp AG Member since 2017 Dr.-Ing. Heinrich Hiesinger (*1960) - DELTON Health AG - (Deputy Chairman, until 31 December 2018) Franz Haniel & Cie. GmbH (Chairman) Heraeus Holding GmbH TBG AG Stefan Schmid¹ (*1965) Member since 2007 Deputy Chairman Chairman of the Works Council, Dingolfing Ralf Hattler³ (*1968) Member since 2017 Head of Purchasing Indirect Goods and Services, Raw Material, Production Partner 1 Employee representatives (company employees). 2 Employee representatives (union representatives). 3 Employee representatives (members of senior management). Membership of other statutory supervisory boards. Membership of equivalent national or foreign boards of business enterprises. 203 204 Statement on Corporate Governance → Members of the Supervisory Board Entrepreneur Chairman of the European Membership of equivalent national or foreign boards of business enterprises. Member since 1988 Deutsche Telekom AG (since 17 May 2018) Peter Schwarzenbauer (*1959) MINI, Rolls-Royce, BMW Motorrad, Customer Engagement and Digital Business Innovation BMW Group Mandates Scout24 AG Mandates Rolls-Royce Motor Cars Limited (Chairman) Human Resources, Industrial Relations Director Markus Duesmann (*1969) Purchasing and Supplier Network (until 24 July 2018) Dr.-Ing. Andreas Wendt (*1958) Purchasing and Supplier Network (since 1 October 2018) Mandates Pöttinger Landtechnik GmbH (Chairman, until 29 October 2018) Milagros Caiña Carreiro-Andree (*1962) Klaus Fröhlich (*1960) Harald Krüger (*1965) Chairman BMW Brilliance Automotive Ltd. Harald Krüger Chairman 201 202 Statement on Corporate Governance →Members of the (Deputy Chairman) Board of Management Supervisory Board MEMBERS OF THE BOARD OF MANAGEMENT Dr. Nicolas Peter (*1962) Finance Mandates → Members of the Development Mandates E.ON SE (since 9 May 2018) Dr. jur. Karl-Ludwig Kley (*1951) Member since 2008 Deputy Chairman Chairman of the Supervisory Board of E.ON SE and of the Deutsche Lufthansa Aktiengesellschaft Mandates ― E.ON SE (Chairman) Henkel AG & Co. KGaA (Shareholders' Committee) Deutsche Lufthansa Aktiengesellschaft (Chairman) Verizon Communications Inc. (until 3 May 2018) Member since 2014 Second Chairman of IG Metall Mandates ― Continental AG (Deputy Chairman, since 1 March 2018) Manfred Schoch¹ (*1955) Christiane Benner² (*1968) Siemens Aktiengesellschaft Mandates Management of BMW AG HERE International B.V. (until 28 February 2018) Oliver Zipse (*1964) Production Mandates BMW (South Africa) (Pty) Ltd. (Chairman) BMW Motoren GmbH (Chairman) Pieter Nota (*1964) Sales and Brand BMW, Aftersales BMW Group Membership of other statutory supervisory boards. Member since 1999 General Counsel: Dr. Jürgen Reul MEMBERS OF THE SUPERVISORY BOARD Dr.-Ing. Dr.-Ing. E.h. Norbert Reithofer (*1956) Member since 2015 Chairman Former Chairman of the Board of Deputy Chairman Chairman of the Works Council, Landshut COMPOSITION AND WORK PROCEDURES OF THE BOARD OF MANAGEMENT OF BMW AG AND ITS COMMITTEES Member since 1997 Supervisory Board On behalf of the Bayerische Motoren Werke Aktiengesellschaft Munich, December 2018 Furthermore, in its draft revision of the Code dated 25 October 2018 (published on 6 Novem- ber 2018), the Government Commission on the German Corporate Governance Code has now proposed to delete the aforementioned recom- mendation, as the planned amendment to the German Stock Corporation Act to implement the second EU Shareholder Rights Directive con- tains comprehensive and detailed requirements for compensation reports, thus obviating the need for recommendations in the Code. The cor- responding amendments to the Code are due to be made in the course of the financial year 2019. Continuity of reporting is therefore a fur- ther argument for not using the model tables as a one-off solution in the BMW Group's Compen- sation Report for the financial year 2018 prior to the new statutory reporting requirements coming into force. 4. It is recommended in section 4.2.5 sentences 5 and 6 of the Code that specified information pertaining to management board compensation be disclosed in a Compensation Report. These recommendations have not been and will not be complied with, due to uncertainties as to whether the additional disclosure of this information and the use of model tables would add to the de- sired transparency and understandability of the BMW Group's Compensation Report in accord- ance with generally applicable financial report- ing requirements (see section 4.2.5 sentence 3 of the Code). All members of the Supervisory Board of BMW AG take care to ensure that they have sufficient time to perform their mandate. If members of the Supervisory Board of BMW AG are also members of the management board of a listed company, they may not accept more than three mandates on non-BMW Group supervisory boards of listed companies or in other bodies with comparable requirements. 3. It is recommended in section 4.2.3 sentence 9 of the Code that subsequent amendments to per- formance targets or comparison parameters for variable remuneration components relating to the Board of Management shall be excluded. As previously reported, this recommendation was deviated from on a one-time basis in order to im- plement the new compensation system with effect from the financial year 2018, rather than with effect from the financial year 2020. Accor- dingly, it was necessary to cancel the targets previously set for the variable remuneration com- ponents for the financial years 2018 and 2019 and replace them for the financial year 2018 on- wards with targets based on the new compen- sation system. The recommendation will, however, be complied with again in the future. 1. Since the last Declaration was issued in De- cember 2017, BMW AG has complied with all the recommendations published officially in the Federal Gazette on 24 April 2017 (Code version dated 7 February 2017) with the exception - as previously reported - of section 4.2.3 sentence 9 and section 4.2.5 sentences 5 and 6. The Board of Management and the Supervisory Board of Bayerische Motoren Werke Aktiengesellschaft ("BMW AG") declare the following regarding the recommendations of the "Government Commission on the German Corporate Governance Code": Declaration of the Board of Management and the Supervisory Board of Bayerische Motoren Werke Aktiengesellschaft regarding the recommenda- tions of the "Government Commission on the German Corporate Governance Code" Pursuant to § 161 German Stock Corporation Act The close interaction between Board of Management and Supervisory Board in the interests of the Company as described above is also known as a "two-tier board structure". The designation BMW Group comprises Bayerische Motoren Werke Aktiengesellschaft (BMW AG) and group entities. BMW AG is a stock corporation (Aktiengesellschaft) within the meaning of the German Stock Corporation Act (Aktiengesetz) and has its registered office in Munich, Germany. It has three representative bodies: the Annual General Meeting, the Supervisory Board and the Board of Management. The duties and powers of those bodies derive from the Stock Corporation Act and the Articles of Incorporation of BMW AG. Shareholders, as the owners of the business, exercise their rights at the Annual General Meeting. The Annual General Meeting decides in particular on the utilisation of unappropriated profit, the ratification of the acts of the members of the Board of Management and the Supervisory Board, the appointment of the external auditor, changes to the Articles of Incorporation and certain capital measures, and elects the shareholders' representatives to the Supervisory Board. The Board of Management is responsible for managing the Company and is monitored and advised by the Supervisory Board. The Supervisory Board appoints the members of the Board of Management and can, for an important reason, revoke an appointment at any time. The Board of Management informs the Supervisory Board and reports to it regularly, promptly and comprehensively, in line with the principles of conscientious and faithful accountability and in accordance with the law and the reporting duties determined by the Supervisory Board. The Board of Management requires the approval of the Supervisory Board for certain major business proceedings. The Supervisory Board is not, however, authorised to undertake management measures itself. its 2. In future, BMW AG will comply with all the recom- mendations published officially in the Federal Gazette on 24 April 2017 (Code version dated 7 February 2017), with the exception of section 4.2.5 sentences 5 and 6. Governing Constitution Following the election of a new Supervisory Board member, the Corporate Governance Officer informs the new member of the main framework for performing duties, in particular the BMW Group Corporate Gov- ernance Code and individual contributions required in circumstances which trigger reporting obligations or are subject to Supervisory Board approval. In practice, resolutions are regularly passed by the Supervisory Board and its committees at meetings. Supervisory Board members who are not present can submit their vote via another Supervisory Board member in written, fax or electronic form. This rule also applies for the second vote of the Chairman of the Supervisory Board. The Chairman of the Supervisory Board can also grant a period of time in which all members not present at a meeting may retrospectively vote. In special cases, resolutions may also be passed outside of meetings, in particular in writing, by fax or by electronic means. Resolutions and meetings are recorded in minutes, which are signed by the relevant Chairman. 207 208 Statement on Corporate Governance → Composition and Work Procedures of the Supervisory Board of BMWAG Following its meetings, the Supervisory Board is generally shown information on new vehicle models in the form of a short presentation. and its Committees BMW AG's Supervisory Board is composed of ten share- holder representatives (elected by the Annual General Meeting) and ten employee representatives (elected in accordance with the Co-Determination Act). The ten Supervisory Board members representing employees comprise seven Company employees, including one executive staff representative, and three members elect- ed following nomination by unions. The Supervisory Board has the task of advising and supervising the Board of Management in its management of the BMW Group. It is involved in all decisions of fundamental importance for the BMW Group. The Supervisory Board appoints the members of the Board of Management and decides upon the level of compensation they receive. The Super- visory Board can revoke appointments for important reasons. The Supervisory Board holds a minimum of two meet- ings per calendar half-year. Normally, five plenary meetings are held per calendar year. One meeting each year is planned to extend to several days and is used, among other things, to enable an in-depth exchange on strategic and technological matters. The main topics of meetings in the period under report are summarised in the Report of the Supervisory Board. Shareholder representatives and employee representatives generally prepare Supervisory Board meetings separately and occasionally with members of the Board of Manage- ment. Members of the Supervisory Board are specif- ically legally bound to maintain secrecy with respect to confidential reports they receive and confidential discussions in which they partake. The Chairman of the Supervisory Board coordinates work within the Supervisory Board, convenes and chairs its meetings, handles the external affairs of the Supervisory Board and represents it before the Board of Management. The Supervisory Board is quorate if all members have been invited to the meeting and at least half the mem- bers of whom it is required to comprise participate in the vote. A resolution relating to an agenda item not included in the invitation is only valid if none of the members of the Supervisory Board who were present at the meeting object to the resolution and if a minimum of two-thirds of the members are present. Resolutions of the Supervisory Board are generally passed by a simple majority. The German Co-determi- nation Act contains specific legal requirements with regard to majorities and technical procedures, particu- larly with regard to the appointment and removal of members of the Board of Management and the election of Chairman or Deputy Chairman of the Supervisory Board. In the event of a tied vote in the Supervisory Board, the Chairman of the Supervisory Board has two votes in a renewed vote if it also results in a tie. COMPOSITION AND WORK PROCEDURES OF THE SUPERVISORY BOARD OF BMW AG AND ITS COMMITTEES The Board of Management is represented by its Chair- man in its dealings with the Supervisory Board. The Chairman of the Board of Management maintains regu- lar contact with the Chairman of the Supervisory Board and keeps him informed of all important matters. The Supervisory Board has passed a resolution specifying the information and reporting duties of the Board of Management. As a general rule, in the case of reports required by law, the Board of Management submits its reports to the Supervisory Board in writing. To the greatest extent possible, documents required as a basis for taking decisions are sent to the members of the Supervisory Board in good time prior to the relevant meeting. Regarding transactions of fundamental importance, the Supervisory Board has resolved that its specific approval is required. Whenever necessary, the Chairman of the Board of Management obtains the approval of the Supervisory Board and ensures that reporting duties to the Supervisory Board are complied with. The Chairman is supported by all members of the Board of Management in the ful- filment of these tasks. The fundamental principle followed when reporting to the Supervisory Board is that the information should be provided regularly, comprehensively and without delay regarding all significant matters relating to planning, business performance, risk exposures, risk management and compliance, as well as any major variances between actual business development and plans and targets, and the relevant reasons. Information on the Company's CORPORATE GOVERNANCE →Page 218 Compliance in the BMW Group Practices Applied beyond Mandatory Requirements →Page 215 Disclosures Pursuant to the Act on Equal Gender Participation →Page 216 Information on Corporate Governance of BMW AG and its Committees → Page 208 Composition and Work Procedures of the Supervisory Board Composition and Work Procedures of the Board of Management of BMW AG and its Committees →Page 223 Compensation Report → Page 206 → Page 203 → Page 202 of the Supervisory Board Pursuant to § 161 AktG Members of the Board of Management →Page 200 Statement on Corporate Governance (Part of the Combined Management Report) → Page 200 Information on the Company's Governing Constitution →Page 201 Declaration of the Board of Management and CORPORATE GOVERNANCE On behalf of the Board of Management Members of the Supervisory Board Good corporate governance - acting in accordance with the principles of responsible management aimed at increasing the value of the business on a sustainable basis - is an essential requirement for the BMW Group embracing all areas of the business. Corporate culture within the BMW Group is founded on transparent reporting and communication, corporate governance in the interest of all stakeholders, trustful cooperation both of the Board of Management and the Supervisory Board as well as among employees, and compliance with applicable law. The Board of Management and Supervisory Board report in this statement on impor- tant aspects of corporate governance pursuant to §§ 289 f, § 315 d HGB and section 3.10 of the German Corporate Governance Code (GCGC). (Part of the Combined Management Report) → Page 240 Independent Auditor's Report STATEMENT ON Constitution Governing →Information on the Company's Statement on Corporate Governance 200 → Page 239 Responsibility Statement by the Company's Legal Representatives Report Management Board of Company's Govern- ing Constitution Corporate Governance 4 4 Supervisory Board Compliance Compensation The Committee has two members who are entitled to vote at meetings, namely the Chairman of the Board of Management (who also chairs the meetings) and the Board member for Human Resources. The Head of Human Resources Management and Services as well as the Head of Human Resources Executive Management also participate in these meetings in an advisory function. In addition, further participants can be invited when needed for special topics. At the request of the Chairman, resolutions may also be passed outside of committee meetings by casting votes in writing, by fax or by telephone if the other member entitled to vote does not object immediately. Normally, the Committee for Executive Management Matters convenes between five and ten times a year. The Board's Committee for Executive Management Matters deals with corporate issues affecting executive managers of the BMW Group, either in their entirety or individually (such as potential candidates for executive management or nominations for senior management positions). This committee has, firstly, an advisory and preparatory role (e.g. in connection with fundamen- tal issues relating to human resources policies, such as compensation systems and planning, personnel development and tools for assessing performance) and secondly the function of a decision-making body (e.g. the appointment of senior executives). The full Board usually convenes up to twice a year in its function as Sustainability Board in order to define strategy and use of resources with regard to sustainability and decide upon measures to imple- ment that strategy. The Head of Corporate Affairs and the Representative for Sustainability and Envi- ronmental Protection participate in these meetings in an advisory capacity. Johnson Controls International plc (since 7 March 2018) Russell Reynolds Associates Inc. (since 19 January 2019) Employee representatives (company employees). 2 Employee representatives (union representatives). (since 23 April 2018) ³ Employee representatives (members of senior management). Membership of equivalent national or foreign boards of business enterprises. Dr. Dominique Mohabeer¹ (*1963) Member since 2012 Member of the Works Council, Munich Brigitte Rödig¹ (*1963) Member since 2013 Member of the Works Council, Dingolfing Membership of other statutory supervisory boards. Jürgen Wechsler² (*1955) Springer Nature AG & Co. KGaA Mandates Entrepreneur Mandates ALTANA AG (Deputy Chairman) SGL Carbon SE (Chairman) UnternehmerTUM GmbH (Chairman) Prof. Dr. rer. pol. Renate Köcher (*1952) Member since 2008 Director of Institut für Demoskopie Deutsche Post AG Allensbach Gesellschaft zum Studium der öffentlichen Meinung mbH Infineon Technologies AG Nestlé Deutschland AG Robert Bosch GmbH Simone Menne (*1960) Member since 2015 Member of supervisory boards Mandates Member since 2011 Former Regional Head of IG Metall Bavaria Mandates When a new member is appointed to the Board of Manage- ment, the BMW Corporate Governance Officer is required to inform that new member of the framework conditions under which their duties are to be carried out in par- ticular those enshrined in the BMW Group's Corporate Governance Code - as well as the duty to cooperate when a transaction or event triggers reporting requirements or requires the approval of the Supervisory Board. The Board of Management consults and takes decisions as a collegiate body in meetings of the Board of Management, the Sustainability Board, the Operations Committee and the Committee for Executive Management Matters. At its meetings, the Board of Management defines the overall framework for developing business strategies and the use of resources, takes decisions regarding the implementation of strategies and deals with issues of particular importance to the BMW Group. The full Board also takes decisions at basic policy level relating to the Group's automobile product strategies and product projects, inasmuch as these are relevant for all of the Group's brands. The Board of Management and its committees may, as required and depending on the subject matters being discussed, invite non-voting advisers to participate at meetings. Terms of procedure approved by the Board of Manage- ment contain a plan for the allocation of divisional responsibilities among the individual Board members. These terms of procedure also incorporate the prin- ciple that the full Board of Management bears joint responsibility for all matters of particular importance and scope. In addition, members of the Board of Management manage the relevant portfolio of duties under their responsibility, whereby case-by-case rules can be put in place for cross-divisional projects. Board members continually provide the Chairman of the Board of Management with all the required information pertaining to major transactions and developments within their sphere of responsibility. The Chairman of the Board of Management coordi- nates cross-divisional matters with the overall targets and plans of the BMW Group, involving other Board members to the extent that divisions within their area of responsibility are affected. The Board of Management makes its decisions at meet- ings which are convened, coordinated and headed by the Chairman of the Board of Management. Generally, two to three Board meetings were held per month during the financial year 2018. At the request of the Chairman, decisions can also be taken outside of Board meetings if none of the Board members object to this procedure. A meeting is quorate if all Board of Management members are invited to the meeting in good time. Members unable to attend any particular meeting are entitled to vote in writing, by fax or by telephone. Votes cast by telephone must be sub- sequently confirmed in writing. Except in urgent cases, matters relating to a division for which the responsible Board member is not present will only be discussed and decided with that member's consent. upon - Unless stipulated otherwise by law or in BMW AG's statutes, the Board of Management makes decisions based on a simple majority of votes cast at meetings. Outside of Board meetings, decisions are taken on the basis of a simple majority of Board members. In the event of a tied vote, the Chairman of the Board of Management has the casting vote. Any changes to the Board's terms of procedure must be passed In the event that the Chairman of the Board of Management is not present or is unable to attend a meeting, the member of the Board responsible for Finance will represent him. Minutes are taken of all meetings and of the Board of Management's resolutions and signed by the Chair- man. Decisions taken by the Board of Management are binding for all employees. The rules relating to meetings and resolutions taken by the full Board of Management are also applicable for its committees. Members of the Board of Management not represented in a committee are provided with the agendas and minutes of committee meetings. Committee matters are dealt with in full Board meetings if the committee considers it necessary or at the request of a member of the Board of Management. A secretariat for Board of Management matters has been established to assist the Chairman and other Board members with the preparation and follow-up work connected with Board meetings. The Operations Committee generally meets every two weeks. At these meetings, decisions are reached concerning automobile product projects, based on the strategic orientation and decision-making framework stipulated at Board of Management meetings. The Operations Committee has three members who are entitled to vote at meetings, namely the Board member for Development (who also chairs the meetings), the Board member for Production and the Board member responsible for Purchasing and the Supplier Network. Up to 28 February 2018, the Board member for Sales and Brand BMW and Aftersales BMW Group as well as the Board member for MINI, Rolls-Royce, BMW Motorrad, Customer Engagement and Digital Business Innovation BMW were also members of the Operations Committee. If the committee chairman is not present or unable to attend, meetings are chaired by the Board member for Production. The Head of Corporate Qual- ity as well as the Head of Maturity Management, Sign Off and Product Validation participate in Operations Committee meetings in an advisory capacity. unanimously. A Board meeting may only be held if more than half of the Board members are present. During their period of employment for BMW AG, mem- bers of the Board of Management are bound by a com- prehensive non-competition clause. They are required to act in the enterprise's best interests and may not pursue personal interests in their decisions or take advantage of business opportunities intended for the benefit of the enterprise. They may undertake ancillary activi- ties, particularly supervisory board mandates outside the BMW Group, only with the prior approval of the Supervisory Board's Personnel Committee. Individual members of the Board of Management of BMW AG are required to disclose any conflicts of interest to the Supervisory Board without delay and inform the other members of the Board of Management accordingly. The Board of Management determines the strategic orientation of the enterprise, agrees upon it with the Supervisory Board and ensures its implementation. The Board of Management is also responsible for ensuring that all provisions of law and internal regula- tions are complied with. Further details on compliance within the BMW Group are available in the Corporate Governance section of the Annual Report. The Board of Management is also responsible for ensuring that appropriate risk management and risk controlling systems are in place throughout the Group. The Board of Management manages the enterprise under its own responsibility, acting in the best inter- ests of the BMW Group with the aim of achieving sustainable growth in value. The interests of share- holders, employees and other stakeholders are also taken into account in the pursuit of this aim. Schaeffler AG (Deputy Chairman) Siemens Healthcare GmbH (Deputy Chairman) Werner Zierer¹ (*1959) Member since 2001 Chairman of the Works Council, Regensburg 1 Employee representatives (company employees). 2 Employee representatives (union representatives). 3 Employee representatives (members of senior management). Membership of other statutory supervisory boards. Membership of equivalent national or foreign boards of business enterprises. 205 206 Statement on Corporate Governance →Composition and Work Procedures of the Board of Management of BMW AG and its Committees Susanne Klatten (*1962) Dr.-Ing. Dr.-Ing. E. h. Norbert Reithofer Chairman 218 supervision of the financial reporting process, the effectiveness of the internal control system, the risk management system, as well as the performance of Supervisory Board duties in connection with audits pursuant to § 32 of the German Securities Trading Act (WPHG) - - - The Supervisory Board, in collaboration with the Personnel Committee and the Board of Management, ensures long-term succession planning. In their assessment of candidates for Board of Management positions, the underlying suitability criteria applied by the Supervisory Board are expertise in the relevant function, outstanding leadership qualities, proven track record and knowledge of the Company. The Supervisory Board has adopted a diversity concept for the composition of the Board of Management which is also aligned with recommendations of the German Corporate Governance Code. In considering which individuals would best complement the Board of Management, the Supervisory Board also takes diversity into account. The criteria diversity is taken by the Supervisory Board to encompass in particular different, mutually complementary profiles, profes- sional and life experiences also at the international level and an appropriate gender representation. In reaching its decisions, the Supervisory Board also considers the following: Board of Management succession planning, diversity concept Work Procedures of the Supervisory Board of BMWAG and its Committees → Composition and Statement on Corporate Governance The members of the Board of Management should have a long-standing track record of manage- ment experience, ideally with experience in different professional fields. 212 2 (Independent) financial expert within the meaning of §§ 100 (5) and 107 (4) AktG, no. 5.3.2 GCGC. 1 Chair. (In accordance with statutory requirements, the Mediation Committee comprises the Chairman and Deputy Chairman of the Supervisory Board and one member each selected by shareholder representatives and employee representatives.) Norbert Reithofer Manfred Schoch Stefan Quandt Stefan Schmid - committee required by law proposal to Supervisory Board if resolution for appointment of Board of Management member has not been carried by the necessary two-thirds majority of Supervisory Board members' votes - MEDIATION COMMITTEE 211 (In line with the recommendations of the German Corporate Governance Code, the Nomination Committee comprises only shareholder representatives.) At least two members should have international management experience. The Board of Management should collectively have extensive experience in the fields of devel- opment, production, sales and marketing, fi- nances and human resources. An age limit for membership of the Supervisory Board of 70 years is generally to be applied. In exceptional cases, members may remain on the Board until the end of the next Annual General Meeting after reaching the age of 73, in order to fulfil legal requirements or to facilitate smooth succession in the case of key roles or specialist qualifications. No persons carrying out directorship functions or advisory tasks for important competitors of the BMW Group may belong to the Supervisory Board. In compliance with applicable law, mem- bers of the Supervisory Board are to take care that no persons will be nominated for election for whom a significant, non-temporary conflict of interests could arise due to other activities and functions carried out by them outside the BMW Group, in particular advisory activities or directorships with customers, suppliers, credi- tors or other business partners. Two independent members of the Supervisory Board should have expert knowledge of account- ing or auditing. Of the 20 members of the Supervisory Board at least 12 should be independent members within the meaning of section 5.4.2 of the German Corporate Governance Code, including at least six as representatives of the Company's share- holders. When seeking qualified individuals for the Super- visory Board whose specialist skills and leader- ship qualities are most likely to strengthen the Board as a whole, consideration is also to be given to diversity. When preparing nominations, the extent to which the work of the Supervisory Board benefits from diversified professional and personal backgrounds (including international aspects) and from an appropriate gender repre- sentation is also to be taken into account. It is the joint responsibility of all those participating in the nomination and election process to ensure that qualified women are considered for Super- visory Board membership. Three members of the Supervisory Board should if possible be persons from the fields of business, science or research who have experience in areas relevant to the BMW Group, for example chem- istry, energy supply, information technology, or who have specialist knowledge in fields relevant for the future of the BMW Group, for example customer requirements, mobility, resources or sustainability. Three of the shareholder representatives in the Supervisory Board should if possible be entrepre- neurs or persons who have previous experience in the management or supervision of another medium or large-sized company. The Supervisory Board should include if possible seven members who have acquired in-depth knowledge and experience within the BMW Group, though no more than two former members of the Board of Management. At least two members of the Board of Manage- ment should have a technical background. - - Four members of the Supervisory Board should if possible have international experience or specialist knowledge of one or more non-German markets important to the BMW Group. To this end, the Supervisory Board of BMW AG has approved the following objectives for its composition, including a competency profile. These objectives also describe the concept for achieving diversity in the com- position of the Supervisory Board (diversity concept): The Supervisory Board is to be composed in such a way that its members collectively possess the knowledge, skills and experience required to properly perform its tasks. Composition objectives of the Supervisory Board, competency profile, diversity concept When selecting an individual for a particular Board of Management position, the Supervisory Board decides in the best interests of the Group and after due con- sideration of all relevant circumstances. The Personnel Committee takes into account the diversity concept described above when selecting candidates, in order to ensure that the Board of Management has a diverse composition. In the Supervisory Board's opinion, the composition of the Board of Management as at 31 December 2018 is in line with the defined diversity concept. In particular, the Board of Management has one female member and the various work, educational and life experiences of the members of the Board of Management complement each other. For ease of comparison with the diversity concept, the curricula vitae of members of the Board of Management are available on the Internet. In accordance with the recommendation of the German Corporate Governance Code, the Supervisory Board has set a standard age limit for Board of Management membership. This aims at a retirement age of 60. Consideration is also given to achieving an appropriate age mix within the Board of Management. The Supervisory Board has stipulated a target for the proportion of women on the Board of Management. This is outlined in the section "Disclosures pursuant to the Act on Equal Gender Participation". The Board of Management reports to the Personnel Committee and the Supervisory Board at regular intervals on the proportion and development of women in senior management positions, in particular at executive levels. - As a general rule, members of the Supervisory Board should not hold office for longer than until the end of the Annual General Meeting at which the resolution is passed ratifying the member's activities for the 14th financial year after the beginning of the member's first period of office. This excludes the financial year in which the first period of office began. This rule does not apply to natural persons who either directly or indirectly hold significant investments in the Company. In the Company's interest, deviation from the general maximum period is possible, for instance in order to work towards another composition target, in particular diversity of gender and technical, professional and personal backgrounds. Norbert Reithofer¹ Susanne Klatten Karl-Ludwig Kley Stefan Quandt Karl-Ludwig Kley 1,2 PERSONNEL COMMITTEE Norbert Reithofer¹ Manfred Schoch Stefan Quandt Stefan Schmid Karl-Ludwig Kley Members ― activities based on terms of procedure preparation of Supervisory Board meetings to the extent that the subject matter to be discussed does not fall within the remit of a committee - PRESIDING BOARD Principal duties, basis for activities - and their composition The establishment and composition of a mediation com- mittee are prescribed by the German Co-determination Act. The Mediation Committee has the task of making proposals to the Supervisory Board if a resolution for the appointment of a member of the Board of Management has not been carried by the necessary two-thirds major- ity of members' votes. In accordance with statutory requirements, the Mediation Committee comprises the Chairman and the Deputy Chairman of the Supervisory Board, one member selected by shareholder represent- atives and one by employee representatives. The Nomination Committee is charged with the task of finding suitable candidates for election to the Super- visory Board as shareholder representatives and to propose them to the Supervisory Board for election at the Annual General Meeting. In line with the recom- mendations of the German Corporate Governance Code, the Nomination Committee is exclusively composed of shareholder representatives. In line with the recommendations of the German Cor- porate Governance Code, the Chairman of the Audit Committee is independent, and not a former Chairman of the Board of Management, and has special knowledge and experience in the application of financial reporting standards and internal control procedures. He also fulfils the requirement of being a financial expert as defined by § 100 (5) and § 107 (4) AktG. The Audit Committee deals in particular with the super- vision of the financial reporting process, effectiveness of the internal control system, the risk management system, as well as the performance of Supervisory Board duties in connection with audits pursuant to § 32 of the German Securities Trading Act (WPHG). It also oversees the audit of financial statements, auditor independence and any additional work performed by the auditor. It prepares the proposal for the election of the auditor at the Annual General Meeting, makes a relevant recom- mendation, issues the audit engagement and agrees on additional areas of audit focus as well as the auditor's fee. The Audit Committee prepares the Supervisory Board's resolution relating to the Company and Group Financial Statements and discusses interim reports with the Board of Management prior to publication. Additionally, the Audit Committee deals with the non-financial report- ing, prepares the audit of the Supervisory Board and the engagement of an external auditor and issues the audit engagement. Furthermore, the Audit Committee deals with the supervision of the internal audit system and compliance as well as the audit and supervision of any needs for action related to possible violations of duties by members of the Board of Management in preparation of a resolution in the Supervisory Board. The Audit Committee also decides on the Supervisory Board's agreement on the use of Authorised Capital 2014 (Article 4 no. 5 of the Articles of Incorporation) and on amendments to the Articles of Incorporation which only affect its wording. The Personnel Committee prepares decisions of the Supervisory Board with regard to the appointment and, where applicable, removal of members of the Board of Management and, together with the full Supervisory Board and the Board of Management, ensures long- term succession planning. The Personnel Committee also prepares s decisions of the Supervisory Board with regard to Board of Management compensation and the regular review of the compensation system for the Board of Management. In conjunction with resolutions taken by the Supervisory Board regarding the compensation of the Board of Management, the Personnel Committee is responsible for drawing up, amending and revoking employment contracts or, when necessary, to prepare and conclude other relevant contracts with members of the Board of Management. In certain cases, the Personnel Committee is also authorised to grant the necessary approval of a business transaction on behalf of the Supervisory Board. This includes cases of providing loans to members of the Board of Management or Super- visory Board, certain contractual arrangements with members of the Supervisory Board, taking into account related parties, as well as ancillary activities of members of the Board of Management, in particular acceptance of non-BMW Group supervisory board mandates. → Composition and Work Procedures of the Supervisory Board of BMWAG and its Committees Statement on Corporate Governance 210 Overview of Supervisory Board committees Norbert Reithofer Manfred Schoch Stefan Quandt Stefan Schmid preparation of decisions relating to the appointment and revocation of appointment of members of the Board of Management, the compensation and the regular review of the Board of Management's compensation system members, including acceptance of non-BMW Group supervisory mandates as well as the approval of transactions requiring Supervisory Board approval by dint of law (e.g. loans to Board of Management or Supervisory Board members) ― establishment in accordance with the recommendation contained in the German Corpo- rate Governance Code, activities based on terms of procedure ― identification of suitable candidates (male/female) as shareholder representatives on the Supervisory Board to be put forward for inclusion in the Supervisory Board's proposals for election at the Annual General Meeting NOMINATION COMMITTEE ― establishment in accordance with the recommendation contained in the German Corporate Governance Code, activities based on terms of procedure - amendments to Articles of Incorporation only affecting wording - ― supervision of internal audit system and compliance as well as the audit and supervision of any needs for action related to possible violations of duties by members of the Board of Management in preparation of a resolution in the Supervisory Board decision on approval for utilisation of Authorised Capital 2014 - discussion of interim reports with Board of Management prior to publication preparation of the Supervisory Board's audit of the non-financial reporting, preparation of the selection of the auditor for non-financial reporting and engagement of the auditor conclusion, amendment and revocation of employment contracts (in conjunction with the resolutions taken by the Supervisory Board regarding the compensation of the Board of Management) and other contracts with members of the Board of Management ― decisions relating to the approval of ancillary activities of Board of Management Group Financial Statements preparation of proposals for election of external auditor at Annual General Meeting, engagement (recommendation) of external auditor and compliance of audit engagement, determination of additional areas of audit emphasis and fee agreements with external auditor supervision of external audit, in particular auditor independence and additional work performed by external auditor - - - AUDIT COMMITTEE Norbert Reithofer¹ Manfred Schoch Stefan Quandt Stefan Schmid Karl-Ludwig Kley ― set up in accordance with the recommendation contained in the German Corporate Governance Code, activities based on terms of procedure preparation of Supervisory Board's resolution on Company and 213 214 Statement on Corporate Governance Compliance Processes and IT Systems Company-wide Compliance Network Compliance Instruments of the BMW Group Compliance Academy and Culture Annual Compliance Reporting Run Compliance Strategy Legal Compliance Monitoring and Trends Compliance Case Management Compliance Internal Rules and Regulations Compliance Communication The Board of Management keeps track of and analyses compliance-related developments and trends on the basis of the Group's compliance reporting and input from the BMW Group Compliance Committee. Measures to improve the Compliance Management System are initiated on the basis of identified requirements. The Chairman of the BMW Group Compliance Committee keeps the Audit Committee (which is part of the Supervisory Board) informed on the current status of compliance activities within the BMW Group as well as relevant proceedings both on a regular and a case-by-case basis as the need arises. 217 We also work in close partnership with our suppliers and promote their commitment to sustainability. Sustainable business management can only be effective, however, if it covers the entire value-added chain. That is why the BMW Group not only sets high standards for itself, but also expects its suppliers and partners to meet the ecological and social standards it sets and strives continually to improve the efficiency of processes, measures and activities. For instance, we consistently require our dealers and importers to comply with ecological and social standards on a contractual basis. Moreover, corresponding criteria are embedded throughout the entire purchasing system – including in enquiries to suppliers, in the sector-wide OEM Sustainability Questionnaire, in our purchasing terms and in our evaluation of suppli- ers in order to promote sustainability aspects in line with the BMW Group Sustainability Standard. The BMW Group expects suppliers to ensure that the BMW Group's sustainability criteria are also adhered to by their sub-suppliers. A spot check of supplier facilities is conducted with sustainability audits and assessments. In 2017, the Human Rights Contact Supply Chain was established for reporting of sustainability infringements in the supply chain. Pur- chasing terms and conditions and other information relating to purchasing can be found in the publicly available section of the BMW Group Partner Portal at https://b2b.bmw.com. Further information on social responsibility towards employees can be found in the section "Workforce". Risks and Preventive Efforts For the BMW Group, worldwide compliance of these fundamental principles and rights is self-evident. Since 2005 employees' awareness of this issue has therefore been raised by means of regular internal communications and training on recent developments in this area. The "Compliance Contact" helpline and the BMW Group SpeakUP Line are available to employees wishing to raise queries or complaints relating to human rights issues. With effect from 2016, human rights have been incorporated as an integral component of the BMW Group's worldwide Compli- ance Management System, representing a further step in the systematic implementation of the UN Guiding Principles on Business and Human Rights. Compliance Reporting Compliance Controls Statement on Corporate Governance → Compliance in the BMW Group COMPLIANCE IN THE BMW GROUP BMW Group Compliance Management System → 81 Responsible and lawful conduct is fundamental to the success of the BMW Group. It is an integral part of our corporate culture and the reason why customers, shareholders, business partners and the general public place their trust in us. The Board of Management and the employees of the BMW Group are obliged to act responsibly and in compliance with applicable laws and regulations. The BMW Group also expects its business partners to conduct themselves in the same manner. BMW Group Compliance Committee ← Office In order to protect itself systematically against legal and reputational risks, the Board of Management created a Compliance Committee several years ago, mandated to establish a Compliance Management System throughout the BMW Group. The BMW Group Compliance Committee comprises the heads of the following departments: Legal Affairs, Corporate and Governmental Affairs, Corporate Audit, Group Reporting, Organisational Development and Corporate Human Resources. It manages and monitors activities necessary to avoid non-compliance with the law, including, for example, legal monitoring, internal compliance regulations, communications and training activities, complaint and case management, compliance reporting, compliance controls and follow- ing through with sanctions in cases of non-compliance. The BMW Group Compliance Committee reports regularly to the Board of Management on all compli- ance-related issues, including the progress made in refining the BMW Group Compliance Management System, details of investigations performed, known infringements of the law, sanctions imposed and cor- rective/preventative measures implemented. This also ensures that the Board of Management is immediately notified of any cases of particular significance. Supervisory Board BMW AG Annual Report Board of Management BMW AG Annual Report BMW Group Compliance Committee The BMW Group Compliance Management System consists of a coordinated set of instruments and topics designed to ensure that the BMW Group, its repre- sentative bodies, its managers and staff act in a lawful manner. Particular emphasis is placed on measures to ensure compliance with antitrust legislation and avoid the risk of corruption or money laundering. The complete text of the UN Global Compact and the recommendations of the ILO and other relevant information can be found at www.unglobalcompact.org and → www.ilo.org. The Joint Declaration on Human Rights and Working Conditions in the BMW Group can be found at www.bmwgroup.com under the menu items "Downloads" and "Responsibility". The BMW Group stands by its social responsibilities. Our corporate culture combines the drive for success with openness, trust and transparency. We are well aware of our responsibility towards society. Socially sustainable human resource policies and compliance with social standards are based on various interna- tionally recognised guidelines. The BMW Group is committed to the OECD's guidelines for multinational companies and the contents of the ICC Business Charter for Sustainable Development. Details of the contents of these guidelines and other relevant infor- mation can be found at www.oecd.org and → www.iccwbo.org and → www.ohchr.org. The Board of Management signed the United Nations Global Compact in 2001 and, in 2005, together with employee representatives, issued a Joint Declaration on Human Rights and Working Conditions in the BMW Group. This Joint Declaration was reconfirmed in 2010. With the signature of these documents, we have given our commitment to abide worldwide by internationally recognised human rights and the fundamental working standards of the Inter- national Labour Organization (ILO). These include in particular freedom of employment, the principle of non-discrimination, freedom of association and the right to collective bargaining, the prohibition of child labour, appropriate remuneration, regulated working times and compliance with work and safety regulations. In 2018 we published the BMW Codex on Human Rights and Working Conditions, which supplements the Declaration on Human Rights and Working Conditions from 2010. The Codex is based on a diligence process, which allows the BMW Group to identify relevant aspects and define measures. It reinforces attention to the consideration of human rights and clarifies how the BMW Group promotes human rights and implements the ILO Core Labour Conventions globally in its business activity. Social responsibility towards employees and along the supplier chain Function levell For the time frame from 1 January 2017 to 31 Decem- ber 2020, the Board of Management has set a target range of 10.2% to 12.0% for the first level of execu- tive management and 8% to 10% for the second. At 31 December 2018, the proportion of women within the first executive management level stood at 8.0% and at 7.8% within the second. In accordance with this legislation, the Supervisory Board of BMW AG is required to set a target for the proportion of women on its Board of Management and a time frame for meeting this target. Likewise, the Board of Management of BMW AG is required to establish targets for the two executive management levels below the Board of Management. As its target for the Board of Management for the time frame from 1 January 2017 to 31 December 2020, the Supervisory Board has stipulated that the Board of Management should continue to have at least one female member. Assuming that the Board of Management continues to comprise eight members, this would correspond to a proportion of at least 12.5%. At 31 December 2018, the Board of Management had one female member (12.5%). The Supervisory Board considers it desirable to increase the proportion of women on the Board of Management and fully supports the Board of Man- agement's endeavours to increase the proportion of women at the highest executive management levels within the BMW Group. The Act on Equal Participation of Women and Men in Executive Positions in the Private and the Public Sector ("Act on Equal Gender Participation") was passed into German law in 2015. 7.8 8.0 10 ....................... Function level II in % Proportion of female executives within management/function levels I and II at BMW AG Management level is defined in terms of functional level and follows a comprehensive job evaluation system based on Mercer. DISCLOSURES PURSUANT TO THE ACT ON EQUAL GENDER PARTICIPATION - TARGETS FOR THE PROPOR- TION OF WOMEN ON THE BOARD OF MANAGEMENT AND AT EXECUTIVE MAN- AGEMENT LEVELS I AND II knowledge in subjects relevant for the future of the BMW Group, such as customer requirements, mobility, resources, sustainability and information technology. For the purpose of assessing the independence of its members, the Supervisory Board follows the recom- mendations of the German Corporate Governance Code. In the opinion of the Supervisory Board, nei- ther ownership of a substantial shareholding in the Company, or office as an employee representative, or previous membership of the Board of Management, rules out independence of a Supervisory Board mem- ber. A substantial and not merely temporary conflict of interests within the meaning of section 5.4.2 of the German Corporate Governance Code does not apply to any of the Supervisory Board members. Employees holding office in the Supervisory Board are protected by applicable law when performing their duties. All other Supervisory Board members have a sufficient degree of economic independence from the Company. Business with entities in which the mem- bers of the Supervisory Board carry out a significant function is conducted on an arm's length basis. The Supervisory Board has therefore concluded that all of its members are independent. At the end of the reporting period these are: Dr.-Ing. Norbert Reithofer, Manfred Schoch, Stefan Quandt, Stefan Schmid, Dr. Karl-Ludwig Kley, Christiane Benner, Dr. Kurt Bock, Franz Haniel, Ralf Hattler, Dr.-Ing. Heinrich Hiesinger, Prof. Dr. Reinhard Hüttl, Susanne Klatten, Prof. Dr. Renate Köcher, Horst Lischka, Willibald Löw, Simone Menne, Dr. Dominique Mohabeer, Brigitte Rödig, Jürgen Wechsler and Werner Zierer. At least three members meet the requirements of an inde- pendent financial expert. These are Dr. Kurt Bock, Dr. Karl-Ludwig Kley and Simone Menne. At the end of the reporting period, the Supervisory Board had six female members (30%), comprising three shareholder representatives and three employee representatives. The Supervisory Board has 14 male members (70%), comprising seven shareholder representatives and seven employee representatives. The Company there- fore complies with the statutory gender quota of at least 30% female members applicable in Germany since 1 January 2016. At present, no member of the Supervisory Board is older than 70 years. In the Supervisory Board's opinion, its composition as at 31 December 2018 fulfilled the composition objectives detailed above. For ease of comparison with composition targets, brief curricula vitae of the current members of the Supervisory Board are available on the Company's website at → www.bmwgroup.com. Information relating to members' practised profes- sions and mandates in other statutory supervisory boards and equivalent national or foreign company boards, including the length of periods of service on the Supervisory Board, is provided in the section Statement on Corporate Governance. Based on this information, it is evident that the Supervisory Board of BMW AG is highly diversified, with significantly more than the targeted four members having international experience or specialist knowledge with regard to one or more of the non-German markets important to the BMW Group. In-depth knowledge and experience from within the Company are provided by seven employee representatives, as well as the Chairman of the Supervisory Board. Only one previous Board of Management member holds office in the Supervisory Board. At least four members of the Supervisory Board have experience in managing another company. The Supervisory Board also has three entrepreneurs as members. Most of the members of the Supervisory Board - including employee representatives - have experience in supervising another medium-sized or large company. Moreover, more than three members of the Supervisory Board have experience and specialist - The time schedule set by the Supervisory Board for achieving the above-mentioned composition targets is the period up to 31 December 2019. The nomination committee of the Supervisory Board already takes into account the composition targets in its selection of potential candidates as representatives of the share- holders. This enables diversity in the composition of the Supervisory Board and ensures that the Super- visory Board collectively possesses the knowledge, skills and experience required to properly perform its duties. Proposals for nomination made by the Supervisory Board to the Annual General Meeting - insofar as they apply to shareholder Supervisory Board members should take account of these objectives in such a way that they can be achieved with the support of the appropriate resolutions of the Annual General Meeting. The Annual General Meeting is not bound by proposed nominations for election. The voting freedom of employees in the vote for the employee members of the Supervisory Board is also protected. Under the rules stipulated by the German Co-Determi- nation Act, the Supervisory Board does not have the right to nominate employee representatives for election. The objectives which the Supervisory Board has set itself with regard to its composition are there- fore not intended to be instructions to those entitled to vote or restrictions on their voting freedom. Composition and Work Procedures of the Supervisory Board of BMWAG and its Committees → Disclosures Pursuant to the Act on Equal Gender Participation- Targets for the Proportion of Women on the Board of Management and at Executive Manage- ment Levels I and II → 80 Diversity contributes to greater competitiveness and innovation at the BMW Group. Working together in mixed, complementary teams raises performance levels and increases customer focus. Promoting an appropriate gender ratio is seen as an essential com- ponent of the BMW Group's diversity concept. Further increasing the proportion of women therefore remains an objective of the Board of Management. The proportion of women in the workforce as a whole increased again during the financial year under report, as a result of long-term measures, dialogue and infor- mation events. Further information on the topic of diversity within the BMW Group can be found in the section "Workforce". 215 We are excited by change and open to new opportu- nities. We learn from our mistakes. Openness We trust and rely on each other. This is essential if we are to act swiftly and achieve our goals. Trust We acknowledge concerns and identify inconsisten- cies in a constructive way. We act with integrity. Transparency We reflect on our actions, respect each other, offer clear feedback and celebrate success. Appreciation We take consistent decisions and commit to them personally. This allows us to work freely and more effectively. Responsibility Core values and Principles of Action Within the BMW Group, the Board of Management, the Supervisory Board and the employees base their actions on five core values which are the cornerstone of the success of the BMW Group: BEYOND MANDATORY REQUIREMENTS CORPORATE GOVERNANCE PRACTICES APPLIED INFORMATION ON Beyond Mandatory Requirements Practices Applied →Information on Cor- porate Governance Statement on Corporate Governance 216 209 In accordance with rules of procedure, the Presiding Board comprises the Chairman of the Supervisory Board and Deputies. The Presiding Board prepares Superviso- ry Board meetings to the extent that the subject matter does not fall within the remit of a committee. This includes, for example, preparing the annual Declaration of Compliance with the German Corporate Governance Code and assessment of Supervisory Board efficiency. Composition of the Presiding Board and the committees is based on legal requirements, the Articles of Incor- poration, rules of procedure and corporate governance principles, while taking into particular account the expertise of Board members. BMW AG ensures that the Supervisory Board and its committees are appropriately equipped to carry out their duties. This includes providing a central Supervi- sory Board office to support the chairpersons in their coordination work. The Supervisory Board regularly assesses the efficiency of its activities. To this end, shared discussion is con- ducted within the Supervisory Board and individual meetings held with the Chairman, prepared on the basis of a questionnaire sent in advance, which is drawn up by the Supervisory Board. Members of the Supervisory Board of BMW AG are obliged to act in the best interest of the organisation as a whole. They may not pursue personal interests in their decisions or take advantage of business opportunities intended to benefit the BMW Group. In proposing candidates for election as members of the Supervisory Board, care is taken that the Supervisory Board collectively has the required knowledge, skills and expertise to perform its tasks appropriately. → see Report of the Supervisory Board for the number of meetings during the year 2018 → The Supervisory Board has stated specific targets → see section for its composition, agreed to a diversity concept and determined a competency profile. Members of the Supervisory Board are responsible for undertaking any training required for the performance of their duties. The Company provides them with appro- priate assistance therein. Members of the Supervisory Board are obliged to inform the Supervisory Board of any conflicts of interest, in particular those resulting from a consulting or executive role with clients, suppliers, lenders or other business partners, so that the Supervisory Board can report to the shareholders at the Annual General Meeting on its treatment of the issue. Material and non-temporary conflicts of interest of a Supervisory Board member result in a termination of mandate. "Composition targets for the Supervisory Board" → see "Overview of Supervisory Board commit- tees and their composition" According to the rules of procedure, the Chairman of the Supervisory Board is, by virtue of this function, member and Chairman of the Presiding Board, the Personnel Committee and the Nomination Committee. → The number of meetings held by the Presiding Board and committees depends on requirements. The Pre- siding Board, the Personnel Committee and the Audit Committee generally hold several meetings in the course of the year. In line with the rules of procedure for the activities of the plenum, the Supervisory Board has set out proce- dural rules for the Presiding Board and committees. Committees are quorate only when all members par- ticipate. Committee resolutions are passed by a simple majority, unless otherwise stipulated by law. Members of the Supervisory Board may not delegate their duties to others. However, the Supervisory Board, the Presiding Board and the committees may call on experts and informed persons to attend meetings and advise on specific matters. → Taking into account the specific circumstances of the BMW Group and the number of Board members, the Supervisory Board has set up a Presiding Board and four committees: the Personnel Committee, the Audit Committee, the Nomination Committee and the Mediation Committee. These serve to raise the efficiency of the Supervisory Board's work and facilitate handling of complex issues. Establishment and function of a mediation committee is prescribed by law. Committee chairpersons report in detail on committee work at each plenary meeting of the Supervisory Board. The Supervisory Board, the Presiding Board and com- mittees also meet without the Board of Management when necessary. of 1.8. 구 In order to determine the multi-year earnings factor, an earnings factor is calculated for each year of the three-year evaluation period and an average is then calculated for the evaluation period. As for the earn- ings-related component of the bonus, the earnings factor for each individual year within the evaluation period is determined on the basis of Group net profit and post-tax return on sales for the relevant year. The maximum earnings factor is 1.8. The underlying measurement values are determined in advance for a period of three financial years and may not be changed retrospectively. In addition to the multi-year earnings factor, the Supervisory Board also determines a multi-year performance factor after the end of the evaluation period. To this end, the Supervisory Board takes account of in particular the business development during the evaluation period, the forecast trend in the business development for subsequent years, the Board member's individual contribution to profitability and the status of compliance within the Board member's area of responsibility. The multi-year performance factor can be between 0.9 and 1.1. PCP factor overview TARGET AMOUNT → 86 PCP FACTOR In order to determine the PCP factor, a multi-year earnings factor is multiplied by a multi-year perfor- mance factor. The PCP factor is capped at a maximum Performance Cash Plan overview → 85 The PCP evaluation period comprises three years, the grant year and the two subsequent years. The PCP is paid out after the end of the three-year evaluation period. · Capped at 180% Performance Cash Plan Report → Compensation Statement on Corporate Governance 226 of target amount 223 Cash payment TOTAL Qualitative, mainly non-financial parameters Value between 0 and 1.8 at least three financial years With effect from the financial year 2018, variable cash compensation includes a multi-year and future-oriented Performance Cash Plan (PCP). The PCP is calculated at the end of a three-year evaluation period, by multi- plying a predefined target amount by a factor that is based on multi-year target achievement (the PCP factor). PCP entitlements are paid in cash. The PCP target amount (100%) amounts to €0.85 million p.a. for a Board member in the first period of office, €0.95 million p.a. from the second period of office or the fourth year of mandate and €1.6 million p.a. for the Chairman of the Board of Management. The maximum amount that can be paid to a Board member is capped at 180% of the PCP target amount p.a. Revised Board of Management compensation system for financial years from 2018 onwards In December 2017, the Supervisory Board resolved to revise the compensation system for financial years from 2018 onwards. A focus was to align the remu- neration structure even more strongly on sustainable corporate development. The base salary, which had remained at the same level since 1 January 2012, was raised. The bonus was revised, both in terms of its structure and the target setting. Target values for the parameters Group net profit and post-tax return on sales used to determine the earnings-related bonus were adjusted in line with the Group's current business plan and revised. A new multi-year and future-ori- ented component was introduced in the form of a performance cash plan, in order to further strengthen the long-term orientation of the compensation system. The overall upper limits are unchanged. The changes apply to all members of the Board of Management for financial years with effect from 1 January 2018. COMPENSATION REPORT (PART OF THE COMBINED MANAGEMENT REPORT) The compensation of members of the Board of Man- agement is determined by the full Supervisory Board on the basis of performance criteria and after taking into account any remuneration received from Group companies. The principal performance criteria are the tasks and exercise of mandate of the member of the Board of Management, the economic situation as well as the performance and future prospects of the BMW Group. The Supervisory Board sets ambitious and relevant parameters as the basis for variable To ensure that the BMW Group complies with regu- lations relating to insider information, the Board of Management appointed an Ad-hoc Committee back in 1994, consisting of representatives of various specialist departments, whose members determine whether information displays the characteristics of publishable insider information and handle the publication and legal notices required by law. All persons who perform duties on behalf of BMW AG and have access to insider information are included in an insider list and informed of the duties arising from insider rules. 221 222 Statement on Corporate Governance → Compliance in the BMW Group → Compensation Report Share-based compensation programmes for employees and members of the Board of Management Three share-based remuneration schemes were in place at BMW AG during the year under report, namely the Employee Share Programme (under which entitled employees of BMW AG have been able to participate in the enterprise's success since 1989 in the form of non-voting shares of preferred stock), a share-based remuneration programme for Board of Management members, and a share-based remuner- ation programme for senior heads of department (relating in both cases to shares of common stock). The share-based remuneration programme for Board of Management members is described in detail in the Compensation Report (see also the "Share-based remuneration" section in the Compensation Report and → note 41 to the Group Financial Statements). compensation. It also ensures that variable compo- nents based on multi-year criteria take account of both positive and negative developments and that the overall incentive is on the long term. As a general rule, targets and comparative parameters may not be changed retrospectively. In connection with the revised compensation system for the Board of Manage- ment (see the section Revised Board of Management compensation system for financial years from 2018 onwards), the targets originally set for the variable compensation components for the financial years 2018 and 2019 were revoked exceptionally and replaced by the more ambitious targets stipulated in the new compensation system applicable from 2018 onwards. The Supervisory Board reviews the appropriateness of the compensation system annually. In preparation, the Personnel Committee also consults remuneration studies. In order to check that the compensation sys- tem is in line with peers, the Supervisory Board com- pares compensation paid by other DAX companies. For a vertical view, it compares Board compensation with the salaries of executive managers and with the average salaries of employees of BMW AG based in Germany, also with regard to the development over time. Recommendations made by an independent external remuneration expert and suggestions made by investors and analysts are also considered in the consultative process. The share-based remuneration programme for qual- ifying heads of department, introduced with effect for financial years beginning after 1 January 2012, is closely based on the programme for Board of Manage- ment members and is aimed at rewarding a long-term, entrepreneurial approach to running the business on a sustainable basis. → see note 41 → see notes 31 and 41 Under the terms of the Employee Share Programme, in 2017 employees were entitled to acquire packages of 7, 12 or 17 shares of non-voting preferred stock with a discount of €20.00 (2017: €20.00) per share compared to the market price (average closing price in Xetra trading during the period from 5 to 8 Novem- ber 2018: €66.26). All employees of BMW AG and its (directly or indirectly) wholly owned German subsidiaries (if agreed to by the directors of those entities) were entitled to participate in the programme. Employees were required to have been in an uninter- rupted employment relationship with BMW AG or the relevant subsidiary for at least one year at the date on which the allocation for the year was announced. Shares of preferred stock acquired in conjunction with the Employee Share Programme are subject to a blocking period of four years, starting from 1 Janu- ary of the year in which the employees acquired the shares. A total of 521,524 (2017: 491,114) shares of preferred stock were acquired by employees under the programme in 2018; 521,500 (2017: 491,000) of these shares were drawn from Authorised Capital 2014, the remainder were acquired via the stock exchange or as a result of cancelled employee purchases relating to the previous year. Every year the Board of Mana- gement of BMW AG decides whether the scheme is to be continued. Further information is provided in → notes 31 and 41 to the Group Financial Statements. Contribution to sustainable and long-term business development over a period of The following section describes the principles governing the compensation of the Board of Management for financial years from 2018 onwards. A description of the stipulations set out in the statutes relating to the com- pensation of the Supervisory Board is also provided. In addition to explaining the system of compensation, details of components of compensation are also pro- vided with figures. Furthermore, the compensation of each individual member of the Board of Management and the Supervisory Board for the financial year 2018 is disclosed with its component parts. 1. Board of Management compensation Responsibilities The full Supervisory Board is responsible for deter- mining and regularly reviewing Board of Management compensation. The preparation for these tasks is undertaken by the Supervisory Board's Personnel Committee. Principles of compensation The compensation system for the Board of Management at BMW AG is designed to encourage a management approach focused on the sustainable development of the BMW Group. A further principle of the compen- sation system at the BMW Group is that of consistency. This means that compensation systems for the Board of Management, senior management and employees of BMW AG are composed of similar elements. The Supervisory Board performs an annual review to ensure that all Board of Management compensation components are appropriate, individually and in total, and do not encourage the Board of Management to take inappropriate risks for the BMW Group. At the same time, the compensation model used for the Board of Management needs to be attractive for highly qualified executives in a competitive environment. Under the terms of the programme, participants give a commitment to invest an amount equivalent to 20% of their performance-based bonus in BMW common stock and to hold the shares so acquired for a mini- mum of four years. In return for this commitment, BMW AG pays 100% of the investment amount as a net subsidy. Once the four-year holding period require- ment has been fulfilled, the participants receive - for each three common stock shares held and at the Company's option - one further share of common stock or the equivalent amount in cash. Basis for performance factor: x 0.3 of target amount Performance factor 1 Simplified depiction of target amounts for the variable cash remuneration of the Chairman of the Board of Management. Excludes other remuneration. Based on the assumption that the share price remains unchanged for the calculation of the matching component. Performance component of the bonus approx. 19 Payment of a discretionary additional bonus is not fore- seen. An upper limit has been set for each component of variable remuneration (see Overview of compensation system and compensation components). share-based remuneration Performance Cash Plan and bonus The variable remuneration of the Board of Manage- ment comprises three components: Variable remuneration Fixed remuneration consists of a base salary, which is paid monthly, and fringe benefits (other remuneration elements such as the use of Company cars, insurance premiums and contributions towards security sys- tems). With effect from the financial year 2018, the base salary is €0.8 million p.a. for a Board member during the first period of office, €0.95 million p.a. for a Board member from the second period of office or the fourth year of mandate and €1.8 million p.a. for the Chairman of the Board of Management. Fixed remuneration Earn- ings-based component of the bonus approx. 8 Overview of compensation system: simplified depiction of variable remuneration (target compensation)² approx. 24 Performance Base salary approx. 27 approx. 14 remuneration Share-based Pension contribution approx. 8 in % → 82 Overview of compensation system for financial year 2018: simplified depiction of allocation to cash benefits (target compensation) and pension contribution¹ Compensation system, compensation components Board of Management compensation comprises fixed and variable cash elements as well as a share-based component. The compensation components are described in more detail below. Retirement benefits remained unchanged in the revised compensation system applicable from 1 January 2018. → Compensation Report Cash Plan x 0.7 of target amount → 83 Share-based remuneration approx. 22 PERFORMANCE COMPONENT Value between 0 and 1.8 Group post-tax return on sales Group net profit Basis for earnings factor: Compliance is also an important factor in safeguard- ing the future of the BMW Group workforce. With this in mind, the Board of Management and the national and international employee representative bodies of the BMW Group have agreed on a binding set of Joint Principles for Lawful Conduct. In doing so, all parties involved made a commitment to the principles contained in the BMW Group Legal Com- pliance Code and to trustful cooperation in all matters relating to compliance. Employee representatives are therefore regularly involved in the process of refining compliance measures within the BMW Group. Earnings factor EARNINGS COMPONENT BONUS → 84 Bonus overview 225 in % The criteria include in particular innovation (economic and ecological, for example in the reduction of carbon dioxide emissions), the Group's market position compared to its competitors, customer focus, ability to adapt, leadership, corporate culture, promotion of compliance and integrity, contribution to the Group's attractiveness as an employer, progress in implement- ing the diversity concept, and activities that foster corporate social responsibility. The individual perfor- mance factor lies between zero and a maximum of 1.8. were below €3 billion or the post-tax return on sales below 3%, the earnings factor would be zero. In this case, an earnings-related component would not be paid. The maximum value of the earnings factor is reached in the event of a Group net profit of €11 billion and a post-tax return on sales of 9%. In exceptional circum- stances, for instance major acquisitions or disposals, the Supervisory Board may adjust the earnings factor. An earnings factor of 1.0 would give rise to a earnings- related component of €0.255 million for a Board member in the first period of office, €0.3 million from the second period of office or the fourth year of mandate and €0.54 million for the Chairman of the Board of Management. The earnings factor is 1.0, for instance, in the event of a Group net profit of €5.3 billion and a post-tax return on sales of 5.6%. If the Group net profit In order to calculate the earnings-related component, an earnings factor is determined on the basis of the target parameters and multiplied by 30% of the target bonus amount. The level of the earnings-related com- ponent depends on the degree to which the targets set by the Supervisory Board for Group net profit and post-tax return on sales are achieved. The degree of achievement is expressed in an earnings factor. The underlying measurement values are determined in advance for a period of three financial years and may not be changed retrospectively. The earnings factor is capped at a maximum of 1.8. In the case of 100% target achievement, the bonus comprises an earnings-related component of 30% and performance-related component of 70%. The target bonus (100%) is €0.85 million p.a. for a Board member during the first period of office, €1.0 million p.a. from the second period of office or the fourth year of mandate and €1.8 million p.a. for the Chairman of the Board of Management. For all Board members, the upper limit of the bonus is set at 180% of the relevant target bonus. Bonus 2 Simplified depiction of target amounts for the variable cash remuneration of the Chairman of the Board of Management. Excludes basic salary, other remuneration and pension contribution. Based on the assumption that the share price remains unchanged for the calculation of the matching component. approx. 29 Performance component of the bonus Earnings-based component of the bonus approx. 12 approx. 37 Performance Cash Plan The performance-related component is calculated using a performance factor which the Supervisory Board sets for each member of the Board of Manage- ment and which is multiplied by 70% of the target bonus amount. The Supervisory Board sets the perfor- mance factor on the basis of a detailed evaluation of the contribution made by Board members to sustainable and long-term business development over a period of at least three financial years. The evaluation by the Supervisory Board is based on predefined criteria that take into account the Group's long-term success, the interests of shareholders, the interests of employees and social responsibility. was updated in 2010. This was followed by systematic introduction and continuous upgrading of measures to protect human rights. These measures, which were already firmly established within the organisation, were integrated into the BMW Group's group-wide Compliance Management System in 2016. A group- wide human rights compliance assessment was conducted in 2017. In the year under review, the BMW Group published its Code on Human Rights and Working Conditions, which clarifies how the Joint Declaration on Human Rights and Working Conditions at the BMW Group from 2010 should be implemented. The Code confirms the BMW Group's commitment to human rights and outlines how the Company promotes human rights and implements the core labour standards of the ILO. For example, since 2017, all exchange activities with competitors must be documented and approved in a special compliance IT system. All employees have access to IT tools to help them verify the legal admissibility of and document benefits, especially in connection with corporate hospitality. The BMW Group is committed to respecting interna- tionally recognised human rights, as set out in the ten principles of the UN Global Compact and the ILO Core Labour Conventions. The Company's due diligence process is geared towards the UN Guiding Principles on Business and Human Rights, focusing on topics and areas of activity where it can leverage its influence as a commercial enterprise. - €1.8 million (Chairman of the Board of Management) - €1.0 million (from 2nd period of office or 4th year of mandate) €0.85 million (1st period of office) Target amount p.a. (at 100% target achievement): (at 100% target achievement corresponds to 70% of target amount) b) Performance-related bonus (at 100% target achievement corresponds to 30% of target amount) a) Earnings-related bonus (sum of earnings-related bonus and performance-related bonus) - Bonus €1.80 million Chairman of the Board of Management: €0.95 million (from 2nd period of office or 4th year of mandate) €0.80 million (1st period of office) Member of the Board of Management: Parameter/measurement base BASE SALARY P.A. Component → Compensation Report components Overview of compensation system and compensation VARIABLE REMUNERATION Statement on Corporate Governance - Capped at 180% of target amount, see section Remuneration caps €2.268 million (Chairman of the Board of Management) €1.26 million (from 2nd period of office or 4th year of mandate) €1.071 million (1st period of office) Maximum amount of performance-related bonus p.a.: Performance factor may not exceed 1.8 Criteria for the performance factor include: innovation (economic and ecological, for example in the reduction of carbon dioxide emissions), the Group's market position compared to its competitors, customer focus, ability to adapt, leadership, corporate culture, promotion of compliance and integrity, contribution to the Group's attractiveness as an employer, progress in implementing the diversity concept, and activities that foster corporate social responsibility Primarily qualitative, non-financial criteria, expressed in terms of a performance factor aimed at measuring the Board member's contribution to the sustainable and long-term development and the future viability of the Company over a period of at least three finan- cial years €0.70 million (from 2nd period of office or 4th year of mandate) €1.26 million (Chairman of the Board of Management) €0.595 million (1st period of office) Base amount p.a. (70% target amount per bonus): Formula: 70% target amount x performance factor - - €0.972 million (Chairman of the Board of Management) 224 €0.459 million (1st period of office) Maximum amount of earnings-related bonus p.a.: Earnings factor may not exceed 1.8 The earnings factor is 1.0 in the event of a Group net profit of €5.3 billion and a post-tax return on sales of 5.6% Earnings factor is derived from Group net profit and Group post-tax return on sales Quantitative criteria fixed in advance for a period of three financial years €0.30 million (from 2nd period of office or 4th year of mandate) €0.54 million (Chairman of the Board of Management) €0.255 million (1st period of office) Base amount p.a. (30% target amount per bonus): Formula: 30% target amount x earnings factor €0.54 million (from 2nd period of office or 4th year of mandate) The BMW Group stated its position clearly back in 2005, with the Joint Declaration on Human Rights and Working Conditions at the BMW Group, which 228 A one-year post-contractual non-competition clause has been agreed with Board members under specified circumstances. During that one-year period, the for- mer Board member is entitled to receive monthly compensation equivalent to 60% of his or her vious monthly basic remuneration, reduced by any amount of other income exceeding 40% of the basic remuneration. The Company may unilaterally waive the requirement to comply with the post-contractual non-competition clause. Compliance measures are determined and priori- tised on the basis of a group-wide compliance risk assessment that is updated annually. In 2018, this was further refined to create a Compliance Risk and Per- formance Management Concept, which supports the recognition of compliance risks and the identification of appropriate preventative IT measures. Through the function Compliance Coordination in the Financial Services segment the specific Compliance risks of the segment are taken into consideration. Measures are realised with the aid of a regionally structured compliance management team covering all parts of the BMW Group, which oversees a network of around 240 compliance responsibles with 77 local compliance functions. Training plays an important role in reinforcing com- pliance in the corporate culture. In 2018, training management for online training in Compliance Essentials and Antitrust Compliance, both available in German and English, was switched to a central training platform. These training modules must be repeated by the required target groups every two years and include a final test. Successful completion of the test is confirmed by a certificate. More than 44,000 managers and staff worldwide have so far received training in the basic principles of compliance and are in possession of a valid training certificate. Successful completion of the training pro- gramme is mandatory for all BMW Group managers. Appropriate processes are in place to ensure that all newly recruited managers and promoted staff undergo compliance training and repeat it every two years. In this way, the BMW Group ensures nearly full training coverage for its managers in compliance matters. Online training in antitrust compliance was restruc- tured in 2018. This training is also mandatory for managers and staff whose functions or assignments expose them to antitrust risks. A total of 22,000 man- agers and associates worldwide have so far completed antitrust compliance training and currently hold a valid certificate. Additional classroom training was also offered for key compliance topics. The main emphasis here was on providing training in antitrust law for employees who participate in meetings with competitors or work with suppliers or sales partners. 219 220 Statement on Corporate Governance → Compliance in the BMW Group Additional compliance coaching was also imple- mented for international sales and financial ser- vice companies in local markets. These multi-day classroom seminars strengthen the understanding of compliance in selected organisational units and enhance cooperation between the central BMW Group Compliance Committee Office and decentralised compliance functions. In 2018, market coaching was conducted in Australia, Austria, Brazil, Canada, China, Denmark, France, Germany, Italy, the Netherlands, New Zealand, Russia, Singapore, Sweden, Switzerland, Thailand and the US. The BMW Group Legal Compliance Code is supple- mented by a whole range of internal policies, guidelines and instructions, which in part reflect applicable legislation. The BMW Group Policy "Cor- ruption Prevention" and the BMW Group Instruc- tion "Corporate Hospitality and Gifts" deserve particular mention: these documents deal with lawful handling of gifts and benefits and define appropriate assessment criteria and approval pro- cedures. The BMW Group Policy "Antitrust Com- pliance" establishes binding rules of conduct for all employees across the BMW Group to prevent unlawful restriction of competition. Any member of staff with questions or concerns relating to compliance is expected to discuss these matters with their managers and with the relevant departments within the BMW Group: in particular with Legal Affairs, Corporate Audit and Corporate Security. The BMW Group Compliance Contact serves as a further point of contact for both employees and non-employees for any questions regarding compli- ance. Non-employees may also use this reporting system. This communication may remain anonymous, if preferred. in activities. All compliance-related queries and concerns are documented and followed up by the BMW Group Compliance Committee Office using an electronic Case Management System. If necessary, Corporate Audit, Corporate Security, the legal departments or the Works Council may be called upon to assist in the investigation process. Various internal channels and means of communi- cation, including newsletters, employee newspapers and intranet portals, are used to keep BMW Group employees fully up-to-date with the instruments and measures used by the Compliance Management System. The central communications channel is the compliance website within the BMW Group's intranet, where employees can find compliance- related information and training materials in both German and English. The website contains a special service area where various practical tools are made available to employees to help them deal with typical compliance-related situations. A group-wide com- munications campaign was implemented in 2018 to boost employee awareness of the importance of creating a culture of transparency and trust. Managers were the main focus of additional training on the topic of compliance culture, including how to be a good role model, management style and dealing with contradictions and crises. In addition to these communication measures, appro- priate IT systems also support BMW Group employees with the assessment, approval and documentation of compliance-relevant matters. The BMW Group also uses an IT-based Business Rela- tions Compliance programme aimed at ensuring the reliability of its business relations. Relevant business partners are checked and evaluated with a view to identifying potential compliance risks. These proce- dures are particularly relevant for relations with sales partners and service providers, such as agencies and consultants. Depending on the results of the evalua- tion, appropriate measures - such as communication measures, training and possible monitoring – are implemented to manage compliance risks. The IT system used to verify customer integrity has been expanded and has so far been introduced in 56 organisational units under enhanced anti-money laundering measures. Through the group-wide reporting system, compli- ance responsibles across all organisational units of the BMW Group report on compliance-relevant issues to the Compliance Committee on a regular basis, and, if necessary, also on an ad hoc basis. This includes reporting on the compliance status of the relevant organisational units, on identified legal risks and incidences of non-compliance, as well as on sanctions and corrective/preventative measures implemented. Compliance with and implementation of the com- pliance rules and processes are audited regularly by Corporate Audit and subjected to control checks by Corporate Security and the BMW Group Compli- ance Committee Office. As part of its regular activi- ties, Corporate Audit carries out on-site audits. The BMW Group Compliance Committee also engages Corporate Audit to perform compliance-specific checks. In addition, a BMW Group Compliance Spot Check, a sample test specifically designed to identify potential corruption risks, was carried out in 2018. Antitrust Compliance Validation was another new measure introduced in 2018 to identify and audit possible antitrust risks at the Company. Compliance control activities are coordinated by the BMW Group Panel Compliance Controls. Any necessary follow-up measures are organised by the BMW Group Compli- ance Committee Office. Managers, in particular, bear a high degree of respon- sibility and must set a good example with regard to preventing infringements. Managers throughout the BMW Group acknowledge this principle by signing a written declaration, in which they also undertake to inform staff working for them of the content and significance of the Legal Compliance Code, to convey the values it embodies and make employees aware of legal risks. Managers must, at regular intervals and on their own initiative, verify compliance with the law and communicate with staff on this issue. It is important to signal to employees that they take compliance risks seriously and that relevant infor- mation is extremely valuable. In their dealings with staff members, managers remain open to discussion and listen to differing opinions. Any indication of non-compliance with the law must be rigorously investigated. It is essential for compliance in the BMW Group that employees are aware of and comply with applicable legal regulations. The BMW Group does not toler- ate violations of the law by its employees. Culpable violations of the law result in employment-contract sanctions and may involve personal liability conse- quences for the employee involved. Employees also have the opportunity to submit infor- mation about possible breaches of the law within the Company anonymously and confidentially - via the BMW Group SpeakUP Line. The BMW Group SpeakUP Line is available in a total of 34 languages and can be reached via local toll-free numbers in all countries where BMW Group employees are engaged 227 The various elements of the BMW Group Compli- ance Management System are shown in the dia- gram on the previous page and are applicable to all BMW Group organisational units worldwide. The BMW Group Legal Compliance Code forms the core of the Group's Compliance Management System, spelling out the Board of Management's commitment to compliance as a joint responsibility ("tone from the top"). The Code also explains the significance of legal compliance and provides an overview of the various areas of relevance for the BMW Group. It is available both as a printed brochure in German and English and for download. In addition, trans- lations into 11 other languages are available in the BMW Group intranet. The decisions taken by the BMW Group Compliance Committee are drafted in concept and implemented operationally by the BMW Group Compliance Com- mittee Office. The BMW Group Compliance Commit- tee Office comprises 19 employees and is allocated in organisational terms to the Chairman of the Board of Management. pre- In the event of death or invalidity, special rules apply for early payment of performance cash plans and share- based remuneration components based on the target amounts. Insofar the service contract is prematurely terminated and the Company has an extraordinary right of termination, or if the Board member resigns without the Company's agreement, entitlements to amounts as yet unpaid relating to performance cash plans and share-based remuneration are forfeited. Other At the end of the holding period, Board members receive from the Company, as previously, for every three shares of common stock held, either one additional share of common stock or the cash equivalent, to be decided at the Company's discretion (matching component). Upper limits have been defined for both the invest- ment component and the matching component (see Overview of compensation system and compensation components). Members of the Board of Management receive a cash compensation (investment component) for the specific purpose of investment after tax and contributions in BMW AG common stock. For financial years from 2018 onwards, the investment component corresponds to 45% of the gross bonus. Shares of common stock pur- chased in this way by Board members are required to be held for a period of four years. Share-based remuneration Members of the Board of Management receive advance payments out of the Performance Cash Plan 2018 and the Performance Cash Plan 2019 in the years 2019 and 2020. At the end of evaluation period, the advance payment will be set off or refunded, depending on the amount then determined. The advance payment for each year is €0.5 million for a Board member in the first period of office and €0.6 million from the second period of office or the fourth year of mandate. For the Chairman of the Board of Management the amount is €0.9 million p.a. PCP FACTOR - Capped at 180% of target amount Cash payment at end of evaluation period CASH PAYMENT The BMW Group Compliance Committee Office is supported by local compliance functions, especially in connection with operational implementation of compliance topics. Installation of 77 local compliance functions was completed in 2018. Their activities follow a standardised management process with clearly defined tasks and responsibilities. The heads of these functions serve as the Compliance Officer for the respective organisational unit. Value between 0.9 and 1.1 area of responsibility - - - Status of compliance in each Board member's Trend in business development MULTI-YEAR PERFORMANCE FACTOR Measurement based on multi-year performance factor: - Value between 0 and 1.8 Group post-tax return on sales Based on Group net profit and Average earnings factor MULTI-YEAR EARNINGS FACTOR Individual contribution to profitability Forecast trend in business development Statement on Corporate Governance 3.3 Parameter/measurement base (273,688) 23,661 23,661 (-) (-) 51,812 80,987 (29,175) (29,175) 32,264 354,125 (186,278) (382,640) 1,632 1,632 (-) 29,002 222,771 (122,484) (193,769) 274,927 1,786,110 (800,435) (2,215,688) 1 The share-based remuneration component (matching component) for the financial year 2017 was calculated in accordance with the compensation system applicable for that year. Provisional number or provisional monetary value calculated on the basis of the closing price of BMW common stock in the Xetra trading system on 28 December 2018 (€70.70) (fair value at reporting date). 3 Member of the Board of Management until 24 July 2018. 4 Amount based on the revaluation of share price at balance sheet date. 5 Member of the Board of Management since 1 October 2018. * Disclosures for the previous year include amounts relating to a member of the Board of Management who left office with effect from the end of the financial year 2017. (162,436) 254,591 -19,0974 (43,131) Report Share-based component of the individual members of the Board of Management for the financial year 2018 (2017)¹ in € Harald Krüger Milagros Caiña Carreiro-Andree Markus Duesmann³ Klaus Fröhlich Pieter Nota Nicolas Peter Peter Schwarzenbauer Andreas Wendt5 Oliver Zipse Pension entitlements Total6 in accordance with HGB and IFRS Provision at 31.12.2018 in accordance with HGB and IFRS2 30,821 458,341 (54,038) (515,677) 46,218 268,257 (63,120) (303,169) 78,614 121,745 (41,001) Expense in 2018 in € Service cost in accordance with IFRS for the (350,000) (350,000) (1,757,459) (1,757,454) Peter Schwarzenbauer 353,119 356,382 2,188,161 2,188,159 (354,117) (357,918) (1,893,252) (1,893,216) Andreas Wendt² 2,004,567 132,500 1,886,766 1,886,766 Oliver Zipse 353,289 (-) 356,550 (-) (353,536) Total³ 2,754,201 (3,136,302) 2,298,444 (357,339) (2,071,748) (2,071,560) 2,775,150 19,703,788 19,703,287 (3,059,645) (21,987,289) (21,072,823) 2,298,405 Markus Duesmann4 617,548 (355,840) 620,741 (359,521) 132,500 → Compensation 2,004,567 353,119 Service cost in accordance with HGB for the financial year 2018' financial year 2018¹ Defined Benefit Obligation IFRS Defined Benefit Obligation HGB Harald Krüger Milagros Caiña Carreiro-Andree 504,831 (505,281) 354,224 (355,527) 509,486 5,753,913 (510,702) (5,558,607) 357,468 (359,275) (2,347,166) 5,753,776 (5,558,200) 2,561,031 2,560,943 (2,346,906) 356,382 Klaus Fröhlich 356,382 2,660,630 2,660,630 (353,136) (356,949) (2,373,842) (2,373,842) Pieter Nota 350,000 350,000 350,276 350,041 (-) Nicolas Peter 353,119 1,521,226 (1,020,053) Statement on Corporate Governance 233 8,222,822 (7,641,704) 10,350,938 4,657,922 (26,440,875) (5,288,173) 1,785,240 (3,339,888) 15,008,860 (31,729,048) 1 Remuneration for the financial year 2017 was paid in accordance with the compensation system applicable for that year, at which stage arrangements for base remuneration, variable remuneration and target amounts were structured differently. 2 New variable remuneration components from the financial year 2018. Payment to be made for the first time after the end of the first three-year evaluation period 2018 to 2020. 3 Provisional number or provisional monetary value calculated at grant date (date on which the entitlement became binding in law). The final number of matching shares is determined in each case when the requirement to invest in BMW AG common stock has been fulfilled. See note 41 to the Group Financial Statements for a description of the accounting treatment of the share-based remuneration component. 4 Value of benefits granted for work performed on the Board of Management during the financial year 2018 plus the amount falling due for payment in conjunction with a share-based remuneration component granted in a previous year and for which the holding period requirements were met. 5 Member of the Board of Management until 24 July 2018. 6 Member of the Board of Management since 1 October 2018. 7 Disclosures for the previous year include amounts relating to a member of the Board of Management who left office with effect from the end of the financial year 2017. For financial years from 2018 onwards, a new variable compensation component was introduced in the form of the Performance Cash Plan. The PCP is paid out after the end of the relevant three-year evaluation period. In the case of PCP for the financial year 2018, this covers the financial years 2018 to 2020. Due to the fact that the criteria for the evaluation period 2018 to 2020 have not yet been fully met, it is not included in variable compensation for the financial year 2018. The expense of the PCP for the financial year 2018 recognised in accordance with IAS 19 amounted to €5.3 million. An expense of €3.4 million (2017: €3.1 million) was recognised in the financial year 2018 for current mem- bers of the Board of Management for the period after the end of their service relationship. This relates to the expense for allocations to pension provisions in accordance with IAS 19. Total benefits paid to former members of the Board of Management and their surviving dependants for the financial year 2018 amounted to €9.2 million (2017: €6.7 million). This includes the above-mentioned payments to Mr Duesmann. Pension obligations to former members of the Board of Management and their surviving dependants are covered by pension provisions amounting to €91.0 million (2017: €90.1 million), recognised in accordance with IAS 19. Share-based compensation component (matching component)³ Compensation Total Total value of benefits allocated in financial year¹ Number Monetary value 1,981 (2,017) 171,158 (441,704) (7,200,000) 421,209 7,801,613 583,200 1,879,200 (900,000) (40,954) (940,954) (3,247,125) (649,440) (-) (3,896,565) Andreas Wendt6 200,000 13,029 213,029 275,400 5,376,110 123,930 (-) (-) Oliver Zipse 900,000 24,994 924,994 1,231,200 554,040 (750,000) (25,752) (775,752) (2,783,250) (556,638) Total' 399,330 5,293,109 (181,490) (8,382,730) 2,516,716 2,435,932 (1,008) (90,700) (4,272,838) (4,182,138) 1,181 102,038 (1,263) 277 (113,645) 21,645 2,983,015 (4,951,164) 2,941,756 (4,837,519) 634,004 80,784 612,359 1,045 (1,008) 9,087 (9,913) 90,288 2,800,522 (90,700) (4,206,340) 782,828 24,014,510 23,461,748 (891,973) (40,262,725) (39,608,356) 2,710,234 (4,115,640) Harald Krüger Milagros Caiña Carreiro-Andree Markus Duesmann5 Klaus Fröhlich Pieter Nota Nicolas Peter Peter Schwarzenbauer Andreas Wendt6 Oliver Zipse Total7 (-) 234 935 (-) (8,295,070) 1,181 102,038 3,006,202 2,985,294 (1,263) (113,645) (4,985,985) (4,915,446) 383 33,091 1,135,233 1,102,142 (1,083) (-) (97,448) (4,192,381) 1,100 95,040 2,988,273 2,893,233 (1,008) (90,700) (4,246,471) (4,155,771) 1,004 86,746 2,574,435 2,487,689 (-) (-) (4,289,829) 1,296,000 1,521,192 'Service cost differs due to the different valuation bases used to measure pension obligations for HGB purposes (expected settlement amount) and for IFRS purposes (present value of the performance-based pension obligation). 70,000 10,000 140,000 220,000 (70,000) (10,000) (140,000) (220,000) Robert W. Lane³ 26,532 2,000 53,065 81,597 (70,000) (8,000) (140,000) (218,000) Horst Lischka¹ 70,000 10,000 140,000 220,000 (70,000) (10,000) (140,000) (220,000) Willibald Löw¹ 70,000 10,000 Renate Köcher (220,000) (140,000) (10,000) 140,000 220,000 (70,000) (10,000) (140,000) (220,000) Heinrich Hiesinger 70,000 10,000 140,000 220,000 (44,785) (6,000) (89,570) 140,000 (140,355) 70,000 10,000 120,0004 200,000 (70,000) (10,000) (109,780) (189,780) Susanne Klatten 70,000 8,000 140,000 218,000 (70,000) Reinhard Hüttl 220,000 (70,000) (10,000) (70,000) (8,000) (140,000) (218,000) Werner Zierer¹ 70,000 10,000 140,000 220,000 (70,000) (10,000) (140,000) (220,000) Total5 218,000 1,820,188 3,620,377 5,628,565 (1,820,188) (188,000) (3,610,156) (5,618,344) 1 These employee representatives have - in line with the guidelines of the Deutscher Gewerkschaftsbund - requested that their remuneration be paid into the Hans Böckler-Stiftung. 2 Member of the Supervisory Board since 17 May 2018. 3 Member of the Supervisory Board until 17 May 2018. * Due to the requirements of his employer, Prof. Dr. Hüttl has waived his Supervisory Board compensation until further notice, to the extent that such compensation exceeds the amount of €200,000 (excluding value added tax) p.a. 5 Disclosures for the previous year include amounts relating to a member of the Supervisory Board who left office during the financial year 2017. 3. Other Apart from vehicle lease and financing contracts entered into on customary market conditions, no advances or loans were granted to members of the Board of Management and the Supervisory Board by BMW AG or its subsidiaries, nor were any contingent liabilities entered into on their behalf. 188,000 10,000 140,000 70,000 (140,000) (220,000) Simone Menne 70,000 8,000 140,000 218,000 (70,000) (8,000) (140,000) (218,000) Dominique Mohabeer¹ 70,000 10,000 8,000 140,000 (70,000) (10,000) (140,000) (220,000) Brigitte Rödig¹ 70,000 10,000 140,000 220,000 (70,000) (10,000) (140,000) (220,000) Jürgen Wechsler¹ 220,000 (1,018,857) 70,000 (220,000) Amount Proportion in % Amount Proportion in % 2.0 35.7 2.0 35.7 3.6 64.3 3.6 64.3 5.6 100.0 5.6 100.0 238 Statement on Corporate Governance →Compensation Report → Responsibility Statement by the Company's Legal Representatives Compensation of the individual members of the Supervisory Board for the financial year 2018 (2017) Fixed Variable in € compensation Attendance fee compensation Total 2017 2018 compensation or benefits from the BMW Group for advisory or agency services personally rendered. any further ² Member of the Board of Management since 1 October 2018. 3 Disclosures for the previous year include amounts relating to a member of the Board of Management who left office with effect from the end of the financial year 2017. * Member of the Board of Management until 24 July 2018. 235 236 Statement on Corporate Governance → Compensation Report 2. Supervisory Board compensation Responsibilities, provisions of Articles of Incorporation The compensation of the Supervisory Board is specified either by a resolution of the shareholders at the Annual General Meeting or in the Articles of Incorporation. The compensation provisions valid for the financial year under report were resolved by shareholders at the Annual General Meeting on 14 May 2013 and are set out in Article 15 of BMW AG's Articles of Incor- poration, which are available at → www.bmwgroup.com within the section "Company" (menu items "Company Portrait" and "Corporate Governance") as well as in "BMW Group Download Centre”. Compensation principles, compensation components The Supervisory Board of BMW AG receives a fixed compensation component as well as an earnings-related compensation component, which is oriented toward sustainable growth. The earnings-related component is based on average earnings per share of common stock for the remuneration year and the two preceding financial years. The fixed and earnings-related components in combi- nation are intended to ensure that the compensation of Supervisory Board members is appropriate in relation to the tasks of Supervisory Board members and the Company's financial condition and also takes account of the Company's performance over several years. Norbert Reithofer (Chairman) In accordance with the Articles of Incorporation, each member of BMW AG's Supervisory Board receives, in addition to the reimbursement of reasonable expenses, a fixed amount of €70,000, payable at the end of the year, as well as earnings-related compensation of €170 for each full €0.01 by which the average amount of (undiluted) earnings per share (EPS) of common stock reported in the Group Financial Statements for the remuneration year and the two preceding financial years exceed a minimum amount of €2.00, pay- able after the Annual General Meeting held in the following year. An upper limit corresponding to twice the amount of the fixed compensation is in place for the earnings-related compensation. The limit for a member of the Supervisory Board with no additional compensation-relevant function is therefore set at €140,000. The German Corporate Governance Code also recom- mends in section 5.4.6 paragraph 1 sentence 2 that the exercising of chair and deputy chair positions in the Supervisory Board as well the chair and member- ship of committees should also be considered in the compensation. Accordingly, the Articles of Incorporation of BMW AG stipulate that the Chairman of the Supervisory Board shall receive three times the amount and each Deputy Chairman shall receive twice the amount of the remu- neration of a Supervisory Board member. Each chairman of the Supervisory Board's committees receives twice the amount and each member of a committee receives one-and-a-half times the amount of the remuneration of a Supervisory Board member, provided the relevant committee convened for meetings on at least three days during the financial year. If a member of the Supervisory Board exercises more than one of the functions referred to above, the compensation is measured only on the basis of the function that is remunerated with the highest amount. In addition, each member of the Supervisory Board receives an attendance fee of €2,000 for each full meeting of the Supervisory Board (Plenum) which the member has attended, payable at the end of the financial year. Attendance at more than one meeting on the same day is not remunerated separately. The Company also reimburses to each member of the Supervisory Board reasonable expenses and any value- added tax arising on the member's remuneration. The amounts disclosed below are net amounts. In order to perform his duties, the Chairman of the Supervisory Board has the use of an office, with administrative support, as well as access to the BMW car service. Total compensation of the Supervisory Board for the financial year 2018 In accordance with Article 15 of the Articles of Incor- poration, the compensation of the Supervisory Board for activities during the financial year 2018 totalled €5.6 million (2017: €5.6 million). This includes fixed compensation of €2.0 million (2017: €2.0 million) and variable compensation of €3.6 million (2017: €3.6 million). The earnings-related compensation for the financial year 2018 was capped at the maximum amount stipulated in the Articles of Incorporation. 237 in € million Fixed compensation Variable compensation Total compensation Supervisory Board members did not receive With fixed compensation elements and an earnings- related compensation component oriented toward sustainable growth, the compensation structure in place for BMW AG's Supervisory Board complies with the recommendation on supervisory board compensa- tion contained in section 5.4.6 paragraph 2 sentence 2 of the German Corporate Governance Code, in the version dated 7 February 2017. 210,000 10,000 420,000 10,000 280,000 430,000 (140,000) (10,000) (280,000) (430,000) Christiane Benner¹ 70,000 8,000 140,000 218,000 (70,000) (6,000) 140,000 (140,000) Kurt Bock2 43,656 8,000 87,312 138,968 (-) Franz Haniel 70,000 8,000 140,000 218,000 (70,000) (10,000) (140,000) (216,000) Ralf Hattler Karl-Ludwig Kley (Deputy Chairman) (280,000) 640,000 (210,000) (10,000) (420,000) (640,000) Manfred Schoch (Deputy Chairman)¹ 140,000 10,000 280,000 430,000 (140,000) (10,000) (280,000) (430,000) (430,000) Stefan Quandt (Deputy Chairman) 10,000 280,000 430,000 (140,000) (10,000) (280,000) (430,000) Stefan Schmid (Deputy Chairman)¹ 140,000 8,000 280,000 428,000 (140,000) (10,000) 140,000 Component 1,001,777 950,000 The Supervisory Board has stipulated upper limits for all variable remuneration components and for the remuneration of Board of Management members in total. The upper limits are shown in the table Over- view of compensation system and compensation components. The overall upper limits (caps) have not changed in conjunction with the revised compensa- tion system for financial years from 2018 onwards. Total compensation of the Board of Management for the financial year 2018 (2017) The total compensation of the current members of the Board of Management of BMW AG for the financial year 2018 amounted to €24.0 million (2017: €40.3 mil- lion), of which €8.2 million (2017: €7.7 million) relates to fixed components including other remuneration. Variable components amounted to €15.0 million (2017: €31.7 million) and the share-based remuneration com- ponent amounted to €0.8 million (2017: €0.9 million). 231 2018 2017 in € million Amount Proportion in % Amount Proportion in % No commitments or agreements exist for payment of compensation in the event of early termination of a Board member's mandate due to a change of control or a takeover offer. No members of the Board of Manage- ment received any payments or relevant commitment from third parties in 2018 on account of their activities as members of the Board of Management. Fixed compensation 8.2 34.2 7.7 19.1 15.0 62.5 31.7 78.7 Share-based compensation component* 0.8 0.9 Variable cash compensation In accordance with the recommendation of the German Corporate Governance Code, Board of Management service contracts provide for severance pay to be paid to the Board member in the event of premature ter- mination by the Company without important reason, the amount of which is limited to a maximum of two years' compensation (severance payment cap). If the remaining term of the contract is less than two years, the severance payment is reduced proportionately. For these purposes, annual compensation comprises the basic remuneration, the target bonus amount and the target PCP amount for the last full financial year before termination. contract for the financial years 2019 and 2020 amounts to €3.0 million. Termination benefits on premature termination of Board activities, benefits paid by third parties Mr Duesmann left the Board of Management Board at the end of 24 July 2018 and was released from his duties for the remaining term of his service contract (until the end of 30 September 2019), with remunera- tion continuing to be paid until that date. For the period from 25 July 2018 to 31 December 2018, he received a base remuneration of €0.348 million and other remuneration of €0.015 million. The bonus for this period amounts to €0.324 million, the proportion- ate cash remuneration component of the share-based remuneration programme (investment component) amounts to €0.146 million. The proportionate share- based remuneration component of the share-based remuneration programme (matching component) has a provisional monetary value of €0.025 million; the provisional number of matching shares is 295 (calculated in each case at the grant date). The final number of matching shares is determined when the requirement to invest in BMW AG common stock has been fulfilled. The Company paid a proportionate pen- sion contribution of €0.152 million. The base remu- neration from 1 January 2019 to 30 September 2019 amounts to €0.6 million. The pension contribution for this period amounts to €0.263 million. The expense for these and other entitlements relating to the service 7 344,500 4,925,000 1,800,000 1,710,000 810,000 405,000 5,500,000 3,240,000 2,880,000 1,458,000 729,000 9,850,000 *Including base salary, other fixed remuneration elements and pension contribution. The overall cap is lower than the sum of the maximum amounts for each of the individual components. Retirement benefits With effect from 1 January 2010, the provision of retire- ment benefits for members of the Board of Management was changed to a defined contribution system with a guaranteed minimum return. Retirement benefits remain unchanged as part of the new compensation system applicable for financial years from 2018 onwards, as they are appropriate and in line with customary market practice. If a mandate is terminated, the defined contribution system provides, in the case of death or invalidity, for amounts accumulated on individual pension accounts to be paid out as a one-off amount or in instalments. Former members of the Board of Management are entitled to receive the retirement benefit at the earliest upon reaching the age of 60, or in the case of entitle- ments awarded after 1 January 2012, upon reaching the age of 62. The amount of the benefits to be paid is determined on the basis of the amount accrued in each Board member's individual pension savings account. The amount on this account results from annual contri- butions paid in, plus interest earned depending on the type of investment. If a member of the Board of Management with a vested entitlement dies prior to the commencement of benefit payments, a surviving spouse or registered partner, or otherwise surviving children - in the latter case depending on their age and education - are entitled to receive benefits as surviving dependants. In the case of death or invalidity, a minimum benefit is payable based on the number of contributions possible up to the age of 60 (subject to maximum of ten contributions). The annual contribution paid by the Company is €350,000 for a Board member and €500,000 for the Chairman of the Board of Management. The guaran- teed minimum rate of return p.a. corresponds to the maximum interest rate used to calculate insurance reserves for life insurance policies (guaranteed interest on life insurance policies). When granting pension entitlements, the Supervisory Board considers the targeted level of pension provision in each case as well as the resulting expense for the BMW Group. Contributions falling due under the defined con- tribution model are paid into an external fund in conjunction with a trust model that is also used to fund pension obligations to employees. Income earned on an employed or a self-employed basis up to the age of 63 may be offset against instal- ment payments. In addition, certain circumstances have been specified, in the event of which the Com- pany no longer has any obligation to pay benefits. Transitional payments are not provided. In the event of the death of a member of the Board of Management during the service contract term, the base remuneration for the month of death and a maximum of three further calendar months are paid to entitled surviving dependants. Board of Management members who retire imme- diately after their service on the Board are entitled to acquire vehicles and other BMW Group products and services at conditions that also apply to BMW pensioners and to lease BMW Group vehicles in accordance with the guidelines applicable to senior heads of departments. Retired Chairmen of the Board of Management are entitled to use a BMW Group vehicle as a company car on a similar basis to senior heads of departments, and depending on availability and against payment, use BMW chauffeur services. 2.2 688,500 Total compensation 100.0 (21,464) (1,521,464) (5,566,500) (1,113,276) (6,679,776) Milagros Caiña Carreiro-Andree 950,000 74,964 1,024,964 1,296,000 583,200 (1,500,000) 1,879,200 (75,775) (975,775) (3,247,125) (649,440) (3,896,565) Markus Duesmann5 451,613 41,039 492,652 420,338 51,777 (900,000) 3,382,560 1,049,760 2,332,800 40.3 100.0 *Matching component; provisional number or provisional monetary value calculated at grant date (date on which the entitlement became binding in law). The final number of matching shares is determined in each case when the requirement to invest in BMW AG common stock has been fulfilled. 232 Statement on Corporate Governance → Compensation Report Compensation of the individual members of the Board of Management for the financial year 2018 (2017)¹ Fixed compensation in € or number of matching shares Base salary Other compensation Total Bonus Variable cash compensation Share-based compensation component (invest- ment component) Performance Cash Plan 2018-2020² Total Harald Krüger 1,800,000 22,392 1,822,392 24.0 1,530,000 Remuneration caps Total* (65,883) (750,000) 1,879,200 583,200 1,296,000 1,014,033 64,033 950,000 Klaus Fröhlich (3,339,913) (556,663) (2,783,250) (852,468) (102,468) (750,000) 609,490 189,152 VARIABLE REMUNERATION Performance Cash Plan a) Multi-year earnings factor b) Multi-year performance factor Share-based remuneration programme a) Cash remuneration component (investment component) b) Share-based remuneration component (matching component) Target amount p.a. (at 100% target achievement): - (815,883) | | | | (2,783,250) (3,339,888) Peter Schwarzenbauer 1,597,320 (3,339,888) (556,638) (2,783,250) (842,250) (92,250) (750,000) 495,720 1,101,600 838,612 38,612 800,000 Nicolas Peter (-) (-) (-) (-) (-) 1,597,320 495,720 1,101,600 890,369 90,369 800,000 1,530,000 (556,638) - Pieter Nota - 230 Statement on Corporate Governance → Compensation Report Overview of compensation system and compensation components onwards RETIREMENT AND SURVIVING DEPENDANTS' BENEFITS Model Defined contribution system with guaranteed minimum rate of return Principal features Pension based on amounts credited to individual savings accounts for contributions paid and interest earned, various forms of disbursement Pension contributions p. a.: Member of the Board of Management: €350,000 Chairman of the Board of Management: €500,000 in € p.a. Member of the Board of Management in the first period of office Member of the Board of Management in the second period of office or from fourth year of mandate Chairman of the Board of Management Bonus Performance Cash Plan Cash compen- sation for share acquisition Share-based compensation programme Monetary value | || of matching component 229 Contractual agreement, main points: non-cash benefits from use of Company car, insurance premiums, contributions towards security systems REMUNERATION CAPS (MAXIMUM REMUNERATION) Maximum remuneration, see section Remuneration caps €0.85 million (1st period of office) €0.95 million (from 2nd period of office or 4th year of mandate) €1.6 million (Chairman of the Board of Management) OTHER REMUNERATION 3-year evaluation period Capped at 180% of target amount, see section Remuneration caps Formula: PCP factor xtarget amount PCP factor: multi-year earnings factor x multi-year performance factor PCP factor may not exceed 1.8 and Group post-tax return on sale Earnings factor for each year may not exceed 1.8 Average for evaluation period calculated Determined by Supervisory Board at end of evaluation period Criteria include in particular the trend in business development during the evaluation Earnings factor for each year of three-year evaluation period derived from Group net profit period, the forecast trend in business development, individual contribution to profitability and the status of compliance within the Board member's area of responsibility Multi-year performance factor can be between 0.9 and 1.1 Requirement for Board of Management members to invest an amount of 45% of the gross bonus after tax and contributions in BMW AG common stock Requirement for Board of Management members to hold the acquired shares of common stock for four years Earmarked cash remuneration amounting to 45% of the gross bonus Cash remuneration p.a. at 100% target achievement of the bonus: €0.3825 million (1st period of office) €0.45 million (from 2nd period of office or 4th year of mandate) €0.81 million (Chairman of the Board of Management) Once the four-year holding period requirement is fulfilled, Board of Management mem- bers receive for each three common stock shares held either - at the Company's option - one further share of common stock or the equivalent amount in cash Maximum remuneration, see section Remuneration caps note 25. Valuation of receivables from sales financing Please refer to note 4 "accounting policies as well as assumptions, judgements and estimates" in the notes to the consolidated financial statements, for "Receivables from sales financing" please refer to The methods and processes for determining the expected residual values of the leased products under- lying the valuation are appropriate. The assumptions and parameters incorporated in the forecast model for the residual value are appropriate as a whole. Our observations research institutes. We ensured the computational accuracy of the forecast values by verifying key cal- culation steps. By means of inquiries, inspecting internal calcula- tion methods and analysing the disposal proceeds of vehicles, among other methods, we obtained an understanding of the development of leased products, the underlying residual value risks and business pro- cesses for the identification, management, monitoring and measurement of residual value risks. The key estimated value for the purposes of subse- quent measurement is the expected residual value at the end of the lease term. We reviewed the appropriateness and effectiveness of the internal control system, particularly in relation to the determination of expected residual values. This included the audit of the compliance of the relevant IT systems as well as the interfaces implemented therein by our IT specialists. The estimation of future residual values is subject to judgement and is complex due to the large number of assumptions to be made and the amount of data incorporated in the determination. For the residual value forecasts, BMW Group uses internally avail- able data on historical values, current market data as well as forecasts from external market research institutes. Our audit approach There is a risk for the financial statements that the residual values expected for the end of the lease terms are not appropriately assessed and the impairment losses or reversal of impairment losses required for the leased products are not recognised in sufficient amounts. The financial statement risk In addition, we evaluated the appropriateness of the forecasting methods, the model assumptions as well as the parameters used for the determination of the residual values based on the validations carried out by BMW Group. For this purpose, we inquired with BMW Group's experts responsible for the management and monitoring of residual value risks and inspected the internal analysis on residual value developments and residual value forecasts as well as the validation results. Furthermore, we evaluated the processes for processing external forecast values from market BMW Group offers end customers, dealerships and importers various financing models for vehicles and other assets. In this regard, current and non- current receivables from sales financing totalling EUR 86,783 million were recognised as at the reporting date. Impairment losses amounting to EUR 1,032 mil- lion were recognised on these receivables as at the reporting date. A key component of our audit was to assess the appropriateness of the risk classification procedures, transfer between stages and the risk provisioning parameters used, which are derived based on histori- cal default probabilities and loss given default by taking account of the anticipated effects of future trends in relevant macroeconomic criteria. We also analysed the validations of parameters that are reg- ularly conducted. To assess the default risk, we also used purposive sampling of individual cases to verify that the attributes for assignment to the respective risk categories were suitably available and the impair- ment losses had been calculated using the parameters defined for these risk categories. In addition we assessed loans for correct risk classification based on random samples. There is a risk for the financial statements that the creditworthiness of dealerships, importers and end customers is assessed incorrectly, the risk provisioning parameters are derived incorrectly and an impairment loss required on receivables from sales financing is not recognised or not recognised in a sufficient amount. 241 242 Statement on Corporate Governance → Independent Auditor's Report Our audit approach By means of inquiries, inspecting internal calculation methods and analysis, among other methods, we obtained a comprehensive understanding of the development of credit portfolios, the associated counterparty-related risks and the business processes for the identification, management, monitoring and measurement of counterparty credit risks. We also assessed the methodology for determining the expected loss on a yearly basis or for the remaining term to maturity, default rates and the credit expo- sure in the event of default and for determining and presenting the 'transfer between stages' of receivables based on significant changes in the credit risk of a borrower. We also audited the appropriateness and effectiveness of the internal control system in relation to the risk classification procedures as well as the derivation of the significant rise in credit risk from changes in risk classification. In addition, we evaluated the relevant IT systems and internal processes. The audit included a review by our IT specialists of the appropriateness of the systems concerned and associated interfaces to ensure the completeness of data as well as the audit of automated controls for data processing. Our observations The risk provisioning methodology, internal processes and the assumptions and risk parameters used for the determination of receivables from sales financing are suitable for the early identification of credit risks and determining impairment losses in accordance with the applicable financial reporting standards. Valuation of provisions for statutory and non-statutory warranty obligations and product guarantees BMW Group leases vehicles to end customers as part of operating leases. As at the reporting date, the value of leased products amounted to EUR 38,572 million. Please refer to note 4 "accounting policies as well as assumptions, judgements and estimates" in the notes to the consolidated financial statements, for "Other provisions" please refer to note 33. Impairment losses have been determined on the basis of expected credit losses since financial year 2018. This method takes into account probabilities of default and loss given default, estimates of the amount receiv- able in the event of default, setting criteria for the transfer between stages for determining a significant change in the default risk of borrowers, assumptions on future cash flows and macroeconomic scenarios, the determination of which is subject to considerable judgement and estimation uncertainties in each case. The financial statement risk Harald Krüger Valuation of residual values of leased products The financial statement risk RESPONSIBILITY STATEMENT BY THE COMPANY'S LEGAL REPRESENTATIVES Statement pursuant to § 117 No. 1 of the Securities Trading Act (WpHG) in conjunction with § 297 (2) sentence 4 and § 315 (1) sentence 5 of the German Commercial Code (HGB) "To the best of our knowledge, and in accordance with the applicable reporting principles, the Consolidated Financial Statements give a true and fair view of the assets, liabilities, financial position and profit of the Group, and the Group Management Report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group." Munich, 19 February 2019 Bayerische Motoren Werke Aktiengesellschaft The Board of Management Milagros Caiña Carreiro-Andree Klaus Fröhlich Pieter Nota Dr. Nicolas Peter Peter Schwarzenbauer Dr.-Ing. Andreas Wendt Oliver Zipse 239 240 Please refer to note 4 "accounting policies as well as assumptions, judgements and estimates" in the notes to the consolidated financial statements, for "Leased products" please refer to note 23. Statement on Corporate Governance INDEPENDENT AUDITOR'S REPORT To Bayerische Motoren Werke Aktiengesellschaft, Munich Report on the Audit of the Consoli- dated Financial Statements and of the Group Management Report Opinions We have audited the consolidated financial statements of Bayerische Motoren Werke Aktiengesellschaft, Munich, and its subsidiaries (the Group or BMW Group), which comprise the consolidated balance sheet as at 31 December 2018, and the consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the finan- cial year from 1 January to 31 December 2018, and notes to the consolidated financial statements, includ- ing a summary of significant accounting policies. In addition, we have audited the combined management report of Bayerische Motoren Werke Aktiengesellschaft (hereinafter referred to as the "group management report”) for the financial year from 1 January to 31 December 2018. In accordance with German legal requirements we have not audited the content of the corporate governance statement which is included in the section “Corporate Governance Statement (Section 289f HGB)" of the group management report. In our opinion, on the basis of the knowledge obtained in the audit, the accompanying consolidated financial state- ments comply, in all material respects, with the IFRSS as adopted by the EU, and the additional requirements of German commercial law pursu- ant to Section 315e (1) HGB [Handelsgesetz- buch: German Commercial Code] and, in com- pliance with these requirements, give a true and fair view of the assets, liabilities, and finan- cial position of the Group as at 31 December 2018, and of its financial performance for the financial year from 1 January to 31 Decem- ber 2018, and the accompanying group management report as a whole provides an appropriate view of the Group's position. In all material respects, this group management report is consistent with the consolidated financial statements, complies with German legal requirements and appro- priately presents the opportunities and risks of future development. Our opinion on the group management report does not cover the content of the corporate governance statement men- tioned above. Pursuant to Section 322 (3) sentence 1 HGB, we declare that our audit has not led to any reservations relating to the legal compliance of the consolidated financial statements and of the group management report. Basis for the Opinions We conducted our audit of the consolidated financial statements and of the group management report in accordance with Section 317 HGB and EU Audit Regulation No 537/2014 (referred to subsequently as "EU Audit Regulation") and in compliance with German Generally Accepted Standards for Financial Statement Audits promulgated by the Institut der Wirtschaftsprüfer (IDW) [Institute of Public Audi- tors in Germany]. Our responsibilities under those requirements and principles are further described in the "Auditor's Responsibilities for the Audit of the Consolidated Financial Statements and of the Group Management Report" section of our auditor's report. We are independent of the group entities in accordance with the requirements of European law and German commercial and professional law, and we have fulfilled our other German professional respon- sibilities in accordance with these requirements. In addition, in accordance with Article 10 (2) (f) of the EU Audit Regulation, we declare that we have not provided non-audit services prohibited under Article 5 (1) of the EU Audit Regulation. We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinions on the consolidated financial statements and on the group management report. Key Audit Matters in the Audit of the Consolidated Financial Statements Key audit matters are those matters that, in our pro- fessional judgement, were of most significance in our audit of the consolidated financial statements for the financial year from 1 January to 31 December 2018. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on these matters. → Independent Auditor's Report Provisions for statutory and non-statutory warranty obligations and product guarantees are included in the consolidated financial statements of BMW Group as a significant component in ‘Other provisions'. The provisions for statutory and non-statutory warranty obligations and product guarantees amounted to EUR 5,158 million as at 31 December 2018. Furthermore, management is responsible for the preparation of the group management report that, as a whole, provides an appropriate view of the Group's position and is, in all material respects, con- sistent with the consolidated financial statements, complies with German legal requirements, and appropriately presents the opportunities and risks of future development. In addition, management is responsible for such arrangements and measures (systems) as they have considered necessary to ena- ble the preparation of a group management report that is in accordance with the applicable German legal requirements, and to be able to provide suffi- cient appropriate evidence for the assertions in the group management report. There is a risk for the financial statements that the valuation of provisions for statutory and non-statutory warranty obligations and product guarantees is not appropriate. Capital expenditure (excluding capitalised development costs) Capital expenditure ratio (capital expenditure/revenues) Equity Equity ratio Non-current provisions and liabilities Current provisions and liabilities Balance sheet total € million 125,442 121,964 121,671 110,343 Current assets € million 73,542 66,864 61,831 € million 5,029 4,688 3,731 3,826 % 5.2 4.8 4.0 83,538 Non-current assets BALANCE SHEET 6,396 9,815 10,675 9,665 9,224 Return on sales (earnings before tax/revenues) % 10.1 10.9 10.3 10.0 Income taxes € million 2,575 2,000 2,755 2,828 Effective tax rate % 26.2 18.7 28.5 30.7 Net profit for the year € million 7,207 8,675 6,910 4.2 € million 58,088 54,107 2,713 4,459 5,792 5,404 PERSONNEL Workforce at year-end³ Personnel cost per employee DIVIDEND Dividend total Dividend per share of common stock/preferred stock 1 Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. ² Excluding Husqvarna, deliveries up to 2013: 59,776 units; production up to 2013: 59,426 units. € 134,682 101,178 129,932 100,760 124,729 99,575 122,244 97,136 € million € 2,303 3.504/3.524 2,630 4.00/4.02 2,300 3.50/3.52 2,102 3.20/3.22 3 Figures exclude dormant employment contracts, employees in the non-work phases of pre-retirement part-time arrangements and low wage earners. 4 Proposal by management. € million € million Free cash flow Automotive segment 7,880 47,363 42,764 % 27.8 27.7 25.1 24.8 € million 79,983 69,634 73,183 63,819 € million 70,909 71,765 67,989 65,591 € million 208,980 195,506 188,535 172,174 CASH FLOW STATEMENT Cash and cash equivalents at balance sheet date € million 10,979 9,039 6,122 Earnings before tax 9,593 9,386 evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the con- solidated financial statements present the under- lying transactions and events in a manner that the consolidated financial statements give a true and fair view of the assets, liabilities, financial position and financial performance of the Group in compliance with IFRSS as adopted by the EU and the additional requirements of German com- mercial law pursuant to Section 315e (1) HGB. obtain sufficient appropriate audit evidence re- garding the financial information of the entities or business activities within the Group to express opinions on the consolidated financial state- ments and on the group management report. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our opinions. evaluate the consistency of the group manage- ment report with the consolidated financial statements, its conformity with [German] law, and the view of the Group's position it provides. - perform audit procedures on the prospective in- formation presented by management in the group management report. On the basis of suf- ficient appropriate audit evidence we evaluate, in particular, the significant assumptions used by management as a basis for the prospective information, and evaluate the proper derivation of the prospective information from these as- sumptions. We do not express a separate opin- ion on the prospective information and on the assumptions used as a basis. There is a substan- tial unavoidable risk that future events will dif- fer materially from the prospective information. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal con- trol that we identify during our audit. We also provide those charged with governance with a statement that we have complied with the relevant independence requirements, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, the related safeguards. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consoli- dated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter. 245 246 Statement on Corporate Governance → Independent Auditor's Report Other Legal and Regulatory Requirements Further Information pursuant to Article 10 of the EU Audit Regulation We were elected as group auditor for the financial year from 1 January to 31 December 2018 at the annual general meeting on 17 May 2018. We were engaged by the Audit Committee of the Supervisory Board on 7 June 2018. Taking into account the transitional provisions of Article 41 (2) of the EU Audit Regula- tion, we have been the group auditor of Bayerische Motoren Werke Aktiengesellschaft for more than 30 consecutive years. We declare that the opinions expressed in this audi- tor's report are consistent with the additional report to the Audit Committee pursuant to Article 11 of the EU Audit Regulation (long-form audit report). German Public Auditor Responsible for the Engagement The German Public Auditor responsible for the engagement is Mr Andreas Feege. Munich, 27 February 2019 KPMG AG Wirtschaftsprüfungsgesellschaft Sailer Wirtschaftsprüfer [German Public Auditor] Feege Wirtschaftsprüfer [German Public Auditor] OTHER INFORMATION →Page 248 BMW Group Ten-year Comparison conclude on the appropriateness of manage- ment's use of the going concern basis of account- ing and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a go- ing concern. If we conclude that a material un- certainty exists, we are required to draw attention in the auditor's report to the related disclosures in the consolidated financial statements and in the group management report or, if such disclo- sures are inadequate, to modify our respective opinions. Our conclusions are based on the au- dit evidence obtained up to the date of our audi- tor's report. However, future events or condi- tions may cause the Group to cease to be able to continue as a going concern. →Page 250 Glossary - Explanation of Key Figures evaluate the appropriateness of accounting poli- cies used by management and the reason- ableness of estimates made by management and related disclosures. identify and assess the risks of material misstate- ment of the consolidated financial statements and of the group management report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropri- ate to provide a basis for our opinions. The risk of not detecting a material misstatement result- ing from fraud is higher than for one resulting from error, as fraud may involve collusion, for- gery, intentional omissions, misrepresentations, or the override of internal controls. Our audit approach In order to evaluate the appropriateness of the valuation method used for the determination of the provisions for statutory and non-statutory warranty obligations and product guarantees including the assumptions and parameters, through discussions with the departments responsible, we primarily obtained an understanding of the process for deter- mining the assumptions and parameters. We audited the appropriateness and effectiveness of controls to determine the assumptions and parameters. With the involvement of our IT specialists, we reviewed the IT systems utilised to verify their appropriateness. We compared the amount of provisions from the prior year with expenses selected according to risk and which actually arose for damage claims, as well as with technical measures, in order to arrive at a conclusion on the forecast accuracy. Based on a deliberate sample of vehicle models, the computational accuracy of the valuation model used across the Group including a tool for rate- based planning was verified with the support of our actuaries. The measurement parameters included therein, such as cost components, were reconciled with actual costs. We evaluated the assumptions concerning the extent to which the historical values are representative for the expected damage sus- ceptibility, for the expected value of damage per vehicle in terms of material and labour cost and for the anticipated claim. Our observations The method for the valuation of provisions for statutory and non-statutory warranty obligations and product guarantees is appropriate and has been applied consistently. The measurement parameters and assumptions applied are appropriate as a whole. Other Information Management is responsible for the other information. The other information comprises: - the corporate governance statement and the remaining parts of the annual report, with the exception of the audited consolidated finan- cial statements and group management report and our auditor's report. Our opinions on the consolidated financial statements and on the group management report do not cover the other information, and consequently we do not express an opinion or any other form of assurance conclusion thereon. In connection with our audit, our responsibility is to read the other information and, in so doing, to consider whether the other information is materially inconsistent with the consolidated financial statements, with the group manage- ment report or our knowledge obtained in the audit, or otherwise appears to be materially misstated. 243 244 Statement on Corporate Governance → Independent Auditor's Report Responsibilities of Management and the Supervisory Board for the Consolidated Financial Statements and the Group Management Report Management is responsible for the preparation of consolidated financial statements that comply, in all material respects, with IFRSS as adopted by the EU and the additional requirements of German commercial law pursuant to Section 315e (1) HGB and that the consolidated financial statements, in compliance with these requirements, give a true and fair view of the assets, liabilities, financial position, and financial performance of the Group. In addition, management is responsible for such internal control as they have determined necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. In preparing the consolidated financial statements, management is responsible for assessing the Group's ability to continue as a going concern. They also have the responsibility for disclosing, as applicable, matters related to going concern. In addition, they are responsible for financial reporting based on the going concern basis of accounting unless there is an intention to liquidate the Group or to cease operations, or there is no realistic alternative but to do so. The Supervisory Board is responsible for overseeing the Group's financial reporting process for the prepa- ration of the consolidated financial statements and of the group management report. Auditor's Responsibilities for the Audit of the Consolidated Financial Statements and of the Group Management Report Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and whether the group management report as a whole provides an appropriate view of the Group's position and, in all material respects, is consistent with the consolidated financial statements and the knowledge obtained in the audit, complies with the German legal require- ments and appropriately presents the opportunities and risks of future development, as well as to issue an auditor's report that includes our opinions on the consolidated financial statements and on the group management report. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Section 317 HGB and the EU Audit Regulation and in compliance with German Generally Accepted Standards for Financial Statement Audits promulgated by the Institut der Wirtschaftsprüfer (IDW) will always detect a material misstatement. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements and this group management report. We exercise professional judgement and maintain professional scepticism throughout the audit. We also: obtain an understanding of internal control relevant to the audit of the consolidated finan- cial statements and of arrangements and meas- ures (systems) relevant to the audit of the group management report in order to design audit procedures that are appropriate in the circum- stances, but not for the purpose of expressing an opinion on the effectiveness of these systems. BMW Group is responsible for the legally prescribed product liability and the warranty in the respective sales market. Moreover, additional warranties are granted to differing extents. In order to assess the liabilities arising from warranty, guarantee and goodwill for vehicles sold, information on the type and volume of damages arising and on remedial measures is recorded and evaluated at vehicle model level. The expected amount of obligations arising from warranty claims is extrapolated from costs of the past and provided for. For specific or anticipated individual circumstances, for example recalls, addi- tional provisions are set aside provided they have not already been taken into account. The determination of provisions is associated with unavoidable estimation uncertainties, is complex and is subject to a high degree of risk of change, depending on factors such as detected deficiencies becoming known and claims made by vehicle owners. →Page 252 Index → Page 255 Financial Calendar 2,359,756 2,279,503 145,555 151,004 FINANCIAL SERVICES Contract portfolio contracts Business volume (based on balance sheet carrying amounts) € million 5,235,207 133,210 5,380,785 124,719 123,394 5,114,906 4,718,970 111,191 INCOME STATEMENT Revenues € million 97,480 98,282 94,163 92,175 Gross profit margin % 19.0 20.3 19.9 19.7 Earnings before financial result € million 9,121 9,899 2,505,741 185,682 → Page 254 Index of Graphs 2,541,534 162,687 2,490,664 2,463,526 2,367,603 2,247,485 165,566 164,153 145,032 136,963 →Page 256 Contacts 5 5 Other Information Ten-year Comparison Glossary- Explanation of Key Figures Index Index of Graphs Financial Calendar Contacts 248 Other Information → BMW Group Ten-year Comparison BMW GROUP TEN-YEAR COMPARISON DELIVERIES Automobiles Motorcycles² PRODUCTION VOLUME Automobiles Motorcycles² 2018 20171 2016 2015 units units units units A measure of the potential maximum loss in value of an item during a set time period, based on a specified probability. Gross margin 1.30/1.32 56,844 62,009 67,013 74,425 81,305 86,193 97,959 210 3,243 4,907 5,111 5,329 5,817 49.2 33.1 33.5 34.5 32.5 33.2 203 1,610 2,476 2,692 2,564 2,890 52,184 0.8 50,530 43,151 19.5 21.7 22.0 23.2 25.7 24.2 19,915 23,930 27,103 30,606 35,600 37,437 4.7 3.8 4.0 5.4 6.5 5.7 2,383 2,312 2,720 4,151 4,967 4,601 39,944 49,004 8.0 10.7 10.2 66,233 75,245 80,974 84,347 96,390 Contract portfolio 3,085,946 3,190,353 3,592,093 3,846,364 4,130,002 4,359,572 FINANCIAL SERVICES Motorcycles² Automobiles PRODUCTION VOLUME Motorcycles² Automobiles DELIVERIES 1,258,417 82,631 1,481,253 99,236 1,738,160 110,360 2,006,366 1,861,826 110,127 113,811 2,165,566 133,615 1,286,310 87,306 61,202 Business volume (based on balance sheet carrying amounts) INCOME STATEMENT Revenues 10.4 10.8 413 4,853 7,383 7,803 7,893 8,707 289 5,111 8,018 8,275 58,288 7,978 10.5 18.1 21.1 20.2 20.1 21.2 50,681 60,477 68,821 76,848 76,059 80,401 9,118 51,643 52,834 49,113 revenues. Investments in property, plant and equipment and other intangible assets (excluding capitalised development costs) as a percentage of Group Capital expenditure ratio The sum of the balance sheet line items “Leased prod- ucts” and “Receivables from sales financing" (current and non-current), as reported in the balance sheet for the Financial Services segment. Business volume in balance sheet terms A securitised debt instrument in which the issuer certifies its obligation to repay the nominal amount at the end of a fixed term and to pay a fixed or variable rate of interest. Bond The process of combining separate financial state- ments of Group entities into Group Financial State- ments, depicting the financial position, net assets and results of operations of the Group as a single economic entity. Consolidation A form of corporate financing involving the sale of receivables to a financing company. Asset-backed financing transactions Short-term debt instruments with a term of less than one year which are usually sold at a discount to their face value. Commercial paper GLOSSARY EXPLANATION OF KEY FIGURES - of Key Figures → Glossary- Explanation Information Other 250 249 Dividend per share of common stock/preferred stock DIVIDEND Dividend total Personnel cost per employee Workforce at year-end³ Capitalisation rate Capitalised development costs as a percentage of research and development expenditure. Cash flow Liquid funds generated (cash inflows) or used (cash outflows) during a reporting period. Goodwill RoE in the Financial Services segment is calculated as segment profit before taxes, divided by the average amount of equity capital attributable to the Financial Services segment. Return on equity (ROE) ROCE in the Automotive and Motorcycles segments is measured on the basis of relevant segment profit before financial result and the average amount of capital employed in the segment concerned. Capital employed corresponds to the sum of all current and non-current operational assets, less liabilities that do not incur interest. Return on capital employed (ROCE) A hedge against exposures to fluctuations in the fair value of a balance sheet item. Fair value hedge The amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm's length transaction. Fair value total. Equity capital as a percentage of the balance sheet Equity ratio PERSONNEL The effective tax rate is calculated by dividing the income tax expense by the Group profit before tax. A hedge against exposures to the variability in fore- casted cash flows, particularly in connection with exchange rate fluctuations. Cash flow hedge revenues. Profit/loss before financial result as a percentage of EBIT margin Abbreviation for "Earnings Before Interest and Taxes", equivalent in the BMW Group income statement to "Profit/loss before financial result”. EBIT Basic earnings per share are calculated for common and preferred stock by dividing the net profit after minority interests, as attributable to each category of stock, by the average number of shares in circulation. Earnings per share of preferred stock are computed on the basis of the number of preferred stock shares entitled to receive a dividend in each of the relevant financial years. Earnings per share (EPS) Financial swap agreements, under which creditors of securities (usually bonds) pay premiums to the seller of the CDS to hedge against the risk that the issuer of the bond will default. As with credit default insurance agreements, the party receiving the premiums gives a commitment to compensate the bond creditor in the event of default. Similar to "value at risk" (see definition below). Cash flow at risk Effective tax rate 1,963,798 1,845,186 1,668,982 1,461,166 115,215 106,358 104,286 98,047 Cash and cash equivalents at balance sheet date Free cash flow Automotive segment Balance sheet total 4,471 3,166 3,809 3,003 3,481 7,767 7,432 7,776 8,370 7,671 7,688 101,953 110,164 123,429 131,835 138,377 154,803 36,919 40,134 47,213 48,395 51,134 59,078 45,119 46,100 1,456 116,324 92,337 110,351 89,869 Current provisions and liabilities Non-current provisions and liabilities Equity Equity ratio Capital expenditure ratio (capital expenditure/revenues) Capital expenditure (excluding capitalised development costs) BALANCE SHEET Non-current assets Current assets Net profit for the year Income taxes Effective tax rate Return on sales (earnings before tax/revenues) Earnings before tax Earnings before financial result Gross profit margin CASH FLOW STATEMENT 0.30/0.32 852 1,508 2.30/2.32 1,640 2.50/2.52 1,707 2.60/2.62 1,904 2.90/2.92 72,349 83,141 84,887 96,230 95,453 100,306 105,876 89,161 197 Goodwill corresponds to the consideration paid to acquire an entity, less the fair value of the separate assets acquired and liabilities assumed. The buyer is willing to pay the additional amount in return for future expected earnings. 2,117,965 123,495 2010 → 53 Workforce BMW Group apprentices at 31 December Employee attrition rate at BMW AG → 62 Proportion of female employees in management functions at BMW AG/BMW Group → 62 Proportion of female executives within manage- ment/function levels I and II at BMW AG → 61 → 215 Further information Exchange rates compared to the euro → 42 Oil price trend Precious metals price trend Steel price trend → 43 → 42 → 41 BMW Group Compliance Management System →218 Overview of compensation system of the Board of Management: cash benefits and pension contribution → 224 Overview of compensation system of the Board of Management: variable remuneration → 224 FINANCIAL CALENDAR 2019 20 March 2019 Annual Accounts Press Conference 21 March 2019 Analyst and Investor Conference 7 May 2019 Quarterly Report to 31 March 2019 16 May 2019 Annual General Meeting → 48 1 August 2019 BMW Group key automobile markets 2018 BMW Group deliveries of motorcycles → 53 BMW Group - key motorcycle markets 2018 BMW Group locations → 34 et seq. → Index of Graphs ↑ ↑ Financial Calendar INDEX OF GRAPHS Finances BMW Group in figures → 6 Development of BMW AG stock → 20,21 BMW Group value drivers → 36 Contract portfolio of Financial Services segment → 54 BMW Group new vehicles financed or leased by Financial Services segment → 54 Contract portfolio retail customer financing of Financial Services segment 2018 → 55 Development of credit loss ratio Regional mix of BMW Group purchase volumes 2018 → 58 → 55 BMW Group change in cash and cash equivalents → 71 BMW Group composition financial liabilities BMW Group financial liabilities by maturity Balance sheet structure - Group → 76 Balance sheet structure - Automotive segment BMW Group value added 2018 → 74 → 74 → 76 → 79 Risk management in the BMW Group → 90 Sales volume and locations - Quarterly Report to 30 June 2019 6 November 2019 Quarterly Report to 30 September 2019 ir@bmwgroup.com The BMW Group on the Internet Further information about the BMW Group is available online at www.bmwgroup.com. Investor Relations information is available directly at → www.bmwgroup.com/ir. Information about the various BMW Group brands is available at www.bmw.com, www.mini.com and → www.rolls-roycemotorcars.com A further contribution towards preserving resources The BMW Annual Report was printed on paper produced in accordance with the international FSC® Standard: the pulp is sourced from sustainably managed forests. The corresponding CO₂ emissions were compensated by additional environmental and climate protection measures as part of a reforestation project in collaboration with Bergwaldprojekt e. V. (certificate number: DE-141-436949). FSC www.fsc.org MIX Paper from responsible sources FSC® C002727 carbon neutral natureOffice.com | DE-141-436949 print production This version of the Annual Report is a translation from the German version. Only the original German version is binding. PUBLISHED BY Bayerische Motoren Werke Aktiengesellschaft 80788 Munich Germany Telephone +49 89 382-0 +49 89 382-1 46 61 E-mail Fax Telephone +49 89 382-2 53 87 2020 18 March 2020 Annual Report 2019 18 March 2020 Annual Accounts Press Conference 19 March 2020 Analyst and Investor Conference 6 May 2020 Quarterly Report to 31 March 2020 14 May 2020 Annual General Meeting 5 August 2020 Other Information Quarterly Report to 30 June 2020 Quarterly Report to 30 September 2020 255 256 Other Information → Contacts CONTACTS Business and Finance Press Telephone +49 89 382-2 45 44 +49 89 382-2 41 18 Fax E-mail +49 89 382-2 44 18 presse@bmwgroup.com Investor Relations 4 November 2020 254 253 →166 →153 Intangible assets → 123, 148 Inventories → 76, 83, 153 Investments accounted for using the equity method and other investments → 149 et seq. K Key data L per share →23 Lease business Leased products → 54 et seq. → 148 Locations → 34 et seq. List of investments → 190 et seq. D Dealer organisation/dealerships Declaration with respect to the Corporate Governance Code Digitalisation → 28, 59 et seq. Dividend → 22, 143 et seq. → 27,59 → 201 Dow Jones Sustainability Index World E Earnings per share → 5,143 → 29 EBIT margin/return on sales Efficient Dynamics Employees 4, 45, 61 et seq., 87 Equity Exchange rates → 77, 154 et seq. → 63 Income taxes → 67, 141 et seq., 161 →65, 81, 110 et seq., 139 et seq. Income statement Cost of materials → 78 et seq. Cost of sales → 66, 139 2011 2012 2013 2014 → 48 et seq. G → 129 et seq. → 54 et seq. B Balance sheet structure → 76 Bonds →74, 164 → 5, 37, 45 et seq., 88 et seq. Group tangible, intangible and investment assets → 146 et seq. → 70 et seq., 114 et seq. Capital expenditure 5, 67 et seq. Cash and cash equivalents Cash flow → 5, 71 et seq., 114 et seq. CO2 fleet emissions → 4, 31 et seq., 46, 63 et seq., 88 Compensation Report Compliance → 218 et seq. Connected Drive → 28 Consolidated companies Consolidation principles Contingent liabilities Corporate Governance → 223 et seq. → 119 et seq. → 119 et seq. →167 → 200 et seq. C 2009 → 41 et seq., 86 et seq., 99, 121, 176 et seq. Mandates of members of the Board of Management → 202 → 151 Refinancing →73 et seq. Related party relationships → 180 et seq. Remuneration system → 224 et seq. Report of the Supervisory Board Research and development Revenue reserves → 154 → 8 et seq. → 28 et seq., 57 Revenues → 5, 45 et seq., 65 et seq., 68 et seq., 81, 139 Risks and opportunities → 90 et seq. ROCE → 5, 37 et seq., 46 et seq., 88 ROE → 5,37 et seq., 47, 88 S Sales volume → 4, 46 et seq., 48 et seq., 53, 88 et seq. Segment information → 184 et seq. Selling and administrative expenses Statement of Comprehensive Income Stock → 20 et seq. Sustainability → 30 et seq., 63 et seq. → 67,140 → 110, 145 T Tangible, intangible and investment assets → 146 et seq. Trade payables Trade receivables Receivables from sales financing Rating → 22 R →148 Mandates of members of the Supervisory Board → 203 et seq. Marketable securities Motorcycles segment N Net profit 5,81 → 71, 125 → 53 0 Other financial result → 140 Other investments → 146 et seq. Other operating income and expenses Other provisions → 161 M Outlook → 84 et seq. → 140 et seq. Pension provisions Performance indicators 87 et seq. Personnel expenses Production → 51 et seq. 77,83, 156 et seq. → 4 et seq., 36 et seq., 45 et seq., → 143 Production network → 32 et seq., 51 et seq. Profit before financial result → 5 et seq., 67 Profit before tax → 5 et seq., 45, 65, 66, 87, 89 Property, plant and equipment Purchasing → 58 P Value at risk Credit default swap (CDS) Post-tax return on sales → 67,81 Financial result Financial reporting rules → 168 et seq. →74, 77, 162 et seq. Financial liabilities Financial instruments → 76, 83, 152 et seq. → 122 et seq. Automotive segment Accounting policies Apprentices → 61 A Financial assets Financial Services segment F → Index Other Information 252 251 Research and development expenditure ratio Research and development expenditure as a percent- age of Group revenues. The sum of research and non-capitalised development cost and capitalised development cost (not including the associated scheduled amortisation). Research and development expenditure revenues. Gross profit as a percentage of Group revenues. Liquidity Cash and cash equivalents as well as marketable secu- rities and investment funds. Group profit/loss before tax as a percentage of Group INDEX Group net profit as a percentage of Group revenues. Pre-tax return on sales → 11 601,995 601,995 601,995 601,995 601,995 Stock exchange price in €¹ Year-end closing price High Low 70.70 Number of shares in 1,000 86.83 97.63 89.77 96.26 90.83 92.25 122.60 95.51 69.86 77.71 65.10 88.75 2018 COMMON STOCK 150 BMW AG stock 22 22 tion of IFRS 15, see note 6 to the Group Financial Statements. first-time applica- adjusted due to * Prior year figures 32.0% (2017: 30.3 %*). The Board of Management and the Supervisory Board are proposing to the Annual General Meeting to use BMW AG's unappropriated profit of €2,303 million (2017: €2,630 million) for the payment of a dividend of €3.50 per share of common stock (2017: €4.00) and a dividend of €3.52 per share of preferred stock (2017: €4.02). The payout ratio for 2018 therefore stands at Dividend below previous year 2017 2014 For more than 40 years, BMW AG has enabled its employees to participate in its success. Since 1989, this participation has taken the form of an Employee Share Programme. In 2018, a total of 521,524 shares of preferred stock were issued to employees under the terms of this programme. The assessment of both rating agencies reflects the attractive product launches that are part of the current model offensive, the excellent positioning of the BMW Group with respect to the challenges faced by the automobile industry and a strong operating performance. BMW AG's solid capital structure and prudent financial approach also under- pins the dependable financial profile and excellent creditworthiness of the BMW Group as a whole. Consequently, the Company not only has good access to international capital markets, but also benefits from attractive refinancing conditions. Since December 2013, BMW AG has had a long-term rating of A+ (stable outlook) and a short-term rating of A-1 from the rating agency Standard & Poor's. This represents the highest rating currently given by Standard & Poor's to a European car manufacturer. In January 2017, Moody's raised its long-term rating for BMW AG from A2 (positive outlook) to A1 (stable outlook). The P-1 short-term rating was confirmed. stable stable A+ A-1 P-1 A1 Non-current financial liabilities Current financial liabilities Outlook Standard & Poor's 2016 Employee Share Programme In this context, and with the approval of the Super- visory Board, in 2018 the Board of Management increased BMW AG's share capital by €521,500 from €657,600,600 to €658,122,100 by issuing 521,500 new non-voting shares of preferred stock. This increase was implemented on the basis of Authorised Capital 2014 contained in Article 4 (5) of the Articles of Incor- poration. The new shares of preferred stock carry the same rights as existing shares of preferred stock. The newly issued shares of preferred stock for employees are entitled to receive dividends with effect from the financial year 2019. In addition, 24 shares of preferred stock were repurchased via the stock market or were acquired as a result of cancelled employee purchases relating to the previous year. To Our Dear Shareholders, The EURO STOXX 50 fared slightly better than the DAX, finishing the year 14.3% lower at 3,001 points. From May onwards, the Prime Automobile Index was significantly weaker on account of the factors referred to above. Higher upfront expenditure by automotive companies for future technologies and possible trade conflicts between the USA and China on the one hand and the USA and Europe on the other dampened market sentiment. The transition to a new emissions standard (Worldwide Harmonised Light Vehicle Test Procedure, WLTP) led to delivery bottlenecks for some automobile manufacturers. These developments were also reflected in the prices of auto stocks. As a result, the sector index fell by 27.2% over the course of the year, closing at 1,228 points. BMW stock initially bucked the downward trend in the first quarter of 2018. Since the second quarter, however, BMW stock partially succumbed to the general sector trend and also registered price losses. Despite the challenging conditions currently facing the automobile industry, which also resulted in the BMW Group adjusting its outlook for the year in September, BMW stock nevertheless outperformed the market as a whole in the third quarter. Uncer- tainties in the fourth quarter, exacerbated by fears of a disorderly Brexit and an escalation in the trade disputes between the USA and China and the USA and Europe, exerted downward pressure on share prices. Accordingly, BMW stock closed the year with a performance similar to that of the DAX. BMW common stock finished the year at €70.70, down by 18.6% since the beginning of the year. BMW preferred stock performed similarly to BMW common stock, finishing the year at €62.10, 16.8% lower than the closing price recorded one year earlier. Although affected by the generally unfavourable mar- ket environment, BMW stock held its value relatively well, particularly in comparison with the sector index. 150 Shareholders →BMWAG Stock and Capital Markets in 2018 At the end of 2018, with a market capitalisation of some €46 billion, the BMW Group remained among the ten most valuable German enterprises listed on the stock market. Ratings remain at top level The BMW Group continues to be the best-rated car- maker in Europe. Company rating Moody's 200 Index: December 2013 = 100 100 → 10 The DAX closed the stock exchange year at 10,559 points, down 18.3% compared to the end of 2017 (12,918 points). Compared to its high for the year (13,560 points), the DAX lost 22.1% in value by the end of the year. 24 DAX BMW preferred stock 100 Prime Automobile BMW common stock 50 50 2014 2015 2016 2017 2018 2019 Source: Reuters. 21 European Commission President Juncker at the end of July, which raised hopes of a possible rapproche- ment in the trade dispute, seemed to ease the situ- ation and helped drive up share prices temporarily. However, renewed rumours of tariff hikes between the EU and the US in November again caused market unease. In addition to trade policy issues, the budget debate in Italy as well as discussions regarding the potential repercussions of Brexit darkened the mood on capital markets during the fourth quarter. Towards the end of the year, market sentiment was influenced by the US Federal Reserve's (Fed) monetary policies. A further rise in the key interest rate prior to the year-end caused share prices to fall once again. BMW AG development of stock Negative impact on capital markets in 2018 At the beginning of the 2018 stock exchange year, markets benefited initially from the prospect of robust global growth and an easing of political tensions on the Korean peninsula. Accordingly, the German stock index (DAX) recorded an all-time high of 13,560 points in January 2018. Subsequently, however, stock market developments were negatively affected by the results of parliamentary elections in Italy and the intensifi- cation of the trade dispute between China and the USA. Initial fears were confirmed at the beginning of the third quarter when higher tariffs were introduced in July on goods traded between China and the USA. Uncertain prospects of a rapprochement in the trade dispute caused prices to fluctuate more widely as the year progressed, resulting in a generally volatile market environment. Alongside the US-China trade conflict, American import duties on steel and alumini- um coming from the European Union (EU) also caused uncertainty as from the end of the second quarter. Moreover, there were discussions regarding a potential increase in US import duties on European automobile imports which had a dampening effect on stock mar- kets. A meeting between US President Trump and mobile Shareholders To Our 20 20 19 19 Chairman of the Board of Management Harald Krüger H. 35" Yours We aim to ensure that your Company remains an attractive investment as we move towards the future. Above all, we are committed to focusing all our efforts on bringing the EBIT margin in the Automotive segment back within our target range of 8 to 10 percent. At the BMW Group, we continue to navigate our own course. Our aim remains to be both a driving force and an innovator, able to lead individual mobility into a new era for our customers: one that is sustainable, connected and autonomous. The current business and political environment remains complex and challenging, overshadowed by uncertainty. That is not going to change any time soon. But we do not shy away from such challenges. This is what spurs us to give our best and search for new and innovative solutions. It also applies in our competition with both new and established companies. Your Company is innovative, profitable and versatile. This year, the Board of Management and Supervisory Board will propose a dividend of 3.50 euros per share of common stock and 3.52 euros per share of preferred stock. This is the second-highest dividend the company has ever paid in its history. BMW AG associates in Germany will also benefit from the company's positive performance through our profit-sharing programme. → BMW AG Stock and Capital Markets in 2018 BMW AG STOCK AND CAPITAL MARKETS IN 2018 DAX Prime Auto- BMW BMW preferred common stock stock 60 83.0 88.1 100.0 75.68 120 in % Development of BMW AG stock compared to stock market indices since 30 December 2013 → 09 Numerous political uncertainties unsettled capital mar- kets over the course of 2018 and dampened the mood on stock markets. In particular, global trade disputes and political uncertainties in Europe dominated stock market developments and negatively impacted investor sentiment. Since the introduction of higher customs tariffs on goods traded between China and the USA on 6 July 2018, the American-Chinese trade dispute had a particularly negative effect on global stock exchanges and therefore also on auto stocks worldwide. → www.bmwgroup.com/ir Ratings remain at top level BMW AG stock outperforms sector Political uncertainties unsettle capital markets 110.5 77.41 2015 Number of shares in 1,000 →Page 36 Management System →Page 40 Report on Economic Position →Page 40 General and Sector-specific Environment →Page 44 Overall Assessment by Management →Page 45 Comparison of Forecasts for 2018 with Actual Results in 2018 →Page 48 Review of Operations →Page 48 Automotive Segment → Page 53 Motorcycles Segment → Page 54 Financial Services Segment →Page 57 Research and Development →Page 26 Organisation and Business Model →Page 58 Purchasing and Supplier Network →Page 61 Workforce →Page 63 Sustainability →Page 65 Results of Operations, Financial Position and Net Assets →Page 80 Comments on Financial Statements of BMW AG → Page 84 Report on Outlook, Risks and Opportunities Page 84 Outlook →Page 90 Risks and Opportunities → Page 103 Internal Control System Relevant for Accounting and Financial Reporting Processes → Page 104 Disclosures Relevant for Takeovers and Explanatory Comments → Page 59 Sales and Marketing →Page 26 General Information and Group Profile REPORT COMBINED MANAGEMENT 4.12 6.78 8.81 8.23 5.30 88.26 82.305 72.08 65.11 57.03 3 Weighted average number of shares for the year. Stock weighted according to dividend entitlements. 5 Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. 23 24 14 To Our Shareholders → BMW AG Stock and Capital Markets in 2018 Intensive communication with capital markets continued The BMW Group continued to inform investors, ana- lysts and rating agencies throughout 2018 with regular quarterly and year-end financial reports. The com- prehensive information package provided for capital market participants included numerous one-on-one and group meetings, dedicated socially responsible investment (SRI) roadshows for investors using sus- tainability criteria in their investment decisions, and roadshows as well as conferences for debt investors and credit analysts. Topics discussed included busi- ness model developments, digitalisation and other technological trends in the automobile industry as well as the relevance of alternative drivetrain systems. Apart from participating in various conferences and roadshows, product presentations and a technology workshop were held for analysts and investors in Munich during the course of the year. Further infor- mation on the BMW Group's capital market commu- nications is available at www.bmwgroup.com/ir. 2 2 Combined Management Report General Information Motorcycles segment The Motorcycles business is also clearly focused on the premium segment. The model range currently comprises motorcycles for the Sport, Tour, Roadster, Heritage, Adventure and Urban Mobility (with scooter models) segments. BMW Motorrad also offers a broad range of equipment options to enhance rider safety and comfort. The motorcycles business sales network is organised similarly to that of the auto- mobiles business. Currently, BMW motorcycles are sold by more than 1,200 dealerships and importers in over 90 countries. Financial Services segment The BMW Group is also a leading provider of financial services in the automobile sector, operating more than 50 entities and cooperation arrangements with local financial services providers and importers worldwide. The segment's main business is credit financing and the leasing of BMW Group brand cars and motorcycles to retail customers. Customers can also choose from an attractive array of insurance and banking products. Operating under the brand name Alphabet, the BMW Group's international multi-brand fleet business provides financing and comprehensive management services for corporate car fleets in 19 countries. In addition, international customers are serviced by Alphabet cooperation partners in numerous other countries. Through its multi-brand business Alphera, the BMW Group provides credit financing, leasing and other services to retail customers. The segment also supports the BMW Group's dealer- ship organisation, for example by financing dealer- ship vehicle inventories. 28 Combined Management Report General Information and Group Profile Organisation and Business Model → Research and Development Research and Development A major factor in the success of the BMW Group is its consistent focus on the future. A long tradition of innovation is an integral part of its corporate phi- losophy. Shaping individual mobility and finding innovative solutions today for the needs of tomorrow is a key driving force. Research and development (R&D) are therefore of key importance for the BMW Group as a premium supplier and ensure its long-term economic success. As part of its Strategy NUMBER ONE > NEXT, the BMW Group is focusing on the topics of electric mobility, digitalisation and autonomous driving. When developing new technologies, the emphasis is always on creating added benefit for customers. Anticipating the needs and wishes of customers in all fields of technology and implementing developments in a way that adds value for the customer are also key prerequisites for the Group's success going for- ward. The BMW Group summarises the major trends of individual mobility in the term D+ACES (Design, Autonomous, Connected, Electrified, Services). Accordingly, the BMW Group's R&D activities include the following five key topics: 1. Design The BMW Group sees design as the characteristic combination of aesthetics and technology. Out- standing design involves focusing keenly on the requirements of customers and anticipating their wishes, enabling the BMW Group to con- tinue finding ideal solutions for the (mobility) needs of its customers. As a premium provider, the BMW Group not only aspires to meeting its customers' requirements, but also to exceeding their expectations in every respect. A ground- breaking design underlines the distinctive charac- ter of each new vehicle and thus strengthens all of the Group's brands. 2. Autonomous Since 2018, the BMW Group has pooled its con- siderable development expertise in the fields of state-of-the-art driver assistance systems and highly or fully autonomous driving at its own de- velopment centre. During the final phase of de- velopment, some 1,800 people will be working there. The clear aim is to create an open plat- form for highly and fully automated driving that will serve as an industry standard going forward. Today already, the BMW Group offers driver assis- tant systems for partially automated driving. With the BMW iNEXT, the Group will offer highly automated driving for the first time from 2021. 3. Connected Digital change is of great significance for the au- tomobile industry. One of the most important effects of digitalisation is that the vehicle itself becomes the focal point of the customer's digital experience. The BMW Group recognised cus- tomer trends at an early stage and, with BMW Connected and a growing range of digital of- ferings, it is well prepared to meet demand aris- ing in this field. This is not merely developing and integrating new technologies and services for the vehicle. The focus is very much on cus- tomers and their aspirations for modern-day mo- bility. Digital services that the customer is used to should be available seamlessly and without restriction - both inside and outside the vehicle. The option of using BMW Group services almost anywhere and at any time is the basic prerequi- site for offering a range of digital services geared solely to customers and their personal needs. These include, for example, the availability of personalised and context-based information within the vehicle. For customers, the experience begins before pur- chasing the vehicle, for example through virtual reality options that offer new ways to configure the vehicle and explore products interactively. The customer can also be kept in the loop while waiting for the new vehicle to be manufactured, thus ensuring greater involvement in the produc- tion process from an early stage. The BMW Con- nectedDrive Store enables customers to reserve new services at any time for a specified period. The BMW Intelligent Personal Assistant has been available in BMW vehicles since March 2019. Autonomous driving, electrification and ever- greater connectivity will open up opportunities for completely new experiences and ways to shape travel in the future. At the same time, however, those opportunities will also change people's wishes and lifestyles. Precisely this development is supported by the BMW Group's intelligent platform, which will enable drivers to switch seamlessly and without restrictions from one vehicle to the next with just one customer profile, across each vehicle's life cycle. Moreover, in future all products and services relating to individual mobility will be bundled here and grad- ually developed to form a comprehensive digital ecosystem. The global sales network of the automobile business currently comprises around 3,500 BMW, 1,600 MINI and 140 Rolls-Royce dealerships. Within Germany, sales are conducted through branches of the BMW Group and independent authorised dealer- ships. Sales outside Germany are handled primarily by subsidiary companies and by independent import companies in some markets. 8.85 The MINI brand is an icon that promises superior driving fun in the premium small car segment. Rolls-Royce is the ultimate marque in the ultra-luxury segment with a tradition stretching back over more than 100 years. Rolls-Royce Motor Cars specialises in bespoke customer experiences and offers the highest level of both quality and service. Automotive segment and Group Profile Economic Position Outlook, Risks and Opportunities 26 Combined Management Report General Information and Group Profile → Organisation and Business Model GENERAL INFORMATION AND GROUP PROFILE Over 140,000 electrified vehicles delivered Increasing R&D expenditure secures future business Customer in focus with innovative offerings High investments in the flexibility of the production network ORGANISATION AND BUSINESS MODEL → www.bmwgroup.com/company This Combined Management Report incorporates the management reports of Bayerische Motoren Werke Aktiengesellschaft (BMW AG) and the BMW Group. General information on the BMW Group is provided below. There have been no significant changes com- pared to the previous year. Bayerische Motoren Werke Aktiengesellschaft (BMW AG), based in Munich, Germany, is the parent company of the BMW Group. The general purpose of the Company is the production and sale of engines, engine-equipped vehicles, related accessories and products of the machinery and metal-working industry as well as the rendering of services related to the aforementioned items. The BMW Group is sub-divided into the Automotive, Motorcycles and Financial Services operating segments. The seg- ment Other Entities primarily comprises holding companies and Group financing companies. The BMW Group operates on a global scale and is rep- resented in more than 140 countries worldwide. At the end of the reporting period, the BMW Group employed a workforce of 134,682 people. Founded in 1916 as Bayerische Flugzeugwerke AG (BFW), Bayerische Motoren Werke G.m.b.H. came into being in 1917 before finally becoming Bayerische Motoren Werke Aktiengesellschaft (BMW AG) in 1918. The BMW Group comprises BMW AG itself and all subsidiaries over which BMW AG has either direct or indirect control. BMW AG is also responsible for managing the BMW Group as a whole. The BMW Group is one of the most successful mak- ers of automobiles and motorcycles worldwide and among the largest industrial companies in Germany. It is the only manufacturer that focuses exclusively on the premium segment with all its brands. With BMW, MINI and Rolls-Royce, the BMW Group owns three of the best-known premium brands in the automotive industry. In addition to its strong market position in the premium segment of the global motorcycles sector, the BMW Group is also successful in the financial services business. Moreover, in recent years the BMW Group has evolved into one of the leading providers of premium services for individual mobility. 27 27 In 2016, the BMW Group presented its Strategy NUMBER ONE > NEXT. At the heart of Strat- egy NUMBER ONE > NEXT is a commitment to future-oriented activity with the development of products, brands and services in the premium seg- ment for individual mobility. New technologies such as alternative drivetrains, digitalisation and connec- tivity are further key areas of focus. Furthermore, the strategy emphasises the increasing importance of a customer-oriented approach. Presentation of segments In order to provide a better insight into the Group, this report also includes a presentation of the operating segments Automotive, Motorcycles and Financial Services. The core BMW brand caters to a very broad array of customer requirements, ranging from fuel-efficient and innovative models fitted with Efficient Dynamics to outstanding high-performance BMW M vehicles. A wide range of plug-in hybrid vehicles is also available and being continuously expanded. At the same time, the BMW Group continues to redefine the meaning of premium with its BMW i models. With an even greater focus on innovation and sustainability, BMWi embodies the vehicle of the future, with electric drivetrains, connectivity, intelligent lightweight con- struction, exceptional design and newly developed mobility services. PREFERRED STOCK 200 Dividend Preferred stock Earnings per share of common stock³ Earnings per share of preferred stock4 Free cash flow Automotive segment Equity 1 Xetra closing prices. 2 Proposed by management. 3.50² 4.00 3.50 3.20 2.90 3.522 4.02 3.52 3.22 2.92 10.82 13.075 10.45 9.70 8.83 10.84 13.095 Common stock 10.47 9.72 59.08 56,127 55,605 55,114 54,809 54,500 Stock exchange price in €1 Year-end closing price High Low 62.10 74.64 72.70 77.41 67.84 82.50 78.89 74.15 92.19 74.60 60.70 67.29 56.53 58.96 KEY DATA PER SHARE IN € Switzerland Country Products BMW Group Research and Innovation Centre (FIZ), Munich, Germany ▲ Research and development network in Europe Partner plant, Graz, Austria Partner plant, Born, Netherlands Partner plants in Europe BMW Group plant Oxford, UK BMW Group plant Swindon, UK Rolls-Royce Manufacturing Plant, Goodwood, UK BMW Group plant Hams Hall, UK BMW Group plant Steyr, Austria BMW Group plant Wackersdorf BMW Group plant Regensburg BMW Group plant Munich BMW Group plant Leipzig BMW Group plant Landshut BMW Group plant Eisenach BMW Group plant Dingolfing BMW Group plant Berlin ■ Production in Europe Malta Slovenia¹ Italy Portugal Spain Ireland BMW Group Research and Technology, Munich, Germany BMW Group Autonomous Driving Campus, Unterschleißheim, Germany BMW Group Designworks, Munich, Germany BMW Car IT, Munich, Germany BMW Group Lightweight BMW GROUP PLANTS Araquari Berlin Chennai Dingolfing Eisenach Hams Hall Landshut Leipzig Manaus Munich Oxford Rayong France Regensburg San Luis Potosí¹ Spartanburg Steyr Swindon Wackersdorf Brazil Germany India Germany Germany United Kingdom Germany Germany Brazil Germany United Kingdom Construction and Technology Center, Landshut, Germany Rosslyn Belgium Country Netherlands The main function of the BMW Group's four partner plants is to serve regional markets. During the year under report, BMW and MINI vehicles were also manufactured in Jakarta (Indonesia), Cairo (Egypt), Kaliningrad (Russia) and Kulim (Malaysia). Locations PARTNER PLANTS Jakarta Cairo Kaliningrad Kulim Locations Products Indonesia Egypt BMW 3 Series, BMW 5 Series, BMW 7 Series, BMW X1, BMW X3, BMW X5, MINI Countryman BMW 3 Series, BMW 5 Series, BMW 7 Series, BMW X1, BMW X3, BMW X5, BMW X6 Russia BMW 3 Series, BMW 5 Series, BMW 7 Series, BMW X1, BMW X3, BMW X4, BMW X5, BMW X6 Malaysia BMW 1 Series, BMW 3 Series, BMW 5 Series, BMW 6 Series, BMW 7 Series, BMW X1, BMW X3, BMW X4, BMW X5, MINI Countryman The BMW Group also awards production contracts to external partners for specific types of vehicle as well as motorcycles. During the period under report, Magna Steyr Fahrzeugtechnik produced the BMW 5 Series Sedan and BMW Z4 in Graz (Austria). Moreover, ¬ various MINI models and the BMW X1 were assembled at VDL Nedcar in Born (Netherlands). BMW motor- cycles and scooters were also manufactured by the part- ner companies TVS Motor Company in Hosur (India) and Loncin Motor Co., Ltd in Chongqing (China). Locations CONTRACT PRODUCTION Born Chongqing Graz Hosur Country Netherlands China Austria India Products MINI Hatch, MINI Convertible, MINI Countryman, BMW X1 Scooter BMW 5 Series, BMW Z4 Motorcycles BMW 1 Series, BMW 2 Series, BMW 3 Series, BMW X1 Petrol engines, production of core engine parts 33 BMW 5 Series, BMW X3 China Mexico USA Austria United Kingdom Germany United Kingdom BMW 3 Series, BMW X1, BMW X3, BMW X4 BMW motorcycles, Maxi-Scooters, car brake discs BMW 3 Series, BMW 5 Series, BMW 6 Series, BMW 7 Series, BMW X1, BMW X3, BMW X4, BMW X5, MINI Countryman BMW 3 Series, BMW 4 Series, BMW 5 Series, BMW 6 Series, BMW 7 Series, BMW 8 Series, BMW M Chassis and drivetrain components Components for electric mobility Rolls-Royce bodywork, pressed parts Toolmaking, outer body parts for Rolls-Royce, aluminium tanks for BMW Motorrad Petrol engines for BMW, MINI BMW i8 plug-in hybrid engines Core engine parts Lightweight construction components, electric drivetrain systems and special engines BMW 1 Series, BMW 2 Series, BMW i, BMW M Motorcycles BMW 3 Series, BMW 4 Series, BMW M Petrol and diesel engines, high-performance engines for M models Core engine parts MINI Hatch, MINI Clubman BMW 3 Series, BMW 5 Series, BMW 7 Series, BMW X1, BMW X3, BMW X4, BMW X5 Motorcycles BMW 1 Series, BMW 2 Series, BMW 3 Series, BMW 4 Series, BMW X1, BMW X2, BMW M BMW 3 Series, BMW X3 BMW 3 Series BMW X3, BMW X4, BMW X5, BMW X6, BMW X7, BMW M Petrol and diesel engines for BMW and MINI Core engine parts High-performance engines for M models Pressed parts and bodywork components Distribution centre for parts and components Cockpit assembly Processing of carbon fibre components Rolls-Royce Phantom², Ghost, Wraith, Dawn, Cullinan² Rolls-Royce Manufacturing Plant Goodwood 1 2018 only pre-series production, plant opens in 2019. 2 Fuel consumption and CO2 emissions information are available on page 108. The plants in Shenyang (China) are operated by the joint venture BMW Brilliance Automotive (BBA). The Shenyang site comprises the Dadong and Tiexi ¬ automobile plants. Tiexi also has an engine plant with a foundry and a battery factory. Locations Country JOINT VENTURE BMW BRILLIANCE AUTOMOTIVE HOLDINGS LTD. Dadong (Shenyang) China Tiexi (Shenyang) China Tiexi (Shenyang) Products UK 33 Combined BMW Group Designworks, Newbury Park, USA BMW Group Technology Office USA, Mountain View, USA BMW Group Engineering and Emission Test Center, Oxnard, USA BMW Group ConnectedDrive Lab China, Shanghai, China, and BMW Group Designworks Studio Shanghai, China BMW Group Technology Office, Shanghai, China BMW Group Engineering China, Beijing, China BMW Group Engineering Japan, Tokyo, Japan BMW Group Engineering USA, Woodcliff Lake, USA BMW Technology, Chicago, USA Sales subsidiaries and Financial Services locations worldwide 1 Sales locations only. ² 2018 only pre-series production, plant opens in 2019. Russia India China South Korea Japan Hong Kong Thailand Malaysia Singapore¹ Indonesia¹ Australia BMW Group locations in Europe → 13 Norway Germany ▲ Research and development network outside Europe 34 outside Europe Partner plant, Chongqing, China Partner plant, Hosur, India Partner plant, Jakarta, Indonesia Partner plant, Cairo, Egypt Partner plant, Kaliningrad, Russia Partner plant, Kulim, Malaysia BMW Group plant Spartanburg, USA BMW Brilliance Automotive, China (joint venture-3 plants) Management Report General Information and Group Profile → Organisation and Business Model BMW Group locations worldwide → 12 43 7 Sales subsidiaries and Financial Services locations worldwide 31 Production and assembly plants 16 Research and development locations Headquarters Canada USA Mexico United Arab Emirates Brazil Argentina¹ South Africa New Zealand ☐ Production Thailand ■BMW Group plant Araquari, Brazil BMW Group plant Chennai, India BMW Group plant Manaus, Brazil BMW Group plant Rayong, Thailand BMW Group plant Rosslyn, South Africa BMW Group plant San Luis Potosí², Mexico Partner plants BMW Brilliance Automotive joint venture in China. Eight production sites are operated by partners or contract manufacturers. The same standards of quality, safety and sustainability apply at all loca- tions within the BMW Group's production network worldwide. outside Europe Production Network 10,147 12,420 7,888 * Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. 6,182 Automotive 2017 2018 2017 2018 2017 2018 Return on capital employed in % capital employed in € million Profit before financial result in € million Average Average capital employed = ROCE Automotive 49.8 77.7 Capital employed corresponds to the sum of all current and non-current operational assets, less liabilities that do not incur interest (e.g. trade payables and other provisions). Due to its key importance for the Group as a whole, the Automotive segment is managed on the basis of additional key performance indicators which have a significant impact on RoCE and hence on segment performance. These value drivers are the number of vehicle deliveries and the operating return on sales (EBIT margin: segment-related profit/loss before financial result as a percentage of segment revenues) as the key performance indicator for segment prof- itability. The management system also takes into account average CO2 emissions for the fleet, which, through their influence on ongoing development costs and due to regulatory requirements, can have Average capital employed in € million Profit before financial result in € million Average capital employed 7 ROCE Motorcycles Profit before financial result → 16 Return on capital employed* As with the Automotive segment, the Motorcycles segment is managed on the basis of RoCE. Capital employed is determined on the same basis as in the Automotive segment. The strategic RoCE target for the Motorcycles segment is 26%. Profit before financial result Motorcycles segment General Information and Group Profile Report Combined Management 38 88 37 36 By managing the business on the basis of key value drivers, it is possible to gain a better understanding of the causes of changes in the RoCE and to define suitable measures to influence it. a significant long-term impact on Group performance. Fleet emissions correspond to average CO2 emissions of new cars sold in the EU-28 countries. →Management System The most comprehensive key performance indica- tor used for the Automotive segment is RoCE. This indicator provides information on the profitability of capital employed and the operational business. ROCE is measured on the basis of segment profit before financial result and the average capital employed in the segment. The strategic target for the Automotive segment's RoCE is 26%. Automotive segment and return on equity (ROE) for the Financial Services segment. These indicators combine a wide range of relevant economic information, such as profitabil- ity (return on sales) and capital efficiency (capital turnover) to provide a measurement of segment performance and the development of enterprise value. Report Management Combined 36 35 35 Greece Bulgaria¹ Romania¹ General Information and Group Profile Hungary¹ Austria Poland Republic¹ Czech Denmark Finland¹ Sweden Sales subsidiaries and Financial Services locations Europe BMW Group Diesel Competence Centre, Steyr, Austria Slovakia¹ Return on capital employed in % → Management System The business management system applied by the BMW Group follows a value-based approach that focuses on profitability, consistent growth, value enhancement for capital providers and job security. Capital is considered to be employed profitably when the amount of profit generated sustainably exceeds the cost of equity and debt capital. In this way, the desired degree of corporate autonomy is also secured in the long term. → 15 Return on capital employed* Operating performance at segment level is managed at an aggregated level on the basis of returns on capital. Depending on the business model, the segments are measured on the basis of return on total capital or equity. Specifically, return on capital employed (ROCE) is used for the Automotive and Motorcycles segments Management of operating performance at segment level Due to the high level of aggregation, it is impractical to manage the business on the basis of value added. This key indicator therefore only serves for reporting purposes. Relevant value drivers having a significant impact on business performance and therefore on enterprise value are defined for each controlling level. The financial and non-financial value drivers are reflected in the key performance indicators used to manage the business. In the case of project-related decisions, the system follows a project-oriented management logic that is based on value added and/or profitability, thereby providing a fundamental basis for decision-making. Revenues Expenses Average weighted cost of capital rate Capital employed MANAGEMENT SYSTEM Profit Capital turnover Return on sales × Return on capital (ROCE or RoE) Value added → 14 BMW Group - value drivers The BMW Group's internal management system is based on a multi-layered structure. Operating manage- ment occurs primarily at segment level. In order to manage long-term corporate performance and assess strategic issues, additional key performance indicators are taken into account within the management system at Group level. In this context, value added serves as one of several indicators for the contribution made to enterprise value during the financial year. This approach is made operational at both Group and segment level through key financial and non-finan- cial performance indicators (value drivers). The link between value added and the relevant value drivers is shown in a simplified form below. 7 Cost of capital The production network comprises a total of 31 loca- tions in 15 countries, whereby 20 of the 31 locations are BMW Group plants. Three locations belong to the 2018 2018 To coincide with the 15th anniversary of BBA, the joint venture announced extensive investments in new and existing plant structures in order to cover future market requirements. The BMW Group intends to increase its stake in BBA from 50 to 75%. During an anniversary celebration, the BMW Group signed an agreement to that effect with its partner Brilliance China Automotive Holdings Ltd. (CBA). The contrac- tual term of the joint venture, which is due to end in 2028, is to be extended up to 2040. After approval by the Annual General Meeting of CBA on 18 Janu- ary 2019, the agreement is also subject to regulatory approvals. The BMW Group and Daimler AG are merging their mobility services in a new joint venture in order to achieve dynamic growth in a highly competitive environment. In this way, both companies are pro- moting the vision of pure electric and autonomous on- demand mobility simultaneously. The aim is to further expand existing offerings in the areas of car-sharing, ride-hailing, parking, charging und multimodality and to interlock even more closely with one another in the long term. The new mobility offering is to be accessible, intuitive and aligned towards the needs of the user. The newly founded company seeks to increase the quality of urban life and to prepare the way for a world with autonomous vehicles. 18.1 14.8 In order to secure the success of the business in the long term, the BMW Group enters into specific cooperation agreements and partnerships with companies both from the automotive sector but also with technology leaders in other industries. Against a backdrop of rapid technological change, the aim of collaborating with external partners is to combine expertise in order to bring innovations to customers within the shortest time possible. Cooperation Agreements and Partnerships → Sustainability → Cooperation Agreements and Partnerships Organisation and Business Model General Information and Group Profile Management Report Combined 30 In 2018, numerous awards and prizes once again underscored the BMW Group's high level of innovative expertise, particularly in design, the use of innovative technologies as well as the intelligent connectivity of drivers, vehicles and environment. and CO₂ emis- sions informa- tion are available on page 108. * Fuel consumption note 9 Year-on-year, research and development expenditure rose significantly to €6,890 million (2017: €6,108 mil- lion; +12.8%). The R&D expenditure ratio stood at 7.1% (2017: 6.2%). The ratio of capitalised development costs to total research and development expenditure (capitalisation ratio) stood at 43.3% for the period under report (2017: 39.7%). Amortisation of capitali- sed development costs totalled €1,414 million (2017: €1,236 million; 14.4%). Further information on R&D expenditure is provided in the "Report on Economic →see Position (Results of Operations)" and in → note 9 to the Group Financial Statements. At 31 December 2018, over 15,000 people at 16 locations in five countries were working in the BMW Group's global research and innovations network. Additionally, the BMW Group signed an agreement with the Chinese manufacturer Great Wall Motor Company Limited for the production of electric MINI vehicles in China in a 50-50 joint venture. In addition to electric MINI Vehicles, the joint venture, Spotlight Automotive Limited, will also produce electric vehicles for Great Wall Motor. The formal establishment of the new company remains subject to approval from the relevant Chinese authorities. Together with the planned increase of share in BBA, the BMW Group is significantly expanding its presence in China and underscoring its local engagement. 1 EU-28 Sustainability The BMW Group is a pioneer of sustainability not only within the automotive industry, but across other sec- tors, too. Long-term thinking and responsible action have long been the foundations of the BMW Group's distinct identity and its economic success. As early as 1973, the BMW Group was among the first to appoint an environmental officer in the automobile sector. Today, the Sustainability Board, comprising all mem- bers of the Board of Management, sets the strategic direction along with binding targets. Since 2001, the BMW Group has been committed to the United Nations Environment Programme, the UN Global Compact and the Cleaner Production Declaration. → Production Network Organisation and Business Model General Information and Group Profile Combined Management Report 32 32 31 Further information on the topics of sustainability and human resources within the BMW Group is available in the sections Sustainability and Workforce, respectively, of the Group Management Report and in the Sustainable Value Report 2018 published on the Company's website at www.bmwgroup.com/svr. In 1959, Herbert Quandt secured the independence of BMW AG, thus laying the foundation for the successful development of the BMW Group. In recognition of his entrepreneurial achievements, in 1970 BMW AG established the "BMW Stiftung Herbert Quandt”, which has meanwhile been renamed the "BMW Foun- dation Herbert Quandt" with expanded endowment capital. With its Responsible Leadership programmes, a global network and impact-oriented investments, the BMW Foundation Herbert Quandt supports the sustainable development goals of the United Nations' Agenda 2030. The BMW Group aims to be the leading provider of premium mobility services going forward. To achieve this goal, it is essential to have a clear understanding of the needs of customers world- wide. This knowledge is the basis for providing an attractive, comprehensive range of services. These include easy-to-use, digitally supported mobility services that also feature bring-and- collect services or help customers find free park- ing spaces in urban environments. BMW Foundation Herbert Quandt Social engagement is also an integral part of the BMW Group's understanding of its corporate respon- sibility. For several years now, the BMW Group has firmly supported intercultural exchange. In part- nership with the UN Alliance of Civilizations, the BMW Group presents the Intercultural Innovation Award for exemplary projects in this field. Since 2011, the Company has presented the "BMW Group Award for Social Commitment" every year to employees who have made an exceptional contribution through their outstanding volunteer work. The BMW Group attaches great importance to training and developing its workforce. In 2018, investment in training and development programmes across the Group amounted to €373 million (2017: €349 million). In addition, 1,656 trainees were hired worldwide. A total of 4,964 young people are currently under- going vocational training or participating in internal programmes to develop young talent. The BMW Group has set itself the goal of being a leader in the use of renewable energy in production and the value chain. In 2018, 79% (2017: 81%) of the BMW Group's bought-in electricity worldwide came from renewable sources. In view of increasingly complex supplier relationships, it is important for the BMW Group to work together with suppliers to increase transparency and resource efficiency along the supply chain. The BMW Group requires suppliers to comply with environmental and social standards across the value chain. With effect from September 2018, all vehicles in the EU are required to be approved in accordance with the new WLTP testing cycle. However, the calculation of CO2 fleet emissions by the EU Commission will not be converted to WLTP until 2021. Therefore, for reporting purposes up to and including 2020, WLTP fleet emissions must be translated back to the previ- ously applicable values calculated in accordance with the outgoing New European Driving Cycle (NEDC). Due to the changed test conditions used for WLTP purposes, values for emissions are higher when trans- lated back to a NEDC basis (NEDC-correlated). In order to ensure comparability, CO₂ fleet emissions for 2017 (122 g CO2/km according to NEDC) were con- verted to a correlated NEDC value of 128 g CO2/km under WLTP test conditions and published in the Quarterly Report to 30 June 2018. The conversion to WLTP at the BMW Group went according to plan. WLTP to planned conversion to Since 1995, the BMW Group has cut the CO2 emis- sions of its new vehicles sold in Europe¹ by more than 42%. Average CO2 emissions in Europe¹ in 2018 amounted to 128 g CO2/km (adjusted value for 2 Value according 2017: 128 g CO2/km)². In 2018, more than 140,000 electrified vehicles were sold within one year for the first time. The BMW Group takes a holistic approach to sustaina- bility management that encompasses the entire value chain. Apart from the reduction of CO2 emissions, key components of the Group's sustainability strategy include operational environmental protection, sus- tainability in the supply chain, employee orientation and social commitment. The principles and importance of managing the busi- ness on a sustainable basis are emphasised in the new Strategy NUMBER ONE > NEXT, which includes a clear commitment to preserving resources. The BMW Group remains fully committed to ecological and social sustainability along the entire value chain as well as to comprehensive product responsibility. The Group addresses current social challenges, pri- marily where its strengths make it the most effective. The main focus here is on problem-solving approaches that are internationally applicable and have a tangi- ble long-term impact according to the principle of "helping people to help themselves”. For this purpose, the BMW Group works together with the BMW Foun- dation Herbert Quandt. 5. Services The Vision 100 study presented for the Rolls-Royce brand in 2016 gave customers a first glimpse into the future of automobile luxury powered by elec- tric drivetrains. at the IAA Cars in the same year. The series launch of all-electric MINI vehicles is scheduled to begin in 2019. Average equity capital RoE Financial Services Profit before tax of return on equity. RoE is defined as segment profit before tax, divided by the average amount of equity capital in the Financial Services segment. In view of generally increasing regulatory requirements, a greater volume of equity capital will be allocated to the segment in future, which will result in a lower RoE. In this context, the long-term target return was changed with effect from the 2018 financial year from at least 18% to at least of 14%. → 17 Return on equity As is common practice in the banking sector, the Financial Services segment is managed on the basis Financial Services segment In view of its increasing strategic importance, the Motorcycles segment adopted the operating return on sales (EBIT margin: segment-related profit/loss before financial result as a percentage of segment revenues) as a key performance indicator with effect from the financial year 2017. The long-term target range is between 8 and 10%. Used in combination with the number of motorcycle deliveries as a non- financial value driver, the segment can exert a greater influence on the development of RoCE. Financial Services 34.0 609 616 207 * Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. 175 Motorcycles 2017 2018 2017 28.4 2017 Profit before tax in € million Return on equity in % With its MINI Electric, MINI is reinterpreting the urban tradition of the brand for the electric age and reinventing individual mobility for the city. The market launch of the MINI* brand's first plug-in hybrid in 2017 was followed by the pre- sentation of the all-electric MINI Electric Concept As an important pillar of the BMW brand, vehi- cles equipped with plug-in hybrid drivetrains represent a good alternative product offering for customers. All plug-in models are equipped with a smart energy management system that ensures ideal interaction between the combustion engine and the electric motor. The option to drive fully electrically, added efficiency gained through elec- tric assistance features, and the spontaneous re- sponse characteristics provided by the additional electric drivetrain lead to a new harmony of dri- ving pleasure and sustainability. The flexibility of the technologies used makes it possible to extend the broad range of models fitted with plug-in hybrid drivetrains as required. The BMW i brand reflects Efficient Dynamics in its most systematic form. Vehicle architectures customised for electric mobility, innovative elec- tric and plug-in hybrid drivetrains, and the use of new types of materials are the results of an inte- grated approach that is also reflected in a re- source-efficient selection of materials and the intensive use of renewable energy in the pro- duction process. This strategy contributes to a very favourable environmental footprint made by BMW i vehicles over their entire product life cycle. Another topic of strategic importance for the BMW Group is the continuous optimisation of the energy efficiency of its automobiles and motorcycles, including the electrified vehicles manufactured for the BMW, MINI, Rolls Royce and BMW Motorrad brands. Under the term Efficient Dynamics, the BMW Group has been successfully working for years on reducing fuel consumption and vehicle emissions through the development of highly efficient combustion engines, the electrification of drivetrains, intelli- gent lightweight construction, improved aero- dynamics and coordinated energy management in vehicles. 4. Electrified NUMBER ONE > NEXT. Alongside automated driving, systematically enhancing the scope of connectivity on the road to a digital, emission-free future is one of the key areas in which the BMW Group is helping transform the mobility sector with its Strategy 29 29 Average equity capital in € million 12,167 14,630 2,207 2,161 2017 2018 2017 2018 2017 2018 South Africa Germany 46 * Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2018: 459,581 units, 2017: 384,124 units, 2016: 316,200 units, 2015: 282,000 units, 2014: 275,891 units). 2017 2016 2015 2014 50 50 US Dollar Japanese Yen Chinese Renminbi 100 British Pound 150 200 Russian Rouble - 100 150 200 Index: December 2013=100 The US dollar/euro exchange rate fluctuated between 1.13 and 1.25 US dollars to the euro during 2018, fin- ishing the twelve-month period at an average rate of 1.18 US dollars to the euro. As previously announced, the US Federal Reserve continued to raise key interest rates during the period under report. With effect from the end of the year, the ECB discontinued its purchases of securities, sending out the first clear signals that its highly expansionary monetary policy is coming to an end. Currency markets Emerging markets remained on a stable growth course with GDP up overall against the previous year, includ- ing rises in Russia (+2.3%), Brazil (+1.3%) and India (+7.3%). The upward trend in Russia was driven by a number of sectors. Investment and industrial production increased markedly. Domestic consumer spending was at a similar level to the previous year. The positive trend benefited from a further drop in unemployment. Economic recovery in Brazil remained sluggish. Although private consumer spending developed positively in 2018, the country's high unemployment rate was only reduced slightly. Government spending also increased. The Indian economy grew at a steady rate. Apart from strong growth in private spending, the manufacturing sector also made a positive contribution. 2018 with the growth rate almost halved compared to one year earlier. The export sector slowed down in 2018 after a strong previous year. 2019 41 2014 50 Price in US Dollar Price in € 100 150 Source: Reuters. 50 100 150 Price per barrel of Brent Crude → 20 Oil price trend The currencies of major emerging economies fell during 2018. The Russian rouble and the Brazilian real lost 12% and 20% respectively against the euro. The Indian rupee depreciated by 10% against the euro. twelve-month period. The Japanese yen also continued to depreciate year-on-year with an average exchange rate of 130 yen to the euro during the year under report. The Chinese renminbi continued to lose value com- pared to the previous year, recording an average exchange rate of 7.81 renminbi to the euro for the The British pound's fluctuations against the euro reflected the progress of difficult negotiations towards an orderly Brexit. The value of the British currency fell temporarily to 0.91 pounds to the euro before finishing the year at an average rate of 0.89 pounds to the euro. Economic Position → General and Sector- specific Environment Report on Combined Management Report 42 42 Source: Reuters. → 19 Combined In Japan, the growth rate for 2018 fell sharply to 0.8%, mainly due to a significant decline in private consumer spending. In addition, various natural catastrophes temporarily curtailed production. Furthermore, demand for capital goods only increased moderately, Project decisions are based on calculations derived from expected cash flows of the individual project. Calculations are made for the full term of a project, incorporating future years in which the project is expected to generate cash flows. Project decisions are taken on the basis of net present value and the internal rate of return calculated for the project. Value-based project management Operational business in the Automotive and Motor- cycles segments is largely shaped by its life-cycle- dependent project character. Projects have a substantial influence on future business performance. Project decisions are therefore a crucial component of financial management in the BMW Group. Capital employed comprises the average amount of Group equity employed during the year as a whole, the financial liabilities of the Automotive and Motorcycles segments, and pension provisions. The earnings amount corresponds to Group profit before tax, adjusted for interest expense incurred in conjunction with the pension provision and on the financial liabilities of the Automotive and Motor- cycles segments (earnings before interest expense and taxes). The cost of capital is the minimum rate of return expected by capital providers in return for the capital employed. Since capital employed comprises an equity capital (e.g. share capital) and a debt capital element (e.g. bonds), the overall cost of capital rate is determined on the basis of the weighted average rates for equity and debt capital, measured using standard market procedures. The pre-tax average weighted cost of capital for the BMW Group in 2018 was 12%, unchanged from the previous year. * Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. 10,086 BMW Group 4,174 2,788 6,804 7,298 10,978 2017 2018 2017 2018 2017 2018 Value added Group Cost of capital (equity + debt capital) Earnings amount in € million The net present value of a project indicates the extent to which a project will be able to generate a positive contribution to earnings over and above the cost of capital. A project with a positive net present value enhances value added and therefore results in an increase in enterprise value. The internal rate of return of the project corresponds to the average return on capital employed in the project. It is equivalent to the multi-year average RoCE for an individual project. It is therefore consistent with one of the key performance indicators. For all project decisions, the project criteria and long-term periodic results impact are measured and incorporated in the long-term Group forecast. This approach enables an analysis of the impact of project decisions on periodic earnings and rates of return for each year during the term of the project. The overall result is a cohesive management model. 39 10 Economic growth in China came in at 6.6% in 2018, slightly down on the previous year. Demand from private households remained at a similarly high level to previous years. By contrast, the willingness of companies to invest fell significantly, reflected in a growth rate of only 5.9% in 2018. This outcome was a desired development and in line with the gov- ernment's intended transformation of the Chinese economy to one of sustainable economic growth and greater financial market stability. Over the course of the year, however, tariff increases imposed by the USA on Chinese products exacerbated the factors holding down the domestic economy, causing the Chinese government to undertake fiscal measures to prevent the economy from slowing too quickly. GDP in the USA rose for the ninth consecutive year in 2018, growing by 2.9% on the back of strong domestic demand. Alongside increased household spending encouraged by the tax reform, government-related demand also increased considerably. Consumer sentiment within private households was shored up by a historically low unemployment rate of less than 4% and rising wages. Corporate investments and industrial production also grew robustly. Strong economic growth combined with an inflation rate of 2.4% provided impetus for the Fed to raise interest rates over the course of 2018. Economic performance in the United Kingdom was dominated by continuing uncertainty regarding the terms of Brexit and hence the country's future relation- ship with the EU. Despite a further slight decline in the unemployment rate, private consumer sentiment declined further. Similarly, the public sector had only a limited degree of leverage to counter the overall slowdown in market momentum. As a consequence, economic growth in the reporting period slowed for the fourth year in succession to stand at 1.3%. The situation was exacerbated by the Bank of England raising its benchmark interest rates in an attempt to hold down price inflation. The eurozone economy continued to grow. At around 1.9%, however, the increase was below the previous year's rate. Key economies in the region remained on growth course, with economic output up in Germany (+1.5%), France (+1.6%), Italy (+1.0%) and Spain (+2.5%). Increased investment activity, rising exports and robust domestic demand from both private consumers and the state contributed to the positive economic development. Within this favoura- ble environment, the unemployment rate continued to fall and is now at its lowest level since 2008. As a result of the related rise in inflation, the European Central Bank (ECB) decided to phase out its securities purchase programme by December 2018 and to reinvest only principal repayments from maturing securities. The global economy grew by 3.7% in 2018, similar to the previous year. Despite political uncertainties, all regions saw economic growth, albeit with varying degrees of strength. While momentum slowed in Europe and China, economic output in the USA grew at a significantly faster pace than in 2017, thereby bol- stering the growth of global gross domestic product. General economic environment SECTOR-SPECIFIC ENVIRONMENT GENERAL AND ✓ -8.1% €9,815 million 2015 Group profit before tax down moderately Automobile and motorcycle deliveries reach record levels ON ECONOMIC POSITION REPORT specific Environment → General and Sector- Economic Position Report on Management Report Combined 40 Business performance impacted by various factors 2016 2017 2018 Overall assessment of business performance Despite challenging conditions and volatility on international markets, the BMW Group can look back on an overall positive business performance in 2018. Despite some downward trends in figures in the past financial year, the BMW Group's results of operations, financial position and net assets are all indicative of the enterprise's solid financial condition. Overall, despite the various economic challenges, business developed in line with management's revised expectations. This assessment also takes into account events after the end of the reporting period. BY MANAGEMENT OVERALL ASSESSMENT In the UK, the market for pre-owned premium vehicles was slightly down on previous years. North American markets developed positively. So far, markets in Asia have been largely unaffected by discussions about types of engine. In some European countries, in particular Germany and to some extent in Southern Europe, diesel engines were the subject of political debate in 2018. In Germany, the first driving bans were imposed on older diesel vehicles. Although markets for pre-owned cars in the premium segment reacted across the board with price decreases for diesels, only a small number of the affected vehicles remain in the BMW Group's portfolio. By contrast, prices for petrol vehicles in the premium segment remained stable. The pace of economic growth in Japan slowed during 2018, partly due to the numerous natural disasters. With inflation well below the target rate of 2%, the Japanese central bank decided to retain its highly expansionary monetary policy. The Chinese economy lost a certain amount of momentum in 2018. Despite the trade dispute with the USA, the People's Bank of China (PBOC) retained its interest rate policy and left the benchmark interest rate unchanged. Despite the trade dispute with China, the US Federal Reserve maintained its strategy of normalising mon- etary policy during 2018. Over the course of the year, it resolved on four occasions to raise the benchmark interest rate, in each case by 0.25%, taking it to a range of 2.25 -2.50%. After a weak first six-month period, the UK economy recorded stronger-than-expected growth during the second half of 2018. In August, the Bank of England (BOE) decided to raise key interest rates in view of solid growth figures and to counter inflationary pressures. The ECB's policy of monetary expansion remained largely unchanged. The volume of bond purchases was reduced from €30 billion to €15 billion in Octo- ber 2018 and the purchase programme definitively ended with effect from the end of the year. International interest rate environment and development of pre-owned vehicle prices The global economy continued to grow robustly in 2018. With the exception of the Fed, major central banks supported this development with their con- tinued expansionary approach. in 2018 Forecasts for 2018 with Actual Results Comparison of → Overall Assessment by Management ↑ ↑ ↑ Economic Position → General and Sector- specific Environment Report on Report Management Combined COMPARISON OF FORECASTS FOR 2018 WITH ACTUAL RESULTS IN 2018 The following section provides information on the key financial and non-financial performance indicators for the Group and its segments, which is used as the basis for the internal management of the BMW Group. As part of the analysis of operations and the financial condition of the BMW Group, forecasts made the pre- vious year for the financial year 2018 are compared with the actual outcomes in 2018. In an ad hoc announcement issued on 25 Septem- ber 2018, the BMW Group reported on its decision to revise its forecast for the financial year 2018 in light of a new assessment. The main reasons given for the revision are stated below: 45 45 As foreseen in the outlook for the financial year 2018, there was a slight increase in the size of the workforce, which was thus in line with expectations. In the period under report, the size of the workforce increased slightly by 3.7% to 134,682 employees (2017: 129,932 employees). Projects relating to vehicle elec- trification and autonomous driving were the main reason for the workforce increase. Operating growth at segment level and the expansion of financial and mobility services also contributed to the higher headcount. Workforce at year-end: slight increase Group profit before tax fell moderately and was thus in line with adjusted expectations, as revised in the Quarterly Report to 30 September 2018. have been adjusted due to the first-time application of IFRS 15, see note 6 to the Group Financial At €9,815 million, Group profit before tax in 2018 was the second-best figure in the company's history and moderately down on the previous year's record *Prior year figures level (2017: €10,675* million; -8.1%). In the Annu- al Report 2017 it was expected that profit before tax would remain at the previous year's level. The factors described above had a dampening effect on the BMW Group's earnings performance during the Statements. twelve-month period under report. Profit before tax: moderate decrease Group 44 The BMW Group remains fully committed to its goal of spearheading the transformation of the industry. It continues to strive for sustained high profitability as the cornerstone of its Strategy NUMBER ONE > NEXT. In addition to continuing the current product roll- out, ongoing cost and efficiency measures will also be intensified. Group profit before tax is expected to show a moderate year-on-year decrease (previously: in line with the previous year). The EBIT margin in the Automotive segment is expected to be at least 7% (previously: 8 to 10%). In the Automotive segment, revenues are fore- cast to be slightly lower than the previous year (previously: slight year-on-year increase). Against this background, the BMW Group adjusted its outlook for the financial year 2018 as follows: markets. In addition, continuing international trade con- flicts were aggravating the market situation and feeding uncertainty. These circumstances resulted in greater-than-expected distortions in demand and unexpected pressure on pricing in several Increased goodwill and warranty measures re- sulted in significantly higher additions to provi- sions in the Automotive segment. The BMW Group implemented the requirements of the WLTP regulations at an early stage. How- ever, the industry-wide shift to the new WLTP test cycle resulted in significant supply distor- tions on several European markets and unexpect- edly intense competition. In line with its flexible production and sales strategy, the BMW Group responded to these circumstances by reducing its volume planning with a clear focus on earn- ings quality. - - These circumstances had a significant impact on Group profit before tax and the EBIT margin of the Automotive segment both in the third quarter and in the fourth quarter. → 18 43 Source: Working Group for the Iron and Metal Processing Industry. 2019 2018 2017 2016 2015 2014 100 100 600 Platinum Palladium 1,200 Gold 1,800 600 1,200 1,800 Price in US Dollar → 21 Precious metals price trend 2019 Source: Reuters. Energy and raw materials prices Steel markets experienced some sharp price rises during 2018, especially in the USA. The US Admin- istration increased tariffs on steel by 25%, making this particular raw material more expensive for the domestic market. In addition, the price of coking coal went up by around 10%. Moreover, both the USA and the EU continued to apply protectionist measures on steel products from various countries. Prices for precious and non-ferrous metals fell mar- kedly overall towards the end of 2018. Only palladium, which is mainly used in petrol engines, saw a price 2019 2018 2017 2016 2015 2014 60 Motorcycle markets in the 250 cc plus class generally performed well during 2018. The number of new registrations worldwide increased 3.1 % year-on-year. European markets in particular developed well, grow- ing at an overall rate of 7.4%. Germany registered growth of 8.6%. Increases in new registrations were also recorded in Italy (+6.3%) and Spain (+16.3%). The French motorcycle market was 6.0% up on the previous year. The US market continued to perform weakly and contracted by 4.5%. International motorcycle markets Vehicle registrations in major emerging markets rose for the second year in succession in 2018. Russia recorded growth of 10.3% to 1.6 million units. New registrations in Brazil went up by 12.1% (2.1 million units). 33 Overall, European automobile markets finished at the previous year's level (15.6 million units; 0.0%). A look at individual markets, however, shows a mixed picture for registrations. While Spain (1.3 million units; +7.0%) and France (2.2 million units; +3.0%) again saw year-on-year growth, new registrations were down in Italy (1.9 million units; -3.3%) and Germany (3.4 million units; -0.2%). The automobile market in the UK continues to suffer from uncertainties related to the progress of Brexit, with registrations down by 6.8% to 2.4 million units. International automobile markets ........ 100 140 Index: January 2014=100 → 22 Steel price trend On oil markets, concerns regarding a state bank- ruptcy in Venezuela and the reintroduction of export sanctions against Iran fuelled fears of a possible under-supply. Overall, the average price per barrel rose significantly from 54 US dollars to 72 US dollars year-on-year. WTI, the benchmark for crude oil in the USA, followed a similar trend, with an average price of around 65 US dollars per barrel for the year as a whole. Prices for lithium and cobalt, which are used as raw materials in batteries, were highly volatile during 2018. Whereas multi-year highs were still being recorded in the first half of the year, prices fell sharply during the second six-month period. increase. The upward trend of the previous years on inter- national automotive markets failed to continue in 2018, with registration figures for passenger cars and light commercial vehicles falling worldwide by 2.2% to 85.8 million vehicles. New registration figures fell for the first time in years in China (23.1 mil- lion units; -6.3%) and were flat in both the USA (17.3 million units; +0.3%) and Japan (5.1 million units; +0.7%). Value added Group* Exchange rates compared to the euro - On the American continent, market conditions were characterised by intense competition and fluctuations in demand, in some cases on a high scale. Nevertheless, the BMW Group increased deliveries in the region by 1.5% to 457,715 units (2017: 451,136 units). Business in the USA remained at the previous year's level, with 355,993 units delivered (2017: 353,819 units; +0.6%). BMW Group - key automobile markets 2018 → 24 as a percentage of deliveries Other 28.3 Japan 3.1 Italy 3.1 France 3.5 UK 9.6 25.7 China 14.2 USA 12.5 Germany BMW Group deliveries of vehicles by region and market → 25 in 1,000 units 2018 2017 2016 2015 2014 Europe thereof Germany thereof UK high level (2017: 1,101,760 units; -0.3%). Deliveries in Germany increased by 4.9% to 310,441 units (2017: 295,805 units). In the UK, volumes fell slightly year- on-year to 238,308 units (2017: 241,674 units; -1.4%), not least due to the ongoing uncertainty about the outcome of the Brexit negotiations. In Europe, the BMW Group's sales performance was dampened by various factors, including the diesel debate in some countries. Nevertheless, with deliveries of 1,098,523 units of its three brands, the BMW Group came very close to the previous year's & The BMW Group continued to grow its business in Asia in 2018, recording a 3.3% increase in deliveries of BMW, MINI and Rolls-Royce brand vehicles to a total of 876,614* units (2017: 848,826* units). In China, sales figures developed positively, mainly due to a strong second half-year, rising to 640,803* units (2017: 595,020 units; +7.7%). Asia and Americas slightly up, Europe at previous year's level % moderate decrease FINANCIAL SERVICES SEGMENT Return on equity slight decrease 1 Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. 2 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2018: 459,581 units). 3 EU-28. % 14.8 (-3.3%pts) Americas slight decrease 48 Combined Management Report Report on Economic Position → Review of Operations → Automotive Segment REVIEW OF OPERATIONS Automotive Segment Deliveries rise to new record level The BMW Group delivered 2,490,664* BMW, MINI and Rolls-Royce brand vehicles worldwide in 2018, thereby setting a new record for the eighth year in succession (2017: 2,463,526* units; +1.1%), comprising 2,125,026* BMW (2017: 2,088,283* units; +1.8%), 361,531 MINI (2017: 371,881 units; -2.8%) and 4,107 Rolls-Royce (2017: 3,362 units; +22.2%) brand vehicles. 47 year's level = earnings amount (cost of capital rate x capital employed) 1,092.2 747.3 685.8 658.4 thereof China* 640.8 595.0 516.8 464.1 456.7 Other markets 57.9 61.8 67.7 65.4 62.7 Total* 2,490.7 2,463.5 2,367.6 2,247.5 2,118.0 848.8 876.6 Asia* 397.0 1,000.4 914.6 310.4 295.8 298.9 286.1 272.3 238.3 241.7 252.2 1,101.8 231.0 457.7 451.1 460.4 495.9 482.3 thereof USA 356.0 353.8 366.5 405.7 205.1 28.4 (-5.6%pts) 1,098.5 slight increase joint venture BMW Brilliance Automotive Ltd., Shenyang (2018: 459,581 units, 2017: 384,124 units). 2 EU-28. In the Quarterly Report to 30 September 2018, the original forecast for segment revenues was revised from a slight increase to a slight decrease. Thanks to the slightly higher number of vehicles delivered, actual revenues were in line with the previous year's level and therefore exceeded the most recent forecast. Going forward, the BMW Group intends to place greater emphasis on the quality of earnings in its management of the business. Given that the EBIT margin already takes account of revenues, segment revenues will no longer be reported as one of the key performance indicators going forward. EBIT margin: at least 7% The EBIT margin (profit before financial result divided by revenues) came in at 7.2% (2017: 9.23%; −2.0 per- centage points). As forecast in the Quarterly Report to 30 September 2018, the EBIT margin exceeded 7% and was therefore in line with revised expectations. In the Annual Report 2017 an EBIT margin in the range of 8 to 10% was originally expected. Return on capital employed: significant decrease The Automobile segment's RoCE in 2018 fell to 49.8% (2017: 77.73%; -27.9 percentage points), mainly reflecting earnings developments. The main reasons for the decrease were higher investments in the electrification of the BMW Group's vehicle fleet, digitalisation and the expansion and rejuvenation of the model portfolio as well as the expansion of the production network. However, the long-term target ROCE for the Automotive segment was well above the minimum target of 26%. As foreseen in the outlook for the financial year 2018, the RoCE decreased significantly, in line with expectations. Motorcycles segment Deliveries to customers: in line with previous year's level In 2018, deliveries of motorcycles reached a new record level of 165,566 units (2017: 164,153 units; +0.9%). In the Quarterly Report to 31 March 2018, a slight increase was forecast for the full twelve-month period. Due to the limited availability of products in conjunc- tion with various model changes, deliveries in 2018 were only in line with the previous year's level. The original forecast in the Annual Report 2017 expected a solid increase in deliveries of motorcycles. EBIT margin in target range of between 8 and 10% The EBIT margin in the Motorcycles segment (profit before financial result divided by revenues) came in at 8.1% (2017: 9.11%; -1.0 percentage points). As foreseen for the financial year 2018, the EBIT margin was within the target range of between 8 and 10% and therefore in line with expectations. Return on capital employed: moderate decrease The return on capital employed (RoCE) for the Motor- cycles segment in 2018 was 28.4%, moderately down ¬ on the previous year's level (2017: 34.01%; -5.6 per- centage points). In the original forecast in the Annual Report 2017, a slight increase was expected. The most recent forecast in the Quarterly Report to 30 Septem- ber 2018 still assumed that ROCE would be in line with the previous year's level. The shortfall was attributable to the ramp-up situation in the segment due to various model changes. The long-term target RoCE of 26% for the Motorcycles segment was surpassed. Financial Services segment Return on equity slightly below previous year's level As expected in the Annual Report 2017, the return on equity generated by the Financial Services segment in 2018 was slightly lower than one year earlier at 14.8% (2017: 18.1%; -3.3 percentage points). The decrease was due to more stringent regulatory requirements for equity capital. Nevertheless, the internal RoE target of at least 14% was achieved. The key performance indicators of the BMW Group and its segments can be summarised as below. BMW Group comparison of 2018 forecasts with actual outcomes 2018 → 23 GROUP Profit before tax Fleet carbon dioxide (CO2) emissions²: in line with previous year's level Workforce at year-end As foreseen in the outlook for the financial year 2018, Automotive segment deliveries increased slightly and were therefore in line with expectations. In 2018, the BMW Group delivered a record num- ber of vehicles to customers for the eighth year in succession. Despite significant ongoing political and economic uncertainties due to trade disputes, regulatory requirements and the unclear outcome of the Brexit negotiations, deliveries of BMW, MINI and Rolls-Royce brand vehicles worldwide increased slight- ly by 1.1% to 2,490,664¹ units (2017: 2,463,526¹ units). 'Including the Favourable market conditions in Asia had a positive impact on automobile deliveries. In Europe, volume figures matched the previous year's high level despite fewer deliveries in the UK and Italy. In the Americas region, the BMW Group recorded a slight increase in the number of deliveries. Q1: in line with last - earnings amount cost of capital = Value added Group return on sales and value added. Value added, as a highly aggregated performance indicator, also provides an insight into capital efficiency and the (opportunity) cost of capital required to generate Group profit. A positive value added means that a company is generating more value than the cost of capital. The information provided by these two key perfor- mance indicators is further complemented by pre-tax Strategic management and quantification of financial implications for long-term corporate planning are performed primarily at Group level. The key perfor- mance indicators are Group profit before tax and the size of the Group's workforce at the year-end. Group profit before tax provides a comprehensive measure of the Group's overall performance after consolida- tion effects and a transparent basis for comparing performance, particularly over time. The size of the Group's workforce is monitored as an additional key non-financial performance indicator. Strategic management at Group level Management Report Report on Economic Position → Comparison of Forecasts for 2018 with Actual Results in 2018 Automotive segment Deliveries to customers: slight increase have been adjusted due to Revenues: in line with previous year's level At €85,846 million, segment revenues were in line 3 Prior year figures with the previous year's level (2017: €85,742³ million; +0.1%), whereby the translation of foreign currencies the first-time had a negative impact, particularly in the first quarter. application of IFRS 15, see The various adverse factors described above also held down revenues. note 6 to the Group Financial Statements. Deliveries of the core BMW brand in 2018 totalled 2,125,026¹ units (2017: 2,088,283¹ units; +1.8%), thereby setting a new volume record. MINI remained slightly below the previous year's record figure and, with 361,531 units, achieved its second highest num- ber of deliveries to date (2017: 371,881 units; -2.8%). Rolls-Royce Motor Cars achieved a new record level of 4,107 units (2017: 3,362 units; +22.2%). AUTOMOTIVE SEGMENT CO2 emissions from fleet vehicles delivered in Europe in 2018 amounted to 128 g CO2/km (adjusted value for 2017: 128 g CO2/km; 0.0%) and were therefore in line with the previous year. This was achieved despite a further decline in the share of diesel vehicles and also thanks to the significant growth in deliveries of electrified models. The original forecast had foreseen a slight decrease. Fleet emissions³ 9,815(-8.1%) moderate decrease 134,682 (+3.7%) slight increase 128 (0.0%) in line with last year's level 85,846 (+0.1%) in line with last year's level 7.2 (-2.0%pts) between 8 and 10 significant decrease Q3: at least 7 % in 2018 % solid increase Q1: slight increase units 165,566 (+0.9%) in line with last year's level between 8 and 10 % Deliveries to customers² 8.1 (-1.0%pts) 49.8 (-27.9%pts) significant decrease Actual outcome 2,490,664 (+1.1%) slight increase € million Revenues EBIT margin Return on capital employed MOTORCYCLES SEGMENT Deliveries to customers EBIT margin Return on capital employed Forecast for 2018 in 2017 Annual Report during the year in line with last year's level Forecast revision € million slight increase slight increase slight decrease units g CO2/km Q3: moderate decrease slight increase Q3: slight decrease Asia/Pacific 8.7 Slight growth in fleet business *EU Bank comprises BMW Bank GmbH, its branches in Italy, Spain and Portugal, and its subsidiary in France. Growth in insurance brokerage business With an increase of 3.2% in 2018, the number of newly brokered insurance contracts grew to 1,381,093 contracts (2017: 1,337,652 contracts). At 31 Decem- ber 2018, the total number of brokered insurance contracts stood at 3,906,550 (2017: 3,649,362 con- tracts; + 7.0%). 26.7 Americas The BMW Group is one of Europe's foremost leasing and full-service providers. The Financial Services segment's fleet management business, under the brand name Alphabet, offers leasing and financing arrangements as well as specific services to com- mercial customers. The number of fleet contracts rose by 3.0% during the financial year 2018. At 31 December 2018, the segment was thus managing a portfolio of 700,080 fleet contracts (2017: 679,895 contracts). 32.8 Europe/ Middle East/Africa China 10.7 EU Bank✶ 21.1 Deposit business volume up on previous year Customer deposits represent an important source of refinancing for the Financial Services segment. The volume of deposits stood at €14,359 million at the end of the reporting period, representing a solid increase over one year earlier (2017: €13,572 million; +5.8%). 55 → Research and 99 56 Combined Management Report Report on Economic Position Review of Operations →Financial Services Segment in % per region Development Risk profile 55 Solid year-on-year growth in dealership financing The total volume of dealership financing continued to grow during the financial year 2018, standing at €20,438 million at the end of the reporting period (2017: €19,161 million; +6.7%). 22.3 Decrease in multi-brand financing 41.7 Despite ongoing political and economic uncertainties, such as the diesel debate in European countries con- cerning higher levels of emissions from diesel vehicles as well as Brexit and trade conflicts, the risk profile across the Financial Services segment's total portfolio remained stable at a low level. 46.8 21.2 22.1 20.8 30 Leasing 20.9 27.3 Financing 20.8 24.2 26.0 28.8 0 2014 2015 2016 2017 2018 *Until 2015 excluding Rolls-Royce. The total portfolio of financing and leasing contracts with retail customers developed positively again in 2018, with a solid increase of 6.3% year-on-year. In total, 5,235,207 contracts were in place with retail customers at 31 December 2018 (2017: 4,926,228 contracts) in the Financial Services segment. The China region recorded the fastest growth rate of all regions, significantly growing its contract portfolio by 25.6% year-on-year. The Europe/Middle East/Africa region (+7.0%), the EU Bank* region (+6.2%) and the Americas region (+2.2%) also registered solid or slight year-on-year growth respectively, whereas the Asia/Pacific region saw a slight decrease in its contract portfolio (−2.5%). Contract portfolio retail customer financing of Financial Services segment 2018 → 35 Multi-brand financing in the Financial Services seg- ment registered a significant drop (-13.5%) in new business in 2018, with the number of new contracts falling to 136,283 contracts (2017: 157,626 contracts). The total portfolio comprised 401,007 contracts at 31 December 2018, slightly lower than one year earlier (2017: 406,813 contracts; -1.4%). The reason for the decline was a stronger focus on the Group's own brands within this line of business. 0.25 38.0 Germany → 36 Economic Position Review of Operations → Purchasing and Supplier Network →Sales and Marketing Purchasing and Supplier Network Ensuring access to resources in a volatile environment With its globally oriented organisation, the Purchasing and Supplier Network ensures access to all necessary external resources in an environment that remains highly volatile. Activities include the procurement and quality assurance of production materials, raw materials, capital goods and services as well as the manufacturing of vehicle components produced in-house. External suppliers are selected systematically according to the criteria of quality, innovation, flexibil- ity and cost. In 2018, procurement activities focused on components for the fast-growing percentage of electrified vehicles. Connecting procurement markets The BMW Group remains committed to its strategy of maintaining a regional balance with regard to growth in delivery, production and purchasing volumes. The strategy makes an important contribution to natural hedging against currency fluctuations. The global distribution of purchasing volumes for production materials and raw materials is closely linked to pro- duction volumes in the BMW Group's global plant network. Global distribution remained largely stable in the financial year 2018. Global trade policy influences purchasing Report on Global trade policy is increasingly influencing the BMW Group's purchasing activities as well as its globally interlinked supply chains. With its pur- chasing strategy, the Group is pursuing the goal of increasing its own competitiveness and at the same time contributing towards cutting customs costs. This is achieved, for example, through localisation in free trade areas with minimum requirements in terms of local value creation and through the intelligent controlling of material flows within a global network. The BMW Group's purchasing function also works to ensure the greatest possible flexibility to allow for short-term changes in trade policy. → 37 in %, basis: production material Asia 6.5 14.9 North America Rest of Western Europe 17.0 1.2 Other 22.4 Eastern Europe 46.3 196,455 Regional mix of BMW Group purchase volumes 2018 Combined Management Report 58 Furthermore, in May 2018 the BMW Group became the first international automotive manufacturer to obtain a test licence for autonomous driving within China. Level 4 functions (fully automated driving) are being trialled by a test fleet comprising the latest mod- els of the current BMW 7 Series on approximately six kilometres of designated test routes in the Chinese city of Shanghai. The development team, which is made up of more than 60 experts, is currently collecting data that reflect urban traffic in all its complexity. These data will serve as the basis for developing machine learning algorithms capable of depicting highly auto- mated driving strategies. in % 0.5 15 0.50 !!!!! 2014 2015 2016 2017 2018 The risk profile of the segment's credit financing port- folio also remained stable at a low level. The credit loss ratio on the total credit portfolio amounted to 0.25% at 31 December 2018, and therefore below the previous year's level (2017: 0.34%). Proceeds generated from the sale of BMW and MINI brand vehicles again rose slightly in the financial year 2018 due to volume and mix effects. Market values sta- bilised in North America. By contrast, the European pre-owned vehicle market experienced a downward trend, in line with expectations, mainly in the wake of the diesel engine debate. Further information on the risk situation is provided in the section Risks and Opportunities. 57 52 Research and Development → www.bmwgroup.com/innovation In 2018 the research and development division at the BMW Group faced a series of challenges, which were successfully met. Firstly, as part of the model offensive, the Company developed new vehicles and vehicle concepts. Secondly, it played a key role in advancing the technologies that will drive tomorrow's world, such as autonomous driving, battery research and electric mobility as well as software development and connectivity. Moreover, the transition to the new WLTP testing cycle was successfully completed during the course of the year. Autonomous Driving Campus working at full speed In May 2018, the BMW Group celebrated the official opening of its Autonomous Driving Campus in Unter- schleißheim near Munich. On 23,000 square metres of office space, the BMW Group is rapidly developing state-of-the-art driver assistance systems as well as highly and fully automated driving technology. The campus has created many new jobs, particularly for IT specialists and software developers in the fields of artificial intelligence, machine learning and data analysis. At the end of 2018, around 1,300 experts from the BMW Group as well as from external partners such as Fiat Chrysler Automobiles, Intel and Mobileye were already working in Unterschleißheim. On campus, the associates actively practise an open, agile way of working (Large Scale Scrum - LeSS), enabling the teams to tackle the high complexity of their tasks more quickly and with greater efficiency. This approach enables the BMW Group to focus keenly on developing new key technologies such as artificial intelligence and driving simulation. Driver assistance and autonomous driving continue to play key roles in the BMW Group's forward-oriented strategy. During the year under report, a total of 80 vehicles were deployed to test the new technolo- gies on highways and in urban environments across Europe, the USA and China. Substantial expansion of R&D activities in China As part of its corporate strategy, the BMW Group took a number of decisive steps in 2018 in the field of research and development to secure the future of the enterprise as a whole. China is playing an increasingly significant role for the BMW Group as a driver of innovation and future mobility. Following the R&D centre in Shenyang, the BMW Group opened a new location in Beijing in May 2018, where topics such as requirements management, testing and validation as well as the development of systems and services are now handled. In June, the BMW Group added a third location - Shanghai - to its Chinese R&D network. The R&D centre in Shanghai will focus on autonomous driving, digital services and futuristic design and expand existing collaboration arrangements with leading high-tech companies. The R&D team comprises over 200 technical specialists and design- ers. The two new locations are intended to bolster the BMW Group's local innovative strength in China. Development of credit loss ratio 50.0 157,799 60 56,037 64,311 -12.9 2.6 BMW 8 Series 923 BMW X1 286,827 286,743 BMW 7 Series 0.0 BMW X2 67,576 3.2 BMW X3 201,637 146,395 37.7 9.5 BMW X4 13.5 45,950 1.3 26,606 BMW 2 Series 152,215 181,113 -16.0 7.2 BMW 3 Series 366,475 409,005 -10.4 11,052 17.2 109,887 133,104 -17.4 5.2 BMW 5 Series 382,753 10.2 18.0 BMW 6 Series BMW 4 Series 9.4 52,167 2.2 Economic Position Review of Operations → Automotive Segment MINI achieves second-best year 2018 was the second-best year in MINI's history. Worldwide deliveries totalled 361,531 units (2017: 371,881 units; -2.8%). Deliveries of the MINI Countryman 7 increased by almost one fifth to 99,750 units (2017: 84,888 units; +17.5%). The MINI Hatch (3- and 5-door) achieved a volume of 182,189 units (2017: 194,070 units; -6.1%). Deliveries of MINI vehicles by model variant → 27 in units MINI Hatch (3- and 5-door) Report on MINI Convertible MINI Countryman MINI total Proportion of MINI sales volume 2018 2017 Change in % 2018 in % 182,189 MINI Clubman -11.9 Combined Management Report *Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2018: 459,581 units, 2017: 384,124 units). BMW X5 155,575 180,905 -14.0 7.3 BMW X6 35,040 40,531 -13.5 50 1.6 37,545 33,676 11.5 1.8 BMW total 2,125,026 2,088,283 1.8 100.0 BMW i 194,070 -1.0 199,980 299,939 269,309 11.4 11.8 191,888 127,440 50.6 7.6 211,660 308 168,969 8.3 63 64,431 50,272 28.2 2.5 42,660 38,064 12.1 25.3 1.7 0.2 3,308 -19.7 6.2 50,224 53,105 -5.4 2.0 15,612 21,084 -26.0 31.6 0.6 10,956 8,952 22.4 0.4 7,752 12,768 -39.3 0.3 4,353 06 201,968 2,541,534 1.4 German plants play leading role within network Overall, the Group's German manufacturing plants in Munich, Dingolfing, Regensburg and Leipzig again produced over one million vehicles in 2018. At the same time, important innovations are being further developed and tested at these plants. Moreover, they are playing a key role in integrating e-mobility throughout the BMW Group's production network. In 2018 alone, more than €1 billion were invested in the Group's German production sites for continu- ous modernisation projects and to prepare them for electric mobility. The technologies used in making electric drivetrain components and batteries are developed at the proto- type construction centre in Munich. The Dingolfing and Landshut plants play a leading role as centres of competence for the production of electric drivetrain systems. Electric motors for the BMW Group's elec- trified vehicles are also produced at these plants. The batteries required are produced at the three battery factories in Dingolfing (Germany), Spartanburg (USA) and Shenyang (China). In Thailand, the BMW Group works closely with a partner that manufactures bat- teries for electrified vehicles produced locally. The ability to produce electric drivetrain systems, batteries and prototypes for battery cells in-house gives the BMW Group a decisive competitive edge that enables it to secure valuable knowledge of new technologies, gain important system expertise and leverage cost advantages. In the future, the Group intends to concentrate its battery cell expertise in an in-house competence cen- tre. The aim is to continue developing the technology and to fully analyse and understand the value-added processes of the battery cell. The competence centre is due to be opened in 2019. 49.6 BMW* deliveries rise to new record level In 2018, BMW brand deliveries rose to 2,125,026 units (2017: 2,088,283; +1.8%), reaching a new record high for the eighth year in succession. The BMW 5 Series, the BMW 6 Series and the X Family all made major contributions to this result. Moreover, the fleet of electrified vehicles is continually gaining in significance. At 199,980 units, deliveries of the BMW 1 Series were almost at their previous year's level (2017: 201,968 units; -1.0%). Now nearing the end of its model life cycle, deliveries of the BMW 3 Series were down on the previous year, in line with expectations (366,475 units; 2017: 409,005 units; -10.4%). The new BMW 3 Series Sedan celebrated its world première in autumn 2018, amid great acclaim from customers and media alike. Deliveries of the BMW 5 Series 7 → Automotive Segment → Motorcycles Segment rose significantly by 10.2% to 382,753 units (2017: 347,313 units). The BMW 6 Series benefited from the new Gran Turismo model and achieved a volume of 26,606 units worldwide (2017: 11,052 units). 49 Deliveries of BMW vehicles by model variant* → 26 in units 2018 2017 Change in % Proportion of BMW sales volume 2018 in % BMW 1 Series The BMW X family again enjoyed high demand in 2018. Worldwide deliveries of 792,605 X units represented a significant 12.1% increase year-on- year (2017: 706,741 units). The BMW X3 made an important contribution to this performance, with deliveries up by more than one third to 201,637 units (2017: 146,395 units; +37.7%). Now coming to the end of its life cycle, BMW X5 deliveries fell short of the previous year, in line with expectations (155,575 units; 2017: 180,905 units; -14.0%). The successor to the X5 has been available since Novem- ber 2018 and will generate additional impetus from 2019 onwards. 2,505,741 Review of Operations Report on 100.0 Goodwood San Luis Potosí² Tiexi (BBA)³ Dadong (BBA)³ Born (VDL Nedcar)4 Graz (Magna Steyr)4 Partner plants Group Economic Position 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2018: 491,872 units, 2017: 396,749 units). 3 Joint Venture BMW Brilliance Automotive Ltd., Shenyang. 4 Contract production. The BMW Group's production system is based on the Strategy NUMBER ONE > NEXT and is ideally prepared for the future. The system is characterised by unique flexibility, outstanding efficiency and robust processes, enabling the BMW Group to respond rapidly to changing market situations and fluctuations in regional demand. This level of manufacturing expertise gives the Group a crucial competitive edge and makes a key contribution to its overall profitability. Its production network leverages innovative technolo- gies from the fields of digitalisation and Industry 4.0, standardised modules and intelligent mixed manu- facturing methods. The production system ensures consistent premium quality and enables a high level of customisation for customers. MINI buyers, for example, can optionally design selected components to suit their individual tastes. To ensure full capacity utilisation of its production network in the long term and to be capable of responding rapidly and flexibly to changing customer requirements, the BMW Group pursues the strategy of integrating the production of all-electric and plug-in hybrid vehicles in its existing manufacturing system. In 2018, the Group produced electrified vehicles at ten different locations worldwide. In the future, every BMW Group production plant in Europe will also manufacture electrified vehicles. 52 52 Combined Management Report 2 2018 only pre-series production, plant opens in 2019. -6.1 347,313 32,356 solidated entity. Financial Services only includes automobile mar- kets in which the The proportion of new BMW Group vehicles either leased or financed by the Financial Services segment in the financial year 2018 amounted to 50.0%, 3.2 per- *The calculation centage points up on the previous year (2017: 46.8%)*, mainly due to growth in credit financing in China. Credit financing and leasing business with retail customers remain key elements in the success of the Financial Services segment. During the period under report, 1,908,640 new credit financing and leasing contracts were concluded with customers, slightly up (+4.4%) on the previous year (2017: 1,828,604 contracts). A slight increase in new contracts was recorded for both credit financing (+4.3%) and leasing business (+4.5%). Overall, leasing accounted for 33.1% and credit financing for 66.9% of new business. Slight growth in new business 3,000 4,360 4,719 5,381 5,115 5,708 6,000 in 1,000 units → 33 Contract portfolio of Financial Services segment Continued growth for Financial Services As in the previous year, the Financial Services segment continued to perform very well within a highly com- petitive market environment and therefore remained firmly on growth course. In balance sheet terms, busi- ness volume grew by 6.8% to stand at €133,210 mil- lion (2017: €124,719 million). The contract portfolio under management at 31 December 2018 comprised 5,708,032 contracts and therefore grew solidly by 6.1% year-on-year (2017: 5,380,785 contracts). Financial Services Segment Segment segment is repre- In the pre-owned financing and leasing business sented by a con- for BMW and MINI, the segment recorded a slight increase in the number of new contracts signed in the period under report, up by 2.2% to 396,610 contracts (2017: 387,937 contracts). The total volume of new credit financing and leasing contracts concluded with retail customers during the twelve-month period under report amounted to €55,817 million, slightly higher than one year earlier (2017: €55,049 million; +1.4%) and despite negative exchange rate effects. 2014 223,817 371,316 -3.9 14.0 328,862 376,580 -12.7 12.9 319,592 338,259 Review of Operations →Financial Services -5.5 244,248 246,043 -0.7 9.6 234,501 2018 2017 2016 2015 12.7 356,749 Economic Position Combined Management Report 145.0 164.2 165.6 90 180 in 1,000 units 50.4 → 31 BMW Group deliveries of motorcycles Effect of model change felt particularly in Europe The model change in the mid-class segment had a particularly significant impact on the European mar- ket, causing motorcycle deliveries to fall slightly by 3.3% to 98,144 units in 2018 (2017: 101,524 units). At 23,824 units, deliveries to customers in Germany were down year-on-year (2017: 26,664 units; -10.7%). Italy saw a slight decrease, with deliveries falling to 14,110 units (2017: 14,430 units; -2.2%). By contrast, volumes remained similar to the previous year's level in Spain (11,124 units; 2017: 11,193 units; −0.6%) and France (16,615 units; 2017: 16,607 units; 0.0%). In the USA, BMW Motorrad reported a slight increase of 2.2% to 13,842 units despite difficult market con- ditions (2017: 13,546 units). Deliveries of motorcycles reached a new record level of 165,566 units in 2018 (2017: 164,153 units; +0.9%), marking the eighth successive year of growth. Motorcycle deliveries increase Motorcycles Segment The engine manufacturing plants in Munich, Hams Hall (UK), Steyr (Austria) and Shenyang (China) sup- ply both diesel and petrol engines for the production network. The BMW Group's largest engine plant in Steyr also serves as the development centre for diesel engines worldwide. In Steyr, more than 700 techni- cians and engineers are working on making the drive- trains of the future generate even fewer emissions and operate more efficiently and powerfully with the help of state-of-the-art testing and measuring technology. Worldwide network for conventional drivetrain production 4.8 9.2 International production network By expanding its international production network, the BMW Group follows global market developments with the aim of ensuring a balanced distribution of added value. In 2018, the Group announced the construction of a new plant in Hungary in order to increase capacity in its global production network in the long term. In 2018, the Group's largest plant in Spartanburg (USA) began producing the first BMW X7 and the new BMW X4 and BMW X5 models. The plant, which specialises in the BMW X Series ranging from the X3 to the X7, produces a total of five different models for the world market. 60 137.0 123.5 2014 54 53 UK 5.5 6.7 Spain 8.4 USA 8.5 Italy Other 46.5 10.0 France 14.4 Germany Report on BMW Motorrad presented a total of eight new models at the international motorcycle trade shows in Cologne (INTERMOT) and Milan (EICMA), comprising the R 1250 GS, R 1250 GS Adventure, R 1250 RT, R 1250 R, R 1250 RS, C 400 GT, F 850 GS Adv. and S 1000 RR. In the case of the third generation of the S 1000 RR, BMW Motorrad's customers can now select a BMW M package for the first time. The R 1250 models are also equipped with new engines that generate more power, especially at lower speeds, and help improve energy efficiency. A total of 162,687 motorcycles rolled off BMW Motor- rad's production lines at five locations during the year under report (2017: 185,682 units; -12.4%). Since July 2018, BMW Motorrad scooters have also been manufactured by BMW Motorrad's partner Loncin Motor Co., Ltd in Chongqing, China. Motorcycle production down year-on-year due to model changes as a percentage of sales volume → 32 BMW Group - key motorcycle markets 2018 2018 2017 2016 2015 Eight new models introduced 555 51 Proportion of production in % Phantom* 830 235 Ghost 958 1,098 -12.8 Wraith/Dawn 1,775 2,029 -12.5 Cullinan* 544 Rolls-Royce total 4,107 3,362 22.2 Delivery target of 140,000 electrified automobiles achieved The BMW Group succeeded in reaching its target of delivering more than 140,000 electrified vehicles in the financial year 2018, underlining its leading posi- tion worldwide in terms of combined deliveries of all-electric and plug-in hybrid vehicles and as market leader in Europe. Change in % 2017 2018 in units 33,351 -3.0 8.9 47,236 59,572 -20.7 13.1 99,750 84,888 With a total of 142,617 units, deliveries of BMW Group electrified vehicles rose by more than a third in 2018 (2017: 103,080 units; +38.4%). Deliveries of BMWi and BMW plug-in hybrid models increased by one third to 129,398 units in the year under report (2017: 97,281 units; +33.0%). With a total of 91,853 units, BMW plug-in hybrids made an important contribu- tion to this performance (2017: 63,605 units; +44.4%). Deliveries of the electrified MINI Countryman*, avail- able since June 2017, totalled 13,219 units during the year under report (2017: 5,799 units). 17.5 361,531 371,881 -2.8 100.0 Rolls-Royce with record deliveries year In 2018, Rolls-Royce Motor Cars marked its best in over 100 years of corporate history with 4,107 deliv- eries worldwide (2017: 3,362 units; +22.2%). The Rolls-Royce Phantom* (830 units; 2017: 235 units) and the new Rolls-Royce Cullinan* (544 units), the latter of which has been available to customers since November 2018, contributed substantially to this performance. Deliveries of Rolls-Royce vehicles by model variant → 28 27.6 Deliveries of electrified models → 29 in units 2018 Due to the high global demand for these models, the plants in Dadong (China) and Rosslyn (South Africa) have also been producing the BMW X3 since 2018. Previously, the Rosslyn plant had produced the BMW 3 Series for over 35 years. The new BMW Group plant in San Luis Potosí (Mexico) will take over these capacities going forward. The first BMW 3 Series Sedans have already been successfully produced there as pre-series models. The plant in Mexico is due to be officially opened in mid-2019. in units Spartanburg Dingolfing Regensburg Leipzig Oxford Munich → 30 in % BMW Group new vehicles financed or leased by Financial Services segment* Rosslyn Rayong Chennai Araquari 2018 2017 Change in % → 34 Vehicle production of the BMW Group by plant (2017: 2,123,947¹ units; +2.1%), 368,685 MINI (2017: 378,486 units; -2.6%) and 4,353 Rolls-Royce brand vehicles (2017: 3,308 units; +31.6%). Production reaches new all-time high 2017 Change in % BMW i 37,545 33,676 11.5 BMW iPerformance 91,853 63,605 44.4 A new production volume record of 2,541,534¹ units (2017: 2,505,741¹ units; +1.4%) was set during the year under report, comprising 2,168,496¹ BMW 7 In 2018, the BMW Group celebrated the 15th anniver- sary of the successful BMW Brilliance Automotive (BBA) joint venture in Shenyang (China). A total of six BMW models are manufactured at the two BBA plants in Dadong and Tiexi. The BMW X2 will become the seventh model in 2019. MINI Electric 13,219 5,799 Total 142,617 103,080 38.4 *Fuel consumption and CO2 emissions information are available on page 108. -28.8 -2,000 7,240 8,675 Due to currency effects, BMW Group revenues remained at a similar level to the previous year. Adjusted for currency factors, revenues grew slightly on the back of higher delivery volumes and a good financing portfolio performance. The positive impact of volume growth was held down by intense compe- tition on the markets. The unexpectedly high level of competition was due in particular to the reaction of competitors to the early implementation of WLTP regulations. Trade conflicts and uncertainties also exacerbated the situation and had an unfavourable impact on selling prices. Loss from discontinued operations 2018 Europe Asia in % → 43 BMW Group revenues by region Group revenues by region were as follows: 2017* -2,575 Economic Position Report on Combined Management Report 66 99 65 → Results of Opera- tions, Financial Posi- tion and Net Assets 46.1 46.0 30.9 20.0 20.9 -0.9 8.1 9.1 -1.0 Group 3.0 2.8 Other regions 7 20.8 20.2 Americas 30.2 69 positive effect of the growth in vehicle deliveries. The currency impact was mainly attributable to changes in the exchange rates of the US dollar, Chinese renminbi, Russian rouble and Australian dollar against the euro. The net amount reported for other operating income and expenses had a positive effect. Profit before tax for the year ended 31 December 2018 was moderately down on the previous year. Gross profit for the twelve-month period under report fell moderately year-on-year. A combination of higher research and development expenses, intense com- petition and currency effects more than offset the The BMW Group had a worldwide workforce of 134,682 employees at the end of the reporting period (31 December 2017: 129,932 employees). 2018 in % -17.2 13.09 10.84 -17.2 13.07 10.82 Earnings per share of preferred stock in € Earnings per share of common stock in € -16.9 8,675 7,207 Net profit -33 2017* -16.5 Change in %pts 10.1 * Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. 7.5 18.7 26.2 Effective tax rate -1.3 20.3 19.0 Gross margin -1.4 8.8 7.4 Post-tax return on sales -0.8 10.9 Pre-tax return on sales Profit from continuing operations -9,558 -8.1 The BMW Group again achieved top rankings in prestigious sustainability ratings in 2018, thereby underlining its leading position as a sustainable enterprise. In the Dow Jones Sustainability Indices (DJSI) rating, the BMW Group is the only German automobile maker to have been included once again in the two indices "World" and "Europe" and has been continuously represented since the indices were established in 1999. In the CDP rating (formerly the Carbon Disclosure Project), the Group achieved the category "Leadership" with a rating of A- in the year under report. Furthermore, the Group was again listed in the British FTSE4Good Index in 2018. Fleet CO2 emissions at previous year's level The development of sustainable products and services is an integral part of the BMW Group's business model. The fleet-wide deployment of Efficient Dynamics technologies and electrification are contributing to a continual reduction in CO2 emissions. The electrifica- tion of the fleet continued to make progress in 2018. Due to the expansion of the model range, deliveries of electrified BMW Group vehicles in 2018 increased significantly and, at 142,617 units, surpassed the pre- viously announced target of 140,000 units. Efficient Dynamics and electrification form the basis for future compliance with statutory CO2 and fuel consumption limits going forward. The BMW Group has reduced the CO2 emissions of its newly sold vehicles in Europe by approximately 42% between 1995 and 2018. 63 63 64 Combined Management Report Report on Top rankings in sustainability ratings Economic Position → Sustainability → Results of Opera- tions, Financial Posi- tion and Net Assets In 2018, the BMW Group's fleet of new vehicles sold in Europe (EU-28) had an average fuel consumption of 4.9 litres of diesel and 6.0 litres of petrol per 100 km respectively. CO2 emissions averaged 128 g/km (adjusted value for 2017: 128 g/km). Despite a further decline in the share of diesel vehicles, the figure was in line with the previous year, also thanks to a significant growth in deliveries of electrified models. Clean production In 2018, at 2.12 MWh per vehicle produced, the BMW Group slightly reduced the amount of energy consumed in the production process compared with the previous year (2017: 2.17 MWh; -2.3%). This was mainly due to the use of a new painting technology at various locations, such as at the Munich plant, and the installation of LED lighting throughout the entire production network. Through measures to boost energy efficiency and the purchase and in-house generation of electricity from renewable sources at BMW Group manufactur- ing sites, production-related CO2 emissions fell by 2.4% to 0.40 tonnes per vehicle produced in the year under report compared with the previous year (2017: 0.41 tonnes). In 2018, at 2.39 m³ per vehicle produced, water consumption was slightly higher than the previous year's level (2017: 2.22 m³; +7.7%). This was mainly due to above-average temperatures at the sites, which had a direct impact on water consumption. The non- recyclable waste from production processes rose to 4.27 kg per vehicle produced during the reporting period (2017: 3.86 kg; +10.6%). This was mainly due to a change in the structure of the waste disposal companies at the Shenyang site. As a result, specific waste streams, such as sludge from the wastewater treatment plant, could not be recycled in the year under report. Additionally, the high moisture content from household waste at the plant in Rosslyn, South Africa hindered recycling. Sustainability along the value chain Review of Operations As part of a regular materiality analysis, social chal- lenges are continually monitored and analysed in order to gauge their significance, from the point of view of both external and internal stakeholders. The results of the materiality analysis are described in greater detail in the Sustainable Value Report 2018. The BMW Group is in continual dialogue with a large number of stakeholders, both in Germany and abroad. Stakeholder feedback provides the BMW Group with a clear picture of how current trends are changing the business environment and is incorporated in the strategic considerations of the Company. For example, in the course of 2018, stakeholder dialogue events on the topics of urban mobility and digitalisation were held in Los Angeles, Melbourne, Shenzhen, Rotter- dam and Berlin. Stakeholder dialogues and materiality analysis as basis for sustainability management -2.0 Sustainability The Group's workforce is becoming increasingly international. Employees from over 110 countries work together successfully for BMW AG. Moreover, a balanced age structure in the workforce encourages an exchange of ideas and knowledge between gen- erations and plays a key role in reducing the loss of know-how when valuable employees retire. * Number of employees on unlimited employment contracts leaving the Company. *Since 2017 including maternity leave. 2018 2017 → www.bmwgroup.com/responsibility In order to secure its future existence, the BMW Group consistently integrates sustainability in its business model. The Company sees global challenges such as climate change and urbanisation as opportunities to drive innovation. In its constant endeavours, the BMW Group concentrates on three main fields: The development of products and services that provide sustainable individual mobility (e.g. electric mobility and services such as DriveNow and ReachNow) The efficient use of resources along the entire value chain • Responsibility towards employees and society Further information on sustainability within the BMW Group and related topics is provided in the Sustainable Value Report 2018, which is published online at www.bmwgroup.com/svr. Through its sustainability policy, the BMW Group supports the achievement of the UN's Sustainable Development Goals (SDG), which were adopted in September 2015. The Sustainable Value Report is published together with the Annual Report and is drawn up in accordance with the "Comprehensive" option of the standards of the Global Reporting Initiative (GRI). This is the highest level of transparency set out in the GRI stand- ards, in which all relevant information and indicators of the aspects identified as material are reported on. The Sustainable Value Report is drawn up subject to a limited assurance engagement in accordance with IASE 3000 (International Standard on Assurance Engagements 3000 (Revised): “Assurance Engage- ments other than Audits or Reviews of Historical Financial Information"). Based on the requirements of the German CSR Direc- tive Implementation Act, BMW AG has been required since the financial year 2017 to publish a non-financial declaration at both Company and Group level. The declaration is published jointly for BMW AG and the BMW Group as a separate combined non-financial report within the Sustainable Value Report. The separate combined non-financial report is availa- ble online within the Sustainable Value Report 2018 at www.bmwgroup.com/svr. Sustainability criteria also play a key role in the selec- tion and assessment of suppliers. The BMW Group has therefore comprehensively integrated sustainability management in its purchasing processes. This also includes greater transparency, which results from close collaboration between the Group and its sup- pliers. The BMW Group is also involved in initiatives aimed at standardising sustainability requirements and establishing verification mechanisms for critical raw materials. Sustainability in human resources policies In 2018, the BMW Group continued to consolidate its position as one of the most attractive employers worldwide. Its leading role in terms of sustainability contributes significantly to the high degree of employee loyalty within the BMW Group and is one of the reasons for the low staff attrition rate. This enables the BMW Group to maintain a low level of personnel recruitment expenditure. Further information is provided in the section Workforce. Social engagement -0.8 18,556 19,953 -7.0 -9,560 123 -494 9,121 9,899 -7.9 Financial result Profit before tax 694 776 -10.6 9,815 10,675 -78,329 Income taxes -78,924 98,282 Social engagement is firmly anchored in the BMW Group's understanding of its corporate role. As a globally operating company, the BMW Group assumes responsibility and is concerned with current social challenges. Its commitment focuses on long- term solutions that are internationally applicable and have a long-term impact according to the principle of "helping people to help themselves". In doing so, the company concentrates on its core competencies, such as intercultural understanding, social inclusion and the conservation of resources. RESULTS OF OPERATIONS, FINANCIAL POSITION AND NET ASSETS Results of operations Deliveries of BMW, MINI and Rolls-Royce brand vehicles during the financial year 2018 increased slightly by 1.1% year-on-year to 2,490,664 units. The BMW Group condensed income statement → 42 figure includes 459,581 units (2017: 384,124 units) manufactured by the joint venture BMW Brilliance Automotive Ltd., Shenyang. in € million Revenues Cost of sales Gross profit Selling and administrative expenses Other operating income and expenses Profit before financial result 2018 2017* Change in % 97,480 -0.8 9.2 Research and development expenditure ratio -2.9 0.9 6.2 7.1 2016 0.5 5.0 5.5 Capitalisation rate Research and development expenses as a percentage of revenues 2017* 2018 in % year. → 45 BMW Group performance indicators relating to research and development expenses financial services business were offset by positive currency effects. Inter-segment eliminations reduced the Group's warranty expense for the Change in %pts 43.3 39.7 3.6 Economic Position Report on Report Combined Management 98 68 The income tax expense for the year amounted to €2,575 million (2017: €2,000 million). Overall, profit before tax decreased moderately to €9,815 million (2017: €10,675 million). The financial result dropped by €82 million to €694 mil- lion and was therefore significantly down on the pre- vious year, partly due to a €107 million deterioration in the result from equity accounted investments. The main factors here were the €183 million positive earnings effect in the previous year arising on the sale of shares in HERE International B.V., Amsterdam, offset by a €107 million improvement in the earnings contribution from BMW Brilliance Automotive Ltd. on the back of higher volumes. The financial result for the financial year 2018 was also influenced by the change in other financial result. The previous year's figure contained the positive effect of fair value meas- urement gains on commodity derivatives totalling €236 million. As a result of the first-time application of IFRS 9, most of these effects - without the adjustment to comparative figures – are now recognised directly in equity. Unlike the result from equity accounted investments and the other financial result, both the result on investments and the net interest result had a positive impact on earnings in the financial year under report. The result on investments included a gain of €209 million arising in conjunction with the revaluation of the DriveNow companies. Profit before financial result (EBIT) fell by €778 million to €9,121 million (2017: €9,899 million). The net amount of other operating income and expenses improved significantly from negative €494 million to positive €123 million, mainly due to lower allocations to provisions for litigation. Depreciation and amortisation on property, plant and equipment and intangible assets recorded in cost of sales and in selling and administrative expenses totalled €5,113 million (2017: €4,822 million). At €9,558 million, selling and administrative expenses were similar to one year earlier. Due to a continuation of the product initiative, vehicle electrification and development work on autonomous driving, research and development expenses amount- ed to €5,320 million (2017: €4,920 million), a solid increase over the previous year. As a result, total research and development expenditure - comprising research costs, non-capitalised development costs and capitalised development costs (excluding amortisation thereon) – amounted to €6,890 million in the year under report (2017: €6,108 million). The higher level of capitalised development costs was mainly related to the production start of new models, modules and architectures. 62 67 *Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. The Group's cost of sales were in line with the previous year. Higher research and development expenses as well as higher cost of sales relating to 7 0.8 78,329 78,924 1,801 2,051 thereof interest expense relating to financial services business 2.0 22,932 23,383 Cost of sales relating to financial services business -0.4 43,442 43,262 Manufacturing costs Change in % 2017* 2018 in € million → 44 BMW Group cost of sales 13.9 → Results of Opera- tions, Financial Posi- tion and Net Assets Research and development expenses 4,920 4.9 2,857 2,996 -17.5 2,097 1,729 Cost of sales Other cost of sales Warranty expenses 7.4 2,081 2,234 14.4 1,236 1,414 thereof amortisation of capitalised development costs Service contracts, telematics and roadside assistance 8.1 5,320 Results of operations by segment BMW Group revenues by segment → 46 Change in % 20171 2018 1.2 -0.8 98,282 97,480 11.1 -8.1 -17,306 -18,710 -7.6 -14.3 7 6 4.5 2.2 6,977 27,567 8,717 169 19.1 16.2 Change in %pts 20171 2018 -8.1 10,675 9,815 -534 553 80 -45 -2.1 2,207 2,161 -17.6 205 -20.0 7.2 28,165 -4.4 BMW Group margins by segment Group Eliminations Other Entities Financial Services Motorcycles Automotive in € million → 47 BMW Group profit/loss before tax by segment Group Eliminations Other Entities Financial Services Motorcycles Automotive in € million → 48 -1.4 in % Gross profit margin 2,272 2,173 2.2 0.1 85,742 85,846 change² in % Change in % 20171 2018 Currency adjusted 2 The adjustment for exchange rate factors is calculated by applying the relevant current exchange rates to the prior year figures. 1 Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. EBIT margin Gross profit margin Motorcycles EBIT margin Automotive 2015 Since 2018, MINI Yours Customized has enabled its customers to personalise their interior products via 3D printing and order them directly online. This service was given the German Innovation Award in the category "Excellence in Business to Consumer". BMWAG 11.3 3.7 129,932 134,682 Group 1.7 117 119 Other 4,750 4,613 4,700 2,500 4,595 4,964 2.5 8,645 8,860 Financial Services 5.8 3,506 3,709 Motorcycles 3.7 2014 5,000 121,994 2014 2016 7.0 as a percentage of workforce in % → 41 Proportion of female employees in manage- ment functions at BMW AG/BMW Group* The proportion of women in the workforce as a whole, as well as in management functions and young talent development programmes, increased during the finan- cial year under report. The percentage of women in the total BMW Group workforce rose to 19.9% (BMW AG: 16.5%), above the internal target range of 15 to 17%. The number of women in management functions rose to 17.2% across the BMW Group (BMW AG: 15.1%). In the year under report, female representation in the BMW Group's trainee and student programmes stood at 44% and 28% respectively. Diversity is a key factor in ensuring the BMW Group's continued competitiveness. Emphasis is placed on the three aspects of gender, cultural background and age/experience. The aim is to ensure equal opportu- nities for all employees and at the same time utilise and promote the diversity of the Group's workforce. To achieve this end, a broad array of measures was implemented within the BMW Group during 2018. Further information on this topic is also provided in the Sustainable Value Report 2018. → www.bmwgroup.com/svr Diversity as a competitive factor → 40 Employee attrition rate at BMW AG* The Group also came out top again in Trendence's Young Professional Barometer Germany. In the Tren- dence Graduate Study Germany, the BMW Group retained first place in the business management and engineering target groups and improved its position for the IT target group, where it moved into second place. It also improved its rankings in the Universum study "Young Professionals Germany”, finishing first, second and third in the categories Business, Engineer- ing and IT respectively. Based on the overall results of studies across all sectors, the BMW Group remained one of the world's highest-ranked companies in 2018. 2015 In the period under report, BMW Group China was also named the most attractive employer in the auto- motive industry in both the local Universum Students Survey and the Zhaopin Most Attractive Employer Award. → Sustainability Review of Operations → Workforce Economic Position Report on Combined Management Report 62 62 61 High level of investment in employee qualification Spending on training and development increased to €373 million year-on-year (2017: €349 million; +6.9%). By training its workforce in areas such as electric mobility, robotics, data analysis and artificial intel- ligence, the BMW Group is creating an important foundation for the future success of its Strategy NUMBER ONE > NEXT. Managers are also closely involved in training and are prepared in the areas of transformation process design and leadership in agile organisations. 2018 2017 BMW Group remains a highly attractive employer In 2018, the BMW Group was once again ranked among the world's most attractive employers. In the latest "World's Most Attractive Employers" rankings published by the agency Universum, the BMW Group was once again named the most attractive automotive company in the world. 3.5 Automotive Change in % Report on Combined Management Report 60 60 in 2018. Apart from the M vehicles, BMW M GmbH also offers special driving safety training courses under the brand name BMW Driving Experience. During the financial year 2018, more than 25,000 participants completed training courses in Germany alone. Demand for the training courses also grew internationally. Accordingly, the international network partner of BMW M was expanded to include China and South Africa. Alto- gether, the BMW Driving Experience trained around 105,000 participants at international training locations Highest-ever number of deliveries for BMW M The year 2018 was the most successful in the history of BMW M GmbH. The main contributors to BMW M deliveries in the High Performance segment, apart from the M2*, were again the BMW M3 and M4 models as well as the new BMW M5*. Within the Performance segment, the new BMW X3 M40i* accounted for the majority of deliveries. The strong demand at BMW M also led to growth in BMW M certified dealerships. During 2018, their number grew to more than 1,000 certified dealerships worldwide. of five new models and also introduced two model revisions as well as two new variants of BMW M vehicles worldwide. The new BMW X2 went on sale at dealerships in March 2018, followed by the i8 Roadster* in May. The new X4 became available to customers in July. The fourth generation of the successful BMW X5 model and the new BMW 8 Series Coupé were both launched in November. The Active Tourer and Gran Tourer models of the BMW 2 Series both underwent model revisions in the year under report, and BMW M GmbH added the M2 and M5 Competition as well as the M3 CS* variants to its portfolio. During the year under report, BMW launched a total BMW broadens model range In line with its Strategy NUMBER ONE > NEXT, the BMW Group is increasingly investing in digital services. The aim is to develop and successfully operate new digital business models with a rigorously customer- oriented approach. This enables the BMW Group to additionally differentiate itself and underscores the attractiveness of its vehicle portfolio. A directly acces- sible customer base makes it possible to disseminate offers of new products and services, which customers can also benefit from after purchasing their vehicles. Currently, the range of digital offerings is focused on the areas MyCar (e.g. remote access to vehicle func- tions such as air conditioning), MyJourney (e.g. real- time traffic information and parking services), MyLife (e.g. music streaming services) and MyAssistant (BMW Intelligent Personal Assistant). The level of interest in digital services has grown steadily in recent years. Economic Position Review of Operations → Sales and Marketing Digitisation promotes individual mobility In addition to its BMWi vehicles, in 2018 the BMW Group successfully offered a range of six BMW plug-in hybrid models and one MINI plug-in* world- wide. The BMW Group is committed to providing flex- ible platforms where customers have the free choice of drivetrain system depending on their personal pref- erence. The advantage for the BMW Group lies in its flexible response to uncertain demand developments and the best possible utilisation of plant capacity. Since its market launch in 2014, the BMW i8 has been one of the best-selling hybrid sports cars. Launched in 2018, the new BMW i8 Roadster* offers an emotional combination of electric mobility and the experience of open-top driving. Apart from its remarkable design, pioneering technologies and sustainable mobility concept, it stands above all for the driving pleasure typically epitomised by BMW. The BMWi offers not only trendsetting vehicle con- cepts but also connected mobility services and a new understanding of premium, which is determined in particular by sustainability. The all-electric BMW i3* *Fuel has meanwhile established itself as one of the most successful electric vehicles in its segment. With a cell capacity increased to 120 ampere hours (Ah) and a current gross energy content of 42.2 kilowatt hours (kWh), a new generation of high-voltage batteries is helping the BMW i3* and its sporty sister model the BMW i3s* to extend its reach by about 30% to travel longer distances of up to 260 km. The entire production chain is supplied with green energy for both of these models and they are also 95% recyclable. on page 108. consumption and CO₂ emis- sions informa- tion are available BMW i remains on road to success The BMW Group's sales and distribution network currently comprises some 3,500 BMW, 1,600 MINI and 140 Rolls-Royce dealerships worldwide. Sales are conducted via independent authorised distributors, branch offices of the BMW Group, subsidiaries, and independent import companies in some markets. → www.bmwgroup.com/brands Sales and Marketing 59 59 As a systems provider, BMW i provides its customers with solutions that go far beyond the vehicle itself: BMWi 360° ELECTRIC and ChargeNow are compre- hensive service offerings for charging both at home and away from home. Energy services such as grid integration for electric vehicles and battery storage applications are also available. Additional offerings include charging technologies such as inductive charg- ing as well as charging infrastructure projects such as the super-fast charging network Ionity. → 39 → Workforce In 2018, due to external factors, the MINI brand was unable to quite match the high level of deliveries seen the previous year. In particular, a changed competitive environment caused by the conversion to the new WLTP testing cycle played a decisive role. Uncertainty also arose from ongoing trade disputes. In several markets, this led to considerable sales disruptions and unexpectedly fierce competition. Nevertheless, MINI managed to increase its share for small and compact cars in the premium segment compared to the previous year in more than 60% of its markets. 31.12.2017 31.12.2018 BMW Group apprentices at 31 December The realignment of the dual vocational training system launched in the previous year moved to the implemen- tation phase during 2018. At the start of training in 2018, three new training profiles were introduced at the German plant locations, namely for IT applications development, IT systems integration, and electronics for automation technology. Moreover, a new training programme was established with twelve dual courses of study, in which recruits can acquire a bachelor's degree in STEM subjects (science, technology, engi- neering and mathematics). At the same time, new teaching content was added to existing job profiles and appropriate technical equipment acquired. Meas- ures were also initiated at international locations to restructure fields of expertise, focusing on automation technology, robotics and additive manufacturing processes. The total number of apprentices and participants in development programmes for young talent increased slightly to 4,964 (2017: 4,750; +4.5%). Realignment of dual vocational training → 38 BMW Group employees At 31 December 2018, the BMW Group had a world- wide workforce of 134,682 employees, a slight increase (+3.7%) compared to the end of previous financial year (2017: 129,932 employees). The increase was partly attributable to the further expansion of the global production network. Moreover, in conjunction with the implementation of the Group's Strategy NUMBER ONE > NEXT, a growing number of experts continued to be hired in future-oriented fields such as artificial intelligence and autonomous driving, electric mobility, smart production and logistics, as well as data analysis, software architecture, agile software development and innovative drivetrain systems. Slight increase in workforce → www.bmwgroup.com Workforce MINI achieves second-best year In December 2018, at the beginning of the fifth sea- son, BMW i Andretti Motorsport entered the ABB FIA Formula E Championship as a works team. The drivetrain of the racing car was developed in close collaboration with the engineers of BMW i and BMW Motorsport and embodies the technology transfer between motor racing and series development like no other motorsport project before it. Apart from its sporting commitment, BMWi remains an official partner of Formula E and, within the scope of this partnership, provides the support vehicle fleet, includ- ing the BMW i8 Coupé* as a safety car for the races. In September 2018, the BMW Group introduced the Intelligent Personal Assistant, which has been available in the first vehicles and in the Connected app as from March 2019. It explains the workings of the vehicle to the customer and enables access to functions and information by voice control. The assis- tant supports drivers, learns their preferences and knows their preferred settings, such as seat heating or frequently used navigation destinations. The abilities of the self-learning personal assistant are supported by artificial intelligence and continuously enhanced. BMW Intelligent Personal Assistant 100.0 In these times of digitalisation, the focus is on the mobility and service requirements of premium customers. Using digitalised channels such as BMW Connected, customers are able to view their vehicle status and also make use of functions outside the vehicle. Offers and interactions connected with services, maintenance and repairs can therefore be synchronised via all customer channels (physically, online or via the vehicle). and CO2 emis- sions informa- tion are available on page 108. * Fuel consumption The BMW Group's services business again recorded significant growth in the year under report. In order to achieve this, continuous investments are being made in a sustainable, flexible, global logistics network that can optimally supply customers with spare parts, accessories and lifestyle products on a worldwide basis. Enhancement and customisation of the services business Launched in November 2018, the new Cullinan* is the first Rolls-Royce to exhibit outstanding driving characteristics both on and off the road. At its world première in May and the press event in October, the Cullinan* was extremely well received by customers and international media representatives alike. The top-of-the-range model, the Rolls-Royce Phantom*, which has been on the market since the beginning of 2018, is extremely popular and contributed sig- nificantly to the record year for Rolls-Royce Motor Cars. At Rolls-Royce Motor Cars, the term bespoke refers to equipment configurations with which the vehicles are highly individualised in accordance with customer requirements. The result is the creation of unique vehicles that make a major contribution to the company's success and secure Rolls-Royce Motor Cars an outstanding position in the luxury segment. Rolls-Royce Cullinan* successfully takes to the road The second generation of the MINI Countryman in particular remains a cornerstone of the MINI brand. Deliveries increased significantly year-on-year, with the highly successful plug-in hybrid model making a key contribution. Moreover, the MINI Convertible was one of the best-selling vehicles of its kind in a competitive market. Demand for the John Cooper Works models also remained high, with a new record share of total MINI deliveries. BMW enters Formula E 2.70 2.64 2.78 117,664 1.41 12.5 13.3 14.0 BMW Group 13.5 14.3 15.1 2.08 15.3 16.0 17.2 18 100.0 ¡III 2014 2015 2016 2017 2018 in € million 33.4 33,187 Gross value added -0.9 66.6 66,673 33,452 66,056 66.6 33.4 intangible and investment assets Depreciation and amortisation of total tangible, Bought-in costs 8,441 8.5 8,455 8.4 -0.2 Net value added 24,746 -0.8 -17.3 13.1 15,630 1,123 1.1 -11.9 774 0.8 720 0.7 7.5 99,243 15.6 100.0 100.0 -0.9 53,132 53.5 51,043 51.0 4.1 12,924 24.9 100,125 24,997 Employees -1.0 -12.4 4,814 19.5 5,959 23.8 -19.2 Minority interest 90 0.4 10.5 86 4.7 Net value added 24,746 100.0 24,997 100.0 -1.0 1 Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. ² Cost of materials comprises all primary material costs incurred for vehicle production plus ancillary material costs (such as customs duties, insurance premiums and freight). 0.3 2,630 9.3 2,303 ALLOCATION 1.0 Providers of finance Government/public sector Shareholders Group 12,479 50.4 12,052 48.2 3.5 2,283 9.2 2,066 8.3 10.5 2,777 11.2 2,204 8.9 26.0 25.0 2018 in % 989 98.2 41.0 Automotive segment Group 0.1 27.7 27.8 Change in %pts 31.12.2017* 31.12.2018 in % → 59 BMW Group equity ratio Group equity rose by €3,981 million to €58,088 million, increased primarily by the profit of €7,117 million attributable to shareholders of BMW AG and decreased by the dividend payment of €2,630 million. 33 60 66 100 * Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. 2017* 2018 2017* 42.0 -1.0 Financial Services segment 10.2 2018 Net valued added by the BMW Group remained at a high level in the financial year 2018. added benefits employees. The remaining proportion in the Group is retained to finance future operations. The gross value added amount treats depreciation as a component of value added which, in the allocation statement, would be treated as internal financing. BMW Group value added statement → 60 The value added statement shows the value of work performed by the BMW Group during the financial year, less the value of work bought in. Deprecia- tion and amortisation, cost of materials, and other expenses are treated as bought-in costs in the value added calculation. The allocation statement applies value added to each of the participants involved in the value added process. The bulk of the net value Value added statement → Results of Opera- tions, Financial Posi- tion and Net Assets Economic Position Report on Combined Management Report 2018 78 → see note 2 → see note 6 Overall, the results of operations, financial position and net assets position of the BMW Group remained stable during the year under report. The line items "Assets held for sale" and "Liabilities in connection with assets held for sale" relate to the discontinued operations of the DriveNow companies. Further information is provided in → note 2 to the Group Financial Statements. The significant increase in other liabilities includes the effect of higher return right liabilities for future leased vehicles in conjunction with the introduction of IFRS 15. Further information is provided in → note 6 to the Group Financial Statements. Financial liabilities increased solidly compared to the end of the previous year, mainly due to the issue of new long-term bonds. Pension provisions decreased significantly compared to the end of the financial year 2017. Higher discount rates and lower inflation expectations in Germany and the UK as well as a revision of mortality tables in the UK contributed to this development. * Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. -0.5 10.7 77 8% thereof cash and cash equivalents 9% 0 2018 2017* 2018 5% thereof cash and cash equivalents 5% 34% H 196 20171 20171 2017* in € million WORK PERFORMED Revenues Financial income Other income Total output Change in % Other expenses 97,480 98.2 98,282 in % -0.8 Balance sheet structure - Automotive segment Balance sheet total in € billion 41% Current provisions and liabilities 17% Non-current provisions and liabilities 41% 54% Current assets 53% #] || 42% Equity 37% Current provisions and liabilities 35% Non-current provisions and liabilities 28% Equity → 58 18% 94 94 94 97 - 33 66 46% Non-current assets 47% 97 100 41% Cost of materials² 2017 28% -6,384 -406 130 937 -807 6,793 4,334 2,459 133 -1,113 1,246 Refinancing -6,790 A broad range of instruments on international money and capital markets is used to refinance worldwide operations. Funds raised are used almost exclusively to finance the BMW Group's Financial Services business. 1. The ability to act through permanent access to strategically important capital markets 2. Autonomy through the diversification of refi- nancing instruments and investors 3. Focus on value through the optimisation of financing costs Financing measures undertaken at corporate level ensure access to liquidity for the Group's operating subsidiaries at standard market conditions and con- sistent credit terms. Funds are acquired in line with a target liability structure, comprising a balanced mix of financing instruments. The use of longer-term instruments to fund the Group's Financial Services business and the maintenance of a sufficiently high liquidity reserve serves to avoid the liquidity risk in the portfolio. This conservative financial approach also helps the Group's rating. Further information is provided in the section Liquidity risks within the "Report on Outlook, Risks and Opportunities". On account of its good ratings and the high level of acceptance it enjoys on capital markets, the BMW Group was again able to refinance operations at favourable conditions on debt capital markets during the financial year 2018. In addition to bonds, loan notes and private placements, the Group also issued commercial paper. As in previous years, all issues were in high demand, not only from private investors but also in particular from institutional investors. In addition, retail customer and dealership financing receivables as well as rights and obligations from leasing contracts are securitised in the form of asset-backed securities (ABS) financing arrangements. Specific banking instruments, such as the customer deposits used by the Group's own banks in Germany and the USA, are also employed for financing purposes. In addition, loans are taken from international banks. 73 74 Combined Management Report Report on Economic Position → Results of Opera- tions, Financial Posi- tion and Net Assets The overall objective of Group financing is to ensure the solvency of the BMW Group at all times, focusing on three areas: Change 2018 -299 Net cash inflows and outflows for the Financial Ser- vices segment were as follows: Net cash flows for the Financial Services segment → 53 in € million Cash inflow (+)/outflow (-) from operating activities Cash inflow (+)/outflow (-) from investing activities Cash inflow (+)/outflow (-) from financing activities Net The increase in cash outflow from the Financial Ser- vices segment's operating activities was mainly due to the lower net profit for the year. The decrease in cash inflow from investing activities was largely attributable to cash proceeds received in the previous year from the disposal of investments and other business units (€970 million). Cash inflow from financing activities was mainly driven by new loans raised and an increase in asset-backed securities financing. 2018 2017 Change 8,631 7,157 1,474 4,321 4,336 -15 7,694 9,774 -2,080 20,646 21,267 -621 -1,158 -1,480 322 19,488 19,787 BMW Group composition financial liabilities *Excluding derivative financial instruments. → 54 Derivate instruments 1,675 12,921 later than 5 → see notes 31, 35 and 39 At 31 December 2018, liquidity remained at a solid level of €16.3 billion. The BMW Group also has access to a syndicated credit line, which was newly agreed upon in July 2017. The syndicated credit line of €8 billion has a minimum term up to July 2023 and is being made available by a consortium of 44 international banks. The credit line was not being utilised at 31 December 2018. Further information with respect to financial liabilities is provided in → notes 31, 35 and 39 to the Group Financial Statements. 0 Maturity (years) within 1 between 1-5 2017 2018 2017 2018 2017 2018 9,683 In 2018, the BMW Group issued four euro bench- mark bonds on the European capital market with a total issue volume of €7.3 billion, as well as bonds on the US capital market with a total issue volume of US$ 7 billion. Bonds were also issued in British pounds, Canadian dollars and Chinese renminbi for a total amount of €1.8 billion. Private placements totalling €4.1 billion were also issued. BMW Group condensed balance sheet at 31 December → 56 in € million ASSETS Group Currency adjusted 2018 20171 Change in % change² in % Proportion of balance sheet total in % 2018 Net assets 2.4 13.1 1.5 38% Liabilities to banks 13,196 Liabilities from customer deposits (banking) 14,359 Asset-backed financing transactions 17,335 Other 1,206 Bonds 53,346 A total of nine public ABS transactions were executed in 2018, including three in the USA, two in China and one each in Germany, France, Canada and the UK with a total volume equivalent to €5.9 billion. Further funds were also raised via new ABS conduit transactions in Japan, the UK, Germany, Canada, Australia and the USA amounting to €2.7 billion. Other transactions remain in place in Germany, Switzerland, South Korea, South Africa and Australia, amongst others. The following table provides an overview of amounts utilised at 31 December 2018 in connection with the BMW Group's money and capital market programmes: Programme Programme framework Amount utilised* in € billion Euro Medium Term Notes Australian Medium Term Notes Commercial Paper BMW Group financial liabilities by maturity → 55 *Measured at exchange rates at the relevant transaction dates. in € million 60,000 30,000 51,851 43,865 41,100 38,825 50.0 36.6 in € million Net financial assets Automotive segment Less: external financial liabilities* Financial assets Effects of exchange rate and changes in composition of Group Change in cash and cash equivalents The decrease in cash inflow from the Group's operat- ing activities was due to the lower net profit for the year and higher working capital. The lower increase in receivables from financial services compared to the previous year had an offsetting effect. The higher level of cash outflow from the Group's investing activities mainly reflects a rise in invest- ments in intangible assets and property, plant and equipment, increased expenditure for investment assets (primarily relating to the acquisition of the DriveNow companies) and lower proceeds from the disposal of investment assets. The decreased level of investments in marketable securities and investment funds had an offsetting effect. The increase in cash inflow from the Group's financing activities resulted mainly from the issue of bonds and from new loans taken up. The repayment of commer- cial paper had an offsetting effect. The cash outflow from investing activities exceeded the cash inflow from operating activities by €2,312 million in the financial year 2018. In the previous year, the shortfall had been lower at €254 million. 2018 2017 Change 5,051 5,909 -858 -7,363 Cash inflow (+)/outflow (-) from financing activities -6,163 4,296 1,572 2,724 -44 -159 115 1,940 1,159 781 BMW Group change in cash and cash equivalents → 50 in € million -1,200 Cash inflow (+)/outflow (-) from operating activities Cash inflow (+)/outflow (-) from investing activities in € million Cash flows from operating activities are determined indirectly, starting with Group and segment net profit. By contrast, cash flows from investing and financing activities are based on actual payments and receipts. Automotive segment Automotive segment revenues remained at a similar level to the previous year due to currency factors. Adjusted for currency factors, they rose slightly, par- tially as a result of higher delivery volumes. Despite the volume growth achieved, market competition intensified to an unexpectedly high level, mainly reflecting the reaction of competitors to the early implementation of WLTP regulations. Trade conflicts and other uncertainties also exacerbated the situation and had an unfavourable impact on selling prices. The segment's cost of sales went up slightly year-on-year, with higher research and development expenses as well as raw materials costs contributing to the increase. Additions to provisions in connection with goodwill and warranty measures also had an effect on cost of sales. Warranty expenses include the accrued expense for vehicle recall actions, the cost of which is expected to exceed amounts previously recognised. In this context, a figure of €793 million was allocated to the warranty provision, partially in connection with the exhaust gas recirculation cooler. The lower volume of ongoing warranty expenditure compared with the previous year had a positive impact. At €7,880 million, selling and administrative expenses were similar to one year earlier. The net amount of other operating income and expenses improved from negative €525 million to positive €134 million in the year under report, mainly due to lower allocations to provisions for litigation. At €795 million, the Automotive segment's financial result was slightly down on the previous year, influ- enced by the factors described above for the Group. Profit before tax for the year was significantly lower than one year earlier. Motorcycles segment Motorcycles segment revenues decreased slightly year- on-year, mainly due to the ramp-up situation caused by multiple model changes and compounded by a combination of product mix and currency effects. Profit before tax for the twelve-month period was significantly lower than one year earlier. Financial Services segment Despite unfavourable foreign currency translation effects, Financial Services segment revenues rose slightly year-on-year on the back of portfolio growth. Cost of sales relating to financial services business increased by €555 million (2017: €23,986 million). The net amount of other operating income and expenses deteriorated from negative €17 million to negative €82 million. The decline was mainly due to higher expenses for litigation. The segment's risk profile remained stable during the financial year 2018. Whereas price levels on the North American pre-owned vehicle market improved slightly, residual values for pre-owned vehicles in Germany dropped slightly, mainly because of the debate on diesel bans in a number of cities. Profit before tax in the Financial Services segment was slightly down on the previous year, primarily due to negative foreign currency translation effects. Other Entities segment/Eliminations Profit before tax in the Other Entities segment fell significantly year-on-year. Among other things, higher administrative expenses arising in connection with the adjustment to the existing pension obligation in the UK (Guaranteed Minimum Pension) had a negative impact. In addition, lower market interest rates caused the net interest result to deteriorate. Inter-segment eliminations increased Group profit before tax by €553 million in the financial year 2018, a year-on-year improvement of €1,087 million. This was mainly due to the positive impact of reversals in conjunction with the strong portfolio growth of prior years for leased products and the favourable effect of lower margin eliminations in 2018. 69 69 70 Combined Management Report Report on Economic Position → Results of Opera- tions, Financial Posi- tion and Net Assets Financial position The consolidated cash flow statements for the Group and the Automotive and Financial Services segments show the sources and applications of cash flows for the financial years 2018 and 2017, classified according to operating, investing and financing activities. Cash and cash equivalents in the cash flow BMW Group cash flows → 49 statements correspond to the amounts disclosed in the balance sheet. 15,000 10,000 9,039 -5,000 9,352 10,848 Cash inflow (+)/outflow (-) from investing activities -6,769 -6,544 Adjustment for net investment in marketable securities and investment funds Free cash flow Automotive segment 130 155 2,713 4,459 -1,496 -225 -25 -1,746 The decrease in cash inflow from the Automotive segment's operating activities was mainly due to a combination of lower net profit for the year and higher working capital. Cash outflow from investing activities was influenced in particular by higher disbursements for investments in intangible assets and property, plant and equipment. 71 22 72 Combined Management Report Report on Economic Position → Results of Opera- tions, Financial Posi- tion and Net Assets In the Automotive segment, net financial assets com- prised the following: Net financial assets Automotive segment → 52 in € million Cash and cash equivalents Marketable securities and investment funds Intragroup net financial assets Cash inflow (+)/outflow (-) from operating activities 75 Change 2018 +5,051 -7,363 15,000 +4,296 10,979 -44 10,000 0 Cash and cash equivalents 31.12.2017 Cash inflow from operating activities Cash outflow from Cash inflow from investing activities financing activities Group composition Currency translation, changes in Cash and cash equivalents 31.12.2018 Free cash flow for the Automotive segment was as follows: Free cash flow Automotive segment → 51 in € million 5,000 0 2017 15 Commercial paper 2,480 Total assets 2.7 2.7 12,707 13,047 5.7 29.6 29.6 9,115 11,816 Trade receivables Inventories Other assets 1.4 -19.2 -16.9 3,559 2,956 6.2 Deferred and current tax 2,546 -4.5 EQUITY AND LIABILITIES 100.0 6.1 6.9 195,506 208,980 0.2 461 5.3 21.8 21.5 9,039 10,979 Assets held for sale Cash and cash equivalents 1.2 -4.5 2,667 Equity 3.7 10,334 4.6 6.4 36,257 38,572 Leased products 9.5 6.7 7.2 18,471 19,801 Property, plant and equipment 5.2 15.8 15.9 9,464 10,971 Intangible assets 18.5 -25.6 Investments accounted for using the equity method 2,769 7,685 Financial assets 41.4 7.2 7.9 80,434 86,783 Receivables from sales financing 0.4 6.0 7.1 690 739 Other investments 1.3 -5.2 -5.2 2,624 58,088 -26.0 7.4 Financial assets decreased significantly compared to 31 December 2017, mainly due to changes in the volume of currency derivatives and their fair value measurement. Lower fair values as well as a change in the volume of commodity derivatives also contributed to this development. Report on Combined Management Report 76 66 Receivables from sales financing increased solidly over the twelve-month period, mainly due to larger credit financing volumes in the USA, the UK and China. A total of 1,277,207 new credit financing contracts were signed during the financial year 2018. Compared to the end of the previous financial year, the contract portfolio under management grew by 7.0% to 3,889,344 contracts. Leased products also went up solidly year-on-year on the back of portfolio growth in various countries, including Germany and France. Adjusted for currency factors, leased products increased slightly. Property, plant and equipment rose solidly compared to the previous financial year, with investments in the X5 and X7 models as well as in the 3 Series in particular contributing to the increase. Intangible assets were significantly higher than one year earlier, mainly due to the increase in capitalised development costs. The balance sheet total of the BMW Group increased solidly compared to 31 December 2017. 1 Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. 2 The adjustment for exchange rate factors is calculated by applying the relevant current exchange rates to the prior year figures. 100.0 6.1 6.9 195,506 208,980 Total equity and liabilities 7 0.0 → see note 6 Balance sheet structure - Group 54,107 209 38% Current assets 40% -70 62% Non-current assets 60% 140 196 209 210 70 10 140 210 Balance sheet total in € billion → 57 Other assets were significantly higher than one year ear- lier. The increase was attributable, among other items, to the higher volume of return right assets for future leased vehicles in conjunction with the introduction of IFRS 15, higher receivables from companies in which an investment is held and an increase in prepayments. Further information relating to IFRS 15 is provided in → note 6 to the Group Financial Statements. 62 Economic Position → Results of Opera- tions, Financial Posi- tion and Net Assets 27.8 -9.7 3,281 2,964 Deferred and current tax 5.7 -1.2 11,999 11,854 Other provisions 1.1 -28.6 -28.4 3,252 2,330 Pension provisions Liabilities in conjunction with assets held for sale 7.6 -14.4 1.4 -2.0 9.7 9.8 Financial liabilities 10.4 18,488 20,416 Other liabilities 66 -1.0 -0.6 4.6 9,669 103,597 9,731 9.5 8.2 94,648 Trade payables 49.6 Equity 2,177 Pension provisions Registered profit-sharing certificates Other provisions Provisions 658 658 2,153 214 9,605 2,303 2,630 15,241 15,046 28 Unappropriated profit available for distribution 29 10,103 Revenue reserves 4,185 Subscribed capital 139 4,080 Cash and cash equivalents Current assets 6,542 4,218 28,545 24,280 Capital reserves Prepayments 483 Surplus of pension and similar plan assets over liabilities 668 1,290 Total assets 45,535 41,472 EQUITY AND LIABILITIES 535 7,824 Outlook 8,038 At €4,811 million (2017: €4,643 million), inventories were higher than one year earlier due to an increase in goods for resale. Receivables from subsidiaries, most of which relate to intragroup financing receivables, rose to €8,570 million (2017: €7,641 million). The increase in other receivables and other assets to €3,595 million (2017: €2,827 million) was mainly due to higher receivables from companies with which an investment relationship exists and to higher tax receivables. Equity increased by €195 million to €15,241 million. The equity ratio changed from 36.3% to 33.5 %, mainly due to the increased balance sheet total. In order to secure pension obligations, cash funds totalling €550 million were transferred to BMW Trust e. V., Munich, in conjunction with a Contractual Trust Arrangement (CTA), to be invested in plan assets. Plan assets are offset against the related guaranteed obliga- tions. The resulting surplus of assets over liabilities is reported in the BMW AG balance sheet on the line item Surplus of pension and similar plan assets over liabilities. Provisions for pensions increased from €139 million to €214 million, after offsetting of pension liabilities with pension assets. Other provisions decreased year on year, mainly due to a change in the valuation method used for provisions for warranties, goodwill and product guarantees as well as to a reduction in litigation and liability risks. Additions to provisions for selling and marketing obligations had an offsetting effect. Liabilities to banks decreased by €420 million, mainly as a result of the repayment of project-related loans. The carrying amount of investments decreased to €3,559 million (2017: €3,676 million), mainly as a result of an impairment loss of €119 million (2017: reversal of impairment losses of €70 million) recognised on the investment in SGL Carbon SE, Wiesbaden in order to reduce its carrying amount to the lower market value. The increase in liabilities to subsidiaries in the amount of €4,483 million was mainly due to intragroup refinancing. Deferred income increased by €483 million to €3,168 million and included mainly amounts for services still to be performed relating to service and maintenance contracts. Cash and cash equivalents increased by €2,324 million to €6,542 million, mainly due to the surplus from operating activities and as a result of the higher level of financial liabilities to subsidiaries. The repayment of loans as well as the payment of the dividend for the previous financial year had an offsetting effect. Risks and opportunities BMW AG's performance is essentially dependent on the same set of risks and opportunities that affect the BMW Group and which are described in detail in the Report on Outlook, Risks and Opportunities section of the Combined Management Report. As a general rule, BMW AG participates in the risks entered into by Group companies in proportion to the respective shareholding percentage. BMW AG is integrated in the group-wide risk man- agement system and internal control system of the BMW Group. Further information is provided in the section Internal Control System Relevant for Accounting and Financial Reporting Processes within the Combined Management Report. Due to its significance in the Group and its close ties with Group companies, expectations for BMW AG with respect to its financial and non-financial performance indicators correspond largely to the BMW Group's outlook for the Automotive segment. This is described in detail in the Report on Outlook, Risks and Opportunities section of the Combined Management Report. 2,827 KPMG AG Wirtschaftsprüfungsgesellschaft, Berlin, has issued an unqualified audit opinion on the financial statements of BMW AG, of which the balance sheet and the income statement are presented here. The BMW AG financial statements for the financial year 2018 will be submitted to the operator of the electronic version of the German Federal Gazette and can be obtained via the Company Register website. These financial statements are available from BMW AG, 80788 Munich, Germany. Liquidity within the BMW Group is managed centrally by BMW AG on the basis of a group-wide liquidity concept. This involves concentrating a significant part of the Group's liquidity at the level of BMW AG. An important instrument in this context is the cash pool based at BMW AG. The liquidity position reported by BMW AG therefore reflects the global activities of BMW AG and other Group companies. Capital expenditure on intangible assets and prop- erty, plant and equipment in the year under report totalled €2,975 million (2017: €2,628 million), up by 13.2% compared to the previous year. Depreciation and amortisation amounted to €2,470 million (2017: €2,350 million). 41,472 2,685 8,608 Liabilities to banks Trade payables Liabilities to subsidiaries Other liabilities Liabilities Deferred income Total equity and liabilities 545 965 5,560 5,619 12,670 8,187 285 333 19,060 15,104 3,168 45,535 8,469 3,595 -4,078 8,570 -872 -1,563 Profit after income tax 2,820 3,213 Other taxes Net profit Transfer to revenue reserves Income taxes Unappropriated profit available for distribution -16 2,801 3,197 -498 -567 2,303 2,630 Despite the higher number of deliveries, revenues were 1.1% lower than in the previous financial year. The decrease was mainly due to exchange-rate effects, selling price adjustments and the change in the valuation method used to measure provisions for warranties, goodwill and product guarantees. In geo- graphical terms, the decrease mainly related to Europe and the USA. Revenues totalled €78,355 million (2017: €79,215 million), of which Group internal revenues accounted for €58,707 million (2017: €59,736 million) or 74.9% (2017: 75.4%). -19 -541 -1,452 Financial result 79,215 -63,841 -62,817 14,514 16,398 883 -3,958 Administrative expenses -2,803 -2,733 Research and development expenses -5,859 -5,168 Other operating income and expenses 1,026 -303 Result on investments 2,344 1,081 Cost of sales increased by 1.6% to €63,841 million, mostly due to the higher number of deliveries and the rise in cost of materials. The change in the valuation method used for provisions for warranties, goodwill and product guarantees had an offsetting effect. Gross profit decreased by €1,884 million to €14,514 million. 7,641 overall Research and development expenses related mainly to new vehicle models in conjunction with the continued product offensive (including the new 3 Series and X models), expenses for the development of refer- ence architectures and drivetrain systems as well as Property, plant and equipment 11,976 11,455 Investments 3,559 3,676 Tangible, intangible and investment assets 15,787 288 15,419 4,811 4,643 Trade receivables Receivables from subsidiaries Other receivables and other assets Marketable securities 947 766 Inventories 252 Intangible assets ASSETS higher expenditure for the electrification of vehicles and autonomous driving. Compared to the previous year, research and development expenses increased by 13.4%. The net amount of other operating income and expenses improved by €1,329 million to a net positive amount of €1,026 million. The year-on-year change resulted mainly from the reversal of provisions for warranty, goodwill and product guarantees due to the changed valuation method as well as to lower alloca- tions or higher reversals to provisions for litigation and liability risks. Results on investments benefited from higher income arising under profit transfer arrangements with Group companies. By contrast, the financial result deteriorated year-on-year by €911 million, mainly due to higher interest expenses for pension liabilities and expenses incurred for the corresponding plan assets as well as an impairment loss recognised on the investment in SGL Carbon SE, Wiesbaden. The expense for income taxes relates primarily to current tax for the financial year 2018. After deducting the expense for taxes, the Company reported a net profit of €2,801 million, compared to €3,197 million in the previous year. 82 62 Financial and net assets position BMW AG Balance Sheet at 31 December Combined Management Report Report on Economic Position → Comments on Financial Statements of BMW AG → 63 in € million 2018 2017 Selling and administrative expenses went up year-on-year, partly reflecting the impact of the larger workforce as well as higher expenses for selling and marketing obligations. 84 Deliveries to customers: slight increase expected The BMW Group expects a further year-on-year increase in deliveries of BMW, MINI and Rolls-Royce brand vehicles and aims to occupy a leading posi- tion in the global premium segment again in 2019. Balanced growth in major sales regions will help to compensate for volatilities in individual markets. Assuming economic conditions do not deteriorate, deliveries to customers are forecast to rise slightly to a new high (2018: 2,490,664¹ units). Management Report units). 2 Fuel consumption and CO₂ emis- sions information are available on page 108. 3 EU-28 Deliveries to customers: solid increase expected The BMW Group expects business in the Motorcycles segment to develop positively in the current year. Business is predicted to benefit from the extensive measures taken to rejuvenate the segment's product range in the previous year as well as from the array of new models presented at international motorcy- cle trade fairs in autumn 2018. The addition of the mid-class C 400 GT Scooter has also expanded the segment's product range designed for the urban environment. Overall, a solid increase in deliveries of BMW motorcycles to customers is forecast for 2019 (2018: 165,566 units). EBIT margin in target range between 8 and 10% expected The EBIT margin in the Motorcycles segment in 2019 is forecast to lie within the target range between 8 and 10% (2018: 8.1%). (2018: 459,581 Motorcycles segment Return on capital employed: solid increase expected Due to the product initiatives described above, the Motorcycles segment is expected to generate a solid year-on-year increase in RoCE in 2019 (2018: 28.4%). The long-term target RoCE of 26% for the Motorcycles segment will therefore be surpassed. Return on equity expected at previous year's level The BMW Group forecasts a stable business per- formance for the Financial Services segment in the financial year 2019. The return on equity is expected to remain at the previous year's level (2018: 14.8%). Gross profit Cost of sales Revenues 4 81 Financial Services segment 2017 Combined As stated in the Annual Report 2017, the use of return on capital employed (RoCE) as a performance indicator was due to be reviewed, partly in connec- tion with the introduction of IFRS 16 (Leases). The review confirmed the significance of ROCE as a key performance indicator, in particular with a view to managing profitability and capital efficiency. The use of this indicator is also closely linked to the Group's project-oriented management logic. 88 Combined Management Report Report on Outlook, Risks and Opportunities 1 Includes the joint venture BMW Brilliance Automotive, Shenyang Ltd. → Outlook 78,355 The BMW 8 Series Coupé launched in November 2018 and the new X5 models are expected to contribute to sustained growth. Moreover, in autumn 2018 the BMW Group announced the launching of numerous new models during the first quarter of 2019. These include the seventh generation of the BMW 3 Series Sedan, the new BMW 8 Series Convertible and the new BMW X7 and Z4 models. Other new models will follow over the course of 2019. The Rolls-Royce Cullinan², which has been available to customers since November 2018, is expected to stimulate demand and make an important contribution to the success of the Company. Fleet CO2 emissions³: slight decrease expected Given that the effects of the conversion to WLTP and the further course of the diesel debate are difficult to assess, any forecast for 2019 is subject to a particu- larly high degree of uncertainty. Nevertheless, the BMW Group aims to reduce its average fleet CO2 emis- sions slightly for the year 2019 (2018: 128 g CO2/km). EBIT margin in target range between 6 and 8% expected Against the background of the challenges referred to above, an EBIT margin within a range of 6 to 8% is expected for the Automotive segment the core business of the BMW Group - for the 2019 financial year (2018: 7.2%). Return on capital employed: significant decrease expected Automotive segment 88 2018 → 62 -0.4% Minority interest 19.5% Group 9.3% Shareholders 11.2% Government/public sector 9.2% Providers of finance 24.9 Net value added 79 50.4% Employees Cost of materials 53.5 13.1 Other expenses Depreciation and amortisation 8.5 in % → 61 BMW Group value added 2018 C in € million Combined Report on BMW AG Income Statement Results of operations 80 60 At 31 December 2018, BMW AG employed a workforce of 89,842 people (31 December 2017: 87,940 people). BMW AG develops, manufactures and sells automo- biles and motorcycles as well as spare parts and acces- sories manufactured in-house, by foreign subsidiaries and by external suppliers, and performs services related to these products. Sales activities are carried out primarily through branches, subsidiaries, inde- pendent dealerships and importers. In 2018, BMW AG increased automobile deliveries by 25,782 units to 2,519,897 units. This figure includes 490,582 units relating to series sets supplied to the joint venture BMW Brilliance Automotive Ltd., Shenyang, an increase of 93,833 units over the previous year. Management Report Business environment and review of operations The general and sector-specific environment of BMW AG is essentially the same as that of the BMW Group and is described in the Report on Economic Position section of the Combined Management Report. The key financial and non-financial performance indicators for BMW AG are essentially identical and concurrent with those of the Automotive segment of the BMW Group. These are described in detail in the Report on Economic Position section of the Combined Management Report. Bayerische Motoren Werke Aktiengesellschaft (BMW AG), based in Munich, Germany, is the parent company of the BMW Group. The comments on the BMW Group and Automotive segment provided in earlier sections apply to BMW AG, unless presented differently in the following section. The Financial Statements of BMW AG are drawn up in accordance with the pro- visions of the German Commercial Code (HGB) and the relevant supplementary provisions contained in the German Stock Corporation Act (AktG). COMMENTS ON FINANCIAL STATEMENTS OF BMW AG Financial Statements of BMW AG → Comments on Economic Position Differences between the accounting treatment of the German Commercial Code and International Financial Reporting Standards (IFRS), according to which the BMW Group Financial Statements are prepared, are mainly to be found in connection with the capitali- sation of intangible assets, the creation of valuation units, the recognition and measurement of financial instruments and provisions as well as the recognition of deferred tax assets. Differences also arise in the presentation of assets and liabilities and of items in the income statement. 87 The Automotive segment's RoCE is expected to drop significantly in 2019 (2018: 49.8%). The decrease is partly due to the introduction of IFRS 16 (Leases). Further reasons are higher investments in the elec- trification of the vehicle fleet, digitalisation, the expan- sion and rejuvenation of the model portfolio and the expansion of the production network. Furthermore, the segment's earnings trend is likely to have a damp- ening effect on RoCE. However, the long-term target ROCE of at least 26% for the Automotive segment will be surpassed. note 5 Economic momentum in the USA is expected to weaken only slightly compared with the previous year. The high employment rate, combined with the ongoing economic stimulus from the tax reform, should con- tinue to have a positive impact on economic activity in 2019, as a result of which the economy is expected to grow by 2.4%. The US Federal Reserve will most likely continue pursuing a moderately restrictive monetary policy. Unexpected developments, in particular in US domestic policy, could result in a less favourable outlook. In China, reducing overcapacities and strengthening domestic consumption will continue to have priority in 2019. Against this backdrop, GDP is still forecast to rise by 6.2%. Achieving a balance between short- term measures aimed at stabilising the economy and restructuring the Chinese economy on a long-term basis will remain the government's most difficult task. Therefore, the risk of a significant economic downturn in China cannot be entirely ruled out. The Japanese economy is forecast to grow by only 1.0% in 2019. Demand for capital goods as well as domestic consumer spending could help drive growth. The weak yen is also likely to bolster exports. Emerging markets could see growth on a par with the previous year, with economic expansion predicted for India (+7.3%), Russia (+1.4%) and Brazil (+2.4%). 85 98 86 Combined Management Report The UK's economic performance in the outlook period will be influenced significantly by the progress of EU exit negotiations. The lack of planning certainty con- tinues to weigh on companies and private households alike. Consequently, GDP growth of only 1.4% is forecast for 2019. Uncertainty remains at a high level. Report on Outlook, Opportunities → Outlook Currency markets Currencies of particular importance for the interna- tional operations of the BMW Group are the US dollar, the Chinese renminbi, the Japanese yen and the British pound. All of these currencies are expected to remain volatile in 2019. The US economy is likely to remain strong in 2019, potentially giving the US Federal Reserve more scope for further interest rates hikes. The Fed has announced, however, that it will take a more cautious approach in 2019 than in previous years. After ending its securities purchasing programme, the ECB indicated the possi- bility of an interest rate increase in the third quarter 2019 at the earliest, which would mean a departure from its highly expansive monetary policy. In this context, the euro could gradually appreciate in value against the US dollar over the course of 2019. The economic links between the USA and China sug- gest that the Chinese renminbi is likely to develop relatively synchronously to the US dollar. For this reason, the renminbi is expected to depreciate slightly against the euro in 2019. The value of the British pound is currently being determined to a large extent by the progress of Brexit negotiations. Accordingly, the most likely scenario is a volatile sideways movement of the pound against the euro. The Japanese central bank's highly expansionary monetary policy is unlikely to change in 2019, so that the euro/yen exchange rate will probably follow a sideways trend. However, it cannot be ruled out that the euro will appreciate slightly against the yen. Risks and The currencies of numerous emerging markets could come under pressure against the US dollar and the euro, due to the continuing normalisation of monetary policies in the USA and Europe, which could result in capital outflows from emerging markets. This applies in particular to countries such as Russia, Brazil and India. Gross domestic product in the eurozone is only expected to grow by around 1.5% in 2019. Germany's economy should see growth on a similar scale (+1.4%). The growth prospects of other member states in the eurozone are expected to be on the modest side. France (+1.4%) and Italy (+0.7%) are likely to see an increase in GDP over the outlook period. Based on an expected growth rate of 2.2%, the Spanish economy is set to grow faster than the eurozone average. Economic outlook Report on Outlook, Risks and Opportunities → Outlook REPORT ON OUT- LOOK, RISKS AND OPPORTUNITIES Growth in deliveries planned EBIT margin in the range of 6 to 8% Global economic growth is currently forecast at just over 3% in 2019. At the same time, the outlook for the global economy remains exposed to an array of uncertainties. These include above all the exit negotia- tions between the EU and the UK as well as the future foreign trade policy of the US administration. In the event of unfavourable developments, global growth could be significantly affected. The debt situation of Chinese companies as well as the high level of national debt in Japan and some eurozone countries could also jeopardise stability on financial markets. Last but not least, the global economy could also be neg- atively impacted by excessively restrictive monetary policies imposed by the Fed in the USA and the ECB in Europe. Further information on political and global economic risks is also available in the section Risks and Opportunities. Business environment remains volatile The report on outlook, risks and opportunities describes the expected development of the BMW Group, includ- ing the significant risks and opportunities, from a Group management perspective. In line with the Group's internal management system, the outlook covers a period of one year. Risks and opportunities are managed on the basis of a two-year assessment. The report on risks and opportunities therefore addresses a period of two years. The report on outlook, risks and opportunities con- tains forward-looking statements. These are based on the BMW Group's expectations and assessments and are subject to uncertainty. As a result, actual out- comes can deviate either positively or negatively from the expectations described below - for example on account of political and/or economic developments. The continuous forecasting process ensures the BMW Group's ability to exploit opportunities quickly and systematically as they arise and react in a similar way to unexpected risks. The principal risks and opportunities are described in detail in the section Risks and Opportunities. The matters discussed therein are relevant for all of the BMW Group's key performance indicators and could result in variances between the outlook and actual outcomes. Assumptions used in the outlook The following outlook relates to a forecast period of one year and is based on the composition of the BMW Group during that time. The outlook takes account of all information available at the time of reporting, and any which could have an effect on the overall performance of the Group. The expectations con- tained in the outlook are based on the BMW Group's forecasts for 2019 and reflect its most recent status. Along with other inputs, they represent a consensus of opinions of leading organisations, such as economic research institutes and banks. The basis and principal assumptions of the forecast are set out below: In the UK, the ongoing uncertainties in connection with the Brexit negotiations are impairing the reliability of forecasts drawn up by businesses. This applies to the BMW Group as well, which could be further adversely affected due to the necessary preparations. Notwith- standing these difficulties, the assumption is that the UK will leave the EU in an orderly manner. The BMW Group also anticipates that trade tensions between the USA and China will continue to be a source of uncertainty. The Group also assumes that trade between the EU and the USA will not be subject to additional tariffs. The BMW Group and Daimler AG are merging their mobility services in a new joint venture. Following approval by the antitrust authorities, the agreement between the two companies was concluded with effect from 31 January 2019. It is currently assumed that the impact on earnings during the forecast period will be of minor significance. OUTLOOK 88 Selling expenses In China, fiscal policy will focus on safeguarding the country's financial stability. In order to bolster the economy in the event of an aggressive trade war, the Chinese central bank could reduce the minimum reserve ratio and cut taxes further. Additionally, the forecast for China is a decrease of 0.6% in passenger car registrations to 23.0 million units. The downward trend on the Japanese auto- mobile market is set to continue in 2019 (5.0 million units; -2.4%). Registrations in Russia are expected to rise by around 8.4% in 2019 to 1.8 million units on the back of economic recovery. In Brazil, registration figures are also expected to increase by 11.6% to 2.3 million units in the current year. International motorcycle markets The BMW Group expects the world's motorcycle mar- kets in the 250 cc plus class to grow slightly in 2019. In Europe, the upward trend is expected to continue in the major markets of Germany, France, Italy and Spain. Conversely, the US motorcycle market is fore- cast to see a slight fall in new registrations in 2019. International interest rate environment A moderate slowdown is predicted for the global economy in 2019. The main reasons for slower growth are the weaker impact of fiscal incentives in the USA accompanied by tighter monetary policies in many emerging markets. Unemployment in many indus- trialised countries is at a low level. In view of significantly increasing economic risks, low inflation and political pressure to maintain loose monetary policies, the ECB is not expected to raise its benchmark interest rate from the current record low of zero per cent until the economic climate has brightened. The uncertainty surrounding the ongoing Brexit nego- tiations will continue to weigh on the UK economy in 2019. The Bank of England's monetary policy over the coming months will be geared to managing the economic impact of the Brexit negotiations. The US Federal Reserve is likely to pursue a more restrictive monetary policy again in 2019. After a weaker performance in 2018, a reversal of this trend in 2019 is not expected for registrations on international automobile markets (85.5 million units; -0.3%). Japan's central bank is likely to maintain its ultra-ex- pansive monetary policy in order to drive inflation and stimulate the economy. The USA is unlikely to maintain a sustainable recovery in 2019 after the previous year's dip. Based on current forecasts, the downward trend in US registrations is likely to continue (17.0 million units; −1.6%). Expected consequences for the BMW Group Future developments on international automobile markets also have a direct impact on the BMW Group. While competition could intensify further in contract- ing markets, new opportunities may appear in growth regions. Challenges in the competitive environment will have a significant effect on sales volumes in some countries. Due to its global business model, the BMW Group is well placed at all times to capitalise on any opportunities that present themselves, even at short notice. Coordination between the Group's sales and production networks also enables it to balance out the impact of unforeseeable developments in the various regions. Investments in markets important for the future also form a basis for further growth, while simultaneously strengthening the global presence of the BMW Group. Thanks to its three premium brands – BMW, MINI and Rolls-Royce the BMW Group expects the positive development in vehicle deliveries - In view of increasingly unpredictable political devel- opments, actual economic performance in some regions may deviate from expected trends and out- comes. Potential sources of political unpredictability include policies affecting trade and customs tariffs, security developments and possible further interna- tional trade conflicts. Group Profit before tax: significant decrease expected Competition on international automobile markets is set to remain fierce in 2019. Furthermore, politi- cal and economic developments in Europe remain increasingly uncertain. Above all, this is due to the currently unforeseeable impact of Brexit. In addition, it is difficult to predict how trade tensions between the USA and the EU on the one hand and the USA and China on the other are likely to develop. Volatilities on international currency and raw materials markets could also have a negative impact on Group profit before tax. Further information is provided in the macroeconomic risks and opportunities section of the Risks and Opportunities Report. The BMW Group holds a leading position among com- petitors in various new fields of technology, including digitalisation and autonomous driving. Given its firm intention to expand in these areas, investments in future-oriented projects will remain at a high level. The BMW Group also plans to electrify drivetrain systems across its entire model portfolio. Additional challenges are likely to arise in the future as a conse- quence of new regulatory measures. The production network will also be further expanded during the outlook period. Due to these external challenges and the upfront expenditure necessary to secure future operations, the Group's pre-tax profit is expected to decrease significantly (2018 adjusted: €9,627 million). Workforce size at year-end expected at previous year's level In connection with the projects referred to above, the need for suitably qualified staff across the BMW Group will remain high during the current year. According to current estimates, the size of the workforce is expected to remain at the previous year's level (2018: 134,682 employees). Outlook for the BMW Group Application of International Financial Reporting Stan- dard IFRS 16 (Leases) is mandatory with effect from 1 January 2019. Comparative figures for the year 2018 are required to be adjusted accordingly. In order to ensure a transparent presentation of changes in key financial performance indicators, the outlook shows values adjusted in accordance with IFRS 16 as well as the actual values reported for 2018. With regard to key financial performance indicators for 2019, the outlook is based on values for 2018 adjusted in accordance with IFRS 16. Further information on IFRS 16 is provided in → note 5 to the Group Financial Statements. → see International automobile markets to continue. Europe's automobile markets are forecast to see a slight increase (15.8 million units; +1.0%), with contri- butions to growth coming particularly from Germany (3.5 million units; +1.9%). In France (2.2 million units; -0.3%) and Italy (1.9 million units; -0.2%), automobile markets are likely to contract slightly in 2019. For the UK, registration forecasts are also negative (2.3 million units; -2.3%). BMW AG STOCK AND 20183 2019 → 08 BOARD OF MANAGEMENT in € million 11,000 CAPITAL MARKETS IN 2019 FINANCIAL CALENDAR CONTACTS 1 To Our Shareholders BMW Group in Figures Report of the Supervisory Board Statement STATEMENT OF THE CHAIRMAN OF THE the Chairman of the Board of Management BMW AG Stock and Capital Markets 80 10,675 To Our → Report of the Supervisory Board Norbert Reithofer Chairman of the Supervisory Board REPORT OF THE SUPERVISORY BOARD 20182 2019 2017 2016 2015 5,500 7,118 9,224 9,627 9,665 Shareholders of 2017 Power of Choice 9,386 9,593 Group profit before financial result (EBIT)1 -3.0 -19,443 -18,875 -17,306 -20,017 -19,097 Eliminations1 -16.7 5 6 9,899 7 7 Other Entities 6.8 29,598 27,705 27,567 25,681 23,739 9.0 2,368 2,173 2,272 2,069 6 8,933 7,411 -17.0 -575 Eliminations¹ 29 -27 14 -17 169 Other Entities 6.4 2,312 2,172 2,194 2,184 1,981 Financial Services¹ 10.9 194 175 207 187 182 Motorcycles -27.2 4,499 6,182 7,888 7,695 7,836 Automotive 1,990 Financial Services¹ Motorcycles 6.8 Total capital expenditure² Change in % 2019 2018 2017 2016 2015 in € million → 04 Further financial performance figures 0.2 15.0 14.8 18.1 21.2 20.2 RoE in % (change in %pts) FINANCIAL SERVICES SEGMENT 1.0 29.4 28.4 34.0 33.0 31.6 ROCE in % (change in %pts) 0.1 8.2 8.1 9.1 5,890 -663 5,823 8,013 91,682 85,846 85,742 86,424 85,536 Automotive 7.6 104,210 96,855 98,282 94,163 92,175 Group revenues¹ -5.4 2,567 2,713 4,459 5,792 5,404 Free cash flow Automotive segment 17.7 6,017 5,113 4,822 4,806 4,659 Depreciation and amortisation -2.9 7,784 7,112 9.0 -404 377 1,300 2,468.7 2,483.3 2,538.4 2,352.4 2,257.9 2,600 ANNUAL REPORT 2019 in 1,000 units → 07 BMW Group revenues → 05 BMW Group deliveries of automobiles 1,2 → BMW Group in Figures Shareholders 0 To Our 5 3 Group profit before tax as a percentage of Group revenues. 2 Expenditure for capitalised development costs, other intangible assets and property, plant and equipment. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. 1 Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. -3.1 6.8 9.9 10.9 10.3 10.0 Pre-tax return on sales ¹³ in % (change in %pts) -29.5/-29.5 60 2015 2016 2017 2016 2015 55 96.9 92.2 94.2 98.3 110 104.2 in € billion ³ Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. 2018³ 2019 2017 2016 2015 5,500 7,411 8,933 9,386 9,899 9,593 11,000 in € million → 06 BMW Group profit before financial result (EBIT) ² Delivery figures have been adjusted retrospectively going back to 2015. The basis for the adjustments is a review of sales data in prior periods for the BMW Group's most important markets (China, USA, Germany, UK, Italy and Japan). The retrospective adjustment en- ables better comparability. Additional information can be found in the section "Comparison of Forecasts for 2019 with Actual Results in 2019". (2015: 281,357 units, 2016: 311,473 units, 2017: 385,705 units, 2018: 455,581 units, 2019: 538,612 units). 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang 2019 2018 -28.9 5,022 7.47/7.49 10.60/10.62 44 6.0 2,272 2,143 2,207 2,166 1,975 Financial Services¹ 10.7 187 169 205 185 179 Motorcycles -36.0 4,467 6,977 8,717 7,916 7,523 Automotive -26.1 7,118 9,627 10,675 9,665 9,224 Group profit before tax (EBT)1 -12.5 Other Entities 431 211 80 15.4 -29.9 4,978 7,097 -33 7,064 8,675 13.07/13.09 10.45/10.47 6,910 6,396 9.70/9.72 Earnings per share¹ in € Group net profit' Profit/loss from discontinued operations 8,675 6,910 6,396 Profit/loss from continuing operations¹ -2,140 -2,530 -2,000 -2,755 -2,828 Group income taxes¹ -24.8 288 383 -534 -772 -664 Eliminations¹ -96 -45 170 9.1 1,989,817 358,586 4,037 2,352,440 MOTORCYCLES SEGMENT GROUP → 01 Key non-financial performance indicators BMW GROUP IN FIGURES → BMW Group in Figures To Our Shareholders the Board of Management BMW AG Stock and Capital Markets Statement of the Chairman of Report of the Supervisory Board BMW Group in Figures To Our Shareholders 1 →Page 24 Contacts Workforce at year-end¹ →Page 24 Financial Calendar → Page 18 Statement of the Chairman of the Board of Management →Page 8 Report of the Supervisory Board →Page 4 BMW Group in Figures TO OUR SHAREHOLDERS → annualreport.bmwgroup.com/2019 Discover the Power of Choice from Rob, Faith and Sachiko as well as our financial year 2019 in our digital Annual Report. themselves what they want and desire. That's the Power of Choice. Ultimately, they decide for mobility demands. Our customers across the globe have different For further details of the official fuel consumption figures and official specific CO2 emissions of new cars, please refer to the "Manual on fuel consumption, CO₂ emissions and power consumption of new cars", available at www.dat.de/co2/. The figures have been calculated based on the new WLTP test cycle and adapted to NEDC for comparison purposes. In these vehicles, different figures than those published here may apply for the assessment of taxes and other vehicle-related duties which are (also) based on CO₂ emissions. The figures for fuel consumption, CO₂ emissions and power consumption are calculated based on the measurement methods stipulated in the current version of Regulation (EU) 715/2007. This information is based on a vehicle with basic equipment in Germany; ranges take into account differences in wheel and tire size selected as well as optional equipment and can change based on configuration. Fuel consumption and CO2 emissions information are available on page 70. →Page 22 BMW AG Stock and Capital Markets in 2019 2015 2016 2017 MANAGEMENT REPORT →Page 26 General Information and Group Profile →Page 26 Organisation and Business Model → Page 44 Management System →Page 48 Report on Economic Position → Page 48 General and Sector-specific Environment →Page 52 Overall Assessment by Management →Page 53 Comparison of Forecasts for 2019 with Actual Results in 2019 →Page 64 Review of Operations →Page 76 Comments on Financial Statements of BMW AG → Page 82 Report on Outlook, Risks and Opportunities →Page 82 Outlook → Page 88 Risks and Opportunities 2,483,292 128 2,468,658 128 2,352,440 124 127 Fleet emissions in g CO2/km 4,5 2,257,851 Deliveries 2,3 AUTOMOTIVE SEGMENT -0.7 133,778 134,682 129,932 124,729 122,244 Change in % 2019 2018 ROB VAN ROON NETHERLANDS SOUTH AFRICA FAITH MKHOMBE JAPAN → Page 200 →Page 200 Corporate Governance CORPORATE GOVERNANCE 4 List of Investments at 31 December 2019 → Page 190 Segment Information →Page 184 Other Disclosures →Page 164 Notes to the Statement of Comprehensive Income Notes to the Balance Sheet → Page 142 → Page 141 Notes to the Income Statement → Page 133 Accounting Principles and Policies Notes to the Group Financial Statements → Page 116 Statement of Changes in Equity →Page 114 →Page 112 Cash Flow Statement Balance Sheet →Page 110 Statement of Comprehensive Income →Page 108 3 GROUP FINANCIAL STATEMENTS EBIT margin in % (change in %pts) →Page 108 Income Statement → Page 201 COMBINED (Part of the Combined Management Report) Information on the Company's Governing Constitution Board of Management Supervisory Board TADAMI SACHIKO →Page 256 BMW Group Ten-year Comparison OTHER INFORMATION 5 →Page 247 Independent Auditor's Report Responsibility Statement by the Company's Legal Representatives Glossary - Explanation of Key Figures (Part of the Combined Management Report) Compensation Report Compliance and Human Rights in the BMW Group → Page 246 →Page 242 → Page 211 →Page 208 Overview of Supervisory Board committees and their composition → Page 207 Members of the Supervisory Board → Page 204 Members of the Board of Management → Page 203 Explanatory Comments → Page 102 Disclosures Relevant for Takeovers and Corporate Governance Statement →Page 202 →Page 202 Declaration of Compliance Shareholders and Annual General Meeting →Page 202 Internal Control System Relevant for Accounting and Financial Reporting Processes → Page 101 → Page 201 2 → Page 116 →Page 24 Financial Calendar 4 EU-28. 1 Figures exclude suspended contracts of employment, employees in the non-work phases of pre-retirement part-time working arrangements and low income earners. 2 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2015: 281,357 units, 2016: 311,473 units, 2017: 385,705 units, 2018: 455,581 units, 2019: 538,612 units). 3 Delivery figures have been adjusted retrospectively going back to 2015. The basis for the adjustments is a review of sales data in prior periods for the BMW Group's most important markets (China, USA, Germany, UK, Italy and Japan). The retrospective adjustment enables better comparability. Additional information can be found in the section "Comparison of Forecasts for 2019 with Actual Results in 2019". 5.0 2,003,782 1,908,640 1,828,604 1,811,157 1,655,961 15.0 187,116 162,687 185,682 145,555 5 From 2018, adjusted value based on planned conversion to WLTP (Worldwide Harmonised Light Vehicles Test Procedure). 151,004 FINANCIAL SERVICES SEGMENT BMW Production volume MOTORCYCLES SEGMENT 0.9 25.3 5,455 2,564,025 -4.3 352,729 1.7 2,205,841 2,168,496 368,685 4,353 2,541,534 2,123,947 378,486 3,308 2,505,741 New contracts with retail customers * Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2015: 287,755 units, 2016: 305,726 units, 2017: 396,749 units, 2018: 491,872 units, 2019: 536,509 units). Key financial performance indicators → 03 →Page 24 Contacts 29.0 -20.8 49.8 77.7 74.3 72.2 ROCE in % (change in %pts) 4.9 7.2 9.2 8.9 9.2 EBIT margin in % (change in %pts) AUTOMOTIVE SEGMENT -26.1 7,118 9,627 10,675 9,665 9,224 Profit before tax¹ in € million Change in % 2019 2018 2017 2016 2015 GROUP 2,002,997 352,580 4,179 2,359,756 2,279,503 -2.3 Total6 165,566 164,153 145,032 136,963 Deliveries MOTORCYCLES SEGMENT -0.8 2.2 2,538,367 127 BMW GROUP THE NEXT 100 YEARS GEORGIAS HT 3616A EG B M MINI Rolls-Royce Motor Cars Limited CONTENTS →Page →Page 1 4 BMW Group in Figures 8 Report of the Supervisory Board 1,933,647 342,008 3,848 →Page 18 Statement of the Chairman of the Board of Management Page 22 BMW AG Stock and Capital Markets in 2019 175,162 5.8 TO OUR SHAREHOLDERS → 02 BMW6 MINI Further non-financial performance figures 2.2 Rolls-Royce 21.6 5,100 -4.6 347,474 3.3 2,185,793 2,114,963 364,135 4,194 2,483,292 2,093,026 372,194 3,438 2,468,658 BMW Group profit before tax 2,538,367 Total 2,3 AUTOMOTIVE SEGMENT 2015 2016 2,257,851 2017 2018 2019 Production volume Deliveries Rolls-Royce³ BMW 2,3 1,913,213 340,880 3,758 MINI³ Change in % Given the long lead times in developing new prod- ucts and processes, additional opportunities are not expected to have a significant impact on earnings during the outlook period. Risks relating to production processes and technology fields can lead to unplanned interruptions in produc- tion or additional costs due to vehicle recall actions. If risks arising from production processes and tech- nologies were to materialise, they could have a high earnings impact over the two-year assessment period. The corresponding risk amounts are classified as high. During the process of expanding the division-based perspective by a process-oriented perspective, the individual risks were combined to create an overall view of the development and production process. As a result, the risk assessment was increased compared to the previous year. Risks and opportunities relating to operations Risks and opportunities relating to production and technologies have been, or are being, introduced, including entry restrictions, congestion charges or, in some situations, highly restrictive registration rules. These may impact local demand for the BMW Group vehicles affected and hence have a negative impact on sales, margins and, possibly, the residual values of these vehicles. The BMW Group is addressing this risk, for example, by broadening its range of electrified vehicles. Local restrictions affecting product usage in specific sectors may limit BMW Group sales in individual mar- kets. In some urban areas, for instance, local measures A potential further intensification in competition could put pressure on sales volumes, selling prices and margins. For instance, the planned introduction of the RDE II standard could result in market distortions - similar to those which arose on the conversion to the new WLTP test procedure in 2018 – even though the BMW Group is compliant with the new requirements. Changes in customer behaviour can also be brought about by changes in attitudes, values, environmental factors and fuel or energy prices. The BMW Group's flexible sales and production processes enable risks to be reduced and newly arising opportunities in market and product segments to be taken. Risks and opportunities relating to purchasing Purchasing risks relate primarily to supply risks caused by the failure of a supplier as well as to threats to BMW Group-relevant know-how within the supplier network. Production problems at the level of suppliers could lead to consequences from increased expendi- ture for the BMW Group to production interruptions and a corresponding reduction in sales volume. The increasing complexity of the supplier network, especially at the level of lower tier suppliers, whose operations can only be influenced indirectly by the BMW Group, is a further potential cause of down- times at supplier locations. Moreover, the increased threat of cyberattacks along the value chain affects supply security maintenance and the protection of BMW Group-relevant know-how. In order to ensure a uniform level of information security for all parties concerned along the value chain, the BMW Group impresses on suppliers the importance of obtaining appropriate IT security certification. The BMW Group employs a comprehensive set of monitoring and proactive control measures to ensure that supply industry participants are able to rise to the current challenges facing them. of new competitors could also have effects which are difficult to predict. Unforeseen consumer preferences and changes in brand perceptions can give rise to opportunities and risks. If market risks were to mate- rialise, they could have a high earnings impact over the two-year assessment period. The risk amount is classified as high. emergence New opportunities are being sought to create added value for customers, and thereby to realise significant opportunities with respect to sales growth and pric- ing. Further development of the product and mobil- ity portfolio and expansion in growth regions offer the most important medium- to long-term growth opportunities for the BMW Group. Continued growth depends above all on the ability to develop innovative products and services and bring them to market. If the negative impact of the current competitive situation is reduced more quickly than expected, additional opportunities will arise for the BMW Group. Com- pared to the assumptions made in the outlook, the BMW Group expects these opportunities to have no significant earnings impact over the two-year assess- ment period. Potential causes of production downtimes include fire, machine and tooling breakdowns, IT malfunctions, temporary disruption in utility supply or transporta- tion and logistical disruptions. All production units have a variety of measures in place to deal with potential production interruptions and downtimes, some of which are integrated into the planning process and can be implemented operationally with a high degree of flexibility. These measures are highly relevant in terms of both the amount of damage and the probability of occurrence of risks. Examples include the interchangeability of production facilities, preventive maintenance of production facilities, the maintenance of adequate safety stock levels and the management of spare parts across the plant network. 94 Combined Management Report Report on Outlook, Risks and Opportunities → Risks and Opportunities Technical fire protection systems, rapid response by on-site fire brigades and appropriate employee train- ing represent the three key strategies for preventing or reducing potential damage from fires. Furthermore, policies are in place with insurance companies of high credit standing for fire-related events that lead to significant production interruptions at the Group's or at suppliers' premises. Measures undertaken in conjunction with the latest challenges posed by Brexit include appropriate increases in levels of safety stocks, enhancing flexibility along the supply chain and estab- lishing specific IT solutions to handle related financial and logistics processing issues. In addition, in order to counter the risk of limited availability of products, particularly at the start of production for new vehicle projects, appropriate quality management processes are in place to monitor and secure their success. Targeted cyberattacks could cause damage to pro- duction facilities, resulting in long downtimes and, consequently, substantial losses. This threat is being countered by the rollout of new detection, analysis and response measures. Vehicles may be damaged or destroyed due to natural hazards or other risks during transport from produc- tion plants to the sales regions. As a consequence of the growing number of major claims, deductible amounts included in transport insurance policies have already risen significantly. In fact, as more and more insurance companies withdraw from this market seg- ment, there is a risk that it could become economically unviable to take out insurance, as a result of which the BMW Group would be required to bear the losses itself. The BMW Group recognises appropriate provisions for statutory and non-statutory warranty obligations. It cannot be ruled out, however, that additional costs could arise in connection with vehicle recall actions that are either not covered or not fully covered by pro- visions. Despite thorough quality assurance processes, such risks can always arise if materials and/or processing procedures used prove insufficient, in some cases years after the launch of a product. Further information on risks relating to provisions for statutory and non-statutory warranty obligations is provided in → note 33 of the Group Financial Statements. → see note 33 The BMW Group sees opportunities in production processes and technology fields primarily through the competitive edge gained from mastering new and complex technologies. Digitalisation within the production area is being driven by technological and IT innovations. Lean processes will remain the basis for efficient production systems in the future. Digital solutions invariably offer added value if they add to the efficiency of serial processes. A good example of this in the field of production logistics is the use of smart transport robots, which help optimise processes relating to parts handling and order picking. In addition to economic factors and sector-specific political conditions, increasingly fierce competition among established manufacturers and the 93 Risk is also reduced through flexible working hour models and working time accounts as well as the ability to build individual vehicle models or engine types with a high degree of flexibility - either addi- tionally or alternatively - at other sites, depending on requirements. The focus is on ensuring that customers can take delivery of their vehicle, both on time and in the premium quality expected. → Risks and Opportunities The BMW Group's earnings could also be positively affected in the short to medium term by changes in trade policies. A possible reduction in tariff barri- ers, import restrictions or direct excise duties could lower the cost of materials or enable products and services to be offered to customers at lower prices. Further opportunities for the earnings performance of the BMW Group from changes in legislation and regulatory requirements compared to the outlook are classified as insignificant. Medium Stable Insignificant Stable Significant Stable Significant Stable Stable If purchasing risks were to materialise, they could have a high earnings impact over the two-year assessment period. The level of risk attached to purchasing risks is classified as medium. Through an intensified imple- mentation of measures regarding fire protection and protection from cyberattacks at the level of suppliers, the risk has decreased compared to the previous year. Decreased Stable Stable 91 97 Macroeconomic risks and opportunities Economic conditions influence business performance and hence the results of operations, financial posi- tion and net assets of the BMW Group. Unforeseen disruptions in global economic relations can have highly unpredictable effects. Economic risks can result in lower purchasing power in the countries and regions affected and cause reduced demand for the products and services offered by the BMW Group, while at the same time having a negative impact on production. Macroeconomic risks could - due to sales volume fluctuations have a high earnings impact over the two-year assessment period. Overall, the risk amounts attached to macroeconomic risks are classified as high. In view of the political events of recent years, global economic developments continue to be subject to a high degree of uncertainty, in particular with respect to potential barriers to global trade. A reorientation of US economic policy, changes within the EU and possible economic agendas by parties within the EU that are critical of globalisation and could therefore jeopardise stability could lead to more restrictive trade practices in the coming years. A possible introduction of further trade barriers, including anti-dumping customs duties and duties aimed at protecting national security by the US administration, could have a significantly adverse impact on the BMW Group's operations through less favourable conditions for importing vehicles. Moreover, countermeasures by the USA's trading partners could slow down global economic growth and have a sustained adverse impact on the export of vehicles produced in the USA. The BMW Group's "production follows the market" strategy involves local production both in the USA and with other important trade partners. Local production reduces the existing risk of trade barriers. Nevertheless, any increase in trade barriers would have an adverse impact on the BMW Group. 42 92 Combined Management Report Report on Outlook, Risks and Opportunities The withdrawal of the UK from the EU could have a long-term adverse impact on the BMW Group, particularly as a result of increased trade barriers in the form of customs duties in relation to the Euro- pean single market. Any such trade barriers could have a negative impact on volumes and costs both for vehicles and components produced in the EU for the UK as well as those produced in the UK for the European market. In extreme cases, this could result in production losses due to delays in customs clearance. In addition, it cannot be ruled out that Brexit could lead to reduced customer spending in the wake of weaker economic performance, particularly in the UK, but also in parts of the EU. In the short and medium term, uncertainty regarding the outcome of the negotiations with the EU on a trade agreement by 31 December 2020 is likely to exacerbate these factors and cause further unfavourable currency effects. A possible further economic downturn in countries of the EU could also potentially reduce growth prospects for the BMW Group. European integration with a unified economic and currency area is an important pillar of economic stability in Europe. The transition in China from an investment-driven to a consumer-driven economy is associated with slower growth rates and, potentially, greater instability in the short to medium term on financial markets. If the Chinese economy were to grow at a significantly slower pace than expected, the consequence would be not only a decline in automobile sales, but also, potentially, lower demand for raw materials, which would have a negative impact above all on emerging economies such as Brazil, Russia or South Africa. A drop in raw material prices could result for the BMW Group in lower demand from these countries, while at the same time bringing down raw material procurement costs for the BMW Group. Turmoil on the Chinese property, stock and banking markets as well as the pursuit of overly restrictive monetary policies by the US Federal Reserve could pose consid- erable risks for global financial market stability, such as increased currency fluctuations and unfavourable consequences for emerging markets in particular. Furthermore, increasing political unrest, military con- flicts, terrorist activities, natural disasters or pandemics could have a lasting negative impact on the global economy and international capital markets. The enormous uncertainty currently regarding the global spread and impact of the coronavirus makes it difficult to make an accurate forecast of vehicle deliveries. If the sales situation across all markets does not normalise after a few weeks, further effects on the BMW Group's vehicle deliveries to customers as well as on upstream and downstream processes may materialise that cannot be assessed in terms of either their duration or negative impact. The Group is observing the situation closely and is taking appro- priate measures. Should the global economy develop significantly better than presented in the outlook, opportunities could arise for the BMW Group's revenues and earn- ings. Significantly stronger GDP growth in China, demand-oriented reforms within the eurozone, the intensification of trade relations between the EU and the UK, de-escalation of the trade dispute between the USA and its trading partners or more robust consumer spending in emerging markets due to ris- ing raw material prices could result in significantly stronger sales volume growth, reduced competitive pressures and corresponding improvement in pric- ing. The planned expansion of production capacities will enable emerging opportunities to be exploited. Macroeconomic opportunities that could generate a sustainable impact on earnings are currently clas- sified by the BMW Group as insignificant. Strategic and sector risks and opportunities Changes in legislation and regulatory requirements The sudden introduction of more stringent legis- lation and regulations, particularly with regard to emissions, safety and consumer protection as well as regional vehicle-related purchase and usage taxes, represents a significant risk for the automobile indus- try. Country- and sector-specific trade barriers may also change at short notice. A sudden tightening of regulations in any of these areas may necessi- tate significantly higher investments and ongoing expenses or influence customer behaviour. If the risk of market disruptions as a result of unforeseeable short-term changes in legislation and regulations were to materialise, this could have a high negative impact on earnings over the two-year assessment period and beyond. The risk amount attached to these risks is classified as high. At present, the BMW Group can observe a continu- ous trend towards more stringent vehicle emissions regulations, particularly in relation to conventional drivetrain systems. The BMW Group is addressing this risk on the one hand through its ongoing systematic development of highly efficient combustion engines, with the aim of further reducing fuel consumption and emissions. At the same time, it is pressing ahead with its plan for electrified vehicles across all brands and model series. A main focus area of the BMW Group is the systematic electrification of all brands and model series. By the end of 2021, the BMW Group aims to have more than one million electrified vehicles on the roads. Further risks can result from the tightening of existing import and export regulations. These lead primarily to additional expenses, but can also restrict imports and exports of vehicles or parts. An established regulatory framework for innovative mobility solutions as well as government incentives are important prerequisites for introducing product innovations, such as automated driving, and for scaling up the range of electric mobility offerings. In the case of BMW Group electrified vehicles, a faster expansion of charging infrastructure could increase acceptance and help boost sales of planned or recently introduced product innovations com- pared to forecast. This includes implementation of the 360° ELECTRIC portfolio in the field of electric mobility and collaboration with Toyota on hydrogen fuel cell technology. Market development Close cooperation between carmakers and suppliers in the development and production of vehicles and the provision of services generates economic benefits, but also raises levels of dependency. Potential reasons for the failure of individual suppliers include in particular IT-related risks, non-compliance with sustainability or up, 95 Pension obligations are influenced in particular by fluctuations of market yields on corporate bonds, as well as by other economic and demographic para- meters. Opportunities and risks arise depending on changes in these parameters. If risks relating to pension obligations materialised, they could have a high earnings impact over the two-year assessment period. Despite the high level of external funding, the risk amounts relating to pension obligations are classified as high. Within a favourable capital mar- ket environment, the return generated by growth- oriented pension assets may exceed expectations and reduce the deficit of the relevant pension plans. This could have a significantly favourable impact on the net asset position of the BMW Group. note 39 Future pension payments are discounted on the basis of market yields on high-quality corporate bonds. These yields are subject to market fluctuation and therefore influence the level of pension obligations. Changes in other parameters, such as rises in infla- tion and longer life expectancy, also impact pension obligations and payments. Regulatory requirements can influence the amount of pension obligations. The BMW Group's pension obligations are mainly held in external pension funds or trust arrangements and the related assets legally separated from those of the Group. The amount of funds required to finance pension payments out of operations in the future is substantially reduced by the fact that the Group's pension obligations are mainly settled out of pension fund assets. The pension assets of the BMW Group comprise inter- est-bearing securities, equities, real estate and other investment classes. Assets held by pension funds and trust arrangements are monitored continuously and managed on a risk-and-return basis. Diversification of investments also helps to mitigate risk. In order to reduce fluctuations in pension funding shortfalls, investments are structured to match the timing of pension payments and the expected development of pension obligations. Remeasurements on the liability and fund asset sides are recognised net of deferred taxes in other comprehensive income and hence directly in equity (within revenue reserves). Further information on risks in conjunction with → see pension provisions is provided in → note 32 of the Group Financial Statements. note 32 Risks and opportunities relating to the Financial Services segment The categories of risk relating to financial services comprise credit and counterparty risk, residual value risk, interest rate risk, operational risks and liquidity risk. Evaluation of liquidity risk for the Financial Services segment is included in the liquidity risk category for the Group as a whole. The segment's total risk exposure was covered at all times during the 2019 financial year by the avail- able risk-covering assets. As a result, the Financial Services segment's risk-bearing capacity was assured at all times. 46 97 96 98 Combined Management Report Report on Outlook, Risks and Opportunities → Risks and Opportunities Credit and counterparty risks and opportunities relating to the Financial Services segment Credit and counterparty default risk arises within the Financial Services segment if a contractual partner (e.g. a customer or dealer) either becomes unable or only partially able to fulfil its contractual obligations, so that lower income is generated or losses incurred. If credit and counterparty risks were to materialise, they could have a medium earnings impact over the two-year assessment period. The risk amount is clas- sified as medium. The BMW Group classifies potential opportunities in this area as insignificant. Initial and continuous creditworthiness testing is an important aspect of the BMW Group's credit risk management. For this reason, every borrower's credit- worthiness is tested for all credit financing and leasing contracts entered into by the BMW Group. Opportu- nities may arise if the managed portfolio performs better over time than estimated when the credits were granted. Intensive management of purchasing pro- cesses and collateral assessment as well as favourable macroeconomic developments could boost these opportunities. In the case of retail customer financing, creditworthiness is assessed using validated scoring systems integrated into the purchasing process. In the area of dealership financing, creditworthiness is assessed by means of ongoing credit monitoring and an internal rating system that takes account not only of the material credit standing of the borrower, but also of qualitative factors such as past reliability in business relations. Changes in the creditworthiness of customers arising during the credit term are covered by risk provisioning procedures. The credit risk of the individual customers is quantified on a monthly basis and, depending on the outcome, taken into account within the risk provisioning system. Macroeconomic developments are currently subject to a higher degree of volatility. If developments are more favourable than assumed in the outlook, credit losses may be reduced, leading to a positive earnings impact. Residual value risks and opportunities relating to the Financial Services segment Risks and opportunities arise in conjunction with leasing contracts if the market value of a leased vehicle at the end of the contractual term of a lease differs from the residual value estimated at the inception of the lease and factored into the lease payments. A residual value risk exists if the expected market value of the vehicle at the end of the contractual term is lower than its estimated residual value at the date the contract is entered into. If residual value risks were to materialise, they could have a high earnings impact from the Group's perspective over the two-year assessment period. A high earnings impact would then arise for the affected Financial Services and → see note 39 Automotive segments. The risk amount is classified as high for the Group as a whole. Opportunities can arise out of a positive deviation between the actual market value and the original residual value forecast. The BMW Group classifies potential residual value opportunities as significant. Medium Each vehicle's estimated residual value is calculated on the basis of historical external and internal data. This estimation provides the expected market value of the vehicle at the end of the contractual period. Developments on pre-owned car markets represents an important factor for the BMW Group. In 2019, the electrification of vehicles also played a major role in the public debate. Prices in pre-owned vehicle markets in the premium segment remained within the normal range. As part of the management of residual value risks, the net present value of risk costs is calculated at contract inception. Market developments are observed throughout the contractual period and the risk assessment updated. Risks and opportunities relating to pension obligations 95 Further information on risks in conjunction with financial instruments is provided in → note 39 to the → see Group Financial Statements. The major part of the Financial Services segment's credit financing and leasing business is refinanced on capital markets. Liquidity risks can arise in the form of rising refinancing costs or from restricted access to funds as a consequence of the general market situation. If liquidity risks were to materialise, they would be likely to have a low earnings impact over the two-year assessment period. The risk amount associated with liquidity risk, including the risk of the BMW Group's rating being downgraded, is classified as low. quality standards, insufficient financial strength of a supplier, the occurrence of natural hazards, fires and insufficient supply of raw materials. As part of supplier preselection, the BMW Group checks for compliance with the sustainability standards for the supplier network. This includes consideration of and compliance with internationally recognised human rights and applicable labour and social standards. In addition, the technical and financial capabilities of suppliers are monitored, especially where mod- ular-based production is concerned. Supplier sites are assessed for exposure to natural hazards, such as floods or earthquakes, in order to identify supply risks regarding parts and materials at an early stage and implement appropriate precautions. Fire risks at series suppliers are evaluated by means of questionnaires, compliance with a defined set of criteria and selective site inspections. The risks associated with the supply of raw materials are countered by reducing the use of raw materials or substituting them with alternative raw materials. By monitoring and developing global supplier markets, the BMW Group continuously strives to optimise its competitiveness by working together with the world's best product and service providers. Within the Purchasing and Supplier Network, oppor- tunities arise above all in the area of global sourcing and associated efficiency improvements. Making good use of suppliers' innovations is an important prerequisite for developing future-oriented mobility products and services. Similarly, favourable loca- tion-specific cost factors, in particular those arising in connection with local supplier structures in close proximity to new and existing BMW Group produc- tion plants as well as the introduction of innovative production technologies, could lead to lower cost of materials for the BMW Group. One goal of the BMW Group is to have battery cells manufactured in Europe. A key prerequisite for this is the further development of battery cell technology and exper- tise of the processes for cell production. Contracts have been concluded with various suppliers as part of the electrification strategy. Integration of previ- ously unidentified innovations from the supplier market in the Group's product range could provide a further source of opportunities. The BMW Group offers innovative suppliers numerous possibilities for creating specific contractual arrangements which are attractive for those developing innovative solutions. Compared to the assumptions made in the outlook, the BMW Group does not expect such additional opportunities to have a significant earnings impact over the two-year assessment period. Risks and opportunities relating to the sales network In order to sell its products and services, the BMW Group employs a global sales network, comprising primarily independent dealerships, branches, subsidiaries and importers. In addition, a pilot project for direct sales will be launched in South Africa in 2020. Any threat to the continued activities of parts of the sales network would entail risks for the BMW Group. The occur- rence of sales and marketing risks is associated with a low earnings impact over the two-year assessment period. The risk amount is classified as low. New developments in the field of digital commu- nication and connectivity in particular offer new opportunities for the BMW Group's brands. Based on data from the vehicle, customers can elect to use a specified service, at which stage they will be required to consent to the transfer of the relevant telematics data. Service providers that are requested to perform the work receive the necessary data via the BMW Group's secure back-end. This information provides the basis for customised, data-based and innovative service options. Additional opportunities could arise if new sales channels contribute to greater brand reach to customer groups than currently envisaged in the outlook. Compared to the assumptions made in the outlook, the BMW Group expects these opportunities to have no significant earnings impact over the two- year assessment period. Information, data protection and IT Increasing digitalisation across all areas of business places considerable demands on the confidentiality, integrity and availability of electronically processed data and the associated use of information technology (IT). In addition to the increased threat of cybercrime, regulations covering the handling of personal data are becoming more stringent, for example as a result of the EU General Data Protection Regulation. If risks relating to information security, data protection and IT were to materialise, they could have a high earnings impact over the two-year assessment period. Despite extensive security measures and constant efforts to ensure compliance with applicable data protection legislation, the risks in this area are classified as high. In addition to cyberattacks and direct physical inter- vention, lack of knowledge or misconduct on the part of employees may also represent a danger to the confidentiality, integrity and availability of informa- tion, data and systems. Direct consequences include expenditure required to limit the immediate damage and to restore systems promptly. Negative impacts on revenue due to the non-availability of products and services or disruptions in the production of compo- nents or vehicles are also possible. A further indirect result could be reputational damage. 96 96 Combined Management Report Report on Outlook, Risks and Opportunities → Risks and Opportunities With the advance of digitalisation, the BMW Group is improving the customer experience in its existing lines of business. At the same time, new business segments are emerging, which have only become feasible as a result of innovation in the area of information technology. The development and pro- vision of digital services for customers, increased vehicle connectivity and automated driving solu- tions are opening up new opportunities. Via BMW ConnectedDrive and BMW CarData, the range of services and apps on offer to customers is constantly being expanded and updated. Since March 2019, the BMW Intelligent Personal Assistant enables customers to access functions and information by voice interaction with an intelligent, digital charac- ter. The BMW Group expects these opportunities to have no significant earnings impact over the assessment period as compared to the assumptions made in the outlook. Financial risks and risks relating to the use of financial instruments Currency risks and opportunities As an internationally operating enterprise, the BMW Group conducts business in a variety of cur- rencies, thus giving rise to currency risks and oppor- tunities. A substantial portion of Group revenues, purchasing and funding occur outside the eurozone (particularly in China and the USA). Regularly up- dated cash-flow-at-risk models and scenario analyses are used to measure currency risks and opportunities. If currency risks were to materialise, they could be associated with a medium earnings impact over the two-year assessment period. The risk amount attached to currency risks is classified as medium. Significant opportunities can arise if currency devel- opments are favourable for the BMW Group. Operational currency management is based on the results of currency risk analyses. The BMW Group manages currency risks at both strategic (medium and long term) and operational level (short and medium term). Medium- and long-term measures include increasing production volumes and purchase volumes in foreign currency regions (natural hedging). Currency risks are managed in the short to medium term and for operational purposes by means of hedging on financial markets. The principal objective is to increase planning reliability for the BMW Group. Hedging transactions are entered into only with financial partners of good credit standing. Opportunities are also secured through the use of options during specific market phases. Risks and opportunities relating to raw material prices As a large-scale manufacturing company, the BMW Group is exposed to purchase price risks, par- ticularly in relation to raw materials used in vehicle production. The analysis of raw material price risk is based on planned purchases of raw materials and components containing those raw materials. If risks relating to raw materials prices were to materialise, they could have a medium earnings impact over the two-year assessment period. The risk amount is classified as medium. Significant opportunities could arise if raw materials prices developed favourably for the BMW Group. Changes in commodity prices are monitored on the basis of a well-defined management process. The principal objective is to increase planning reliability for the BMW Group. Price fluctuations for precious metals (platinum, palladium, rhodium), non-ferrous metals (aluminium, copper, lead, nickel) and, to some extent, for steel and steel ingredients (iron ore, coking coal) and energy (gas, electricity) are hedged using financial derivatives and supply contracts with fixed pricing arrangements. Liquidity risks Based on the experience of the financial crisis, a liquidity concept has been drawn which is rigor- ously adhered to and continuously developed. Use of the "matched funding principle" to finance the Financial Services segment's operations generally eliminates liquidity risks. Solvency is assured at all times throughout the BMW Group by maintaining a liquidity reserve and by the broad diversification of refinancing sources. Regular measurement and mon- itoring ensure that cash inflows and outflows for the various maturities and currencies offset each other. This approach is incorporated in the BMW Group's liquidity concept. The liquidity position is monitored continuously and managed through Group-wide planning of financial requirements and funding. A diversified refinancing strategy reduces dependency on any specific type of instrument. Moreover, the BMW Group's solid financial and earnings position results in high credit ratings from internationally recognised rating agencies. Medium RISKS AND OPPORTUNITIES Macroeconomic risks and opportunities Medium The following criteria apply for the purposes of clas- sifying the risk amount: Opportunities management system and opportunity identification A dynamic market environment also gives rise to opportunities. The BMW Group continually monitors macroeconomic trends as well as developments within the sector and overall environment. This includes external regulations, suppliers, customers and com- petitors. Identifying opportunities is an integral part of the strategic planning process of the BMW Group. The Group's product and service portfolio is continually reviewed on the basis of these analyses. This results, for example, in new product projects being presented to the Board of Management for consideration. Prob- able measures aimed at increasing profitability are already incorporated in the outlook. Continuous monitoring of major business processes and strict cost controls are essential for ensuring strong profitability and return on capital employed. In order to be able to compete successfully in the long term and at the same time help advance the move towards climate neutrality that is being demanded by politicians and society alike, it is the BMW Group's policy to design flexible platforms for rear- and front- wheel drive vehicles, enabling it to produce different drivetrain systems on the back of a single architecture and therefore optimise plant structures. The implementation of identified opportunities is undertaken on a decentralised basis within the rele- vant functions. The significance of opportunities for the BMW Group is classified on a qualitative basis in the categories "significant" and "insignificant". Class Low Medium High Risk amount > €0-50 million > €50-400 million > € 400 million Risks and opportunities The following table provides an overview of all risks and opportunities and indicates their significance for the BMW Group. Overall, no risks which could threaten the continued existence of the BMW Group were identified either at the balance sheet date or at the date on which the Group Financial Statements were drawn up. Opportunities Change compared to prior year Risks Classification of Change compared risk amount to prior year Classification High The risk amount, which indicates the significance of risks for the BMW Group, corresponds to the average earnings impact, taking into account probability of occurrence and risk mitigation measures that are already taking effect. > €2,000 million > €500-2,000 million > €0-500 million Interest rate risks and opportunities relating to the Financial Services segment This formal structure reinforces the network's visibility and underlines the importance of risk management within the BMW Group. Responsibilities and tasks of the centralised risk management function and the Network Representatives are clearly documented and accepted. In view of the dynamic growth of business and the increasingly volatile environment in which it operates, the BMW Group's Corporate Audit reviews its risk management system for effectiveness and appropriateness on an annual basis. Other functions such as compliance (see the section Corporate Governance) and the internal control sys- tem (see the section Internal Control System) form key interfaces with the risk management system. As an independent part of the organisation, Group Internal Audit also ensures the appropriateness and effectiveness of these functions. During 2019, the risk management system was fur- ther enhanced by focusing on the concept of simula- tion-based risk aggregation and by looking at risks not only from the perspective of areas of responsibility, but also from a process-oriented perspective, with a view to improving the informative value of risk-bearing capac- ity and in order to gain a better insight into the chains of effects between individual risks. For this purpose, individual risks from different areas of responsibil- ity were allocated to the relevant process steps and dependencies between individual risks mapped out. Risk management process The risk management process covers the entire Group and comprises the early identification of risks, detailed analysis and risk assessment, the coordinated use of relevant management tools as well as monitoring and evaluation of measures taken. Significant risks reported from within the network are firstly presented for review to the Risk Management Steering Committee, chaired by Group Controlling. After review, the risks are reported to the Board of Management and the Supervisory Board. All risks are assessed using a loss distribution approach, thereby enabling better comparability of risks for both internal and external reporting purposes. Risks are classified according to the extent of their average earnings impact, taking into account the probability of occurrence (risk amount) or the risk-bearing capacity (potential worst-case earnings impact). Risk assessment for the BMW Group is performed in conjunction with the calculation of risk-bearing capac- ity. For this purpose, risks measured on a worst-case basis are aggregated using a value-at-risk model (99% confidence level) with correlation effects taken into account, and compared with the asset cushion. The risk-bearing capacity is regularly monitored by means of an integrated limit system for individual risk categories. The risk management system is regularly examined by Group Internal Audit. The incorporation of new insights and requirements ensures continual improvement to the system. Training programmes and information events are regularly conducted across the BMW Group, particularly within the risk management network. These measures are essential ways of preparing those involved in the process for new or additional demands. Alongside comprehensive risk management, sustain- able business practice also constitutes a core strategic principle for the BMW Group. Sustainability-related risks are therefore also integrated in the Group-wide risk network. In accordance with the CSR Directive Implementation Act, risks that can have an impact on the non-financial aspects referred to in the law were reviewed as part of the reporting process. Significant risks in this context are defined as risks from business activities, business relationships and products/ser- vices of the BMW Group that are highly likely to have a serious adverse impact. No significant risks were identified during the review. The Group's Non- Financial Declaration is provided in the Sustainable Value Report 2019, which is available on the Internet at → www.bmwgroup.com/svr. In the Financial Services segment risk management also addresses regulatory requirements, such as Basel III. Internal methods to identify, measure, manage and monitor risks within the Financial Services segment comply with national and international standards. Risk management within the Financial Services busi- ness is built on the prevailing risk culture, the defined risk strategy, the internal capital adequacy assessment process framework and a set of rules comprising prin- ciples and guidelines. The risk management process is ensured in organisational terms by means of a clear division between front- and back-office activities and a comprehensive internal control system. The main tool used to manage risks within the Financial Services segment is ensuring the segment's risk-bearing capac- ity. Risks - in the sense of unexpected losses - must be covered at all times. This is achieved by means of risk-covering assets (asset cushions) in the form of equity capital derived from the entity's risk appetite. Unexpected losses are measured according to various value-at-risk models, which are validated at regular intervals. Risks are also aggregated after taking account of correlation effects. In addition to assessing the Group's ability to bear risk, stress scenarios are also examined. The segment's risk-bearing capacity is also regularly monitored by means of an integrated limit system for the various risk categories. Stable 89 90 Combined Management Report Report on Outlook, Risks and Opportunities → Risks and Opportunities Risk measurement Based on their significance with respect to the results of operations, financial position and net assets of the BMW Group, risks are classified as high, medium or low. The impact of risks is measured and reported net of risk mitigation measures that are already taking effect (net basis). In the following sections, "earnings impact" is used consistently to cover the overall impact on results of operations, financial position and net assets. The potential earnings impact arising on the occur- rence of a risk, measured on the basis of a worst-case scenario over the two-year assessment period, is classified as follows: Class Low Medium High Potential earnings impact in a worst case scenario 90 Insignificant Stable Strategic and sector risks and opportunities Information, data protection and IT Financial risks and opportunities Foreign currencies Raw materials Liquidity Pension obligations Risks and opportunities relating to the provision of financial services Credit risk Residual value Interest rate changes Operational risks Legal risks Stable Medium Significant Stable Medium Stable Significant Stable Low Stable High Stable Significant Stable Decreased High Insignificant High Changes in legislation and regulatory requirements High Stable Insignificant Stable Market developments High Stable Insignificant Stable Risks and opportunities relating to operations Production and technology Stable High Insignificant Stable Purchasing Medium Decreased Insignificant Stable Sales network Low Stable Insignificant Stable Increased Interest rate risks in the Financial Services segment relate to potential losses caused by changes in market interest rates. These can arise when fixed interest rate periods do not match for assets and liabilities recog- nised in the balance sheet. If interest rate risks were to materialise, they could have a medium earnings impact over the two-year assessment period. The risk amount is classified as medium. Favourable interest rate developments compared to the outlook represent opportunities which the BMW Group classifies as significant. Interest rate risks in the Financial Services business are managed by matching maturities for refinancing and by employing interest-rate deriva- tives. If the relevant recognition criteria are fulfilled, derivatives used by the BMW Group are accounted for as hedging instruments. Further information on risks in conjunction with financial instruments is provided in → note 39 to the Group Financial Statements. Great importance is attached to the protection of the confidentiality, integrity and availability of business information as well as employee and customer data, for instance as a result of unauthorised access or mis- use. Data security is an integral component of all busi- ness processes and is aligned with the International Standard ISO/IEC 27001. As part of risk management, information security, data protection and IT risks are systematically documented, allocated appropriate measures by the departments concerned and contin- uously monitored with regard to threat level and risk mitigation. Regular analyses and controls as well as rigorous security management ensure an appropri- ate level of security. Despite continuous testing and preventative security measures, it is impossible to eliminate risks completely in this area. All employees are required to treat with care information such as confidential business, customer and employee data, to use information systems securely and to handle risks with transparency. Group-wide requirements are documented in a comprehensive set of principles, guidelines and instructions, such as, for example, the Privacy Corporate Rules for handling personal data. Regular communication and awareness-raising mea- sures create a high level of security and risk awareness. With regard to cooperation agreements and business partnerships, the BMW Group protects its intellec- tual property as well as customer and employee data through clear instructions on information security and data protection and the use of information technology. Information pertaining to key areas of expertise as well as sensitive personal data are subject to particularly stringent security measures. Technical data protection incorporates industry-wide standards and good practices. Responsibility for information security and data protection lies for each Group entity with the Board of Management or relevant management team. 6,977 As well as shares of common stock, the Company has also issued non-voting shares of preferred stock. Further information can be found in the section "Composition of subscribed capital". When the Company issues non-voting shares of preferred stock to employees in conjunction with its Employee Share Programme, these shares are gener- ally subject to a Company-imposed blocking period of four years, calculated from the beginning of the calendar year in which the shares are issued. Contractual holding period arrangements also apply to shares of common stock acquired by Board of Manage- ment members and certain senior department heads in conjunction with the share-based remuneration programmes (Compensation Report of the Corporate Governance section; → note 41 to the Group Financial Statements). Direct or indirect investments in capital exceeding 10% of voting rights Based on the information available to the Company, the following direct or indirect holdings exceeding 10% of the voting rights at the end of the reporting period were held at the stated reporting date:¹ in % Stefan Quandt, Germany AQTON SE, Bad Homburg v. d. Höhe, Germany Restrictions affecting voting rights or the transfer of shares AQTON Verwaltung GmbH, Bad Homburg v. d. Höhe, Germany Susanne Klatten, Germany Susanne Klatten Beteiligungs GmbH, Bad Homburg v. d. Höhe, Germany 1 Based on voluntary notifications provided by the listed shareholders as at 31 December 2018. 2 Controlled entities, of which 3% or more are attributed: AQTON SE, AQTON Verwaltung GmbH, AQTON GmbH & Co. KG für Automobilwerte. 3 Controlled entities, of which 3% or more are attributed: AQTON Verwaltung GmbH, AQTON GmbH & Co. KG für Automobilwerte. 4 Controlled entities, of which 3% or more are attributed: AQTON GmbH & Co. KG für Automobilwerte. 5 Controlled entities, of which 3% or more are attributed: Susanne Klatten Beteiligungs GmbH. Direct share of voting rights Indirect share of AQTON GmbH & Co. KG für Automobilwerte, Bad Homburg v. d. Höhe, Germany voting rights note 41 (c) uniform payment of any other dividends on shares of common and preferred stock, provided the shareholders do not resolve otherwise at the Annual General Meeting reporting processes at both individual entity and Group level, taking account of the principle of the separation of duties. Important accounting-related IT systems incorporate controls which, among others, prevent business transactions from being recorded incorrectly and ensure that business transactions are recorded completely and in good time and measured properly in accordance with applicable requirements. Controls are also in place to test the appropriateness of consolidation procedures. As part of the ongoing development of IT systems for accounting and financial reporting processes, whether at individual entity or Group level, such controls are adapted to take account of new requirements and opportunities arising with advances in information technology. In addition, the BMW Group uses data analysis tools to identify and subsequently eliminate any control weaknesses. Responsibilities for ensuring the effectiveness of the internal control system in relation to individual entity and Group accounting and financial reporting processes are clearly defined and allocated to the rele- vant line and process managers. These report annually on their assessment of the effectiveness of the internal control system for accounting and financial reporting. The assessment also includes the results of internal and external audits as well as of ongoing data analysis. In this context, the Group's units confirm the effec- tiveness of the internal control system for accounting and financial reporting. The results of the assessment are gathered and documented with the aid of appro- priate tools. Weaknesses in the control system are eliminated, taking into account their potential impact on accounting processes. The Board of Management and Audit Committee are briefed annually on the assessment of the effectiveness of the internal control system for accounting and financial reporting. The Board of Management and, where appropriate, the Supervisory Board are informed immediately in the event of any significant changes in the effectiveness of the internal control system. 101 102 Combined Management Report → Disclosures Relevant for Takeovers → see and Explanatory Comments EXPLANATORY COMMENTS Composition of subscribed capital The subscribed capital (share capital) of BMW AG amounted to €658,862,500 at 31 December 2019 (2018: €658,122,100) and, in accordance with Article 4 no. 1 of the Articles of Incorporation is sub-divided into 601,995,196 shares of common stock (91.37%) (2018: 601,995,196; 91.47%) and 56,867,304 shares of non-voting preferred stock (8.63%) (2018: 56,126,904; 8.53%), each with a par value of €1. The Company's shares are issued to bearer. The rights and duties of shareholders derive from the German Stock Corporation Act (AktG) in conjunction with the Company's Articles of Incorporation, the full text of which is available at www.bmwgroup.com. The right of shareholders to have their shares evidenced is excluded in accordance with the Articles of Incor- poration. The voting power attached to each share corresponds to its par value. Each €1 of par value of share capital represented in a vote entitles the holder to one vote (Article 18 no. 1 of the Articles of Incorporation). *Disclosures pursuant to § 289a and §315a HGB. The Company's shares of preferred stock are shares within the meaning of § 139 ff. AktG, which carry a cumulative preferential right in terms of the allocation of profit and for which voting rights are excluded. These shares confer voting rights only in exceptional cases stipulated by law, in particular when the prefer- ence amount has not been paid or has not been fully paid in one year and the arrears are not paid in the subsequent year alongside the full preference amount due for that year. With the exception of voting rights, holders of shares of preferred stock are entitled to the same rights as holders of shares of common stock. Article 24 of the Articles of Incorporation confers preferential treatment to the non-voting shares of preferred stock with regard to the appropriation of the Company's unappropriated profit. Accordingly, the unappropriated profit is required to be appropriated in the following order: (a) subsequent payment of any arrears on dividends on non-voting shares of preferred stock in the order of accruement (b) payment of an additional dividend of €0.02 per €1 par value on non-voting preferred shares DISCLOSURES RELEVANT FOR TAKEOVERS* AND 0.2 25.62 9.0 An agreement concluded with an international consortium of banks relating to a syndicated credit line, which was not being utilised at the balance sheet date, entitles the lending banks to give extraordinary notice to terminate the credit line, such that all outstanding amounts, including interest, would fall due immediately if one or more parties jointly acquire direct or indirect control of BMW AG. The term control is defined as the acquisition of more than 50% of the share capital of BMW AG, the right to receive more than 50% of the dividend or the right to direct the affairs of the Company or appoint the majority of mem- bers of the Supervisory Board. A cooperation agreement concluded with Peugeot SA relating to small (1- to 1.6-litre) petrol engines entitles each of the cooperation partners to give extraordinary notification of termination in the event of a competitor acquiring control over the other contractual party and if any concerns of the other contractual party re- garding the impact of the change of control on the cooperation arrangements are not resolved during the subsequent discussion process. BMW AG acts as guarantor for all obligations aris- ing from the joint venture agreement relating to BMW Brilliance Automotive Ltd. in China. This agreement grants an extraordinary right of termi- nation to either joint venture partner in the event that - either directly or indirectly - more than 25% of the shares of the other party are acquired by a third party or the other party is merged with another legal entity. The termination of the joint venture agreement may result in the sale of the shares to the other joint venture partner or in the liquidation of the joint venture entity. Framework agreements are in place with finan- cial institutions and banks (ISDA Master Agree- ments) with respect to trading activities with derivative financial instruments. These agree- ments include an extraordinary right of termina- tion which triggers actions in the event that the creditworthiness of the party involved is signifi- cantly weaker following a direct or indirect acqui- sition of beneficially owned equity capital that confers the power to elect a majority of the Super- visory Board of a contractual party or any other ownership interest that enables the acquirer to exercise control over a contractual party or which constitutes a merger or a transfer of net assets. Financing agreements in place with the European Investment Bank (EIB) entitle the EIB to request early repayment of the loans in the event of an imminent or actual change in control of BMW AG, if the EIB has reason to assume - after the change in control has taken place or 30 days after it has made a request to discuss the situation - that the change in control could have a significantly adverse impact, or if the borrower refuses to hold any such discussions. A change in control of BMW AG arises if one or more individuals take over or lose control of BMW AG, with control being defined in the above-mentioned financ- ing agreements as (i) holding or having control over more than 50% of the voting rights, (ii) the right to appoint the majority of the members of the Board of Management or Supervisory Board, (iii) the right to receive more than 50% of divi- dends payable or (iv) any other comparable con- trolling influence over BMW AG. BMW AG and Daimler AG have entered into a Joint Venture Agreement relating to mobility services in the areas of car sharing, ride hailing, parking, charging and multimodality, which entitles both Daimler AG and BMW AG (here- after principals) to initiate a bidding procedure in the event that (i) the other principal receives notice in accordance with § 33 of the German Securities Trading Act (WpHG) that - including shares attributed pursuant to § 34 WPHG - a shareholding of more than 50% has been attained or, in accordance with § 20 AktG of the German Stock Corporation Act (AktG) that a sharehold- ing of more than 50% has been attained or (ii) a shareholder or a third party - including shares attributed pursuant to § 30 WPHG - holds more than 50% of the voting rights or shares in the other principal, or (iii) the other principal has concluded a control agreement as dependent company. The outcome of such a bidding pro- cedure is that the joint venture will go to the principal making the highest bid. - Several supply and development contracts between BMW AG and various industrial customers, all relating to the sale of components for drivetrain systems, grant an extraordinary right of ter- mination to the relevant industrial customer in specified cases of a change in control at BMW AG (for example BMW AG merges with a third party or is taken over by a third party; an automobile manufacturer acquires more than 50% of the voting rights or share capital of BMW AG). BMW AG is party to the shareholder agreement relating to There Holding B.V., which is the majority shareholder of the HERE Group. In accordance with the shareholder agreement, each contractual party is required to offer its directly or indirectly held shares in There Holding B.V. for sale to the other shareholders in the event of a change in control. A change in control of BMW AG arises if a person or entity takes over or loses control of BMW AG, with control defined as (i) holding or having control over more than 50% of the voting rights, (ii) the possibility to control more than 50% of vot- ing rights exercisable at Annual General Meet- ings on all or nearly all matters, or (iii) the right to determine the majority of members of the Board of Management or the Supervisory Board. Furthermore, a change in control occurs if com- petitors of the HERE Group or certain potential competitors of the HERE Group from the tech- nology sector acquire at least 25% of BMW AG. If none of the other shareholders acquire these shares, the other shareholders are entitled to resolve that There Holding B.V. be dissolved. - The development collaboration agreement between BMW AG, Intel Corporation and Mobileye Vision Technologies Ltd., relating to the development of technologies used in highly and fully automated vehicles, may be terminated by any of the con- tractual parties if a competitor of one of the parties acquires and subsequently holds at least 30% of the voting shares of one of the contrac- tual parties. The collaboration agreement between BMW AG and Mercedes-Benz AG relating to the develop- ment of technologies for second-generation auto- mated driving (from 2024) may be terminated by either party if a third party - directly or indirectly - acquires at least 30% of the voting rights in one of the contractual parties (§ 29 (2) and § 30 of the German Securities Acquisition and Takeover Act (WPÜG)). BMW AG has agreed with Great Wall Motor Company Limited to establish the joint venture Spotlight Automotive Ltd. in China. The agree- ment grants an extraordinary right of termina- tion to either joint venture partner in the event that – either directly or indirectly - more than 25% of the shares of the other party are acquired by a third party or the other party is merged with another legal entity. The termination of the joint venture agreement may result in the sale of the shares to the other joint venture partner or in the liquidation of the joint venture entity. 105 106 Combined Management Report → Disclosures Relevant for Takeovers and Explanatory Comments Compensation agreements with members of the Board of Management or with employees in the event of a takeover bid The development collaboration agreement between BMW AG, FCA US LLC and FCA Italy S.p.A., relating to the development of technologies used in automated vehicles, may be terminated by any of the contractual parties if certain competi- tors in the technology sector acquire and sub- sequently hold at least 30% of the voting shares of the other contractual party. BMW AG is party to the following major agreements, which contain provisions that would apply in the event of a change in control or the acquisition of control as a result of a takeover bid: Significant agreements of the Company taking effect in the event of a change in control following a takeover bid and Explanatory Comments 16.63 16.64 16.6 0.2 20.75 20.7 The voting percentages disclosed above may have changed subsequent to the stated date if these changes were not required to be reported to the Company. As the Company's shares are issued to bearer, the Company is generally aware of changes in sharehold- ings only if such changes are subject to mandatory notification rules. Shares with special rights which confer control rights There are no shares with special rights which confer control rights. Control of voting rights when employees participate in capital and do not exercise their control rights directly Like all other shareholders, employees exercise their control rights pertaining to shares they have acquired in conjunction with the Employee Share Programme and/or the share-based remuneration programme directly on the basis of relevant legal provisions and the Company's Articles of Incorporation. Statutory regulations and Articles of Incorporation provisions with regard to the appointment and removal of members of the Board of Management and changes to the Articles of Incorporation The appointment or removal of members of the Board of Management is based on the rules contained in §84f. AktG in conjunction with § 31 of the German Co-Determination Act (MitbestG). Amendments to the Articles of Incorporation must comply with $179 ff. AktG. Amendments must be decided upon by the shareholders at the Annual General Meeting (§ 119 (1) no.5, § 179 (1) AktG). The Supervisory Board is authorised to approve amend- ments to the Articles of Incorporation which only affect its wording (Article 14 no. 3 of the Articles of Incorpo- ration). Resolutions are passed at the Annual General Meeting by simple majority of votes exercised unless otherwise explicitly required by binding provisions of law or, when a majority of share capital is required, by simple majority of shares represented in the vote (Article 20 no. 1 of the Articles of Incorporation). Authorisations of the Board of Management in particular with respect to the issuing or buying back of shares The Board of Management is authorised to buy back shares and sell repurchased shares in situations spec- ified in § 71 AktG, for example to avert serious and imminent damage to the Company and/or to offer shares to persons employed or previously employed by BMW AG or one of its affiliated companies. In accordance with Article 4 no. 5 of the Articles of Incorporation, the Board of Management is authorised, with the approval of the Supervisory Board, to increase for cash contributions BMW AG's share capital during the period until 15 May 2024 by up to €4,259,600 for the purposes of an Employee Share Programme by issuing new non-voting shares of preferred stock, which carry the same rights as existing non-voting preferred stock (Authorised Capital 2019). Subscrip- tion rights of existing shareholders are excluded. No conditional capital is in place at the reporting date. 103 104 Combined Management Report → Disclosures Relevant for Takeovers 10.60 BMW AG has not concluded any compensation agreements with members of the Board of Manage- ment or with employees for situations involving a takeover offer. 14 10.62 The assessment of overall risk situation is based on a consolidated view of all significant individual risks. The overall risk situation for the BMW Group remains unchanged compared to the previous year. Similarly, there has also been no significant change in the opportunities situation. In addition to the risk categories described above, unforeseen events could have a negative impact on business operations and hence on the BMW Group's results of operations, financial position and net assets as well as on its reputation. A comprehensive risk management system is in place to ensure that the BMW Group successfully manages these risks. Management of the BMW Group does not see any threat to the BMW Group's status as a going concern. As in the previous year, identified risks are considered to be manageable. Were they to materialise, however, they could like the opportunities - have an impact on the underlying key performance indicators, which could therefore result in deviations from the outlook. The BMW Group's financial position is stable, with liquidity requirements currently covered by available liquidity and credit lines. INTERNAL CONTROL SYSTEM* RELEVANT FOR ACCOUNTING AND FINANCIAL REPORTING PROCESSES The internal control system relevant for accounting and financial reporting processes has the task of ensuring that accounting and financial reporting by the BMW Group is both accurate and reliable. Inter- nationally recognised standards for internal control systems have been taken into account in the design of the components of the BMW Group's internal control system. The system comprises: Group-wide mandatory accounting guidelines, controls integrated into processes and IT systems, organisational measures incorporating the principle of the separation of duties, and Overall assessment of the risk and opportunities situation process-independent monitoring measures. Guidelines for recognising, measuring and allocating items to accounts are available to all employees via the intranet. New accounting standards are assessed for their impact on the BMW Group's accounting and financial reporting. Accounting guidelines and processes are reviewed continuously and revised at least once a year or more frequently, if necessary. * Disclosures pursuant to § 289 and § 315 HGB. Controls are integrated into accounting and financial ² Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. 6,370 4,221 31 Total comprehensive income attributable to shareholders of BMW AG 4,467 The internal control system is subject to continuous improvement, with system effectiveness assessed regularly on the basis of centralised and decentralised process analyses, analyses of data within the various financial systems and audit procedures. The principal features of the internal control system, as far as they relate to individual entity and Group accounting and financial reporting processes, are described below. 107 note 38 Processes 99 99 Operational risks relating to the Financial Services segment Operational risks are defined in the Financial Services segment as the risk of losses arising as a consequence of unsuitability or failure of internal procedures (process risks), people (personnel-related risks), sys- tems (infrastructure and IT risks) and external events (external risks). The recording and measurement of risk scenarios, loss events and countermeasures in the operational risk management system provide the basis for a systematic analysis and management of potential or materialised operational risks. Annual self-assessments are also carried out. If operational risks were to materialise, they would be likely to have a low earnings impact over the two-year assessment period. The risk amount is classified as medium. Legal risks The BMW Group is exposed to various legal risks, not least as a result of its global operations. Legal risks may result from non-compliance with laws or other legal requirements or from legal disputes with business partners or other market participants. If legal risks were to materialise, they could have a high earnings impact over the two-year assessment period. The risk amount attached to significant identified legal risks is classified as medium. However, it cannot be ruled out that new legal risks, as yet unforeseen, could materialise that could have a high earnings impact for the BMW Group. The increasing globalisation of the BMW Group's operations and of business interdependencies in general, combined with the variety and complexity of legal provisions, including, increasingly, import and export regulations, give rise to an increased risk of non-compliance with applicable law. A Compliance Management System is in place at BMW Group to ensure that the representative bodies, managers and staff across the globe consistently act in a lawful manner. In 2019 the system was further enhanced, particularly with a focus on the characteristics of the roles and responsibilities in the Group-wide Compliance Management as well as the monitoring of compliance trainings and additional preventative activities. Further information on the BMW Group's Compliance Management System can be found in the section Corporate Governance. Like all entities with international operations, the BMW Group is confronted with legal disputes, alleged claims (particularly relating to warranties and product liability or rights infringements) and proceedings initiated by government agencies. Any of these could, amongst other consequences, have an adverse impact on the Group's reputation. Such proceedings are The BMW Group recognises appropriate levels of provision for lawsuits. In addition, a part of these risks is insured where this makes business sense. Any additional risks from legal proceedings are reported as other contingent liabilities. It cannot be ruled out, however, that damages could arise that are either not covered or not fully covered by insurance policies or provisions or reported as contingent liabilities. In accordance with IAS 37 (Provisions, Contingent Liabilities and Contingent Assets), the required infor- mation is not provided if the BMW Group concludes that disclosure of the information could seriously prejudice the outcome of the relevant legal proceed- ings. Further information on contingent liabilities is provided in → note 38 to the Group Financial see Statements. typical for the sector or may result as a consequence of realigning product or purchasing strategies to changed market conditions. Particularly in the US market, class action lawsuits and product liability risks can have substantial financial consequences and cause damage to the Group's public image. More rigorous application or interpretation of exist- ing regulations could result in a greater number of recalls. The high quality of the Group's products, which is ensured by regular quality audits and ongo- ing improvement measures, helps reduce this risk. The BMW Group has reviewed the objections and the case information from the EU Commission. In December 2019 the BMW Group submitted a detailed reply to the objections of the Commission. The EU Commission will examine the response and, on the basis of that, determine the next procedural steps. Therefore, the financial impacts cannot yet be definitively assessed. 100 Combined Management Report Report on Outlook, Risks and Opportunities → Risks and Opportunities → Internal Control System Relevant for Accounting and Financial Reporting Compared with the risk situation presented in the Group Management Report 2018, the assessment of legal risks in conjunction with antitrust allega- tions made against five German car manufacturers has become more concrete following receipt of the Statement of Objections from the EU Commission. The EU Commission alleges that the manufacturers colluded with the aim of restricting innovation and competition with regard to certain exhaust treatment systems for diesel- and petrol-driven passenger vehi- cles. The current investigations are solely concerned with possible infringements of competition law. The EU Commission is not alleging that the BMW Group conducted a deliberate and unlawful manipulation of the emissions control system. The Statement of Objections leads the BMW Group to believe that it is probable ("more likely than not") that the Com- mission will issue a significant fine. The BMW Group will contest the Commission's allegations with all legal means at its disposal if necessary. A provision of approximately €1.4 billion was recognised in accordance with International Financial Reporting Standards for negative financial impacts that cannot yet be definitively assessed. Total comprehensive income attributable to minority interests 6,460 4,328 -217 387 935 7,064 5,022 -1,254 32 Derivative financial instruments Marketable securities (at fair value through other comprehensive income) Items not expected to be reclassified to the income statement in the future -867 Deferred taxes Net profit 20182 2019 Note in € million → 64 Statement of Comprehensive Income for Group In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. 1 Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. Remeasurement of the net defined benefit liability for pension plans 718 42 -30 Total comprehensive income -604 -694 19 -1,322 173 192 544 674 171 -157 -3 -620 125 Other comprehensive income for the period after tax Items that can be reclassified to the income statement in the future Currency translation foreign operations Other comprehensive income from equity accounted investments Deferred taxes Costs of hedging -1,381 -706 7.49 GROUP FINANCIAL STATEMENTS 90 → Page 108 Statement of Comprehensive Income 12 -109 51 149 129 -293 694 -32 795 Financial result -7 Profit/loss before tax 7,118 9,627 7.47 14 Diluted earnings per share of common stock in € Diluted earnings per share of preferred stock in € Dilutive effects 10.62 7.49 -6 Other financial result -6 -8 6,182 194 175 Result from equity accounted investments 24 632 136 632 Interest and similar income 11 179 397 420 567 1 Interest and similar expenses 11 -499 -386 -737 -533 14 4,499 Basic earnings per share of preferred stock in € 7.47 44 Profit/loss from discontinued operations 124 131 5,124 3,113 7,097 4,978 Profit/loss from continuing operations -33 -45 -1,853 -1,354 -2,530 -2,140 13 Income taxes 169 187 → Page 108 Income Statement -56 44 -33 Net profit/loss 14 Basic earnings per share of common stock in € 124 131 5,061 3,127 6,974 4,915 31 Attributable to shareholders of BMW AG 30 30 90 107 Attributable to minority interest 124 131 5,091 3,157 7,064 5,022 10.60 8,933 136 Profit/loss before financial result Income Statement → Statement of Com- prehensive Income BMW GROUP INCOME STATEMENT STATEMENT OF COMPREHENSIVE INCOME Income Statement for Group and Segments → 63 in € million → BMW Group Automotive Group information) Note 2019 2018¹ 2019 Motorcycles (unaudited supplementary information) 2018 (unaudited supplementary Statements Group Financial 108 →Page 110 Balance Sheet 7,411 →Page 112 Cash Flow Statement → Page 114 Statement of Changes in Equity → Page 116 Notes to the Group Financial Statements Accounting Principles and Policies Notes to the Income Statement → Page 116 →Page 133 → Page 141 →Page 142 →Page 164 Notes to the Statement of Comprehensive Income Notes to the Balance Sheet 3 Group Financial Statements Income Statement Statement of Comprehensive Income Balance Sheet Cash Flow Statement Notes →Page 184 Segment Information → Page 190 List of Investments at 31 December 2019 2019 2018 Other Disclosures Cost of sales -7,762 -7,880 -264 -263 Other operating income 10 1,031 774 976 -9,568 810 4 Other operating expenses -2,316 -651 -2,335 -676 Revenues -1 -1 2 -9,367 10 Selling and administrative expenses 96,855 9 7 91,682 85,846 104,210 2,173 8 -86,147 -78,477 -78,062 2,368 13,928 -1,911 -1,738 435 Gross profit 18,063 18,378 13,620 -71,918 457 Investments in marketable securities and investment funds 623 1,087 Proceeds from the disposal of investment assets and other business units³ -209 Acquisitions of subsidiaries and other business units 50 -1,598 Expenditure for investment assets 107 32 Proceeds from the disposal of intangible assets and property, plant and equipment 21 -164 -775 Proceeds from non-current financial liabilities4 Proceeds from the sale of marketable securities and investment funds 25 -2,630 Proceeds from subsidies for intangible assets and property, plant and equipment -2,366 33 3,761 -7,363 -7,284 Cash inflow/outflow from financing activities Change in other financial liabilities Repayment of non-current financial liabilities4 Interest paid² Intragroup financing and equity transactions Payment of dividend for the previous year Payments into equity Cash inflow/outflow from investing activities 822 -3,725 -7,777 Change in inventories 5,051 Changes in working capital -5,724 -3,560 Change in receivables from sales financing -1,642 -3,825 Change in leased products 312 -1,176 Change in deferred taxes -34 4 Gain/loss on disposal of tangible and intangible assets and marketable securities -632 -199 150,517 -143,500 Change in trade receivables -6,902 Change in trade payables Change in other operating assets and liabilities 3,662 940 1,096 -88 1,512 -328 429 112 14 -403 -1,560 -619 -1,117 Total investment in intangible assets and property, plant and equipment Cash inflow/outflow from operating activities Change in provisions -136 30,762 -1,751 305 3 -165 61 ☐ 170 91 1 -299 -136 -1,984 308 1,602 1,886 1,638 -345 5,853 4,982 54 -3,600 24 -930 -71 -284 1 -35 3 -632 -136 33 23 83 -262 34 33 -44 1,641 1,600 9,039 10,979 Cash and cash equivalents as at 1 January 1,940 1,057 Change in cash and cash equivalents -25 -83 -19 -28 Effect of changes in composition of Group on cash and cash equivalents Effect of exchange rate on cash and cash equivalents 4,296 4,790 -1,161 Cash and cash equivalents as at 31 December -22,564 12,036 1 Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. 5,091 3,157 20181 2019 2018¹ 2019 information) Financial Services (unaudited supplementary information) (unaudited supplementary Automotive 4 Gross cash flows presented, which were presented as net amounts in the prior year. ³ Includes dividends received from investment assets amounting to €643 million (2018: €384 million). 2 With the exception of interest from lease liabilities, interest relating to financial services business is classified as revenues/cost of sales. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. 10,979 Result from equity accounted investments Pension provisions -200 9 55 328 299 -40,272 -44,152 -39 184 -3,841 22 44,624 1,168 45,942 50,373 60,234 61,762 102 36,333 -3,749 -68 -43,139 -46,956 75 17 26,938 156,500 -91,132 -65,683 24,971 40,552 71,181 79,193 -91,119 -65,585 -98 -13 12,339 11 12,595 12 23,171 950 43,990 943 50,829 17,239 25,705 39,639 49,865 19,170 18,170 65,878 47,882 50,592 -65,968 -91,677 48,775 351 873 1,985 2,075 64,692 5,081 5,106 -98 -13 460 669 50,256 -91,690 -66,066 146,221 156,500 112,897 34 4,576 3,804 106 102 128 372 49 47 -17,438 20,683 -17,784 21,972 14,806 15,545 91,596 -155,872 -127,273 146,221 111 112,897 ASSETS Current tax expense Profit/loss from discontinued operations Net profit 20181 2019 in € million 5,022 Group BMW GROUP Cash Flow Statement → BMW Group Statements Group Financial 112 CASH FLOW STATEMENT 7,064 -44 33 Other non-cash income and expense items 5,113 6,017 Depreciation and amortisation of tangible, intangible and investment assets -199 51 Other interest and similar income/expenses² 170 91 Interest received² -1,972 -3,389 Income taxes paid 2,218 3,316 111 Total equity and liabilities Current provisions and liabilities Liabilities in conjunction with assets held for sale Cash and cash equivalents Financial assets Current tax Other assets Receivables from sales financing Trade receivables Inventories Non-current assets Other assets Deferred tax Financial assets Receivables from sales financing Other investments Investments accounted for using the equity method Leased products Property, plant and equipment Intangible assets Assets held for sale 91,596 -155,872 -127,273 Current assets EQUITY AND LIABILITIES Trade payables Other liabilities Current tax Financial liabilities Other provisions Non-current provisions and liabilities Other liabilities Financial liabilities Deferred tax Other provisions Equity Minority interest Equity attributable to shareholders of BMW AG Accumulated other equity Revenue reserves Capital reserves Subscribed capital Total assets 208 -3,589 321 6,460 90 6,370 -572 -906 -12 168 -604 -604 -572 -906 -12 168 Net profit* 7,064 90 6,974 1 January 2018 (as adjusted due to accounting policy change) Effects of accounting policy change* 1 January 2018 (as originally reported) 54,092 436 53,656 5 1,515 Other comprehensive income for the period after tax Comprehensive income at 31 December 2018* -2,630 -2,630 34 NOTES TO THE GROUP FINANCIAL STATEMENTS Policies Principles and → Accounting Financial Statements Notes to the Group Statements Group Financial 116 115 31 December 2018* Other changes 11 Premium arising on capital increase relating to preferred stock Subscribed share capital increase Dividend payments -127 57,829 529 3 -130 57,300 -569 558 -1,326 -2 -51 34 out of Authorised Capital -1,494 54,208 -116 436 43 43 1 1 -2,366 -63 -2,303 Net profit Other comprehensive income for the period after tax Comprehensive income at 31 December 2019 5,022 -694 4,328 107 4,221 128 -760 -551 566 -694 128 -551 30 566 107 4,915 1 January 2019 (adjusted according to IFRS 16) 57,797 529 57,268 30 → see note 45 29 -6 53,772 -116 5 1,515 11 -1,494 Total Minority interest Equity attributable to shareholders of BMW AG Costs of hedging financial instruments Securities Translation differences 8 15 Derivative 31 December 2019 Other changes Premium arising on capital increase relating to preferred stock Subscribed share capital increase out of Authorised Capital Dividend payments 59,907 583 59,324 -447 104 10 94 Accumulated other equity -569 ACCOUNTING PRINCIPLES 01 -758 -222 130 -1,255 -390 -193 -39 43 59 -11 60 381 -427 -18 109 1,745 332 -59 -7 683 Foreign currency translation and measurement The financial statements of consolidated companies which are presented in a foreign currency are trans- lated using the modified closing rate method. Under this method, assets and liabilities are translated at the closing exchange rate, whilst income and expenses are translated at the average exchange rate. Differences arising on foreign currency translation are presented in "Accumulated other equity". 03 The other changes to the Group reporting entity do not have a material impact on the results of operations, financial position and net assets of the Group. The YOUR NOW companies were contributed into a holding company with effect from 31 December 2019. As a result of the contribution, the BMW Group and the Daimler Group each held equal shares in Blitz 18-353 GmbH (renamed YOUR NOW Holding GmbH in January 2020), Munich. The contribution was accounted for as an exchange transaction without economic substance and executed on the basis of carrying amounts. The work on opening balance sheets at the merger date and the calculation of the final purchase prices have not yet been finalised. For this reason, the final purchase prices cannot yet be determined definitively. Similarly, purchase price allocations have not yet been finalised. -831 -5,726 Financial Services (unaudited supplementary 3,616 3,660 19,268 19,764 - -24,089 -25,938 -18,875 -19,443 6 5 27,705 Since 1 February 2019, the joint ventures are accounted for in the BMW Group Financial Statements using the equity method. The BMW Group's share of the loss recorded for the YOUR NOW companies during the financial year 2019 amounted to €662 million. This figure includes impairment losses totalling €277 million. Revised business expectations gave rise to an indication of impairment, thereby triggering an impairment test. As part of this process, impairment losses totalling €240 million were recognised in the BMW Group Finan- cial Statements on the carrying amount of individual YOUR NOW companies. These impairment losses are included in the line item “Result on investments". The amounts recognised as impairment losses partly reflect decisions taken at the level of ShareNow and ReachNow not to serve certain markets in the future. In this context, the result from equity accounted investment also includes expenses arising from the recognition of provisions and impairment losses. 29,598 2019 2018 information) (unaudited supplementary Eliminations 2019 2018¹ information) (unaudited supplementary Other Entities 2019 information) 2018¹ activities. As a result of the merger, the investments in the com- panies previously held by the BMW Group were remea- sured to their fair value. DriveNow GmbH & Co. KG, Munich, including its subsidiaries and DriveNow Verwaltungs GmbH, Munich (DriveNow), are part of the agreement. These entities were contributed in kind to Car2Go Deutschland GmbH, Berlin, on a fully realised profit basis, in return for shares in that company. Up to 31 January 2019, DriveNow was accounted for as a discontinued operation. Profit after tax amounted to €44 million and resulted pri- marily from the contribution of DriveNow to Car2Go Deutschland GmbH. This amount is reported in the income statement as part of the result from discon- tinued operations. The remaining BMW companies included in the agreement were not previously fully consolidated on the grounds of immateriality. The transaction gave rise to a preliminary positive impact of €329 million which is included in the result on investments. This amount comprises sale proceeds of €232 million and revaluation gains of €97 million arising on the remaining shares. The transaction resulted in a total cash outflow of €890 million, com- prising an inflow of €295 million and an outflow of €1,185 million. The items described above relating to YOUR NOW also have an impact on the Group's and Automotive segment's cash flows from investing On 28 March 2018, the BMW Group signed an agree- ment with the Daimler Group regarding the merger of certain business units that provide mobility services. Following approval by the relevant antitrust author- ities, the transaction was closed on 31 January 2019. Existing on-demand mobility offerings in the areas of car sharing, ride-hailing, parking, charging and multi- modality have been combined with future strategic expansion in mind. As a result of the business com- bination, following the final signing of contracts, the BMW Group and the Daimler Group each held equal shares in Car2Go Deutschland GmbH, Berlin (ShareNow), Blitz 18-353 GmbH, Munich (FreeNow), Parkmobile Group Holding B.V., Amsterdam (ParkNow), Digital Charging Solutions GmbH, Berlin (ChargeNow) and Moovel Group GmbH, Berlin (ReachNow). The joint ventures are combined under the name YOUR NOW. No longer included first time in 2019 Included for the 217 194 23 31 December 2018 Included at 16 16 Total Foreign in 2019 Germany The BMW Group Financial Statements include BMW AG and all material subsidiaries over which BMW AG - either directly or indirectly - exercises control. This also includes 56 structured entities, consisting of asset- backed securities entities and special-purpose funds. Group reporting entity and consolidation principles 02 The presentation of selected items (such as the reclas- sification of vehicles held for sale in the financial services business) has been changed in the financial year 2019. The items affected are not significant overall. The changes in presentation are explained in the notes relating to the relevant balance sheet and income statement line items. Prior year figures have been adjusted accordingly. spread of the coronavirus, the Board of Management on 16 March 2020 adjusted the original outlook for the BMW Group, the assumptions regarding the development of the global economy and the economic risks and opportunities for the financial year 2020 in the Combined Management Report, as well as the statement regarding the Events after the end of the reporting period and once again gave approval for the publication of the Group Financial Statements. On 10 March 2020, the Board of Management granted approval for publication of the Group Financial State- ments. Based on current developments regarding the In order to provide a better insight into the results of operations, financial position and net assets of the BMW Group, and going beyond the requirements of IFRS 8 (Operating Segments), the Group Financial Statements also include an income statement and a balance sheet for the Automotive, Motorcycles, Finan- cial Services and Other Entities segments. The Group Cash Flow Statement is supplemented by a statement of cash flows for the Automotive and Financial Services segments. Inter-segment transactions relate primarily to internal sales of products, the provision of funds for Group companies and the related interest. A description of the nature of the business and the major operating activities of the BMW Group's segments is provided in → note 45 ("Explanatory notes to segment information"). The income statement for the BMW Group and seg- ments is presented using the cost of sales method. Key figures presented in the report have been rounded in accordance with standard commercial practise. In certain cases, this may mean that values do not add up exactly to the stated total and that percentages cannot be derived from the values shown. The Group currency is the euro. All amounts are dis- closed in millions of euros (€ million) unless stated otherwise. The consolidated financial statements of Bayerische Motoren Werke Aktiengesellschaft (BMW Group Financial Statements or Group Financial Statements) at 31 December 2019 were drawn up in accordance with International Financial Reporting Standards (IFRS), as endorsed by the European Union (EU), and the supplementary requirements of §315e (1) of the German Commercial Code (HGB). The Group Finan- cial Statements and Combined Management Report will be submitted to the operator of the electronic version of the German Federal Gazette and can be obtained via the Company Register website. Bayerische Motoren Werke Aktiengesellschaft, which has its seat at Petuelring 130, Munich, is registered in the Commercial Register of the District Court of Munich under the number HRB 42243. Basis of preparation In relation to fully consolidated companies, the follow- ing changes took place in the Group reporting entity in the financial year 2019: AND POLICIES 2 31 December 2019 Associated companies and joint ventures are accounted for using the equity method, with measurement on initial recognition based on acquisition cost. In the case of a joint venture, the parties which have joint control only have rights to the net assets of the arrangement. Notes to the Group Financial Statements → Accounting Principles and Policies Group Financial Statements 118 117 The BMW Group has also signed an agreement with the Chinese automobile manufacturer Great Wall Motor Company Limited (Great Wall) for the joint development and production of electric vehicles in China. Vehicle development and production will be carried out by the jointly controlled company Spotlight Automotive Limited (Spotlight). Spotlight was founded on 27 December 2019 following approval by the Chinese authorities. The BMW Group and Great Wall each hold 50% of the joint operation's equity. In addition to electric MINI vehicles, Spotlight will also develop and produce electric vehicles for Great Wall. At 31 December 2019, the joint development and production arrange- ments with Spotlight are included in the Group Financial Statements on a proportionate basis. The BMW Group and Daimler AG are working together on a long-term strategic cooperation in the field of highly automated driving systems. The BMW Group is party to a cooperation with Toyota Motor Corporation, Toyota City, which developed a sports car. - The following three major arrangements are accounted for as joint operations: In the case of a joint operation, the parties that have joint control of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement. Assets, liabilities, revenues and expenses of a joint operation are recognised proportionately in the Group Financial Statements on the basis of the BMW Group entity's rights and obligations (proportionate consolidation). Included at Joint operations and joint ventures are forms of joint arrangements. Such an arrangement exists when a BMW Group entity jointly carries out activities with a third party on the basis of a contractual agreement. An entity is deemed to be controlled if BMW AG - either directly or indirectly - has power over it, is exposed or has rights to variable returns from it and has the ability to influence those returns. assessment. If indications exist of a change in the judgement of (joint) control, the BMW Group undertakes a new When assessing whether an investment gives rise to a controlled entity, an associated company, a joint operation or a joint venture, the BMW Group con- siders contractual arrangements and other circum- stances, as well as the structure and legal form of the entity. Discretionary decisions may also be required. All consolidated subsidiaries have the same year-end as BMW AG with the exception of BMW India Private Ltd. and BMW India Financial Services Private Ltd., whose year-ends are 31 March in accordance with local legal requirements. | 24 26 24 207 186 21 An entity is classified as an associated company if BMW AG - either directly or indirectly - has the abil- ity to exercise significant influence over the entity's operating and financial policies. As a general rule, the Group is assumed to have significant influence if it holds 20% or more of the entity's voting power. 558 -1,326 Effects from the first-time application of IFRS 16 BMW GROUP STATEMENT OF CHANGES IN EQUITY in € million 31 December 2018 (as originally reported) Effects of accounting policy change* 31 December 2018 (as adjusted due to accounting policy change) Effects from the first-time application of IFRS 16 1 January 2019 (adjusted according to IFRS 16) Net profit Other comprehensive income for the period after tax Comprehensive income at 31 December 2019 Dividend payments Subscribed share capital increase out of Authorised Capital Premium arising on capital increase relating to preferred stock Other changes 31 December 2019 in € million Subscribed Capital Revenue Note capital reserves Changes in Equity → BMW Group Statement of Statements Financial Change in receivables from sales financing Changes in working capital Change in inventories Change in trade receivables Change in trade payables Change in provisions Change in other operating assets and liabilities Cash inflow/outflow from operating activities Total investment in intangible assets and property, plant and equipment Proceeds from subsidies for intangible assets and property, plant and equipment Proceeds from the disposal of intangible assets and property, plant and equipment Expenditure for investment assets Acquisitions of subsidiaries and other business units Proceeds from the disposal of investment assets and other business units³ Investments in marketable securities and investment funds Proceeds from the sale of marketable securities and investment funds Cash inflow/outflow from investing activities reserves Payments into equity Intragroup financing and equity transactions Interest paid² Proceeds from non-current financial liabilities4 Repayment of non-current financial liabilities4 Change in other financial liabilities Cash inflow/outflow from financing activities Effect of exchange rate on cash and cash equivalents Effect of changes in composition of Group on cash and cash equivalents Change in cash and cash equivalents Cash and cash equivalents as at 1 January Cash and cash equivalents as at 31 December The reconciliation of liabilities from financing activities is presented in note 35. 113 114 Group Payment of dividend for the previous year 31 658 2,118 1 January 2018 (as adjusted due to accounting policy change) Net profit* Other comprehensive income for the period after tax Comprehensive income at 31 December 2018* Dividend payments 658 2,084 50,877 6,974 718 7,692 -2,630 -116 Subscribed share capital increase Premium arising on capital increase relating to preferred stock 34 34 Other changes -77 31 December 2018* 31 658 2,118 55,862 * Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. out of Authorised Capital Change in leased products 50,993 658 56,121 -259 658 2,118 55,862 -32 658 2,118 55,830 4,915 -867 4,048 2,084 -2,303 92 31 659 2,161 57,667 Note Subscribed capital Capital reserves Revenue reserves 1 January 2018 (as originally reported) Effects of accounting policy change* 31 43 Change in deferred taxes Gain/loss on disposal of tangible and intangible assets and marketable securities Result from equity accounted investments 187 118 -1,198 9,690 9,352 -5,345 -6,790 -6,734 -7,618 -19 -13 50 Derivative 18 3 31 105 1 2 -1,557 -145 -209 1,087 1,210 57 2 2 -507 attributable to differences 31 December 2018 (as adjusted due to accounting policy change) 57,829 -32 -32 529 57,300 -569 558 -1,326 31 December 2018 (as originally reported) Effects of accounting policy change* -1,732 58,088 -259 -259 Translation 529 -569 558 -1,326 Total interest of BMW AG hedging Minority shareholders Costs of financial instruments Securities 57,559 5 -3,692 -63 827 6,793 -22 -31 6 28 -25 446 1,474 90 129 8,631 7,157 5,300 1,985 9,077 8,631 2,075 1,985 Net profit Profit/loss from discontinued operations Current tax expense Income taxes paid Interest received² Other interest and similar income/expenses² Depreciation and amortisation of tangible, intangible and investment assets Other non-cash income and expense items 1,856 -268 -1,053 491 465 3,562 356 199 -7,165 -6,769 129 130 33 25 -2,366 -2,630 -2,085 877 2,099 -136 5,491 5,097 -1 173 1 132,408 -605 -410 -133,089 12,940 -12,071 -2 -197 6 Equity 393 66,744 70,647 1,016 543 1,773 1,762 632 13 70 81 5,354 5,605 5,530 5,530 5,788 64 96 2,089 2,820 2,330 2,330 3,335 23236 Other liabilities 35 64,772 2,680 1,017 5,100 963 34 Current tax 101 105 5,433 6,962 5,871 5,871 7,421 33 Other provisions Financial liabilities 640 17,034 19,577 79,698 81,659 85,502 Non-current provisions and liabilities 506 569 7,558 7,929 5,293 5,293 746 Deferred tax Other provisions Pension provisions 658 658 659 31 Subscribed capital EQUITY AND LIABILITIES 1,276 1,447 97,118 113,062 208,938 211,304 Capital reserves 228,034 749 877 51,915 64,973 461 461 84,736 84,738 90,630 Current assets 463 Assets held for sale 12 Total assets 1,158 31 2,118 39,778 40,174 57,829 57,797 59,907 Equity 529 529 583 Minority interest 57,300 57,268 2,161 59,324 Equity attributable to shareholders of BMWAG -1,338 -1,338 -1,163 31 Accumulated other equity 55,862 55,830 57,667 31 Revenue reserves 2,118 31 1,158 704 933 -68 695 1,168 138 139 -20 -49 48,333 51,079 -10,765 -11,289 6,660 -39 6,847 1 -7,855 -7,739 20182 46,114 50,348 30 89 1 1 403 389 1 2019 512 84 187 125 91 84 1,325 1,009 38,700 41,407 91 103 609 808 -61,207 485 -64,182 47,019 98,339 105,908 -40,610 -43,184 33,956 38,919 2,835 3,351 -1,918 -1,853 28 41,340 11 2018 (unaudited supplementary Liabilities in conjunction with assets held for sale 187 183 24,639 34,902 15,826 15,826 17,966 36 Other liabilities 348 413 64 8,360 9,669 9,669 10,182 37 879 1,929 38,825 39,260 46,093 35 Trade payables Financial liabilities 8,814 information) 62 Current provisions and liabilities Eliminations 2019 2018² information) (unaudited supplementary Other Entities 2019 information) (unaudited supplementary Financial Services 1 The figures to 1 January 2019 have been adjusted, based on the first-time application of IFRS 16, see note 6 to the Group Financial Statements. 2 Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. 1,276 62 1,447 113,062 208,938 211,304 228,034 Total equity and liabilities 636 701 40,306 53,311 71,411 71,848 82,625 97,118 Accumulated other equity 8,631 10,979 Other financial result Profit/loss before financial result Result from equity accounted investments Interest and similar income Interest and similar expenses Other operating expenses Other operating income Selling and administrative expenses Gross profit Revenues Cost of sales 289 201 -81 -67 1,581 1,523 60 77 289 201 -81 -67 1,641 1,600 289 201 -81 -67 Financial result Profit/loss before tax Income taxes Profit/loss from continuing operations Profit/loss from discontinued operations Net profit/loss Attributable to minority interest Intangible assets 2018 2019 2018 information) Motorcycles (unaudited supplementary 2019 information) (unaudited supplementary Automotive 1.1.20191 31.12.2018² 2019 1,641 Note ASSETS in € million BALANCE SHEET AT 31 DECEMBER 2019 BMW GROUP at 31 December 2019 Balance Sheet → BMW Group Statements Group Financial 110 109 Attributable to shareholders of BMW AG Basic earnings per share of common stock in € Basic earnings per share of preferred stock in € Dilutive effects Diluted earnings per share of common stock in € Diluted earnings per share of preferred stock in € Group 1,600 -94 -87 12 4 431 377 -27 29 2,172 2,312 230 225 -80 -125 1,515 -124 -208 -193 126 173 42 73 16 24 -79 -24 -1,362 -1,341 -80 21 1,178 -1,360 -36 29 -502 -672 383 288 -45 -96 2,143 2,272 -48 -89 -1,761 -18 -29 -40 -51 -221 -27 -37 1,312 1,672 -1,145 -1,419 -14 -7 -125 11,729 10,971 10,971 Receivables from sales financing 167 186 2,287 2,228 2,546 2,546 2,518 30 Trade receivables 568 679 25 13,071 14,248 14,248 15,891 29 Inventories 527 570 45,203 48,089 124,202 126,566 137,404 14,404 Non-current assets 41,407 38,700 10,979 12,036 Cash and cash equivalents 2 1 21,859 33,492 9,749 9,749 11,614 28 Other assets 38,700 618 1,378 1,378 1,209 27 Current tax 4,988 4,772 6,675 6,675 5,955 26 Financial assets 1,000 9,077 33 4,633 Other investments 2,624 3,199 2,624 2,624 3,199 24 Investments accounted for using the equity method 38,259 38,259 42,609 23 703 Leased products 407 19,372 22,749 19,801 22,163 23,245 22 Property, plant and equipment 95 127 10,472 11,212 399 36 739 5,144 2,203 847 847 1,325 28 Other assets 3,043 3,451 1,638 1,640 2,194 13 739 Deferred tax 131 1,010 1,010 1,370 26 Financial assets 48,313 48,313 51,030 25 Receivables from sales financing 4,843 216 13.4 Financial Services Current information is taken into account when determining the lease term if the contract con- tains options to extend or terminate the lease. 10.9 12.0 10.9 2018 2019 Motorcycles Automotive in % Amounts are discounted on the basis of a market- related cost of capital rate. Impairment tests are performed for accounting and financial reporting pur- poses for the Automotive and Motorcycles cash-gener- ating units using a risk-adjusted pre-tax cost of capital (WACC) that is updated annually. In the case of the Financial Services cash-generating unit, a pre-tax cost of equity capital is used, as is customary in the sector. The following discount factors were applied: The BMW Group determines the value in use on the basis of a present value computation. Cash flows used for this calculation are derived from long-term forecasts approved by management. These long-term forecasts are based on detailed forecasts drawn up at an operational level, covering a planning period of six years. For the purposes of calculating cash flows beyond the planning period, a residual value is assumed which does not take growth into account. Forecasting assumptions are continually adjusted to current information and regularly compared with external sources. The assumptions used take account in particular of expectations of the profitability of the product portfolio, future market share development, macroeconomic developments (such as currency, interest rate and raw materials prices) as well as the legal environment and past experience. As part of the process of assessing recoverability, it is generally necessary to apply estimations and assump- tions - in particular regarding future cash inflows and outflows and the length of the forecast period – which could differ from actual amounts. Actual amounts may differ from the assumptions and estimations used if business conditions develop differently to expectations. If the reason for a previously recognised impairment loss no longer exists, the impairment loss is reversed up to the level of the recoverable amount, but no higher than the amortised acquisition or manu- facturing cost. Impairment losses on goodwill are not reversed. For the purpose of the impairment test, the carrying amount of an asset (or a cash-generating unit) is com- pared with the recoverable amount. The first step of the impairment test is to determine the value in use. If the value in use is lower than the carrying amount, the next step is to determine the fair value less costs to sell and compare the amount so determined with the asset's carrying amount. If the fair value is lower than the carrying amount, an impairment loss is recognised, reducing the carrying amount to the higher of the asset's value in use or fair value less costs to sell. If there is any indication of impairment of intangible assets, or if an annual impairment test is required (i.e. intangible assets with an indefinite useful life, intangible assets during the development phase and goodwill), an impairment test is performed. Each individual asset is tested separately unless the cash flows generated by the asset are not sufficiently inde- pendent from the cash flows generated by other assets or other groups of assets. In this case, impairment is tested at the level of a cash-generating unit. Goodwill arises on first-time consolidation of an ac- quired business when the cost of acquisition exceeds the Group's share of the net fair value of the assets, liabilities and contingent liabilities identified during the acquisition. Development costs are capitalised if all of the criteria specified by IAS 38 are met. They are measured on the basis of direct costs and directly attributable overhead costs. Project-related capitalised development costs are amortised on a straight-line basis following the start of production over the estimated product life cycle (usually eight to twelve years). Intangible assets are measured at acquisition or manu- facturing cost. Intangible assets with finite useful lives are amortised on a straight-line basis over their useful lives of between three and 20 years. Impairment losses are recognised where necessary. Intangible assets with indefinite useful lives are tested annually for impair- ment. Internally generated intangible assets mainly comprise development costs for vehicle, module and architecture projects. Earnings per share are calculated as follows: Basic earnings per share are calculated for common and preferred stock by dividing the net profit for the year after minority interests and attributable to each cate- gory of stock, by the average number of outstanding shares. Net profit for the year is accordingly allocated to the different categories of stock. The portion of the net profit that is not being distributed is allocated to each category of stock based on the number of outstanding shares. Profits available for distribution are determined directly on the basis of the dividend resolutions passed for common and preferred stock. Diluted earnings per share are calculated and sepa- rately disclosed in accordance with IAS 33. Public sector grants are not recognised until there is reasonable assurance that the conditions attaching to them have been complied with and the grants will be received. The resulting income is recognised in cost of sales over the periods in which the costs occur that they are intended to compensate. Revenues also include interest income from financial services. Interest income arising on finance leases as well as on retail customer and dealership financing is recognised using the effective interest method and reported as interest income on credit financing within revenues. Revenues from leases of own-manufactured vehicles are recognised at Group level in accordance with the requirements for manufacturer or dealer lessors. In the case of operating leases, revenues from lease payments are recognised on a straight-line basis over the lease term. In the case of finance leases, revenues are recognised at the lease commencement date at the amount of the fair value of the leased asset and reduced by any unguaranteed residual value of vehicles that are expected to be returned to the Group at the end of the lease term. Similarly, cost of sales is reduced for unguaranteed residual values. In addition, initial direct costs are recognised as cost of sales at the lease commencement date. Principles and Policies Notes to the Group Financial Statements → Accounting 12.0 Group Financial Statements 11.5 In order to determine a target internal rate of return, risk-adjusted cost of capital rates are averaged for the recent past. For the purposes of long-term product and investment decisions, the following target internal rates of return are used: Group Financial Statements 122 121 For machinery used in multiple-shift operations, depreciation rates are increased to account for the additional utilisation. If there is any indication of impairment of property, plant and equipment, an impairment test is performed as described above for intangible assets. 3 to 21 2 to 25 Other equipment, factory and office equipment Plant and machinery Factory and office buildings, residential buildings, fixed installations in buildings and outside facilities in years The risk-adjusted discount rate, calculated using a CAPM model, also takes into account specific peer- group information relating to beta-factors, capital structure data and borrowing costs. In conjunction with the impairment tests for cash-generating units, sensitivity analyses are performed for the main assumptions in order to rule out that possible changes to the assumptions used to determine the recoverable amount would result in the requirement to recognise an impairment loss. The following useful lives are applied throughout the BMW Group: All items of property, plant and equipment are measured at acquisition or manufacturing cost less accumulated depreciation and accumulated impairment losses. The cost of internally constructed plant and equipment comprises all costs which are directly attributable to the manufacturing process as well as an appro- priate proportion of production-related overheads. This includes production-related depreciation and amortisation as well as an appropriate proportion of administrative and social costs. Financing costs are not included in acquisition or manufacturing cost unless they are directly attributable to the asset. The carrying amount of items of depreciable property, plant and equipment is written down according to scheduled usage-based depreciation - as a general rule on a straight-line basis - over the useful lives of the assets. Depreciation is recorded as an expense in the income statement. 13.4 At the date of initial application, the balance sheet total increased by €2,407 million as a result of leases previously classified as operating leases. The reclas- sification resulted in a slight decline in the equity ratio. For a small number of real estate contracts, the carrying amount of right-of-use assets has been determined as if IFRS 16 had been applied from the commencement of the lease. After offsetting deferred tax effects amounting to €13 million, this resulted in a reduction of approximately €32 million in Group revenue reserves at 1 January 2019. The BMW Group's profit before financial result for the financial year 2019 benefited from a positive effect of €27 million. Furthermore, cash flows from operating activities increased and cash flows from financing activities decreased by €494 million. 12.0 12.0 12.0 12.0 2018 2019 Financial Services Automotive Motorcycles in % 13.4 Notes to the Group Financial Statements 120 Revenues from the sale of products, for which repurchase arrangements or rights of return are in place, are not recognised immediately in full. Instead, revenues are either recognised proportionately, or the difference between the sales and repurchase price is recognised in instalments over the term of the contract depending on the nature of the agreement. In the case of vehicles sold to a dealership that are expected to be repurchased in a subsequent period as part of leasing operations, revenues are not recog- nised at Group level at the time of the sale of the vehicle. Instead, assets and liabilities relating to the right of return vehicles are recognised. 7.87 7.82 0.88 0.88 0.89 0.85 2018 2019 31.12.2018 31.12.2019 Average rate Closing rate US-Dollar Thai Baht Russian Rubel Korean Won Japanese Yen Chinese Renminbi British Pound 1 Euro = The exchange rates of currencies which have a material impact on the Group Financial Statements were as follows: settlement, are recognised in the income statement. Non-monetary balance sheet items denominated in foreign currencies are rolled forward on the basis of historical exchange rates. In the single entity accounts of BMW AG and its sub- sidiaries, foreign currency receivables and payables are measured on initial recognition using the exchange rate prevailing at the date of first-time recognition. At the end of the reporting period, foreign currency receivables and payables are measured using the clos- ing exchange rate. The resulting unrealised gains and losses, as well as realised gains and losses arising on 7 7.73 119 7.81 125.77 the beginning of a contract and is therefore deferred as a contract liability. The deferred amount is released over the service period and recognised as revenues in the income statement. As a rule, amounts are released on the basis of the expected expense trend, as this best reflects the performance of the service. If the sale of products includes a determinable amount for services (multiple-component contracts), the related revenues are deferred and recognised as income in the same way. Variable consideration components, such as bonuses, are measured at the expected value, and, in the case of multiple-component contracts allocated to all performance obligations unless directly attrib- utable to the sale of a vehicle. Revenues from contracts with customers include in particular revenues from the sale of products (primar- ily new and pre-owned vehicles and related products) as well as revenues from services. Revenue is recog- nised when control is transferred to the dealership or retail customer. In the case of sales of products, this is usually at the point in time when the risks and rewards of ownership are transferred. Revenues are stated net of settlement discount, bonuses and rebates as well as interest and residual value subsidies. The consideration arising from these sales usually falls due for payment immediately or within 30 days. In exceptional cases, a longer payment period may also be agreed. In the case of services, control is trans- ferred over time. Consideration for the rendering of services to customers usually falls due for payment at Accounting policies, assumptions, judgements and estimations 04 Argentina has fulfilled the definition of a hyperinfla- tionary economy since 1 July 2018. For this reason, IAS 29 (Financial Reporting in Hyperinflationary Economies) is being applied for the BMW subsidiary in Argentina. The price indices published by the Federación Argentina de Consejos Profesionales de Ciencias Económicas (FACPCE) are used to adjust non-monetary assets and liabilities and items in the income statement. The resulting effects are not material for the BMW Group. 1.18 1.12 1.14 1.12 38.15 34.76 37.01 33.40 74.07 72.43 79.72 69.60 1,298.78 1,304.68 1,271.07 1,297.79 130.36 122.06 121.81 → Accounting Principles and Policies 8 to 50 The lease liability is measured on initial recognition at the present value of the future lease payments. Sub- sequent to initial recognition, the carrying amount of the lease liability is increased to reflect interest on the lease liability and reduced, without income statement impact, by the lease payments made. Lease liabilities are reported within financial liabilities, while interest expense is reported as part of net interest result. In the cash flow statement, both the repayment portion and the interest portion of lease payments are shown as cash outflows from financing activities. 1.1.2019 1.1.2019 1.1.2020 13.1.2016 26.9.2019 EU Date of mandatory application Date of mandatory application IASB Date of issue by IASB (Amendments to IFRS 9, IAS 39, IFRS 7) Uncertainty Over Income Tax Treatments Interest Rate Benchmark Reform IFRIC 23 IFRS 7 IFRS 9, IAS 39, Leases IFRS 16 Standard/Interpretation Standards and Revised Standards significant for the BMW Group applied for the first time in the finan- cial year 2019: Financial reporting rules 05 In the case of leased items of property, plant and equip- ment, a right-of-use asset and a liability for the out- standing lease payments are recognised with effect from the date on which the leased asset becomes available for use by the BMW Group. The acquisition cost for the right-of-use asset is calculated as the sum of the present value of the future lease payments, any lease payments made at or before the commencement date, any initial direct costs incurred by the lessee and the estimated costs of dismantling, removing or restoring the leased asset. Lease incentives granted by the lessor are deducted. Right-of-use assets are depreciated on a straight-line basis over the shorter of the useful life of the leased asset and the expected lease term. If ownership of the leased asset is auto- matically transferred at the end of the lease term or the exercise of a purchase option is reflected in the lease payments, the right-of-use asset is amortised on a straight-line basis over the expected useful life of the leased asset. Right-of-use assets are reported in the balance sheet within the relevant line items for property, plant and equipment. The amortisation expense on right-of-use assets is reported in the income statement in cost of sales as well as in selling and administrative expenses. The share-based remuneration programme for Board of Management members and senior heads of depart- ment entitles BMW AG to elect whether to settle its commitments in cash or with shares of BMW AG common stock. Based on the decision to settle in cash, the share-based remuneration programmes for Board of Management members and senior heads of depart- ment are accounted for as cash-settled, share-based remuneration programmes. Further information on share-based remuneration programmes is provided Share-based remuneration programmes which are ex- pected to be settled in shares are measured at their fair value at grant date. The related expense is recognised as personnel expense in the income statement over the vesting period and offset against capital reserves. Share-based remuneration programmes expected to be settled in cash are revalued to their fair value at each balance sheet date between the grant date and the settlement date and on the settlement date itself. The expense is recognised as personnel expense in the income statement over the vesting period and presented in the balance sheet as a provision. → see note 41 note 33 1.1.2020 7.6.2017 1.1.2019 1.1.2019 Initial direct costs were not taken into account when measuring right-of-use assets at the time of initial application. Leases expiring no later than 31 December 2019 are accounted for as short-term leases regardless of the original lease term. An impairment review of individual right-of- use assets was not performed. Instead, the assessment of the existence of onerous leases in accordance with IAS 37 (Provisions, Contin- gent Liabilities and Contingent Assets) is used as a practical expedient. No provisions for onerous leases were recognised at 31 Decem- ber 2018. - - - no reassessment was made at the date of initial application as to whether or not existing con- tracts constituted a lease based on IFRS 16. Instead, the previous assessment made under IAS 17 and IFRIC 4 was retained. The new Standard has been applied with effect from 1 January 2019 using the modified retrospective method. On transition to the new Standard, the BMW Group applied the following practical expe- dients permitted for lessees by IFRS 16: The new Standard IFRS 16 (Leases) requires a new approach to accounting for leases by lessees. In prin- ciple, every lease is now required to be accounted for at the level of the lessee as a financing transaction, reflecting the fact that the distinction between ope- rating and finance leases has been eliminated. Up to 31 December 2018, the accounting treatment of a lease was determined in accordance with IAS 17 on the basis of the extent to which the risks and rewards attached to the leased item were transferred to the lessee. Leased items of property, plant and equip- ment whose economic ownership was attributed to the BMW Group (finance leases) were measured on initial recognition at their fair value or, if lower, at the net present value of minimum lease payments. The assets were depreciated using the straight-line method over their estimated useful lives or, if shorter, over the contractual lease period. Obligations for future lease payments were recognised at their net present value in other financial liabilities. In the case of leases that did not transfer substantially all the risks and rewards incidental to ownership from the Group to the lessee (operating leases), lease payments were previously recognised in the income statement on a straight-line basis over the lease term. (a) First-time application of IFRS 16 - Accounting for leases as lessee Changes in accounting policy for leases The recognition and measurements of provisions for litigation and liability risks necessitates making assumptions in order to determine the probability of liability, the amount of claim and the duration of the 06 Notes to the Group Financial Statements Statements Group Financial 128 127 Other financial reporting standards issued by the IASB and not yet applied are not expected to have any significant impact on the BMW Group Financial Statements. With the exception of the benchmark interest rate reform, the BMW Group has not applied any other new accounting rules before their manda- tory date. Other accounting rules required to be applied for the first time in the financial year 2019 did not have any significant impact on the BMW Group Financial Statements. IFRIC 23 clarifies the accounting for uncertainties regarding income tax issues and transactions. Due to accounting practises previously followed, based on the consistent application of IAS 12, the BMW Group is not affected by IFRIC 23. → see note 6 The amendments to IFRS 9, IAS 39 and IFRS 7 pro- vide relief with regard to the expected impact of the interest rate benchmark reform on hedge accounting and are being applied early by the BMW Group. The amendments provide temporary relief from applying specific hedge accounting requirements in the case of hedging relationships directly affected by the interest rate benchmark reform. Accordingly, hedge account- ing requirements must be applied as if the benchmark interest rate, on which the hedged cash flows and cash flows from the hedging instrument are based, were not changed by the benchmark interest rate reform. Consequently, the amendments to IFRS 9 and IAS 39 ensure that hedge accounting is not required to be discontinued specifically as a result of the bench- mark interest rate reform. The relief is applied to all BMW Group hedging relationships affected by the uncertainties arising from the benchmark interest rate reform. Changes due to the new accounting standard IFRS 16 are described in → note 6. → Accounting Principles and Policies Provisions for statutory and non-statutory warranties are recognised at the point in time when control over the goods is transferred to the dealership or retail customer or when it is decided to introduce new warranty measures. With respect to the level of the provision, estimations are made in particular based on past experience of damage claims and processes. Future potential repair costs and price increases per product and market are also taken into account. Provisions for warranties for all companies of the BMW Group are adjusted regularly to take account of new information, with the impact of any changes recognised in the income statement. Further infor- mation is provided in → note 33. Similar estimates → see are also made in conjunction with the measurement of expected reimbursement claims. innote 41. Related party disclosures comprise information on associated companies, joint ventures and non-con- solidated subsidiaries as well as individuals which have the ability to exercise a controlling or significant influence over the financial and operating policies of the BMW Group. This includes all persons in key positions of the Company, as well as close members of their families or intermediary entities. In the case of the BMW Group, this also applies to members of the Board of Management and the Supervisory Board. Details relating to these individuals and entities are → see provided in → note 40 and in the list of investments disclosed in → note 46. Where hedge accounting is applied, changes in fair value of derivate financial instruments are presented as part of other financial result in the income state- ment or within other comprehensive income as a component of accumulated other equity, depending on whether the hedging relationship is classified as a fair value hedge or a cash flow hedge. Fair value hedges are mainly used to hedge interest rate risks relating to bonds, other financial liabilities and receiv- ables from sales financing. For selected fixed-interest assets, part of the interest rate risk is hedged on a portfolio basis in accordance with IAS 39. In this case, swaps are used as the hedging instrument. Hedge relationships are terminated and redesignated on a monthly basis at the end of each reporting period, thereby taking account of the constantly changing content of each portfolio. The currency basis is not designated as part of the hedging relationship in the case of interest rate hedges accounted for as fair value hedges. Accordingly, changes in the market value of such instruments are recorded as costs of hedging within accumulated other equity. Amounts accumu- lated in equity are reclassified to other financial result within income statement over the term of the hedging relationship. Ineffectiveness of hedging relationships is also recognised in other financial result. The BMW Group applies the option to recognise the credit risks arising from the fair values of a group of derivative financial assets and liabilities on the basis of their total net amount. Portfolio-based valuation adjustments (credit valuation adjustments and debit valuation adjustments) to the individual derivative financial assets and financial liabilities are allocated using the relative fair value approach (net method). Derivative financial instruments are used within the BMW Group for hedging purposes in order to reduce currency, interest rate, fair value and market price risks. Derivative financial instruments are recognised as of the trade date, measured at their fair value. Fair values are determined on the basis of valuation models. Observable market price, tenor and currency basis spreads are taken into account in the measurement of derivative financial instruments. Furthermore, the Group's own credit risk and that of counterparties is taken into account on the basis of credit default swap values for market contracts with matching terms. The BMW Group writes off financial assets when it has no reasonable expectation of recovering the amounts concerned. This may be the case, for instance, if the debtor is deemed not to have sufficient assets or other sources of income to service the debt. notes 40 and 46 Group Financial Statements 124 123 The measurement of the change in default risk is based on a comparison of the default risk at the date of initial recognition and at the end of the reporting period. The default risk at the end of each reporting period is determined on the basis of credit checks, current key performance indicators and any overdue payments. Loss allowances on trade receivables are determined primarily on the basis of information relating to over- due amounts. In the case of marketable securities and investment funds, the BMW Group usually applies the option not to allocate financial assets with a low default risk to different stages. Accordingly, assets with an investment grade rating are always allocated to stage 1. The loss allowance on these assets is calculated using the input factors available on the market, such as ratings and default probabilities. With the exception of receivables from operating leases and trade receivables, the BMW Group applies the general approach described in IFRS 9 to deter- mine impairment of financial assets. Under the general approach, loss allowances are measured on initial recognition on the basis of the expected 12-month credit loss (stage 1). If the credit loss risk at the end of the reporting period has increased significantly since initial recognition, the impairment allowance is measured on the basis of lifetime expected credit losses (stage 2 - general approach). The BMW Group applies the simplified approach described in IFRS 9 to operating lease and trade receivables, whereby the amount of the loss allowance is measured subsequent to the initial recognition of the receivable on the basis of lifetime expected credit losses (stage 2 – simplified approach). For the purposes of allocating an item to stage 2, it is irrelevant whether the credit risk of the assets concerned has increased significantly since initial recognition. In the case of credit-impaired assets which had not been credit-impaired at the time they were acquired or originated, an impairment allowance is recognised at an amount equal to lifetime expected credit losses (stage 3). This is the case regardless of whether the general or simplified approach is applied. As a general rule, the BMW Group assumes that a receivable is in default if it is more than 90 days overdue or if there are objective indications of insol- vency. Credit-impaired assets are identified as such on the basis of this definition of default. In the case of stage 3 assets, interest income is calculated on the asset's carrying amount less any impairment loss. Loss allowances on receivables from sales financing are determined primarily on the basis of past expe- rience with credit losses, current data on overdue receivables, rating classes and scoring information. Forward-looking information (for instance forecasts of key performance indicators) is also taken into account if, based on past experience, such indicators show a substantive correlation to actual credit losses. Receivables from sales financing are measured at amor- tised cost using the effective interest rate method. This also includes receivables from vehicle finance leases which are measured at an amount equal to the net investment in the lease. Items reported under other investments within the scope of IFRS 9 are measured at fair value through profit or loss. Investments in subsidiaries, joint arrangements and associated companies that are not material to the BMW Group and which do not fall within the scope of IFRS 9 are also included in other investments. The market values of financial instruments measured at fair value are determined on the basis of market information available at the balance sheet date, such as quoted prices or using appropriate measurement meth- ods, in particular the discounted cash flow method. Depending on the business model and the structure of contractual cash flows, financial assets are classified as measured at amortised cost, at fair value through other comprehensive income or at fair value through profit or loss. The category "at fair value through other comprehensive income" at the BMW Group comprises mainly marketable securities and investment funds used for liquidity management purposes. Selected marketable securities and investment funds, money market funds within cash and cash equivalents as well as convertible bonds are recognised at fair value through profit or loss, as their contractual cash flows do not solely represent payments of principal and interest. The BMW Group does not make use of the option to measure equity instruments at fair value through other comprehensive income or debt instru- ments at fair value through profit or loss. The Group's financial assets include in particular other investments, receivables from sales financing, mar- ketable securities and investment funds, derivative financial assets, trade receivables and cash and cash equivalents. As a general rule, non-derivative finan- cial assets are accounted for on the settlement date. Investments accounted for using the equity method are measured provided no impairment has been recog- nised - at cost of investment adjusted for the Group's share of earnings and changes in equity capital. If there is any indication that an investment is impaired, an impairment test is performed on the basis of a discounted cash flow method. An indication exists, for example, in the event of a serious shortfall compared to budget, the loss of an active market or if funds are required to avoid insolvency. - Assumptions and estimations are required regard- ing future residual values, since these represent a significant part of future cash inflows. Relevant factors to be considered include the trend in market prices and demand on the pre-owned vehicle market. The assumptions are based on internally available historical data and current market data as well as on forecasts of external institutions. Furthermore, assumptions are regularly validated by comparison with external data. Group products recognised by BMW Group entities as leased products under operating leases are measured at manufacturing cost, including any initial direct costs. All other leased products are measured at acquisition cost. All leased products are depreciated over the period of the lease using the straight-line method down to their expected residual value. Where the recoverable amount of a lease exceeds the asset's car- rying amount, changes in residual value expectations are recognised by adjusting scheduled depreciation prospectively over the remaining term of the lease. If the recoverable amount is lower than the asset's carrying amount, an impairment loss is recognised for the shortfall. A test is carried out at each balance sheet date to determine whether an impairment loss recog- nised in prior years no longer exists or has decreased. In such cases, the carrying amount of the asset is increased to the recoverable amount, at a maximum up to the amount of the asset's amortised cost. As lessee, the BMW Group makes use of the applica- tion exemptions available for short-term leases and leases of low-value assets. Determining which items are to be counted as lease payments including the issue of the lease term underlying those payments - and which discount rate to apply involves using estimates and assumptions that may differ from actual outcomes. IFRS 16 requires that lease payments are discounted as a general rule using the interest rate implicit in the lease. However, since the interest rate in leases entered into by the BMW Group cannot readily be determined, amounts are discounted on the basis of the incremental borrowing rate, comprising the risk-free interest rate in the relevant currency for matching maturities plus a premium for the credit risk. Specific risks attached to an asset are generally not taken into account, given that collateral received in the context of alternative financing arrangements is not relevant within the BMW Group. The lease payments to be taken into account to measure the right-of-use asset and the lease liability comprise fixed payments, variable lease payments that depend on an index or an interest rate as well as amounts expected to be payable under residual value guarantees. If it is reasonably certain that a purchase or lease extension option will be exercised, the relevant payments are also included. Payments for periods for which the lessee has an option to terminate a lease unilaterally are only included in the lease payments if it is reasonably certain that the termination option will not be exercised. For the purposes of assessing options, the BMW Group takes account of all facts and circumstances that create an economic incentive to exercise or not to exercise the option. The time values of option transactions and the interest component - including the currency basis - of forward currency contracts are not designated as part of the hedging relationship in the case of currency hedges accounted for as cash flow hedges. Changes in the market value of such components are recorded as costs of hedging on a separate line within accumulated other equity. Amounts recorded in accumulated other equity from currency hedges are reclassified to cost of sales when the related hedged item is recognised in profit or loss. Ineffectiveness is recognised directly in cost of sales. In the case of raw materials hedges that are accounted for as cash flow hedges, the hedging instruments are designated in full as part of the hedging relationship. As an exception to this general rule, the interest component of raw materials derivative instruments redesignated in conjunction with the first-time application IFRS 9 was not designated as part of the hedging relationship. Changes in the fair value of this component are recorded as costs of hedging on a separate line within accumulated other equity. Amounts recorded in accumulated other equity are included in the carrying amount of inventories on initial recognition. Notes to the Group Financial Statements → Accounting Principles and Policies The recoverability of deferred tax assets is assessed at each balance sheet date on the basis of planned tax- able income in future financial years. If with a proba- bility of more than 50 percent future tax benefits will not be realised, either in part or in total, a valuation allowance is recognised on the deferred tax assets. The calculation of deferred tax assets requires assumptions to be made with regard to the level of future taxable income and the timing of recovery of deferred tax assets. These assumptions take account of forecast operating results and the impact on earnings of the reversal of taxable temporary differences. Since future business developments cannot be predicted with cer- tainty and to some extent cannot be influenced by the BMW Group, the measurement of deferred tax assets is subject to uncertainty. If the recognition and measurement criteria relevant for provisions are not fulfilled and the outflow of resources on fulfilment is not unlikely, the potential obligation is disclosed as a contingent liability. legal dispute. The assumptions made, especially the assumption about the outcome of legal proceedings, are subject to a high degree of uncertainty. The appro- priateness of assumptions is regularly reviewed, based on assessments undertaken both by management and external experts, such as lawyers. If new devel- opments arise in the future that result in a different assessment, provisions are adjusted accordingly. The measurement of provisions for statutory and non-statutory warranty obligations (statutory, contrac- tual and voluntary) involves estimations. In addition to manufacturer warranties prescribed by law, the BMW Group offers various further standard (assur- ance-type) warranties depending on the product and sales market. No provisions are recognised for additionally offered service packages that are treated as separate performance obligations. Other provisions are recognised when the BMW Group has a present legal or constructive obligation towards a third party arising from past events, the settlement of which is probable, and when the amount of the obligation can be reliably estimated. Provisions with a remaining period of more than one year are measured at their net present value. Remeasurement of the net liability can result from changes in the present value of the defined benefit obligation, the fair value of the plan assets or the asset ceiling. Remeasurement can result, amongst others, from changes in financial and demographic parameters, as well as changes following the portfolio development. Remeasurements are recognised imme- diately in other comprehensive income and hence directly in equity (within revenue reserves). Deferred income taxes are recognised for all temporary differences between the tax and accounting bases of assets and liabilities, including differences arising on consolidation procedures, as well as on unused tax losses and unused tax credits. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realised or the liability settled, based on tax rates and tax laws that have been enacted or substantively enacted by the balance sheet date. Notes to the Group Financial Statements → Accounting Principles and Policies Group Financial Statements 126 125 income statement. Net interest expense on the net defined benefit lia- bility and net interest income on net defined benefit assets are presented separately within the financial result. All other costs relating to allocations to pension provisions are allocated to costs by function in the Past service cost arises where a BMW Group com- pany introduces a defined benefit plan or changes the benefits payable under an existing plan. This cost is recognised immediately in the income statement. Similarly, gains and losses arising on the settlement of a defined benefit plan are recognised immediately in the income statement. In the case of funded plans, the pension obligation is offset against plan assets measured at their fair value. If the plan assets exceed the pension obligation, the surplus is tested for recoverability. In the event that the BMW Group has a right of reimbursement or a right to reduce future contributions, it reports an asset (within Other financial assets), measured on the basis of the present value of the future economic benefits attached to the plan assets. For funded plans, in cases where the obligation exceeds plan assets, a liability is recognised under pension provisions. The calculation of the amount of the provision requires assumptions to be made with regard to discount rates, salary trends, employee fluctuation and the life ex- pectancy of employees. Discount rates are determined by reference to market yields at the end of the report- ing period on high quality fixed-interest corporate bonds. The salary trend relates to the expected future rate of salary increase which is estimated annually based on inflation and the career development of employees within the Group. Deferred tax liabilities on taxable temporary differences arising from investments in subsidiaries, branches and associated companies and interests in joint arrange- ments are not recognised if the Group is able to control the timing of the reversal and it is probable that the temporary difference will not reverse in the foreseeable future. This is particularly the case if it is intended that profits will not be distributed, but rather will be used to maintain the substance and expand the volume of business of the entities concerned. Current income taxes are calculated within the BMW Group on the basis of tax legislation applicable in the relevant countries. To the extent that judgement was necessary to determine the treatment and amount of tax items presented in the financial statements, there is in principle a possibility that local tax author- ities may take a different position. As a general rule, each income tax treatment is consid- ered independently when accounting for uncertainties in income taxes. If it is not considered probable that an income tax treatment will be accepted by the local tax authorities, the BMW Group uses the most likely amount of the tax treatment when determining tax- able profit and the tax base. Work in progress and finished goods, as well as vehi- cles held for sale in the financial services business, are stated at the lower of manufacturing cost and net realisable value. Manufacturing cost comprises all costs which are directly attributable to the manufac- turing process as well as an appropriate proportion of production-related overheads. This includes production-related depreciation and amortisation and an appropriate proportion of administrative and social costs. Financing costs are not included in the acquisition or manufacturing cost of inventories. Inventories of raw materials, supplies and goods for resale are stated at the lower of average acquisition cost and net realisable value. Financial liabilities, with the exception of lease liabil- ities, are measured on first-time recognition at their fair value. For these purposes, transaction costs are taken into account except in the case of financial liabilities allocated to the category "measured at fair value through profit or loss". Subsequent to initial recognition, liabilities are - with the exception of derivative financial instruments - measured at amor- tised cost using the effective interest method. pro- Provisions for pensions are measured using the jected unit credit method. Under this method, not only obligations relating to known vested benefits at the reporting date are recognised, but also the effect of future expected increases in pensions and salaries. The calculation is based on independent actuarial valuations which take into account the relevant biometric factors. Cash and cash equivalents comprise mainly cash on hand and cash at bank with an original term of up to three months. With the exception of money market funds, cash and cash equivalents are measured at amortised cost. -11,744 1,773 135 than 3 1,562 - Tax loss carryforwards - all relating to foreign opera- tions amounted to €954 million (2018: €2,045 mil- lion). This includes one tax loss carryforward amounting to €519 million (2018: €542 million), on which a valuation allowance of €177 million (2018: €185 million) was recognised on the related deferred tax asset. The decrease in tax losses available for carryforward was mainly attributable to tax reform in the USA. For entities with tax losses available for carryforward, a net surplus of deferred tax assets over deferred tax liabilities is reported amounting to €292 million (2018: €234 million). Deferred tax assets are recognised on the basis of management's assessment that there is material evidence that the entities will generate future taxable profits, against which deductible temporary differences can be offset. It is expected for instance that tax-allowable start-up losses incurred for the plant opened in 2019 in San Luis Potosí, Mexico, can be utilised against future planned income. Tax loss carryforwards amounting to €553 million (2018: €1,551 million) can be used indefinitely, while €401 million (2018: €494 million) expire after more years. Capital losses available for carryforward in the United Kingdom which do not relate to ongoing operations increased to €1,938 million (2018: €1,841 million) due to currency factors. As in previous years, deferred tax assets recognised on these tax losses – amounting to €329 million (2018: €313 million) - - were fully written down since they can only be utilised against future capital gains. Group Financial Statements Deferred tax assets and deferred tax liabilities are netted for each relevant tax entity if they relate to the same tax authorities. 137 138 Notes to the Group * Prior year's figures adjusted. Financial Statements The deferred tax amount reported in the position eliminations relates mostly to the balance sheet line item Leased products. Net 13,755 -13,123 632 → Notes to the 13,517 Valuation allowances on tax loss carryforwards -177 -185 Valuation allowances on capital losses Starting with financial obligations for operating leases at 31 December 2018, lease liabilities can be reconciled to the opening balance at 1 January 2019 as follows: -329 Netting -13,123 -11,744 Deferred taxes 2,194 1,638 -313 Deferred taxes recognised directly in equity amounted to €2,015 million (2018: €1,457 million). -9,558 Income Statement Exchange rate impact and other changes Deferred taxes at 31 December (assets (-)/ liabilities (+)) 1 Prior year's figures adjusted. 2 The figures to 1 January 2019 have been adjusted, based on the first-time application of IFRS 16, see note 6. 50 116 -2 -1,562 Taxable temporary differences relating to invest- ments in subsidiaries, associated companies and joint ventures amount to €21,215 million (2018: €17,051 million). No deferred taxes are recognised on these taxable temporary differences because the BMW Group is able to determine the timing of the reversal of the temporary differences and it is prob- able that the temporary differences will not reverse in the foreseeable future, in particular in view of the fact that there is no intention to distribute the profits, but rather to use them to maintain their substance and reinvest in the companies concerned. No computation was made of the potential impact of income taxes on the grounds of proportionality. Deferred tax liabilities on expected dividends amount to €64 million and relate primarily to dividends from foreign subsidiaries and joint ventures. The tax returns of BMW Group entities are checked regularly by German and foreign tax authorities. Taking account of numerous factors - including interpretations, commentaries and legal decisions relating to the various tax jurisdictions as well as past experience - adequate provision has been made, to the extent identifiable and probable, for potential future tax obligations. 14 Earnings per share 13,880 135 -12 thereof from currency translation 222 2019 2018¹ Deferred taxes at 1 January (assets (-)/ liabilities (+))² 122 164 Deferred tax expense (+)/income (-) recognised through income statement -1,176 312 Change in deferred taxes recognised directly in equity -558 -457 thereof relating to fair value gains and losses on financial instruments and marketable securities recognised directly in equity thereof relating to the remeasurements of net liabilities for defined benefit pension plans -170 -677 -376 in € million 15,823 Municipal trade tax rate 1,539 Diluted earnings per share of common stock in € 10.62 -0.22 10.84 Basic earnings per share of preferred stock in € 10.60 -0.22 10.82 10.82 Basic earnings per share of common stock in € -143 7,117 Attributable to shareholders of BMW AG 7,064 -143 7,207 Net profit/loss -2,530 6,974 -0.22 10.60 Diluted earnings per share of preferred stock in € Total comprehensive income attributable to shareholders of BMW AG Total comprehensive income Net profit in € million Income Statement → Notes to the Principles and Policies → Accounting Financial Statements Notes to the Group → 69 BMW Group change in presentation of statement of comprehensive income for the period from 1 January to 31 December 2018 Statements Group Financial 132 131 10.62 -0.22 10.84 45 -2,575 Income taxes 9,627 Impact of accounting As originally reported in € million → 68 BMW Group change in presentation of income statement for the period from 1 January to 31 December 2018 209,379 399 208,980 Total equity and liabilities 15,826 709 15,117 6,075 -3 6,078 thereof other liabilities thereof other provisions 71,615 706 policy changes BMW Group change in presentation of cash flow statement for the period from 1 January to 31 December 2018 As amended Cost of sales -188 9,815 8,933 -188 9,121 -9,568 -10 18,378 -178 18,556 97,315 -78,937 -13 -78,924 -165 97,480 Profit/loss before tax Profit/loss before financial result Selling and administrative expenses Gross profit Revenues → 70 in € million Cash inflow/outflow from operating activities 08 3,728 3,996 and finance leases Interest income on loan financing 9,995 10,746 Income from lease instalments 10,163 11,020 leased to customers Sales of products previously 68,029 73,433 Sales of products and related goods 133 Comparative figures for the previous financial year have been adjusted to reflect the change in accounting → see policy for manufacturer lessors (see → note 6) and the change in the presentation of amortisation of initial direct costs for finance leases and receivables originated. These were previously recorded as cost of sales and are now reported as reductions of rev- enues (amount adjusted for the financial year 2018: €460 million). Interest income on loan financing and finance leases includes interest calculated on the basis of the effec- tive interest method totalling €3,687 million (2018: €3,423 million). This interest income is not reported separately in the income statement as it is not signif- icant compared to total Group revenues. note 6 Revenues from service contracts, 2018* telematics and roadside assistance 2,784 44,558 48,690 Manufacturing costs The major part of revenues expected to arise from the Group's order book at the end of the reporting period relates to the sale of vehicles. Revenues resulting from those sales will be recognised in the short term. The services included in vehicle sale contracts that will be recognised as revenues in subsequent years represent only an insignificant portion of expected revenues. Accordingly, use has been made of the practical expedient contained in IFRS 15, permitting an entity not to disclose information on a quantitative basis due to the short-term nature of items and the lack of informational value of such disclosures. An analysis of revenues by segment is shown in the explanatory comments on segment information provided in → note 45. Revenues from the sale of see products and related goods are generated primarily in the Automotive segment and, to a lesser extent, in the Motorcycles segment. Revenues from sales of products previously leased to customers, income from lease instalments and interest income on loan financing and finance leases are allocated to the Financial Services segment. Other income relates mainly to the Auto- motive segment and the Financial Services segment. note 45 Revenues recognised from contracts with customers in accordance with IFRS 15 totalled €89,610 million (2018: €81,871 million). 2018* 2019 * Prior year's figures adjusted. in € million 96,855 104,210 Revenues 2,156 2,195 Other income Cost of sales comprises: Cost of sales 2,820 70,909 2019 Revenues by activity comprise the following: 6,370 -143 6,513 6,460 -143 6,603 7,064 -143 7,207 As amended accounting policy changes reported As originally Impact of thereof change in other operating assets and liabilities thereof change in provisions thereof change in receivables from sales financing thereof change in deferred taxes thereof net profit As originally reported in € million Impact of accounting policy changes 5,051 Revenues 07 NOTES TO THE INCOME STATEMENT 877 180 697 -94 -12 -82 -5,650 20 -5,670 310 -45 355 7,064 -143 7,207 5,051 As amended Total current provisions and liabilities 5,293 -6 1,577 11 1,566 73,462 -34 73,496 1,537 -93 1,630 1,971 6 1,965 48,457 -18 48,475 121,985 -105 122,090 Total assets 7,485 thereof other assets -45 195,586 69,585 -31 69,616 Total non-current provisions and liabilities 50,877 -116 50,993 thereof revenue reserves 53,656 -116 53,772 thereof equity attributable to shareholders of BMW AG 54,092 -116 54,208 Total equity EQUITY AND LIABILITIES 195,447 -139 7,440 thereof other provisions thereof current tax thereof other assets 2,512 105 2,407 -258 2,665 4 69 -102 2,694 Present value of finance lease liabilities at 31 December 2018 Total lease liabilities at 1 January 2019 Lease liabilities for former operating leases at 1 January 2019 Gross lease liabilities for former operating leases at 1 January 2019 Discounting impact Other Application of practical expedients for leases of low-value assets and short-term leases Change in assessment of leases Financial obligations for operating leases at 31 December 2018 in € million 129 → 65 Reconciliation of opening balance Lease liabilities were discounted using a weighted average incremental interest rate of 1.94% at 1 Jan- uary 2019. Total current assets (b) Changes in methods used to account for leases as lessor As a result of the revised definition of initial direct costs contained in IFRS 16, the BMW Group has changed the timing of income statement recognition for volume-dependent bonuses relating to Financial Services segment sales promotions. Rather than being spread over the term of the underlying lease, these costs are now recognised as an expense in full in the period in which the entitlement to the bonus arises. This resulted in a retrospective decrease in Group revenue reserves at 1 January 2018 of €101 million, after offset of deferred tax amounting to €44 million (31 December 2018: reduction of revenue reserves of €113 million, after offset of deferred tax amounting to €49 million). thereof deferred tax thereof receivables from sales financing Total non-current assets ASSETS As amended Impact of accounting policy changes As originally reported in € million → 66 BMW Group change in presentation of balance sheet at 1 January 2018 statement, statement of comprehensive income and cash flow statement for the financial year 2018. The tables below show the impact of accounting pol- icy changes on the balance sheets at 1 January 2018 and 31 December 2018, as well as on the income Principles and Policies → Accounting Financial Statements Notes to the Group Group Financial Statements 130 The BMW Group is also required to account for finance leases concluded with retail customers via the Financial Services segment in accordance with the requirements applicable to manufacturers or dealers. For this reason, revenues and cost of sales arising on the sale of vehicles which will subsequently be leased to customers under finance lease arrangements are now recognised at a later date. Revenues and cost of sales relating to vehicle sales are no longer recognised at the time of sale, but rather at the commencement of the lease. Revenues are recognised on the basis of the leased asset's fair value, reduced by any unguar- anteed residual value of vehicles that are expected to be returned to the Group. Similarly, cost of sales is reduced for unguaranteed residual values. In addi- tion, initial direct costs incurred by the Financial Services segment are recognised at Group level as cost of sales. Overall, this resulted in a retrospective decrease in Group revenue reserves at 1 January 2018 of €15 million, after offset of deferred tax amounting to €4 million (31 December 2018: decrease of revenue reserves of €146 million, after offset of deferred tax amounting to €44 million). The adoption of these requirements did not have any significant impact on the accounting in the Automotive and Financial Services segments. In conjunction with the adoption of IFRS 16, the meth- ods used to account for leases as a lessor have also been reviewed, resulting in a change of accounting policy as described below with effect from the finan- cial year 2019. The change in accounting policy has been applied retrospectively in accordance with IAS 8, with comparative figures adjusted. In this context, the opening balance sheet at 1 January 2018 and figures for the financial year 2018 have been adjusted. Cost of sales relating to financial services 5,632 thereof deferred tax -259 58,088 Total equity EQUITY AND LIABILITIES 209,379 399 208,980 10,257 467 9,790 1,378 12 1,366 84,017 479 83,538 1,918 -108 2,026 57,829 1,638 thereof equity attributable to shareholders of BMW AG -259 5,299 1,773 -33 1,806 thereof other liabilities 983 5,767 -9 5,776 thereof other provisions 79,935 -48 79,983 Total non-current provisions and liabilities 55,862 -259 56,121 thereof revenue reserves 57,300 57,559 5,632 48 48,089 13,451 8 00 13,443 6,367 6,367 Total equity and liabilities thereof other liabilities thereof other provisions 71,770 8 71,762 Total current provisions and liabilities 5,045 5,045 2,135 -31 2,166 thereof other liabilities 195,586 1,590 -139 BMW Group change in presentation of balance sheet at 31 December 2018 -20 48,109 125,362 -80 125,442 Total assets thereof other assets thereof current tax Total current assets thereof other assets thereof deferred tax thereof receivables from sales financing Total non-current assets ASSETS As amended Impact of accounting policy changes As originally reported in € million → 67 195,447 business thereof deferred tax 22,042 Deferred taxes are determined on the basis of tax rates which are currently applicable or expected to apply in the relevant national jurisdictions when the amounts are recovered. After taking account of an average municipal trade tax multiplier rate (Hebesatz) of 428.0 (2018: 428.0), the underlying income tax rate for Germany was as follows: The tax expense resulting from the change in the valuation allowance on deferred tax assets relating to tax losses available for carryforward and temporary differences amounted to €7 million (2018: €24 million). The tax expense was reduced by €30 million (2018: €41 million) as a result of utilising tax loss carry- forwards, for which deferred tax assets had not previously been recognised and in conjunction with previously unrecognised tax credits and temporary differences. Income Statement Notes to the Group Financial Statements → Notes to the Group Financial Statements 136 135 The difference between the expected tax expense based on the underlying tax rate for Germany and actual tax expense is explained in the following reconciliation: The previous year's figures have been adjusted due to the change in accounting policy for volume-dependent bonuses and for manufacturer lessors (see → note 6). * Prior year's figures adjusted. 2,530 2,140 Income taxes -284 263 carryforwards and tax credits thereof relating to tax loss → see note 6 in € million Profit before tax 2019 314 909 Non-deductible expenses -173 -314 Tax-exempt income Tax increases (+)/tax reductions (-) due to: -436 -373 Variances due to different tax rates 2,965 2,192 30.8% 30.8% 2019 Tax rate applicable in Germany Expected tax expense 9,627 7,118 2018* 596 -1,439 differences thereof relating to temporary thereof subsidiaries: -233 -232 Other interest and similar expenses -62 -41 benefit liability for pension plans Net interest expense on the net defined -91 -226 on other long-term provisions Expense relating to interest impact 397 179 Interest and similar income 8 9 thereof from subsidiaries: 397 4 Equity accounted Interest and similar expenses Net interest result 312 -1,176 deferred tax income (-) Deferred tax expense (+)/ 2,218 3,316 Current tax expense 2018* 2019 in € million Taxes on income of the BMW Group comprise the following: Income taxes 13 Sundry other financial result comprises mainly in- come and expenses arising on the measurement of stand-alone derivatives and fair value hedge rela- tionships, as well as income and expenses from the measurement and sale of marketable securities and shares in investment funds. note 2 The result on investments includes revaluation effects relating to YOUR NOW. Further information is pro- → see vided in → note 2 to the Group Financial Statements. The figure reported for the previous year included a positive valuation effect relating to the DriveNow companies amounting to €209 million. 11 -2 -386 -320 -499 5 -158 Tax expense (+)/benefits (-) for prior years 3 3 5,175 4,085 489 324 359 780 171 53 3,077 3,186 22 17 Provisions Capital Losses Tax loss carryforwards Other investments Sundry other assets Leased products 22 Property, plant and equipment 20 1,185 23,623 3,226 3,883 620 647 2,570 3,544 Eliminations Liabilities 29 42 5,323 6,239 313 329 578 306 3,254 3,454 1,125 179 Intangible assets 2019 15.0 15.0 Corporate tax rate 26.3% 30.1% Effective tax rate 2,530 2,140 Actual tax expense 2018 2019 in % -56 -100 Other variances 90 -17 Effects from tax rate changes -162 Solidarity surcharge 2018* 5.5 * Prior year's figures adjusted. 2018* 2019 Deferred tax liabilities Deferred tax assets in € million The allocation of deferred tax assets and liabilities to balance sheet line items at 31 December is shown in the following table: Other variances include various reconciling items. Tax income relating to prior years resulted primarily from adjustments to income tax receivables and pro- visions for prior years, which were largely attributable to the successful conclusion of intergovernmental tax treaties covering the topic of transfer pricing. Tax increases as a result of non-deductible expenses and tax reductions due to tax-exempt income increased compared to one year earlier. The tax increases were due to provisions and impairment losses on invest- ments that are non-deductible for tax purposes as well as to non-deductible withholding tax. Deferred taxes for non-German entities are calculated on the basis of the relevant country-specific tax rates. These ranged in the financial year 2019 between 9.0% and 40.0% (2018: between 9.0% and 45.0%). 30.8 30.8 German income tax rate 15.0 15.0 15.8 15.8 surcharge Corporate tax rate including solidarity 5.5 Other interest and similar income -16 -109 Exchange losses -1,414 -1,667 Amortisation 5,320 5,952 Research and development expenses 774 1,031 Other operating income 262 401 Sundry operating income 2018 2019 in € million 96 41 Gains on the disposal of assets -181 8 -135 Expense for additions to provisions Profit attributable to common stock Profit attributable to preferred stock 6,974.4 4,914.5 € million Net profit attributable to the shareholders of BMW AG 20181 Sundry operating expenses 6,890 6,419 -48 -173 write-downs Total research and development expenditure Expense for impairment losses and 2,984 2,134 development costs -193 -1,732 New expenditure for capitalised € million losses and write-downs 216 Cost of sales 2,996 3,675 Other cost of sales 1,717 2,566 Warranty expenditure 1,844 1,641 and roadside assistance Expenses for service contracts, telematics 5,320 5,952 Research and development expenses 2,035 2,288 to financial services business 51 thereof: interest expense relating 86,147 Income from the reversal of impairment 78,477 Cost of sales is reduced by public-sector subsidies in the form of reduced taxes on assets and reduced consumption-based taxes amounting to €105 million (2018: €88 million). 433 Income from the reversal of provisions 185 148 Exchange gains 2018 2019 in € million Other operating income and expenses comprise the following items: Other operating income and expenses 10 → see note 6 Research and development expenditure was as follows: Comparative figures for the previous financial year have been adjusted to reflect the change in accounting policy for volume-dependent bonuses and for manu- facturer lessors (see → note 6) as well as the change in the presentation of amortisation of initial direct costs for finance leases and receivables originated. These were previously recorded as cost of sales and are now reported as reductions of revenues (amount adjusted for the financial year 2018: €460 million). Income Statement Notes to the Group Financial Statements → Accounting Principles and Policies → Notes to the Group Financial Statements 134 Expenses for impairment losses on receivables from sales financing recognised in the income statement for the financial year 2019 amounted to €219 million (2018: €142 million). Because the impairments are of minor importance compared to total Group cost of sales, a separate disclosure has not been provided in the income statement. * Prior year's figures adjusted. € million 15 6,383.6 590.8 2018 in € million Other financial result 12 in € million Net interest result 11 The BMW Group has examined the objections and gained access to the documents in the EU Commission's investigation file. In December 2019, the BMW Group submitted a detailed response to the EU Commission, which the latter will now examine before determining the next steps in the proceedings. Consequently, it is not yet possible to assess the ultimate financial impact definitively. In an ad hoc announcement dated 5 April 2019, the BMW Group reported that the EU Commission had informed it of a "Statement of Objections" in conjunction with ongoing antitrust proceedings. The EU Commission alleges that the manufacturers colluded with the aim of restricting innovation and competition with regard to certain exhaust treat- ment systems for diesel- and petrol-driven passenger vehicles. The allegation concerns selective catalytic reduction (SCR) systems and the use of petrol par- ticulate filters (OPF). The Commission's preliminary view is that the conduct objected to may be in breach of EU competition rules. The Statement of Objections leads the BMW Group to conclude that it is probable ("more likely than not") that the EU Commission will issue a significant fine. The resulting requirement to recognise a provision increased other operating expenses by approximately €1.4 billion in 2019. The expense for additions to provisions includes litigation and other legal risks. Income from the reversal of provisions includes income arising on the reassessment of risks from legal disputes. Impairment losses recognised on receivables from contracts with customers amounted to €48 million (2018: €47 million). Income from the reversal of and expenses for the recognition of impairment allowances and write- downs relate mainly to impairment allowances on receivables. → see note 6 The previous year's figure has been adjusted due to the change in accounting policy for volume-dependent bonuses (see → note 6). * Prior year's figures adjusted. 9,568 9,367 expenses Total selling and administrative Income from investments in subsidiaries and participations 387 278 Other financial result 2018 4,494.4 420.1 2019 -105 -189 Sundry other financial result -105 -189 3,720 financial instruments 156 80 Result on investments -122 -307 Expenses from investments in subsidiaries and participations 9 13 thereof from subsidiaries: Income (+) and expenses (-) from 3,711 2019 Average number of preferred stock shares in circulation 2.502 € 10.62 7.49 € 10.60 7.47 1 Prior year's figures adjusted. Dividend per share of preferred stock Dividend per share of common stock 4|4| Basic/diluted earnings per share of preferred stock Basic/diluted earnings per share of common stock 55,605,380 601,995,196 601,995,196 56,122,857 number number Administrative expenses Average number of common stock shares in circulation 3.50 € € 3.52 5,656 2.522 Selling expenses 2018* 2019 in € million Selling and administrative expenses relate mainly to expenses for marketing, personnel and IT. 5,848 09 123 Selling and administrative expenses Other operating income and expenses -1,285 -230 -275 2 Proposal by management. -2,316 -651 Other operating expenses Participations -1 412 596 1 28 29 Non-current marketable securities 74 671 → Notes to the 690 Other investments 145 146 Group Financial Statements Notes to the Group Financial Statements 458 21 Balance Sheet 739 480 7,697 408 829 Other facilities, factory and office equipment Advance payments made and construction in progress Property, plant and equipment Intangible assets 114 3,488 Plant and machinery 3,707 7,592 38,259 36,257 73 Leased products² 2,769 Investments accounted for using the equity method Investments in non-consolidated 189 2 191 253 249 subsidiaries 2,624 Intangible assets mainly comprise capitalised devel- opment costs on vehicle, module and architecture projects as well as subsidies for tool costs, licences, purchased development projects, software and pur- chased customer lists. 147 As in the previous year, there was no requirement to recognise impairment losses or reversals of impair- ment losses on intangible assets in 2019. The carrying amount of leased products was adjusted due to changes in presentation of initial direct costs (previously reported as other assets) and vehicles com- ing out of leases (now reported as part of inventories) (adjustment effect at 31 December 2018: decrease of €313 million). 22 Property, plant and equipment (including right-of-use assets arising from leases) No impairment losses were recognised in 2019, as in the previous year. As in the previous year, no financing costs were recognised as a cost component of property, plant and equipment in 2019. Right-of-use assets arising from leases of land and buildings relate primarily to logistics and office premises and, to a lesser extent, to selling and pro- duction premises. In order to secure these premises and, in the interests of flexibility, the property rental agreements concerned often contain extension and termination options. 24 Investments accounted for using the equity method Investments accounted for using the equity method comprise the joint venture BMW Brilliance Automotive Ltd. (BMW Brilliance), the YOUR NOW companies, the joint venture IONITY Holding GmbH & Co. KG (IONITY) and the interest in the associated company THERE Holding B.V. (THERE). BMW Brilliance produces BMW brand models for the Chinese market and also has engine manufacturing facilities, which supply the joint venture's two plants with petrol engines. Impairment losses amounting to €198 million (2018: €235 million) were recognised on leased products in 2019 as a consequence of changes in residual value expectations. Income from the reversal of impairment losses amounted to €74 million (2018: €92 million). The BMW Group intends to increase its stake in the BMW Brilliance joint venture from 50% to 75%. On 11 October 2018, the BMW Group signed an agreement with its joint venture partner, a wholly owned subsidiary of Brilliance China Automotive Holdings Ltd. (CBA), to acquire an additional 25% shareholding in BMW Brilliance. The two partners agreed on a purchase price of an equivalent of €3.6 bil- lion. The contractual term of the joint venture, which would currently expire in 2028, is to be extended to 2040 as part of the agreement. The prerequisite for the extension is the acquisition of the additional shares as agreed. The agreement was approved at the CBA shareholders' meeting on 18 January 2019 and remains subject to the approval of the relevant authorities. The transaction is scheduled to be closed in 2022. The closing will result in BMW Brilliance being fully consolidated in the BMW Group Financial Statements and is expected to result in the recognition of a significant valuation gain in the financial year in which the transaction closes. Together with Daimler AG, Stuttgart (Daimler AG), the Ford Motor Company and the Volkswagen Group, the BMW Group operates the joint venture IONITY Holding GmbH & Co. KG, whereby each of the par- ties has an equal shareholding. IONITY's business model envisages the construction and operation of high-performance charging stations for battery electric vehicles in Europe. note 2 Together with Audi AG, Daimler AG and other com- panies, the BMW Group holds shares in THERE. HERE International B.V. (HERE) is an associated company of THERE. HERE's digital maps are laying the foundations for the next generation of mobility and location-based services, providing the basis for new assistance systems and, ultimately, fully auto- mated driving. Capital increases were made at the level of THERE in January 2019, with BMW AG participating with an amount of €69 million. Since then, BMW AG's stake in THERE amounts to 29.7%. In December 2019, it was announced that Mitsubishi Corporation (MC) and Nippon Telegraph and Tele- phone Corporation (NTT) will jointly acquire a 30% stake in HERE. The transaction is subject to the approval of the antitrust authorities and is expected to be closed during the first half of 2020. 148 Land, titles to land, buildings, including buildings on third party land Group Financial Statements Notes to the Group With effect from 31 January 2019, the BMW Group completed the merger of several mobility services companies under the name YOUR NOW. Further information is provided in → note 2 to the Group → see Financial Statements. Other intangible assets include a brand-name right amounting to €43 million (2018: €41 million) which is allocated to the Automotive segment and is not subject to scheduled amortisation since its useful life is deemed to be indefinite. The asset is subject to a limited right of ownership. The €2 million increase in the carrying amount is entirely due to currency factors. Intangible assets also include goodwill of €33 million (2018: €33 million) allocated to the Auto- motive cash-generating unit (CGU) and goodwill of €347 million (2018: €347 million) allocated to the Financial Services CGU. later than five years Minimum lease payments 20,894 As in the previous year, no financing costs were recog- nised as a cost component of intangible assets in 2019. 23 Leased products Minimum lease payments of non-cancellable oper- ating leases amounting to €20,894 million (2018: €18,880 million) fall due as follows: in € million within one year 31.12.2019 31.12.2018 9,804 8,980 18,880 between one and two years between two and three years 3,278 between three and four years 1,073 between four and five years 225 between one and five years 25 9,863 37 6,489 2,525 18,471 Investments in non-consolidated 35,503 11 1,410 1 Including €74 million recognised through the income statement. ² Prior year's figures adjusted due to the change in the presentation of vehicles coming out of leases, as well as initial direct costs. 3 Including assets under construction of €2,017 million. Depreciation and amortisation Carrying amount Translation 1.1.2018 123 differences Reclassi- fications Value adjustments¹ Disposals 31.12.2018 31.12.2018 31.12.2017 4,556 1,414 5 1,075 Current year 5 12 28 Financial Statements 2,769 547 692 2,624 subsidiaries Participations Non-current marketable securities Other investments 1,286 438 8 5 444 820 9 115 6 938 28 3 19,801 195 5 6,420 6,122 27,838 154 2,886 2,767 28,111 10,078 8,995 5,310 1,970 270 175 2,082 908 2,3953 34,774 200 3,504 2,975 17 5,636 33 29 1,609 956 5,014 9,976 8,409 5 380 380 Development costs Goodwill 348 92 615 675 Other intangible assets 1,048 6,202 10,971 9,464 Intangible assets 4,966 1,183 → Notes to the -382 Balance Sheet 2019 2018 2019 2018 2019 2018 2019 IONITY 2018 DriveNow 2019 Revenues Scheduled depreciation 21,910 651 17,766 636 424 14 150 Profit/loss before financial result 2,374 2018 1,922 YOUR NOW BMW Brilliance 2,963 475 522 987 51 37 Eliminations -960 -898 THERE Carrying amount 2,065 475 522 987 51 37 in € million DISCLOSURES RELATING TO THE INCOME STATEMENT 1,686 2,646 -1,349 1 -383 -337 -1,805 -24 Other comprehensive income -14 -250 1 -7 Total comprehensive income 1,561 1,933 -344 -1,805 -24 -15 Group dividend income* 1,284 384 *Including dividends received in the amount of €643 million (2018: €384 million). the equity method 1,311 -29 1,947 -15 -18 Interest income 84 62 Interest expense 5 23 1 Income taxes thereof from continuing operations 654 28 5 3 Profit/loss after tax 1,947 1,561 -383 -337 -1,805 -24 535 Group's interest in net assets 149 205 175 48 Current assets 7,381 6,570 467 2 1,116 70 1,643 110 2,937 2,937 1 2 818 50 102 Equity 5,293 thereof cash and cash equivalents 5,926 1,763 6,714 in € million DISCLOSURES RELATING TO BMW Brilliance THERE YOUR NOW 2019 2018 2019 2018 1,131 2019 IONITY 2018 2019 2018 2019 2018 THE BALANCE SHEET Non-current assets 7,248 DriveNow 1,597 1,764 2,106 AGGREGATED FINANCIAL INFORMATION Assets Provisions and liabilities 9,337 14,629 13,284 7,358 1,598 1,765 2,759 RECONCILIATION OF 245 1 1 653 40 9 Net assets 5,292 5,926 1,597 1,764 2,106 158 39 81 887 205 149 Non-current financial liabilities 87 71 112 Non-current provisions and liabilities 1,271 1,193 184 5 3 Current provisions and liabilities 7,978 6,094 1 1 469 30 6 thereof current financial liabilities Financial information relating to equity accounted investments is summarised in the following tables: Investments accounted for using 2,525 17,098 After tax Remeasurement of the net defined benefit liability for pension plans Marketable securities (at fair value through other comprehensive income) Derivative financial instruments -1,254 387 -867 935 -217 718 42 -12 30 -30 18 -12 -706 211 6 -3 Other comprehensive income from equity accounted investments Currency translation foreign operations -433 187 -620 Deferred taxes 91 125 Costs of hedging -945 436 -1,381 -495 -34 3 Before tax taxes 59 -1 -17 -29 -706 -1,381 -229 -333 -477 -1,048 125 -620 -611 -973 736 353 -3 After Deferred Before tax 2018 2019 -604 tax -694 173 192 544 674 171 -157 -1,322 -30 -157 -124 385 Other intangible assets 1,798 11 448 Intangible assets 17,173 11 2,582 1,733 15,391 385 182 2,075 1,915 17,851 Land, titles to land, buildings, including 45 -8 751 22 2,387 from leases Goodwill thereof right-of-use assets 99 397 1,013 115 14,023 buildings on third party land 15,449 33 2,134 Development costs 544 544 192 192 Other comprehensive income -1,252 558 -694 -1,061 457 -604 Other comprehensive income relating to equity ac- counted investments is reported in the Group Statement of Changes in Equity within currency trans- lation differences with a positive amount of €22 mil- lion (2018: negative amount of €24 million), within derivative financial instruments with a negative amount of €56 million (2018: positive amount of €39 million) and costs of hedging with a positive amount of €37 mil- lion (2018: negative amount of €139 million). 141 142 NOTES TO THE BALANCE SHEET Group Financial Disposals 31.12.2019 Reclassi- fications Additions Acquisition and manufacturing cost Translation differences 1.1.2019 14,990 in € million 20 Balance Sheet → Notes to the Financial Statements Notes to the Group Statements Analysis of changes in Group tangible, intangible and investment assets 2019 3,107 42 Deferred taxes on components of other comprehen- sive income are as follows: Most of the expenses for leases for low-value assets and short-term leases relate to low-value assets. The BMW Group is party to leases at the end of the reporting period which have not yet commenced. These leases could give rise to future cash outflows amounting to €42 million. Total cash outflows for leases in 2019 amount to €591 million. Information on right-of-use assets and lease liabilities and further explanatory comments are provided in → note 4 (Accounting policies, assumptions, judgments and estimates), note 6 (Changes in accounting policy for leases), note 20 (Analysis of changes in Group tangible, intangible and investment assets in 2019), note 22 (Property, plant and equipment (including right-of-use assets arising from leases) and note 35 (Financial liabilities). (b) As lessor year was: in € million 2019 2019 2018 Employees 125,893 123,337 Apprentices and students gaining work experience 7,389 Average number of employees 133,282 → Notes to the Notes to the Group Financial Statements Notes to the Income Statement Statements Group Financial ↑ ↑ 140 → see notes 4, 6, 20, 22 and 35 Variable lease payments are based on distance driven. The agreements have, in part, extension and purchase options. 1,389 885 19 171 Income from variable lease payments for operating leases Income from variable lease payments for finance leases Financial income on the net investment in finance leases Selling profit or loss on the sale of vehicles previously leased to retail customers under finance leases 8,228 131,565 The number of employees at the end of the reporting period is disclosed in the Combined Management Report. Statement of The average number of employees during the 843 12,479 45,851 Earnings per share of preferred stock are computed on the basis of the number of preferred stock shares entitled to receive a dividend in each of the relevant financial years. As in the previous year, diluted earn- ings per share correspond to basic earnings per share. Basic/diluted earnings per share from continuing operations amounted to €7.40 per share of common stock and €7.42 per share of preferred stock. The previous year's figures have been adjusted due to the change in accounting policy for volume-dependent bonuses and for manufacturer lessors (see note 6). → see note 6 16 Leases (a) As lessee In terms of accounting for leases as a lessee, the fol- lowing amounts are included in the income statement for the financial year 2019: in € million Expenses for leases of low-value assets and short-term leases Expenses relating to variable lease payments 2019 -94 not included in the measurement of lease liabilities Interest expenses arising on the measurement of lease liabilities -3 -54 15 12,451 Personnel expenses 948 Social insurance expenses 10,249 1,387 1,133 Personnel expenses include €72 million (2018: €45 million) of costs relating to workforce measures. The total pension expense for defined contribution plans of the BMW Group amounted to €148 million (2018: €122 million). Employer contributions paid to state pension insurance schemes totalled €667 mil- lion (2018: €645 million). Pension and welfare expenses Wages and salaries 2018 2019 in € million The income statement includes personnel expenses as follows: Personnel expenses 10,370 in € million Comprehensive 17 Government grants and government assistance Income from asset-related and performance-related grants, amounting to €41 million (2018: €29 million) and €199 million (2018: €83 million) respectively, was recognised in the income statement in 2019. These amounts relate mainly to public sector grants aimed at the promotion of regional structures as well as to subsidies received for plant expansions. NOTES TO THE STATEMENT OF COMPREHENSIVE INCOME 19 Disclosures relating to the statement of comprehensive income Other comprehensive income for the period after tax comprises the following: in € million 2019 2018 Remeasurement of the net defined benefit liability for pension plans Deferred taxes -1,254 935 387 -217 Items not expected to be reclassified to the income statement in the future -867 Other comprehensive income for the period after tax Items that can be reclassified to the income statement in the future Currency translation foreign operations Other comprehensive income from equity accounted investments Deferred taxes thereof reclassifications to the income statement thereof gains/losses arising in the period under report 18 Costs of hedging thereof gains/losses arising in the period under report Derivative financial instruments thereof reclassifications to the income statement thereof gains/losses arising in the period under report Marketable securities (at fair value through other comprehensive income) 718 thereof reclassifications to the income statement Income Other services mainly include consulting services relating to production processes. The audit of financial statements comprises mainly the audit of the Group Financial Statements and the separate financial statements of BMW AG and its subsidiaries, and, in accordance with current require- ments, all work related thereto, including the review of the Interim Group Financial Statements. Fee expense for the Group auditor The fee expense pursuant to § 314 (1) no. 9 HGB recog- nised in the financial year 2019 for the Group auditor 7 in € million and the PwC network of audit firms amounted to €19 million (2018: €24 million, KPMG International) and consists of the following: PwC International (2018: KPMG International) 2019 thereof: PwC GmbH (2018: KPMG AG) 2018 2019 2018 Audit of financial statements Other attestation services Tax advisory services Other services Fee expense 14 17 Services provided during the financial year 2019 by the Group auditor PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft, Frankfurt am Main, Munich branch, on behalf of BMW AG and sub- sidiaries under its control relate to the audit of the financial statements, other attestation services, tax advisory services and other services. 7 7 2 2 1 Other attestation services include mainly project- related audits, comfort letters and statutorily prescribed, contractually agreed or voluntarily com- missioned attestation work. 3222 19 3 1 1 5 4 24 Plant and machinery 139 224 240 3,199 2,624 Investments accounted for using the equity method Investments in non-consolidated 191 480 -322 -219 88 204 253 subsidiaries 11 -11 240 501 458 671 -311 -230 589 703 739 ྨ| | | Participations 28 Non-current marketable securities Other investments 143 144 499 Leased products 38,259 42,609 275 2,147 76 1,025 31 31 73 712 1,9913 2,395 35,503 216 4,202 7,592 95 4,732 2,493 37,428 7,333 5,086 Advance payments made and construction in progress Property, plant and equipment from leases 908 Other facilities, factory and office equipment thereof right-of-use assets from leases Group Financial Statements thereof right-of-use assets from leases thereof right-of-use assets Land, titles to land, buildings, including buildings on third party land 12 19,801 23,245 Plant and machinery Notes to the Group Financial Statements → Notes to the Balance Sheet Analysis of changes in Group tangible, intangible and investment assets 2018 Plant and machinery 201 2,888 1,119 2,852 38,189 Other facilities, factory and office equipment 2,799 20 294 60 183 2,990 Advance payments made and construction in progress 18 1,409 18,580 38,190 735 43,634 Leased products² 55,304 11,730 3,123 314 53,245 Property, plant and equipment 2,395 6 -1,551 4,868 6 82 277 in € million Acquisition and manufacturing cost 1.1.2018 Translation differences Additions Reclassi- fications Disposals 31.12.2018 Development costs Goodwill Other intangible assets Intangible assets 12,965 2,984 385 1,750 12 161 75 11,088 buildings on third party land Land, titles to land, buildings, including 17,173 1,084 372 1,798 385 14,990 959 3,145 12 15,100 125 322 36,833 2,082 57,666 380 5,202 2,575 60,673 Leased products 45,851 619 20,513 17,041 49,942 Investments accounted for using the equity method 2,624 2,876 2,061 3,439 28 86 4 938 292 293 Property, plant and equipment 139 444 Other investments Non-current marketable securities Participations subsidiaries Investments in non-consolidated 2 1,000 1,991 -1,713 1,253 2,581 14 2,187 40,061 thereof right-of-use assets from leases 1 Other facilities, factory and office equipment 3,061 23 75 6 82 23 311 63 1,297 18 2,392 construction in progress Advance payments made and 104 3 2 33 1 71 from leases thereof right-of-use assets 3,172 1 28 286 1,410 1,169 906 615 Other intangible assets 1,899 6,122 11,729 10,971 Intangible assets 5,310 44 794 2 46 6,104 9,345 6,420 10,884 6 28 29,177 2,172 -6 166 3,086 28,111 2,3872 2,681 5 430 1 158 Development costs Goodwill 426 380 Reclassi- fications Current year Translation differences 1.1.2019 Carrying amount Depreciation and amortisation Value adjustments' 3 Including assets under construction of €1,555 million. 1 Including €71 million recognised through the income statement. 1,292 380 349 225 6 2 Carrying amounts at 1.1.2019 (from the first-time application of IFRS 16). Disposals 10,078 1,815 4,948 1,733 5 6,202 10,443 148 4 9,976 5 1,667 5,014 31.12.2019 31.12.2018 31.12.2019 1,183 -3 -3 -3 in € million 3,201 3,201 Gains (-) or losses (+) arising from changes in financial assumptions Gains (-) or losses (+) arising from changes in demographic assumptions Gains (-) or losses (+) arising from experience adjustments Changes in the limitation of the net defined benefit asset to the asset ceiling -2,002 3,201 -4 Pensions and other benefits paid -4 Transfers to fund Employee contributions -2,002 Translation differences and other changes 31 December 2019 thereof pension provision thereof assets -527 -527 -4 -2,002 -191 -3 78 31.12.2018* Receivables from sales financing comprise the fol- lowing: Receivables from sales financing 25 2,310 Effect of limitation of the net defined benefit asset to the asset ceiling Net defined benefit liability 2,313 473 473 473 485 -444 41 41 Credit financing for retail customers -191 31.12.2019 -191 -3 -3 3 31 December 2018 -1,104 Translation differences and other changes thereof pension provision thereof assets Effect of limitation Defined benefit obligation Plan assets Total of the net defined benefit asset to the asset ceiling 22,710 -19,477 Pensions and other benefits paid 3,233 Net defined benefit liability 3,236 508 508 508 475 -413 62 and dealerships 62 59 3 -78 Employee contributions Gains (-) or losses (+) arising from changes in financial assumptions Gains (-) or losses (+) arising from changes in demographic assumptions Gains (-) or losses (+) arising from experience adjustments Changes in the limitation of the net defined benefit asset to the asset ceiling 1,103 -1 -1 473 -455 18 18 24,652 -21,340 3,312 2 Transfers to fund 3,314 -21 -527 in € million 1 January 2018 EXPENSE/INCOME Current service cost Interest expense (+)/income (−) Past service cost Gains (-) or losses (+) arising from settlements REMEASUREMENTS Gains (-) or losses (+) on plan assets, excluding amounts included in interest income 3,335 71,104 1,099 Finance lease receivables Stage 2 Stage 1 The estimated fair value of vehicles held as collateral for credit-impaired receivables at the end of the report- ing period totalled €541 million (2018: €506 million). The carrying amount of assets held as collateral and reclaimed as a result of payment default amounted to €39 million (2018: €42 million). Impairment allowances include €74 million (2018: €113 million) on credit-impaired receivables relating to finance leases. Impairment allowances at 31 December 2018 Other changes Changes in risk parameters Write-off of receivables Derecognition and origination of receivables Reclassification to Stage 3 Reclassification to Stage 2 Reclassification to Stage 1 Impairment allowances at 1 January 2018 in € million 517 12 209 361 Impairment allowances at 31 December 2019 44 24 -24 44 Stage 3 General Simplified Total -3 59 33 -17 -10 59 110 138 -1 -23 -4 Other changes 51 79 -7 -21 -4 -20 3 1,019 450 12 192 365 -21 -8 1 31 482 12 175 363 Impairment allowances at 1 January 2019 Total Simplified General Stage 3 Stage 2 Stage 1 1,032 in € million Impairment allowances on receivables from sales financing in accordance with IFRS 9, which only arise within the Financial Services segment, developed as follows: The figures for the previous financial year have been restated for the change in accounting policy for → see manufacturer lessors (see → note 6), as well as for the change in the presentation of initial direct costs previously reported within other assets (adjustment effect at December 31, 2018: increase of €700 mil- lion) and of residual value risk provisions, previously reported within other provisions (adjustment effect at 31 December 2018: decrease of €441 million). note 6 7 * Prior year's figures adjusted. 87,013 92,437 sales financing Receivables from 20,054 21,333 149 66,959 Reclassification to Stage 1 -13 -40 Changes in risk parameters -152 -133 -17 -2 Write-off of receivables -23 -15 -26 17 2 Derecognition and origination of receivables 175 -24 -6 Reclassification to Stage 3 74 -16 107 -17 Reclassification to Stage 2 -12 -1 144 59 256 -10 54 1 1 55 Real estate 394 325 716 678 36 1,110 1,039 Cash and cash equivalents 20 12 1 1 21 13 Absolute return funds 632 669 640 thereof non-investment grade 918 851 216 7,169 7,306 6,402 746 879 16,705 15 14,450 Debt instruments 911 1,009 256 605 270 1,168 1,280 thereof investment grade 316 307 316 307 thereof mixed funds (funds without a rating) 595 702 1 8,653 31 1,303 The expected change arising from benefit payments out of plan assets - which does not have an income statement impact - is predicted to exceed employer contributions to plan assets in the coming year by €65 million. Plan assets of the BMW Group include own transferable financial instruments amounting to €8 million (2018: €5 million). The BMW Group is exposed to risks arising both from defined benefit plans and defined contribution plans with a minimum return guarantee. The discount rates used to calculate pension obligations are subject to market fluctuation and therefore influence the level of the obligations. Furthermore, changes in other actuar- ial parameters, such as expected rates of inflation, also have an impact on pension obligations. In order to reduce currency exposures, a substantial portion of plan assets is either invested in the same currency as the underlying plan or hedged by means of currency derivatives. As part of the internal reporting proce- dures and for internal management purposes, finan- cial risks relating to the pension plans are reported using a value-at-risk approach by reference to the pension deficit. The investment strategy is also subject to regular review together with external consultants, with the aim of ensuring that investments are struc- tured to match the timing of pension payments and the expected development of pension obligations. In this way, fluctuations in pension funding shortfalls are reduced. 158 Group Financial Statements Notes to the Group Financial Statements → Notes to the Balance Sheet The defined benefit obligation relates to current employees, pensioners and former employees with vested benefits as follows: in % Current employees Pensioners Former employees with vested benefits Defined benefit obligation Germany United Kingdom Other 31.12.2019 31.12.2018 31.12.2019 31.12.2018 31.12.2019 31.12.2018 -20 18,937 21,340 1,049 883 1,339 Other 710 537 219 212 104 67 1,033 816 Total without quoted market price 65 2,667 1,831 1,765 137 170 4,635 4,487 31 December 11,320 9,721 9,137 8,167 2,552 Total with quoted market price 124 15 -18,937 2,310 2,313 2,330 -17 Since 1 July 2019, future entitlements relating to former members of two defined benefit plans in the USA are being accounted for via a defined contribu- tion plan. Past service cost resulted mainly from the complete closure of the defined benefit plans. 7 Depending on the cash flow profile and risk struc- ture of the pension obligations involved, plan assets relating to defined benefit plans are invested in a diversified portfolio. Plan assets in Germany, the UK and other countries comprised the following: 157 in € million COMPONENTS OF PLAN ASSETS Germany United Kingdom Other Total 2019 2018 2019 2018 2019 2018 2019 21,247 14 14 6 -10 999 999 999 -1,274 -1,274 -1,274 -416 -416 -416 -264 2018 -264 -658 -658 -658 73 -73 - -632 689 57 57 8 -264 Equity instruments Debt instruments thereof investment grade 2,202 757 550 7 34 3,002 2,786 Real estate funds 19 93 19 2,238 93 74 221 29 47 103 |g| 268 Absolute return funds Other 109 15 Money market funds -10 thereof non-investment grade thereof mixed funds 2,031 1,565 584 407 91 172 2,705 2,144 6,513 5,604 6,648 (funds without a rating) 5,774 552 13,754 11,930 4,275 3,402 5,891 5,224 585 518 10,752 9,144 592 -1 The BMW Group is not subject to any unified external minimum equity capital requirements. Within the Financial Services segment, however, there are a number of individual entities which are subject to equity capital requirements of relevant regulatory banking authorities. -129 Proportion of total capital 103,597 116,740 Total financial liabilities 38,825 46,093 Current financial liabilities 64,772 70,647 Non-current financial liabilities 35.6% 33.7% Proportion of total capital 57,300 59,324 Equity attributable to shareholders of BMW AG 31.12.2019 31.12.2018* in € million The capital structure at the end of the reporting period was as follows: note 6 → see → see note 6 In order to manage its capital structure, the BMW Group uses various instruments, including the amount of dividends paid to shareholders and share buybacks. Moreover, the BMW Group actively manages debt capital, carrying out funding activities with a target debt structure in mind. A key aspect in the selection of financial instruments is the objective to achieve matching maturities for the Group's financing require- ments. In order to reduce non-systematic risk, the BMW Group uses a variety of financial instruments available on the world's capital markets to achieve diversification. 66.3% 64.4% Total capital 176,064 Germany in € million Based on the measurement principles contained in IAS 19, the following balance sheet carrying amounts apply to the Group's pension plans: United Kingdom Germany The following mortality tables are applied in countries, in which the BMW Group has significant defined benefit plans: Weighted duration of all pension obligations in years Pension level trend Discount rate in % The assumptions stated below, which depend on the economic situation in the relevant country, are used to measure the defined benefit obligation of each pension plan. In Germany, the so-called "pension entitlement trend" (Festbetragstrend) remained at 2.0%. The following weighted average values have been used for Germany, the UK and other countries: 67.6 most of the defined benefit plans have been closed to new entrants. Pension provisions 32 → Notes to the Balance Sheet Notes to the Group Financial Statements Group Financial Statements 154 153 The previous year's figures have been adjusted due to the change in accounting policy for volume-dependent bonuses and for manufacturer lessors (see → note 6). Equity attributable to shareholders of BMW AG in- creased during the financial year by 3.5% primarily reflecting the increase in revenue reserves. * Prior year's figures adjusted. 160,897 In the case of defined benefit plans, the BMW Group is required to pay the benefits it has granted to present and past employees. Defined benefit plans may be covered by provisions or pension assets. In Germany, pension entitlements are mostly covered by assets transferred to BMW Trust e. V., Munich, in conjunction with a Contractual Trust Arrangement (CTA). Funded plans also exist in the UK, the USA, Switzerland, Belgium and Japan. In the meantime, & United Kingdom The capital structure is managed in order to meet needs arising from changes in economic conditions and the risks of the underlying assets. Capital management disclosures Common stock 2019 Preferred stock Shares issued/in circulation at 31 December Less: shares repurchased and re-issued Shares issued in conjunction with Employee Share Programme Shares issued/in circulation at 1 January Balance Sheet Number of shares issued Equity 31 → Notes to the Financial Statements Notes to the Group Group Financial Statements 152 statement. Expenses for impairment losses and income from the reversal of impairment losses is not significant and is therefore not reported separately in the income In the case of trade receivables, collateral is generally held in the form of vehicle documents and bank guar- antees so that the risk of bad debt loss is very limited. From the financial year 2019 onward, certain advance payments to suppliers for raw materials, supplies and finished goods amounting to €536 million, which were previously reported within other assets, have been reclassified to inventories. The previous year's figures have been adjusted accordingly (adjustment effect at 31 December 2018: increase of €609 million). The expense recorded in conjunction with inven- tories during the financial year 2019 amounted to €62,633 million (2018: €58,079 million). At 31 Decem- ber 2019, the carrying amounts of inventories expected to be realised after more than twelve months amount to €445 million (2018: €452 million). Out of the total amount of recognised for inventories at 31 December 2019, inventories measured at net realisable value amounted to €973 million (2018: €680 million). Write-downs to net realisable value in the financial year 2019 amounted to €126 million (2018: €54 million), while reversals of write-downs amounted to €22 million (2018: €22 million). 54 2018 2019 2018 56,126,904 Further information regarding the transition effects recognised directly in equity on the initial application of IFRS 16 is provided in → note 6. Accumulated other equity comprises amounts recog- nised directly in equity resulting from the translation of the financial statements of foreign subsidiaries, changes in the fair value of derivative financial instru- ments and marketable securities, costs of hedging recognised directly in equity as well the related deferred taxes. Accumulated other equity The proposed distribution was not recognised as a liability in the Group Financial Statements. Distribution of a dividend of €2.50 per share of common stock (€1,505 million) Distribution of a dividend of €2.52 per share of preferred stock (€141 million) - It is proposed that the unappropriated profit of BMW AG for the financial year 2019 amounting to €1,646 million be utilised as follows: Revenue reserves comprise the non-distributed earn- ings of companies consolidated in the Group Financial Statements. In addition, remeasurements of the net defined benefit obligation for pension plans are also presented in revenue reserves. Revenue reserves Capital reserves include premiums arising from the issue of shares and totalled €2,161 million (2018: €2,118 million). The change amounting to €43 million related to the share capital increase in conjunction with the issue of shares of preferred stock to employees. The BMW Group's objectives with regard to capital management are to safeguard over the long-term the Group's ability to continue as a going concern and to provide an adequate return to shareholders. Capital reserves Issued share capital increased by €0.7 million as a result of the issue to employees of 740,400 new shares of non-voting preferred stock. BMW AG is authorised up to 15 May 2024 to issue 5 million shares of non- voting preferred stock amounting to nominal €5.0 mil- lion. At the end of the reporting period, 4.3 million of these amounting to nominal €4.3 million remained available for issue. In 2019, a total of 744,447 shares of preferred stock was sold to employees at a reduced price of €46.10 per share in conjunction with the Company's Employee Share Programme. These shares are entitled to receive dividends for the first time with effect from the finan- cial year 2020. All Company stock is issued to bearer and each share has a par value of €1.00. Preferred stock, to which no voting rights are attached, bear an additional dividend of €0.02 per share. 601,995,196 601,995,196 56,126,904 56,867,304 24 601,995,196 55,605,404 601,995,196 521,524 744,447 4,047 In addition, 4,047 previously issued shares of pre- ferred stock were acquired and re-issued to employees in conjunction with the Employee Share Programme. Other 31.12.2019 31.12.2018 -17 -21 -16 -15 -5 -2 thereof assets 2,330 3,335 382 262 125 371 1,823 2,702 thereof pension provision 2,313 3,314 382 246 110 366 1,821 The most significant of the BMW Group's pension plans are described below. Germany Both employer- and employee-funded benefit plans exist in Germany. Benefits paid in conjunction with these plans comprise old-age retirement pensions as well as invalidity and surviving dependents' benefits. The increase to current pension payments for inflation is carried out in accordance with § 16 of the Company Pensions Act (Betriebsrentengesetz). The defined benefit plans have been closed to new entrants since 2014. Defined contribution plans with a minimum rate of return, comprising employer- and employee-funded components, continue to exist. The fact that the plan involves a minimum rate of return means that the defined contribution entitlements are classified in accordance with IAS 19 as defined benefit plans. In the case of defined benefit plans involving the payment of a pension, the amount of benefits to be paid is determined by multiplying a fixed amount by the number of years of service. Total Plan assets Defined benefit obligation Gains (-) or losses (+) on plan assets, excluding amounts included in interest income REMEASUREMENTS Gains (-) or losses (+) arising from settlements Past service cost Interest expense (+)/income (−) Current service cost EXPENSE/INCOME 1 January 2019 2,702 in € million The change in the net defined benefit liability for pension Balance Sheet → Notes to the Notes to the Group Financial Statements Group Financial Statements 156 155 The defined benefit pension plans are administered by BMW Pension Trustees Limited, Farnborough, and BMW (UK) Trustees Limited, Farnborough, both trustee companies which act independently of the BMW Group. BMW (UK) Trustees Limited, Farnborough, is represented by ten trustees and BMW Pension Trustees Limited, Farnborough, by five trustees. A minimum of one third of the trustees must be elected by plan participants. The trustees represent the interests of plan participants and decide on invest- ment strategies. Funding contributions to the funds are determined in agreement with the BMW Group. Defined benefit plans exist in the United Kingdom which are closed for all plan participants. Vested benefits remain in place. New benefits are covered by contributions made to a defined contribution plan. United Kingdom The assets of the German pension plans are invested by BMW Trust e. V., Munich, in accordance with a CTA. The representative bodies of this entity are the Board of Directors and the Members' General Meeting. BMW Trust e. V., Munich, currently has seven members and three members of the Board of Directors elected by the Members' General Meeting. The Board of Directors is responsible for investments, drawing up and deciding on investment guidelines as well as monitoring compliance with those guidelines. The members of the association can be employees, employee representatives, senior executives and members of the Board of Management of BMW AG. An ordinary Members' General Meeting takes place once every calendar year, and deals with a range of matters, including receiving and approving the association's annual report, ratifying the activities of the Board of Directors and adopting changes to the association's statutes. plans can be derived as follows: Carrying amounts at 31 December 3 2 United Kingdom Germany S2PA tables and S2PA light tables with weightings Mortality Table 2018 G issued by Prof. K. Heubeck (with invalidity rates reduced by 70%) 17.2 16.0 19.0 19.2 20.2 21.3 2.25 Other 2.15 1.38 3.66 2.42 2.69 1.92 1.91 1.00 31.12.2018 31.12.2019 31.12.2018 31.12.2019 1.62 72 Total 31.12.2018 3 2 asset to asset ceiling Effect of limiting net defined benefit 21,247 18,937 24,652 21,340 1,428 1,049 1,127 883 8,167 9,137 9,721 31.12.2019 11,320 8,277 9,503 11,542 14,022 obligations Present value of defined benefit 31.12.2019 31.12.2018 31.12.2018 31.12.2019 31.12.2018 31.12.2019 Fair value of plan assets -105 2 -1 28 23 20,054 21,333 30 due later than five years 13,908 due between one and five years 433 due between four and five years Income tax assets totalling €1,209 million (2018: → see €1,378 million, adjusted see → note 6) include claims amounting to €186 million (2018: €222 million), which are expected to be settled after more than one year. Claims may be settled earlier than this depend- ing on the timing of the underlying proceedings. Income tax assets note 6 3,421 due between three and four years 4,968 due between two and three years 6,225 due between one and two years 6,123 6,256 due within one year Net investment in finance leases 27 Unrealised interest income 2,267 2,261 Other assets 413 Collateral assets 933 1,086 Expected reimbursement claims Financial assets comprise: Financial assets 26 1,747 1,935 Other taxes 22,315 1,916 an investment is held Receivables from companies in which 3,779 4,807 leased products Return right assets for future The carrying amount of the net investment in finance leases remained largely unchanged over the reporting period. 31.12.2018* 31.12.2019 in € million Other assets comprise: 2,641 293 23,600 32 Balance Sheet → Notes to the in € million Notes to the Group Financial Statements Finance leases are analysed as follows: Statements Group Financial 150 1,032 482 12 175 363 -61 15 2 -24 -54 30 26 -1 1 4 31.12.2019 31.12.2018 Allowances for impairment and credit risk The carrying amounts of receivables relating to the credit card business comprises the following: due later than five years 15,480 due between one and five years 529 due between four and five years 244 -18 262 Net carrying amount Allowance for impairment Gross carrying amount 24 3,775 5,462 due between two and three years 6,811 due between one and two years 6,811 6,991 due within one year 31.12.2018 31.12.2019 in € million Gross investment in finance leases due between three and four years Prepaid expenses 396 460 1,286 Work in progress, unbilled contracts 10,548 11,491 Finished goods and goods for resale Impairment allowances on trade receivables in accor- dance with IFRS 9 developed as follows: 31.12.2018* 31.12.2019 2,546 2,518 Net carrying amount -34 -46 Allowances for impairment of stage 3 -20 -26 simplified procedure Allowances for impairment of stage 2- 2,600 2,590 Gross carrying amount 31.12.2018 31.12.2019 1,208 Raw materials and supplies 1,674 1,247 -7 Utilised -26 -7 Reversed (-) 21 30 Allocated (+) 60 54 Balance at 1 January in € million 2018 * Prior year's figures adjusted. 14,248 15,891 636 632 Advance payments to suppliers Inventories in € million 609 808 financial services business Vehicles held for sale in the 2019 in € million Inventories comprise the following: Inventories 9,749 847 1,325 11,614 thereof current 1,977 1,620 Derivative instruments thereof non-current 5,316 5,391 investment funds Loans to third parties Marketable securities and 12,939 Other assets 1,173 1,353 Sundry other assets 31.12.2018 31.12.2019 in € million 295 308 Receivables from subsidiaries 10,596 Exchange rate impact and other changes Balance at 31 December 54 * Prior year's figures adjusted. 29 151 Trade receivables comprise the following: Trade receivables 30 In addition, the previous year's figures have been adjusted due to the change in the presentation of vehicles coming out of leases that were previously reported within leased products (adjustment effect at 31 December 2018: increase of €592 million). Collateral assets comprise mainly customary collat- eral (banking deposits) in connection with the sale of receivables. adjusted to reflect the change in accounting policy for volume-dependent bonuses and for manufacturer lessors (see note 6) as well as the change in the pre- → see sentation of deferred initial direct costs for operating and finance leases and receivables originated. These items are now reported within leased products and receivables from sales financing (adjustment effect at 31 December 2018: decrease of €939 million). note 6 From the financial year 2019 onward, certain advance payments to suppliers for raw materials, supplies and finished goods amounting to €536 million, which were previously reported within other assets (line item Prepaid expenses) have now been reclassified to inven- tories. The previous year's figures have been adjusted accordingly (adjustment effect at 31 December 2018: decrease of €609 million). Furthermore, the compar- ative figures for the previous financial year have been In June 2019, the Financial Services segment sold a credit card portfolio based in the USA and amounting to €216 million for strategic reasons. 20 1,010 6,675 thereof current 1,370 thereof non-current 7,685 7,325 Financial assets 128 260 Other 244 Credit card receivables 5,955 65.9 21,247 77.3 1,155 increase of 1 year -2.7 -567 -3.3 -810 decrease of 0.25% 2.8 597 3.7 905 increase of 0.25% 15.7 3,334 17.4 4.7 770 3.6 decrease of 1 year 64.3 -18,937 In the UK, the sensitivity analysis for the pension level trend also takes account of restrictions due to caps and floors. -0.7 -147 -0.8 -192 4,290 decrease of 0.25% 156 0.8 200 increase of 0.25% -3.7 -4.4 -1,097 0.7 decrease of 0.75% -779 -2,652 100.0 100.0 100.0 3.9 6.8 51.5 54.5 5.0 18.8 29.0 48.5 45.5 29.3 -12.5 27.4 100.0 100.0 4.8 The sensitivity analysis provided below shows the extent to which changes in individual factors - inde- pendently of each other - could influence the defined benefit obligation at the end of the reporting period. -3,352 100.0 increase of 0.75% in % in € million -13.6 31.12.2018 in € million in % Change in defined benefit obligation Pension entitlement trend Average life expectancy Pension level trend Discount rate It is only possible to aggregate sensitivities to a limi- ted extent. Since the change in obligation follows 31.12.2019 a non-linear pattern, estimates made on the basis of the specified sensitivities are only possible with this restriction. The calculation of sensitivities using ranges other than those specified could result in a dis- proportional change in the defined benefit obligation. BMW Group has been notified that the U.S. Securities and Exchange Commission ("SEC") is conducting an investigation related to vehicle sales practices and reporting of delivery figures. The potential risks for BMW Group related to the SEC's investigation cannot be quantified at the present time. Further disclosures pursuant to IAS 37.86 cannot be provided at present. Purchase commitments for property, plant and equipment 31.12.2018 In addition to liabilities, provisions and contingent liabilities, the following commitments exist for the BMW Group at the end of the reporting period: in € million Other financial obligations In September 2019, the Japan Fair Trade Commission conducted a search at BMW Japan Corp. in connection with its market practises in relation to distributors. These investigations are ongoing. Possible risks for the BMW Group can neither be foreseen in detail nor quantified at present. Further disclosures pursuant to IAS 37.86 cannot be provided at present. 31.12.2019 3,128 Group Financial Purchase commitments for intangible assets 2,146 1,554 165 166 Statements Notes to the Group Financial Statements → Other Disclosures Regulatory authorities have ordered the BMW Group to recall various vehicle models in conjunction with airbags supplied by the Takata group of companies. Provision for the costs involved has been recognised within warranty provisions. In addition to the risks already covered by warranty provisions, it cannot be ruled out that further BMW Group vehicles will be affected by future recall actions. Further disclosures pursuant to IAS 37.86 cannot be provided at present. 39 3,486 The European Commission is currently conducting an investigation in connection with antitrust allega- tions against five German car manufacturers. The BMW Group has provided for the potential outcome of the investigation in the form of a provision mea- sured on the basis of the Statement of Objections, at → see the best possible estimate (see also → note 10). In con- nection with these allegations, numerous class action lawsuits have been brought in the USA and Canada as well as several private lawsuits in South Korea. The class action lawsuits in the USA were initially dismissed on the basis of the lack of conclusiveness. The applicants resubmitted their claims in mid-2019 in an amended form. A decision on the five manufac- turers' renewed claims for the dismissal of the class action lawsuits is still pending. Class action lawsuits in Canada and private lawsuits in South Korea are at an early stage. Further civil lawsuits based on the allegations are possible. In addition, the Chinese State Administration for Market Regulation (SAMR) opened antitrust proceedings against BMW AG in March 2019. These proceedings are still at an early stage. Possible risks for the BMW Group can neither be foreseen in detail nor quantified at present. Further disclosures pursuant to IAS 37.86 cannot be provided at present. Litigation The BMW Group determines its best estimate of contingent liabilities on the basis of the information available at the date of preparation of the Group Financial Statements. This assessment may change over time and is adjusted regularly on the basis of new information and circumstances. A part of the risks is covered by insurance. Financial instruments Contingent liabilities and other financial commitments Contingent liabilities The following contingent liabilities existed at the balance sheet date: in € million Investment subsidies Guarantees Other Contingent liabilities note 10 31.12.2019 284 139 275 125 46 14 618 351 1,087 765 Other contingent liabilities comprise mainly risks relating to taxes and customs duties. 31.12.2018 The carrying amounts of financial instruments are assigned to IFRS 9 categories in the following table. 462 ASSETS 50 444 3,889 1,058 40 14 260 11,574 2,518 38 Receivables from subsidiaries 308 Receivables from companies in which an investment is held 2,641 Collateral assets 413 Remaining other assets 1,519 8,058 Total 90,342 1,244 in € million 326 461 Other investments Receivables from sales financing Financial assets Derivative instruments Cash flow hedges Fair value hedges Other derivative instruments Marketable securities and investment funds Loans to third parties Credit card receivables Other Cash and cash equivalents Trade receivables Other assets At amortised cost 31.12.2019 At fair value through other com- prehensive income At fair value through profit or loss Not assigned to an IFRS 9 category 70,625 242 21,812 OTHER DISCLOSURES 31.12.2018* Notes to the Group paper: Issue volume in relevant currency (ISO-Code) Weighted average maturity period (in days) Weighted average nominal interest rate (in %) BMW US Capital, LLC USD 2,587 million 22 1.7 BMW Finance N.V. EUR 300 million 31 -0.4 BMW India Financial Services Private Ltd. INR 1,100 million 297 6.8 36 Other liabilities Other liabilities comprise the following items: Issuer in Mio. € The following details apply to commercial 6.8 KRW 120,000 million 3.0 2.6 fixed CNY 6,000 million 3.0 4.8 fixed INR 4,000 million 3.0 8.1 fixed GBP 1,450 million 4.3 1.5 fixed NOK 1,000 million 10.0 3.3 fixed CHF 600 million 0.5 Refund liabilities for future leased products Contract liabilities Deferred income 519 781 192 92 109 102 1,834 2,003 23,066 21,119 Contract liabilities relate to obligations for service and repair work as well as telematics services and roadside assistance agreed to be part of the sale of a vehicle (in some cases multi-component arrangements). An amount of €2,255 million (2018: €2,134 million) was released from contract liabilities in the financial year and recognised as revenues from contracts with customers. Deferred income includes down payments received on leases with customers as well as deferred grants. Grants comprise mainly public sector funds to promote regional structures and which have been invested in the production plants in Brazil, Mexico, Leipzig and Berlin. The grants are partly subject to holding periods for the assets concerned of up to five years and/or minimum employment figures. Grant income is recognised in the income statement over the useful lives of the assets to which it relates. The previous year's figures have been adjusted for the change in accounting policy for manufacturer lessors (see note 6). → see note 6 37 Trade payables As in the previous year, trade payables are due within one year. 163 164 Group Financial Statements 297 585 850 815 Bonuses and sales aides Other taxes Deposits received Other advanced payments received for orders Payables to other companies in which an investment is held Payables to subsidiaries Social security Sundry Other liabilities * Prior year's figures adjusted. Financial Statements → Other Disclosures 31.12.2019 6,103 5,021 5,038 4,976 3,635 3,112 2,971 2,940 1,265 945 3,889 2,045 1,020 LIABILITIES in € million Receivables from sales financing Marketable securities and investment funds Bonds Asset-backed financing transactions Liabilities from customer deposits (banking) Liabilities to banks * Prior year's figures adjusted - see note 25. 31.12.2019 Fair value Carrying amount Fair value 31.12.2018 Carrying amount* 73,699 70,625 90,445 87,013 446 444 680 predominantly short-term nature, the fair value of other financial assets and liabilities measured at amor- tised cost corresponds to the carrying amount. For this reason, these items are not disclosed separately. 675 The following table shows the fair values and carrying amounts of financial assets and liabilities that are measured at cost or amortised cost and whose carry- ing amounts differ from their fair value. Due to their ¬ Group Financial Statements Other Trade payables Other liabilities 105 1,101 9,669 697 556 422 Payables to subsidiaries Payables to other companies in which an investment is held 92 781 Remaining other liabilities 5,665 Total 118,129 1,675 * Prior year's figures adjusted - see note 25. The carrying amounts of cash flow hedges and fair value hedges are categorised as at fair value through profit or loss for the sake of clarity. Receivables from sales financing are shown including finance and operating leases. 167 168 Notes to the Group Financial Statements → Other Disclosures 62,757 62,165 53,831 Derivative instruments (liabilities) Interest rate risks 31.12.2019 Level hierarchy in accordance with IFRS 13 Level 1 Level 2 Level 3 4,582 365 106 355 462 14 1,274 74 267 5 1,155 Currency risks 723 Raw material market price risks 218 Other risks Raw material market price risks Currency risks Interest rate risks 53,346 19,659 19,549 17,443 17,335 14,739 14,657 14,374 14,359 12,071 Lease liabilities 11,436 13,196 With effect from the financial year 2019, the fair value and carrying amounts of receivables from sales financing do not include receivables relating to finance and operating leases. The fair value of these receivables amounts to €22,741 million (carrying amount: €21,812 million) at the balance sheet date. At 31 December 2019, financial assets and liabilities measured at fair value in accordance with IFRS 97 are classified in the following table on the basis of their measurement levels in accordance with IFRS 13. Where the fair value was required for a financial instrument for disclosure purposes, the discounted cash flow method was used, taking account of the BMW Group's own default risk. The fair values of these items are allocated to Level 2 in accordance with IFRS 13. in € million Marketable securities, investment funds and collateral assets Other investments Cash equivalents Loans to third parties Derivative instruments (assets) 13,277 31,682 Other derivative instruments Cash flow hedges Payables to subsidiaries 192 Payables to other companies in which an investment is held 519 Remaining other liabilities 4,749 17,606 Total 127,391 fixed 21,577 in € million ASSETS Other investments Receivables from sales financing Financial assets Derivative instruments Cash flow hedges Fair value hedges Other derivative instruments Marketable securities and investment funds Other liabilities Loans to third parties 2,895 271 Financial liabilities Bonds 62,165 Liabilities to banks 11,436 Liabilities from customer deposits (banking) 14,657 Commercial paper 2,615 Asset-backed financing transactions 19,549 Derivative instruments Cash flow hedges Fair value hedges Other derivative instruments Lease liabilities Other Trade payables 1,327 10,182 805 1,020 Credit card receivables Other Cash and cash equivalents Collateral assets 293 Remaining other assets 1,444 Total 104,665 3,671 4,264 LIABILITIES Financial liabilities Bonds 53,346 Liabilities to banks 13,196 Liabilities from customer deposits (banking) 14,359 Commercial paper 2,480 Asset-backed financing transactions 17,335 Derivative instruments 1,916 Receivables from companies in which an investment is held 295 Receivables from subsidiaries At amortised cost 31.12.2018* At fair value through other com- prehensive income At fair value through profit or loss 87,013 429 840 654 483 Fair value hedges 675 970 17 3 244 128 10,094 885 2,546 Trade receivables Other assets 3,671 0.8 fixed SEK 500 million 46,093 55,536 15,111 116,740 31.12.2018 Maturity within in € million one year Maturity between one and five years Maturity later than five years Total Bonds 9,762 32,592 10,992 53,346 Asset-backed financing transactions 5,732 11,603 17,335 Liabilities from customer deposits (banking) 1,327 10,961 419 637 14,657 Liabilities to banks 7,903 2,204 1,329 11,436 Lease liabilities 544 1,363 988 2,895 Commercial paper 2,615 2,615 Derivative instruments Other Financial liabilities 1,149 886 61 2,096 271 3,289 109 14,359 12,921 103,597 Planned future cash outflows from variable lease payments, which are not taken into account in the measurement of lease liabilities, are expected to amount to €56 million. Similarly, potential future cash outflows amounting to €1,393 million (undiscounted) have not been taken into account in the measurement of lease liabilities as it is not reasonably certain that the leases will be renewed (or not terminated). These cash outflows relate to periods of up to 59 years. Liabilities related to financing activities can be recon- ciled as follows: in € million 1.1.2019 Cash inflows/ outflows Changes due to the acquisition or disposal of companies Changes due to exchange rate factors Changes in fair values Other changes 31.12.2019 Bonds 53,346 7,342 618 859 62,165 Asset-backed financing transactions 51,851 38,825 Financial liabilities 1,101 Liabilities to banks 8,678 3,293 1,225 13,196 Lease liabilities 9 49 47 105 27 Commercial paper 2,480 Derivative instruments Other 646 915 114 1,675 557 110 434 2,480 17,335 3,414 Liabilities from customer deposits (banking) 6 1,448 3 -1,713 -67 2,496 1,495 Other obligations 2,087 -7 2,341 10 10 -440 -698 3,293 2,489 Other obligations for ongoing operational expenses 1,348 25 2,819 912 social expenses 1,617 33 Other provisions Other provisions changed during the year as follows: in € million 1.1.2019* Translation differences Additions Reversal of discounting thereof due Utilised Reversed 31.12.2019 within one year Statutory and non-statutory warranty obligations, product guarantees 5,147 69 2,831 168 -2,561 -104 5,550 Obligations for personnel and -377 -38 1,870 → Notes to the Balance Sheet 35 Financial liabilities Financial liabilities of the BMW Group comprise the following: 31.12.2019 in € million Maturity within one year Maturity between one and five years Maturity later than five years Total Bonds 14,077 35,801 12,287 62,165 Asset-backed financing transactions 7,952 11,597 19,549 Notes to the Group Financial Statements Group Financial Statements 160 159 1,820 Other provisions 11,401 93 7,532 181 -5,091 -907 13,209 7,421 11,216 * Prior year's figures adjusted. Provisions for obligations for personnel and social expenses comprise mainly performance-related remu- neration components, early retirement part-time work- ing arrangements and employee long-service awards. The provisions for other obligations cover numerous identifiable specific risks and uncertain obligations, in particular for litigation and liability risks, including the provision recognised for the ongoing EU Commission's antitrust proceedings. Further information is provided in note 10. Other obligations for ongoing operational expenses include in particular expected payments for bonuses and other price deductions. → see note 28 → see note 10 note 6 The figures for the previous financial year have been restated for the change in accounting policy for → see manufacturer lessors (see → note 6), as well as for the changes in the presentation of residual value risk pro- visions for finance leases and vehicle financing, which were previously reported in other provisions and have now been reclassified to receivables from sales financing (adjustment effect at 31 December 2018: decrease of €441 million). 34 Income tax liabilities Current income tax liabilities totalling €963 million (2018: €1,158 million) include €89 million (2018: €96 million) which are expected to be settled after more than twelve months. Liabilities may be settled earlier than this depending on the timing of the underlying proceedings. Depending on when claims occur, it is possible that the BMW Group may be called upon to fulfil the warranty or guarantee obligations over the whole period of the warranty or guarantee. Expected reim- bursement claims at 31 December 2019 amounted to €1,086 million (2018: €933 million) and are disclosed within other assets (see → note 28). 1,869 345 19,549 2.4 fixed EUR 25,900 million 6.3 0.8 fixed JPY 19,100 million 5.8 0.4 fixed CNY 11,500 million 2.3 3.8 fixed HKD 2,166 million 4.8 2.3 fixed USD 2,050 million 5.3 2.5 3.0 fixed NOK 500 million 2.5 → Notes to the Balance Sheet Bonds comprise: Issuer Interest Issue volume in relevant currency (ISO-Code) Weighted average maturity period (in years) Weighted average nominal interest rate (in %) BMW Finance N.V. variable EUR 5,000 million 1.9 0.0 variable SEK 1,500 million 4.0 0.7 variable USD 700 million 2.4 variable SEK 1,750 million 5.0 1.8 7.6 1.0 fixed AUD 30 million 5.0 3.0 BMW Canada Inc. variable CAD 200 million 2.0 2.0 fixed CAD 2,400 million 3.4 2.2 Other variable GBP 940 million 1.4 1.0 variable EUR 2,500 million fixed 3.0 6.2 fixed NOK 1,500 million 3.8 1.9 fixed GBP 1,150 million 5.8 1.5 fixed AUD 290 million Notes to the Group Financial Statements 6.9 RON 240 million 1.0 4.0 BMW US Capital, LLC variable USD 3,658 million 2.7 2.0 fixed USD 13,655 million 3.3 Statements Group Financial 162 296 Other (excluding interest payable) 626 Liabilities relating to financing activities 101,976 202 7,322 36 864 1,059 903 3,217 114,477 in € million 1.1.2018 Cash inflows/ outflows Changes due to the acquisition or disposal of companies Changes due to exchange rate factors Changes in fair values Other changes 31.12.2018 Bonds -233 529 investment is held Financial liabilities towards companies in which an 14,359 202 96 14,657 Liabilities to banks 13,196 -1,754 -43 44 -7 44,880 11,436 105 -440 6 3,224 2,895 Commercial paper 2,480 134 1 2,615 Lease liabilities 3.0 7,784 -33 105 2,480 Financial liabilities towards companies in which an investment is held 739 -210 529 Other (excluding interest payable) 604 -31 38 15 626 Liabilities relating to financing activities 93,883 7,037 1,063 -33 26 101,976 161 13,196 14,359 3 17,335 Asset-backed financing transactions 16,855 288 192 Liabilities from customer deposits (banking) 13,572 557 227 Liabilities to banks 12,658 707 679 Lease liabilities 114 -9 Commercial paper 4,461 -2,021 40 40 8 53,346 -141 Liabilities from customer deposits (banking) Valuation method 1,821 12,090 20,345 8,751 2,317 1,378 12,446 11,277 3,505 27 14,809 10,182 10,182 2,618 2,618 750 1,958 1,686 4,394 1,524 758 -26 2,256 33,826 18,485 598 52,909 -32,302 8,255 65,049 12,595 37,477 With gross settlement Cash outflows Cash inflows With net settlement Cash outflows Total financial liabilities in € million NON-DERIVATIVE FINANCIAL LIABILITIES Bonds Asset-backed financing transactions Liabilities to banks Liabilities from customer deposits (banking) Trade payables -17,727 Commercial paper DERIVATIVE FINANCIAL LIABILITIES With gross settlement Cash outflows Cash inflows With net settlement Cash outflows Total financial liabilities 31.12.2019 Maturity within one year Maturity between one and five years Maturity later than five years Total 14,977 Other financial liabilities DERIVATIVE FINANCIAL LIABILITIES -624 374 9,669 9,669 2,478 2,478 20 318 454 792 731 665 1,396 19,218 11,639 213 31,070 -18,487 -10,974 -213 -29,674 245 515 81 841 245 515 81 841 14,485 107 3,368 11,010 338 374 338 22 23 23 735 735 58,708 58,443 15,683 132,834 31.12.2018 Maturity within -50,653 one year Maturity later than five years Total 10,789 34,196 11,546 56,531 6,942 11,710 18,652 9,848 3,804 900 14,552 Maturity between one and five years Other financial liabilities Commercial paper Trade payables on default probabilities. The related gross carrying amounts in accordance with IFRS 9 are allocated as follows: in € million Stage 1 31.12.2019 Stage 2 Stage 3 General Simplified Total Expected credit loss Gross carrying amount of financial assets with good credit ratings 85,399 696 378 86,473 272 Gross carrying amount of financial assets with medium credit ratings 4,102 1,167 22 5,291 199 Gross carrying amount of financial assets with poor credit ratings 38 704 16 Receivables from sales financing are allocated to inter- nally defined rating categories based on credit risk. The classification into creditworthiness levels is based 2,600 2,590 Total Group Financial Statements Notes to the Group Financial Statements → Other Disclosures Credit risk The BMW Group is exposed to counterparty credit risks if contractual partners, for example a retail cus- tomer or a dealership, are unable or only partially able to meet their contractual obligations. Information on the management of credit risk for receivables from financial services is provided in the Combined Man- agement Report (see section Report on Outlook, Risks and Opportunities). Notwithstanding the existence of collateral accepted, the carrying amount of financial assets (with the exception of derivative financial instruments) gener- ally represents the maximum credit risk. In addition, the credit risk is increased by additional unutilised loan commitments in the dealership financing line of business. Total credit risk at the end of the reporting period amounted to €31,943 million (2018: €29,403 million). In the case of all relationships underlying non-deriva- tive financial instruments, in order to minimise the credit risk and depending on the nature and amount of exposure, collateral is required, credit information and references obtained or historical data based on the existing business relationship, in particular payment behaviour, reviewed. In the case of trade receivables, customers are regularly assessed with regard to their credit risk. Depending on contractual status, necessary measures, such as dunning procedures, are initiated in good time. The credit risk relating to cash deposits and derivative financial instruments is minimised by the fact that the Group only enters into such contracts with parties of first-class credit standing. Within the financial services business, items financed for retail customers and dealerships (such as vehi- cles, facilities and property) serve as first-ranking collateral with a recoverable value. Security is also put up by customers in the form of collateral asset pledges, asset assignment and first-ranking mortgages, supplemented where appropriate by warranties and guarantees. Items previously held as collateral that are subsequently acquired relate mainly to vehicles. As a rule, these assets can be converted into cash at short notice through the dealership organisation. Creditworthiness testing is an important aspect of the BMW Group's credit risk management. Every borrower's creditworthiness is tested for all credit financing and lease contracts entered into by the BMW Group. In the case of retail customer financing, creditworthiness is assessed using validated scoring systems integrated into the acquisition process. In the area of dealership financing, creditworthiness is assessed by means of ongoing credit monitoring and an internal rating system that takes account not only of the material credit standing of the borrower, but also of qualitative factors such as past reliability in business relations. The credit risk on trade receivables is assessed mainly on the basis of information relating to over- due amounts. The gross carrying amounts of these receivables are allocated in accordance with IFRS 9 to overdue ranges used for management purposes as follows: in € million Not overdue 1-30 days overdue 1,014 31.12.2019 1,947 2,066 369 375 31-60 days overdue 89 34 61-90 days overdue 40 29 More than 90 days overdue 145 96 31.12.2018 1,772 628 Total 37 990 592 Total 84,385 2,422 510 990 88,307 1,050 * Prior year's figures adjusted. Further disclosures relating to credit risk - in particu- lar with regard to the amounts of impairment losses recognised - are provided in the explanatory notes to the relevant categories of receivables in → notes 25, → see 26 and 30. 607 notes 25, 173 174 Group Financial Statements Notes to the Group Financial Statements → Other Disclosures Liquidity risk The following table shows the maturity structure of expected contractual cash flows (undiscounted) for financial liabilities: in € million NON-DERIVATIVE FINANCIAL LIABILITIES Bonds Asset-backed financing transactions Liabilities to banks Liabilities from customer deposits (banking) 26 and 30 51,732 187 Gross carrying amount of financial assets 89,539 2,567 416 1,014 93,536 1,099 in € million Stage 1 31.12.2018 Stage 2 Stage 3 General Simplified with poor credit ratings Total* Gross carrying amount of financial assets with good credit ratings 79,805 753 421 121 80,979 269 Gross carrying amount of financial assets with medium credit ratings 4,393 1,062 52 5,507 189 Expected credit loss 54,576 13,088 119,396 Interest rate risks in € million Cash Flow Hedges Currency risks Raw material price risks Fair Value Hedges Interest rate risks The following tables show key information on hedged items for each risk category as well as the balances 7 in € million Cash Flow Hedges Currency risks Raw material price risks Fair Value Hedges Interest rate risks in € million Cash Flow Hedges Currency risks Raw material price risks Fair Value Hedges Interest rate risks 31.12.2019 Carrying Amounts Nominal amounts Assets Liabilities Change in fair value Fair Value Hedges Raw material price risks Cash Flow Hedges Currency risks in € million 124.92 125.29 Cash flow at risk 419 327 Average hedging rates Raw material price risks 31.12.2019 31.12.2018 Disclosures on hedging measures The following disclosures on hedging measures include derivatives of fully consolidated companies that have been designated as a hedging instrument. The amounts shown in the table are stated before deferred taxes and take account of additional effects arising from the application of the modified closing rate method. Aluminium (EUR/t) Lead (EUR/t) Copper (EUR/t) Palladium (EUR/oz) Platinum (EUR/oz) 1,833 1,797 of designated components 1,815 5,173 5,279 1,022 745 916 945 Information on average interest hedge rates is not provided, since interest rate derivatives designated as hedging instruments are used exclusively to hedge items in fair value hedges. The hedge rates therefore correspond in each case to current market interest rate level. Most of the hedges used in this context relate to variable yield curves relating to the euro, US dollar and British pound currency areas. 177 178 Group Financial Statements Notes to the Group Financial Statements → Other Disclosures The following tables provides information on the nomi- nal amounts, carrying amounts and fair value changes of contracts designated as hedging instruments: 1,784 23,843 60 590 Liabilities Change in value of hedged items Continuing hedge relationships 8,631 58,723 Carrying Amounts Assets 479 -250 -23 -759 31.12.2018 Terminated hedge Balances in accumulated other equity relationships Liabilities Change in value of hedged items Continuing hedge relationships -119 941 453 -262 8,930 49,846 -33 Terminated hedge relationships Balances in accumulated other equity 1,288.91 31.12.2019 Carrying Amounts -479 3,571 266 215 250 59,999 1,244 271 758 31.12.2018 Carrying Amounts Nominal amounts Assets Assets Liabilities 26,256 651 363 121 3,667 189 334 -453 52,580 654 556 27 of designated components within accumulated other equity: Change in fair value of designated components 172 1,328.59 0.79 Interest rate risk Interest rate risks arise when funds are borrowed and invested with differing fixed-rate periods or differing terms. At the BMW Group, all items subject to, or bearing, interest are exposed to interest rate risk and can therefore affect both the assets and liabilities side of the balance sheet. The fair value of the Group's interest rate portfolios was as follows at the end of the reporting period: in € million 31.12.2019 31.12.2018 Fair values of interest rate portfolios 55,697 60,356 Interest rate risk is managed through the use of in- terest rate derivatives. As part of the implementation of the risk management strategy, interest rate risks are monitored and managed at regular intervals. The interest rate contracts used for hedging purposes comprise mainly swaps, which, if hedge accounting is applied, are accounted for as fair value hedges. The economic relationship between the hedged item and the hedging instrument is based on the fact that the main parameters of the hedged item and the related hedging instrument, such as start date, term and currency, are the same. For selected fixed-interest assets, part of the interest rate risk is hedged on a portfolio basis. In this case, swaps are used as the hedging instrument. Hedge relationships are terminated and redesignated on a monthly basis at the end of each reporting period, thereby taking account of the constantly changing content of each portfolio. As a result of the ongoing reform and replacement of specific benchmark interest rates, uncertainty arises regarding the timing and exact nature of those changes. Overall, a considerable number of contracts within the BMW Group are directly affected by the reform of benchmark interest rates. Hedging rela- tionships within the BMW Group are based primarily on USD LIBOR and GBP LIBOR reference interest rates, whereby those rates are designated as the hedged risk in fair value hedges. In the case of these hedging relationships, uncertainty arises with respect to the identifiability of the designated benchmark interest rates. The transition to the newly created and/or revised benchmark interest rates is being managed and moni- tored within the framework of a multidisciplinary project, the e scope of which is likely to cover changes to systems, processes, risk and valuation models, as well as dealing with the related impact at an accounting and financial reporting level. The uncertainty arising from interest rate benchmark reform is expected to persist most likely until the end of 2021. The BMW Group applies a value-at-risk approach throughout the Group for internal reporting purposes and to manage interest rate risk. This approach is based on a historical simulation in which the potential future fair value losses of the interest rate portfo- lios are compared across the Group with expected amounts on the basis of a holding period of 250 days and a confidence level of 99.98%. The risk mitigating effect of correlations between the various portfolios is taken into account when the risks are aggregated. The following table shows for interest-rate-sensitive exposures of the BMW Group the potential fair value fluctuation compared with the expected value, mea- sured on the basis of the value-at-risk approach: in € million Value at risk Raw materials price risk 31.12.2019 31.12.2018 1,094 1,123 The BMW Group is exposed to market price risks on raw materials. In order to hedge these risks, the Group mainly used forward commodity contracts. As part of the implementation of the risk management strategy, the extent to which risk exposures should be hedged is decided at regular intervals and the corresponding hedging ratio defined. The economic relationship between the hedged item and the hedging instrument is based essentially on the fact that they have the same basis and term. The BMW Group designates only the commodity price index-linked raw material surcharge as a hedged item. Other price components contained in the contract are not designated as being part of the hedge relationship as no effective hedging instruments exist for these components. The starting point for analysing raw materials price risk is to identify planned purchases of raw materials or components containing raw materials, the so-called "exposure". At each reporting date, the exposure the following financial year amounted to: for The nominal amounts of hedging instruments were Notes to the Group Financial Statements → Other Disclosures Group Financial Statements 176 175 The cash flows from non-derivative liabilities com- prise principal repayments and the related interest. The amounts disclosed for derivative instruments comprise only cash flows relating to derivatives that have a negative fair value at the balance sheet date. In the case of derivatives with a negative fair value, an overall positive cash flow can arise due to the various yield curves used. At 31 December 2019 credit commitments available at short notice to dealerships which had not been called upon at the end of the reporting period amounted to €10,776 million (2018: €9,010 million). Solvency is assured at all times by managing and monitoring the liquidity situation on the basis of a rolling cash flow forecast. The resulting funding requirements are covered by a variety of instruments placed on the world's financial markets, with the aim to minimise risk by matching maturities with financ- ing requirements and in alignment with a dynamic target debt structure. As a further reduction of risk, a syndicated credit line totalling €8 billion (2018: €8 billion) from a consortium of international banks is available to the BMW Group. Intragroup cash flow fluctuations are balanced out by the use of daily cash pooling arrangements. Further information is provided in the Combined Management Report. Market risks The principal market risks to which the BMW Group is exposed are currency risk, interest rate risk and raw materials market price risk. Protection against such risks is provided in the first instance though natural hedging which arises when the values of non-derivative financial instruments have matching maturities and amounts (netting). Derivative financial instruments are used to reduce the risk remaining after netting. Currency, interest rate and raw materials market price risks of the BMW Group are managed at a corporate level. Further information is provided in the "Report on Outlook, Risks and Opportunities” section of the Combined Management Report. Currency risk As an enterprise with worldwide operations, the BMW Group conducts business in a variety of cur- rencies, from which currency risks arise. In order to hedge currency risks, the BMW Group holds, as at 31 December 2019, derivative financial instruments mostly in the form of forward currency contracts and currency swaps. As part of the implementation of the risk management strategy, the extent to which risk exposures should be hedged is decided at regular intervals. The economic relationship between the hedged item and the hedging instrument is based essentially on the fact that they are denominated in the same currency and have the same maturities. as follows: The BMW Group measures currency risk using a cash- flow-at-risk model. The analysis of currency risk is based on forecast foreign currency transactions which could result in exposures to surpluses of foreign cur- rency cash inflows and cash outflows. At the end of the reporting period, the overall currency exposure – in each case for the following year and determined by aggregating the individual currency exposures based on their absolute amount - was as follows: Currency exposure 31.12.2019 31.12.2018 33,950 28,407 This exposure is compared to all hedges that are in place. The net cash flow surplus represents an uncov- ered risk position. The cash-flow-at-risk approach involves showing the impact of potential exchange rate fluctuations on operating cash flows on the basis of probability distributions. Volatilities and correla- tions serve as the main input factors to determine the relevant probability distributions. The potential negative impact on earnings is calcu- lated at the reporting date for each currency for the following financial year on the basis of current market prices and exposures with a confidence level of 95%. The risk mitigating effect of correlations between the various currencies is taken into account when the risks are aggregated. The following table shows the potential negative impact for the BMW Group for the following year resulting from unfavourable changes in exchange rates, mea- sured on the basis of the cash-flow-at-risk approach. in € million Cash flow at risk 31.12.2019 31.12.2018 487 431 in € million in € million Maturity within one year 31.12.2019 Maturity later than five years 17,159 9,097 Interest rate risks 4,619 24,295 12,027 Raw material price risks Nominal amounts of hedging intruments 1,526 2,109 32 23,304 35,501 and five years 12,059 The following table shows the average hedging rates of hedging transactions used by the BMW Group. Currency risks Average hedging rates 31.12.2019 31.12.2018 EUR/CNY 8.26 8.26 EUR/USD 1.16 1.17 EUR/GBP 0.87 Currency risks EUR/KRW EUR/JPY Maturity between one 31.12.2018 Maturity between one and five years Maturity later than five years in € million Raw material price exposures 31.12.2019 31.12.2018 Currency risks 14,823 9,020 Interest rate risks 6,672 29,691 12,938 Maturity within one year 4,382 Raw material price risks Nominal amounts of hedging intruments 1,651 1,920 23,146 40,631 12,938 This exposure is compared to all hedges that are in place. The net cash flow surplus represents an uncov- ered risk position. The cash-flow-at-risk approach involves showing the impact of potential raw materials market price fluctuations on operating cash flows on the basis of probability distributions. Volatilities and correlations serve as input factors to assess the relevant probability distributions. The potential negative impact on earnings is calculated at the reporting date for each raw materials category for the following financial year on the basis of current market prices and exposure with a confidence level of 95%. The risk mitigating effect of correlations between the various categories of raw materials is taken into account when the risks are aggregated. The following table shows the potential negative impact for the BMW Group resulting from fluctuations in prices across all categories of raw materials, measured on the basis of the cash-flow-at-risk approach. The risk at each reporting date for the following financial year was as follows: in € million 31.12.2019 31.12.2018 in € million 4,174 note 19 2018 Interest income arising on financial assets measured at amortised cost mainly relates to the interest income earned on credit financing and reported within revenues. Interest expense for financial liabilities measured at amortised cost amounted to €1.9 billion (2018: €1.8 billion). As part of the process of analysing valuations, the external fund manager reviews the investment-specific milestones, including an analysis of key financial, technical and liquidity-specific performance indica- tors. Based on this analysis, it is considered whether the price set at the most recent financing round is acceptable as a reasonable market valuation, in par- ticular for early-stage or growth-phase investments. Key performance indicators used for the purpose of milestone analysis are highly dependent on the business model underlying the investment; typical technical key performance indicators relate to licenses & Financial instruments allocated to Level 3 relate mainly to investments in a private equity fund. For valuation purposes, the investment advisor provides the external fund manager with relevant, invest- ment-specific information on an ongoing basis (at least quarterly). The latter subsequently assesses the underlying individual companies in accordance with the guidelines for international private equity and venture capital valuations (IPEV). Notes to the Group Financial Statements → Other Disclosures Group Financial Statements 170 169 Exercise price and patents held, the stage of technology development such as evidence of feasibility and prototypes, market entries, customer and user growth and appointments to key management positions. Key financial perfor- mance indicators used are revenues, EBITDA and the corresponding growth rate and/or development of specific contribution margins. Key liquidity-specific performance indicators are cash on hand, cash burn rates and prospects for future financing rounds. Technical company-specific ratios Liquidity-specific ratios Financial ratios Financial ratios Technical company-specific ratios Liquidity-specific ratios Financial ratios Technical company-specific ratios Liquidity-specific ratios (quantitative and qualitative factors) Market-based approach Milestone analysis Market-based approach Milestone analysis (quantitative and qualitative factors) Input Parameter Market-based approach Milestone analysis (quantitative and qualitative factors) A detailed listing and quantification of potential sen- sitivities is not considered meaningful in view of the valuation methodology applied. A change of +/-10% in the relevant input parameter (price of the last financing round) would normally also give rise to a similar change of +/-10% in the valuation. Similarly, a significant reduction in growth rates or margins could result in impairment and therefore to a lower valuation of an investment. The balance sheet carrying amount of Level 3 financial instruments developed as follows: in € million 3 265 Options on unquoted equity instruments Convertible bonds Unquoted equity instruments 31 December 2018 Gains (+)/losses (-) recognised in accumulated other equity Gains (+)/losses (-) recognised in the income statement Currency translation differences Disposals Additions 1 January 2018 in € million Gains and losses recognised in the income state- ment in the financial year 2019 included unrealised gains and losses totalling a net positive amount of €32 million. 31 December 2019 Gains (+)/losses (-) recognised in accumulated other equity Gains (+)/losses (-) recognised in the income statement Currency translation differences Disposals Additions 1 January 2019 5 90 Options on unquoted equity instruments 355 Level hierarchy in accordance with IFRS 13 Raw material market price risks Currency risks Interest rate risks Derivative instruments (liabilities) Other risks Raw material market price risks Level 1 Currency risks Derivative instruments (assets) Loans to third parties Cash equivalents Other investments Marketable securities, investment funds and collateral assets in € million Net gains and losses arising on financial instruments measured at fair value through other comprehensive income relate to marketable securities and shares → see in investment funds and are disclosed in → note 19. Interest income arising on financial assets measured at fair value through other comprehensive income amounted to €49 million (2018: €58 million) and interest expense to €41 million (2018: €47 million). Interest rate risks Level 2 Level 3 4,641 31.12.2019 Fair value Convertible bonds Unquoted equity instruments in € million Financial instruments recognised at fair value for which no market price is available are allocated to Level 3. Fair values are determined in accordance with the following table: With effect from 30 June 2019, marketable securities amounting to €187 million were transferred from Level 1 to Level 2 in view of the fact that their fair value is determined on the basis of observable market data. T Any transfers between fair value hierarchy levels are made at the end of the relevant reporting period. 409 343 923 4 191 713 1,069 3 885 265 164 14 14 31.12.2018 -3 -913 -913 -833 -833 1,675 1,977 2,096 787 1,620 Reported on assets side 31.12.2018 Reported on Reported on equity assets side and liabilities side 31.12.2019 Gross amount of derivatives which can be offset in case of insolvency Net amount after offsetting Balance sheet amounts as reported in € million Reported on equity and liabilities side 1,263 1,064 762 Net gains and losses arising on financial assets mea- sured at amortised cost mainly include exchange rate gains and losses as well as expenses and income relating to impairment losses. Net gains and losses arising on financial liabilities measured at amortised cost mainly include exchange rate gains and losses. -38 Net gains and losses of financial instruments measured at fair value through profit or loss mainly include gains and losses arising on the fair value measurement of stand-alone derivatives, on marketable securities and shares in investment funds, and on other investments. 155 296 203 160 -150 -1,012 Financial liabilities measured at amortised cost Financial assets measured at amortised cost Financial instruments measured at fair value through profit or loss in € million The following table shows the net gains and losses arising on financial instruments in accordance with IFRS 9: Gains and losses on financial instruments 7 Non-derivative financial assets and liabilities are only offset if a legally enforceable right currently exists and it is actually intended to offset the relevant amounts. No financial assets and liabilities have been netted in the BMW Group due to the fact that the necessary requirements for netting have not been met. 171 payables relating to derivative financial instruments are not netted due to non-fulfilment of the stipulated criteria. Offsetting would have the following impact on the carrying amounts of derivatives: 2019 Offsetting of financial instruments Convertible bonds Financial Instru- Options on unquoted equity Unquoted equity instruments 374 5 14 instruments 355 34 33 -41 104 Financial Instru- ments Level 3 Derivative financial instruments of the BMW Group are subject to legally enforceable master netting agree- ments or similar contracts. However, receivables and 272 5 ments Level 3 5 2 272 4 111 265 10 10 47 45 || 2 3 106 115 -6 2 -2 -4 103 3 BY OPERATING SEGMENT 85,846 2,368 2,173 29,598 27,705 4,499 Segment result 91,682 6,182 194 175 Total revenues 1,280 -6 -3 in € million 17,594 18,058 Inter-segment revenues 26,425 28,210 2,176 2,374 68,252 73,624 External revenues SEGMENT INFORMATION 2,272 1,388 2,143 in € million 136 712 13,836 2,624 Cash Flow Hedges Currency risks 16,193 3,199 31.12.2018* 31.12.2019 31.12.2018 31.12.2019 31.12.2018 31.12.2019 Financial Services Motorcycles Automotive Investments accounted for using the equity method Result from equity accounted investments Segment assets 11,142 97 110 4,982 5,853 Depreciation and amortisation on non-current assets 24,767 27,544 147 149 7,853 7,607 Capital expenditure on non-current assets 632 10,122 Raw material price risks Interest rate risk Interest rate risks -6 Currency risks Raw material price risk in € million Designated component Costs Costs of hedging of hedging Designated component Costs of hedging Opening balance at 1 January 2019 940 Change in fair value during the reporting period -19 -480 -13 -262 12 13 250 -1 Reclassification to profit or loss for continuing hedge relationships for terminated hedge relationships -491 716 9 618 23 -614 -622 12 -497 -614 in € million Cash Flow Hedges Currency risks Raw material price risks Fair Value Hedges Interest rate risks Designated components and costs of hedging within accumulated other equity changed as follows: 2019 Change of designated com- ponents in other comprehensive income Change in costs of hedging in other comprehensive income Hedge ineffectiveness -931 income statement recognised in Hedge ineffectiveness income Change in costs of hedging in other comprehensive Fair Value Hedges -1 2018 income Change of designated com- ponents in other comprehensive 117 -961 264 recognised in income statement 9 15,545 -32 * Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. 17,105 Reconciliation of depreciation and amortisation on non-current assets Total for reportable segments Elimination of inter-segment items Total Group depreciation and amortisation on non-current assets 26,593 28,297 on non-current assets Total Group capital expenditure -6,174 -7,003 Elimination of inter-segment items 32,767 35,300 Total for reportable segments on non-current assets Reconciliation of capital expenditure 15,201 9,627 383 288 -6 -7 795 Reclassification to acquisition costs for inventories 8,455 6,869 Reconciliation of segment result Total for reportable segments Financial result of Automotive segment Financial result of Motorcycles segment Elimination of inter-segment items Group profit before tax from continuing operations 2018* 2019 in € million The total of the segment figures can be reconciled to the corresponding Group figures as follows: The information disclosed for capital expenditure and depreciation and amortisation relates to non-current property, plant and equipment, intangible assets and leased products. 7,118 The Other Entities' segment result includes interest and similar income amounting to €1,515 million (2018: €1,178 million) and interest and similar expenses amounting to €1,419 million (2018: €1,145 million). -6,356 10,749 228,034 Total Group assets 7,084 -127,273 -155,872 Elimination of inter-segment items 6,859 Other Entities segment Non-operating assets - 131,415 140,955 Financial Services segment Total liabilities - 613 688 -6,600 not subject to interest 45 47 Non-operating assets - Motorcycles 34,643 38,257 48,639 58,612 113,772 138,488 Reconciliation of segment assets Total for reportable segments Non-operating assets - Automotive Liabilities of Automotive segment not subject to interest 31.12.2018* 31.12.2019 in € million 8,601 Liabilities of Motorcycles segment The result of the Financial Services segment was negatively impacted by impairment losses totalling €254 million (2018: €302 million) recognised on leased products. Income from the reversal of impairment losses on leased products amounted to €95 million (2018: €118 million). Write-downs on inventories to their net realisable value amounting to €126 million (2018: €54 million) were recognised by the Automotive segment in the financial year 2019. The reversal of impairment losses increased the segment result of the Automotive seg- ment by €22 million (2018: €22 million). Notes to the Group Financial Statements → Segment Information 136 9,627 7,118 1,172 249 -45 -96 96,855 104,210 -18,875 -19,443 6 5 -18,875 -7,003 -19,443 3 96,855 104,210 2 2 2019 2018* 2018* Group 2019 Reconciliation to Group figures 2018 2019 Other Entities 4 -6,174 28,297 632 26,593 Group Financial Statements 188 187 Investments accounted for using the equity method 2,624 Segment assets 208,938 228,034 3,199 95,166 89,546 84,512 106,038 Capital expenditure on non-current assets Depreciation and amortisation on non-current assets Result from equity accounted investments Segment result Total revenues External revenues Inter-segment revenues -6,356 -6,600 10,749 8,601 Other Entities Reconciliation to Group figures 14,806 Group 31.12.2018 31.12.2019 31.12.2018* 31.12.2019 31.12.2018* SEGMENT INFORMATION BY OPERATING SEGMENT 31.12.2019 Closing balance at 31 December 2019 Business relationships of the BMW Group with other associated companies and joint ventures as well as with non-consolidated subsidiaries are small in scale. -497 42 Declaration with respect to the Corporate Governance Code The Board of Management and the Supervisory Board of Bayerische Motoren Werke Aktiengesellschaft have issued the prescribed Declaration of Compliance pursuant to § 161 of the German Stock Corporation Act. It is included in the Corporate Governance State- ment, which is available on the BMW Group website at www.bmwgroup.com/ir. 43 Compensation of members of the Board of Management and Supervisory Board The total compensation of the current members of the Board of Management and the Supervisory Board of BMW AG expensed for the financial year 2019 in accordance with IFRS comprised the following: in € million 2019 2018 The compensation arrangements applicable for members of the Supervisory Board for the financial year 2019 do not include any stock options, value appreciation rights comparable to stock options or any other stock-based compensation components. Apart from vehicle sales, service loaners, vehicle lease and financing contracts at customary conditions, no advances or loans were granted to members of the Board of Management and the Supervisory Board of BMW AG or its subsidiaries, nor were any contingent liabilities entered into on their behalf. Further details about the remuneration of current members of the Board of Management and the Supervisory Board can be found in the Compensa- tion Report, which is part of the Combined Manage- ment Report. Compensation to members of the Board of Management 30.0 Further details on the remuneration of the Manage- ment Board are provided in the Compensation Report, which is part of the Combined Management Report. 28.8 8.1 8.2 Variable remuneration 20.9 20.3 thereof Performance Cash Plan 8.3 5.3 Share-based remuneration component 1.0 0.3 Allocation to pension provisions 2.9 3.4 Fixed remuneration Benefits in conjunction with the The fair value of the programmes for Board of Manage- ment members and senior heads of department at the date of grant of the share-based remuneration com- ponents was €1,374,798 (2018: €1,919,680 million), based on a total of 19,983 shares (2018: 22,245 shares) of BMW AG common stock or a corresponding cash- based settlement measured at the relevant market share price prevailing on the grant date. The total carrying amount of the provision for the share-based remuneration component of current and former Board of Management members and senior heads of department at 31 December 2019 was €5,851,703 million (2018: €4,745,518 million). Entrust Datacard Corp. 153 103 10 2 Apart from vehicle sales, service loaners, leasing and financing contracts at customary conditions, compa- nies of the BMW Group concluded no further trans- actions with members of the Board of Management or Supervisory Board of BMW AG. This also applies to close members of the families of those persons. BMW Trust e. V., Munich, administers assets on a trustee basis to secure obligations relating to pensions in Germany and is therefore a related party of the BMW Group in accordance with IAS 24. This entity has no assets of its own. It had no income or expenses during the period under report. BMW AG bears ex- penses on an immaterial scale and performs services for BMW Trust e. V., Munich. For disclosures relating to the compensation of key management personnel, please see → note 43 and the Compensation Report. 41 Share-based remuneration The BMW Group provides three share-based pro- grammes: one for eligible employees, one for senior heads of department and one for members of the Board of Management. Employee Share Programme → see note 43 In connection with the Employee Share Programme, non-voting shares of preferred stock in BMW AG were granted in 2019 to qualifying employees at favourable conditions (see → note 31 for the number and price → see The total expense recognised in 2019 for the share- based remuneration component of current and former Board of Management members and senior heads of department was €1,979,477 million (2018: €609,890 million). of issued shares). Participants in the programme were entitled in 2019 to acquire packages of 10, 17 or 25 shares of preferred stock (2018: 7, 12 or 17) with a discount in each case of €13.00 (2018: €20.00) per share compared to the market price (average closing price in Xetra trading in the period from 5 November to 8 November 2019: €59.10). The programme was open to employees who have been in an employment relationship with BMW AG or by a wholly-owned BMW AG subsidiary in Germany, provided that the management of the subsidiary concerned has decid- ed to participate in the programme. At the date of the announcement of the programme, there was a requirement for the employment relationship to have existed without interruption for at least one year and for it to continue until the transfer of the shares of preferred stock. Shares of preferred stock acquired in conjunction with the Employee Share Programme are subject to a vesting period of four years, starting from 1 January of the year in which the shares were acquired. In the financial year under report, 744,447 (2018: 521,524) shares of preferred stock were acquired by employees. This figure includes 740,400 (2018: 521,500) shares out of Authorised Capital 2019, with the remainder bought back via the stock exchange. Every year the Board of Management of BMW AG decides whether the programme is to be continued. note 31 181 182 Group Financial Statements Notes to the Group Financial Statements → Other Disclosures Programme for senior heads of department and members of the Board of Management The share-based remuneration programme for qualify- ing senior heads of department, introduced with effect for financial years beginning after 1 January 2012, is closely based on the programme for Board of Manage- ment members and is aimed at rewarding a long-term, entrepreneurial approach to running the business on a sustainable basis. Under the terms of the programme, participants give a commitment to invest an amount equivalent to 20% of their earnings-related bonus in shares of BMW common stock and to hold the shares so acquired for a minimum of four years. With effect from 1 July 2019, the share-based compensation pro- gramme was revised and the investment requirement increased to 26% of the earnings-related bonus. In return for the investment requirement, BMW AG pays 100% of the investment amount as a net subsidy. Once the four-year holding period requirement has been fulfilled, the participants receive – for each three common stock shares held and at the Company's option - one additional share of common stock or the cash equivalent, to be decided at BMW AG's discretion. For financial years beginning after 1 January 2011, BMW AG has added a share-based remuneration component to the existing compensation system for Board of Management members. Members of the Board receive a cash compensation (investment component) for the specific purpose of investment - after tax and deductions in shares - of common stock of BMW AG. For financial years from 2018 onwards, the investment component cor- responds to 45% of the gross bonus. The investment component is paid after the end of the Annual General Meeting, at which the separate financial statements of BMW AG for the relevant financial year are pre- sented. The shares of common stock are purchased immediately after the investment component has been paid out. Shares of common stock purchased in this way by Board members are required to be held for a period of four years. At the end of the holding period, Board members receive from BMW AG, for every three shares of common stock held, either one additional share of common stock or the cash equivalent, to be decided at BMW AG's discretion. In the event of death or invalidity, special rules apply for early payment of share-based remuneration components based on the target amounts. Insofar the service contract is prematurely terminated and the Company has an extraordinary right of termination, or if the Board member resigns without the Company's agreement, entitlements to amounts as yet unpaid relating to share-based remuneration are forfeited. The members of the Board of Management in office at the end of the reporting period hold 36,921 shares of BMW common stock based on holding requirements arising from share-based remuneration for the finan- cial years 2015 to 2018 (2018: 65,960). The share-based remuneration component is measured at its fair value at each balance sheet date between grant and settlement date, and on the settlement date. The amounts are recognised as personnel expense on a straight-line basis over the vesting period and reported in the balance sheet as a provision. The cash-settlement obligation for the share-based remuneration component is measured at its fair value at the balance sheet date (based on the closing price of BMW AG common stock in Xetra trading at 31 December 2019). In the financial year 2019, the BMW Group recorded a personnel expense of €10 million (2018: €10 million) for the Employee Share Programme, corresponding to the difference between the market price and the reduced price of the shares of preferred stock pur- chased by employees. termination of board activity 7.1 3.9 The activities of the BMW Group are broken down into the operating segments Automotive, Motorcycles, Financial Services and Other Entities. Within the Automotive segment the BMW Group devel- ops, manufactures, assembles and sells automobiles and off-road vehicles, under the brands BMW, MINI and Rolls-Royce as well as spare parts, accessories and mobility services. BMW and MINI brand products are sold in Germany through branches of BMW AG and by independent, authorised dealerships. Sales outside Germany are handled primarily by subsidiary companies and by independent import companies in some markets. Rolls-Royce brand vehicles are sold in the USA as well as in China, Korea, Italy, Russia and Thailand via subsidiary companies and elsewhere by independent, authorised dealerships. Activities relating to the development, manufacture, assembly and sale of motorcycles as well as spare parts and accessories are reported in the Motorcycles segment. Automobile leasing, fleet business, multi-brand business, retail and dealership financing, customer deposit business and insurance activities are the main activities allocated to the Financial Services segment. Holding and Group financing companies are re- ported in the Other Entities segment. This segment also includes the operating companies BMW (UK) Investments Ltd. and Bavaria Lloyd Reisebüro GmbH, which are not allocated to one of the other segments. Internal management and reporting Segment information is prepared as a general rule in conformity with the accounting policies adopted for preparing and presenting the Group Financial Statements. Exceptions to this general principle include the treatment of inter-segment warranties, the earnings impact of which is allocated to the Automotive and Financial Services segments on the basis used internally to manage the business. In addition, intragroup repurchase agreements between the Automotive and Financial Services segments pursuant to IFRS 15, impairment allowances on intragroup receivables and changes in the value of consolidated other investments pursuant to IFRS 9 are also excluded. Intragroup leasing arrangements are not reflected in the internal management and reporting system on a IFRS 16 basis and therefore, in accordance with IFRS 8, do not give rise to any changes in the presentation of segment information. Inter-segment receivables and payables, provisions, income, expenses and profits are eliminated upon consolidation. Inter-segment revenues are based on market prices. Centralised functions are included in the segments concerned. Expenses for centralised administrative functions allocated to the Financial Services segment are not settled in cash. The role of “chief operating decision maker” with respect to resource allocation and performance assessment of the reportable segment is embodied in the full Board of Management. For this purpose, different measures of segment performance as well as segment assets are taken into account in the operating segments. The Automotive and Motorcycles segments are managed on the basis of return on capital employed (ROCE). The relevant measure of segment results used is therefore profit before financial result. Capital employed is the corresponding measure of segment assets used to determine how to allocate resources and comprises all current and non-current operational assets after deduction of liabilities used operationally which are generally not subject to interest (e.g. trade payables). The success of the Financial Services segment is mea- sured on the basis of return on equity (ROE). Profit before tax therefore represents the relevant measure of segment earnings. The measure of segment assets in the Financial Services segment corresponds to net assets, defined as total assets less total liabilities. The success of the Other Entities segment is assessed on the basis of profit or loss before tax. The corre- sponding measure of segment assets used to manage the Other Entities segment is total assets less asset- side income tax items and intragroup investments. 185 186 Group Financial For the purposes of presenting segment information, the activities of the BMW Group are divided into operating segments in accordance with IFRS 8. The segmentation follows the internal management and reporting system and takes account of the organ- isational structure of the BMW Group based on the various products and services of the reportable segments. Statements → Segment Information Segment information by operating segment is as follows: in € million Automotive Motorcycles Financial Services 2019 2018* 2019 2018 2019 2018* The accumulated amount of hedge-related fair value adjustments is €8 million for assets (2018: €15 million) and €1,012 million (2018: €243 million) for liabilities. 7 Notes to the Group Financial Statements Explanatory notes to segment information Information on reportable segments 45 SEGMENT INFORMATION 44 Compensation to members of the Supervisory Board 5.6 5.6 Fixed compensation and attendance fees 2.0 2.0 Variable compensation 3.6 3.6 Total expense 45.6 41.7 thereof due within one year 28.6 30.7 → Segment Information Notes to the Group Financial Statements Statements Group Financial 184 183 367 financial year that could have a major impact on the results of operations, financial position and net assets of BMW AG and the BMW Group. Current assessments and assumptions for the finan- cial year 2020, to the extent already known to the BMW Group, have been taken into account and described in the outlook report. Apart from these assessments, no further significant negative effects are known or can be estimated at the present time. However, further negative effects could arise in the course of the year. The continuing spread of the coronavirus and the impact on the business development of the BMW Group is being continually monitored. Based on current developments, the BMW Group expects that the increasing spread of the coronavirus and the necessary containment measures will have a nega- tive impact on BMW Group vehicle deliveries in all key sales markets. Risks also exist for upstream and downstream processes, for example, through possible bottlenecks due to supply shortages. For the Financial Services segment, risk provisioning expense is expected to increase. Events after the end of the reporting period On 30 January 2020, the World Health Organisation (WHO) declared an international health emergency due to the outbreak of coronavirus. Since 11 March the WHO has characterised the spread of the corona- virus as a pandemic. Pension obligations to current members of the Board of Management are covered by provisions amounting to €14.6 million (2018: €19.7 million), determined in accordance with IAS 19. Pension obligations to former members of the Board of Management and their surviving dependants, also determined in accordance with IAS 19, amounted to €113.1 million (2018: €91.0 million). The total remuneration of former members of the Board of Management and their dependants amounted to €16.0 million (2018: €9.2 million). Since the financial year 2018, variable cash com- pensation has been supplemented by a multi-year and future-oriented Performance Cash Plan (PCP). The PCP evaluation period comprises three years, the grant year and the two subsequent years. The PCP bonus is paid out after the end of the three-year evaluation period. No other events have occurred since the end of the -22 693 5 -51 -2 Closing balance at 31 December 2018 940 -614 -13 -262 12 179 180 Group Financial Statements Notes to the Group Financial Statements → Other Disclosures The nominal amount of hedging instruments directly affected by the reform of benchmark interest rates is ¬ €11,269 million (of which USD LIBOR €8,949 million, GBP LIBOR €1,907 million). Reclassification to acquisition costs for inventories 40 Transactions of Group entities with related parties were carried out without exception in the normal course of business with each of the parties concerned and at market conditions. in € million Supplies and services performed 2019 7 A significant proportion of the BMW Group's transac- tions with related parties relates to the joint venture BMW Brilliance Automotive Ltd. Supplies and services received 2018 2019 Receivables Payables at 31 December at 31 December Related party relationships 2018 7 -68 5 8 1 -6 5 in € million Currency risks Interest rate risk Designated component Costs Costs of hedging of hedging Raw material price risk Designated component Costs 33 of hedging 1,875 6 235 Change in fair value during the reporting period 120 -966 -20 -453 14 Reclassification to profit or loss for continuing hedge relationships -987 319 for terminated hedge relationships Opening balance at 1 January 2018 2019 2018 2019 34 DELTON Logistics S.à r.l. 1,473 21,596 14 1,871 2,235 DELTON Technology SE 6 SOLARWATT GmbH 453 358 1 8 20 4 2,529 2,322 462 UnternehmerTUM GmbH 104 58 EnviroChemie GmbH 28 2,651 107 401 1,527 52 355 341 65 ALTANA AG 23,386 3,536 2,065 2018 BMW Brilliance Automotive Ltd. 9,227 7,691 107 99 2,639 1,829 496 772 Stefan Quandt, Germany, is a shareholder and Deputy Chairman of the Supervisory Board of BMW AG. He is also the sole shareholder and Chairman of the Supervisory Boards of DELTON Health AG, Bad Homburg v.d.H., and DELTON Technology SE, Bad Homburg v.d.H., as well as the sole shareholder of DELTON Logistics S.à r.l., Grevenmacher, which via its subsidiaries, performed logistic-related services for the BMW Group during the financial year 2019. In addition, the Delton companies held by Stefan Quandt acquired vehicles from the BMW Group by way of leasing. Stefan Quandt, Germany, is also the indirect major- ity shareholder of SOLARWATT GmbH, Dresden. Cooperation arrangements are in place between the BMW Group and SOLARWATT GmbH, Dresden, within the field of electric mobility. The focus of this cooperation is on the provision of complete photo- voltaic solutions for rooftop systems and carports to BMW i customers. In 2019 SOLARWATT GmbH, Dresden, acquired vehicles from the BMW Group by way of leasing. Susanne Klatten, Germany, is a shareholder and member of the Supervisory Board of BMW AG and also a shareholder and Deputy Chairwoman of the Supervisory Board of ALTANA AG, Wesel. In 2019, ALTANA AG, Wesel, acquired vehicles from the BMW Group, mainly by way of leasing. Susanne Klatten, Germany, is also the sole share- holder and Chairwoman of the Supervisory Board of UnternehmerTUM GmbH, Garching. In 2019, the BMW Group bought in services from Unterne- hmerTUM GmbH, Garching, mainly in the form of consultancy and workshop services. In addition, Susanne Klatten, Germany, and Stefan Quandt, Germany, are indirectly sole shareholders of Entrust Datacard Corp., Shakopee, Minnesota. Stefan Quandt is also a member of the supervisory board of this entity. In 2019, Entrust Datacard Corp., Shakopee, Minnesota, acquired vehicles from the BMW Group by way of leasing. Seen from the perspective of BMW Group entities, the volume of transactions with the above-mentioned entities was as follows: in € thousand DELTON Health AG (formerly DELTON AG) 2018 2019 2018 Payables at 31 December 2019 27 at 31 December 2018 2019 2018 Supplies and services received 2019 Supplies and services performed Receivables Hedge relationships give rise to the following effects: * Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. 208,938 → Report of the Meetings Manfred Schoch Dr.-Ing. Norbert Reithofer Supervisory Board Member The attendance rate at the meetings of the Supervisory Board and its committees was 99.6% overall. The following table shows attendance by individual member: Disclosure of attendance at meetings by individual members The composition of the Presiding Board and the committees of the Supervisory Board remained unchanged during the financial year 2019. The Supervisory Board plans to make a mutually agreed change to the position of chair of the Audit Committee directly following the 2020 Annual General Meeting. As in the past, the future chairperson also needs to meet the required criteria as an independent financial expert. The composition of the Supervisory Board and its committees is contained in the Corporate Governance Report and the Statement on Corporate Governance, which is available on our website. You can also find the curricula vitae of the Supervisory Board members on our website. Messrs Franz Haniel, Ralf Hattler and Jürgen Wechsler resigned from the Supervisory Board with effect from the end of the Annual General Meeting 2019. We would like to thank all three of them for their faithful, constructive cooperation during their respective periods of office on the Supervisory Board. Mr Haniel was a member of the Supervisory Board for a period of 15 years. Composition of the Supervisory Board, the Presiding Board and the Supervisory Board's committees Peter Schwarzenbauer left the Board of Management on 31 October 2019 after reaching the stipulated retirement age. We wish to thank him for his dedication, his excellent work and the dynamic contribution he made to the field of digitalisation in particular. As part of the realignment of Board member portfolios, Mr Pieter Nota has been given combined responsibility for all BMW Group brands as head of "Customer, Brands, Sales" and the size of the Board has been reduced overall. In 2019, we resolved to extend the mandate of one Board of Management member. With effect from 1 November 2019, Ilka Horstmeier was appointed member of the Board of Management with responsibility for Human Resources and as Labour Relations Director. Ms Horstmeier has worked for the BMW Group since 1995, most recently as Managing Director of the Dingolfing plant. The mandate of Milagros Caiña Carreiro-Andree was terminated by mutual agreement with effect from 31 October 2019. We would like to thank Ms Caiña Carreiro-Andree for her positive contribution to the further development of human resource policies throughout the BMW Group. With effect from 1 October 2019, Dr Milan Nedeljković was appointed member of the Board of Management and assumed responsibility for Production. Dr Nedeljković joined the BMW Group in 1993 and, after serving as Managing Director of the Leipzig and Munich production plants, most recently worked as Senior Vice President for Corporate Quality. On 16 August 2019, Dr Andreas Wendt was temporarily given Board responsibility for Production in addition to his role as Board member responsible for the Purchasing and Supplier Network. The Supervisory Board appointed Oliver Zipse as Chairman of the Board of Management with effect from 16 August 2019. Mr Zipse initially became a Board of Management member with responsibility for Production in 2015 and has worked for the BMW Group since 1991. Apart from his expertise in the field of production, he has also gained a wealth of experience in various strategic management functions. The mandate of the Chairman of the Board of Management, Harald Krüger, was terminated by mutual agreement on 15 August 2019, after Mr Krüger had previously informed the Chairman of the Supervisory Board that he was not available for a further term of office. We wish to thank Mr Krüger for his outstanding work and the key momentum he provided with great enthusiasm during his long tenure at the BMW Group as Chairman and Member of the Board of Management as well as in his previous functions. The Supervisory Board made several decisions regarding the composition of the Board of Management during the 2019 financial year: Composition of the Board of Management Supervisory Board → Report of the Attendance Attendance in % Stefan Quandt Stefan Schmid 5 5 100 5 5 95 21 100 21 21 100 22 100 21 21 100 22 22222 Dr. Kurt Bock Christiane Benner Dr. Karl-Ludwig Kley To Our Shareholders 14 13 The Mediation Committee, which is prescribed by law, did not need to convene during the financial year 2019. With regard to Board of Management compensation, the Supervisory Board spent a significant amount of time addressing issues related to the Act on the Implementation of the Second Share- holder Rights Directive (ARUG II) and the new version of the German Corporate Governance Code as well as assessing any resulting need for change at the BMW Group. We intend to revise the compensation system for the Board of Management during the financial year 2020 and will put forward the revised system for shareholder approval at the Annual General Meeting to be held in the financial year 2021. The Board of Management also reported on the current status of diversity concepts for the Group. In the third quarter, the Supervisory Board conferred extensively on the BMW Group's fore- casts for the period from 2020 to 2025. In this context, the Board of Management outlined the currently volatile nature of external business conditions, highlighting in particular risks arising from trade policies and weaker economic forecasts for certain markets. The potential impact of a range of risk scenarios on forecasts was also discussed at length. After a thorough examination, the Supervisory Board approved the BMW Group's long-term corporate forecast. Based on this long-term assessment, the Board of Management presented the annual budget for the financial year 2020, which the Supervisory Board likewise deliberated upon at length. We paid particular attention to the implementation of Strategy NUMBER ONE > NEXT. The Board of Management elaborated on the current status, highlighting changes in the market environment attributable to trade conflicts, regulatory issues - especially fleet CO2 emis- sions - as well as corporate social responsibility considerations. Together with the Board of Management, we discussed in detail the decisions reached and measures taken to implement the strategy over the past 12 months. The Board of Management reported in detail on its strategies adopted for brands and design, for products as well as for customer experience and services, focusing in particular on the expansion of the Group's electrified product portfolio and the luxury segment. The strategic fields of technology and digitalisation were also the subject of intensive debate, specifically focusing on the core topics of electric mobility and automated driving. The Supervisory Board also deliberated at length on important issues arising in the Board of Management's various areas of responsibility. For instance, the Board of Management presented the core elements of the Group's Finance function, including a description of its financing strategy. We also considered the strategy and risk profile of the Financial Services segment. In addition to strategy realignment within the sales organisation, a further topic of focus was the contribution of the Purchasing and Supplier Network to the profitability and future viability of the BMW Group. The Board of Management reported in detail on the current status of and overall strategy regarding the BMW brand. The Board of Management also informed us about important current topics such as the opening of the BMW plant in Mexico, the Battery Cell Competence Centre in Munich and the new #NEXTGen technology and future fair held at the BMW Welt site in Munich. The Board of Management also reported on the state of negotiations with FC Bayern and the BMW Group's participation at the IAA in Frankfurt. Moreover, the Board of Management kept the Supervisory Board well informed on matters of product quality, the joint venture with Great Wall Motor and the cooperation with Northvolt in the field of battery cell production. In its regular reports on the BMW Group's current situation, the Board of Management report- ed to the Supervisory Board on new models and model revisions in the Automotive and Motorcycles segments, delivery volumes (in particular of electrified models) and the competitive situation, as well as the development of new and total business volume in the Financial Services segment. Any variances from budget were also brought to the Supervisory Board's attention. The Board of Management's status reports also covered changes in the workforce size as well as economic developments in key markets. Supervisory Board → Report of the To Our Shareholders 10 9 I personally held a number of individual discussions with investor representatives on Super- visory Board-related matters, especially in light of the planned changes to the German Cor- porate Governance Code. The main topics discussed were the compensation of the Board of Management, the independence of Supervisory Board members and the planned change in the compensation system for the Supervisory Board. The Audit Committee and the full Supervisory Board also deliberated at great length on the challenges posed by trade conflicts as well as the various Brexit scenarios. The work of the Supervisory Board focused in particular on the strategic development of the BMW Group against the backdrop of digitalisation and electrification, including the core topic of automated driving. Key cooperations, such as the joint venture with Daimler in the field of mobility services, were subject to intensive scrutiny. The Supervisory Board continuously monitored the running of the business in a thorough manner and advised the Board of Management on matters relating to the management and further development of the BMW Group. In five meetings of the full Supervisory Board (including one two-day meeting), we deliberated in detail with the Board of Management on the performance of the BMW Group. The Board of Management also kept the Supervisory Board well informed on matters of particular significance between meetings. Furthermore, the Chairman of the Supervisory Board was in frequent direct contact with the Chairman of the Board of Management, as was the Chairman of the Audit Committee with the Chief Financial Officer regarding current topics. In 2019, we made major decisions regarding the leadership of the BMW Group, with Mr Oliver Zipse designated as new Chairman of the Board of Management and two new members appointed to the Board. Focus of the Supervisory Board's activities during the past financial year The Supervisory Board performed the duties incumbent upon it with the utmost diligence. With its product portfolio firmly on the right track, the BMW Group is well positioned to meet the challenges posed by technological change. The BMW Group faced numerous challenges in 2019. Despite retaining its leading position in the premium segment in terms of delivery volumes, it did not generate the level of earnings we aspire to. In our capacity as Supervisory Board, we stand firmly behind the Board of Man- agement's objective of increasing profitability again in the coming years and continuing in the long and highly successful tradition of the BMW Group despite the difficult global economic conditions. Customer focus is always our highest priority. At the same time, the BMW Group is committed to assuming a pioneering role in the field of sustainability. The importance we attach to this topic is most evident in the rapid expansion of our range of electrified vehicles driven by the BMW Group's new model offensive this year. Dear Shareholders, For the financial year 2019, the Supervisory Board examined the structure and level of compen- sation paid to the members of the Board of Management. In this context, we took into account trends in Group business performance, executive manager compensation and the remuneration of BMW Group employees in Germany. Based on comparative studies conducted by an external compensation consultant, we concluded that the compensation of the members of the Board of Management is commensurate. Detailed information on the compensation of the Board of Management is contained in the Compensation Report. 100 We also addressed the compensation of the Supervisory Board, which has remained unchanged since 2013, and spoke in favour of changing to a purely fixed compensation model. A corresponding proposal will be submitted for shareholder approval at the Annual General Meeting 2020. We also reviewed current targets for the composition of the Supervisory Board and the com- petency profile set out for its members. We concluded that the composition of the Supervisory Board at 31 December 2019 was in line with the targets stipulated in the diversity concept, the competency profile and other composition targets. In view of the major strategic importance of automated driving, we have decided to expand our competency profile to include the fields of digitalisation and artificial intelligence. The composition targets for the financial year 2020 were further developed in line with the recommendations contained in the draft version of the new German Corporate Governance Code. An overview of the members of the Supervisory Board, describing their specific fields of expertise, is available in the Statement on Corporate Governance on our website. The Nomination Committee held one meeting during the financial year 2019, at which it addressed the subject of succession planning for shareholder representatives on the Supervisory Board going forward, taking into account the composition targets decided upon by the Supervisory Board. A key aspect of the Personnel Committee's work during its five meetings held during 2019 involved preparing decisions in connection with the composition of the Board of Management. The Personnel Committee held discussions on Board of Management compensation, not least against the background of the implementation of ARUG II and revision of the German Corporate Governance Code. In individual cases it also granted approval for Board of Management members to assume mandates outside the Group. Furthermore, the main results of the audits conducted by Group Internal Audit, along with details of further audit planning, were reported to the Audit Committee. The Audit Committee also discussed risk management and the BMW Group's current risk profile as well as the internal control system and the report on major legal disputes. The EMIR audit report ("European Market Infrastructure Regulation”) pursuant to § 32 of the German Securities Trading Act (WPHG) was also presented to the Audit Committee by an auditor, and the effectiveness of the system in place at BMW AG to ensure compliance with regulatory requirements was confirmed. The Audit Committee concurred with the decision of the Board of Management to raise the Company's share capital in accordance with Article 4 (5) of the Articles of Incorporation (Authorised Capital 2019) by €740,400 and to issue a corresponding number of new non-voting bearer shares of preferred stock in conjunction with an Employee Share Programme. The Board of Management also reported in detail to the Audit Committee on the mutually agreeable completion of proceedings initiated by the German Federal Cartel Office in 2016 regarding the purchase of long steel by the BMW Group. The proceedings were terminated in November 2019 with the imposition of a fine of €28 million, which the Company did not contest. The Board of Management stressed that the exchange of information in question had no effect on the selling prices of BMW Group vehicles. At the following meeting of the Supervisory Board, the Chairman of the Audit Committee reported on these matters in great detail. At the recommendation of the Audit Committee, the Supervisory Board decided to obtain a second opinion from an independent antitrust law expert in addition to the advice received from the law firm engaged by the Company. At a subsequent meeting of the Audit Committee, the expert confirmed the Company's legal opinion and its defence strategy. The Audit Committee continued to deal intensively with the EU Commission's investigation into the antitrust allegations in connection with the former working groups of several German automobile manufacturers. Subsequent to receiving the EU Commission's Statement of Objec- tions in April 2019, which resulted in the BMW Group recognising a significant provision for a possible fine, the Audit Committee held a separate meeting on this topic. At that meeting, the Audit Committee was provided with detailed information concerning allegations made by the EU Commission and was fully briefed on the Company's viewpoint, which denies the allegations and intends to contest them - with all the legal means at its disposal if necessary. The Company's Chief Legal Counsel and a representative of the law firm engaged by the Company explained the Company's legal position to the Committee. In February 2019, the Board of Management informed the Audit Committee of the result of the proceedings conducted by the Public Prosecutor's Office Munich regarding a faulty software update. Based on its classification as a misdemeanour, a fine of €8.5 million was imposed, which the Company accepted. The investigations undertaken by the Public Prosecutor did not identify any evidence of test-stand-related defeat devices, fraud or any other deliberate legal violations. "Compliance 4.0". During the year under report, the Audit Committee again dealt intensively with the topic of compliance within the BMW Group. In his regular report, the Chairman of the Com- pliance Committee provided a summary of ongoing compliance-related proceedings and presented the improvements being made to the compliance system, which is now known as The quarterly financial reports were discussed with the Board of Management prior to their publication. Representatives of the external auditors were present when the Half-Year Financial Report was discussed at the end of July 2019. The Audit Committee discussed PwC's fee proposal for the audits of the Company and Group Financial Statements 2019 and for the review of the Half-Year Financial Report, and deemed it appropriate. Following the approval at the Annual General Meeting held in May 2019, the Audit Committee appointed PwC for the relevant engagements and specified audit focus areas. It also approved the scope of non-audit services to be provided by PwC and subsequently received regular reports on the relevant matters. The meeting held in February 2019 focused primarily on preparing for the Supervisory Board meeting at which the financial statements and on the planned change of the Group auditor were examined. The committee recommended to the full Supervisory Board that Pricewa- terhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft (PwC) be elected as Company and Group auditor at the Annual General Meeting 2019. Prior to this, PwC issued a Declaration of Independence, and the planned scope of non-audit services to be provided by PwC was discussed. In connection with the audits of the financial statements for the financial year 2018, which were performed for the last time by KPMG Wirtschaftsprüfungsgesellschaft mbH, the Audit Committee considered the scope of non-audit services provided by KPMG entities to the BMW Group in 2018. There were no indications of conflicts of interest, grounds for exclusion or lack of independence on the part of the auditor. The Audit Committee held five meetings and two telephone conference calls during the financial year 2019. The Presiding Board convened four times during the year under report. Its focus was on preparing the detailed agenda of full Supervisory Board meetings, unless a committee was responsible for doing so. Working closely with the Board of Management and senior heads of department, we made suggestions for topics to be reported on at Supervisory Board meetings. Furthermore, the Presiding Board devoted time to following the latest developments regarding corporate governance. Description of Presiding Board and committee work The Supervisory Board has established a Presiding Board and four committees, whose work during the financial year 2019 was reported on by their respective chairpersons at the subsequent meetings of the full Supervisory Board. You can read more about the tasks, the composition and the working methods of the Presiding Board and the various committees of the Supervisory Board in the Statement on Corporate Governance on our website. Supervisory Board To Our Shareholders 12 11 We reviewed the efficiency of our work on the Supervisory Board and prepared for the related deliberations within the full Supervisory Board based on a questionnaire and detailed individual discussions between the Chairman and all members. Overall, the work of the Supervisory Board was deemed efficient and given a positive assessment. Valuable feedback and suggestions relating to the work of the Supervisory Board were welcomed and will be taken up in the new financial year. No conflicts of interest pertaining to members of the Supervisory Board arose during the year under report. Significant transactions with Supervisory Board members and other related parties as defined by IAS 24, including their close relatives and intermediary entities, were examined on a quarterly basis. We also deliberated intensively on corporate governance within the BMW Group and the application of the recommendations contained in the German Corporate Governance Code. In December, the Board of Management and the Supervisory Board issued their Declaration of Compliance with the German Corporate Governance Code. We intend to fully comply with all recommendations made in the Code in the version dated 7 February 2017, which was valid at the date of the Declaration. The wording of the Declaration of Compliance is available in the Statement on Corporate Governance on our website. Verena zu Dohna-Jaeger¹ We therefore wish to express our gratitude to him in particular for his many years of loyal service to the BMW Group. Within the framework of elections pursuant to the German Co-Determi- nation Act, the employees elected Verena zu Dohna-Jaeger and Dr Thomas Wittig as members of the Supervisory Board, the former as representative of IG Metall and the latter as executive staff representative. The remaining employee representatives were re-elected. The Annual General Meeting elected Dr Vishal Sikka, founder and CEO of Vianai Systems, Inc., as a new member of the Supervisory Board. Susanne Klatten and Stefan Quandt, both entrepreneurs, were re-elected as shareholder representatives. 4 PwC audited the Company and Group Financial Statements of BMW AG for the financial year 2019 as well as the Combined Company and Group Management Report - as authorised for issue by the Board of Management on 10 March 2020 - and issued an unqualified audit opinion, signed by the auditor Petra Justenhoven as independent auditor (Wirtschaftsprüferin) and by Andreas Fell as independent auditor (Wirtschaftsprüfer) and auditor responsible for the performance of the engagement. PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft ("PwC") was appointed as auditor for the first time for the financial year 2019. PwC conducted a review of the condensed Interim Group Financial Statements and Interim Group Management Report for the six-month period ended 30 June 2019 and presented the findings of its review to the Audit Committee. No issues were identified that might indicate that the condensed Interim Group Financial Statements and Interim Group Management Report had not been prepared in accordance with the applicable provisions in all material respects. Examination of financial statements, including the separate non-financial report and the proposal for the appropriation of profits Supervisory Board → Report of the To Our Shareholders 16 15 100 5 5 100 4 4 100 1 1 100 4 4 100 At its meeting held on 27 February 2020, the Audit Committee initially considered in detail the preliminary version of the Company and Group Financial Statements for the finan- cial year 2019, the Combined Management Report (including the Statement of Corporate Governance), the auditor's long-form reports and the Board of Management's proposal for the appropriation of profits. Immediately after authorising their issue, the Board of Management submitted the Company and Group Financial Statements for the 2019 financial year, the Combined Management Report (including the Statement of Corporate Governance) and the proposal for the appropriation of profits to the Supervisory Board. The long-form audit reports of the auditor were also made available to the Supervisory Board without delay. At its meeting on 12 March 2020, the Audit Committee carefully examined and deliberated on these documents before they were considered in detail at the plenary session of the Supervisory Board. Chairman of the Board of Management Oliver Zipse Management of the Board of → Statement of the Chairman Shareholders To Our 18 17 Norbert Reithofer Chairman of the Supervisory Board 5 Yours Munich, 17 March 2020 The readiness of our employees to deliver outstanding performance alongside their passion and enthusiasm for the enterprise and its products make us confident in the ability of the BMW Group to successfully shape individual mobility as a technological pioneer moving forward. We wish to express our appreciation to the members of the Board of Management and the entire workforce of the BMW Group worldwide for their commitment and joint achievements in the financial year 2019. Expression of appreciation by the Supervisory Board 4 Due to the rapidly deteriorating situation caused by the proliferation of coronavirus, the Board of Management resolved on 16 March 2020 to revise the forecast for the financial year 2020 and to draw up the Company and Group Financial Statements anew, together with the Combined Management Report. In a telephone conference of the Audit Committee held on the same day, the Board of Management reported in detail on the adjustments made. Representatives of the auditor reported on the supplementary audit performed and the findings identified and confirmed that no objections had arisen in the course of this work. After thorough examination and deliberation, the Audit Committee recommended that the Supervisory Board approve the revised versions of the Company and Group Financial Statements for the financial year 2019. After concluding its own examination, the Supervisory Board determined that it had no objections and accordingly approved the revised versions of the Company and Group Financial Statements for the financial year 2019 on 17 March 2020. The Company Financial Statements have therefore been adopted. We also examined the proposal of the Board of Management to use the unappropriated profit to pay a dividend of €2.50 per share of common stock and €2.52 per share of non-voting preferred stock, in each case on shares entitled to receive a dividend. We consider the proposal appropriate and have therefore given it our approval. Based on a thorough examination conducted by the Audit Committee and the full Supervisory Board, we concurred with the results of the external audit. In accordance with the conclusion reached after the examination by the Audit Committee and the Supervisory Board, no objections were raised. The Group and Company Financial Statements of Bayerische Motoren Werke Aktiengesellschaft for the financial year 2019 drawn up by the Board of Management were subsequently approved at our meeting held on 12 March 2020. The representatives of the external auditor confirmed that the risk management system estab- lished by the Board of Management is capable of identifying at an early stage any developments that might threaten the Company's going-concern status. They confirmed that no material weaknesses in the internal control system and risk management system with regard to the financial reporting process were identified. Similarly, they did not identify in the course of their audit work any facts that were inconsistent with the contents of the Declaration of Compliance pursuant to § 161 of the German Stock Corporation Act (AktG) issued by the Board of Management and the Supervisory Board. At the respective meetings, the Board of Management provided the Audit Committee and the Supervisory Board with detailed explanations of the financial reports presented. Representatives of the external auditor were also present at both meetings. They reported on the main findings of their audit, explained the key audit matters and answered additional questions put by members of the Audit Committee and the Supervisory Board. The Audit Committee and the Supervisory Board reviewed the key audit issues and the related audit procedures in great detail. On behalf of the Supervisory Board 5 Furthermore, in conjunction with the presentation of the Sustainable Value Report, the Audit Committee and the Supervisory Board considered the separate non-financial report of BMW AG (Company and Group) at 31 December 2019 drawn up by the Board of Management. The Board of Management provided a detailed explanation of the reports at the meetings. Repre- sentatives of the auditor presented the main findings of their audit and answered additional questions put by the members of the Supervisory Board. PwC performed a “limited assurance" review of these reports and issued an unqualified statement thereon. The Supervisory Board acknowledged and approved the separate non-financial report (Company and Group) drawn up by the Board of Management. 5 Prof. Dr. Renate Köcher 100 6 6 Susanne Klatten 80 4 5 Prof. Dr. Reinhard Hüttl 100 5 5 Dr.-Ing. Heinrich Hiesinger 1 1 Ralf Hattler² 100 1 1 Franz Haniel² 100 100 5 5 100 Horst Lischka 100 100 5 5 2 Supervisory Board Member until 16 May 2019 Werner Zierer Dr. Thomas Wittig' Jürgen Wechsler² 5 Dr. Vishal Sikka¹ Brigitte Rödig 1 Supervisory Board Member since 16 May 2019 Simone Menne 100 5 5 5 Willibald Löw 100 Dr. Dominique Mohabeer 5 1,480 160 100 Financial Services Vehicle Trust, Wilmington, Delaware 889 -670 692 BMW Financial Services NA LLC, Wilmington, Delaware 968 100 100 586 BMW Canada Inc., Richmond Hill, Ontario 100 452 0 100 0 0 174 0 0 0 2,281 0 0 0 The Americas BMW (US) Holding Corp., Wilmington, Delaware BMW Manufacturing Co. LLC, Wilmington, Delaware BMW Bank of North America Inc., Salt Lake City, Utah 4,012 529 0 100 BMW Financial Services de Mexico S.A. de C.V. SOFOM, Mexico City 493 BMW de Argentina S.A., Buenos Aires Rolls-Royce Motor Cars NA LLC, Wilmington, Delaware BMW Leasing de Mexico S.A. de C.V., Mexico City BMW Insurance Agency Inc., Wilmington, Delaware BMW Consolidation Services Co. LLC, Wilmington, Delaware 100 100 100 100 100 100 BMW Leasing do Brasil S.A., São Paulo 100 0 100 BMW of North America LLC, Wilmington, Delaware BMW of Manhattan Inc., Wilmington, Delaware BMW de Mexico S.A. de C.V., Mexico City 632 100 BMW do Brasil Ltda., Araquari 179 9 100 100 BMW US Capital LLC, Wilmington, Delaware -97 100 BMW Financeira S.A. Credito, Financiamento e Investimento, São Paulo 100 BMW SLP, S.A. de C.V., Villa de Reyes 100 140 0 Bayerische Motoren Werke Aktiengesellschaft 0 Non-current assets 2018* 2019 2018* Germany 13,428 13,556 39,237 34,856 China 20,564 18,959 199 90 USA Rest of Europe Rest of Asia 100 10,975 11,344 15,284 17,373 31,154 2019 32,805 22,470 15,979 19,720 Eliminations Other regions Rest of the Americas 21,297 External revenues in € million Information by region BLMC Ltd., Farnborough Sutum ROM GmbH, Salzburg 11, 14 13 Bavarian Sky S.A., Compartment German Auto Loans 6, Luxembourg 13 Bavarian Sky S.A., Compartment German Auto Loans 7, Luxembourg¹ Bavarian Sky S.A., Compartment German Auto Loans 8, Luxembourg 13 Bavarian Sky S.A., Compartment German Auto Loans 9, Luxembourg 13 Bavarian Sky S.A., Compartment German Auto Leases 5, Luxembourg 13 Bavarian Sky S.A., Compartment A, Luxembourg 13 Bavarian Sky S.A., Compartment B, Luxembourg 13 Triumph Motor Company Ltd., Farnborough Bavarian Sky Europe S.A. Compartment A, Luxembourg 13 Bavarian Sky UK 1 plc, London 13 Bavarian Sky UK 2 plc, London 13 Bavarian Sky UK A Ltd., London 13 Bavarian Sky UK B Ltd., London 13 Bavarian Sky UK C Ltd., London 13 100 Bavarian Sky FTC, Compartment French Auto Leases 3, Paris 13 0 BMW Central Pension Trustees Ltd., Farnborough Alphabet Luxembourg S.A., Leudelange In the information by region, external sales are based on the location of the customer. The information dis- closed for non-current assets relates to property, plant and equipment, intangible assets and leased products. Eliminations disclosed for non-current assets relate to leased products. In the reconciliation of segment assets to Group assets, eliminations relate mainly to intragroup financing balances. The reconciliation of segment figures to the corre- sponding total Group figures shows the elimination of inter-segment items. Revenues with other segments result mainly from the sale of vehicles, for which the Financial Services segment has concluded a financing or lease contract. Eliminations of inter-segment items in the reconciliation to the Group profit before tax, capital expenditure and depreciation and amortisation mainly result from the sale of vehicles in the Automo- tive segment, which are subsequently accounted for as leased vehicles in the Financial Services segment. 7 Dr.-Ing. Andreas Wendt Dr. Nicolas Peter Pieter Nota Riley Motors Ltd., Farnborough Dr. Milan Nedeljković Klaus Fröhlich Oliver Zipse The Board of Management 100 100 100 Ilka Horstmeier BMW Acquisitions Ltda., São Paulo BMW Asia Pte. Ltd., Singapore SB Acquisitions LLC, Wilmington, Delaware 100 100 100 100 100 1,756 BMW Holding Malaysia Sdn Bhd, Kuala Lumpur PT BMW Indonesia, Jakarta 100 BMW Asia Technology Centre Sdn Bhd, Kuala Lumpur 100 51 BMW China Services Ltd., Beijing BMW Malaysia Sdn Bhd, Kuala Lumpur 100 45 107 100 BMW Korea Co. Ltd., Seoul 196 32 100 BMW Leasing (Thailand) Co. Ltd., Bangkok BMW India Private Ltd., Gurgaon 174 100 BMW India Financial Services Private Ltd., Gurgaon 112 1 100 BMW Manufacturing (Thailand) Co. Ltd., Rayong 18 BMW Credit (Malaysia) Sdn Bhd, Kuala Lumpur BMW Asia Pacific Capital Pte Ltd., Singapore BMW Lease (Malaysia) Sdn Bhd, Kuala Lumpur Notes to the Group Financial Statements → List of Investments at 31 December 2019 2019-2 ABL, Tokyo 13 2019-3 ABL, Tokyo 13 Bavarian Sky China 2018-1, Beijing 13 Bavarian Sky China 2018-2, Beijing 13 Bavarian Sky China 2019-1, Beijing 13 Bavarian Sky China 2019-2, Beijing 13 Group Financial Statements Bavarian Sky China 2019-3, Beijing 13 BMW Australia Finance Ltd., Mulgrave BMW Australia Ltd., Melbourne BMW Financial Services New Zealand Ltd., Auckland BMW New Zealand Ltd., Auckland BMW Sydney Pty. Ltd., Sydney BMW Melbourne Pty. Ltd., Melbourne Oceania 83 2018-3 ABL, Tokyo 13 2019-1 ABL, Tokyo 13 0 BMW Tokio Corp., Tokyo 2015-2 ABL, Tokyo 13 2016-1 ABL, Tokyo 13 2016-2 ABL, Tokyo 13 2017-1 ABL, Tokyo 13 2017-2 ABL, Tokyo 13 194 2017-3 ABL, Tokyo 13 2018-2 ABL, Tokyo 13 g| g| g| g| ༠༐ ༠༐ ༠༐ ༠༐ ༠༐ ༠༐ 100 100 100 0 2018-1 ABL, Tokyo 13 205 BMW (Thailand) Co. Ltd., Bangkok 58 100 100 100 100 100 OO 100 0 0|0| 0 0 0 0 0 0 0 193 BMW Canada Auto Trust 2018-1, Richmond Hill, Ontario¹³ BMW Auto Leasing LLC, Wilmington, Delaware BMW FS Securities LLC, Wilmington, Delaware 100 100 100 100 BMW Canada Auto Trust 2019-1, Richmond Hill, Ontario 13 100 100 BMW Manufacturing LP, Woodcliff Lake, New Jersey BMW FS Receivables Corp., Wilmington, Delaware BMW Receivables 1 Inc., Richmond Hill, Ontario BMW Receivables Ltd. Partnership, Richmond Hill, Ontario BMW Receivables 2 Inc., Richmond Hill, Ontario BMW Extended Service Corp., Wilmington, Delaware BMW Vehicle Lease Trust 2017-2, Wilmington, Delaware 13 BMW Vehicle Lease Trust 2018-1, Wilmington, Delaware¹³ BMW Vehicle Lease Trust 2019-1, Wilmington, Delaware 13 BMW Vehicle Owner Trust 2016-A, Wilmington, Delaware 13 BMW Vehicle Owner Trust 2018-A, Wilmington, Delaware 13 BMW Vehicle Owner Trust 2019-A, Wilmington, Delaware 13 BMW Floorplan Master Owner Trust Series 2018-1, Wilmington, Delaware 13 BMW Canada 2018-A, Richmond Hill, Ontario 13 BMW Canada Auto Trust 2017-1, Richmond Hill, Ontario 13 BMW FS Funding Corp., Wilmington, Delaware BMW Facility Partners LLC, Wilmington, Delaware BMW Manufacturing Indústria de Motos da Amazônia Ltda., Manaus 0 861 541 65 100 BMW China Automotive Trading Ltd., Beijing 502 456 BMW Japan Finance Corp., Tokyo 100 232 64 100 Herald International Financial Leasing Co. Ltd., Tianjin 228 29 BMW Japan Corp., Tokyo BMW (South Africa) (Pty) Ltd., Pretoria 100 568 109 100 BMW Financial Services (South Africa) (Pty) Ltd., Midrand SuperDrive Investments (RF) Ltd., Cape Town 13 167 11 100 49 0 Asia BMW Automotive Finance (China) Co. Ltd., Beijing BMW Financial Services Korea Co. Ltd., Seoul 2,441 321 58 Africa 1,565 Alphabet Austria Fuhrparkmanagement GmbH, Salzburg 3,591 100 90 373 BMW (UK) Ltd., Farnborough 191 100 43 380 100 44 495 100 97 578 100 193 968 55 100 BMW Financial Services (GB) Ltd., Farnborough 1,085 219 100 BMW Russland Trading OOO, Moscow BMW (Schweiz) AG, Dielsdorf BMW (UK) Manufacturing Ltd., Farnborough BMW Finance S.N.C., Guyancourt BMW Italia S.p.A., San Donato Milanese 1,020 95 100 BMW Motoren GmbH, Steyr 291 189 100 35 BMW Finance N.V., The Hague 211 BMW Austria Leasing GmbH, Salzburg 176 BMW Financial Services Scandinavia AB, Sollentuna 225 165 138 11 Alphabet Nederland B.V., Breda 10 BMW Vertriebs GmbH, Salzburg 129 29 BMW Austria Bank GmbH, Salzburg 1,125 BMW France S.A.S., Montigny-le-Bretonneux 34 BMW i Ventures SCS SICAV-RAIF, Senningerberg 288 20 100 ALPHABET (GB) Ltd., Farnborough 277 100 58 Rolls-Royce Motor Cars Ltd., Farnborough 233 91 100 BMW Iberica S.A., Madrid 228 100 BMW España Finance S. L., Madrid 100 7 Europe 12 BMW Holding B.V., The Hague Equity in € million Profit/loss in € million Capital invest- ment in % FOREIGN² 4,594 100 3,558 100 1,988 100 327 -6 1 LARGUS Grundstücks-Verwaltungsgesellschaft mbH, Munich BMW Vermögensverwaltungs GmbH, Munich BMW Finanz Verwaltungs GmbH, Munich BMW Verwaltungs GmbH, Munich 3,6 Parkhaus Oberwiesenfeld GmbH, Munich BMW High Power Charging Beteiligungs GmbH, Munich 4,6 Alphabet Fuhrparkmanagement GmbH, Munich4 Alphabet International GmbH, Munich 4, 5, 6 Bürohaus Petuelring GmbH, Munich BMW Hams Hall Motoren GmbH, Munich 4, 5, 6 BMW Fahrzeugtechnik GmbH, Eisenach 3, 5, 6 BMW Anlagen Verwaltungs GmbH, Munich 3,6 Bavaria Wirtschaftsagentur GmbH, Munich 3, 5, 6 Rolls-Royce Motor Cars GmbH, Munich 4, 5, 6 BAVARIA-LLOYD Reisebüro GmbH, Munich BMW M GmbH Gesellschaft für individuelle Automobile, Munich 3, 5, 6 BMW Vertriebszentren Verwaltungs GmbH, Munich 121 100 100 BMW International Holding B.V., Rijswijk 10 9,111 1,141 100 BMW Österreich Holding GmbH, Steyr 3,106 100 791 BMW (UK) Holdings Ltd., Farnborough 1,431 589 100 BMW International Investment B.V., The Hague 1,246 100 153 3,941 100 100 100 100 100 100 100 21,702 100 100 100 51 100 100 100 100 3,904 Alphabet Belgium Long Term Rental NV, Aartselaar 52221222 100 100 100 BMW (UK) Capital plc, Farnborough BiV Carry ISCS, Senningerberg BMW (UK) Investments Ltd., Farnborough Société Nouvelle WATT Automobiles S.A.R.L., Saint-Quentin-en-Yvelines Alphabet Polska Fleet Management Sp. z o.o., Warsaw at 31 December 2019 → List of Investments Notes to the Group Financial Statements Group Financial Statements 192 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 * Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. 69,031 77,583 96,855 104,210 Group 189 -7,855 388 453 2,641 2,445 3,406 3,834 -7,739 100 190 Notes to the Group Financial Statements BMW Bank GmbH, Munich³ BMW INTEC Beteiligungs GmbH, Munich 3,6 BMW Beteiligungs GmbH & Co. KG, Munich6 DOMESTIC¹, 12 Companies → 71 Group Financial Statements Affiliated companies (subsidiaries) of BMW AG at 31 December 2019 7 The List of investments of BMW AG pursuant to § 285 and § 313 HGB is presented below. Disclosures List of investments at 31 December 2019 46 LIST OF INVESTMENTS AT 31 DECEMBER 2019 → List of Investments at 31 December 2019 for equity and earnings and for investments are not made if they are of "minor significance" for the results of operations, financial position and net assets of BMW AG pursuant to § 286 (3) sentence 1 no. 1 HGB and § 313 (3) sentence 4 HGB. It is also shown in the list which subsidiaries apply the exemptions available in § 264 (3) and § 264 b HGB with regard to the publica- tion of annual financial statements and the drawing up of a management report and/or notes to the financial statements (footnotes 5 and 6). The Group Financial Statements of BMW AG serve as exempting consoli- dated financial statements for these companies. 100 100 100 BMW Financial Services B.V., Rijswijk 10 BMW Norge AS, Fornebu Alphabet Italia Fleet Management S.p.A., Rome Alphabet España Fleet Management S.A.U., Madrid BMW Financial Services Polska Sp. z o.o., Warsaw 100 BMW Northern Europe AB, Stockholm 100 100 100 100 100 100 100 100 100 BMW Belgium Luxembourg S.A./N.V., Bornem BMW Malta Ltd., Floriana 100 100 100 100 100 100 BMW Financial Services Belgium S.A./N.V., Bornem 30 10 100 Swindon Pressings Ltd., Farnborough BMW Bank 000, Moscow BMW Finanzdienstleistungen (Schweiz) AG, Dielsdorf Bavaria Reinsurance Malta Ltd., Floriana 100 100 100 100 BMW Romania S.R.L., Bucharest 11 BMW Italia Retail S.r.I., Rome BMW Automotive (Ireland) Ltd., Dublin Alphabet France S.A.S., Saint-Quentin-en-Yvelines BMW Danmark A/S, Copenhagen BMW Czech Republic s.r.o., Prague BMW Renting (Portugal) Lda., Porto Salvo BMW Madrid S.L., Madrid Alphabet UK Ltd., Glasgow BMW Slovenia distribucija motornih vozil d.o.o., Ljubljana¹¹ BMW Bulgaria EOOD, Sofia 11 100 100 100 BMW Slovenská republika s.r.o., Bratislava 100 Park Lane Ltd., Farnborough BMW Distribution S.A.S., Vélizy-Villacoublay BMW Austria GmbH, Salzburg BMW Services Ltd., Farnborough 100 100 Alphabet France Fleet Management S.N.C., Saint-Quentin-en-Yvelines BMW Australia Trust 2011-2, Mulgrave 13 BMW Amsterdam B.V., Amsterdam BMW Retail Nederland B.V., The Hague BMW Portugal Lda., Porto Salvo BMW Financial Services (Ireland) DAC, Dublin BMW Financial Services Denmark A/S, Copenhagen BMW Hellas Trade of Cars A.E., Kifissia BMW Nederland B.V., Rijswijk Oy BMW Suomi AB, Helsinki Alphabet Fuhrparkmanagement (Schweiz) AG, Dielsdorf Bavarian Sky Australia Trust A, Mulgrave 13 100 → 72 PDB - Partnership for Dummy Technology and Biomechanics GbR, Gaimersheim FOREIGN7 Bavarian & Co Co. Ltd., Incheon BMW Albatha Finance PSC, Dubai BMW Albatha Leasing LLC, Dubai BMW AVTOTOR Holding B.V., Amsterdam Critical TW S.A., Porto Equity in € million Profit/loss in € million Capital invest- ment in % The Retail Performance Company GmbH, Munich 205 25 2,106 -1,805 50 5,293 1,947 50 1,597 -383 29.7 218 50 -24 Digital Energy Solutions GmbH & Co. KG, Munich Encory GmbH, Unterschleißheim DOMESTIC7 100 70 100 100 100 195 196 Group Financial Statements Notes to the Group Financial Statements → List of Investments at 31 December 2019 BMW AG's associated companies, joint ventures and joint operations at 31 December 2019 → 73 Companies Joint ventures - equity accounted DOMESTIC IONITY Holding GmbH & Co. KG, Munich Blitz 18-353 GmbH, Munich 8, 11, 14 FOREIGN BMW Brilliance Automotive Ltd., Shenyang Associated companies - equity accounted FOREIGN THERE Holding B.V., Amsterdam³ Joint operations – proportionately consolidated entities FOREIGN Spotlight Automotive Ltd., Zhangjiagang 8, 11 Not equity accounted or proportionately consolidated entities 50 100 50 20 7 These entities are neither consolidated nor accounted for using the equity method due to their overall immateriality for the Group Financial Statements. 8 The amounts shown for entities accounted for using the equity method and for proportionately consolidated entities correspond to the annual financial statements drawn up in accordance with uniform IFRS rules. Equity not denominated in euro is translated into euro using the closing exchange rate at the balance sheet date, earnings are translated using the average rate. ⁹ Including power to appoint representative bodies. 1º Exemption pursuant to Article 2:403 of the Civil Code of the Netherlands (Burgerlijk Wetboek). 11 First-time consolidation. 12 Deconsolidation in the financial year 2019: DriveNow GmbH & Co. KG, Munich, Drive Now Verwaltungs GmbH, Munich, Drive Now Austria GmbH, Vienna, DriveNow UK Ltd., London, DriveNow Sverige AB, Sollentuna, DriveNow Belgium S.p.r.l., Brussels, Drive Now Italy S.r.I., Milan, BMW Coordination Center V.o.F., Bornem, BMW Services Belgium N.V., Bornem, BMW Roma S.r.l., Rome (merger), APD Industries plc, Birmingham, BMW Den Haag B.V., The Hague 13 Control on basis of economic dependence. 14 Other: Blitz 18-353 GmbH, Munich, has been operating under the name YOUR NOW GmbH since 3 January 2020. Sutum ROM GmbH was merged with BMW Romania S.R.L., Bucharest, effective 14 January 2020. 4,6 3,1 15,6 20,4 6 Exemption from publication of financial statements applied in accordance with § 264 (3) and § 264 b HGB. 9,8 6,2 9,1 18,3 49,0 197 198 Group Financial Statements Notes to the Group Financial Statements → List of Investments at 31 December 2019 BMW AG's non-consolidated companies at 31 December 2019 16,7 5 Exemption from drawing up a management report applied in accordance with § 264 (3) and § 264 b HGB. 4 Profit and Loss Transfer Agreement with a subsidiary of BMW AG. 3 Profit and Loss Transfer Agreement with BMW AG. 20 40 40 25 50 51 BMW AG's participations at 31 December 2019 → 74 Companies DOMESTIC Deutsches Forschungszentrum für Künstliche Intelligenz GmbH, Kaiserslautern GSB Sonderabfall-Entsorgung Bayern GmbH, Baar-Ebenhausen Hubject GmbH, Berlin IVM Industrie-Verband Motorrad GmbH & Co. Dienstleistungs KG, Essen Joblinge gemeinnützige AG Berlin, Berlin Joblinge gemeinnützige AG Leipzig, Leipzig Joblinge gemeinnützige AG München, Munich Racer Benchmark Group GmbH, Landsberg am Lech SGL Carbon SE, Wiesbaden Equity Profit/loss in € million in € million FOREIGN7 SGL Composites LLC, Dover, Delaware 1 The amounts shown for the German subsidiaries correspond to the annual financial statements drawn up in accordance with German accounting requirements (HGB). 2 The amounts shown for the foreign subsidiaries correspond to the annual financial statements drawn up in accordance with uniform IFRS rules. Equity and earnings not denominated in euro are translated into euro using the closing exchange rate at the balance sheet date. 50 100 Capital invest- ment in % 100 BMW i Ventures GmbH, Munich FOREIGN7 Europe Alphabet Insurance Services Polska Sp. z o.o., Warsaw BMW (GB) Ltd., Farnborough BMW (UK) Pensions Services Ltd., Hams Hall BMW Car Club Ltd., Farnborough BMW Drivers Club Ltd., Farnborough BMW Financial Services Czech Republic s.r.o., Prague BMW Group Benefit Trust Ltd., Farnborough BMW Hungary Korlátolt Felelősségű Társaság, Vecsés BMW i Ventures B.V., The Hague BMW Car IT GmbH, Munich4 BMW Manufacturing Hungary Kft., Vecsés 100 100 100 100 100 100 100 100 100 100 100 100 BMW Manufacturing Russland 000, Kaliningrad Automag GmbH, Munich Alphabet Fleetservices GmbH, Munich4 DOMESTIC7 Companies 100 400 29 169 12 22 Equity in € million 0 0 0 0 0 0 0 0 0 100 100 100 100 100 0 0 Profit/loss in € million Capital invest- ment in % BMW Mobility Development Center s.r.o., Prague BMW Motorsport Ltd., Farnborough 100 Cezwei HU GmbH, Salzburg 100 100 100 100 100 100 100 100 Asia BMW China Investment Ltd., Beijing BMW Finance (United Arab Emirates) Ltd., Dubai BMW Financial Services Hong Kong Ltd., Hong Kong BMW Financial Services Singapore Pte Ltd., Singapore BMW Hong Kong Services Ltd., Hong Kong BMW India Foundation, Gurgaon BMW India Leasing Private Ltd., Gurgaon BMW Insurance Services Korea Co. Ltd., Seoul BMW Mobility Services Ltd., Sichuan Tianfu New Area (Chengdu Section) BMW Philippines Corp., Manila BMW Technology Office Israel Ltd., Tel Aviv Herald Hezhong (Peking) Automotive Trading Co. Ltd., Beijing THEPSATRI Co. Ltd., Bangkok 100 100 51 BMW Russland Automotive 000, Kaliningrad 100 100 100 100 BMW Middle East Retail Competency Centre DWC-LLC, Dubai 100 John Cooper Garages Ltd., Farnborough John Cooper Works Ltd., Farnborough Cezwei PL GmbH, Salzburg 100 000 BMW Leasing, Moscow U.T.E. Alphabet España-Bujarkay, Sevilla 100 100 100 100 Munich, 16 March 2020 100 100 100 100 100 BMW Automobile Distributors (Pty) Ltd., Midrand BPF Midrand Property Holdings (Pty) Ltd., Midrand Multisource Properties (Pty) Ltd., Midrand 100 100 Africa BMW Technology Corp., Wilmington, Delaware Designworks/USA Inc., Newbury Park, California MINI Business Innovation LLC, Wilmington, Delaware Mini Urban X Accelerator SPV LLC, Wilmington, Delaware Toluca Planta de Automoviles S.A. de C.V., Mexico City BMW Leasing de Argentina S.A., Buenos Aires BMW Operations Corp., Wilmington, Delaware BMW Experience Centre Inc., Richmond Hill, Ontario BMW i Ventures Inc., Wilmington, Delaware BMW i Ventures LLC, Wilmington, Delaware 217-07 Northern Boulevard Corp., Wilmington, Delaware The Americas 90 100 Horst Lischka² (b.1963) Dr.-Ing. Heinrich Hiesinger (b.1960) Member since 2017, elected until the AGM 2022 Former Chairman of the Board of Management of thyssenkrupp AG Head of Purchasing Indirect Goods and Services, Raw Material, Production Partner Mandates Deutsche Post AG (since 15 May 2019) Member since 2009, elected until the AGM 2024 General Representative of IG Metall Munich (since 19 March 2019, former MAN Truck & Bus AG) Städtisches Klinikum München GmbH⭑ Member since 1997, elected until the AGM 2024 KraussMaffei Group GmbH* MAN Truck & Bus SE* Prof. Dr. rer. nat. Dr. h.c. Reinhard Hüttl (b.1957) Member since 2008, elected until the AGM 2023 Chairman of the Executive Board of Helmholtz-Zentrum Potsdam Member since 2017 until 16 May 2019 Susanne Klatten (b.1962) Deutsches GeoForschungsZentrum - GFZ University Professor Mandates Ralf Hattler³ (b.1968) 2 Employee representatives (union representatives). DELTON Technology SE* elected until the AGM 2024 Department head with the Executive Board of IG Metall Entrepreneur Mandates ABB AG Stefan Schmid¹ (b.1965) Member since 2007, elected until the AGM 2024 Deputy Chairman of the Supervisory Board Chairman of the Works Council, Dingolfing Heraeus Holding GmbH* TBG AG* 1 Employee representatives (Company employees). ◆ Not listed on the stock exchange. Membership of other statutory supervisory boards. Membership of equivalent national or foreign boards of business enterprises. Franz Haniel (b.1955) Member since 2004 until 16 May 2019 Entrepreneur Mandates - Franz Haniel & Cie. GmbH*, Chairman ³ Employee representatives (members of senior management). Mandates 205 ALTANA AG*, Deputy Chairwoman UnternehmerTUM GmbH*, Chairwoman ◆ Not listed on the stock exchange. Membership of other statutory supervisory boards. Membership of equivalent national or foreign boards of business enterprises. 206 Corporate Governance → Members of the Supervisory Board → Overview of Supervisory Board committees and their composition 3 Employee representatives (members of senior management). Jürgen Wechsler² (b.1955) Former Regional Head of IG Metall Bavaria Mandates Schaeffler AG, Deputy Chairman Siemens Healthcare GmbH*, Deputy Chairman (until 18 March 2019) Dr. Thomas Wittig³ (b.1960) Member since 16 May 2019, elected until the AGM 2024 Senior Vice President Financial Services Member since 16 May 2019, Mandates Member since 2011 until 16 May 2019 2 Employee representatives (union representatives). 1 Employee representatives (Company employees). Oracle Corporation (since 6 December 2019) Willibald Löw¹ (b.1956) Member since 1999, elected until the AGM 2024 Chairman of the Works Council, Landshut Simone Menne (b.1960) Member since 2015, elected until the AGM 2021 Member of supervisory boards Mandates - Deutsche Post AG Springer Nature AG & Co. KGaA Johnson Controls International plc Russell Reynolds Associates Inc.* (since 19 January 2019) Dr. Dominique Mohabeer¹ (b.1963) Member since 2012, elected until the AGM 2024 Member of the Works Council, Munich Prof. Dr. rer. pol. Renate Köcher (b.1952) Member since 2008, elected until the AGM 2022 Director of Institut für Demoskopie Allensbach Gesellschaft zum Studium der öffentlichen Meinung mbH Mandates Infineon Technologies AG Nestlé Deutschland AG⭑ Robert Bosch GmbH⭑ Brigitte Rödig¹ (b.1963) Member since 2013, elected until the AGM 2024 Member of the Works Council, Dingolfing Dr. Vishal Sikka (b.1967) Member since 16 May 2019, elected until the AGM 2024 CEO & Founder, Vianai Systems, Inc. Mandates SGL Carbon SE, Chairwoman Verena zu Dohna-Jaeger² (b.1975) (23 September 2019 until 17 December 2019) AQTON SE*, Chairman Finance Dr. Nicolas Peter (b.1962) E.ON SE Mandates Development Klaus Fröhlich (b.1960) LOGISTRIAL Real Estate AG⭑ - Mandates Mandates Deutsche Telekom AG - Mandates Chairman (until 15 August 2019) Harald Krüger (b.1965) Rolls-Royce Motor Cars Limited*, Chairman (since 1 April 2019) Mandates Customer, Brands, Sales (since 1 April 2019) Sales and Brand BMW, Aftersales BMW Group (until 31 March 2019) Milagros Caiña Carreiro-Andree (b.1962) Human Resources, Labour Relations Director (until 31 October 2019) Pieter Nota (b.1964) BMW Brilliance Automotive Ltd.*, Peter Schwarzenbauer (b.1959) Transformation Electromobility BMW Bank GmbH*, Chairman →Members of the Supervisory Board Corporate Governance 204 203 Dr. Andreas Liepe General Counsel: Membership of equivalent national or foreign boards of business enterprises. Deputy Chairman Membership of other statutory supervisory boards. (16 August 2019 until 30 September 2019) Dr.-Ing. Andreas Wendt (b.1958) Purchasing and Supplier Network Production Human Resources, Labour Relations Director (since 1 November 2019) Ilka Horstmeier (b.1969) Rolls-Royce Motor Cars Limited*, Chairman (until 31 March 2019) Scout24 AG Mandates (1 April 2019 until 31 October 2019) MINI, Rolls-Royce, BMW Motorrad, Customer Engagement and Digital Business Innovation BMW Group (until 31 March 2019) Not listed on the stock exchange. Entrust Datacard Corp.* (until 7 October 2019) (until 31 October 2019) Dr. rer. pol. Kurt Bock (b.1958) Member since 2018, elected until the AGM 2023 Former Chairman of the Board of Management of BASF SE Mandates - - FUCHS PETROLUB SE, Chairman (since 7 May 2019) Fresenius Management SE* Münchener Rückversicherungs-Gesellschaft Continental AG, Deputy Chairwoman Aktiengesellschaft in Munich Member since 1997, elected until the AGM 2024 Deputy Chairman of the Supervisory Board Entrepreneur Mandates - DELTON Health AG*, Chairman DELTON Technology SE*, Chairman Frankfurter Allgemeine Zeitung GmbH* (since 24 June 2019) Stefan Quandt (b.1966) BMW Motoren GmbH, Chairman Mandates Christiane Benner² (b.1968) BMW (South Africa) (Pty) Ltd.*, Chairman MEMBERS OF THE SUPERVISORY BOARD Dr. jur. Karl-Ludwig Kley (b.1951) Member since 2008, elected until the AGM 2021 Deputy Chairman of the Supervisory Board Chairman of the Supervisory Board of E.ON SE and of the Deutsche Lufthansa Aktiengesellschaft Mandates - E.ON SE, Chairman Deutsche Lufthansa Aktiengesellschaft, Chairman Member since 2014, elected until the AGM 2024 Second Chairwoman of IG Metall Dr.-Ing. Dr.-Ing. E.h. Norbert Reithofer (b.1956) Mandates Siemens Aktiengesellschaft Henkel AG & Co. KGaA (Shareholders' Committee) Manfred Schoch¹ (b.1955) Member since 1988, elected until the AGM 2024 Deputy Chairman of the Supervisory Board Chairman of the European and General Works Council Industrial Engineer Member since 2015, elected until the Annual General Meeting (AGM) 2020 Chairman of the Supervisory Board Former Chairman of the Board of Management of BMW AG BMW Automotive Finance (China) Co., Ltd.*, Chairman BMW AG ensures that the Supervisory Board and its committees are appropriately equipped to carry out their duties. This includes providing a central Supervisory Board office to support the chairpersons in their coordination work. Member since 2001, elected until the AGM 2024 202 201 Taking into account the specific circumstances of the BMW Group and the number of Board members, the Supervisory Board has set up a Presiding Board and four committees: the Personnel Committee, the Audit Committee, the Nomination Committee and the Medi- ation Committee. These serve to raise the efficiency of the Supervisory Board's work and facilitate the handling of complex issues. The Supervisory Board has stated specific targets for its composition, agreed to a diversity concept and determined a competency profile. Members of the Supervisory Board are responsible for undertaking any training required for the performance of their duties. The Company provides them with appropriate assistance therein. The Supervisory Board regularly assesses the efficiency of its activities. To this end, shared discussion is con- ducted within the Supervisory Board and individual meetings held with the Chairman, prepared on the basis of a questionnaire sent in advance, which is drawn up by the Supervisory Board. Members of the Supervisory Board are obliged to inform the full Supervisory Board of any conflicts of interest, in particular those resulting from a consultant or executive function with clients, sup- pliers, lenders or other business partners, so that the Supervisory Board can report to the shareholders at the Annual General Meeting on its treatment of the issue. Significant and non-temporary conflicts of interest of a Supervisory Board member result in the termination of mandate. Members of the Supervisory Board of BMW AG are obliged to act in the best interests of the enterprise as a whole. They may not pursue personal interests in their decisions or take advantage of business opportunities intended to benefit the BMW Group. BMW AG's Supervisory Board is composed of ten shareholder representatives (elected by the Annual General Meeting) and ten employee representatives (elected in accordance with the Co-Determination Act). The ten Supervisory Board members represent- ing employees comprise seven Company employees, including one executive staff representative, and three members elected following nomination by unions. The Supervisory Board has the task of advising and super- vising the Board of Management in its management of BMW AG. It is involved in all decisions of fundamental importance for BMW AG. The Supervisory Board appoints the members of the Board of Management and decides upon the level of compensation they receive. The Supervisory Board can revoke appoint- ments for important reasons. Corporate Governance Supervisory Board Terms of procedure approved by the Board of Man- agement contain a plan for the allocation of areas of responsibility among the individual Board members. Deliberations are held and decisions taken by the Board of Management as a collegiate body at full Board meetings, at Product and Customer full Board meetings (since 1 November 2019) and at Sustainability Board meetings (combined with full Board meetings with effect from 1 November 2019). The Board of Manage- ment also deliberates and makes decisions at meetings of its Customer committee (since 1 November 2019) and its Senior Executives and Operations committees. The overall framework for developing business strategies, the use of resources, the implementation of strategies and matters of particular importance to BMW AG are decided upon at full Board of Management meetings. Members of the Board of Management are required to act in the enterprise's best interests and may not pursue personal interests in their decisions or take advantage of business opportunities intended for the benefit of the BMW Group. Individual members of the Board of Management of BMW AG are required to disclose any conflicts of interest to the Supervisory Board without delay and inform the other members of the Board of Management accordingly. In accordance with § 7 of the Articles of Incorporation, the Board of Management of BMW AG comprises two or more persons; other than that the number of mem- bers of the Board of Management is determined by the Supervisory Board. At 31 December 2019, the Board of Management comprised seven members. The Board of Management decides on the principal guidelines for managing the enterprise, determines and agrees upon the strategic orientation with the Supervisory Board, and ensures its implementation. The Board of Management is also responsible for ensuring that all provisions of law and internal regulations are com- plied with. Further details on compliance within the BMW Group are available in the section “Corporate Governance, Compliance and Human Rights in the BMW Group" of the Annual Report. The Board of Management is also responsible for ensuring that appropriate risk management and risk controlling systems are in place throughout the Group. The Board of Management manages the enterprise under its own responsibility, acting in the best inter- ests of the BMW Group with the aim of achieving sus- tainable growth in value. The interests of shareholders, employees and other stakeholders are also taken into account in the pursuit of this aim. Board of Management The close interaction between Board of Management and Supervisory Board in the interests of the enter- prise as described above is also known as a "two-tier board structure". The designation BMW Group comprises Bayerische Motoren Werke Aktiengesellschaft (BMW AG) and its Group entities. BMW AG is a stock corporation (Aktiengesellschaft) within the meaning of the German Stock Corporation Act (Aktiengesetz) and has its registered office in Munich, Germany. It has three representative bodies: the Annual General Meeting, the Supervisory Board and the Board of Management. The duties and powers of those bodies derive from the Stock Corporation Act and the Arti- cles of Incorporation of BMW AG. Shareholders, as the owners of the business, exercise their rights at the Annual General Meeting. The Board of Manage- ment is responsible for managing the enterprise and is monitored and advised by the Supervisory Board. The Supervisory Board appoints the members of the Board of Management and can, for an important rea- son, revoke an appointment at any time. The Board of Management informs the Supervisory Board and reports to it regularly, promptly and comprehen- sively, in line with the principles of conscientious and faithful accountability and in accordance with the law and the reporting duties determined by the Supervisory Board. The Board of Management requires the approval of the Supervisory Board for certain major business proceedings. The Supervisory Board is not, however, authorised to undertake man- agement measures itself. Further information on the composition and work procedures of the Board of Management and its com- mittees is available at www.bmwgroup.com/scg (Corporate Governance). Information on the Company's Governing Constitution → Supervisory Board Shareholders and Annual General Meeting → Corporate Govern- ance Statement (Member since 7 October 2019, BMW Motoren GmbH*, Chairman BMW (South Africa) (Pty) Ltd.*, Chairman (since 1 November 2019) Mandates Dr. Milan Nedeljković (b.1969) Production (since 1 October 2019) BOARD OF MANAGEMENT MEMBERS OF THE Further information on corporate management and governance, including the declaration of compliance according to § 161 of the German Stock Corporation Act, can be found in the Corporate Governance State- ment (sections 289 f and 315 of the German Commer- cial Code (HGB)) at → www.bmwgroup.com/compliancedeclaration (Corporate Governance). → Declaration of Compliance Corporate Governance Statement Declaration of Compliance Shareholders may exercise their voting rights at the Annual General Meeting either in person, via a proxy or via a representative designated by BMW AG. Voting rights may also be exercised by postal vote. Werner Zierer¹ (b.1959) The shareholders of BMW AG exercise their rights at the Annual General Meeting. The Annual General Meeting decides in particular on the utilisation of unappropriated profit, the ratification of the acts of the members of the Board of Management and of the Supervisory Board, the appointment of the external auditor, changes to the Articles of Incorporation and specified capital measures and elects the shareholders' representatives to the Supervisory Board. Shareholders and Annual General Meeting Further information on the composition and work procedures of the Supervisory Board and its com- mittees is available at → www.bmwgroup.com/scg (Corporate Governance). Composition of the Presiding Board and the various committees is based on legal requirements, the Arti- cles of Incorporation, rules of procedure and corporate governance principles, while taking into particular account the expertise of Board members. →Members of the Board of Management Once a year, the Board of Management and the Super- visory Board of BMW AG issue a Declaration of Compli- ance pursuant to § 161 of the German Stock Corporation Act (AktG) with regard to the recommendations of the "Government Commission on the German Corporate Governance Code", as officially published and valid at the date of the Declaration. BMW AG's current and previous Declarations of Compliance are available online at → www.bmwgroup.com/compliancedeclaration (Corporate Governance). In the Declaration of Compliance issued in December 2019, the Board of Management and the Supervisory Board declared that all recommen- dations of the German Corporate Governance Code (version dated 7 February 2017) will be complied with going forward. Chairman since 4 December) The Board of Management and Supervisory Board report below on corporate governance at BMW AG in accordance with Section 3.10 of the German Corpo- rate Governance Code (DCGK) in the version dated 7 February 2017 and principle 22 DCGK in the version dated 16 December 2019. CORPORATE GOVERNANCE 4 Corporate Governance Company's Govern- ing Constitution Board of Management Supervisory Board Compliance Compensation Report → Page 202 Shareholders and Annual General Meeting Supervisory Board →Page 202 Declaration of Compliance →Page 202 → Page 203 Members of the Board of Management → Page 204 Members of the Supervisory Board → Page 207 Overview of Supervisory Board committees and their composition Compliance and Human Rights in the BMW Group → Page 208 Corporate Governance Statement Good corporate governance - acting in accordance with the principles of responsible management aimed at increasing enterprise value on a sustainable basis - is an essential requirement for the BMW Group embracing all areas of the business. Corporate culture within the BMW Group is founded on transparent reporting and internal communication, corporate governance in the interest of all stakeholders, trustful cooperation both of the Board of Management and the Supervisory Board as well as among employees, and compliance with applicable law. →Page 201 Information on the Company's Governing Constitution Board of Management → Supervisory Board Management Board of Constitution Governing Company's Information on the Corporate Governance →Page 201 200 →Page 246 Responsibility Statement by the Company's Legal Representatives → Page 242 Glossary - Explanation of Key Figures (Part of the Combined Management Report) →Page 211 Compensation Report CORPORATE GOVERNANCE →Page 200 Corporate Governance → Page 200 (Part of the Combined Management Report) →Page 247 Independent Auditor's Report Oliver Zipse (b.1964) Moreover, the system for the compensation of mem- bers of the Board of Management is presented to the Annual General Meeting for approval in the case of significant changes, but at least every four years. Mandates AUDIT COMMITTEE supervision of the financial reporting process, the effectiveness of the internal control system, the risk management system, as well as the performance of Supervisory Board duties in connection with audits pursuant to § 32 of the German Securities Trading Act (WPHG) ― supervision of external audit, in particular auditor independence and additional work performed by external auditor - preparation of proposals for election of external auditor at Annual General Meeting, engagement (recommendation) of external auditor, determination of additional areas of audit emphasis and fee agreements with external auditor Chairman (since 16 August 2019) Production (until 15 August 2019) Group Financial Statements ― discussion of interim reports with Board of Management prior to publication Norbert Reithofer¹, Manfred Schoch, Stefan Quandt, Stefan Schmid, Karl-Ludwig Kley ― preparation of the Supervisory Board's audit of the non-financial reporting, preparation of the selection of the auditor for non-financial reporting and engagement of the auditor supervision of internal audit system and compliance as well as the audit and supervision of any needs for action related to possible violations of duties by members of the Board of Management in preparation of a resolution in the Supervisory Board - amendments to Articles of Incorporation only affecting wording ― established in accordance with the recommendation contained in the German Corporate Governance Code, activities based on terms of procedure Karl-Ludwig Kley 1, 2, Norbert Reithofer, Manfred Schoch, Stefan Quandt, Stefan Schmid NOMINATION COMMITTEE -identification of suitable candidates as shareholder representatives on the Supervisory Board to be put forward for inclusion in the Supervisory Board's proposals for election at the Annual General Meeting established in accordance with the recommendation contained in the German Corporate Governance Code, activities based on terms of procedure MEDIATION COMMITTEE proposal to Supervisory Board if resolution for appointment of Board of Management member has not been carried by the necessary two-thirds majority of Supervisory Board members' votes ― decision on approval for utilisation of Authorised Capital 2019 established as required by law ― established in accordance with the recommendation contained in the German Corporate Governance Code, activities based on terms of procedure ― conclusion, amendment and revocation of employment contracts (in conjunction with the resolutions taken by the Supervisory Board regarding the compensation of the Board of Management) and other contracts with members of the Board of Management ― decisions relating to the approval of ancillary activities of Board of Management Chairman of the Works Council, Regensburg 1 Employee representatives (Company employees). 2 Employee representatives (union representatives). ³ Employee representatives (members of senior management). ◆ Not listed on the stock exchange. Membership of other statutory supervisory boards. Membership of equivalent national or foreign boards of business enterprises. Overview of Supervisory Board committees members, including acceptance of non-BMW Group supervisory mandates as well as the approval of transactions requiring Supervisory Board approval by dint of law (e.g. loans to Board of Management or Supervisory Board members) and their composition Members PRESIDING BOARD - preparation of Supervisory Board meetings to the extent that the subject matter to be discussed does not fall within the remit of a committee ― activities based on terms of procedure Norbert Reithofer¹, Manfred Schoch, Stefan Quandt, Stefan Schmid, Karl-Ludwig Kley PERSONNEL COMMITTEE preparation of decisions relating to the appointment and revocation of appointment of members of the Board of Management, the compensation and the regular review of the Board of Management's compensation system Principal duties, basis for activities Norbert Reithofer¹, Susanne Klatten, Karl-Ludwig Kley, Stefan Quandt - preparation of Supervisory Board's resolution on Company and Norbert Reithofer, Manfred Schoch, Stefan Quandt, Stefan Schmid BMW Group Compliance Committee BMW Group Compliance Committee ← Office Compliance Controls Compliance Reporting Compliance Case Management Compliance Processes and IT Systems BMW Group Compliance Network Compliance Instruments of the BMW Group Report Annual Compliance Reporting Run Legal Compliance Monitoring and Trends Compliance (In line with the recommendations of the German Corporate Governance Code, the Nomination Committee comprises only shareholder representatives.) Preventive Excellence Compliance Academy and Culture Compliance Codes and Internal Regulations Compliance Communications The decisions taken by the BMW Group Compliance Committee are drafted in concept and implemented operationally by the BMW Group Compliance Com- mittee Office. The BMW Group Compliance Commit- tee Office has more than 20 employees and is allocated in organisational terms to the Chairman of the Board of Management. For operational implementation of compliance topics, it is supported by a Group-wide compliance network of around 240 BMW Group Compliance Responsibles (heads of the local units) and over 70 local Compliance Officers (heads of the local compliance functions). The specific compliance activities required for financial services business are coordinated by a separate compliance department within the Financial Services segment. Compliance Strategy Annual Risks and Report Board of Management BMW AG (In accordance with statutory requirements, the Mediation Committee comprises the Chairman and Deputy Chairman of the Supervisory Board and one member each selected by shareholder representatives and employee representatives.) 1 Chair. It is planned to bring about a change in the position of Chair of the Audit Committee directly following the 2020 Annual General Meeting. In line with the requirements profile, the intention is for an indepen- dent financial expert to continue to hold this position in the future. 207 208 Corporate Governance Compliance and ² (Independent) financial expert within the meaning of §§ 100 (5) and 107 (4) AktG, no. 5.3.2 GCGC. COMPLIANCE AND HUMAN RIGHTS IN THE BMW GROUP BMW Group Compliance Management System → 75 Responsible and lawful conduct is fundamental to the success of the BMW Group. Compliance is an integral part of our corporate culture and the reason why customers, shareholders, business partners and the general public place their trust in us. The Board of Management and the employees of the BMW Group are obliged to act responsibly and in compliance with applicable laws and regulations. The BMW Group also expects its business partners to conduct themselves in the same manner. The BMW Group Compliance Management System is designed to ensure that the BMW Group, its repre- sentative bodies, its managers and staff act in a lawful manner. Particular emphasis is placed on measures to ensure compliance with antitrust legislation and avoid the risk of corruption or money laundering. Activities to avoid non-compliance with the law are managed and monitored by the BMW Group Compliance Committee. These activities include legal monitoring, internal compliance regulations, communications and training activities, complaint and case management, compliance reporting and compliance controls, as well as following through with sanctions in cases of non-compliance. The BMW Group Compliance Committee reports regularly and on a case-by-case basis to the Board of Management and the Audit Committee of the Super- visory Board on all compliance-related issues, includ- ing the progress made in refining the BMW Group Compliance Management System, details of inves- tigations performed, known infringements of the law, sanctions imposed and corrective/preventative measures implemented. This also ensures the Board of Management and Supervisory Board are immediately notified of any cases of particular significance. On the basis of this information, the Board of Manage- ment keeps track of and analyses compliance-related developments and trends and initiates the measures needed to improve the Compliance Management System. In 2019 the system was further enhanced, par- ticularly with a focus on the characteristics of the roles and responsibilities in the Group-wide Compliance Management as well as the monitoring of compliance training and additional preventative activities. Supervisory Board BMW AG Human Rights in the BMW Group Annual It is essential for compliance at the BMW Group that employees are aware of and comply with applicable legal regulations. The BMW Group does not tolerate violations of the law by its employees. Culpable violations of the law result in employment-contract sanctions and may involve personal liability conse- quences for the employee involved. The BMW Group is committed to respecting interna- tionally recognised human rights and gears its due dil- igence process towards the UN Guiding Principles on Business and Human Rights, focusing on topics and areas of activity where it can leverage its influence as a commercial enterprise. The BMW Group stated its position clearly back in 2005, with the Joint Decla- ration on Human Rights and Working Conditions at the BMW Group, which was updated in 2010. In 2018, for further clarification, the BMW Group published its Code on Human Rights and Working Conditions, which strengthens the Company's commitment to human rights and outlines how it promotes human rights and implements the core labour standards of the ILO. Compliance is also an important factor in safeguarding the future of the BMW Group workforce. With this in mind, the Board of Management and the national and international employee representative bodies of the BMW Group have agreed on a binding set of joint principles for lawful conduct. Employee representa- tives are regularly involved in the process of refining compliance management within the BMW Group. COMPENSATION REPORT (PART OF THE COMBINED MANAGEMENT REPORT) The following section describes the principles govern- ing the compensation of the Board of Management for financial years since 2018. A description of the stipulations set out in the Company's statutes relat- ing to the compensation of the Supervisory Board is also provided. In addition to explaining the system of compensation, details of components of compensation are also provided with figures. Furthermore, the com- pensation of each member of the Board of Management and the Supervisory Board for the financial year 2019 is disclosed by individual member and analysed with its component parts. 1. Board of Management compensation The Supervisory Board reviews the appropriateness of the compensation system annually. In preparation, the Personnel Committee also consults remuneration studies. In order to check that the compensation system is in line with peers, the Supervisory Board especially compares compensation paid by other DAX companies. For a vertical view, it compares Board compensation with the salaries of executive managers and with the average salaries of employees of BMW AG based in Germany, also with regard to salary devel- opment over time. During the consultative process, consideration is also given to the recommendations of an independent external remuneration expert as well as to input from investors and analysts. The full Supervisory Board is responsible for determin- ing and regularly reviewing the system and structure of the Board of Management's compensation as well as for determining the compensation of individual Board members. The Supervisory Board's Personnel Committee is responsible for the preparatory work relating to those tasks. The Supervisory Board presents the compensation system to the Annual General Meeting for shareholder approval whenever significant changes are proposed, but at least once every four years. The currently valid compensation system was approved by the Annual General Meeting in 2018. Principles of compensation The compensation system for the Board of Management at BMW AG is designed to encourage a management approach focused on the sustainable development of the BMW Group. A further principle of the compensa- tion system at the BMW Group is that of consistency. This means that compensation systems for the Board of Management, executive management and employ- ees of BMW AG are composed of similar elements. The Supervisory Board performs an annual review to ensure that all Board of Management compensation components are appropriate, both individually and in total, and do not encourage the Board of Management to take inappropriate risks for the BMW Group. At the same time, the compensation model used for the Board of Management needs to be attractive for highly qualified executives in a competitive environment. Managers, in particular, bear a high degree of respon- sibility and must set a good example with regard to preventing infringements. Managers throughout the BMW Group acknowledge this principle by signing a written declaration, in which they also undertake to make staff working for them aware of legal risks. Managers must, at regular intervals and on their own initiative, verify compliance with the law. It is important to signal to employees that they take compliance risks seriously and that disclosing rele- vant information is extremely valuable. In dealings with their staff, managers remain open to discussion and listen to differing opinions. Any indication of non-compliance with the law must be rigorously and judiciously investigated. Responsibilities Compliance with and implementation of compli- ance rules and processes are audited regularly by Corporate Audit and subjected to control checks by the BMW Group Compliance Committee Office. Corporate Audit carries out on-site audits as part of its regular activities. The BMW Group Compliance Committee also engages Corporate Audit to perform compliance-specific checks and, if necessary, brings in Corporate Security to investigate suspected cases. A BMW Group Compliance Spot Check, a sample test specifically designed to identify potential corruption risks, and two antitrust compliance validations (to identify and audit possible antitrust risks) were carried out in addition in 2019. than 35,000 managers and employees worldwide have so far completed antitrust compliance training and currently hold a valid certificate. Additional classroom training and multi-day coaching sessions are also held for all key compliance topics in local markets. The main emphasis here is on training in antitrust law. Compliance and Human Rights in the BMW Group Corporate Governance 210 209 Through the Group-wide reporting system, compli- ance responsibles across all organisational units of the BMW Group report, on both a regular and ad hoc basis, on the compliance status of their respective units, on any identified legal risks and incidences of non-compliance, as well as on sanctions and correc- tive/preventative measures implemented. Various IT systems support BMW Group employees with the assessment, approval and documentation of compliance-relevant matters. For example, all exchange activities with competitors must be docu- mented and approved in a special compliance IT system. The same applies to verifying legal admissibility and documenting benefits, especially in connection with corporate hospitality. The BMW Group also uses an IT-based Business Relations Compliance programme to ensure the reliability of its business relations. Rel- evant business partners are checked and evaluated for potential compliance risks. Appropriate measures are implemented to manage compliance risks based on the results of the evaluation. A further IT system is used to verify customer integrity as required under anti-money-laundering regulations. the Any member of staff with questions or concerns relating to compliance is expected to discuss these matters with their managers and with the relevant departments within the BMW Group: in particular, with the BMW Group Compliance Committee Office, Legal Affairs and Corporate Audit. The BMW Group Compliance Contact also serves as a further point of contact and provides non-employees with a system for reporting concerns relating to compliance. Commu- nication with the BMW Group Compliance Contact may remain anonymous, if preferred. BMW Group employees worldwide also have the opportunity to submit information about possible breaches of the law within the Company anonymously and confidentially in several languages via the BMW Group SpeakUP Line. All compliance-related queries and concerns are documented and followed up by the BMW Group Compliance Committee Office using an electronic Case Management System. If necessary, Corporate Audit, Corporate Security, the legal departments or the Works Council may be called upon to assist in process. Existing employee training activities were restructured and refined with the creation of the BMW Group Compliance Academy in 2019. As well as impart- ing knowledge, its online and classroom training options with Company-specific case studies play an important role in reinforcing compliance in the corporate culture. The online training modules must be repeated by the required target groups every two years and include a final test. Successful completion of the test is confirmed by a certificate. More than 48,500 managers and staff worldwide have so far received training in the basic principles of compli- ance and hold a valid training certificate. Successful completion of the training programme is mandatory for all BMW Group managers. The Company makes sure that newly recruited managers and promoted staff undergo compliance training. In this way, the BMW Group achieves almost full training coverage for its managers in compliance matters. Online training in antitrust compliance is mandatory for managers and staff exposed to antitrust risks as a result of their functions or on specific occasions. A total of more Various internal media and communications materi- als are used to raise employee awareness across all compliance issues, including newsletters, employee newspapers and the compliance homepage in the BMW Group intranet, where employees can find all compliance-related information and training materi- als. A Group-wide Compliance Day was organised for the first time in 2019 to boost employee awareness of the importance of creating a culture of transparency and trust. Compliance measures are determined and prioritised on the basis of a regular Group-wide compliance risk assessment that relies on data-based risk indicators and transaction validation, among other methods. The various elements of the BMW Group Compliance Management System are shown in the diagram on the previous page and are applicable to all BMW Group organisational units worldwide. The BMW Group Legal Compliance Code, which forms the core of the Group's Compliance Management System, is supple- mented by an internal set of rules. The BMW Group Policy "Antitrust Compliance", which establishes binding rules of conduct for all employees across the BMW Group to prevent unlawful restriction of compe- tition, deserves particular mention. The BMW Group Policy "Corruption Prevention" and the BMW Group Instruction "Corporate Hospitality and Gifts" deal with lawful handling of gifts and benefits and define appro- priate assessment criteria and approval procedures. The compensation of members of the Board of Man- agement is determined by the full Supervisory Board on the basis of performance criteria and after taking into account any remuneration received from Group companies. The principal performance criteria are the tasks and exercise of mandate of the Board member, the economic situation as well as the performance and future prospects of the BMW Group. The Supervisory Board sets ambitious and relevant parameters as the basis for variable compensation. It also ensures that variable components based on multi-year criteria take account of both positive and negative developments and that the overall incentive is on the long term. As a general rule, targets and comparative parameters may not be changed retrospectively. → Compensation Report 211 Allocation table fixed in advance for a period of three financial years Corporate Governance In the event of death or invalidity, special rules apply for early payment of performance cash plans and share-based remuneration components based on the target amounts. Insofar as the service contract is prematurely terminated and the Company has an extraordinary right of termination, or if the Board member resigns without the Company's agreement, entitlements to amounts as yet unpaid relating to per- formance cash plans and share-based remuneration are forfeited. Other At the end of the holding period, Board members receive from the Company for every three shares of common stock held, either one additional share of common stock or the cash equivalent, to be decided at the Company's discretion (matching component). Upper limits have been defined for both the invest- ment component and the matching component (see Overview of compensation system and compen- sation components). At the end of the Annual General Meeting at which the separate financial statements of BMW AG for the relevant financial year are presented, members of the Board of Management receive a cash compensation (investment component) for the specific purpose of investment - after tax and deductions - in shares of common stock of BMW AG. The investment compo- nent corresponds to 45% of the gross bonus. The shares of common stock are purchased immediately after the investment component has been paid out. As a general rule, the acquired shares are required to be held by Board members for four years. This period also applies if a Board member leaves the Board of Management. Share-based remuneration Members of the Board of Management who were Board members on 1 January 2018 receive advance payments out of the Performance Cash Plan 2018 and the Performance Cash Plan 2019 in the years 2019 and 2020. At the end of each relevant evaluation period, the advance payment is set off or repaid, depending on the amount then determined. The advance pay- ment for each relevant year is €0.5 million for a Board member in the first period of office and €0.6 million from the second period of office or the fourth year of mandate. For the Chairman of the Board of Manage- ment the amount is €0.9 million p.a. PCP FACTOR Value between 0.9 and 1.1 Forecast trend in business development -Individual contribution to profitability area of responsibility Status of compliance in each Board member's Trend in business development ·Value between 0 and 1.8 Group post-tax return on sales multi-year performance factor: Based on Group net profit and Measurement based on Average earnings factor X MULTI-YEAR PERFORMANCE FACTOR MULTI-YEAR EARNINGS FACTOR → 81 PCP factor overview - Capped at 180% of target amount A one-year post-contractual non-competition clause has been agreed with Board members under spec- ified circumstances. During that one-year period, the former Board member is entitled to receive monthly compensation equivalent to 60% of his or her previous base remuneration, reduced by any amount of other income exceeding 40% of the base remuneration. The Company may unilaterally waive the requirement to comply with the post-contractual non-competition clause. Cash payment at end of evaluation period 215 Corporate Governance Formula: 30% target amount x earnings factor Capped at 180% of target amount, see section Remuneration caps Payment at the end of the Annual General Meeting at which the separate financial statements of BMW AG are presented €1.0 million (from second period of office or fourth year of mandate) €1.8 million (Chairman of the Board of Management) €0.85 million (first period of office) - - - Target amount p.a. (at 100% target achievement): (at 100% target achievement corresponds to 70% of target amount) b) Performance-related bonus (at 100% target achievement corresponds to 30% of target amount) a) Earnings-related bonus (sum of earnings-related bonus and performance-related bonus) Bonus €1.80 million p.a. Chairman of the Board of Management: €0.95 million p.a. (from second period of office or fourth year of mandate) €0.80 million p.a. (first period of office) Member of the Board of Management: Parameter/measurement base BASE SALARY Component components Overview of compensation system and compensation → Compensation Report 216 Base amount p.a. (30% target amount per bonus): CASH PAYMENT PCP FACTOR → Compensation Report → 79 Bonus overview Corporate Governance 214 213 a maximum 1.8. The criteria include in particular innovation (economic and ecological, for example in the reduction of car- bon dioxide emissions), the Group's market position compared to its competitors, customer focus, ability to adapt, leadership, corporate culture, promotion of compliance and integrity, contribution to the Group's attractiveness as an employer, progress in implementing the diversity concept, and activities that foster corporate social responsibility. The Supervisory Board also draws comparisons with competitors. The individual performance factor lies between zero and The performance-related component is calculated using a performance factor which the Supervisory Board sets for each member of the Board of Management and which is multiplied by 70% of the target bonus amount. The Supervisory Board sets the performance factor on the basis of a detailed evaluation of the contribution made by Board members to sustainable and long-term business development over a period of at least three financial years. The evaluation by the Supervisory Board is based on predefined criteria that take into account the Group's long-term success, the interests of shareholders and stakeholders as well as social responsibility. Group net profit after tax (in € billion) 11.0 Upper limit 9.0 6.9 7.2 1.500 1.520² 1.637 1.800 5.0 5.3 3.0 Lower limit 1.000 0.7983 3 Earnings factor 2019. 2 Earnings factor 2018. 1 Simplified depiction. 3.0 Lower limit EARNINGS COMPONENT BONUS X Earnings factor Value between 0 and 1.8 TARGET AMOUNT → 80 Performance Cash Plan overview In addition to the multi-year earnings factor, the Supervisory Board also determines a multi-year per- formance factor after the end of the evaluation period. To this end, the Supervisory Board takes account of in particular the business development during the evaluation period, the forecast trend in the business development, the Board member's individual contri- bution to profitability and the status of compliance within the Board member's area of responsibility. The multi-year performance factor can be between 0.9 and 1.1. In order to determine the multi-year earnings factor, an earnings factor is calculated for each year of the three-year evaluation period and an average is then calculated for the evaluation period. As for the earn- ings-related component of the bonus, the earnings factor for each individual year within the evaluation period is determined on the basis of Group net profit and post-tax return on sales for the relevant year. The maximum earnings factor is 1.8. The underlying measurement values are determined in advance for a period of three financial years and may not be changed retrospectively. 7 In order to determine the PCP factor, a multi-year earnings factor is multiplied by a multi-year perfor- mance factor. The PCP factor is capped at a maximum value of 1.8. The PCP evaluation period comprises three years, the grant year and the two subsequent years. PCP entitlements are paid in cash. The bonus is paid out after the end of the Annual General Meeting, at which the separate financial statements of BMW AG for the third year of the evaluation period are presented. Since the financial year 2018, variable cash com- pensation includes a multi-year and future-oriented Performance Cash Plan (PCP). The PCP is calculated at the end of a three-year evaluation period by mul- tiplying a predefined target amount by a factor that is based on multi-year target achievement (the PCP factor). The PCP target amount (100%) amounts to €0.85 million p.a. for a Board member in the first period of office, €0.95 million p.a. from the second period of office or the fourth year of mandate and €1.6 million p.a. for the Chairman of the Board of Management. The maximum amount that can be paid to a Board member is capped at 180% of the PCP target amount p.a. Performance Cash Plan of target amount Capped at 180% Cash payment TOTAL • Qualitative, mainly non-financial parameters Contribution to sustainable and long-term business development over a period of at least three financial years - Basis for performance factor: Value between 0 and 1.8 x 0.7 of target amount Performance factor PERFORMANCE COMPONENT Group post-tax return on sales Group net profit Basis for earnings factor: x 0.3 of target amount 0.135 €0.255 million (first period of office) €0.54 million (Chairman of the Board of Management) Performance Cash Plan Bonus Chairman of the Board of Management in the second period of office or from fourth year of mandate Member of the Board of Management in the first period of office Member of the Board of Management in € p.a. REMUNERATION CAPS (MAXIMUM REMUNERATION) Member of the Board of Management: €350,000 Chairman of the Board of Management: €500,000 Pension contributions p. a.: Pension based on amounts credited to individual savings accounts for contributions paid and interest earned, various forms of disbursement Principal features Defined contribution system with guaranteed minimum rate of return Model RETIREMENT AND SURVIVING DEPENDANTS' BENEFITS Overview of compensation system and compensation components onwards → Compensation Report Governance Corporate 218 217 Contractual agreement, main points: non-cash benefits from use of Company car, insurance premiums, contributions towards security systems OTHER REMUNERATION ― Maximum remuneration, see section Remuneration caps Cash compen- sation for share acquisition Once the four-year holding period requirement is fulfilled, Board of Management mem- bers receive for each three common stock shares held either - at the Company's option - one further share of common stock or the equivalent amount in cash Share-based compensation programme of matching component 212 The annual contribution paid by the Company is €350,000 for a Board member and €500,000 for the Chairman of the Board of Management. The guaran- teed minimum rate of return p.a. corresponds to the maximum interest rate used to calculate insurance reserves for life insurance policies (guaranteed interest on life insurance policies). When granting pension entitlements, the Supervisory Board considers the targeted level of pension provision in each case as well as the resulting expense for the BMW Group. In the case of death or invalidity, a minimum benefit is payable based on the number of contributions possible up to the age of 60 (subject to maximum of ten contributions). If a member of the Board of Management with a vested entitlement dies prior to the commencement of bene- fit payments, a surviving spouse or registered partner, or otherwise surviving children - in the latter case depending on their age and education - are entitled to receive benefits as surviving dependants. The amount of the benefits to be paid is determined on the basis of the amount accrued in each Board member's individual pension savings account. The amount on this account results from annual contri- butions paid in, plus interest earned depending on the type of investment. If a mandate is terminated, the defined contribution system provides, in the case of death or invalidity, for amounts accumulated on individual pension accounts to be paid out as a one-off amount or in instalments. For entitlements arising before 2016, there is an option to receive payment as a lifelong pension or in a combined form. Former Board members are entitled to receive the retirement benefit at the earliest upon reaching the age of 60, or in the case of entitlements awarded for the first time after 1 January 2012, upon reaching the age of 62. With effect from 1 January 2010, the provision of retirement benefits for members of the Board of Management was changed to a defined contribution system with a guaranteed minimum return. Retire- ment benefits remain unchanged as part of the new compensation system applicable for financial years from 2018 onwards, as they are appropriate and in line with customary market practice. Retirement benefits *Including base salary, other fixed remuneration elements and pension contribution. The overall cap is lower than the sum of the maximum amounts for each of the individual components. 9,850,000 729,000 1,458,000 2,880,000 3,240,000 5,500,000 405,000 810,000 1,710,000 1,800,000 4,925,000 344,500 688,500 1,530,000 1,530,000 Total* Monetary value €0.30 million (from second period of office or fourth year of mandate) Share acquisition immediately after payment of earmarked cash remuneration Maximum remuneration, see section Remuneration caps Share-based remuneration programme b) Multi-year performance factor a) Multi-year earnings factor VARIABLE REMUNERATION Performance Cash Plan Parameter/measurement base Component €2.268 million (Chairman of the Board of Management) €1.26 million (from second period of office or fourth year of mandate) €1.071 million (first period of office) - Maximum amount of performance-related bonus p.a.: Performance factor may not exceed 1.8 Criteria for the performance factor include: innovation (economic and ecological, for example in the reduction of carbon dioxide emissions), the Group's market position compared to its competitors, customer focus, ability to adapt, leadership, corporate culture, promotion of compliance and integrity, contribution to the Group's attractiveness as an employer, progress in implementing the diversity concept, and activities that foster corporate social responsibility ·Primarily qualitative, non-financial criteria, expressed in terms of a performance factor aimed at measuring the Board member's contribution to the sustainable and long-term development and the future viability of the Company over a period of at least three finan- cial years €0.70 million (from second period of office or fourth year of mandate) €1.26 million (Chairman of the Board of Management) €0.595 million (first period of office) Base amount p.a. (70% target amount per bonus): Formula: 70% target amount x performance factor €0.972 million (Chairman of the Board of Management) €0.54 million (from second period of office or fourth year of mandate) €0.459 million (first period of office) Maximum amount of earnings-related bonus p.a.: Earnings factor may not exceed 1.8 ― The earnings factor is 1.0 in the event of a Group net profit of €5.3 billion and a post-tax return on sales of 5.6% share of the shareholders of BMW AG) and Group post-tax return on sales Earnings factor is derived from Group net profit (from the financial year 2022: earnings a) Cash remuneration component (investment component) Payment at the end of the Annual General Meeting at which the separate financial statements of BMW AG for the relevant financial year are presented b) Share-based remuneration component (matching component) | | || | €0.81 million (Chairman of the Board of Management) €0.45 million (from second period of office or fourth year of mandate) €0.3825 million (first period of office) Cash remuneration p.a. at 100% target achievement of the bonus: Earmarked cash remuneration amounting to 45% of the gross bonus Requirement for Board of Management members to hold the acquired shares of common stock for four years Requirement for Board of Management members to invest an amount of 45% of the gross bonus after tax and contributions in BMW AG common stock Multi-year performance factor can be between 0.9 and 1.1 Criteria include in particular the trend in business development during the evaluation period, the forecast trend in business development, individual contribution to profitability and the status of compliance within the Board member's area of responsibility Determined by Supervisory Board at end of evaluation period Average for evaluation period calculated Earnings factor for each year may not exceed 1.8 and Group post-tax return on sale Earnings factor for each year of three-year evaluation period derived from Group net profit ments of BMW AG for the third year of the evaluation period are presented Payment at the end of the Annual General Meeting at which the separate financial state- PCP factor may not exceed 1.8 PCP factor: multi-year earnings factor x multi-year performance factor Formula: PCP factor x target amount Capped at 180% of target amount, see section Remuneration caps Three-year evaluation period €0.95 million (from second period of office or fourth year of mandate) €1.6 million (Chairman of the Board of Management) €0.85 million (first period of office) - - Target amount p.a. (at 100% target achievement): 4.8 VARIABLE REMUNERATION 7.3 Fixed remuneration ² Simplified depiction of target amounts for the variable cash remuneration of the Chairman of the Board of Management. Excludes basic salary, other remuneration and pension contribution. Based on the assumption that the share price remains unchanged for the calculation of the matching component. Performance component of the bonus approx. 29 Earnings-based component of the bonus approx. 12 approx. 37 Performance Cash Plan Share-based remuneration approx. 22 in % → 77 Overview of compensation system: depiction of variable remuneration (target compensation)² 1 Simplified depiction of target amounts for the variable cash remuneration of the Chairman of the Board of Management and pension contribution. Excludes other remuneration. Based on the assumption that the share price remains unchanged for the calculation of the matching component. 5.6 the bonus approx. 8 component of Earn- ings-based Cash Plan approx. 24 Performance approx. 14 remuneration Share-based Base salary approx. 27 Pension contribution approx. 8 in % → 76 Overview of compensation system: depiction of allocation to cash benefits (target compensation) and pension contribution¹ Compensation system, compensation components Board of Management compensation comprises fixed and variable cash elements as well as a share-based component. Retirement and surviving dependants' benefit entitlements are also in place. The compensa- tion components are described in more detail below. → Compensation Report Fixed remuneration consists of a base salary, which is paid monthly, and fringe benefits (other remuneration elements such as the use of Company cars, insurance premiums and contributions towards security sys- tems). With effect from the financial year 2018, the base salary is €0.8 million p.a. for a Board member during the first period of office, €0.95 million p.a. for a Board member from the second period of office or the fourth year of mandate and €1.8 million p.a. for the Chairman of the Board of Management. Variable remuneration Performance component of the bonus approx. 19 Bonus The variable remuneration of the Board of Manage- ment comprises three components: bonus Performance Cash Plan and share-based remuneration Payment of a discretionary additional bonus is not provided for. An upper limit has been set for each component of variable remuneration (see Overview of compensation system and compensation components). In the case of 100% target achievement, the bonus comprises an earnings-related component of 30% and a performance-related component of 70%. The target bonus (100%) is €0.85 million p.a. for a Board member during the first period of office, €1.0 million p.a. from the second period of office or the fourth year of mandate and €1.8 million p.a. for the Chairman of the Board of Management. For all Board members, the upper limit of the bonus is set at 180% of the relevant target bonus. In order to calculate the earnings-related component, an earnings factor is determined on the basis of the target parameters and multiplied by 30% of the target bonus amount. The level of the earnings-related com- ponent depends on the degree to which the targets set by the Supervisory Board for Group net profit (from the financial year 2022: earnings share of the shareholders of BMW AG) and Group post-tax return on sales are achieved. The degree of achievement is expressed in an earnings factor. The underlying measurement values are determined in advance for a period of three financial years and may not be changed retrospectively. The earnings factor is capped at a maximum of 1.8. The bonus is paid out after the end of the Annual General Meeting, at which the sepa- rate financial statements of BMW AG for the relevant financial year are presented. An earnings factor of 1.000 would give rise to a profit- related component of €0.255 million for a Board member in the first period of office, €0.3 million from the second period of office or the fourth year of mandate and €0.54 million for the Chairman of the Board of Management. For instance, in the event of a Group net profit of €5.3 billion and a post-tax return on sales of 5.6%, the earnings factor is 1.000. Similarly, a Group net profit of €6.9 billion and a post- tax return on sales of 7.3% gives rise to an earnings factor of 1.500 and a Group net profit of €9.0 billion and a post-tax return on sales of 8.0% to one of 1.637. ¬ A minimum earnings factor of 0.135 arises in the event of a Group net profit of €3 billion and a post- tax return on sales of 3%. If the Group net profit were below €3 billion or the post-tax return on sales below 3%, the earnings factor would be zero. In this case, a profit-related component would not be paid. The maximum earnings factor of 1.800 is reached in the event of a Group net profit of €11 billion and a post-tax return on sales of 9%. In exceptional circumstances, for instance major acquisitions or disposals, the Supervisory Board may adjust the earnings factor. Earnings components: allocation table for calculating earnings factor¹ → 78 9.0 Upper limit 043 8.0 Group post-tax return on sales in % 7.4 (-) (-) 332,591 (-) 280 18,026 555,722 (-) (-) 800,000 (-) 396,448 12,013 173 221,727 (2,988,273) (95,040) (1,100) (-) 1,330,361 (2,574,435) 72,251 2,204,145 70,856 1,016 1,304,275 (2,516,716) (80,784) (935) (1,597,320) 1,036 2,227,648 965 1,330,361 (1,879,200) (86,746) (1,004) (1,597,320) (-) 2,223,394 67,299 2,666,107 2,227,405 1,135 (1,785,240) 2,036,351 Monetary value Number Total Total Compensation compensation component (matching component)⁹ 1,725 (1,045) Share-based Performance Variable cash compensation Performance Cash Plan 2018-20208 The final number of matching shares is determined in each case when the requirement to invest in BMW AG common stock has been fulfilled. See note 41 to the Group Financial Statements for a description of the accounting treatment of the share-based compensation component. ⁹ Provisional amount/cash value calculated at grant date (date on which the entitlement became binding in law in accordance with German Accounting Standard 17 (DRS 17). 8 PCP is paid out after the end of the relevant three-year evaluation period. 7 Disclosures for the previous year include amounts relating to a member of the Board of Management who left office with effect from the end of the financial year 2018. 6 Member of the Board of Management until 31 October 2019. Cash Plan 2019-20218 79,155 103,037 (90,288) 1,565,130 (3,006,202) (102,038) (1,181) (1,879,200) (1,879,200) 70,856 1,016 3,460,227 1,304,275 (171,158) (1,981) (3,382,560) 3,159,674 93,870 1,346 1,855,626 (2,800,522) (5,376,110) (1,181) (102,038) (2,983,015) 916,667 1,194,624 PCP 2019-20212 PCP 2018-2020² Performance Cash Plan 1,092,903 0 1,639,355 910,753 798,000 665,000 566,666 Performance component of the bonus 2018 (three-year plan term)1 Performance component of the bonus 2019 (three-year plan term)1 433,200 311,477 285,000 702,581 0 390,323 24,994 924,994 50,947 1,320,839 900,000 1,269,892 Performance component of the bonus 900,000 24,994 924,994 2,150,323 Share-based remuneration programme 526,935 0 103,037 Share-based remuneration component (matching component) 2019 for holding obligation 2020-2024 90,288 (matching component) 2018 for holding obligation 2019-2023 Share-based remuneration component (matching component) 2017 for holding obligation 2018-2022 Share-based remuneration component (matching component) 2016 for holding obligation 2017-2021 712,900 Share-based remuneration component Share-based remuneration component 631,971 0 1,053,871 585,484 (investment component) 2019 for holding obligation 2020-20241 Cash remuneration component 554,040 427,500 (investment component) 2018 for holding obligation 2019-20231 Cash remuneration component (matching component) 2015 for holding obligation 2016-2020 1,269,892 50,947 1,320,839 1,269,892 50,947 1,320,839 1,320,839 Total7 Andreas Wendt Peter Schwarzenbauer Nicolas Peter Pieter Nota Milan Nedeljković5 Ilka Horstmeier4 Klaus Fröhlich Milagros Caiña Carreiro-Andree³ Harald Krüger² 223 Oliver Zipse¹ (634,004) (21,645) 659,614 (782,828) 9,728 (9,087) 12,611,058 (15,008,860) (277) (399,330) 2,305,313 72,251 1,036 1,330,361 21,426,083 (24,014,510) 224 Corporate Governance → Compensation Report 1,269,892 50,947 FY 2018 FY 2019 FY 2018 FY 2019 (Max) FY 2019 (Min) FY 2019 Payout Grants MULTI-YEAR VARIABLE REMUNERATION Earnings-based component of the bonus¹ ONE-YEAR VARIABLE REMUNERATION Total Fringe benefits (other compensation) Fixed compensation BASE SALARY in € of the Board of Management in accordance with the requirements of the German Corporate Governance Code in the version dated 7 February 2017. Member of the Board of Management since 13 May 2015 since 16 August 2019 Chairman of the Board of Management Oliver Zipse In addition to the disclosures required by German commercial law and the accounting principles required to be applied, the following tables show the amounts awarded and payments made to individual members 5 Member of the Board of Management since 1 October 2019. 4 Member of the Board of Management since 1 November 2019. (7,801,613) 2 Member and Chairman of the Board of Management until 15 August 2019. Other (583,200) Klaus Fröhlich 950,000 71,822 1,021,822 1,079,400 485,730 (950,000) (1,296,000) (64,033) (1,296,000) (583,200) Ilka Horstmeier4 133,333 29,375 162,708 152,915 68,812 (-) (1,014,033) (-) (1,024,964) (950,000) (1,231,200) (554,040) Harald Krüger² 8,697,280 1,122,581 87,597 1,210,178 1,279,742 575,884 (74,964) (1,800,000) (1,822,392) (2,332,800) (1,049,760) Milagros Caiña Carreiro-Andree³ 791,667 60,607 852,274 899,500 404,775 (22,392) (924,994) (-) (-) 829,988 917,490 412,871 (800,000) (38,612) (838,612) (1,101,600) (495,720) Peter Schwarzenbauer 29,988 791,667 829,014 899,500 404,775 (950,000) (51,777) (1,001,777) (1,296,000) (583,200) Andreas Wendt 37,347 (-) 800,000 (495,720) Milan Nedeljković5 200,000 5,105 205,105 229,373 103,218 (-) (-) (-) Nicolas Peter (-) Pieter Nota 800,000 20,782 820,782 917,490 412,871 (800,000) (90,369) (890,369) (1,101,600) (-) (24,994) (900,000) 631,971 219 220 Corporate Governance → Compensation Report The expected amount of variable cash remuneration (bonus, cash component of share-based remuneration, PCP) for the remaining term of the contract from the date of departure from the Board of Management totals €1.9 million, where necessary taking into account forecast figures. This includes a bonus for the period from 1 November to 31 December 2019 amounting to €0.2 million and the proportionate amount of the cash component of remuneration (investment component) for this period amounting to €0.1 million. The cash value of the cash remuneration component of the share-based remuneration programme (matching component) for the period from 1 November 2019 to 31 December 2019 amounts to €0.01 million. The expected cash value of the matching component for the relevant proportionate period in the financial year 2020 amounts to €0.05 million. The proportionate amount of pension contribution for the 2019 and 2020 financial years is €0.1 million and €0.2 million respectively. Compensation for the agreed one-year non-competition clause amounts to €0.6 million. A provision has been recognised for remuneration relating to the period after 31 December 2019. Mr Schwarzenbauer left the Board of Management at the end of 31 October 2019. Under the terms of his service contract, a one-year post-contractual non-com- petition clause applies. The proportionate amount of compensation relating to the financial year 2019 is €0.1 million. The corresponding figure for the remain- ing period from 1 January 2020 to 31 October 2020 is €0.5 million, for which a provision has been recognised. In line with the recommendation of the German Corporate Governance Code dated 7 February 2017, Board of Management service contracts provide for severance pay to be paid to the Board member in the event of premature termination by the Company without important reason, the amount of which is limited to a maximum of two years' compensation (severance payment cap). If the remaining term of the contract is less than two years, the severance payment is reduced proportionately. For these purposes, annual compensation comprises base remuneration, the target bonus amount and the target PCP amount for the last full financial year before termination. No commitments or agreements exist for payment of compensation in the event of early termination of a Board member's mandate due to a change of control or a takeover offer. No members of the Board of Manage- ment received any payments or relevant commitment from third parties in 2019 on account of their activities as members of the Board of Management. Remuneration caps Ms Caiña Carreiro-Andree left the Board of Manage- ment at the end of 31 October 2019 and was released from her duties for the remaining period of her ser- vice contract (until 30 June 2020). The proportionate amount of base and other remuneration relating to the period after her departure from the Board and to the financial year 2019 amounts to €0.2 million. Fixed remuneration relating to the financial year 2020 amounts to €0.5 million. The Supervisory Board has stipulated upper limits for all variable remuneration components and for the remuneration of members of the Board of Manage- ment in total. The upper limits are shown in the table Overview of compensation system and compensation components. Revision of Board of Management compensation for financial years from 2021 onwards Regulations governing management board compen- sation and the reporting thereof were again reformed by lawmakers through the implementation of the EU's Second Shareholder Rights Directive (ARUG II). More- over, the Government Commission on the German Corporate Governance Code revised the recommenda- tions and suggestions relating to management board compensation in its revised version of the German Corporate Governance Code dated 16 December 2019. The Supervisory Board has examined the new regula- tions and intends to revise the compensation system for the Board of Management of BMW AG during the financial year 2020. The revised compensation system will be submitted for approval by the shareholders at the Annual General Meeting held during the finan- cial year 2021. The Supervisory Board will also take account of input from investors when revising the compensation system. Total compensation of the Board of Management for the financial year 2019 (2018) The total compensation of the current members of the Board of Management of BMW AG for the financial year 2019 amounted to €21.4 million (2018: €24.0 mil- lion), of which €8.1 million (2018: €8.2 million) relates to fixed components including other remuneration. Variable components amounted to €12.6 million (2018: €15.0 million) and the share-based remuneration com- ponent to €0.7 million (2018: €0.8 million). The BMW Group achieved a net profit of €5,022 mil- lion (2018: €7,207 million) and a post-tax return on sales of 4.8% (2018: 7.4%). According to the defined allocation table, these results yield an earnings factor of 0.798 (2018: 1.520) for the earnings component relevant for the bonus of members of the Board of Management in office during the financial year 2019. The Supervisory Board set a performance factor of 1.20 (2018: 1.20) for the performance component of Board members for the financial year 2019. In determining the performance factor, the Super- visory Board uses various criteria to evaluate the contribution of Board members to the sustainable and long-term development and future viability of the Company. In this context, the Supervisory Board considers developments over recent years as well as the impact of planning decisions going forward. A central topic of focus was innovation performance, particularly in the area of electrification. The Super- visory Board took into account continuous growth in the number of electrified vehicles delivered in recent years as well as the measures taken to accelerate the penetration of technologies relating to electrification, including the opening of the new battery cell com- petence centre. Also considered were the continuous progress made in reducing the fleet's CO2 emissions as well as the planning decisions taken – such as the development of the product portfolio – to ensure compliance with emission thresholds. The develop- ment of the market position was another focus area of the evaluation. Here, the Supervisory Board took into account in particular the BMW Group's achieve- ments in confirming its position as the world's lead- ing premium automobile manufacturer for the 16th consecutive year and setting a new delivery volume record for the ninth consecutive year. Furthermore, the Supervisory Board also considered the Board of Management's decision to successively integrate electrified models into the production system. The focus on flexible plant structures is a prerequisite for the further expansion of electrification. As part of the evaluation of other performance criteria, the Supervi- sory Board also assessed in particular the Company's ability to adapt to change, measured for example in terms of developments in the area of cooperation arrangements and strategic investments. In the area of Corporate Social Responsibility, consideration was given to the BMW Group's activities to promote children and young people through educational programmes and road safety education as well as to the BMW Group's excellent performance in various sustainability indices over a number of years. The BMW Group's attractiveness as an employer was eval- uated by reference to various studies over a period of several years, in which the BMW Group was ranked among the top employers. 2019 The overall upper limits (caps) have not changed in conjunction with the revised compensation system for financial years from 2018 onwards and are lower than the sum of the maximum amounts of the various individual components. 2018 to €0.06 million. The expected cash value of the match- ing component for the relevant proportionate period in the financial year 2020 amounts to €0.05 million. The Company will pay a pension contribution of €0.2 mil- lion for the period from the date of departure from the Board of Management up to 31 December 2019 and a corresponding proportionate amount of €0.2 million for the financial year 2020. Compensation for the agreed one-year post-contractual non-competition clause amounts to €1.1 million. A provision has been recognised for remuneration relating to the period after 31 December 2019. Members of the Board of Management who retire immediately after their service on the Board, or who are deemed to be in an equivalent position, are entitled to acquire vehicles and other BMW Group products and services at conditions that also apply to BMW pensioners and to lease BMW Group vehicles in accordance with the guidelines applicable to senior heads of departments. Retired Chairmen of the Board of Management are entitled to use a BMW Group vehicle as a company car on a similar basis to senior heads of departments, and depending on availability and against payment, use BMW chauffeur services. 1 Member of the Board of Management since 13 May 2015, Chairman of the Board of Management since 16 August 2019. (4,657,922) (10,350,938) (8,222,822) (421,209) 102,701 3,913,778 8,155,411 496,271 Termination benefits on premature termination of Board activities, benefits paid by third parties In agreement with the Supervisory Board, Mr Krüger resigned from the Board of Management at the end of 15 August 2019 and was released from his duties for the remaining term of his service contract, which ends on 30 April 2020. The proportionate amount of base and other remuneration relating to the period after his departure from the Board and to the financial year 2019 amounted to €0.7 million. The proportionate amount of base remuneration relating to the finan- cial year 2020 amounts to €0.6 million. The expected amount of variable cash remuneration (bonus, cash component of share-based remuneration, PCP) for the remaining term of the contract from the date of departure from the Board of Management totals €3.5 million, where necessary taking into account forecast figures. This includes the bonus for the period from 16 August to 31 December 2019 amounting to €0.8 million as well as the proportionate amount of the cash component of remuneration (investment component) for this period amounting to €0.3 million. The cash value of the cash component of share-based remuneration (matching component) for the period from 16 August 2019 to 31 December 2019 amounts 7,659,140 (123,930) (275,400) (213,029) (13,029) (200,000) 412,871 917,490 902,701 In the event of the death of a Board member during the service contract term, the base remuneration for the month of death and a maximum of three further calendar months are paid to entitled surviving dependants. Total' in € million Amount Proportion in % 222 Corporate Governance → Compensation Report Compensation of the individual members of the Board of Management for the financial year 2019 (2018) Fixed compensation Variable cash compensation in € or 221 number of matching shares Other compensation Total Bonus Share-based compensation component (invest- ment component) Oliver Zipse¹ 1,269,892 50,947 1,320,839 1,404,380 Base salary The following table shows the compensation of the members of the Board of Management in accordance with commercial law and the accounting principles required to be applied. * Matching component; provisional number/cash value calculated at grant date (date on which the entitlement became binding in accordance with German Accounting Standard 17 (DRS 17)). The final number of matching shares is determined in each case when the requirement to invest in BMW AG common stock has been fulfilled. 100.0 Amount Proportion in % Fixed compensation Variable cash compensation 8.1 37.8 8.2 34.2 12.6 58.9 15.0 62.5 Share-based compensation component* 0.7 3.3 0.8 3.3 Total compensation 21.4 100.0 24.0 3 Member of the Board of Management until 31 October 2019. Total 950,000 74,964 1,024,964 Total compensation Cash remuneration component Share-based remuneration programme 600,000 0 1,710,000 950,000 600,000 950,000 PCP 2019-20212 PCP 2018-2020² (investment component) 2018 for holding obligation 2019-20231 Performance Cash Plan 0 1,260,000 700,000 Performance component of the bonus 2019 (three-year plan term)1 840,000 700,000 Performance component of the bonus 2018 (three-year plan term)¹ Performance component of the bonus MULTI-YEAR VARIABLE REMUNERATION 456,000 840,000 239,400 450,000 Cash remuneration component 79,155 (matching component) 2019 for holding obligation 2020-2024 Share-based remuneration component 95,040 (matching component) 2018 for holding obligation 2019-2023 Share-based remuneration component (matching component) 2017 for holding obligation 2018-2022 Share-based remuneration component (matching component) 2016 for holding obligation 2017-2021 583,200 Share-based remuneration component Share-based remuneration component 2,966 (matching component) 2014 for holding obligation 2015-2019 Share-based remuneration component 485,730 810,000 0 450,000 (investment component) 2019 for holding obligation 2020-20241 (matching component) 2015 for holding obligation 2016-2020 0 300,000 0 since 9 December 2014 Member of the Board of Management Development Klaus Fröhlich 4 Agreed cap. The cap is lower than the sum of the maximum amounts of the various individual components. 3 Pension expense measured in accordance with IAS 19 reflects the expense recognised by the Company; this amount was not paid in the financial year. ² Advance payments relating to the PCP 2019-2021 and the PCP 2018-2020 reported for the 2019 and 2018 financial years will be paid in 2020 or 2019. 1 The bonus and cash remuneration component reported for the financial years 2019 and 2018 in accordance with the German Corporate Governance Code will be paid in 2020 and 2019 respectively. 3,004,515 3,939,518 in € 4,583,3334 3,881,226 1,922,369 4,789,774 3,527,002 2,709,069 3,585,294 295,446 295,446 354,224 295,446 354,224 3,039,797 295,446 Income earned on an employed or a self-employed basis up to the age of 63 may be offset against instal- ment payments. In addition, certain circumstances have been specified, in the event of which the Com- pany no longer has any obligation to pay benefits. Transitional payments are not provided. 3,335,243 Total compensation Pension expense³ Total Other 337,500 2,217,815 540,000 BASE SALARY Fringe benefits (other compensation) 300,000 64,033 1,014,033 71,822 1,021,822 950,000 950,000 950,000 64,033 1,014,033 950,000 71,822 1,021,822 950,000 71,822 1,021,822 1,021,822 Fixed compensation 950,000 71,822 FY 2018 FY 2019 (Min) FY 2019 (Max) FY 2019 Grants FY 2018 Payout Earnings-based component of the bonus¹ ONE-YEAR VARIABLE REMUNERATION Total FY 2019 405,000 Other Total 63,750 (investment component) 2019 for holding obligation 2020-20241 Cash remuneration component (investment component) 2018 for holding obligation 2019-20231 Cash remuneration component Share-based remuneration programme 0 255,000 0 0 141,667 PCP 2018-20202 Performance Cash Plan 119,000 178,500 0 99,167 Performance component of the bonus 2019 (three-year plan term)1 Performance component of the bonus 2018 (three-year plan term)1 33,915 PCP 2019-20212 76,500 114,750 Share-based remuneration component ³ Pension expense measured in accordance with IAS 19 reflects the expense recognised by the Company; this amount was not paid in the financial year. "Agreed cap. The cap is lower than the sum of the maximum amounts of the various individual components. ² Advance payments relating to the PCP 2019-2021 and the PCP 2018-2020 reported for the 2019 and 2018 financial years will be paid in 2020 or 2019. 1 The bonus and cash remuneration component reported for the financial years 2019 and 2018 in accordance with the German Corporate Governance Code will be paid in 2020 and 2019 respectively. 442,768 820,8334 221,041 384,435 58,333 844,875 58,333 162,708 58,333 68,812 58,333 580,138 Total compensation Pension expense³ Total Other 57,417 0 12,013 (matching component) 2019 for holding obligation 2020-2024 521,805 0 42,500 29,375 162,708 Human Resources, Industrial Relations Director Member of the Board of Management Ilka Horstmeier → Compensation Report Corporate Governance 228 227 Agreed cap. The cap is lower than the sum of the maximum amounts of the various individual components. 4 ³ Pension expense measured in accordance with IAS 19 reflects the expense recognised by the Company; this amount was not paid in the financial year. since 1 November 2019 ² Advance payments relating to the PCP 2019-2021 and the PCP 2018-2020 reported for the 2019 and 2018 financial years will be paid in 2020 or 2019. 3,543,245 3,846,352 5,500,000 3,862,192 1,375,149 3,854,304 3,189,918 3,493,233 353,327 353,119 1,021,822 5,746,822 3,509,073 353,327 353,327 353,119 3,500,977 353,327 Total compensation Pension expense³ 1 The bonus and cash remuneration component reported for the financial years 2019 and 2018 in accordance with the German Corporate Governance Code will be paid in 2020 and 2019 respectively. in € BASE SALARY Fixed compensation 162,708 162,708 162,708 29,375 29,375 29,375 133,333 133,333 133,333 133,333 FY 2019 FY 2018 FY 2019 FY 2019 (Min) FY 2019 (Max) FY 2018 Payout Grants Performance component of the bonus MULTI-YEAR VARIABLE REMUNERATION Earnings-based component of the bonus¹ ONE-YEAR VARIABLE REMUNERATION Fringe benefits (other compensation) Total 55,095 70,856 (matching component) 2019 for holding obligation 2020-2024 Share-based remuneration component 558,203 (investment component) 2019 for holding obligation 2020-20241 Cash remuneration component 1,049,760 810,000 (investment component) 2018 for holding obligation 2019-20231 Cash remuneration component Share-based remuneration programme 561,290 558,203 0 1,796,129 900,000 1,600,000 PCP 2019-20212 PCP 2018-20202 Performance Cash Plan 942,968 903,677 1,414,452 903,677 Performance component of the bonus 2019 (three-year plan term)1 997,849 1,512,000 909,290 Share-based remuneration component Other 454,645 91,011 93,870 (matching component) 2019 for holding obligation 2020-2024 Share-based remuneration component 171,158 (matching component) 2018 for holding obligation 2019-2023 Share-based remuneration component 575,884 (matching component) 2017 for holding obligation 2018-2022 (matching component) 2016 for holding obligation 2017-2021 Share-based remuneration component (matching component) 2015 for holding obligation 2016-2020 Share-based remuneration component 57,105 (matching component) 2014 for holding obligation 2015-2019 Share-based remuneration component 88,157 (matching component) 2013 for holding obligation 2014-2018 Share-based remuneration component 1,260,000 Performance component of the bonus 2018 (three-year plan term)¹ 820,000 Total Fringe benefits (other compensation) Fixed compensation BASE SALARY in € since 1 December 2008 until 13 May 2015 13 May 2015 until 15 August 2019 Member of the Board of Management Chairman of the Board of Management Harald Krüger ONE-YEAR VARIABLE REMUNERATION 4 Agreed cap. The cap is lower than the sum of the maximum amounts of the various individual components. 2 Advance payments relating to the PCP 2019-2021 and the PCP 2018-2020 reported for the 2019 and 2018 financial years will be paid in 2020 or 2019. 1 The bonus and cash remuneration component reported for the financial years 2019 and 2018 in accordance with the German Corporate Governance Code will be paid in 2020 and 2019 respectively. 4,476,542 3,630,189 7,137,0974 3,662,738 1,727,291 4,911,512 4,070,090 3,276,900 406,452 353,289 1,320,839 7,393,904 3,309,449 406,452 406,452 353,289 4,505,060 406,452 ³ Pension expense measured in accordance with IAS 19 reflects the expense recognised by the Company; this amount was not paid in the financial year. Earnings-based component of the bonus¹ MULTI-YEAR VARIABLE REMUNERATION Performance component of the bonus 336,774 540,000 606,194 336,774 336,774 22,392 1,822,392 1,800,000 1,122,581 87,597 1,210,178 1,800,000 22,392 1,822,392 1,122,581 87,597 1,210,178 1,122,581 87,597 1,210,178 1,210,178 1,122,581 87,597 FY 2019 FY 2018 FY 2019 (Max) FY 2019 (Min) FY 2019 Grants FY 2018 Payout Total Pension expense³ Pension expense³ 4,100,551 3,099,843 6,390,888 6,203,550 3,684,199 6,192,309 316,758 316,758 316,758 504,831 316,758 504,831 (investment component) 2018 for holding obligation 2019-20231 Cash remuneration component Share-based remuneration programme 500,000 0 1,425,000 791,667 600,000 950,000 PCP 2019-20212 450,000 PCP 2018-20202 700,000 700,000 1,050,000 700,000 Performance component of the bonus 2019 (three-year plan term)1 840,000 700,000 Performance component of the bonus 2018 (three-year plan term)1 456,000 199,500 Performance Cash Plan 300,000 583,200 (investment component) 2019 for holding obligation 2020-20241 I 102,038 (matching component) 2018 for holding obligation 2019-2023 Share-based remuneration component I Share-based remuneration component (matching component) 2016 for holding obligation 2017-2021 Share-based remuneration component (matching component) 2015 for holding obligation 2016-2020 Cash remuneration component Share-based remuneration component (matching component) 2014 for holding obligation 2015-2019 Share-based remuneration component 81,130 (matching component) 2013 for holding obligation 2014-2018 Share-based remuneration component 404,775 675,000 315,000 375,000 52,520 450,000 0 250,000 Fixed compensation BASE SALARY in € 1 July 2012 until 31 October 2019 Member of the Board of Management Human Resources, Industrial Relations Director Milagros Caiña Carreiro-Andree Report → Compensation Fringe benefits (other compensation) Corporate Governance 225 * Agreed cap. The cap is lower than the sum of the maximum amounts of the various individual components. 3 Pension expense measured in accordance with IAS 19 reflects the expense recognised by the Company; this amount was not paid in the financial year. 2 Advance payments relating to the PCP 2019-2021 and the PCP 2018-2020 reported for the 2019 and 2018 financial years will be paid in 2020 or 2019. 1 The bonus and cash remuneration component reported for the financial years 2019 and 2018 in accordance with the German Corporate Governance Code will be paid in 2020 and 2019 respectively. 4,000,957 6,697,140 6,143,0114 6,708,381 3,416,601 4,417,309 226 Total ONE-YEAR VARIABLE REMUNERATION Earnings-based component of the bonus¹ 1,024,964 74,964 60,607 852,274 950,000 791,667 791,667 60,607 852,274 852,274 852,274 60,607 60,607 791,667 791,667 FY 2019 FY 2018 FY 2019 (Max) FY 2019 FY 2019 (Min) Grants FY 2018 Payout Performance component of the bonus MULTI-YEAR VARIABLE REMUNERATION Total compensation Contributions falling due under the defined contri- bution model are paid into an external fund in con- junction with a trust model that is also used to fund pension obligations to employees. (matching component) 2017 for holding obligation 2018-2022 3,011,122 3,337,716 992,662 (-) (-) (-) Milan Nedeljković 87,500 87,500 1,421,605 1,421,152 Pieter Nota Nicolas Peter Peter Schwarzenbauer? Andreas Wendt Total8 (-) (-) 359,979 993,548 58,333 58,333 Ilka Horstmeier5 Milagros Caiña Carreiro-Andree4 295,446 297,688 3,463,676 3,463,676 (354,224) (357,468) (2,561,031) 362,125 (2,560,943) 353,327 355,573 3,256,267 3,256,267 (353,119) (356,382) (2,660,630) (2,660,630) Klaus Fröhlich 760,562 760,306 (350,000) (2,754,201) (2,775,150) 355,573 (132,500) (1,886,766) 2,890,450 27,962,636 27,960,893 (19,703,788) (19,703,287) 2,414,082 (1,886,766) 1 Service cost differs due to the different valuation bases used to measure pension obligations for HGB purposes (expected settlement amount) and for IFRS purposes (present value of the defined benefit obligation). ² Member of the Board of Management since 13 May 2015, Chairman of the Board of Management since 16 August 2019. 3 Member and Chairman of the Board of Management until 15 August 2019. (132,500) 2,876,116 4 Member of the Board of Management until 31 October 2019. 6 Member of the Board of Management since 1 October 2019. 7 Member of the Board of Management until 31 October 2019. 8 Prior year's figures comprise only members of the Board of Management at 31 December 2018. 237 238 Corporate Governance → Compensation Report 2. Supervisory Board compensation 5 Member of the Board of Management since 1 November 2019. (5,753,776) 2,414,082 (2,188,159) (350,000) (350,276) (350,041) 353,327 355,573 2,656,550 2,656,550 (353,119) 353,327 (356,382) (2,004,567) 291,667 291,667 2,682,925 2,682,925 (353,119) (356,382) (2,188,161) (2,004,567) Responsibilities, provisions of Articles of Incorporation (5,753,913) (504,831) (46,218) (268,257) 104,384 356,008 (-19,097) (254,591) 668 668 (-) (-) 1,516 (-) 1,516 76,736 100,397 (23,661) (23,661) 150,428 359,649 143,912 (458,341) (30,821) Klaus Fröhlich Ilka Horstmeier5 Milan Nedeljković Pieter Nota Nicolas Peter Peter Schwarzenbauer Andreas Wendt Total8 231,415 Expense in 2019 Provision at 31.12.2019 in accordance with HGB and IFRS1 135,272 358,043 (29,002) (222,771) 170,267 571,504 in accordance with HGB and IFRS (51,812) (80,987) 139,649 Service cost in accordance with HGB for the financial year 20191 financial year 20191 Defined benefit obligation IFRS¹ Defined benefit obligation HGB¹ Oliver Zipse² 406,452 406,452 3,054,273 IFRS for the 3,054,125 (356,550) (2,298,444) (2,298,405) Harald Krüger³ 316,758 319,966 7,259,148 7,259,148 (353,289) (509,486) Service cost in accordance with Pension entitlements 441,254 (32,264) (354,125) 34,672 36,304 (1,632) (1,632) 957,504 in € 2,456,758 (1,786,110) Provisional number or provisional monetary value calculated on the basis of the closing price of BMW common stock in the Xetra trading system on 30 December 2019 (€73.14) (fair value at reporting date). 2 Member of the Board of Management since 13 May 2015, Chairman of the Board of Management since 16 August 2019. 3 Member and Chairman of the Board of Management until 15 August 2019. * Member of the Board of Management until 31 October 2019. 5 Member of the Board of Management since 1 November 2019. 6 Member of the Board of Management since 1 October 2019. 7 Member of the Board of Management until 31 October 2019. * Disclosures for the previous year include amounts relating to a member of the Board of Management who left office during the financial year 2018. (274,927) Milagros Caiña Carreiro-Andree4 The compensation of the Supervisory Board is specified either by a resolution of the shareholders at the Annual General Meeting or in the Articles of Incorporation. The compensation provisions valid for the financial year under report were resolved by shareholders at the Annual General Meeting on 14 May 2013 and are set out in Article 15 of BMW AG's Articles of Incorporation, which are available at → www.bmwgroup.com within the section "Company" (menu items "Company Portrait” and “Corporate Governance") as well as in "BMW Group Download Centre". The fixed and earnings-related components in combi- nation are intended to ensure that the compensation of Supervisory Board members is appropriate in relation to the tasks of Supervisory Board members and the Company's financial condition and also takes account of the Company's performance over several years. Other 86,125 0 18,026 (matching component) 2019 for holding obligation 2020-2024 Share-based remuneration component 103,218 172,125 0 95,625 (investment component) 2019 for holding obligation 2020-20241 Cash remuneration component (investment component) 2018 for holding obligation 2019-20231 Cash remuneration component Share-based remuneration programme 382,500 0 Total Pension expense³ Total compensation 743,756 in € Member of the Board of Management since 1 April 2018 Customer, Brands, Sales Pieter Nota → Compensation Report Corporate Governance 230 229 212,500 ³ Pension expense measured in accordance with IAS 19 reflects the expense recognised by the Company; this amount was not paid in the financial year. Agreed cap. The cap is lower than the sum of the maximum amounts of the various individual components. 1 The bonus and cash remuneration component reported for the financial years 2019 and 2018 in accordance with the German Corporate Governance Code will be paid in 2020 and 2019 respectively. 625,196 1,231,2504 292,605 831,256 537,696 87,500 205,105 1,228,355 87,500 87,500 87,500 ² Advance payments relating to the PCP 2019-2021 and the PCP 2018-2020 reported for the 2019 and 2018 financial years will be paid in 2020 or 2019. PCP 2019-20212 PCP 2018-2020² Performance Cash Plan Earnings-based component of the bonus¹ MULTI-YEAR VARIABLE REMUNERATION Performance component of the bonus Payout FY 2018 Grants FY 2019 FY 2019 (Min) ONE-YEAR VARIABLE REMUNERATION FY 2019 (Max) FY 2019 200,000 5,105 205,105 200,000 5,105 205,105 200,000 200,000 5,105 205,105 FY 2018 BASE SALARY Total Fixed compensation 178,500 267,750 0 148,750 Performance component of the bonus 2019 (three-year plan term)1 Performance component of the bonus 2018 (three-year plan term)¹ 50,873 114,750 Fringe benefits (other compensation) 0 5,105 205,105 Milan Nedeljković 1 The bonus and cash remuneration component reported for the financial years 2019 and 2018 in accordance with the German Corporate Governance Code will be paid in 2020 and 2019 respectively. Production Member of the Board of Management since 1 October 2019 in € BASE SALARY 63,750 Compensation principles, compensation components The Supervisory Board of BMW AG receives a fixed compensation component as well as an earnings- related compensation component, which is oriented toward sustainable growth. The earnings-related component is based on average earnings per share of common stock for the remuneration year and the two preceding financial years. Fixed compensation ONE-YEAR VARIABLE REMUNERATION Share-based remuneration component 86,746 (matching component) 2018 for holding obligation 2019-2023 Share-based remuneration component 412,871 688,500 0 382,500 (investment component) 2019 for holding obligation 2020-20241 Cash remuneration component 495,720 382,500 (investment component) 2018 for holding obligation 2019-20231 Cash remuneration component Share-based remuneration programme 500,000 0 1,530,000 (matching component) 2019 for holding obligation 2020-2024 72,251 344,500 Other In accordance with the Articles of Incorporation, each member of BMW AG's Supervisory Board receives, in addition to the reimbursement of reasonable expenses, a fixed amount of €70,000 (payable at the end of the year) as well as earnings-related compensation of €170 for each full €0.01 by which the average amount of (undiluted) earnings per share (EPS) of common stock reported in the Group Financial Statements for the remuneration year and the two preceding financial years exceeds a minimum amount of €2.00, payable after the Annual General Meeting held in the fol- lowing year. An upper limit corresponding to twice the amount of the fixed compensation is in place for the earnings-related compensation. The limit for a member of the Supervisory Board with no additional compensation-relevant function is set at €140,000. With fixed compensation elements and an earnings- related compensation component oriented toward sustainable growth, the compensation structure in place for BMW AG's Supervisory Board complies with the recommendation on supervisory board compensa- tion contained in section 5.4.6 paragraph 2 sentence 2 of the German Corporate Governance Code (version dated 7 February 2017). The German Corporate Governance Code (version dated 7 February 2017) also recommends in sec- tion 5.4.6 paragraph 1 sentence 2 that the exercising of chair and deputy chair positions in the Supervisory Board as well as the chair and membership of commit- tees should also be considered in the compensation. Accordingly, the Articles of Incorporation of BMW AG stipulate that the Chairman of the Supervisory Board shall receive three times the amount and each Deputy Chairman shall receive twice the amount of the remuneration of a Supervisory Board member. Each chairman of the Supervisory Board's committees receives twice the amount and each member of a committee receives one-and-a-half times the amount of the remuneration of a Supervisory Board mem- ber, provided the relevant committee convened for meetings on at least three days during the financial year. If a member of the Supervisory Board exercises more than one of the functions referred to above, the compensation is measured only on the basis of the function that is remunerated with the highest amount. In addition, each member of the Supervisory Board receives an attendance fee of €2,000 for each full meeting of the Supervisory Board (Plenum) which the member has attended, payable at the end of the financial year. Attendance at more than one meeting on the same day is not remunerated separately. The Company also reimburses to each member of the Supervisory Board reasonable expenses and any value- added tax arising on the member's remuneration. The amounts disclosed below are net amounts. In order to perform his duties, the Chairman of the Supervisory Board has the use of an office, with administrative support, as well as access to the BMW car service. 850,000 4,925,000 3,409,642 3,335,512 2,987,716 350,000 3,059,642 2,651,143 350,000 359,979 820,782 4,913,782 359,979 359,979 2,975,533 359,979 Total compensation Pension expense³ Total 1,180,761 500,000 850,000 PCP 2019-20212 820,782 20,782 20,782 800,000 800,000 800,000 800,000 800,000 820,782 800,000 FY 2019 FY 2018 FY 2019 FY 2019 (Min) FY 2019 (Max) Payout Grants Performance component of the bonus MULTI-YEAR VARIABLE REMUNERATION Earnings-based component of the bonus¹ FY 2018 Fringe benefits (other compensation) Total 20,782 820,782 20,782 PCP 2018-20202 Performance Cash Plan 714,000 0 1,071,000 595,000 Performance component of the bonus 2019 (three-year plan term)1 714,000 Performance component of the bonus 2018 (three-year plan term)1 90,396 387,600 255,000 459,000 0 255,000 890,396 820,782 890,396 90,396 203,490 Harald Krüger³ 595,000 in € Payout FY 2018 Grants FY 2019 FY 2019 (Min) FY 2019 (Max) FY 2018 FY 2019 791,667 791,667 37,347 37,347 829,014 829,014 791,667 37,347 829,014 950,000 51,777 1,001,777 791,667 950,000 37,347 829,014 Total Fringe benefits (other compensation) Fixed compensation BASE SALARY 829,988 4,922,988 353,327 353,327 3,001,896 2,660,349 2,935,932 353,119 353,327 353,119 3,333,114 1,183,315 4,925,000 3,355,015 3,013,676 3,289,051 1 The bonus and cash remuneration component reported for the financial years 2019 and 2018 in accordance with the German Corporate Governance Code will be paid in 2020 and 2019 respectively. 2 Advance payments relating to the PCP 2019-2021 and the PCP 2018-2020 reported for the 2019 and 2018 financial years will be paid in 2020 or 2019. 51,777 ³ Pension expense measured in accordance with IAS 19 reflects the expense recognised by the Company; this amount was not paid in the financial year. "Agreed cap. The cap is lower than the sum of the maximum amounts of the various individual components. 232 Corporate Governance → Compensation Report Peter Schwarzenbauer Transformation Electromobility Member of the Board of Management since 1 April 2013 until 31 October 2019 in € 231 1,001,777 ONE-YEAR VARIABLE REMUNERATION Earnings-based component of the bonus¹ 500,000 Share-based remuneration programme Cash remuneration component (investment component) 2018 for holding obligation 2019-20231 450,000 583,200 Cash remuneration component (investment component) 2019 for holding obligation 2020-20241 0 1,425,000 375,000 675,000 404,775 Share-based remuneration component (matching component) 2013 for holding obligation 2014-2018 60,779 Share-based remuneration component (matching component) 2014 for holding obligation 2015-2019 52,520 0 2,979,787 353,327 791,667 950,000 250,000 0 450,000 300,000 199,500 456,000 MULTI-YEAR VARIABLE REMUNERATION Performance component of the bonus 600,000 Performance component of the bonus 2018 (three-year plan term)1 840,000 Performance component of the bonus 2019 (three-year plan term)1 583,333 0 1,050,000 700,000 Performance Cash Plan PCP 2018-20202 PCP 2019-20212 700,000 Share-based remuneration component Total compensation Total 800,000 800,000 800,000 800,000 29,988 29,988 829,988 829,988 29,988 829,988 38,612 838,612 29,988 38,612 829,988 838,612 ONE-YEAR VARIABLE REMUNERATION Earnings-based component of the bonus¹ 255,000 800,000 800,000 FY 2019 FY 2018 ² Advance payments relating to the PCP 2019-2021 and the PCP 2018-2020 reported for the 2019 and 2018 financial years will be paid in 2020 or 2019. 3 Pension expense measured in accordance with IAS 19 reflects the expense recognised by the Company; this amount was not paid in the financial year. 4 Agreed cap. The cap is lower than the sum of the maximum amounts of the various individual components. Nicolas Peter Finance Member of the Board of Management since 1 January 2017 in € 0 BASE SALARY Fringe benefits (other compensation) Oliver Zipse² Payout FY 2018 Grants FY 2019 FY 2019 (Min) FY 2019 (Max) Fixed compensation 459,000 255,000 203,490 495,720 Cash remuneration component (investment component) 2019 for holding obligation 2020-20241 382,500 0 688,500 412,871 Share-based remuneration component 382,500 (matching component) 2017 for holding obligation 2018-2022 (matching component) 2018 for holding obligation 2019-2023 80,784 Share-based remuneration component (matching component) 2019 for holding obligation 2020-2024 67,299 0 344,500 Other Share-based remuneration component Pension expense³ (investment component) 2018 for holding obligation 2019-20231 Share-based remuneration programme 387,600 MULTI-YEAR VARIABLE REMUNERATION Performance component of the bonus Performance component of the bonus 2018 (three-year plan term)¹ 595,000 714,000 Performance component of the bonus 2019 (three-year plan term)1 595,000 Cash remuneration component 0 1,071,000 Performance Cash Plan PCP 2018-2020² PCP 2019-20212 850,000 500,000 850,000 0 1,530,000 500,000 714,000 (matching component) 2015 for holding obligation 2016-2020 Total (matching component) 2016 for holding obligation 2017-2021 1 The bonus and cash remuneration component reported for the financial years 2019 and 2018 in accordance with the German Corporate Governance Code will be paid in 2020 and 2019 respectively. 2 Advance payments relating to the PCP 2019-2021 and the PCP 2018-2020 reported for the 2019 and 2018 financial years will be paid in 2020 or 2019. 3 Pension expense measured in accordance with IAS 19 reflects the expense recognised by the Company; this amount was not paid in the financial year. * Agreed cap. The cap is lower than the sum of the maximum amounts of the various individual components. 233 234 Corporate Governance → Compensation Report For financial years from 2018 onwards, a new variable compensation component was introduced in the form of the Performance Cash Plan. The PCP is paid out after the end of the relevant three-year evaluation period. In the case of the PCP for the financial year 2019, the eval- uation period covers the financial years 2019 to 2021. The target amount for the PCP 2019-2021 is €1.195 mil- lion for Mr Zipse, €0.95 million for Mr Fröhlich, €0.142 million for Ms Horstmeier, €0.213 million for Mr Nedeljković and €0.85 million each for Mr Nota, Dr Peter and Dr Wendt. The proportionate amount of the target amount is €0.998 million for Mr Krüger and €0.792 million each for Ms Caiña Carreiro-Andree and Mr Schwarzenbauer. Due to the fact that the criteria for the evaluation period 2019 to 2021 have not yet been fully met, this component is not included in variable compensation for the financial year 2019. In the financial year 2019, advance payments totalling €4.27 million were made to the members of the Board of Management, who belonged to the Board at 1 January 2018, for the PCP 2018-2020. This figure includes advance payments to Mr Krüger, Ms Caiña Carreiro-Andree and Mr Schwarzenbauer totalling €2.10 million. At the end of each relevant evaluation period, the advance payments are set off or repaid, depending on the amount then determined. In the financial year 2019, an expense of €8.3 million (2018: €5.3 million) was recognised for the PCP in accordance with IAS 19. Members of the Board of Management hold a total of 92,519 shares of BMW common stock (2018: 65,690) which are subject to holding requirements relating to the financial years 2015 – 2018 (cash remuneration components 2015-2018). The cash remuneration component for the financial year 2019 will be paid after the Annual General Meeting 2020. The purchase of shares of BMW common stock takes place imme- diately thereafter. Shares of BMW common stock held by individual members of the Board of Management subject to holding requirements in connection with share-based remuneration for the financial years 2015-2018¹ in € Oliver Zipse² Harald Krüger³ Milagros Caiña Carreiro-Andree4 Klaus Fröhlich 744,859 2,586,389 887,799 4,925,0004 Share-based remuneration component (matching component) 2018 for holding obligation 2019-2023 21,645 Share-based remuneration component (matching component) 2019 for holding obligation 2020-2024 72,251 0 344,500 Ilka Horstmeier5 Other Pension expense³ Total compensation 3,057,452 353,327 902,701 4,995,701 353,327 353,327 755,299 2,233,062 132,500 353,327 612,359 132,500 3,410,779 1,256,028 Total Milan Nedeljković6 Pieter Nota Nicolas Peter 3 Member and Chairman of the Board of Management until 15 August 2019. * Member of the Board of Management until 31 October 2019. 5 Member of the Board of Management since 1 November 2019. Member of the Board of Management since 1 October 2019. 7 Member of the Board of Management until 31 October 2019. (65,690) In addition, an expense of €2.9 million (2018: €3.4 mil- lion) was recognised in the financial year 2019 for current members of the Board of Management for the period after the end of their service relationship. This relates to the expense for allocations to pension provisions in accordance with IAS 19. Total benefits paid to former members of the Board of Management and their surviving dependants for the financial year 2019 amounted to €16.0 million (2018: €9.2 million). This total figure of former members of the Board of Management also includes amounts 2 Member of the Board of Management since 13 May 2015, Chairman of the Board of Management since 16 August 2019. totalling €10.3 million, as reported above, in con- nection with the departure of Mr Krüger, Ms Caiña Carreiro-Andree and Mr Schwarzenbauer from the Board of Management. Some of these amounts have not yet been paid. 235 236 Corporate Governance → Compensation Report Share-based component of the individual members of the Board of Management for the financial year 2019 (2018)¹ Pension obligations to former members of the Board of Management and their surviving dependants are fully covered by pension provisions amounting to €113.1 million (2018: €91.0 million), recognised in accordance with IAS 19. 412,871 1 Only takes into account shares of BMW common stock acquired with the cash remuneration component relating to the Board of Management's share-based remuneration programme and for which the four-year holding requirement has not yet expired. 988 Peter Schwarzenbauer? Andreas Wendt Total 11,938 (7,821) 24,788 (19,528) 15,608 92,519 (13,294) Share-based remuneration component (9,106) 3,954 (-) 6,736 (3,053) 15,202 (12,888) 13,305 688,500 Total¹ 382,500 2,977,476 3,894,875 1 The bonus and cash remuneration component reported for the financial years 2019 and 2018 in accordance with the German Corporate Governance Code will be paid in 2020 and 2019 respectively. Purchasing and Supplier Network 2 Advance payments relating to the PCP 2019-2021 and the PCP 2018-2020 reported for the 2019 and 2018 financial years will be paid in 2020 or 2019. ³ Pension expense measured in accordance with IAS 19 reflects the expense recognised by the Company; this amount was not paid in the financial year. 4 Agreed cap. The cap is lower than the sum of the maximum amounts of the various individual components. since 1 October 2018 in € BASE SALARY Fixed compensation Fringe benefits (other compensation) Total ONE-YEAR VARIABLE REMUNERATION Andreas Wendt Earnings-based component of the bonus¹ MULTI-YEAR VARIABLE REMUNERATION Performance component of the bonus 4,583,3334 3,856,934 1,120,681 3,503,815 2,685,809 3,541,756 353,119 291,667 353,119 829,014 4,766,514 291,667 291,667 (matching component) 2017 for holding obligation 2018-2022 I I Share-based remuneration component 0 (matching component) 2018 for holding obligation 2019-2023 Share-based remuneration component (matching component) 2019 for holding obligation 2020-2024 Grants 70,856 337,500 I Other Total Pension expense³ Total compensation 3,191,537 2,899,870 291,667 102,038 Payout FY 2019 FY 2019 (Min) FY 2019 (Max) 0 1,071,000 714,000 Performance Cash Plan PCP 2018-2020² PCP 2019-20212 212,500 850,000 595,000 0 0 Share-based remuneration programme Cash remuneration component (investment component) 2018 for holding obligation 2019-20231 95,625 123,930 Cash remuneration component (investment component) 2019 for holding obligation 2020-20241 1,530,000 Share-based remuneration component Performance component of the bonus 2019 (three-year plan term)1 148,750 FY 2018 FY 2019 FY 2018 800,000 102,701 902,701 Member of the Board of Management 800,000 800,000 102,701 102,701 902,701 902,701 178,500 200,000 800,000 13,029 102,701 213,029 902,701 13,029 213,029 255,000 0 459,000 63,750 203,490 96,900 Performance component of the bonus 2018 (three-year plan term)¹ 200,000 Corporate Governance Similar to "value at risk" (see definition below). of Key Figures Earnings per share (EPS) A new or used vehicle will be recorded as a deliv- ery once handed over to the end user (which also includes leaseholders under lease contracts with BMW Financial Services). In the US and Canada, end users also include (1) dealers when they designate a vehicle as a service loaner or demonstrator vehicle and (2) dealers and other third parties when they purchase a company vehicle at auction and dealers when they purchase company vehicles directly from BMW Group. Deliveries may be made by BMW AG, one of its international subsidiaries, a BMW Group retail outlet, or independent third party dealers. The vast majority of deliveries – and hence the reporting to BMW Group of deliveries – is made by independent third party dealers. Retail vehicle deliveries during a given reporting period do not correlate directly to the revenue that BMW Group recognises in respect of such reporting period. Deliveries Financial swap agreements, under which creditors of securities (usually bonds) pay premiums to the seller of the CDS to hedge against the risk that the issuer of the bond will default. As with credit default insurance agreements, the party receiving the premiums gives a commitment to compensate the bond creditor in the event of default. Credit default swap (CDS) Cash flow at risk The process of combining separate financial state- ments of Group entities into Group Financial State- ments, depicting the financial position, net assets and results of operations of the Group as a single economic entity. Consolidation Short-term debt instruments with a term of less than one year which are usually issued at a discount to their face value. Commercial paper Liquid funds generated (cash inflows) or used (cash outflows) during a reporting period. Cash flow Capitalised development costs as a percentage of research and development expenditure. Capitalisation rate Investments in property, plant and equipment and other intangible assets (excluding capitalised devel- opment costs) as a percentage of Group revenues. Capital expenditure ratio of the forecast. The calculation of average CO2 fleet emissions of a manufacturer is reported through the weighted aver- age of CO2 emissions by all vehicles newly registered in the reporting period. The calculation is based on the volume of new registrations of the manufacturer in the EU in the calendar year as well as the individual vehicle-specific CO2 emissions, which have been cal- culated based on the WLTP test cycle and adapted to the New European Driving Cycle (NEDC). Additional effects from the recognition of eco-innovations are not taken into consideration in the disclosure of fleet emis- sions for 2019. For the 2020 forecast, the disclosure relates purely to a reduction of the CO₂ fleet emissions and not the CO2 fleet limit, which the BMW Group needs to achieve. This means that the recognition of super credits, phase-in and eco-innovations is not part CO₂ fleet emissions The sum of the balance sheet line items “Leased prod- ucts” and “Receivables from sales financing" (current and non-current), as reported in the balance sheet for the Financial Services segment. Business volume in balance sheet terms A securitised debt instrument in which the issuer certifies its obligation to repay the nominal amount at the end of a fixed term and to pay a fixed or variable rate of interest. Bond A form of corporate financing involving the sale of receivables to a financing company. Asset-backed financing transactions A hedge against exposures to the variability in fore- casted cash flows, particularly in connection with exchange rate fluctuations. Cash flow hedge GLOSSARY EXPLANATION OF KEY FIGURES - → Glossary- Explanation 242 Werner Zierer¹ With the exception of purchase, rental, leasing and financing contracts for vehicles on customary terms and conditions and the advance payments relating to the PCP 2018-2020 described above, neither BMW AG nor any of its subsidiaries granted loans or advances to members of the Board of Management or the Super- visory Board during the financial year 2019, nor were any contingent liabilities entered into on their behalf. (70,000) 81,032 52,688 2,000 26,344 Thomas Wittig² Jürgen Wechsler¹,3 (-) (-) 139,532 87,688 8,000 43,844 Vishal Sikka² (220,000) (140,000) (10,000) (70,000) 220,000 140,000 10,000 70,000 Brigitte Rödig¹ (220,000) (140,000) (10,000) (70,000) Basic earnings per share are calculated for common and preferred stock by dividing the net profit after minority interests, as attributable to each category of stock, by the average number of shares in circulation. Earnings per share of preferred stock are computed on the basis of the number of preferred stock shares entitled to receive a dividend in each of the relevant financial years. 220,000 (8,000) 241 (140,000) 43,844 3. Other A detailed description of the proposal will be included in the invitation to the Annual General Meeting 2020. The Supervisory Board and Board of Management propose to submit a proposal to the Annual General Meeting 2020 to change Supervisory Board compensa- tion for financial years beginning after 1 January 2020 to an exclusively fixed compensation. The proposal of an exclusively fixed compensation model also corre- sponds to the new suggestion for supervisory board remuneration put forward by the Government Com- mission on the German Corporate Governance Code in the Code version dated 16 December 2019, section G.18. The proposed model is intended to strengthen the independent advisory and control function of the Supervisory Board. At the same time, the proposal will also help to simplify the compensation system. Revision of Supervisory Board compensation for financial years from 2020 onwards 4 Disclosures for the previous year include amounts relating to a member of the Supervisory Board who left office during the financial year 2018. 3 Member of the Supervisory Board until 16 May 2019. 1 These employee representatives have - in line with the guidelines of the Deutscher Gewerkschaftsbund - requested that their remuneration be paid into the Hans Böckler-Stiftung. 2 Member of the Supervisory Board since 16 May 2019. (5,628,565) (3,620,377) (188,000) (1,820,188) 5,639,692 3,623,128 196,000 1,820,564 Total4 (220,000) (140,000) (10,000) (70,000) 220,000 140,000 10,000 70,000 (-) (-) 139,532 87,688 8,000 (218,000) EBIT Abbreviation for "Earnings Before Interest and Taxes", equivalent in the BMW Group income statement to "Profit/loss before financial result". This is comprised of revenues less cost of sales, selling and administra- tive expenses and the net amount of other operating income and expenses. Oliver Zipse Profit/loss before financial result as a percentage of 248 247 We conducted our audit of the consolidated financial statements and of the group management report in accordance with § 317 HGB and the EU Audit Regulation (No. 537/2014, referred to subsequently as "EU Audit Regulation") in compliance with Ger- man Generally Accepted Standards for Financial Statement Audits promulgated by the Institut der Wirtschaftsprüfer [Institute of Public Auditors in Germany] (IDW). Our responsibilities under those requirements and principles are further described in the “Auditor's Responsibilities for the Audit of the Consolidated Financial Statements and of the Group Management Report" section of our auditor's report. We are independent of the group entities in accordance with the requirements of European law and German commercial and professional law, and we have fulfilled our other German professional responsibilities in accordance with these require- ments. In addition, in accordance with Article 10 (2) point (f) of the EU Audit Regulation, we declare that we have not provided non-audit services prohibited under Article 5 (1) of the EU Audit Regulation. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions on the consolidated financial state- ments and on the group management report. Basis for the Audit Opinions the accompanying consolidated financial state- ments comply, in all material respects, with the IFRS as adopted by the EU, and the addi- tional requirements of German commercial law pursuant to § [Article] 315e Abs. [paragraph] 1 HGB [Handelsgesetzbuch: German Commer- cial Code] and, in compliance with these require- ments, give a true and fair view of the assets, liabilities, and financial position of the Group as at December 31, 2019, and of its financial per- formance for the financial year from January 1 to December 31, 2019, and In our opinion, on the basis of the knowledge obtained in the audit, We have audited the consolidated financial statements of Bayerische Motoren Werke Aktiengesellschaft, Munich, and its subsidiaries (the Group), which com- prise the consolidated balance sheet as at Decem- ber 31, 2019, the consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the financial year from January 1 to December 31, 2019, and notes to the consolidated financial statements, including a summary of significant accounting policies. Audit Opinions Pursuant to § 322 Abs. 3 Satz [sentence] 1 HGB, we declare that our audit has not led to any reservations relating to the legal compliance of the consolidated financial statements and of the group manage- ment report. the accompanying group management report as a whole provides an appropriate view of the Group's position. In all material respects, this group management report is consistent with the consolidated financial statements, complies with German legal requirements and appro- priately presents the opportunities and risks of future development. Our audit opinion on the group management report does not cover the content of those parts of the group man- agement report listed in the "Other Information" section of our auditor's report. Corporate Governance Report on the Audit of the Consoli- dated Financial Statements and of the Group Management Report INDEPENDENT AUDITOR'S REPORT Dr.-Ing. Andreas Wendt Dr. Nicolas Peter Pieter Nota Dr. Milan Nedeljković Ilka Horstmeier Klaus Fröhlich 140,000 The Board of Management Bayerische Motoren Werke Aktiengesellschaft To Bayerische Motoren Werke Aktiengesellschaft, Munich Munich, 16 March 2020 → Independent Key Audit Matters in the Audit of the Consolidated Financial Statements The Company's disclosures on the applied "Accounting policies, assumptions, judgments and estimations" are contained in the notes to the consolidated financial statements under note 4 and on leased products are contained under note 23. Based on our audit procedures, we were able to satisfy ourselves that the methods and processes for determining the expected residual values of leased products underlying the valuation are appropriate and the assumptions and parameters included in the forecast model for the residual value are appropriate as a whole. As part of our audit we obtained an understanding of the development of operating leases, the underlying residual value risks as well as the business processes for the identification, management, monitoring and measurement of residual value risks, among other things by inquiries and inspection of documents related to the internal calculation methods. Further- more we evaluated the appropriateness and effec- tiveness of the internal control system, particularly regarding the determination of expected residual values. This included the evaluation of the propriety of the relevant IT systems as well as the implemented interfaces therein by our IT specialists. In addition, we evaluated the appropriateness of the forecasting methods, the model assumptions as well as the parameters used for the measurement of the residual values based on the validations carried out by the BMW Group. For this purpose, we inquired with the BMW Group's experts responsible for the management and monitoring of residual value risks and inspected the internal analysis on residual value developments and residual value forecasts as well as the validation results. We examined the mathematically correctness of the forecast values using the key calculation steps. Against this background and due to the resulting significant uncertainties with regard to estimates in the context of measuring the residual values of the leased products, this matter was of particular significance in the context of our audit. available data on historical empirical values, current market data and market estimates as well as forecasts by external market research institutes. The estimation of future residual values is subject to judgment due to the large number of assumptions to be made by the executive directors and the amount of data included in the determination. The BMW Group leases vehicles to end customers under operating leases (leased products). At the balance sheet date, the figure reported under the "leased products" line item for operating leases was EUR 42,609 million (approximately 18.7% of total assets). Leased products are measured at cost, which is depreciated on a straight-line basis over the lease term to the expected residual value (recoverable amount). A key estimated value for subsequent measurement of leased products is the expected residual value at the end of the lease term. The BMW Group uses internally Measurement of leased products Hereinafter we present the key audit matters: Reference to further information Audit approach and findings Auditor's Report Matter and issue Our presentation of these key audit matters has been structured in each case as follows: Measurement of provision for risks relating to an EU antitrust proceeding Measurement and recognition of YOUR NOW equity investments Valuation of provisions for statutory and non- statutory warranty obligations and product guarantees Valuation of receivables from sales financing Measurement of leased products - - In our view, the matters of most significance in our audit were as follows: Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the financial year from January 1 to December 31, 2019. These matters were addressed in the context of our audit of the consolidated financial state- ments as a whole, and in forming our audit opinion thereon; we do not provide a separate audit opinion on these matters. - EBIT margin Statement pursuant to § 117 No. 1 of the Securities Trading Act (WpHG) in conjunction with § 297 (2) sentence 4 and § 315 (1) sentence 5 of the German Commercial Code (HGB) "To the best of our knowledge, and in accordance with the applicable reporting principles, the Consolidated Financial Statements give a true and fair view of the assets, liabilities, financial position and profit of the Group, and the Group Management Report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group." → Independent Auditor's Report Gross profit as a percentage of Group revenues. Gross profit margin Goodwill corresponds to the consideration paid to acquire an entity, less the fair value of the separate assets acquired and liabilities assumed. The buyer is willing to pay the additional amount in return for future expected earnings. Goodwill Free cash flow is derived from cash flows from oper- ating and investing activities. The cash flows from investing activities from the purchase and sale of marketable securities and investment funds is not included. Cash flows from the purchase and sale of shares and the dividend payout from investments accounted for using the equity method are included in the cash flows from investing activities. Free cash flow A hedge against exposures to fluctuations in the fair value of a balance sheet item. Fair value hedge The amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm's length transaction. Fair value Liquidity of Key Figures Corporate Governance 244 243 Equity capital as a percentage of the balance sheet total. Equity ratio The effective tax rate is calculated by dividing the income tax expense by the Group profit before tax. Effective tax rate EBIT plus financial result. EBT revenues. → Glossary- Explanation RESPONSIBILITY STATEMENT BY THE COMPANY'S LEGAL REPRESENTATIVES Cash and cash equivalents as well as marketable secu- rities and investment funds. Group net profit as a percentage of Group revenues. → Responsibility Statement by the Company's Legal Representatives Corporate Governance 246 245 The BMW Group's workforce comprises the employees of BMW AG and those of all companies in which it holds a majority interest, irrespective of the treat- ment of those companies for consolidation purposes. Employees with dormant employment contracts, employees in the non-work phases of pre-retirement part-time working arrangements and low-income earners are not included. Workforce size Comprises in-house vocational training provided by the BMW Group in 11 countries as well as the further training of BMW Group employees and temporary staff working for consolidated companies worldwide. Vocational and further training A measure of the potential maximum loss in value of an item during a set time period, based on a specified probability. Value at risk Post-tax return on sales - Return on equity (ROE) ROCE in the Automotive and Motorcycles segments is measured on the basis of relevant segment profit before financial result and the average amount of capital employed - at the end of the last five quar- ters in the segment concerned. Capital employed corresponds to the sum of all current and non-current operational assets, less liabilities that generally do not incur interest. Return on capital employed (RoCE) The engineering, IT and process expertise required for the (pre-)development of hardware and software for all BMW Group products and services is combined at the Group's international research and development locations. Research and development locations Research and development expenditure ratio Research and development expenditure as a percent- age of Group revenues. Research and development expenditure The sum of research and non-capitalised development cost and capitalised development cost (not including the associated scheduled amortisation). revenues. Group profit/loss before tax as a percentage of Group Pre-tax return on sales RoE in the Financial Services segment is calculated as segment profit before taxes, divided by the aver- age amount of equity capital - at the end of the last five quarters attributable to the Financial Services segment. 10,000 122,0004 Dominique Mohabeer¹ 430,000 280,000 10,000 140,000 Stefan Schmid (Deputy Chairman)¹ (430,000) (280,000) (10,000) (140,000) 430,000 280,000 10,000 140,000 Stefan Quandt (Deputy Chairman) (430,000) (280,000) (10,000) (140,000) 430,000 280,000 10,000 (140,000) (8,000) (280,000) (428,000) 140,000 10,000 70,000 Kurt Bock (218,000) (140,000) (8,000) (70,000) 220,000 140,000 140,000 10,000 Christiane Benner¹ (430,000) (280,000) (10,000) (140,000) 428,000 280,000 70,000 140,000 Karl-Ludwig Kley (Deputy Chairman) 70,000 220,000 Manfred Schoch (Deputy Chairman)¹ (420,000) 35.7 2.0 35.7 2.0 Proportion in % Amount Proportion in % Amount 2018 2019 fur- any ther compensation or benefits from the BMW Group for advisory or agency services personally rendered. Supervisory Board members did not receive Total compensation Variable compensation Fixed compensation in € million 239 remuneration of €2.0 million (2018: €2.0 million) and variable remuneration of €3.6 million (2018: €3.6 million). The earnings-related remuneration for the financial year 2019 was capped at the maximum amount stipulated in the Articles of Incorporation. In accordance with Article 15 of the Articles of Incor- poration, the compensation of the Supervisory Board for activities during the financial year 2019 totalled €5.6 million (2018: €5.6 million). This includes fixed 7 Total compensation of the Supervisory Board for the financial year 2019 3.6 64.3 3.6 64.3 (10,000) (210,000) 640,000 420,000 10,000 210,000 Norbert Reithofer (Chairman) Total Variable compensation Attendance fee (640,000) compensation in € Compensation of the individual members of the Supervisory Board for the financial year 2019 (2018) Report → Compensation Corporate Governance 240 100.0 5.6 100.0 5.6 Fixed (43,656) 8,000 (87,312) Horst Lischka¹ (8,000) (140,000) (10,000) (70,000) 220,000 140,000 10,000 70,000 Renate Köcher (218,000) (140,000) (8,000) (70,000) 220,000 140,000 10,000 70,000 Susanne Klatten Total Variable compensation 70,000 10,000 140,000 220,000 (218,000) (140,000) (8,000) (70,000) 220,000 140,000 10,000 70,000 Simone Menne (220,000) Attendance fee (140,000) (70,000) 220,000 140,000 10,000 70,000 Willibald Löw¹ (220,000) (140,000) (10,000) (70,000) (10,000) compensation (220,000) in € (70,000) 81,032 52,688 2,000 26,344 Ralf Hattler³ (218,000) 81,032 52,688 (140,000) (8,000) (10,000) (70,000) 26,344 Franz Haniel³ (-) (-) 139,532 87,688 8,000 43,844 Fixed (138,968) 2,000 (140,000) Verena zu Dohna-Jaeger¹, 2 Heinrich Hiesinger (220,000) 4 Due to the requirements of his employer, Prof. Dr. Hüttl has waived his Supervisory Board compensation until further notice, to the extent that such compensation exceeds the amount of €200,000 (excluding value added tax) p.a. 3 Member of the Supervisory Board until 16 May 2019. ² Member of the Supervisory Board since 16 May 2019. 1 These employee representatives have - in line with the guidelines of the Deutscher Gewerkschaftsbund - requested that their remuneration be paid into the Hans Böckler-Stiftung. (200,000) (120,000) (10,000) (70,000) 200,000 8,000 Compensation of the individual members of the Supervisory Board for the financial year 2019 (2018) Reinhard Hüttl4 (220,000) (140,000) (10,000) (70,000) 220,000 140,000 10,000 70,000 70,000 - The executive directors are responsible for the other information. The other information comprises the following non-audited parts of the group management report: Other Information In our view, this matter was of particular significance for our audit due to the significant uncertainties con- cerning the outcome of the EU antitrust proceeding and the potential effects on BMW AG's assets, liabil- ities, financial position and financial performance. In our view, the estimates made by the executive directors regarding the recognition and measurement of the provision for the risks from the EU antitrust proceeding described above and the associated risk provision in the consolidated financial statements are sufficiently documented and substantiated. With the knowledge that estimated values result in an increased risk of accounting misstatements and that the executive directors' recognition and measurement decisions have a direct effect on consolidated result, we evaluated the appropriateness of the carrying amounts, with the involvement of an internal PwC antitrust law expert. Furthermore, we also held reg- ular meetings with the Company's legal department in order to receive information regarding updates on current developments and the reasons for the corresponding estimates. The development of the aforementioned risks arising from the EU antitrust proceeding, including the executive directors' esti- mates concerning the potential proceeding outcomes, was provided to us by the Company in writing. In addition, we obtained and evaluated an external legal confirmation as at the balance sheet date. In April 2019, the BMW Group was notified by the European Commission of complaints in a pending antitrust proceeding. The European Commission accuses various manufacturers of colluding to restrict competition in the field of innovation. In this con- nection, a EUR 1.4 billion provision for litigation and risk provisioning was recognized in the consolidated financial statements under the balance sheet item "Other provisions". The risk assessment to be made on developments in the EU antitrust proceeding and the estimation of whether or not a provision must be recognized to cover the risks, and if so, in what amount the current obligation must be measured, is subject to a high degree of uncertainties and charac- terized by the estimates and assumptions made by the executive directors. The Company's disclosures on the applied "Accounting policies, assumptions, judgments and estimations" are contained in the notes to the consolidated financial statements under note 4 and on "Other operating expenses" are contained under note 10. the statement on corporate governance pur- suant to § 289f HGB and § 315 d HGB included in section "Statement on Corporate Gover- nance (§ 289 f HGB)" of the group management report In connection with our audit, our responsibility is to read the other information and, in so doing, to consider whether the other information the separate non-financial report pursuant to § 289 b Abs. 3 HGB and § 315 b Abs. 3 HGB The other information comprises further the remaining parts of the annual report – excluding cross-references to external information - with the exception of the audited consolidated financial statements, the audited group management report and our auditor's report. Our audit opinions on the consolidated financial statements and on the group management report do not cover the other information, and consequently we do not express an audit opinion or any other form of assurance conclusion thereon. is materially inconsistent with the consolidated financial statements, with the group manage- ment report or our knowledge obtained in the audit, or otherwise appears to be materially misstated. 251 252 Corporate Governance Measurement of provision for risks relating to an EU antitrust proceeding → Independent Auditor's Report the corporate governance report pursuant to No. 3.10 of the German Corporate Governance Code The Company's disclosures on the applied "Account- ing policies, assumptions, judgments and estimations" are contained in the notes to the consolidated finan- cial statements under note 2 and on the YOUR NOW equity investments are contained under note 24. → Independent As part of our audit, we examined and evaluated the methodological procedure adopted for the purposes of calculating the fair value for the determination of the reversal of impairment losses, among other things. We compared the future cash inflows used in the cal- culation against the underlying budget and assessed their appropriateness. Moreover, we examined the methodological procedure used in the purchase price allocation. In connection with the impairment loss, we assessed whether a triggering event had occurred. We examined the impairment test conducted by the BMW Group based on the occurrence of a triggering event and assessed its methodical correctness. After comparing the future cash inflows used against the budget adopted by the shareholders, we examined in particular the derivation of the discount rate used. 19.7 Responsibilities of the Executive Directors and the Supervisory Board for the Consolidated Financial Statements and the Group Management Report The executive directors are responsible for the prepa- ration of the consolidated financial statements that comply, in all material respects, with IFRS as adopted by the EU and the additional requirements of German commercial law pursuant to § 315 e Abs. 1 HGB and that the consolidated financial statements, in com- pliance with these requirements, give a true and fair view of the assets, liabilities, financial position, and financial performance of the Group. In addition the executive directors are responsible for such internal control as they have determined necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. Valuation of receivables from sales financing The BMW Group offers end customers, dealerships and importers various financing models for vehicles. In this context, current and non-current receivables from sales financing totaling EUR 92,437 million are reported in the consolidated statement of financial position as at the balance sheet date (approximately EUR 40.4% of total assets). Impairment losses amount- ing to EUR 1,099 million were recognized on these receivables as at the balance sheet date. In order to determine the amount of the necessary valuation allowances to be recognized with respect to receiv- ables from sales financing, the BMW Group, among others, evaluates the creditworthiness of the dealers, importers and end customers, as well as any loss ratios, and risk provisioning parameters are derived based on historical default probabilities and loss ratios. The determination of the valuation allowances by the executive directors is subject to a significant degree of judgment due to several value-influencing factors such as the estimation of creditworthiness, the deter- mination of probabilities of default and loss ratios and was therefore of particular significance in the context of our audit. As part of our audit we obtained a comprehensive understanding of the development of receivables from sales financing, the associated default-related risks as well as the business processes for the identifica- tion, management, monitoring and measurement of default risks, among other things by inquiries and inspection of documents on the internal calculation methods. Furthermore we evaluated the appropriate- ness and effectiveness of the internal control system regarding the determination of the impairment loss to recognize. In this context, we also evaluated the relevant IT systems and internal processes. The eval- uation included an assessment by our IT specialists of the appropriateness of the systems concerned and associated interfaces to ensure the completeness of data as well as the audit of automated controls for data processing. As part of our audit we assessed in particular the appropriateness of the risk classification procedures as well as the risk provisioning parameters used. For this purpose, we analyzed in particular the validations of parameters that are regularly conducted by the Company. To assess the default risk, we also used targeted sampling of individual cases to examine whether the attributes for assignment to the respective risk categories were suitably available and the impair- ment losses had been calculated using the parameters defined for these risk categories. In our view, the assumptions and parameters used in the measurement of receivables from sales financing were appropriate overall. The Company's disclosures on the applied "Accounting policies, assumptions, judgments and estimations" are contained in the notes to the consolidated financial statements under note 4 and on "receivables from sales financing" are contained under note 25. Valuation of provisions for statutory and non-statu- tory warranty obligations and product guarantees Provisions for statutory and non-statutory war- ranty obligations as well as product guarantees are included in the consolidated financial statements of BMW Group as a material amount in other provi- sions. The provisions amounted to EUR 5,550 million (approximately 2.4% of total assets) as at December 31, 2019. BMW Group is responsible for the legally required warranty and product guarantees in the respective sales market. In order to estimate the liabilities arising from statutory and non-statutory warranty obligations and product guarantees for vehicles sold, information on the type and volume of damages arising and on remedial measures is recorded and analyzed at vehicle model level. The expected amount of obligations is extrapolated from costs of the past and recognized as a provision in the corresponding amount, if the criteria of IAS 37 have been met. For specific or anticipated individual circumstances, for example recalls, additional provi- sions are recognized provided they have not already been taken into account. The determination of provisions is associated with unavoidable estimation uncertainties and is subject to a high risk of change, depending on factors such as notification of detected defects as well as claims made by vehicle owners. Against this background, this matter was of particular significance during our audit. The valuation parameters and assumptions used by the executive directors are overall in line with our expec- tations and are also within the ranges considered by us to be acceptable. 249 Corporate Governance Auditor's Report In order to assess the appropriateness of the valuation method used for the determination of the provisions for statutory and non-statutory warranty obligations as well as product guarantees including the assump- tions and parameters, we primarily obtained an understanding of the process for determining the assumptions and parameters through discussions with the responsible employees of the BMW Group. We also evaluated the appropriateness as well as effective- ness of controls for determining the assumptions and parameters. With the involvement of our IT specialists, we checked the IT systems used regarding their com- pliance. We compared the expenses for claims and technical actions with actual costs incurred in order to draw conclusions on the forecast accuracy. Based on a targeted sample of vehicle models, the mathematically correctness of the valuation model used across the Group was examined. We examined and evaluated the assumptions used by the BMW Group concerning the extent to which the past values were representative of the expected susceptibility of damage, the expected value of damage per vehicle (comprising parts and labor input) as well as the expected assertion of claims from statutory and non-statutory warranties. In our view, the method for the valuation of provisions for statutory and non-statutory warranty obligations as well as product guarantees is overall appropriate. Taking into consideration the information available, we believe that, overall, the measurement parameters and assumptions used by the executive directors are appropriate. The Company's disclosures on the applied "Accounting policies, assumptions, judgments and estimations" are contained in the notes to the consolidated financial statements under note 4 and on "Other provisions" are contained under note 33. Measurement and recognition of YOUR NOW equity investments In the BMW Group's consolidated financial state- ments as at December 31, 2019, the line item “Invest- ments accounted for using the equity method" the YOUR NOW equity investments with a carrying amount of EUR 987 million (approximately 0.4% of total assets) is reported. The BMW Group and a competitor have bundled mobility services within YOUR NOW. As a result of the combination with the competitor, the BMW Group contributed its investment in DriveNow GmbH & Co. KG, Munich, Parkmobile Group Holding B.V., Amsterdam, Digital Charging Solutions GmbH, Berlin and Reach Now LLC, Seattle. In the course of the transaction, disposal proceeds amounting to EUR 232 million were realized and a reversal of impairment losses amounting to EUR 97 million was recognized. YOUR NOW gen- erated negative operating earnings amounting to EUR 662 million in the past financial year, which were recognized in the consolidated financial statements. Furthermore, there was a triggering event at the level of the BMW Group and a EUR 240 million impair- ment loss was recognized. The Company has defined a triggering event to be in particular a significant deviation from target figures. The determination of the reversal of impairment losses, the purchase price allocation as well as the impairment loss is based on the exercise of judg- ment by the executive directors, which is subject to significant estimation uncertainties. Against this background, this matter was of particular significance during our audit. 250 In preparing the consolidated financial statements, the executive directors are responsible for assessing the Group's ability to continue as a going concern. They also have the responsibility for disclosing, as applicable, matters related to going concern. In addition, they are responsible for financial report- ing based on the going concern basis of accounting unless there is an intention to liquidate the Group or to cease operations, or there is no realistic alternative but to do so. 21.2 2,538,367 2,483,292 175,162 165,566 Capital expenditure ratio (capital expenditure/revenues) Equity Equity ratio Non-current provisions and liabilities Current provisions and liabilities Balance sheet total € million 137,404 121,964 121,671 Capital expenditure (excluding capitalised development costs) € million 84,736 73,542 66,864 € million 5,650 5,029 4,688 3,731 % 5.4 90,630 5.2 Current assets BALANCE SHEET TEN-YEAR COMPARISON DELIVERIES Automobiles² Motorcycles³ PRODUCTION VOLUME Automobiles Motorcycles³ 2019 20181 2017 Non-current assets 2016 30.1 26.3 18.7 28.5 Net profit for the year € million 5,022 7,064 8,675 6,910 % BMW GROUP 4.8 € million € million 12,036 10,979 9,039 7,880 Free cash flow Automotive segment € million 2,567 2,713 4,459 Cash and cash equivalents at balance sheet date 5,792 Workforce at year-end Personnel cost per employee € 133,778 98,901 134,682 101,178 129,932 100,760 124,729 99,575 DIVIDEND Dividend total € million PERSONNEL 4.0 CASH FLOW STATEMENT 195,506 59,907 57,829 54,107 47,363 % 26.3 27.7 27.7 25.1 € million 188,535 85,502 69,634 73,183 € million 82,625 71,411 71,765 67,989 € million 228,034 208,938 79,698 1,646 Comparison → BMW Group 20.3 19.9 Earnings before financial result € million 7,411 Furthermore, the executive directors are responsible for the preparation of the group management report that, as a whole, provides an appropriate view of the Group's position and is, in all material respects, consistent with the consolidated financial statements, complies with German legal requirements, and appro- priately presents the opportunities and risks of future development. In addition, the executive directors are responsible for such arrangements and measures (systems) as they have considered necessary to enable the preparation of a group management report that is in accordance with the applicable German legal requirements, and to be able to provide sufficient appropriate evidence for the assertions in the group management report. The supervisory board is responsible for overseeing the Group's financial reporting process for the prepa- ration of the consolidated financial statements and of the group management report. Auditor's Responsibilities for the Audit of the Consolidated Financial Statements and of the Group Management Report Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and whether the group management report as a whole provides an appropri- ate view of the Group's position and, in all material respects, is consistent with the consolidated financial statements and the knowledge obtained in the audit, complies with the German legal requirements and appropriately presents the opportunities and risks of future development, as well as to issue an audi- tor's report that includes our audit opinions on the consolidated financial statements and on the group management report. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accor- dance with $317 HGB and the EU Audit Regulation and in compliance with German Generally Accepted Standards for Financial Statement Audits promulgated by the Institut der Wirtschaftsprüfer (IDW) will always detect a material misstatement. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements and this group management report. 19.0 We exercise professional judgment and maintain professional skepticism throughout the audit. We also: Obtain an understanding of internal control rele- vant to the audit of the consolidated financial statements and of arrangements and measures (systems) relevant to the audit of the group man- agement report in order to design audit proce- dures that are appropriate in the circumstances, but not for the purpose of expressing an audit opinion on the effectiveness of these systems. ― Evaluate the appropriateness of accounting poli- cies used by the executive directors and the reasonableness of estimates made by the execu- tive directors and related disclosures. - Conclude on the appropriateness of the execu- tive directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to con- tinue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in the auditor's report to the related disclosures in the consolidated financial statements and in the group management report or, if such disclosures are inadequate, to mod- ify our respective audit opinions. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, fu- ture events or conditions may cause the Group to cease to be able to continue as a going concern. - Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the con- solidated financial statements present the un- derlying transactions and events in a manner that the consolidated financial statements give a true and fair view of the assets, liabilities, finan- cial position and financial performance of the Group in compliance with IFRS as adopted by the EU and the additional requirements of German commercial law pursuant to § 315 e Abs. 1 HGB. 8,933 9,899 9,386 Earnings before tax € million • Identify and assess the risks of material misstate- ment of the consolidated financial statements and of the group management report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropri- ate to provide a basis for our audit opinions. The risk of not detecting a material misstatement resulting from fraud is higher than for one result- ing from error, as fraud may involve collusion, forgery, intentional omissions, misrepresenta- tions, or the override of internal controls. 7,118 17.3 Gross profit margin 2,468,658 2,352,440 164,153 145,032 units units 2,564,025 187,116 2,541,534 2,505,741 162,687 185,682 2,359,756 145,555 FINANCIAL SERVICES Contract portfolio contracts Business volume (based on balance sheet carrying amounts) € million % 5,973,682 142,834 5,380,785 124,719 5,114,906 123,394 INCOME STATEMENT Revenues € million 104,210 96,855 98,282 94,163 5,235,207 133,147 Ten-year 9,627 9,665 German Public Auditor Responsible for the Engagement Further Information pursuant to Article 10 of the EU Audit Regulation We were elected as group auditor by the annual gen- eral meeting on May 16, 2019. We were engaged by the supervisory board on May 17, 2019. We have been the group auditor of the Bayerische Motoren Werke Aktiengesellschaft, Munich, without interruption since the financial year 2019. We declare that the audit opinions expressed in this auditor's report are consistent with the additional report to the audit committee pursuant to Article 11 of the EU Audit Regulation (long-form audit report). The German Public Auditor responsible for the engagement is Andreas Fell. Munich, 11 March 2020/limited to the amendment referred to in the Information on the Supplementary Audit: 16 March 2020 PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft Petra Justenhoven Wirtschaftsprüferin [German Public Auditor] Andreas Fell Wirtschaftsprüfer Other Legal and Regulatory Requirements [German Public Auditor] We issue this auditor's report on the amended con- solidated financial statements and amended group management report on the basis of our statutory audit completed on March 11, 2020 and our supplementary audit completed on March 16, 2020, which concerned the amendments to disclosures in the notes to the con- solidated financial statements and the group manage- ment report due to the updated reporting on expected developments and on risks and opportunities taking into account new information on the effects of the spread of coronavirus. Please refer to the presentation of the amendments by the executive directors in the sections entitled "Basis of preparation" and "Report on post-balance sheet date events" in the amended notes to the consolidated financial statements, and in the sections entitled “Organization and business model", "Report on economic position”, “Report on expected developments” and “Report on risks and opportunities” in the amended group management report. OTHER INFORMATION → Page 256 BMW Group Ten-year Comparison 5 Other Information Ten-year Comparison 256 Other Information Information on the Supplementary Audit 10,675 Auditor's Report Corporate Governance Return on sales (earnings before tax/revenues) % 6.8 9.9 10.9 10.3 Income taxes € million 2,140 2,530 → Independent 2,000 Effective tax rate units units Obtain sufficient appropriate audit evidence regarding the financial information of the enti- ties or business activities within the Group to express audit opinions on the consolidated finan- cial statements and on the group management report. We are responsible for the direction, su- pervision and performance of the group audit. We remain solely responsible for our audit opinions. ― Evaluate the consistency of the group manage- ment report with the consolidated financial statements, its conformity with German law, and the view of the Group's position it provides. Perform audit procedures on the prospective in- formation presented by the executive directors in the group management report. On the basis of sufficient appropriate audit evidence we eval- uate, in particular, the significant assumptions used by the executive directors as a basis for the prospective information, and evaluate the proper derivation of the prospective informa- tion from these assumptions. We do not express a separate audit opinion on the prospective information and on the assumptions used as a basis. There is a substantial unavoidable risk that future events will differ materially from the prospective information. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal con- trol that we identify during our audit. We also provide those charged with governance with a statement that we have complied with the relevant independence requirements, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, the related safeguards. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consoli- dated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter. 253 254 2,755 Dividend per share of common stock/preferred stock 124,202 2.505/2.525 25.7 24.2 24.8 23,930 27,103 30,606 35,600 37,437 € 20.1 23.2 20.2 18.1 9,593 9,118 7,978 8,275 8,018 5,111 9,224 8,707 7,893 21.1 7,803 22.0 63,819 7,432 7,776 8,370 7,671 7,688 6,122 110,164 123,429 131,835 138,377 21.7 154,803 40,134 47,213 48,395 51,134 59,078 65,591 46,100 49,113 52,834 51,643 172,174 5,404 7,383 10.0 50,530 52,184 56,844 61,831 67,013 74,425 81,305 30.7 33.2 32.5 49,004 86,193 110,343 3,243 4,907 5,111 5,329 5,817 6,396 33.1 33.5 34.5 97,959 4,853 43,151 4,601 10.8 10.4 10.2 10.7 8.0 2,828 2,890 2,564 2,692 2,476 3,826 1,610 3.8 4.0 5.4 6.5 5.7 4.2 2,312 2,720 4,151 4,967 42,764 3,481 58,288 3,809 3,846,364 4,130,002 CASH FLOW STATEMENT 4,359,572 4,718,970 FINANCIAL SERVICES Motorcycles³ Automobiles PRODUCTION VOLUME Motorcycles³ Automobiles2 DELIVERIES 1,481,253 99,236 1,738,160 110,360 1,861,826 113,811 2,165,566 2,006,366 133,615 110,127 2,279,503 151,004 1,668,982 1,461,166 104,286 98,047 60,477 3,592,093 3,190,353 Contract portfolio 111,191 This version of the Annual Report is a translation from the German version. Only the original German version is binding. 258 257 Dividend per share of common stock/preferred stock DIVIDEND Dividend total Personnel cost per employee Workforce at year-end4 PERSONNEL Cash and cash equivalents at balance sheet date Free cash flow Automotive segment 2,257,851 136,963 76,848 80,401 92,175 Business volume (based on balance sheet carrying amounts) 66,233 75,245 80,974 3,003 84,347 96,390 76,059 2010 2,117,965 1,963,798 1,845,186 123,495 115,215 106,358 1.30/1.32 Revenues INCOME STATEMENT 2011 852 1,508 2.30/2.32 1,640 2.50/2.52 1,707 2.60/2.62 1,904 2.90/2.92 2,102 3.20/3.22 83,141 84,887 89,161 89,869 95,453 100,306 105,876 110,351 116,324 92,337 122,244 97,136 4,471 3,166 Gross profit margin Earnings before financial result 68,821 Earnings before tax 2012 2013 2014 2015 4 Figures exclude dormant employment contracts, employees in the non-work phases of pre-retirement part-time working arrangements and low wage earners. 5 Proposal by management. 2,303 3.50/3.52 ² Delivery figures have been adjusted retrospectively going back to 2015. The basis for the adjustments is a review of sales data in prior periods for the BMW Group's most important markets (China, USA, Germany, UK, Italy and Japan). The retrospective adjustment enables better comparability. Additional information can be found in the section "Comparison of Forecasts for 2019 with Actual Results in 2019". 1 Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. 2,300 3.50/3.52 2,630 4.00/4.02 3 Excluding Husqvarna, deliveries up to 2013: 59,776 units; production up to 2013: 59,426 units. Current provisions and liabilities Balance sheet total Income taxes Effective tax rate Net profit for the year BALANCE SHEET Non-current assets Current assets Return on sales (earnings before tax/revenues) Capital expenditure ratio (capital expenditure/revenues) Equity Equity ratio Non-current provisions and liabilities Capital expenditure (excluding capitalised development costs) ATHON ULTRA PUBLISHED BY Bayerische Motoren Werke Aktiengesellschaft 80788 Munich Germany Telephone +49 89 382-0 #BlackBadge Our team is proud to work for the BMW Group. I would also like to thank our high-performing retail organisation, as well as the suppliers we work with as partners. The dedication and ideas of our more than 133,000 associates worldwide drive the Company forwards. To Our The BMW Group strategy is dynamic. Climate protection achieves the biggest impact through implementation, not announcements. Our understanding of responsibility has always encompassed the entire value chain. Last year alone, we reduced CO2 emissions from production by 25 percent from the previous year. The “footprint” of every new plug-in hybrid is certified: from raw material procurement, through the supply chain, production and use phase, all the way to recycling. E-mobility requires cobalt and lithium. Starting this year, we will be sourcing both raw materials ourselves and making them available to our suppliers. This creates transparency. You will find more details on this in our Sustainable Value Report 2019. We will no longer be printing our Annual Report, which will now be exclusively available on our website as part of our expanded digital offering. Reliability even in difficult times. - The latest developments regarding the coronavirus pose major challenges for us all – including the BMW Group. In close cooperation with our business partners, we are working on targeted measures to avoid supply bottlenecks where possible. As a Company, we have initiated measures worldwide to protect the health and safety of our employees, in consultation with our works council representatives. At the same time I have been witnessing a remarkable solidarity: employees are supporting each other. That is what sets your Company apart - taking on responsibility as a key member of society. Optimism secures success - and success secures the future. Dear Shareholders, We firmly believe that the far-reaching technological transformation will strengthen our business model. We are systematically further developing our highly complex and digitally connected vehicles in the interests of our customers and society. We have the capability, the ambition and the determination to be a pioneer in the age of new mobility - and, at the same time, to remain an attractive and safe investment for you, our shareholders. I invite you to accompany the BMW Group on our continued path towards the future. Yours V.fium Oliver Zipse Chairman of the Board of Management 22 22 To Our Shareholders →BMWAG Stock and Capital Markets In 2019 we reached a new record level of vehicles delivered to customers for the ninth con- secutive year. Personally, and on behalf of my Board of Management team, I would like to thank our more than two-and-a-half million BMW, MINI and Rolls-Royce customers - and over 175,000 BMW Motorrad customers. Offering effective solutions. Creating a real impact. Ensuring sustainability. That's what we stand for. This was confirmed by our most recent employee survey. - even at a time when the role of the automotive industry is the subject of intense debate. The BMW Group is considered one of the world's most attractive employers and is the number one automobile manufacturer in various renowned rankings. Our associates value that you, our shareholders, support the Company's long-term course. This gives us the backing and internal stability we need to continue to chart our own course and differentiate ourselves from the competition. We plan to meet the EU's new CO2 standards. We geared up for sustainable mobility early. This year alone, we plan to lower the CO2 emissions of our European new vehicle fleet by another 20 percent. This would allow us to meet the European Union's new CO2 targets for 2020 and 2021. To achieve this, we are forging ahead with our electric offensive and, at the same time, continuing to make our conventional engines more efficient. Too little attention is paid to these efforts and their effects - even though they have a rapid and noticeable impact. 24 Our business environment is shaped by uncertain developments, which we need to respond to quickly and appropriately, but it is also shaped by stable trends. That is why enhancing our strategy is an ongoing task. Our corporate spirit is rooted in the values of responsibility, appreciation, transparency, trust and openness. In the Board of Management, we have geared the BMW Group's strategy towards the relevant areas of future activity and adjusted core elements: what does the BMW Group stand for? What drives us? What are we working towards? And how can we achieve our goals? It is imperative that we focus on business, environmental and social challenges equally. Everything today is interconnected. There are no simple solutions to long-term success. People still want to be mobile. This forms the basis of our business model and our confidence. Demand for premium mobility worldwide is expected to grow until 2030. Our goal is to gain or regain market share – but not at any price. Rising sales must also generate the necessary earnings. 19 20 Shareholders → Statement of the Chairman of the Board of Management We aim to improve our profitability. The financial year 2019 was impacted by a variety of headwinds. As previously announced, our Group earnings before tax were significantly lower than the previous year. The EBIT margin in the Automotive Segment was within our adjusted target range of 4.5 to 6.5 per- cent. The Board of Management and the Supervisory Board will propose a dividend of €2.50 per share of common stock and €2.52 per share of preferred stock to the Annual General Meeting. We are working intensively to bring the EBIT margin in the Automotive Segment back within our target range of 8 to 10 percent. This is the standard we hold ourselves to - and what you expect as shareholders. We will realise over 12 billion euros in efficiency potential through our Performance > NEXT programme by the end of 2022 – for example, through current measures aimed at digitalising our processes. We will continue to make significant investments in our future. In 2019 alone, we invested 6.4 billion euros in research and development. The biggest model offensive in our history continues. Nearly all model series have been updated over the past two years. They will be joined this year by new models like the BMW 2 Series Gran Coupé, highly profitable BMW M models, new plug-in hybrids and electric models. Our portfolio is younger, more attractive and more technologically diverse than ever before. This allows us to meet every customer's needs and desires – no matter where they are in the world. As a result we are challenging the competition in every segment. We offer our customers the Power of Choice. Customers choose the vehicle segment that best suits their living environment - we provide the right drivetrain to go with it. The popular BMW X3 is a good example of this. Starting this year, four different drivetrain variants will be offered: efficient diesel and petrol, plug-in hybrid and pure electric. Mobility needs will continue to vary around the world and from region to region - in some cases, significantly. Our plants have the flexibility to produce all types of drivetrains. In this way, we are able to inspire our customers and win them over to sustainable drivetrains. Our online Annual Report features customers from the Netherlands, South Africa and Japan and shows how they use different drivetrains in their everyday lives. More than one million electrified vehicles by the end of 2021. Our experience with e-mobility is delivering results. By the end of 2019, the BMW Group had more than 500,000 electrified vehicles on roads across the world. This, in itself, is already a significant contribution to climate protection. In Germany, BMW clearly leads the market for electrified vehicles, with a share of 21 percent. In 2019, the average share of battery-electric vehicles and plug-in hybrids in the European Union was three percent. in 2019 The BMW Group figure was nearly double that. We will continue in this direction: the goal is for a quarter of our European new vehicle fleet to be electrified in 2021; a third in 2025 and half in 2030. The next fully-electric models are already in the starting blocks: the MINI SE and BMW iX3 this year, followed by the BMW i4 and iNEXT from 2021. We provide maximum vertical integration for e-mobility. The iX3, 14 and iNEXT use our entirely newly developed fifth-generation electric drivetrain. The electric motor is designed in such a way that no rare earths are needed. Long-term contracts will secure our supply of battery cells. 21 Our customers are the key to our success. 3.22 Dear Shareholders, 9.72 10.47 13.09 10.625 7.49 9.70 10.45 13.07 10.605 7.47 3.52 4.02 3.52 2.522 3.20 3.50 4.00 3.90 3.50 4.12 8.81 BMW AG STOCK AND CAPITAL MARKETS IN 2019 CONTACTS FINANCIAL CALENDAR Contacts ↑↑ →Financial Calendar Shareholders To Our 24 24 5 Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. 65.11 72.08 82.30 87.875 90.92 8.23 6.78 2.502 23 23 72.70 74.64 62.10 55.05 Low High Year-end closing price Stock exchange price in €¹ 54,809 55,114 55,605 56,127 56,867 Number of shares in 1,000 PREFERRED STOCK 75.68 65.10 77.41 67.85 82.50 78.89 4 Stock weighted according to dividend entitlements. ³ Weighted average number of shares for the year. 2 Proposed by management. 1 Xetra closing prices. Free cash flow Automotive segment Equity Earnings per share of preferred stock4 Earnings per share of common stock³ Preferred stock At the BMW Group, the customer always takes centre stage. That is what makes your Company strong. But we also know that success doesn't happen by itself - and certainly not in times of technological transformation. We seek to offer our customers the best products and services so they can be mobile in a way that suits their personal needs. Together, we are leading "sheer driving pleasure” into a sustainable future – as intended by the Paris Climate Agreement. To achieve this, we are systematically directing our focus towards new technologies and connectivity. Because we want your Company to emerge as a winner of this transformation. Common stock KEY DATA PER SHARE IN € 58.96 56.53 67.29 60.70 47.54 92.19 74.15 Dividend Top ratings unchanged Fax E-mail → www.bmwgroup.com/ir →Page 48 General and Sector-specific Environment →Page 52 Overall Assessment by Management 2 Combined Management Report General Information and Group Profile Economic Position Outlook, Risks and Opportunities →Page 53 → Page 64 Comparison of Forecasts for 2019 with Actual Results in 2019 Review of Operations → Page 64 Automotive Segment → Page 71 Motorcycles Segment → Page 73 Financial Services Segment → Page 76 Comments on Financial Statements of BMW AG → Page 82 Report on Outlook, Risks and Opportunities Page 82 Outlook →Page 88 Risks and Opportunities → Page 101 Internal Control System Relevant for Accounting and Financial Reporting Processes →Page 48 Report on Economic Position → Page 102 Disclosures Relevant for Takeovers and Explanatory Comments →Page 44 Management System →Page 41 Sustainability 2021 17 March 2021 Annual Report 2020 17 March 2021 Annual Accounts Press Conference 18 March 2021 Analyst and Investor Conference 7 May 2021 Quarterly Statement to 31 March 2021 12 May 2021 Annual General Meeting 3 August 2021 Quarterly Report to 30 June 2021 3 November 2021 Quarterly Statement to 30 September 2021 COMBINED MANAGEMENT REPORT →Page 26 General Information and Group Profile →Page 26 Organisation and Business Model →Page 28 Research and Development →Page 31 Production Network Page 39 Workforce → Page 43 Cooperation Agreements and Partnerships → www.rolls-roycemotorcars.com and → www.bmw-motorrad.com. 26 Management Report The Motorcycles business is also clearly focused on the premium segment. The model range currently comprises motorcycles for the Sport, Tour, Roadster, Heritage and Adventure segments as well as scooter models for the Urban Mobility segment. BMW Motor- rad also offers a broad range of equipment options to enhance rider safety and comfort. The Motorcycles business sales network is organised similarly to that of the automobiles business. Currently, BMW motor- cycles are sold by more than 1,200 dealerships and importers in over 90 countries. Financial Services segment The BMW Group is a leading provider of financial services in the automobile sector. These services are offered in almost 60 countries worldwide via com- panies and cooperation arrangements in place with local financial service providers and importers. The segment's main business comprises credit financ- ing and the leasing of BMW Group brand cars and motorcycles to retail customers. Customers can also choose from an attractive array of insurance and banking products. Operating under the brand name Alphabet and working together with Alphabet coop- eration partners, the BMW Group's international multi-brand fleet business provides financing and comprehensive management services for corporate car fleets in 20 countries. The segment also supports the BMW Group's dealership organisation by financ- ing dealership vehicle inventories. 28 Combined Management Report General Information and Group Profile Organisation and Business Model → Research and Development Research and Development → www.bmwgroup.com/innovation A major factor in the enduring success of the BMW Group is its consistent focus on the future. Inno- vation is an integral part of its corporate philosophy. Shaping individual mobility and finding innovative solutions today for the needs of tomorrow is a key driving force. Research and development (R&D) are therefore of major importance for the BMW Group in ensuring its long-term commercial success as a premium manufacturer. In its development of new technologies, the BMW Group focuses on the topics of emissions-reducing drivetrain systems, digitalisation and autonomous driving with the aim of creating completely new experiences and future ways of travelling. A key prerequisite for success both now and in the future is the ability to anticipate customer needs and wishes in all fields of technol- ogy and implement developments in a way that adds value for the customer. However, as a premium manu- facturer, the BMW Group is driven by the aspiration to exceed customer expectations in every respect. With this approach, the BMW Group strives to find outstanding solutions for the overall (mobility) needs of its customers. The BMW Group addresses the key trends shaping tomorrow's individual mobility via the central topics of Design, Autonomous, Connectivity, Electrified and Services. 1. Design The BMW Group sees design as the characteristic combination of aesthetics and technology. Out- standing design involves focusing keenly on peo- ple and their needs. Ground-breaking design underlines the inimitable character of each new vehicle, thereby strengthening all of the Group's brands. 2. Autonomous Since 2018, the BMW Group has been pooling its expertise with the aim of developing state-of- the-art driver assistance systems in its own devel- opment centre. The goal is to create an open platform for highly and fully automated driving that will serve as an industry standard going forward. Today, the latest generation of driver as- sistance systems already supports customers in a variety of driving situations. However, “safety first" always has the foremost priority in all development work performed. In July 2019, the BMW Group and Daimler AG signed an agreement on long-term strategic coop- eration in the field of automated driving. The two companies intend to jointly develop the next generation of technology for driver assistance systems and automated driving on motorways as well as automated parking features. The cooper- ation is open for further OEM and technology partners and the results of this collaboration will also be offered to other OEMs for licensing. 3. Connectivity The demands and needs of customers for mod- ern, digital mobility are the top priority for the BMW Group. One of the most important effects of digitalisation in the automotive industry is that the vehicle itself has become focal point of the digital customer experience. The BMW Group prepared itself at an early stage in this area. With BMW Connected and the growing digital offerings, the Company is prepared for the ex- pectations and wishes of its customers. In this regard, the focus is not just on the develop- ment and integration of new technologies and services for the vehicle, but on customers and their contemporary demands. Digital services, which customers are used to, should be avail- able seamlessly and without restrictions even out- side of the vehicle. The ability to use services from the BMW Group nearly everywhere at all times is the prerequi- site for a digital services offering that is solely fo- cused on the customers and their individual needs. This includes, for example, personalised and context-based information in the vehicle. For customers of the BMW Group it is very easy to keep the vehicle digitally up-to-date and to tailor the vehicle to customers' individual wishes over the entire life cycle. With the Remote Soft- ware Update, the vehicle can always be updated with the latest software, functions are continu- ously expanded and digital services can be booked at any time. In this way, the security and quality of the vehicle is continually improved. BMW drivers can therefore keep their vehicles up to date as they are accustomed to from the smartphone world. Motorcycles segment Combined The global sales network of the BMW Group's automo- bile business currently comprises around 3,500 BMW, 1,600 MINI and 150 Rolls-Royce dealerships. Within Germany, sales are conducted through branches of the BMW Group and independent authorised dealer- ships. Sales outside Germany are handled primarily by subsidiary companies and by independent import companies in some markets. The BMW brand caters to a wide variety of customer requirements. Its portfolio encompasses a broad range of models, starting with the premium compact class and extending - via the premium mid-class - through to the ultra-luxury class. Alongside all-electric mod- els such as the BMW i3, it also offers its customers state-of-the-art plug-in hybrids and a whole array of vehicles driven by highly efficient combustion engines. Together with its extremely popular X-model family and high-performance BMW M range, the BMW Group meets the varying needs and wishes of its customers worldwide. General Information and Group Profile → Organisation and Business Model GENERAL INFORMATION AND GROUP PROFILE Substantial upfront expenditure for future-oriented projects Production running at full swing ORGANISATION AND BUSINESS MODEL → www.bmwgroup.com/company This Combined Management Report incorporates the management reports of Bayerische Motoren Werke Aktiengesellschaft (BMW AG) and the BMW Group. On 10 March 2020, the Financial Statements of BMW AG were drawn up by the Board of Manage- ment and the Board of Management granted approval for publication of the Group Financial Statements. Based on current developments regarding the spread of the coronavirus, the Board of Management on 16 March 2020 adjusted the original outlook for the BMW Group, the assumptions regarding the devel- opment of the global economy and the economic risks and opportunities for the financial year 2020 in the Combined Management Report, as well as the statement regarding the Events after the end of the reporting period. On the same day, the Board of Management again drew up the Financial Statements of BMW AG and once again gave approval for the publication of the Group Financial Statements. General information on the BMW Group is provided below. There have been no significant changes to the Group's structure compared to the previous year. Based in Munich, Germany, Bayerische Motoren Werke Aktiengesellschaft (BMW AG) is the parent Company of the BMW Group, which is the most successful maker of automobiles and motorcycles in the premium seg- ment worldwide. With BMW, MINI and Rolls-Royce, the BMW Group owns three of the best-known pre- mium brands in the automotive industry. In addition to a strong market position in the premium segment of the global motorcycles sector, the BMW Group is also well-positioned in the financial services business. The BMW Group comprises BMW AG itself and all subsidiaries over which BMW AG has either direct or indirect control. BMW AG is also responsible for managing the Group, which is sub-divided into the Automotive, Motorcycles and Financial Services operating segments. The Other Entities segment primarily comprises holding companies and Group financing companies. The BMW Group sets itself clear targets in terms of sus- tainable, individual mobility, resource-efficient value creation, the continued development of its workforce potential and its own social commitment. Sustain- ability is therefore an integral part of the Group's business model and plays a vital role in ensuring its viability going forward. 27 27 The BMW Group operates on a global scale and employed a workforce of 133,778 people worldwide at the end of the year. In 2019, the BMW Group strengthened its position as one of the world's most attractive employers. Its leading role in terms of sustainability contributes to employee loyalty within the BMW Group and is one of the reasons for the low staff attrition rate. The BMW Group's underlying principle in all aspects of corporate strategy is its customer-oriented approach. In its ongoing efforts to develop its products, brands and services, the BMW Group is currently focusing on new technologies such as alternative drivetrains, digitalisation, connectivity and autonomous driving. Presentation of segments In order to provide a better insight into the Group as a whole, this report also contains separate presentations of the operating segments Automotive, Motorcycles and Financial Services. Automotive segment The MINI brand promises outstanding driving pleasure in the premium small car segment and, apart from its highly efficient combustion-engine-driven models, also offers plug-in hybrid and all-electric drivetrains. Rolls-Royce is the ultimate marque in the ultra-luxury segment, boasting a tradition that stretches back over more than 100 years. Rolls-Royce Motor Cars spe- cialises in bespoke customer specifications and offers the very highest level of both quality and service. is available at www.bmw.com, www.mini.com, Information about the various BMW Group brands at www.bmwgroup.com/ir. COMMON STOCK Number of shares in 1,000 601,995 601,995 601,995 601,995 601,995 Stock exchange price in €¹ Year-end closing price High Low 73.14 70.70 86.83 88.75 97.63 77.75 96.26 90.83 92.25 122.60 2015 58.70 2016 2018 Ratings remain at top level The BMW Group continues to be the best-rated auto- mobile manufacturer in Europe. Moody's has given BMW AG a long-term rating of A1 (stable outlook) since January 2017. The short-term rating is P-1. The overall positive assessment reflects the launch of attractive products in conjunction with the current model offensive, the excellent positioning of the BMW Group with respect to the challenges faced by the automobile industry and its consistently strong operating performance and robust financial and capital structure. The rating agency Standard & Poor's has given BMW AG a long-term rating of A+ (negative outlook) and a short-term rating of A-1. These rating assessments are underpinned by the BMW Group's dependable financial profile and excel- lent creditworthiness. Consequently, the Company not only has good access to international capital markets, but also benefits from attractive refinancing conditions. Company rating Moody's Standard & Poor's Non-current financial liabilities A1 A+ Current financial liabilities P-1 A-1 Outlook stable negative Dividend and payout ratio In view of the Group's good earnings performance, the Board of Management and the Supervisory Board will propose to the Annual General Meeting that BMW AG's unappropriated profit of €1,646 million 7 (2018: €2,303 million) be used to pay a dividend of €2.50 per share of common stock (2018: €3.50) and a dividend of €2.52 for each share of preferred stock (2018: €3.52). The payout ratio for 2019 therefore stands at 32.8% (2018: 32.0%). BMW AG stock → 09 2019 2017 69.86 77.71 18 March 2020 19 March 2020 Analyst and Investor Conference 6 May 2020 Quarterly Statement to 31 March 2020 14 May 2020 Annual General Meeting 5 August 2020 Quarterly Report to 30 June 2020 4 November 2020 Quarterly Statement to 30 September 2020 Business and Finance Press Telephone +49 89 382-2 45 44 Fax E-mail +49 89 382-2 41 18 +49 89 382-2 44 18 presse@bmwgroup.com Investor Relations Telephone +49 89 382-2 53 87 +49 89 382-1 46 61 ir@bmwgroup.com The BMW Group on the Internet Further information about the BMW Group is available online at → www.bmwgroup.com. Investor Relations information is available directly Annual Accounts Press Conference Dividend payout ratio increases →Page 38 Purchasing and Supplier Network 2020 The Netherlands Bulgaria¹ Romania¹ Hungary¹ Slovakia¹ Germany Austria Poland Czech Republic Denmark Finland¹ Sweden Slovenia¹ Italy Portugal Spain Switzerland France Belgium ☐ Ireland UK Malta Greece Malaysia Example: cobalt Sales subsidiaries and Financial Services locations Rolls-Royce Motor Cars Ltd., Goodwood, UK BMW France, S. A. S., Montigny, France Porto, Portugal Critical TechWorks S.A., BMW Group Diesel Competence Centre, Steyr, Austria Construction and Technology Center, Landshut, Germany BMW Group Lightweight ■ Production in Europe BMW Group plant Berlin BMW Group plant Dingolfing BMW Group plant Eisenach BMW Group plant Landshut BMW Group plant Leipzig BMW Group plant Munich BMW Group plant Regensburg BMW Group plant Wackersdorf BMW Group plant Steyr, Austria BMW Group plant Hams Hall, UK BMW Group plant Oxford, UK BMW Group plant Swindon, UK Rolls-Royce Manufacturing Plant, Goodwood, UK Partner plants in Europe Partner plant, Born, the Netherlands Partner plant, Graz, Austria Partner plant, Kaliningrad, Russia ▲ Research and development network in Europe Norway 37 Since cobalt is a key component for producing electrified vehicles, the BMW Group is working to achieve the greatest possible level of transparency in the supply chain. The Group is in continuous contact with battery cell manufacturers and demands disclo- sure of the origin of this critical raw material. The BMW Group has also made its information on the subject of cobalt, such as the smelters and countries of origin, publicly available and updates it regularly. The next step will be to restructure the supply chains used to acquire cobalt. From 2020 onwards, the Group plans to purchase cobalt for fifth-generation battery cells directly from mines in Morocco and Australia and make it available to its supply chain partners. The strategy increases transparency regarding the origin of the raw material. 32 38 22.0 Eastern Europe North America 19.0 33.4 Germany 2.3 Other Rest of Western Europe 16.8 Asia/Australia 6.5 in %, basis: production material → 14 Regional mix of BMW Group purchase volumes 2019 The BMW Group remains committed to its strategy of maintaining a regional balance with regard to sales volume, production and purchasing volumes, thereby making an important contribution to natural hedging against currency fluctuations. In particular, the proportion of purchase volumes attributable to the Americas region grew in 2019, mainly due to the sig- nificant increase in vehicle production in Spartanburg, USA, and the start-up of the vehicle plant in San Luis Potosí, Mexico. Growth in the region will continue in future with the ramping up of production in Mexico. Connecting procurement markets Further information is available in the Sustainable Value Report 2019 online at www.bmwgroup.com/svr. The BMW Group is also involved in initiatives aimed at standardising sustainability requirements and estab- lishing verification mechanisms for supply chains in connection with critical raw materials. For these reasons, sustainability criteria based on the BMW Group Sustainability Standard are firmly embedded in its purchasing processes. These criteria also play an essential role in the selection and assess- ment of suppliers and apply across the entire supply chain. Sustainability management therefore creates greater transparency for both the BMW Group and its suppliers. The BMW Group attaches great importance to compli- ance with environmental and social standards as well as to the efficient use of resources along the entire value chain. Sustainability and resource efficiency along the value chain The international orientation of the Purchasing and Supplier Network provides the BMW Group with good access to global procurement markets. It is responsible for the worldwide procurement and quality assurance of production materials, raw materials, capital goods and services as well as the manufacturing of vehicle components produced in-house. External suppliers are selected systematically on the basis of competitive- ness according to the criteria of operating excellence, quality, innovation, flexibility, cost and sustainability. Ensuring access to resources in a volatile environment Purchasing and Supplier Network → Workforce → Purchasing and Supplier Network Organisation and Business Model General Information and Group Profile Combined Management Report 88 → 13 9.8 Australia 15,612 51.8 0.9 8,976 10,956 -18.1 0.3 8,208 23,700 7,752 0.3 Goodwood San Luis Potosí Tiexi (BBA)² Dadong (BBA)² Born (VDL Nedcar)³ Graz (Magna Steyr)³ 5,455 5.9 2.7 38.3 50,224 -13.4 11.1 255,804 319,592 -20.0 10.0 230,284 244,248 -5.7 9.0 222,340 234,501 -5.2 8.7 221,077 157,799 40.1 8.6 69,463 4,353 25.3 0.2 25,538 Group 2,564,025 2,541,534 0.9 100.0 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2019: 536,509 units, 2018: 491,872 units). 2 Joint Venture BMW Brilliance Automotive Ltd., Shenyang. 3 Contract production. 31 32 32 Combined Management Report General Information and Group Profile Organisation and Business Model → Production Network Production of electrified automobiles in the existing production system The BMW Group is integrating the production of fully and partially electrified vehicles in its existing production system, enabling it to ensure the long- term capacity utilisation of the production network, while at the same time being able to respond swiftly and flexibly to customer requirements. In 2019, the Group produced electrified models at 11 different locations worldwide. The BMW Group plants in Germany play a leading role in integrating e-mobility throughout the Group's production network. The technologies used to produce electric powertrain components and high-voltage batteries are developed at the Group's prototype con- struction centre in Munich. As a competence centre for electric powertrain systems, the Dingolfing site acts as lead production plant, and the e-motors for the BMW Group's electrified vehicles are manufac- tured there. The corresponding battery modules and high-voltage batteries are produced at the Group's three battery factories in Dingolfing (Germany), Spartanburg (USA) and Shenyang (China). In Thailand, the BMW Group works closely with a partner that manufactures batteries for electrified vehicles pro- duced locally. Its ability to produce electric powertrain systems, batteries and prototypes for battery cells in-house gives the BMW Group a competitive edge that enables it to secure valuable knowledge of new technologies, gain important system expertise and leverage cost advantages. 1.3 328,862 -20.7 33,816 308 1.0 250,241 299,939 -16.6 BMW Group Research and Innovation Centre (FIZ), Munich, Germany BMW Group Autonomous Driving Campus, Unterschleißheim, Germany BMW Group Designworks, Munich, Germany 286,268 191,888 49.2 11.2 174,097 211,660 -17.7 6.8 52,231 64,431 -18.9 2.0 Partner plants 42,660 284,907 Araquari Chennai Sustainability is also a key factor for the expansion of electric mobility. For the BMW Group, responsible raw material extraction and processing starts at the very beginning of the value chain. Supply chains for the upcoming fifth generation of high-voltage electrical storage systems have also been restructured, including the plan to purchase cobalt and lithium for battery cells directly with effect from 2020. The strategy will provide complete transparency regarding the origin of these two essential raw materials for manufactur- ing batteries. Further information is available in the Sustainable Value Report at → www.bmwgroup.com/svr. With the opening of the competence centre, the BMW Group is not only setting the future strategic course in technological terms, it is also securing jobs and key qualifications in the long term. BMW i Hydrogen NEXT presented The BMW Group assumes that various alternative drivetrain systems will coexist in future years, as the mobility requirements of customers worldwide cannot be met by one solution alone. Hydrogen-powered vehi- cles could become an important alternative to, as well as a supplement for, battery-electric powered vehicles. This diversity in the field of electrified drivetrain tech- nologies, which also includes plug-in hybrids alongside highly efficient combustion engines, underlines the BMW Group's commitment to offering its customers tailor-made solutions that satisfy their own individual mobility needs. In 2019, the BMW Group presented a further milestone in this strategy at the IAA with its fuel cell-powered development vehicle BMWi Hydrogen NEXT. This innovative vehicle provides an initial preview of a small series of hydrogen fuel cell electric drivetrains based on the current BMW X5. The BMW Group has already demonstrated the practical viability of the technology. Since 2013, the BMW Group and the Toyota Motor Corporation have been collaborating on the joint development of a powertrain system based on hydrogen fuel cell tech- nology. Since summer 2015, BMW Group researchers have been testing a small fleet of BMW 5 Series GT hydrogen fuel cell prototypes with a jointly developed powertrain system. Global research and innovation network expanded At 31 December 2019, more than 15,700 people in 12 countries were working in the BMW Group's global research and innovation network. The following tables summarise the key financial figures for research and development: BMW Group performance indicators relating to research and development expenses → 10 in € million 2019 2018 Research and development expenses Amortisation 5,952 5,320 -1,667 -1,414 New expenditure for capitalised development costs 2,134 The further development of battery cell technology is a key success factor in the BMW Group's electric offensive strategy, enabling it to have a direct impact on both the performance and the cost of the battery. This holistic approach ensures that the BMW Group is always at the cutting edge of technology while simultaneously covering the entire value chain, including research and development, assembly and design of battery cells. Swift decision-making and comprehensive collaboration are making it possible to develop battery cells in a complete, transparent and sustainable manner. Moreover, it is crucial to take recycling into account from the very beginning. 2,984 The BMW Group has combined its wealth of experi- ence in the field of e-mobility with its wide-ranging knowledge of battery cells to form a new competence centre in Munich. It is tasked with continuing to develop battery cell technology and master the processes required for cell production. Based on current technology, the aim is to significantly increase the energy density of battery cells and thus also the range for customers. → Production Network 29 29 With digital services such as on-street parking or digital charging services, which are available to book over the BMW ConnectedDrive Store, it has been possible since 2014 to constantly customise the vehicle toward individual preferences. The next step for more flexibility involves offering addi- tional vehicle functions after purchase, such as a high-beam assistant or driver assistant system, Active Cruise Control (ACC). The expanded, cus- tomer-oriented and digital offerings of the BMW Group make it possible to update the vehi- cle for many years with the newest functions. Therefore, customers do not need to decide about specific optional equipment at purchase, but they can regularly customise their vehicle based on individual needs. Together with automated driving, the systematic expansion of connectivity on the path towards a digital and emissions-free future is one of the cen- tral areas of action, with which the BMW Group is shaping the transformation of the mobility in- dustry in line with its corporate strategy. 4. Electrified During the 2019 reporting period, the BMW Group reached a further milestone with the delivery of its 500,000th electrified automobile. With 11 electrified models in its range (as of 2019), the BMW Group is among the world's leading providers of electric mobility. Since 2016, the Company has been the market leader for electrified vehicles in Germany and also occupies a top position not only in Europe, but worldwide. Its many years of experience have given the BMW Group a broad and sound base of knowl- edge in the field of electric mobility. On this basis, the Company develops the drivetrain tech- nology such as the motor, the power electronics and also the battery, including the battery cell it- self, guaranteeing the typical driving charac- teristics for its electrified vehicles that customers associate with the brand. In 2020, the BMW X3 will be the first BMW Group model to be available in four different drive- train versions: with an efficient diesel or petrol engine, as a plug-in hybrid, and with an all-electric powertrain system in the form of the BMW iX3*. The BMW iX3 is the first model to benefit from a new generation of highly efficient BMW electric drivetrains, which enables a new balance between range and battery size. * Fuel consumption and CO₂ emis- sions informa- tion are available on page 70. Due to its role as a technology carrier and its en- during sales success, the BMW i3 is also being developed to the next level. Launched at the end of 2019, the MINI Cooper SE* is a further all-electric vehicle that complements the BMW Group's range of electrified models. Over 90,000 registered prospective customers (as of 2019) reflect the avid interest of consumers in this first all-electric MINI model. Rolls-Royce Motor Cars is also work- ing hard on developing an electric vehicle. In line with the expectations of its customers, the brand will immediately focus on manufacturing all- electric models. The BMW Group's range of models includes highly efficient combustion engines as well as state-of- the-art plug-in hybrids and all-electric drivetrains. This broad array of options enables the Group to meet the varying requirements and wishes of its customers in different regions of the world while at the same time making an effective contribution to cutting CO2 emissions. Regardless of the type of drivetrain the customer chooses, all current and future models, each with their own specific characteristics, will feature the driving pleasure typical of the brand. 5. Services The BMW Group aims to be one of the leading providers of premium mobility services going forward. In order to do so, it is essential to have a clear understanding of the needs of customers worldwide. This knowledge is the basis for offer- ing customers an attractive, comprehensive range of services in this field, too. These include easy- to-use, digitally supported mobility services that also feature bring-and-collect services or help customers find open parking spaces in urban environments. In order to reinforce this strategic field, the BMW Group founded the joint venture YOUR NOW together with Daimler AG during the period under report. Further information is pro- vided in the section Cooperation Agreements and Partnerships. 30 Combined Management Report General Information and Group Profile Organisation and Business Model → Research and Development Battery cell competence centre opened BMW Group locations in Europe Research and development expenditure 6,890 High capacity utilisation throughout the entire production network The Group set a new production volume record in the year under report, totalling 2,564,025¹ BMW, MINI and Rolls-Royce brand vehicles (2018: 2,541,5341 units; +0.9%). The figure comprised 2,205,841¹ BMW (2018: 2,168,496¹ units; +1.7%), 352,729 MINI (2018: 368,685 units; -4.3%) and 5,455 Rolls-Royce (2018: 4,353 units; +25.3%) brand vehicles. in units 2019 2018 Change in % Proportion of production in % Spartanburg 411,620 356,749 15.4 16.1 Dingolfing Regensburg Leipzig Oxford Munich Rosslyn Rayong for many years. The Company has been continually reducing the use of resources such as energy and water and produces less waste and CO2 emissions. In 2019 the production of a vehicle required on average only half the resources and CO2 as in 2006. From 2020 onwards all plants operated directly by the BMW Group globally as well as those of the joint venture BMW Brilliance Automotive in China will obtain energy exclusively from renewable sources. 6,419 → 11 Sustainability in production and along the value chain has played a fundamental role for the BMW Group Change in 2019 2018¹ %pts¹ Research and development expenditure ratio² Capitalisation rate³ 6.2 33.2 7.1 -0.9 43.3 -10.1 1 Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. 2 Research and development expenditure as a percentage of Group revenues. 3 Capitalised development costs as a percentage of research and development expenditure. Further information on research and development → see expenditure is provided in → note 8 to the Group Financial Statements. note 8 Production Network The BMW Group's production system is characterised by its high flexibility and efficiency, enabling it to respond rapidly to changing market situations and fluc- tuating regional demand. The BMW Group's production expertise also makes a contribution to its profitability. Its production network leverages innovative technolo- gies from the fields of digitalisation and Industry 4.0, including applications from the worlds of virtual reality, artificial intelligence and 3D printing. Standardised processes and structures ensure consistent premium quality throughout the production system. At the same time, the BMW Group offers its customers a high degree of individualisation. Vehicle production of the BMW Group by plant Expansion of the international production network In its efforts to remain successful going forward, the BMW Group continues to invest in expanding existing and establishing new production capacities, thereby increasing its manufacturing capability and enhancing the flexibility of its production network. The BMW Group endeavours to achieve an even dis- tribution of production and deliveries in the various regions of the world. The BMW Group combines its wealth of experience and broad knowledge of battery cell technologies in its own new competence centre, which was opened in Munich in 2019. The BMW Brilliance Automotive Ltd, Shenyang (BBA) joint venture in China is currently building a new facil- ity on the premises of the Tiexi plant and carrying out major extensions to its automobile plant in Dadong. BMW X1 Motorcycles BMW 5 Series BMW Z4 Motorcycles 35 35 36 MINI Convertible, MINI Countryman Combined General Information and Group Profile → Organisation and Business Model BMW Group locations worldwide → 12 43 7 Sales subsidiaries and Financial Services locations worldwide Management Report Products In 2019, a total of 187,116 motorcycles rolled off produc- tion lines at five different locations worldwide (2018: 162,687 units; +15.0%). The significant increase was primarily due to the fact that the production of BMW scooters at the Chinese partner Loncin Motor Co., Ltd in Chongqing now covers the full product range. In September 2019, BMW Motorrad celebrated 50 years of motorcycle production at the Berlin plant together with over 10,000 visitors. Motorcycle production up sharply BMW 3 Series, BMW 5 Series, BMW 7 Series, BMW X1, BMW X3, BMW X5 MINI Countryman BMW 5 Series, BMW 7 Series BMW X1, BMW X3, BMW X4, BMW X5, BMW X6, BMW X7 BMW 5 Series, BMW 7 Series BMW X1, BMW X3, BMW X4, BMW X5, BMW X6, BMW X7 BMW 3 Series, BMW 5 Series, BMW 6 Series, BMW 7 Series BMW X1, BMW X3, BMW X4, BMW X5 MINI Countryman The BMW Group also awards contracts to external partners for the production of specific types of vehicle as well as motorcycles. During the period under report, Magna Steyr Fahrzeugtechnik pro- duced the BMW 5 Series Sedan and the BMW Z4 in Graz (Austria). 7 Moreover, various MINI models and the BMW X1 were assembled at VDL Nedcar in Born (the Netherlands). BMW motorcycles were also manufactured by the TVS Motor Company in Hosur (India) and the Loncin Motor Company in Chongqing (China). Locations Country CONTRACT PRODUCTION The Netherlands Born China Chongqing Austria Graz Hosur India 31 Production and assembly plants 12 7 Countries with BMW Group Technology Office, Shanghai, China BMW Group Engineering China, Beijing, China BMW Group Engineering Japan, Tokyo, Japan BMW Group Engineering USA, Woodcliff Lake, USA BMW Technology, Chicago, USA BMW Group IT Technology Office, Greenville, USA BMW Group IT DevOps Hub, Rosslyn, South Africa BMW do Brasil, Araquari, Brazil BMW Group Technology Office Tel Aviv, Tel Aviv, Israel BMW Group R&D Center Seoul, Seoul, South Korea 1 Sales locations only. Russia India China South Korea Japan Hong Kong Thailand Singapore¹ Indonesia¹ BMW Group ConnectedDrive Lab China, Shanghai, China, and BMW Group Designworks Studio Shanghai, China Products BMW Group Engineering and Emission Test Center, Oxnard, USA ▲ Research and development network outside Europe BMW Group Designworks, Newbury Park, USA research and development locations Headquarters Canada USA Mexico United Arab Emirates Brazil Argentina¹ South Africa New Zealand ☐ Production outside Europe ■BMW Group plant Araquari, Brazil BMW Group plant Chennai, India BMW Group plant Manaus, Brazil BMW Group plant Rayong, Thailand BMW Group plant Rosslyn, South Africa BMW Group plant San Luis Potosí, Mexico BMW Group plant Spartanburg, USA BMW Brilliance Automotive, China (joint venture-3 plants) Partner plants outside Europe Partner plant, Chongqing, China Partner plant, Hosur, India Partner plant, Jakarta, Indonesia Partner plant, Cairo, Egypt Partner plant, Kulim, Malaysia BMW Group Technology Office USA, Mountain View, USA In 2019, the BMW Group opened a new plant in San Luis Potosí (Mexico). The new facility, which has the capacity to manufacture up to 175,000 units per year, produces the BMW 3 Series Sedan, thus sig- nificantly boosting production flexibility within the network. The BMW 3 Series Sedan is also produced in Germany and China. Malaysia Russia Germany Germany Brazil Germany Lightweight construction components, electric drivetrain systems and special engines BMW 1 Series, BMW 2 Series, BMW i, BMW M Motorcycles Oxford Rayong Regensburg Rosslyn San Luis Potosí Spartanburg Steyr United Kingdom Thailand Germany South Africa Mexico USA Austria BMW 3 Series, BMW 4 Series, BMW M Petrol and diesel engines, high-performance engines for M models Core engine parts United Kingdom Germany Toolmaking, outer body parts for Rolls-Royce, aluminium tanks for BMW Motorrad Petrol engines for BMW, BMW i, MINI Core engine parts BMW 3 Series, BMW 4 Series, BMW 5 Series, BMW 6 Series, BMW 7 Series, BMW 8 Series, BMW M Chassis and drivetrain components Components for electric mobility Rolls-Royce bodywork, pressed parts International production network The production network comprises 31 locations in 15 countries, 20 of which are BMW Group plants. Three of these locations belong to the BMW Brilliance Automotive joint venture in Shenyang, China. ¬ A further eight production sites are operated either by partners or contract manufacturers. The same standards of quality, safety and sustainability apply at all locations within the BMW Group's production network worldwide. Locations BMW GROUP PLANTS Araquari Berlin Chennai Dingolfing Eisenach MINI, MINI Clubman Hams Hall Leipzig Manaus Munich Country Products Brazil Germany India Germany BMW 3 Series, BMW X1, BMW X3, BMW X4, BMW X5 BMW motorcycles, Maxi-Scooters, car brake discs BMW 3 Series, BMW 5 Series, BMW 6 Series, BMW 7 Series BMW X1, BMW X3, BMW X4, BMW X5, BMW X7, MINI Countryman Landshut Kulim BMW 3 Series, BMW 5 Series, BMW 7 Series BMW X1, BMW X3, BMW X5, BMW X6 Motorcycles BMW X3 Tiexi (Shenyang) Country China China China and Tiexi automobile plants. Tiexi also has an engine plant with an adjacent foundry and battery factory. Products BMW 5 Series BMW X3 BMW 1 Series, BMW 2 Series, BMW 3 Series BMW X1, BMW X2 Petrol engines, production of core engine parts The BMW Group's four automobile partner plants in Jakarta (Indonesia), Cairo (Egypt), Kaliningrad (Russia) and Kulim (Malaysia) primarily serve their respective regional markets. Locations PARTNER PLANTS Jakarta Country Indonesia Cairo Egypt Kaliningrad Tiexi (Shenyang) Dadong (Shenyang) JOINT VENTURE BMW BRILLIANCE AUTOMOTIVE HOLDINGS LTD. Locations BMW 3 Series Swindon Wackersdorf United Kingdom Germany Rolls-Royce Manufacturing Plant Goodwood United Kingdom *Fuel consumption and CO₂ emissions information are available on page 70. BMW 1 Series, BMW 2 Series, BMW 3 Series, BMW 4 Series BMW X1, BMW X2, BMW M BMW Car IT, Munich, Germany High-performance engines for M models Pressed parts and bodywork components Distribution centre for parts and components Cockpit assembly Processing of carbon fibre components Rolls-Royce Phantom, Ghost, Wraith, Dawn, Cullinan* 333 34 Combined Management Report General Information and Group Profile Organisation and Business Model → Production Network The plants in Shenyang (China) are operated by the BMW Brilliance Automotive (BBA) joint venture. The Shenyang production location comprises the Dadong & BMW X3, BMW X4, BMW X5, BMW X6, BMW X7, BMW M Petrol and diesel engines for BMW and MINI Core engine parts The BMW Group has signed an agreement with the Chinese manufacturer Great Wall Motor Company Limited to produce MINI electric vehicles via a 50:50 joint venture based in China. In addition to MINI elec- tric vehicles, the Spotlight Automotive Limited joint venture (Spotlight) will also produce electric vehicles for Great Wall Motor. Apart from production, the joint venture model includes the joint development of battery-electric vehicles. Spotlight was founded on 27 December 2019 following approval by the Chinese authorities. Economic performance in the United Kingdom (UK) was dominated by ongoing uncertainty regarding the terms of Brexit and hence the UK's future relationship with the European Union (EU). Despite a further slight drop in the unemployment rate, private consumer sentiment failed to improve noticeably. Public-sector spending was increased substantially with a view to counteracting the slowing pace of the UK economy. Nevertheless, economic growth dropped for the fifth consecutive year to stand at 1.4%. Alongside the planned increase in the stake in BBA, the BMW Group is expanding its presence in China on a significant scale, thereby underlining its com- mitment to the region. The 1.2% growth rate recorded in the eurozone was also down on the previous year. Although major economies in the region continued to expand, the pace of growth in Germany (+0.6%), France (+1.3%), Italy (+0.2%) and Spain (+ 2.0%) was significantly low- er year-on-year, whereby exports, private consumption and a slight increase in public-sector spending con- tributed to the positive growth rates. Despite lower industrial production output, the unemployment rate continued to fall and is now at its lowest level since 2008. Against a backdrop of weaker economic per- formance and easing inflationary pressures, towards the end of the year the European Central Bank (ECB) decided to resume its securities purchase programme and reduce its deposit rate further. → 17 as a percentage of workforce 7.0 Diversity as a competitive factor Diversity is a key factor in ensuring the BMW Group's continued competitiveness. The aim is to ensure equal opportunities for all employees and at the same time utilise and promote the diversity of the Group's workforce. In this context, emphasis is placed on the three aspects of gender, cultural background and age/experience. In 2019, the BMW Group again implemented a broad array of measures in its efforts to promote diversity. Further information on this topic is also provided in the Sustainable Value Report 2019. → www.bmwgroup.com/svr The percentage of women in the BMW Group work- force as a whole was 19.8% (BMW AG: 16.3%), surpass- ing the internal target range of between 15 and 17%. The number of women in management functions rose to 17.5% across the BMW Group (BMW AG: 15.8%). During the year under report, female representation in the BMW Group's trainee and student development programmes stood at approximately 39% and 28% respectively. Employee attrition rate at BMW AG* At the same time, the workforce is becoming increas- ingly international. Employees from over 120 countries work together successfully for BMW AG. Moreover, a balanced age structure in the workforce encourages an exchange of ideas and knowledge between gen- erations and plays a key role in reducing the loss of know-how when valuable employees retire. → 18 18 17.2 16.0 15.3 17.5 15.8 15.1 Proportion of female employees in manage- ment functions at BMW AG/BMW Group* BMW Group 14.3 BMWAG 12.5 The BMW Group also came out on top again in Trendence's "Young Professional Barometer Germany”. It also received the "Most Attractive Employer of the Last 20 Years" award for the most number one rank- ings over this period. Moreover, the Group matched its previous year's performance in the Universum study "Young Professionals Germany", finishing first, second and third in the categories Business, Engineering and IT respectively. Based on the overall results of studies across all sectors, the BMW Group continued to be one of the world's highest-ranked companies in 2019. BMW Group remains a highly attractive employer Again in 2019, the BMW Group was ranked among the world's most attractive employers. In the latest "World's Most Attractive Employers" ranking pub- lished by the agency Universum, the BMW Group was once again named the most attractive automotive company in the world. 119 Group 133,778 134,682 Realignment of vocational training Started in 2018, the realignment of vocational training continued to make good progress with the implemen- tation of various strategic action packages, aimed in particular at bringing about the digital transformation of vocational training based on three pillars: modern and mobile equipment, new digital collaboration and learning platforms, and a broadly based system of talent development specifically tailored to apprentices. In addition to the basic range of skills still needed, emphasis is also being placed on promoting the acqui- sition of new technical and interdisciplinary expertise across 30 vocations and 17 dual courses of study. The latter were expanded to include the bachelor-degree programmes Industry 4.0 Computer Science, Artificial Intelligence and Production and Automation. The total number of apprentices and participants in the BMW Group's development programmes for young talent remained at a high level during the year under report at 4,801 (2018: 4,964; -3.3%). High level of investment in employee qualification Spending on employee training and development totalled €370 million and therefore remained at a similar level to the previous year (2018: €373 mil- lion; -0.8%). The BMW Group consistently promotes the principle of lifelong learning. The availability of innovative, requirements-based learning opportuni- ties enables employees to play an active role in shaping the future of the BMW Group. During 2019, the range of training courses on offer for key strategic areas such as electric mobility, robotics and data analytics was therefore expanded, new learning formats introduced in conjunction with the digitalisation initiative, and a greater emphasis placed on improving manager skill sets, in particular those relevant for leadership in the digital age. In 2019, BMW Group China was also selected by busi- ness students participating in the locally conducted Universum student survey as the most attractive employer in the automotive industry. The renowned Zhaopin "Most Attractive Employer Award" named the BMW Group the most attractive employer overall. 39 40 ↑↑ Combined Management Report General Information and Group Profile Organisation and Business Model Workforce Sustainability 10 114 14.0 in % In order to safeguard its viability going forward, the BMW Group's business model is rigorously based on the principle of sustainability. The Group works continually on technical innovations that contribute to solving global challenges such as climate change and urbanisation. In this endeavour, the BMW Group concentrates on three main topics: The development of products and services for sustainable individual mobility The efficient use of resources along the entire value chain Responsibility towards employees and society in general Further information on sustainability within the BMW Group is provided in the Sustainable Value Report 2019, which is published online at www.bmwgroup.com/svr. The Sustainable Value Report is published together with the Annual Report and drawn up in accordance EU-28 The principles and importance of managing the business on a sustainable basis are emphasised in the BMW Group's corporate strategy, which includes a clear commitment to preserving resources. The BMW Group remains fully committed to ecological and social sustainability along the entire value chain as well as to comprehensive product responsibility. Apart from the reduction of CO2 emissions, key components of the Group's sustainability strategy include industrial environmental protection, circular economy, sustainability in the supply chain, employee orientation and social commitment. with the "Comprehensive" option of the standards of the Global Reporting Initiative (GRI). This is the highest level of transparency set out in the GRI stan- dards, in which all relevant information and indicators of the aspects identified as material are reported on. The Sustainable Value Report is drawn up subject to a limited assurance engagement in accordance with ISAE 3000 (International Standard on Assurance Engagements 3000 (Revised): "Assurance Engagements other than Audits or Reviews of Historical Financial Information"). The separate combined non-financial report is avail- able online within the Sustainable Value Report 2019 at → www.bmwgroup.com/svr. CO₂ fleet emissions The development of sustainable products and services is an integral part of the BMW Group's business model. The early use of Efficient Dynamics technologies (since 2007) across the entire fleet and the electrification of vehicles, which continued to make good progress in 2019, have enabled CO2 emissions to be continuously reduced. Together, these two cornerstones are essen- tial for future compliance with statutory CO2 and fuel consumption limits going forward. The BMW Group has reduced the CO2 emissions of its newly sold vehicles in Europe by approximately 40% between 1995 and 2019. In Europe*, average CO2 emis- sions were 127 g CO2/km (2018: 128 g CO2/km; -0.8%) in the year under report. Based on this figure, the BMW Group's new vehicle fleet* in Europe in 2019 had an average fuel consumption of 5.0 litres of diesel per 100 km or 6.0 litres of petrol per 100 km. With effect from September 2018, all vehicles in the EU were required to be approved in accordance with the new WLTP testing cycle. However, the calculation of CO2 fleet emissions by the EU Commission will not be converted to WLTP until 2021. Therefore, for reporting purposes up to and including 2020, WLTP fleet emissions must be translated back to the previ- ously applicable values calculated in accordance with the outgoing New European Driving Cycle (NEDC). Due to the changed test conditions used for WLTP purposes, emission values are higher when translated back to an NEDC basis (NEDC-correlated). 41 42 Based on the requirements of the German CSR Direc- tive Implementation Act, since the financial year 2017 BMW AG has been required to publish a non-financial declaration at both Company and Group level. The declaration is published jointly for BMW AG and the BMW Group as a separate combined non-financial report within the Sustainable Value Report. 13.3 The BMW Group sees itself as a pioneer of sustain- ability, not only within the automotive industry, but across other sectors, too. Long-term thinking and responsible action have long been the cornerstones of the BMW Group's distinct identity and its economic success. As early as 1973, the BMW Group was the first company in the automotive sector to appoint an environment officer. Since 2001, the BMW Group has been committed to the United Nations Environment Programme, the UN Global Compact and the Cleaner Production Declaration. Through its sustainability policy, the BMW Group is supporting the implemen- tation of the UN's Sustainable Development Goals (SDG), which were adopted in September 2015, and is committed to complying with the Paris Climate Convention. Sustainability 3.39 3.5 2.70 2.64 2.78 2.08 2015 2016 2017 → www.bmwgroup.com/responsibility 2018 * Number of employees on unlimited employment contracts leaving the Company. 2015 2016 2017 2018 2019 *Since 2017 including maternity leave. 2019 Other -0.7 8,860 ON ECONOMIC POSITION REPORT specific Environment → General and Sector- Economic Position Report on Report Automobile markets down Management 48 47 For all project decisions, the project criteria and long-term periodic results impact are measured and incorporated in the long-term Group forecast. This approach enables an analysis of the impact of project decisions on periodic earnings and rates of return for each year during the term of the project. The overall result is a cohesive management model. The net present value of a project indicates the extent to which a project will be able to generate a positive contribution to earnings over and above the cost of capital. A project with a positive net present value enhances value added and therefore results in an increase in enterprise value. The internal rate of return of the project corresponds to the average return on capital employed in the project. It is equivalent to the multi-year average RoCE for an individual project. It is therefore consistent with one of the most important of the key performance indicators. Project decisions are based on calculations derived from expected cash flows of the individual project. Calculations are made for the full term of a project, incorporating future years in which the project is expected to generate cash flows. Project decisions are taken on the basis of net present value and the internal rate of return calculated for the project. Operational business in the Automotive and Motor- cycles segments is largely shaped by its life-cycle- dependent project character. Projects have a substantial influence on future business performance. Project decisions are therefore a crucial component of financial management in the BMW Group. Value-based project management Combined Capital employed comprises the average amount of Group equity employed during the year as a whole, the financial liabilities of the Automotive and Motor- cycles segments, and pension provisions. The earn- ings amount corresponds to Group profit before tax, adjusted for interest expense incurred in conjunction with the pension provision and on the financial lia- bilities of the Automotive and Motorcycles segments (earnings before interest expense and taxes). The cost of capital is the minimum rate of return expected by capital providers in return for the capital employed. Since capital employed comprises an equity capital (e.g. share capital) and a debt capital element (e.g. bonds), the overall cost of capital rate is determined on the basis of the weighted average rates for equity and debt capital, measured using standard market procedures. The pre-tax average weighted cost of capi- tal for the BMW Group in 2019 was 12%, unchanged from the previous year. on previous year Financial Services segment posts record results 2018 2019 2018 Value added Group 9,898 7,369 2018 BMW Group automobile deliveries nonetheless at new high level 2019 BMW Group in € million → 23 The global economy was impacted by a variety of adverse factors during 2019, and the resulting 2.9% growth rate was the slowest recorded for The years. economic slowdown was broadly based. Amongst the G7 countries, Japan was the only one to record an increase in economic output. The BRIC countries were also unable to escape the consequences of the slowdown, resulting in lower growth rates across the board. General economic environment ENVIRONMENT GENERAL AND SECTOR-SPECIFIC Earnings amount 2,619 -443 7,279 2019 BMW Group employees → 15 31.12.2019 31.12.2018 Change in % Automotive 2018 121,208 -0.6 Motorcycles 3,658 3,709 -1.4 Financial Services 8,798 121,994 2017 2016 2015 * Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. 7,812 2019 Cost of capital (equity + debt capital) Workforce → www.bmwgroup.com/en/responsibility/employees Workforce at previous year's level At 31 December 2019, the BMW Group employed a workforce of 133,778 people worldwide. The number of employees was thus at a similar level to the end of the previous year (2018: 134,682 employees; −0.7%). During 2019, natural fluctuation was used to lever- age competencies to focus even more keenly on the major topics of the future. Specialists and IT experts were hired in future-oriented fields such as artificial intelligence and autonomous driving, electric mobility, smart production and logistics as well as data analysis, software architecture, agile software development and innovative drivetrain systems. The global production network was also further expanded. BMW Group apprentices at 31 December → 16 4,964 4,700 5,000 4,613 4,750 4,801 2,500 个个 Combined Management Report -4.2 -0.7 Organisation and Business Model 29.0 12,420 15,513 6,182 4,499 2018 2019 49.8 2018 2018 Return on capital employed in % capital employed in € million Profit before financial result in € million Average Automotive Average capital employed 2019 = Capital employed corresponds to the sum of all cur- rent and non-current operational assets, less liabilities that generally do not incur interest (e.g. trade payables and other provisions). as the key performance indicator for segment prof- itability. The management system also takes into account average CO2 emissions for the fleet, which, through their influence on ongoing development costs and due to regulatory requirements, can have a significant long-term impact on Group performance. Fleet emissions correspond to average CO2 emissions of new cars sold in the EU-28 countries. Profit before financial result in € million Average capital employed 7 ROCE Motorcycles Profit before financial result Motorcycles → 21 Due to its key importance for the Group as a whole, the Automotive segment is managed on the basis of additional performance indicators which have a significant impact on RoCE and hence on segment performance. These value drivers are the number of vehicle deliveries and the operating return on sales (EBIT margin: segment-related profit/loss before financial result as a percentage of segment revenues) Return on capital employed Motorcycles segment →Management System General Information and Group Profile Report Combined Management 46 By managing the business on the basis of key value drivers, it is possible to gain a better understanding of the causes of changes in the RoCE and to define suitable measures to influence it. As with the Automotive segment, the Motorcycles segment is managed on the basis of RoCE. Capital employed is determined on the same basis as in the Automotive segment. The strategic RoCE target for the Motorcycles segment is 26%. ROCE Automotive Profit before financial result The most comprehensive key performance indica- tor used for the Automotive segment is RoCE. This indicator provides information on the profitability of capital employed and the operational business. ROCE is measured on the basis of segment profit before financial result and the average capital employed in the segment. The strategic target for the Automotive segment's RoCE is 26%. BMW Group - value drivers The BMW Group's internal management system is based on a multilayered structure. Operating manage- ment occurs primarily at segment level. In order to manage long-term corporate performance and assess strategic issues, additional performance indicators are taken into account within the management system at Group level. In this context, the value added serves as one of several indicators for the contribution made to enterprise value during the financial year. This approach is made operational at both Group and segment level through key financial and non-finan- cial performance indicators (value drivers). The link between value added and the relevant value drivers is shown in a simplified form below. 7 General Information and Group Profile HERE Since the acquisition of the HERE mapping service by BMW AG, Daimler AG and AUDI AG in 2015, the partners have been working on high-precision digi- tal maps that can be linked to real-time vehicle data. These digital maps are key for the next generation of mobility and location-based services, including providing the basis for new assistance systems. As an independent platform, HERE has ensured at all stages that it remains accessible to other partners in the automotive sector and beyond. In December 2019, HERE announced the intention of Mitsubishi Corpo- ration (MC) and Nippon Telegraph and Telephone Corporation of Japan (NTT) to jointly acquire a 30% ownership stake in the business. Subject to regulatory approvals, the transaction is expected to be closed during the first half of 2020. 33 → 19 43 Combined Management Report General Information and Group Profile → Management System MANAGEMENT SYSTEM The business management system applied by the BMW Group follows a value-based approach that focuses on profitability, consistent growth, value enhancement for capital providers and job security. Capital is considered to be employed profitably when the amount of profit generated sustainably exceeds the cost of equity and debt capital. In this way, desired degree of corporate autonomy is also secured in the long term. the 44 Value added Return on capital (ROCE or RoE) × Automotive segment segments and return on equity (ROE) for the Financial Services segment. These indicators combine a wide range of relevant economic information, such as profitability (return on sales) and capital efficiency (capital turnover) to provide a measurement of segment performance and the development of enterprise value. → 20 Return on capital employed Operating performance at segment level is managed at an aggregated level on the basis of returns on capital. Depending on the business model, the segments are measured on the basis of return on total capital or return on equity. Specifically, return on capital employed (ROCE) is used for the Automotive and Motorcycles Management of operating performance at segment level Due to the high level of aggregation, it is impractical to manage the business on the basis of value added. This key indicator therefore only serves for reporting purposes. Relevant value drivers having a significant impact on business performance and therefore on enterprise value are defined for each controlling level. The financial and non-financial value drivers are reflected in the key performance indicators used to manage the business. In the case of project-re- lated decisions, the system follows a project-oriented management logic that is based on value added and profitability performance indicators, thereby provid- ing a fundamental basis for decision-making. 45 45 Revenues Expenses Average weighted cost of capital rate Capital employed Profit Cost of capital Capital turnover Return on sales 2019 2018 2019 Return on capital employed in % In order to ensure the success of the business in the long term, the BMW Group enters into specific coop- eration agreements and partnerships with companies in the automotive industry as well as technology lead- ers in other sectors. Against a background of rapid technological change, the aim of collaborating with external partners is to combine expertise in order to bring innovations to market within the shortest time possible. BMW Brilliance Automotive The BMW Group intends to increase its stake in BMW Brilliance Automotive (BBA) from 50 to 75%. An agreement to this effect was signed in 2018 with the BMW Group's venture partner, Brilliance China Automotive Holdings Ltd. (CBA). The contractual term of the joint venture, which was due to expire in 2028, is to be extended up to 2040. Following approval by the Annual General Meeting of CBA on 18 January 2019, the closing of the agreement continues to be subject to regulatory approvals. YOUR NOW On 28 March 2018, the BMW Group signed an agree- ment with Daimler AG regarding the merger of certain business units that provide mobility services. Follow- ing approval by the relevant antitrust authorities, the transaction was closed on 31 January 2019. The two companies are now pressing ahead as planned to realise their joint vision of fully electric and autono- mous on-demand mobility. The new range of mobility services will be easy to access, intuitive to use, and cater to customers' needs. The cooperation comprises the joint ventures REACH NOW (on-demand mobility and multimodal services), CHARGE NOW (battery charg- ing), FREE NOW (ride-hailing), PARK NOW (parking) and SHARE NOW (car-sharing). The YOUR NOW companies were contributed into a holding company with effect from 31 December 2019. Based on this, the BMW Group and the Daimler Group each have an equal share in the holding company. Under the YOUR NOW umbrella, BMW and Daimler offer innovative solutions for cities and municipalities seeking to make mobility more efficient and sustain- able. Further information is provided in → note 2 to the Group Financial Statements. → see Cooperation Agreements and Partnerships note 2 Value added Group* earnings amount (cost of capital rate × capital employed) - = = earnings amount cost of capital Value added Group 7 Spotlight The BMW Group again achieved outstanding results in prestigious sustainability ratings in 2019, thereby confirming the Company's view of its leading posi- tion as a sustainable enterprise. In the Dow Jones Sustainability Indices (DJSI) rating, the BMW Group is the only German automobile manufacturer to have been included once again in the two indices "Europe" and "World" and the only company in the sector to have been continuously represented since the indices were established. In the CDP rating (formerly the Carbon Disclosure Project), the Group achieved the category Leadership with a rating of A- in the year under report. Furthermore, the Group was again listed in the British FTSE4Good Index in 2019. The BMW Group is also listed in the MSCI, Sustainalytics and ISS-oekom rankings, holding a leading position in each within the industry. Top rankings in sustainability ratings In the course of regular materiality analysis, social challenges are continually monitored and analysed in order to gauge their significance from the point of view of both external and internal stakeholders. Sustainability → Cooperation Agreements and Partnerships Production In its efforts to reduce CO2 emissions generated by production and thus contribute to climate protection, the BMW Group uses energy-efficient equipment pow- ered by renewable energy. In 2019, 87% (2018: 79%) of the BMW Group's electricity worldwide was generated from renewable sources or were compensated through appropriate certificates of origin. As from 2020, all the Group's locations worldwide are scheduled to obtain their electricity exclusively from renewable sources. In 2019, at 2.04 MWh per vehicle* produced, the BMW Group further reduced the amount of energy consumed in the production process compared with the previous year (2018: 2.12 MWh; -3.8%). Through the use of measures to boost energy efficiency and the purchase and in-house generation of electricity from renewable sources at BMW Group manufactur- ing sites, production-related CO2 emissions fell by 25.0% to 0.30 tonnes per vehicle* produced in the year under report compared with the previous year (2018: 0.40 tonnes). Social engagement Social engagement is also an integral part of the BMW Group's corporate identity. For many years now, the BMW Group has firmly supported intercultural exchange. In partnership with the UN Alliance of Civi- lizations, the BMW Group presents the Intercultural Innovation Award for projects the Company views as exemplary in this field. Since 2011, each year it has presented the "BMW Group Award for Social Com- mitment” to employees who have made an exceptional contribution through their outstanding volunteer work. The Group addresses current social challenges, primarily in areas where its expertise enables it to make the greatest impact. The main focus here is on problem-solving approaches that are internationally applicable and have a tangible long-term impact by helping people to help themselves. With this aim in mind, the BMW Group works together with the BMW Foundation Herbert Quandt. BMW Foundation Herbert Quandt The BMW Foundation Herbert Quandt is an inde- pendent corporate foundation whose activities contribute to the BMW Group's social responsibility and mission goals. The foundation endeavours to inspire leaders worldwide to assume and continually develop their social responsibility and political com- mitment. Leaders are also encouraged to work for a peaceful, just and sustainable future. With its Respon- sible Leadership programmes, a global network and *Efficiency indicator calculated from Scope 1 and Scope 2 CO₂ emissions (market-based method in accordance with GHG Protocol Scope 2 Guidance) of vehicle production, exclud- ing motorcycles (adjusted for CHP losses), divided by the total amount of produced vehi- cles, including from the joint venture BMW Brilliance Automotive Ltd., Shenyang (China), but excluding vehicles from contract production at Magna Steyr and Nedcar. Average capital employed in € million 2019 In 1959, Herbert Quandt secured the independence of BMW AG, thus laying the foundation for the successful development of the BMW Group. In recognition of his entrepreneurial achievements, in 1970 BMW AG estab- lished the "BMW Stiftung Herbert Quandt", which has meanwhile been renamed the "BMW Foundation Herbert Quandt" with expanded endowment capital. Further information on the topics of sustainability and human resources within the BMW Group is avail- able in the Sustainable Value Report 2019, which is published online at www.bmwgroup.com/svr. Stakeholder dialogues and materiality analysis as basis for sustainability management The BMW Group is in continual dialogue with its numerous stakeholders, both in Germany and abroad. Stakeholder feedback provides the BMW Group with a clear picture of how current trends are changing the business environment and provides key input for the strategic decision-making process. In 2019, a total of four dialogue events (BMW Group Dialogues) on corporate responsibility and sustainability were held in Tel Aviv, San Luis Potosí, Seoul and Munich. The events addressed various topics, including product and production responsibility, responsibility for resources, and responsibility for future mobility. The information provided by these two key perfor- mance indicators is further complemented by pre-tax return on sales and value added. Value added, as a highly aggregated performance indicator, also provides an insight into capital efficiency and the (opportunity) cost of capital required to generate Group profit. A positive value added means that a company is gener- ating more value than the cost of capital. Group profit before tax provides a comprehensive measure of the Group's overall performance after consolidation effects and a transparent basis for com- paring performance, particularly over time. The size of the Group's workforce is monitored as an additional key non-financial performance indicator. impact-oriented investments, the BMW Foundation Herbert Quandt supports the sustainability targets of the United Nations' Agenda 2030 → www.bmw-foundation.org. Strategic management at Group level Average equity capital = RoE Financial Services 29.4 of return on equity. RoE is defined as segment profit before tax, divided by the average amount of equity capital in the Financial Services segment. The target is a long-term return on capital of at least 14%. As is common practice in the banking sector, the Financial Services segment is managed on the basis 7 Strategic management and quantification of finan- cial implications for long-term corporate planning are performed primarily at Group level. The key performance indicators are Group profit before tax and the size of the Group's workforce at the year-end. Return on equity Financial Services segment 2019 2018 194 175 The principal value drivers are the number of motor- cycle deliveries and the operating return on sales (EBIT margin: segment-related profit/loss before financial result as a percentage of segment revenues) as the performance indicator for segment profitability. 660 616 2018 → 22 Profit before tax Profit before tax in € million * Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. 14.8 15.0 14,522 2018 2019 2018* Return on equity in % 15,146 Financial Services 28.4 2019 2018* 2,272 2,143 Average equity capital in € million 2019 7,118 -2,140 -2,530 Income taxes Financial result -26.1 Profit before tax 9,627 694 Profit from continuing operations Profit/loss from discontinued operations Net profit -293 -9,568 -17.0 8,933 7,411 123 -1,285 2.1 15.4 -9,367 -1.7 18,378 18,063 -9.8 -78,477 99 4,978 7.49 -29.9 9.9 -3.1 4.8 7.3 -2.5 17.3 19.0 6.8 -1.7 30.1 26.3 3.8 * Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. 55 55 -86,147 Effective tax rate 7,097 Gross profit margin Pre-tax return on sales 44 -33 5,022 7,064 -28.9 Earnings per share of common stock in € Earnings per share of preferred stock in € Post-tax return on sales 7.47 -29.5 10.62 -29.5 in % 2019 2018* Change in %pts 10.60 7.6 slight increase 104,210 between 8 and 10 solid increase in line with last year's level 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2019: 538,612 units). 2 EU-28. units 175,162 (+5.8%) solid increase solid increase % 29.4 (+1.0%pts) 90 % slight increase % 15.0 (+0.2%pts) in line with last year's level In an ad hoc announcement dated 5 April 2019, the BMW Group reported that the EU Commission had informed it of a "Statement of Objections" in conjunction with ongoing antitrust proceedings. The EU Commission is investigating whether German automobile manufacturers cooperated in techni- cal working groups to restrict competition in the 8.2 (+0.1%pts) development and rollout of emissions-reduction technologies. The Statement of Objections leads the BMW Group to conclude that it is probable ("more likely than not") that the EU Commission will issue a significant fine. If necessary, the BMW Group will contest the EU Commission's allegations with all the legal means at its disposal. 29.0 (-20.8%pts) significant decrease 4.9 (-2.3%pts) 56 € million Actual outcome in 2019 7,118 (-26.1%) significant decrease 133,778 (-0.7%) in line with last year's level slight decrease % units 2,538,367 (+2.2%) slight increase 127 (-0.8%) in line with last year's level between 6 and 8 significant decrease Q1: between 4.5 and 6.5 % g CO2/km 53 54 Combined While BMW Group believes the retail vehicle delivery data presented in this annual report to be materially correct in accordance with BMW Group's definition of deliveries, challenges and further revisions of such data cannot be ruled out. Results of operations of the BMW Group The BMW Group recorded a solid year-on-year increase in revenues for the financial year 2019. Alongside product mix effects, higher revenues from leasing and the sale of products previously leased to customers also had a positive influence in the year under report. Moreover, revenues were positively impacted by currency factors, mainly relating to the 7 BMW Group condensed income statement → 31 exchange rates of the US dollar, Chinese renminbi, Japanese yen and Thai baht. In the previous year, revenues were also negatively impacted by the high level of competition due to the reaction of competitors to the early implementation of WLTP regulations as well as by the unfavourable effect of trade conflicts on selling prices. in € million Specifically, the retail vehicle delivery data presented in this annual report (years 2015 through 2019) have been revised by adjusting the data for BMW Group's six most significant markets to reflect the above. In the years 2015 through 2019, these six markets (China, USA, Germany, UK, Italy and Japan) represented on average 68.3% of BMW Group's total vehicle deliv- eries. For each of the years 2015 through 2019, these revisions amounted to less than 1% of BMW Group's total retail vehicle deliveries. The retail vehicle deliv- ery data for BMW Group's other markets have not been adjusted, as BMW Group believes the impact to be immaterial. 2019 Change in % Revenues Cost of sales Gross profit Selling and administrative expenses Other operating income and expenses Profit before financial result 2018* In connection with reviewing its sales practices and related reporting practices, BMW Group also reviewed prior period retail vehicle delivery data and separately determined that certain vehicle deliveries were not reported in the correct periods. BMW Group has revised the data on those vehicle deliveries that had not been reported in the correct periods as further described below, and is making, and will continue to make in the future, certain adjustments to its policies and procedures in order to improve the reliability and validity of its retail vehicle delivery data, in particular with respect to the timing of the recognition of deliveries. Retail vehicle deliveries during a given reporting period do not correlate directly to the revenue that BMW Group recognises in respect of such report- ing period. See Glossary - Explanation of Key Figures - Deliveries for the definition of deliveries. Management Report Report on Economic Position → Comparison of Forecasts for 2019 with Actual Results in 2019 Irrespective thereof, the fact that a fine is "more likely than not" triggers a requirement to recognise a provision in accordance with International Financial Reporting Standards. Based on information currently available and in accordance with International Finan- cial Reporting Standards, a provision of approximately €1.4 billion was recognised in the first quarter of 2019 to take account of financial impacts that cannot yet be definitively assessed. Group and Automotive seg- ment earnings for the first quarter as well as for the full financial year were impacted accordingly. The BMW Group has examined the objections and gained access to the documents in the EU Commission's investigation file. In December 2019, the BMW Group submitted a detailed response to the EU Commission, which the latter will now examine before determining the next steps in the proceedings. Consequently, it is not yet possible to assess the ultimate financial impact definitively. Detailed information on the key performance indica- tors for the Group is presented as part of the following review of the BMW Group's results of operations, financial position and net assets. The development of the key performance indicators for the Automo- tive, Motorcycles and Financial Services segments is described in the relevant sections on each segment. In December 2019, BMW Group was informed by the U.S. Securities and Exchange Commission (the SEC) that the SEC had commenced an inquiry into BMW Group's vehicle sales* practices and reporting. On January 22, 2020, the SEC formally opened an investigation into potential violations of U.S. securities laws by BMW Group relating to dis- closures regarding BMW Group's unit sales of new vehicles. BMW Group is reviewing the matter and cooperating with the SEC's investigation. Information on contingent liabilities is provided in → note 38 to the Group Financial Statements. The preparation of BMW Group's retail vehicle deliv- ery data involves estimates and judgments and is subject to other uncertainties, including: The vast majority of deliveries of vehicles are carried out by independent dealerships or other third parties, and BMW Group is reliant on such third parties to correctly report relevant data to BMW Group. *see Glossary for the definition of deliveries → see note 38 - In addition, the definition of deliveries includes any vehicles delivered in the United States or Canada if: the relevant dealers designate such vehicles as service loaner vehicles or demonstrator vehi- cles (BMW Group provides financial incentives in this regard to such dealers); or such vehicles are company vehicles purchased by dealers or other third parties at auctions or by dealers directly from BMW Group, each of which may not correlate to a sale to a consumer or other end user in the relevant reporting period. 96,855 Combined Management Report 22.7 Economic Position 52 57 Depreciation and amortisation on property, plant and equipment and intangible assets recorded in cost of sales and in selling and administrative expenses totalled €6,017 million (2018: €5,113 million). Selling and administrative expenses amounted to €9,367 million and were therefore slightly down on the previous year (2018: €9,568 million), helped by a decrease in personnel costs that was partially attrib- utable to amendments to pension plans in the USA. The net amount of other operating income and ex- penses decreased significantly from a positive amount of €123 million to negative €1,285 million, mainly due to the recognition of a provision of approximately €1.4 billion in connection with the EU Commission antitrust proceedings. Further information is provided in → note 10 to the Group Financial Statements. As a result, profit before financial result (EBIT) de- creased by €1,522 million to €7,411 million (2018: €8,933 million). * Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. The financial result deteriorated significantly year-on- year by €987 million to a net expense of €293 million. The main negative factor here was a €496 million drop in the result from equity accounted investments, whereby a €179 million increase in the Group's share of earnings of BMW Brilliance Automotive Ltd. was more than offset by the negative at-equity result of €662 million attributable to the YOUR NOW compa- nies. In addition to operating losses, the YOUR NOW at-equity result also included write-downs recorded at separate entity level amounting to €277 million arising in conjunction with the reorientation of the YOUR NOW Group. Further information is provided in → note 2 to the Group Financial Statements. → see note 10 → see note 2 In addition, the higher interest expense arising in connection with the recognition of lease liabilities in accordance with IFRS 16 as well as the higher amount of interest unwound on non-current provisions for statutory and non-statutory warranty obligations had a negative impact on the net interest result. At a net negative amount of €109 million, other finan- cial result was significantly down on the previous year (2018: net positive amount of €51 million). The one- off revaluation gain of €329 million arising from the pooling of mobility services with the Daimler Group was partially offset by impairment losses totalling €240 million. In the previous year, other financial result also included a revaluation gain of €209 million arising on the takeover of DriveNow. Other financial result was also adversely affected by revaluation losses recognised on interest rate hedges in connection with the refinancing of the Financial Services business. As forecast most recently in the Quarterly Statement to 30 September 2019, Group profit before tax for the full financial year was significantly down on the previous year and, at €7,118 million (2018: €9,627 mil- lion), was therefore in line with revised expectations. The income tax expense for the year amounted to €2,140 million (2018: €2,530 million). The effective tax rate increased to 30.1% (2018: 26.3%), mainly due to the non-deductibility of the expense recorded for the provision relating to EU Commission anti-trust proceedings as well as the non-deductibility of impair- ment losses relating to the YOUR NOW Group, recog- nised in other financial result. Tax income received for prior years - mainly due to the successful conclusion of intergovernmental tax treaties covering the topic of transfer pricing – had an offsetting effect. The net interest result deteriorated by €331 million, mainly due to the reversal of provisions recorded in 2018 following the conclusion of mutual agreement procedures relating to taxes and customs. -10.1 43.3 33.2 2,984 6,419 6,890 In addition to the higher level of cost of sales incurred for the Financial Services business, there was a year- on-year increase in the area of research and develop- ment, where expenses rose to €5,952 million (2018: €5,320 million), mainly in relation to the electrification of vehicles (including the iNEXT), ongoing develop- ment work on autonomous driving and digitalisation. In the previous year, capitalised development costs related mainly to investments in new model series such as the X5, the BMW 3 Series and the BMW 8 Series, while in 2019 they related mainly to amounts invested in autonomous driving, the BMW 1 Series and a new generation of electrified vehicles. Furthermore, the higher level of costs capitalised in the previous years referred to above also resulted in increased amortisa- tion on capitalised development costs in 2019. 2019 2018* Change in %pts BMW Group performance indicators relating to research and development expenses → 34 in % Research and development expenditure ratio Capitalisation rate 6.2 7.1 -0.9 In the year under report, the workforce size, based on a total of 133,778 employees, remained at a simi- lar level year-on-year and was therefore in line with expectations (2018: 134,682 employees; -0.7%). 58 Combined Management Report → Report on 4,790 4,296 494 Effects of exchange rate and changes in composition of Group -111 -44 -67 Change in cash and cash equivalents 1,057 1,940 -883 The decrease in cash inflow from the Group's operat- ing activities was attributable in particular to higher tax payments, mainly relating to the tax reform in the USA. The decrease was exacerbated by the increase in working capital over the twelve-month period, primarily reflecting the slight increase in inventories held by the Automotive, Motorcycles and Financial Services segments. Total cash outflow from the Group's investing activ- ities was slightly down on the previous year. Lower cash outflows for investments in property, plant and equipment and intangible assets (€875 million decrease) contrasted with higher net cash outflows for investments in financial assets (€761 million increase), the latter relating primarily to the acquisition of the YOUR NOW companies (cash outflow of €890 million). The higher dividend received from BMW Brilliance Automotive Ltd., Shenyang (€259 million increase), also had a positive impact. The amount of cash inflow from the Group's financing activities resulted mainly from the higher volume of asset-backed securities financing, while the repay- ment of loans had an offsetting effect. in line with last year's level Cash inflow (+)/outflow (-) from financing activities 2,134 79 -7,284 Economic Position Financial position of the BMW Group The consolidated cash flow statements for the Group and the Automotive and Financial Services segments show the sources and applications of cash flows for the financial years 2019 and 2018, classified according to operating, investing and financing activities. Cash and cash equivalents in the cash flow statements corre- spond to the amounts disclosed in the balance sheet. Cash flows from operating activities are determined indirectly, starting with Group and segment net profit. By contrast, cash flows from investing and financing activities are based on actual payments and receipts. BMW Group cash flows → 35 in € million 2019 2018 Change Cash inflow (+)/outflow (-) from operating activities 3,662 5,051 -1,389 Cash inflow (+)/outflow (-) from investing activities -7,363 → Report on -1,414 5,320 2.3 2.7 100.0 100.0 2019 2018* 20.2 Change in % 48,690 44,558 9.3 Cost of sales relating to financial services business 23,623 22,042 Manufacturing costs 30.9 30.6 46.2 Group revenues by region were as follows: BMW Group revenues by region → 32 in % Europe Asia Americas Other regions Group BMW Group cost of sales → 33 in € million 2019 2018* 44.4 7.2 thereof interest expense relating to financial services business 2,288 2,035 2,996 22.7 Cost of sales 86,147 78,477 9.8 * Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. Group cost of sales increased compared to the pre- vious year. Higher manufacturing costs due to stricter regulatory requirements (especially in connection with the reduction of fleet emissions), negative currency effects, higher raw material prices (espe- cially for palladium and rhodium) as well as higher warranty expenses all had a negative impact on cost of sales. in € million Research and development expenses Amortisation New expenditure for capitalised development costs Total research and development expenditure 2019 2018 5,952 3,675 -1,667 Other cost of sales 1,717 12.4 Research and development expenses 5,952 5,320 11.9 thereof amortisation of capitalised development costs 1,667 1,414 17.9 Service contracts, telematics and roadside assistance 1,641 1,844 -11.0 Warranty expenses 2,566 49.4 significant decrease International automobile markets in 2018 Annual Report Lithium carbonate 200 300 50 100 Palladium 2015 Source: Reuters. 100 200 300 Index: December 2014=100 → 26 Metals price trend 2020 2019 2018 2017 2016 Gold 2015 Cobalt Platinum → 28 A downward trend was observable on most automo- bile markets in 2019. Accordingly, registration figures for passenger cars and light commercial vehicles fell worldwide by 2.0% to a total of 83.5 million vehicles. International automobile markets 100 150 Index: January 2015=100 → 27 Steel price trend Despite some risks, oil markets were relatively calm in 2019. The drone attack on oil production facilities in Saudi Arabia caused prices to rise significantly in the short term, but had little impact on price levels in the medium term. Whereas prices in the region of 53 US dollars per barrel were still seen on the market at the beginning of the year, the price of Brent crude oil rose to a peak of 75 US dollars due to prevailing concerns. Overall, the average price per barrel fell sharply from 72 US dollars to 64 US dollars year-on- year. WTI, the benchmark for crude oil in the USA, followed a similar trend, with an average price of around 57 US dollars per barrel for the year as a whole. Prices for lithium and cobalt, which are used as raw materials in batteries, were well down in 2019 com- pared with the high levels of the recent past. Increased supply capacity and significantly lower-than-expected demand for these materials meant that prices remained at a lower level than in previous years. Against this backdrop, prices for precious and non-fer- rous metals rose only slightly. Palladium and rhodium, which are mainly used in catalytic converters, were the exception to the general trend and became signifi- cantly more expensive during the reporting period. Increasing uncertainty regarding the global economy also put pressure on commodity markets in 2019. After substantial rises for steel in the previous year, prices consolidated at a lower level in 2019. Energy and raw materials prices 2020 2019 2018 2017 2016 0 100 Europe Price in US dollars Price in euros 50 100 Chinese Renminbi British Pound 150 100 150 Index: December 2014=100 The Chinese renminbi stabilised year-on-year with an average exchange rate of 7.73 renminbi to the euro over the year. The Japanese yen also appreciated in value with an average exchange rate of 122 yen to the euro during the year under report. The development of the British pound's exchange rate over the year reflected the uncertainty of capital markets regarding their expectations of an orderly Brexit. As a consequence, the value of the British currency dropped to 0.93 pounds to the euro at one stage, compared to a high of 0.83, ultimately resulting in an average rate of 0.88 pounds to the euro in 2019, nearly unchanged from the previous year. The US dollar/euro exchange rate fluctuated between 1.09 and 1.15 US dollars to the euro during 2019, fin- ishing at an average rate of 1.12 US dollars to the euro for the year. Currency markets and China. Although the drop in consumer demand due to the value added tax hike was slightly greater than expect- ed, this effect was more than offset by the even more pronounced growth in consumer demand that had occurred prior to the hike. Government spending was increased on a significantly greater scale than one year earlier, thereby boosting the domestic economy. By contrast, exports fell year-on-year in 2019 as a consequence of the trade disputes between the USA → 24 Exchange rates compared to the euro In Japan, GDP grew by 0.7%, mainly attributable to a moderate year-on-year increase in private consumption. 7 Growth in China came in at 6.1% in 2019, slightly down on the previous year. Private consumer spending decreased year-on-year. The trade conflict with the USA caused import prices to increase, thereby triggering a rise in the inflation rate, the effect of which was felt most noticeably by private households. Similarly, there was no improvement in the willingness of companies to invest, with volumes even lower than one year earlier. During 2019, however, numerous protective tariffs imposed by the USA on Chinese products exacerbated the factors slowing down the Chinese economy, causing the government to undertake fiscal and monetary measures to prevent the economy from cooling too quickly. Gross domestic product (GDP) in the USA was up by 2.3% in 2019, marking the country's tenth successive year of economic growth. Once again, domestic demand provided the momentum for growth. In addition to higher spending by private households, public-sector spending also rose significantly. Consumer sentiment within private households was underpinned by a his- torically low unemployment rate and rising wages. By contrast, the level of investment by companies and private households fell noticeably. Moreover, exports stagnated and industrial production contracted on a massive scale. Weak economic growth combined with a moderate inflation rate of 1.8% were the decisive factors behind the US Reserve's decision to cut interest rates sharply during the period under report. Forecast revision during the year Russian Rouble Source: Reuters. US Dollar 50 100 Price per barrel of Brent Crude → 25 Oil price trend → General and Sector- specific Environment Economic Position Report on Report Management Combined 49 Source: Reuters. 2020 2019 2018 2017 2016 2015 50 Japanese Yen Change in % 50 thereof Germany Moderate economic growth, the increase of the value added tax and an inflation rate that continues to be significantly under the 2% target prompted the Japanese central bank to maintain its highly expansive monetary policies. In August, the Bank of China (PBOC) announced a reform of its lending rate mechanism, replacing the traditional benchmark interest rate with the market- oriented Loan Prime Rate (LPR). On introduction of the new system, the LPR stood at 4.25 %, 0.10% lower than the former traditional benchmark rate. During the remainder of the year, the PBOC reduced the LPR to 4.15% in two steps. During the period under report, the US Federal Reserve (Fed) cut interest rates for the first time since the financial crisis. After three reductions of 0.25% in each case, at 31 December 2019 the benchmark interest rate was within a range of 1.50 to 1.75%. After its meeting in October, the Fed signalled that it would not reduce interest rates further in the near future. With the outcome of the UK's EU exit negotiations being uncertain, the Bank of England (BOE) followed a “wait-and-see” approach and left the key interest rate unchanged at 0.75% in 2019. In September, the European Central Bank decided to cut the deposit rate by 0.10% to -0.50% and resume its bond purchase programme. Since November 2019, it has been buying securities at a monthly rate of €20 billion; an end to the purchase programme has not been set. The trade dispute between the USA and China, increasing trade barriers and growing uncertainty as a result of geopolitical risks all had a negative impact on the global economy in 2019. The major central banks responded to these developments with expansionary monetary policies. International interest rate environment Forecasts for 2019 with Actual Results in 2019 Comparison of → Overall Assessment by Management ↑ ↑ ↑ → General and Sector- specific Environment Economic Position Report on Combined Management Report 51 Source: Working Group for the Iron and Metal Processing Industry. 2020 2019 OVERALL ASSESSMENT BY MANAGEMENT Overall assessment of business performance Despite challenging conditions and volatility on inter- national markets, the BMW Group can look back on an overall satisfactory business performance in 2019. Despite some downward trends in figures in the past financial year, the BMW Group's results of operations, financial position and net assets are all indicative of its solid financial condition. Overall, in view of the various economic challenges arising during the year, business developed in line with management's revised expectations, taking into account the provision recognised in connection with the EU Commission's antitrust proceedings. This assessment also takes into account events after the end of the reporting period. The impact expected from the spread of the coronavirus has been taken into account in the out- look for 2020. 52 Forecast for 2019 +1.1 FINANCIAL SERVICES SEGMENT Return on equity Return on capital employed EBIT margin Deliveries to customers MOTORCYCLES SEGMENT Return on capital employed EBIT margin 2018 Fleet emissions² AUTOMOTIVE SEGMENT Workforce at year-end Profit before tax GROUP → 30 BMW Group comparison of 2019 forecasts with actual outcomes 2019 Key figures presented in the report have been rounded in accordance with standard commercial practice. In certain cases, this may mean that values do not add up exactly to the stated total and that percentages cannot be derived exactly from the values shown. COMPARISON OF FORECASTS FOR 2019 WITH ACTUAL RESULTS IN 2019 52 Deliveries to customers¹ 2017 The following table shows the development of key per- formance indicators for the BMW Group as a whole as well as for the Automotive, Motorcycles and Financial Services segments in the financial year 2019 compared to the forecasts made in the Annual Report 2018. ¬ 2015 Motorcycle markets in the 250 cc plus class generally performed well during 2019. The number of new reg- istrations worldwide increased by 3.1% International motorcycle markets Total Japan China -2.0 -0.8 -3.9 USA +4.0 thereof UK -4.6 thereof Spain +0.1 thereof Italy +1.6 2016 thereof France +4.9 International motorcycle markets → 29 -1.2 thereof Germany Total 3.1 Europe 13.2 thereof Brazil -4.8 thereof USA America 14.5 thereof Spain -3.3 5.5 thereof Italy year-on-year. 12.0 thereof France 7.5 50 Change in % 8.2 Trade receivables 3,403 3,016 12.8 Other assets 1.5 12,939 Inventories Deferred and current tax 10,596 9.8 3.2 6.2 -4.7 7,685 7,325 Financial assets 40.5 4.0 87,013 92,437 Receivables from sales financing 22.1 -4.9 0.3 -7.0 -5.0 20.7 0.0 15,891 100.0 739 7.6 EQUITY AND LIABILITIES 9.1 208,938 228,034 0.0 5.3 11 461 9.1 9.6 10,979 12,036 Total assets Assets held for sale Cash and cash equivalents 1.1 -1.8 −1.1 2,546 2,518 7.0 10.2 11.5 14,248 5.7 703 42,609 1.4 The overall objective of Group financing is to ensure the solvency of the BMW Group at all times, focusing on three areas: A broad range of instruments on international money and capital markets is used to refinance Group oper- ations worldwide. The funds raised are used almost exclusively to finance the BMW Group's Financial Services business. Refinancing 59 59 3,199 Investments accounted for using the equity method 18.7 9.9 11.4 38,259 Leased products 10.2 16.5 17.4 19,801 23,245 Property, plant and equipment 5.1 6.8 6.9 10,971 11,729 Intangible assets total in % 2019 Equity balance sheet 1. The ability to act through permanent access to strategically important capital markets Other investments 2. Autonomy through the diversification of refi- nancing instruments and investors Financing measures undertaken at corporate level ensure access to liquidity for the Group's operating subsidiaries at standard market conditions and con- sistent credit terms. Funds are acquired in line with a target liability structure, comprising a balanced mix of financing instruments. The use of longer-term instruments to fund the Group's Financial Services business and the maintenance of a sufficiently high liquidity reserve serves to avoid the liquidity risk in the portfolio. This conservative financial approach also helps the Group's rating. Further information is provided in the section Liquidity risks within the "Report on Outlook, Risks and Opportunities". 22.0 21.9 2,624 1,031 1.0 774 0.8 33.2 105,219 100.0 98,617 100.0 6.7 57,358 Amount utilised* Programme framework programmes: Australian Medium Term Notes Commercial Paper Euro Medium Term Notes in € billion Programme The following table provides an overview of amounts utilised at 31 December 2019 in connection with the BMW Group's money and capital market A total of 13 public ABS transactions were executed in 2019, including five in China, two each in Japan, the USA and Germany, and one each in Canada and South Africa with a total volume equivalent to €7.7 billion. Further funds were also raised via new and prolonged ABS conduit transactions in Japan, UK, Germany and Australia with a total volume equivalent to €5.6 bil- lion. Other transactions remain in place in Germany, Switzerland and South Africa, amongst others. In 2019, the BMW Group issued three euro bench- mark bonds on the European capital market with a total issue volume of €6.8 billion, as well as bonds on the US capital market with a total issue volume of USD 5.0 billion. Bonds were also issued in British pounds, Canadian dollars, Swiss francs and Norwe- gian krone for a total amount of €2.0 billion. Private placements totalling €4.4 billion were also issued, including, for the first time, so-called "Panda bonds" for an amount of 9.5 billion Chinese renminbi. notes 31, 35 and 39 → see On account of its good ratings and the high level of acceptance it enjoys on capital markets, the BMW Group was again able to refinance operations at favourable conditions on debt capital markets during the financial year 2019. In addition to bonds, loan notes and private placements, the Group also issued commercial paper. As in previous years, all issues were in high demand, not only from private investors but also from institutional investors in particular. In addi- tion, retail customer and dealership financing receiv- ables as well as rights and obligations from leasing contracts are securitised in the form of asset-backed securities (ABS) financing arrangements. Specific banking instruments, such as customer deposits held by the Group's own banks in Germany and the USA, are also deployed for financing purposes. In addition, loans are also taken from international banks. 3. Focus on value through the optimisation of financing costs 59,907 21,119 3.6 9.2 7.5 10.1 Liabilities in conjunction with assets held for sale 62 0.0 0.0 Total equity and liabilities 228,034 208,938 9.1 7.6 23,066 100.0 The balance sheet total of the BMW Group was signifi- cantly higher than at the end of the previous financial year. Currency impacts from the British pound, the US dollar, the Canadian dollar and the Thai baht contributed to this increase. The sharp rise in property, plant and equipment com- pared to one year earlier was mainly attributable to the recognition of right-of-use assets in accordance with IFRS 16, as a result of which property, plant and equipment increased by €2.8 billion. In addition, substantial amounts were invested to develop the product portfolio. Leased products went up significantly year-on-year on the back of leasing portfolio growth in various countries, including Germany and the USA. Inventories also increased significantly compared to the previous year due to the build-up of inventories of higher-value vehicles such as the BMW X5 and X7 models. Higher inventories of raw materials and supplies also contributed to the rise, partly reflecting the higher purchase price of some precious metals, especially palladium. Receivables from sales financing increased solidly over the twelve-month period, mainly due to larger credit financing volumes in the UK and China. A total of 1,320,656 new credit financing contracts with retail customers were signed during the financial year 2019. Compared to the end of the previous financial year, the contract portfolio with dealers and retail customers under management grew by 4.5% to 4,064,561 contracts. 7 Group equity rose slightly by €2,078 million to €59,907 million, increased primarily by the profit of €4,915 million attributable to shareholders of BMW AG and decreased by the dividend payment of €2,303 million. The reduction in the equity ratio reflected the fact that - due to the effects described above the balance sheet total rose at a faster rate than equity. The adoption of IFRS 16 therefore only had a limited impact on the equity ratio. BMW Group equity ratio → 37 in % Group Automotive segment 1 Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. ² The adjustment for exchange rate factors is calculated by applying the relevant current exchange rates to the prior year figures. Other liabilities 4.5 4.5 Proportion of 2,330 43.1 42.4 1.5 Other provisions 13,209 11,401 15.9 15.0 5.7 Deferred and current tax 1,595 2,931 -45.6 -47.5 0.7 Financial liabilities 116,740 103,597 12.7 11.5 51.2 Trade payables 10,182 9,669 5.3 Financial Services segment 31.12.2019 31.12.2018* Change in %pts Other income Total output Cost of materials² Other expenses 2019 2019 2018¹ 2018¹ Change in € million in % in € million in % in % 104,210 99.0 96,855 98.2 7.6 -22 0.0 988 1.0 3,335 Pension provisions 26.3 1.4 Financial income 57,829 Revenues → 38 * Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. 26.3 27.7 -1.4 35.5 41.0 -5.5 9.9 10.1 -0.2 Pension provisions increased significantly compared to the end of the financial year 2018, with lower discount rates in Germany and the UK in particular contributing to the rise. Other provisions increased markedly year-on-year due to the provision recognised in conjunction with ongoing EU Commission antitrust proceedings. Fur- ther information is provided in → note 10 to the Group → see Financial Statements. Financial liabilities were significantly higher than at the end of the previous financial year, mainly as a result of new bonds issued. This also includes the 144A bond in the USA and the first Panda bond placed on the Chinese capital market. Overall, the results of operations, financial position and net assets position of the BMW Group remained stable during the year under report. note 10 Value added statement The value added statement shows the value of work performed by the BMW Group during the financial year, less the value of work bought in. Deprecia- tion and amortisation, cost of materials, and other expenses are treated as bought-in costs in the value added calculation. The allocation statement applies value added to each of the participants involved in the value added process. The bulk of the net value added benefits employees. The remaining proportion in the Group is retained to finance future operations. The gross value added amount treats depreciation as a component of value added which, in the allocation statement, would be treated as internal financing. Net valued added by the BMW Group remained at a high level in the financial year 2019. 61 19 62 62 Combined Management Report → Report on Economic Position BMW Group value added statement WORK PERFORMED change² in % → 42 20181 296.5 298.5 287.4 233.8 236.8 242.4 252.4 232.3 472.9 457.1 456.1 453.4 503.9 375.8 355.4 358.8 359.5 413.8 930.1 871.2 847.5 739.4 685.5 724.7 635.8 595.0 508.8 465.8 51.7 2,538.4 310.6 57.9 330.5 1,091.9 as a percentage of deliveries 3 EU-28 Other 29.2 Japan 2.4 Italy 2.9 UK 9.2 28.6 China 14.7 USA 13.0 Germany ² Delivery figures have been adjusted retrospectively going back to 2015. The basis for the adjust- ments is a review of sales data in prior periods for the BMW Group's most important markets (China, USA, Germany, UK, Italy and Japan). The retrospective adjustment enables better com- parability. Additional information can be found in the section “Comparison of Forecasts for 2019 with Actual Results in 2019". BMW Group deliveries of vehicles by region and market¹ → 44 in 1,000 units Europe thereof Germany thereof UK Americas thereof USA Asia² thereof China² Other markets Total² 2019 2018 2017 2016 2015 1,083.7 1,097.1 1,103.2 1,003.1 61.9 67.8 65.3 115,184 153,073 -24.8 5.3 BMW 3 Series 359,211 364,347 -1.4 16.4 BMW 4 Series 74,238 108,376 -31.5 3.4 BMW 5 Series 353,268 381,749 -7.5 16.2 BMW 6 Series 25,181 26,244 -4.1 1.2 BMW 7 Series 50,552 56,208 -10.1 2.3 BMW 2 Series 8.0 -12.4 198,548 100.0 2,468.7 2,352.4 2,257.9 1 Delivery figures have been adjusted retrospectively going back to 2015. The basis for the adjustments is a review of sales data in prior periods for the BMW Group's most important markets (China, USA, Germany, UK, Italy and Japan). The retrospective adjustment enables better comparability. Additional information can be found in the section "Comparison of Forecasts for 2019 with Actual Results in 2019". 2 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2019: 538,612 units, 2018: 455,581 units, 2017: 385,705 units, 2016: 311,473 units, 2015: 281,357 units). BMW² brand achieves new volume record BMW brand deliveries rose by 3.3% to 2,185,793 units in 2019, reaching a new record level for the ninth year in succession (2018: 2,114,963¹ units). The models of the BMW X family, the BMW i3, the new BMW Z4 and the new BMW 8 Series all made positive contributions to the overall growth. Moreover, the X1 and X5 (both from the BMW X family) as well as the BMW Z4 were all global market leaders in their own segments. The BMW i3 continues to perform well as a highly success- ful model for mobility in metropolitan areas. At 359,211 units, sales of the BMW 3 Series were slightly down on the previous year (2018: 364,347¹ units; -1.4%), partially influenced by model changes to the Sedan in March and the Touring in September. Moreover, the new extended-wheelbase version has only been available in China since June 2019. The launch of the new models helped boost deliveries, particularly during the final quarter, resulting in double-digit volume growth. Between October and Decem- ber 2019, the BMW Group delivered 106,155 units of the BMW 3 Series worldwide, 20.6% more than in the previous year (2018: 87,9871 units). Worldwide deliveries of the BMW 5 Series fell to 353,268 units (2018: 381,749¹ units; -7.5%). The new BMW Z4, which has been available since March 2019, enjoyed strong demand during the period under report (2019: 15,827 units). Sales figures for the new BMW 8 Series also developed very encouragingly and had totalled 12,219 units (2018: 923 units) by the end of the report- ing period. The BMW X family again benefited from strong demand in 2019. Worldwide deliveries of X family vehicles rose to 963,994 units, a significant 22.3% year-on-year increase (2018: 788,063¹ units). A signif- icant contribution to this growth was made by the highly successful BMW X3 model, deliveries of which rose by more than one-half to 316,883 units (2018: 200,151¹ units; +58.3%) due to the full availability of the model produced in China. Deliveries of the BMW X2 (91,812 units; 2018: 66,792¹ units; +37.5%) and the X4 (61,598 units; 2018: 46,894¹ units; +31.4%) increased by around one-third. At 165,537 units, deliv- eries of the BMW X5 once again exceeded the previous year's very high level (2018: 155,134¹ units; +6.7%). The positive resonance identified around the market launch of the new X7, which has been available since March 2019, was also reflected in its subsequent sales performance (2019: 39,924 units; 2018: 15 units). 69 65 99 66 Combined → 43 Management Report on Economic Position Review of Operations Deliveries of BMW vehicles by model variant 1,2 → 45 in units → Automotive Segment Proportion of BMW sales volume 2019 2018 Change in % 2019 in % BMW 1 Series 173,870 Report BMW Group - key automobile markets 2019 On the American continent, business conditions were characterised by growing competition within a declining market. With 472,904 units delivered, the BMW Group nevertheless exceeded the previous year's figure (2018: 457,095² units; +3.5%). Sales figures for the Group's three brands in the USA were solidly up year-on-year, with 375,751 units delivered (2018: 355,3732 units; +5.7%). The BMW Group also ended 2019 as the leading premium automobile manufacturer in the USA. The BMW Group's performance in Europe was held down by a number of factors, in particular due to the Automotive Ltd., prevalence of political uncertainty in a number of countries. At 1,083,669 units, deliveries of the Group's three brands decreased marginally year-on-year (2018: 1,097,117² units; -1.2%). Contrary to this broader trend, business in Germany developed positively, with a total of 330,507 units delivered, 6.4% up on the previous year (2018: 310,576² units). In the UK, volumes fell slightly year-on-year to 233,780 units (2018: 236,752² units; -1.3%), not least due to uncertainty regarding Brexit. ² Cost of materials comprises all primary material costs incurred for vehicle production plus ancillary material costs (such as customs duties, insurance premiums and freight). 1 Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. -9.6 Automotive Gross profit margin EBIT margin 2019 2018¹ Change in % Currency adjusted change² in % 91,682 85,846 6.8 5.2 2,368 2,173 9.0 8.1 29,598 27,705 6.8 4.6 5 6 -16.7 -18.0 -19,443 -18,875 -3.0 BMW Group value added 2019 → 39 in % Depreciation and amortisation 10.2 BMW Group margins by segment Group Eliminations Other Entities Financial Services Motorcycles Automotive in € million → 41 BMW Group profit/loss before tax by segment Group Eliminations Other Entities Financial Services 0.1 Motorcycles in € million → 40 BMW Group revenues by segment Results of operations by segment -0.5% Minority interest 14.7% Group 7.4% Shareholders 10.1% Government/public sector 11.1 % Providers of finance 56.1% Employees 21.1 Net value added C Cost of materials 54.5 14.2 Other expenses Automotive BMW 8 Series 104,210 7.6 -0.7 EBIT margin 8.2 8.1 0.1 1 Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. ² The adjustment for exchange rate factors is calculated by applying the relevant current exchange rates to the prior year figures. 63 63 64 Combined Management Report Report on Economic Position → Review of Operations → Automotive Segment REVIEW OF OPERATIONS Automotive Segment Automobile deliveries at record level joint venture BMW Brilliance The BMW Group delivered a total of 2,538,367¹ BMW, 'Including the MINI and Rolls-Royce brand automobiles in 2019, thereby setting a new record for the total number of deliveries to customers (2018: 2,483,292¹² units; +2.2%). Volumes also developed well for each of the Group's brands. The BMW brand achieved a new high to date, with 2,185,793¹ units (2018: 2,114,963¹² units; +3.3%) delivered to customers. MINI remained slightly below the previous year's figure, with 347,474 units delivered worldwide (2018: 364,1352 units; -4.6%). Rolls-Royce Motor Cars exceeded the 5,000-unit threshold for the first time, with 5,100 vehicles handed over to customers (2018: 4,194² units; +21.6%). This signifi- cant increase also represents a new record for the ultra-luxury marque. As foreseen in the outlook for the financial year 2019, Automotive segment deliveries increased slightly and were therefore in line with expectations. The ongoing electrification of the product range is also having a significant impact. As targeted, the BMW Group finished the year with half a million electrified vehicles on roads across the globe. The broad range of electrified vehicles on offer is ideally suited to meeting customer needs and constitutes an important aspect of the BMW Group's contribution to effective climate protection. Fleet carbon dioxide (CO2) emissions³ at previous year's level CO2 emissions from fleet vehicles delivered in Europe in 2019 amounted to 127 g CO2/km (2018: 128 g CO2/km; -0.8%) and were therefore at the previous year's level. The original forecast predicted a slight decrease. The lower proportion of diesel- powered vehicles delivered in 2019 meant that no further reduction in fleet CO2 emissions was achieved compared to the previous year. Shenyang (2019: 538,612 units, 2018: 455,581 units). Deliveries up in Asia and in the Americas, slightly down in Europe Deliveries of BMW Group automobiles in Asia rose by a solid 6.8% in 2019. In total, 930,085¹ BMW, MINI and Rolls-Royce brand vehicles (2018: 871,181¹² units) were delivered to customers in this region. Figures for China developed very positively, rising to 724,7331 units (2018: 635,813¹² units; +14.0%). 20.0 19.3 Gross profit margin Motorcycles 6.1 2019 2018¹ Change in % 4,467 6,977 -36.0 187 169 10.7 2,272 2,143 6.0 -96 96,855 -45 383 -24.8 7,118 9,627 -26.1 2019 2018¹ Change in %pts 14.9 16.2 -1.3 4.9 7.2 -2.3 288 12,219 923 0.6 in % 18.9 0.4 90 0.5 107 -30.0 19.0 4,671 14.7 3,269 -28.5 9.4 2,303 7.4 1,646 -17.7 11.2 2,733 10.1 2,250 8.8 9.2 2,266 11.1 2,466 -0.2 50.8 12,479 22,189 100.0 Segment cost of sales increased moderately compared to the previous year. This was mainly due to higher manufacturing costs driven by stricter regulatory requirements (especially in relation to the reduction of fleet emissions), negative currency effects and higher raw material prices (particularly for palladium and rhodium). The increase in research and development expenses described above also had a negative impact. Warranty expenses increased mainly as a result of allocations to provisions in light of local changes to legislation as well as additional allocations to provi- sions in individual markets. The Automotive segment recorded a solid year-on- year increase in revenues. Alongside positive currency effects, the main influencing factor was the product mix effect generated by increased deliveries of the X7 and the BMW 8 Series, which were launched in 2019, the X4, the X5, and the Rolls-Royce Cullinan, all of which were available for the full twelve-month period in 2019. Growth in after-sales business due to the increased size of the global vehicle fleet also had a positive impact on revenues. In the previous year, rev- enues were also negatively impacted by the high level of competition caused by the reaction of competitors to the early implementation of WLTP regulations as well as the tougher market situation triggered by trade conflicts. The rejuvenation of the product portfolio has also helped the segment to achieve higher prices. Economic Position Review of Operations → Automotive Segment Deliveries of electrified automobiles up on previous year At the end of the year under report, the BMW Group's vehicle portfolio included 11 all-electric or electri- fied models in various segments. These models are sold on more than 70 markets around the world, underlining the BMW Group's leading position world- wide in terms of combined deliveries of all-electric and plug-in hybrid vehicles as well as being market leader in Germany. Worldwide deliveries of electrified BMW and MINI brand vehicles in 2019 totalled 146,160 units (2018: 142,385¹ units; +2.7%). The number of BMW plug-in hybrid vehicles delivered was influenced by the 3 Series and X5 model changes as well as by the launch of the X3 in autumn 2019. The total of 86,947 BMW hybrid drive vehicles delivered to customers during the period under report was down on the very high figure achieved one year earlier (2018: 91,759¹ units; -5.2%). The new models helped gener- ate a positive trend in the fourth quarter of 2019, as sales of hybrid-drive BMW vehicles during the final three months of the year increased significantly by 16.1% to 33,250 units (2018: 28,649¹ units). Over the twelve-month period, the BMW i3 recorded a 14.1% increase in worldwide deliveries to 39,501 units (2018: 34,623¹ units). The electrified MINI Countryman² also benefited from strong demand, with 16,964 units delivered to customers during the period under report (2018: 13,279¹ units; +27.8%). Deliveries of electrified models¹ → 48 in units BMWi BMW e MINI Electric Total 2019 2018 Change in % 42,249 56.1 37,347 86,947 91,759 -5.2 16,964 146,160 13,279 27.8 142,385 2.7 1 Delivery figures have been adjusted retrospectively going back to 2015. The basis for the adjustments is a review of sales data in prior periods for the BMW Group's most important markets (China, USA, Germany, UK, Italy and Japan). The retrospective adjustment en- ables better comparability. Additional information can be found in the section "Comparison of Forecasts for 2019 with Actual Results in 2019". 2 Fuel consumption and CO₂ emissions information are available on page 70. Greater choice of electrified vehicles² During the current financial year, BMW will launch three further models featuring hybrid technology, namely the BMW X1, the X2 and the BMW 3 Series Touring. Two additional all-electric models will be added with the MINI Cooper SE and the BMW iX3. The BMW Group is consciously focusing on battery electric vehicles (BEV) and plug-in hybrid technologies (PHEV). Flexible platforms are being used to cover varying regional customer requirements, enabling buyers to select the drivetrain system best suited to their mobility requirements. The BMW Vision iNEXT was showcased in 2019 with the aim of providing a preview of tomorrow's mobil- ity. The vehicle embodies the fusion of electric and autonomous driving as well as next-level connectivity. Segment revenues at record level, earnings negatively impacted by provision 13.1 Report on 12,451 Minority interest 14.2 14,923 8.0 53.9 53,132 54.5 * Measured at exchange rates at the relevant transaction dates. 50.0 40.4 1.6 13.4 2.6 At 31 December 2019, liquidity remained at a solid level of €17.4 billion. The BMW Group also has access to a syndicated credit line, which was newly agreed upon in July 2017. The syndicated credit line of €8 billion has a term up to July 2024 and is being made available by a consortium of 44 international banks. The credit line was not being utilised at 31 December 2019. Further information with respect to financial liabilities is provided in → notes 31, 35 and 39 to the Group Financial Statements. 60 60 Combined Management Report → Report on Net assets of the BMW Group BMW Group condensed balance sheet at 31 December Economic Position → 36 in € million ASSETS Group Currency-adjusted 2019 12,342 12.5 20.9 72,281 Group Shareholders Government/public sector Providers of finance Employees ALLOCATION -9.6 24.9 24,542 21.1 22,189 Net value added 25.0 8.7 Net value added 8,601 10,749 intangible and investment assets Depreciation and amortisation of total tangible, -0.6 33.6 33,143 31.3 32,938 Gross value added Bought-in costs 10.4 66.4 65,474 68.7 10.2 Change in % Report Combined BMW X7 39,924 15 1.8 BMW i 42,249 37,347 13.1 1.9 BMW total 2,185,793 2,114,963 3.3 100.0 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2019: 538,612 units, 2018: 455,581 units). ² Delivery figures have been adjusted retrospectively going back to 2015. The basis for the adjustments is a review of sales data in prior periods for the BMW Group's most important markets (China, USA, Germany, UK, Italy and Japan). The retrospective adjustment enables better comparability. Additional information can be found in the section "Comparison of Forecasts for 2019 with Actual Results in 2019". BMW model range significantly expanded A total of 12 new BMW models, including four M models, were launched during 2019. Two model revisions were also brought to market during the same period. March saw the launch of the seventh-gener- ation BMW 3 Series Sedan, the new BMW 8 Series Convertible, the BMW Z4 Roadster and the BMW X7. In the same month, the BMW 7 Series became available across the dealer organisation following an extensive model revision. In summer, the extended- wheelbase version of the 3 Series Sedan went on sale in China. In autumn, BMW launched successor models for the 3 Series Touring and the 1 Series. The new BMW 8 Series Gran Coupé also became available in autumn 2019. 3 Fuel consumption and CO₂ emis- tion are available on page 70. BMW M achieves record result³ With 136,173 units delivered during the twelve-month sions informa- period, BMW M GmbH achieved the best result to date in its almost 50-year history (2018: 103,580² units; +31.5%), ensuring it a leading market position among the pro- viders in its competitive field. The addition of the new X3 M and X4 M as well as the first two M8 models significantly extends the range of vehicles offered by the BMW Group subsidiary. All new models are now immediately available at market launch as competition models with more powerful engines. In addition to the X models (X3 M, X4 M, X5 M and X6 M), the BMW M2 CS and - within the luxury class - the M8 Coupé, M8 Convertible and M8 Gran Coupé all made their débuts during the year under report. 2019 thus saw the launch of the largest number of BMW M models to date. MINI down on previous year In 2019, due to external factors, the MINI brand was not quite able to match the high level of deliveries achieved one year earlier. In particular, Brexit-driven uncertainty and intense competition in the small and compact car segment played a significant role. Never- theless, thanks to its underlying strength in numerous markets, the MINI brand managed to grow its overall share in the highly competitive premium segment. At 347,474 units, MINI brand deliveries worldwide were slightly down year-on-year (2018: 364,135¹ units; -4.6%). The MINI Countryman nearly reached the 100,000 unit Deliveries of MINI vehicles by model variant¹ → 46 mark again (98,845 units; 2018: 99,594¹ units; -0.8%). However, partly due to the decisive contribution made by the popular plug-in hybrid model, it nevertheless remained a cornerstone for the MINI brand. The MINI Hatch (3- and 5-door) achieved a volume of 177,560 units (2018: 184,008¹ units; -3.5%). 1.0 -37.5 35,368 22,116 BMW Z4 15,827 85 0.7 BMW X1 266,124 283,709 -6.2 12.2 BMW X2 91,812 66,792 37.5 4.2 The revised model of the MINI Clubman was also launched during the year under report. The MINI Convertible remains the world's best-selling vehicle of its kind. The John Cooper Works brand also continues to enjoy strong demand. BMW X3 200,151 58.3 14.5 BMW X4 61,598 46,894 31.4 2.8 BMW X5 165,537 155,134 6.7 7.6 BMW X6 316,883 Management in units MINI Convertible Deliveries of Rolls-Royce vehicles by model variant¹ → 47 in units Ghost Wraith/Dawn 2019 2018 Change in % Phantom² 604 831 -27.3 662 1,003 -34.0 1,326 1,816 -27.0 2,508 544 5,100 4,194 21.6 Cullinan² Rolls-Royce total 1 Delivery figures have been adjusted retrospectively going back to 2015. The basis for the adjustments is a review of sales data in prior periods for the BMW Group's most important markets (China, USA, Germany, UK, Italy and Japan). The retrospective adjustment en- ables better comparability. Additional information can be found in the section "Comparison of Forecasts for 2019 with Actual Results in 2019". 2 Fuel consumption and CO2 emissions information are available on page 70. 68 98 The product range also includes Black Badge variants of the Dawn, Ghost, Wraith and Cullinan models. In addition to bespoke equipment options, the Black Badge vehicles also offer more powerful engine performance. One of the key factors for the success of Rolls-Royce Motor Cars is its bespoke range. At Rolls-Royce, the term bespoke refers to equipment configurations with which the vehicles are highly individualised in accordance with customer requirements. The result is the creation of unique vehicles that secure Rolls-Royce Motor Cars an outstanding position in the luxury segment. In 2019, Rolls-Royce Motor Cars surpassed the 5,000 threshold for the first time in over 100 years of cor- porate history, also setting a new record with 5,100 deliveries worldwide (2018: 4,194¹ units; +21.6%). The new Rolls-Royce Cullinan², which has been available to customers since the end of 2018, made a major contribution to this performance (2,508 units; 2018: 544¹ units). Rolls-Royce looks back on successful year MINI Clubman MINI Countryman MINI total Proportion of MINI sales volume 2019 2018 Change in % 2019 in % 67 62 177,560 184,008 -3.5 51.2 MINI Hatch (3- and 5-door) 30,384 -7.2 8.7 40,685 47,795 -14.9 11.7 98,845 24,542 -0.8 28.4 347,474 364,135 -4.6 100.0 32,738 2,483.3 99,594 BMW X2 xDrive25e 242 10.8 246 10.7 244 10.4-9.6 238-219 14.5 330-328 Motorcycles Segment Solid increase in motorcycle deliveries With the delivery of 175,162 units in 2019, the Motor- cycles segment exceeded the previous year's figure by 5.8%, marking a new record for the ninth consecutive year (2018: 165,566 units). As anticipated in the outlook for the financial year 2019, the Motorcycles segment achieved a solid increase in deliveries and was therefore in line with expectations. Deliveries up in nearly all markets The number of motorcycles sold in Europe rose by 7.0% to 104,994 units (2018: 98,144 units). Deliveries in Germany increased by 10.4% to 26,292 units (2018: 23,824 units). Growth rates in Italy (15,580 units, 2018: 14,110 units; +10.4%) and Spain (12,607 units, 2018: 11,124 units; +13.3%) were also up on a dou- ble-digit scale year-on-year. In France, motorcycle deliveries grew slightly by 4.1% to 17,300 units (2018: 16,615 units). The only year-on-year decline occurred in the USA, where - within a declining market - BMW Motorrad saw deliveries fall slightly to 13,379 units (2018: 13,842 units; -3.3%). A particularly sharp rise of 36.7% was recorded for Brazil, where, for the first time, more than 10,000 BMW motor- cycles were sold in a single year (10,064 units; 2018: 7,361 units). Numerous other new models and concept studies were also presented during the year under report. The Concept R18 was unveiled at the Concorso d'Eleganza Villa d'Este - a new interpretation of BMW Motorrad classics. The special limited edition of the R nine T/5 model was presented during the BMW Motorrad Days event. At the International Motorcycle Fair in Milan (EICMA), customers had the opportunity to familiarise themselves with the new models F 900 R (Roadster segment), F 900 XR and S 1000 XR (Adventure segment) and the Concept Study R18/2, a modern interpretation of a dynamic, high-performance cruiser. BMW Group deliveries of motorcycles → 52 in 1,000 units 180 The EBIT margin came in at 4.9% (2018: 7.2%; -2.3 per- centage points). As forecast in the Quarterly Statement to 30 September 2019 the EBIT margin was within the target range of 4.5 to 6.5% and therefore in line with revised expectations. In the Annual Report 2018, the segment EBIT margin was forecast to be within the target range of 6 to 8%. 10.6 90 289 296 <201 43 2.1-1.9 47-43 2.1-1.7 48-39 13.8 14.2-13.72 19.4-15.72 2.5-2.0 56-46 22.3-17.82 2.1-1.9 47-43 13.9-13.5 0 0 16.8-14.8 10.5 239 10.6-10.5 240-239 13 12.7 0 175.2 145.0 Profit before tax recorded for the Other Entities segment and eliminations fell by €146 million. The significant drop was due in particular to revaluation losses (included in other financial result) arising on interest rate and currency hedges in connection with the refinancing of the Financial Services busi- ness. In addition, a sharp rise in the number of new operating lease contracts had a negative impact due to the elimination of margins relating to the leased products concerned. Combined Management Report Report on Economic Position → Comments on Financial Statements of BMW AG COMMENTS ON FINANCIAL STATEMENTS OF BMW AG Bayerische Motoren Werke Aktiengesellschaft (BMW AG), based in Munich, Germany, is the parent Company of the BMW Group. The comments on the BMW Group and Automotive segment provided in earlier sections apply to BMW AG, unless presented differently in the following section. The Financial Statements of BMW AG are drawn up in accordance with the provisions of the German Commercial Code (HGB) and the relevant supplementary provisions contained in the German Stock Corporation Act (AktG). On 10 March 2020, the Financial Statements of BMW AG were drawn up by the Board of Management. Based on current developments regarding the spread of corona- virus, the Board of Management on 16 March 2020 adjusted the original outlook for the BMW Group, the assumptions regarding the development of the global economy and the economic risks and opportunities for the financial year 2020 in the Combined Management Report, as well as the statement regarding the Events after the end of the reporting period. On the same day, the Financial Statements of BMW AG were drawn up anew by the Board of Management. The key financial performance indicator for BMW AG is the dividend payout ratio (unappropriated profit of BMW AG in accordance with HGB in relation to the net profit for the year of BMW Group in accordance with IFRS). The key non-financial performance indicators are essentially identical and concurrent with those of the BMW Group. These are described in detail in the Report on Economic Position section of the Combined Management Report. Differences in accounting treatments based on HGB (used for the Company Financial Statements) and IFRS (used for the Group Financial Statements) are mainly to be found in connection with the capitali- sation of intangible assets, the creation of valuation units, the recognition and measurement of financial instruments and provisions as well as the recognition of deferred tax assets. Differences also arise in the presentation of assets and liabilities and of items in the income statement. Business environment and review of operations The general and sector-specific environment of BMW AG is essentially the same as that of the BMW Group and is described in the Report on Economic Position sec- tion of the Combined Management Report. BMW AG develops, manufactures and sells auto- mobiles and motorcycles as well as spare parts and accessories manufactured in-house, by foreign subsidiaries and by external suppliers, and performs services related to these products. Sales activities are carried out primarily through branches, subsidiaries, independent dealerships and importers. In the financial year 2019, BMW AG increased automobile deliveries by 35,898 units to 2,555,795 units. This figure includes 534,638 units relating to series sets supplied to the joint venture BMW Brilliance Auto- motive Ltd., Shenyang, an increase of 44,056 units over the previous year. At 31 December 2019, BMW AG employed a workforce of 88,303 people (31 December 2018: 89,842 people). 66 76 Results of operations BMW AG Income Statement → 59 in € million Other Entities Segment/Eliminations 164.2 165.6 Report on Combined 137.0 2015 2016 2017 2018 2019 71 Model range further rejuvenated BMW Motorrad introduced four new and two revised models during the period under report. In Febru- ary 2019, it launched three new models - the F 850 GS Adventure (Adventure segment) and the C 400 X and the C 400 GT (Urban Mobility segment). These were followed by the revised R 1250 R (Roadster segment) in April and the new S 1000 RR (Sport segment) in July. The revised version of the R 1250 RS (Sport segment) has been available to customers since September. BMW Group - key motorcycle markets 2019 → 53 as a percentage of sales volume 15.0 Germany 9.9 France Other 45.7 8.9 Italy 7.6 USA 7.2 Spain Brazil 5.7 22 72 Management Report 2019 0 1.9 Electric power consumption 2,713 -146 69 69 70 Combined Management Report Report on Economic Position Review of Operations → Automotive Segment → Motorcycles Segment In the Automotive segment, net financial assets com- prised the following: Net financial assets Automotive segment → 50 in € million Cash and cash equivalents Marketable securities and investment funds Intragroup net financial assets Financial assets Less: external financial liabilities* Net financial assets Automotive segment *Excluding derivative financial instruments. 2,567 The increase in external financial liabilities was main- ly attributable to the recognition of lease liabilities according to IFRS 16 amounting to €2.8 billion. Fur- ther information is provided in → note 6 to the Group → see Financial Statements. -88 42 The Automotive segment's financial result finished at a net negative amount of €32 million, significantly down on the previous year (2018: net positive amount €795 million). The deterioration mainly reflected the negative impact of the result from equity-accounted investments on the one hand and other financial result note 10 on the other (the latter excluding the revaluation losses recognised on interest rate hedges), in both cases described above in the analysis of the Group's results of operations. Profit before tax for the year was significantly lower than one year earlier. The Automotive segment's RoCE in 2019 fell signifi- cantly to 29.0% (2018: 49.8%; -20.8 percentage points), mainly due to the lower EBIT. Other factors with a negative impact on ROCE were the increase in capital employed due to the first-time recognition of right-of- use assets in accordance with IFRS 16 and the higher level of capital expenditure, particularly in conjunction with the development of the product portfolio. The long-term target RoCE of at least 26% for the Auto- motive segment was slightly exceeded. As forecast in the outlook for the financial year 2019, ROCE decreased significantly and was therefore in line with expectations. Free cash flow for the Automotive segment was as follows: Free cash flow Automotive segment → 49 in € million Cash inflow (+)/outflow (-) from operating activities Cash inflow (+)/outflow (-) from investing activities Adjustment for net investment in marketable securities and investment funds Free cash flow Automotive segment The change in working capital included in the cash inflow from operating activities resulted mainly from the higher level of inventories and was offset by a decrease in trade payables. Following the adoption of IFRS 16, lease payments are included in cash flows from financing activities, giving rise to a positive effect of €470 million. The increase in cash outflow from investing activities mainly reflected the changes described in the Group Cash Flow Statement with respect to investments in property, plant and equip- ment and intangible assets, financial assets and divi- dends received. The liquidation of a Group company in the previous financial year also had a negative effect. 2019 2018 Change 9,690 9,352 338 -7,165 -6,769 -396 130 in kWh/100 km (combined) note 6 → 51 8,631 446 4,470 4,321 149 7,784 7,694 90 21,331 20,646 685 -3,754 -1,158 -2,596 17,577 19,488 -1,911 Fuel consumption CO2 emissions in l/100 km (combined) in g/km (combined) 9,077 BMW Group fuel consumption and CO2 emissions information Change 2019 Model BMW GROUP ELECTRIFIED MODELS BMW iX3 BMW X1 xDrive25e BMW 330e Touring BMW 330e xDrive Touring MINI Cooper SE Countryman ALL4 MINI Cooper SE BMW BMW X3 M BMW X4 M BMW X5 M BMW X6 M Competition BMW M8 Competition Coupé BMW M8 Competition Convertible BMW M8 Competition Gran Coupé BMW M2 CS ROLLS-ROYCE Cullinan Provisionary data based on WLTP. ² Provisionary data. 2018 2018 The net amount of other operating income and expenses deteriorated from a positive amount of €134 million to negative €1,359 million year-on-year, mainly due to the provision recognised for the EU Commission's antitrust proceedings referred to above. Further infor- mation is provided in → note 10 to the Group Financial see Statements. Cost of sales 46.7 46.1 50.1 49.9 52.2 60 → 55 BMW Group new vehicles financed or leased by Financial Services segment¹² Segment →Financial Services Review of Operations in % Economic Position Report on Report Management Combined 74 73 3 With effect from the beginning of the fourth quarter of 2019, the EU Bank comprises BMW Bank GmbH and its branches in Italy, Spain and Portugal. The former subsidiary in France was transferred for organisational purposes to the Europe/Middle East/Africa region in conjunction with strategic realignments. 2 The calculation only includes automobile markets in which the Financial Services segment is represented by a consolidated entity. 22.3 In addition, figures for the prior year have been adjusted due to changes in presentation of selected items, which are not material overall. 22.4 Leasing 22.0 EU Bank3 18.5 China 12.2 in % per region Contract portfolio retail customer financing of Financial Services segment 2019 → 56 2 Delivery figures have been adjusted retrospectively going back to 2015, as described in the section "Comparison of forecasts for 2019 with actual outcomes in 2019". 1 Until 2015 excluding Rolls-Royce. 2019 2018 2017 2016 2015 0 29.9 28.9 26.0 27.5 Financing 24.1 The BMW Group is one of Europe's foremost leasing and full-service providers. Under the brand name Alphabet, the Financial Services segment's fleet management business offers leasing and financing arrangements as well as specific services to commer- cial customers. The number of fleet contracts rose by 2.5% during the financial year 2019. Included in the total contract portfolio with retail customers referred to above, the segment was thus managing a portfolio of 717,353 fleet contracts at the end of the reporting period (2018: 700,080 contracts). Slight growth in fleet business 30 20.7 21.2 35.5 Europe/ 1 Prior year's figures adjusted due to a change in accounting policy in connection with the adoption of IFRS 16; see note 6 to the Group Financial Statements. 2018 The Motorcycles segment also recorded solid year-on- year revenue growth. In addition to the higher number of units delivered, product mix and currency effects also had a positive impact on the performance in 2019. Strong segment performance →Financial Services Segment Review of Operations → Motorcycles Segment Revenues Economic Position Subject to the shareholders' approval of the appro- priation of results at the Annual General Meeting, the unappropriated profit available for distribution amounts to €1,646 million (2018: €2,303 million). As a percentage of Group net profit, the dividend corresponds to a payout ratio of 32.8% (2018: 32.0%). After deducting the expense for taxes, the Company reports a net profit of €2,107 million, compared to €2,801 million in the previous year. The expense for income taxes relates primarily to current tax for the financial 2019. year Income from profit transfer agreements with Group companies, reported in the line item Result on invest- ments, decreased year-on-year. By contrast, financial result improved by €1,491 million, mainly due to higher income from designated plan assets offset against pension obligations. The lower impairment loss of €30 million (2018: €119 million) recognised on the investment in SGL Carbon SE, Wiesbaden, also had the effect of keeping down the deterioration in earnings for the year. Other operating expenses totalling €2,526 million (2018: €1,158 million) were impacted mainly by the recognition of the provision recognised in connection with ongoing EU Commission antitrust proceedings. Other operating income fell to €1,295 million (2018: €2,184 million), whereby the change was mainly attributable to a positive prior-year effect resulting from the change in method for measuring provisions for statutory and non-statutory warranties and prod- uct guarantees. Research and development expenses related mainly to new vehicle models (including the new 1 Series, the 2 Series Gran Coupé and the X6), expenditure on the development of reference architectures, powertrain systems and automated driving, as well as higher expenditure on vehicle electrification. Compared to the previous year, research and development expenses decreased by 5.6%. Financial Statements of BMW AG → Comments on Economic Position Report on Report Management Combined 78 The segment EBIT margin edged up to 8.2% (2018: 8.1%; +0.1 percentage points) and therefore within the range of 8 to 10% forecast in the Annual Report 2018. 2019 Profit before tax for the twelve-month period was significantly higher than one year earlier. Financial Services Segment 2017 2016 2015 4,719 5,115 5,381 5,708 5,974 3,000 6,000 in 1,000 units → 54 Contract portfolio of Financial Services segment The total portfolio of financing and leasing contracts with retail customers again developed positively in 2019, growing 4.8% year-on-year. In total, 5,486,319 contracts were in place with retail customers at 31 December 2019 (2018: 5,235,207 contracts). The China region continued to record the fastest growth rate of all regions, significantly enlarging its contract portfolio by 19.8% compared to one year earlier. The Europe/Middle East/Africa region (+5.6%) and the EU Bank³ (+4.0%) grew year-on-year, while the total contract portfolio in the Americas region (+0.7%) hov- ered around the previous year's level. The Asia/Pacific region saw a slight decrease in the volume of its con- tract portfolio (-2.5%). The proportion of new BMW Group vehicles either leased or financed by the Financial Services segment in the financial year 2019 amounted to 52.2%², 2.1 per- centage points up on the previous year (2018: 50.1%), mainly due to growth in China and the USA. The total volume of new credit financing and leasing contracts concluded with retail customers amounted to €61,353 million, representing a solid year-on-year increase (2018: €55,817 million; +9.9%). Adjusted for currency factors, the increase was 7.9%. In the pre-owned financing and leasing business for BMW and MINI brand vehicles, 398,144 new contracts were signed during the twelve-month period (2018: 396,610 contracts; +0.4%). More than two million new contracts concluded Thanks to its strong performance, the Financial Ser- vices segment surpassed the threshold of two million new customer contracts in a single year for the first time. In total, 2,003,782 credit financing and leasing contracts were concluded with retail customers dur- ing the period under report, a solid 5.0% year-on- year increase (2018: 1,908,640 contracts). The biggest growth markets were China and the USA. While the number of new contracts grew slightly by 3.4% in the credit financing line of business, the correspond- ing increase for leasing business was 8.2%. Overall, leasing accounted for 34.1% and credit financing for 65.9% of new business. In balance sheet terms, business volume grew by 7.3% to stand at €142,834 million (2018¹: €133,147 mil- lion). The contract portfolio under management at 31 December 2019 comprised 5,973,682 contracts, therefore growing slightly by 4.7% year-on-year (2018: 5,708,032 contracts). The Financial Services segment performed strongly in 2019 within a challenging, volatile environment. Segment profit before tax rose by 6.0% to a record level of €2,272 million (2018¹: €2,143 million). Successful financial year for the Financial Services segment The return on capital employed (ROCE) for the Motor- cycles segment in 2019 increased slightly to 29.4% (2018: 28.4%; +1.0 percentage points), mainly due to the higher level of EBIT. In the most recent outlook provided in the Quarterly Statement to 30 Septem- ber 2019, a solid increase was still being forecast. The deviation in this case was due to the higher amount of capital employed. The long-term target ROCE of 26% for the Motorcycles segment continued to be surpassed. Middle East/ Africa Asia/Pacific 8.1 3 With effect from the beginning of the fourth quarter of 2019, the EU Bank comprises BMW Bank GmbH and its branches in Italy, Spain and Portugal. The former subsidiary in France was transferred for organisational purposes to the Europe/Middle East/Africa region in conjunction with strategic realignments. Profit after income tax Other taxes Net profit 1,858 2,344 39 -1,452 -767 -872 2,129 2,820 Transfer to revenue reserves Unappropriated profit available for distribution -22 -19 2,107 2,801 -461 -498 25.7 America 2,303 Income taxes * Separate presentation of other operating income and expenses from the financial year 2019. Prior year's figures will be presented analogously. Financial result -1,158 84,691 78,355 -70,178 -63,841 Gross profit 14,513 14,514 Selling expenses -3,979 -4,078 Administrative expenses -2,776 -2,803 Research and development expenses -5,528 -5,859 Other operating income* 1,295 2,184 Other operating expenses* -2,526 Result on investments Revenues increased by €6,336 million year-on-year, primarily reflecting growth in the volume of deliveries to customers. In geographical terms, the increase re- lated mainly to China and the USA. Revenues totalled €84,691 million (2018: €78,355 million), of which Group internal revenues accounted for €57,412 million (2018: €58,707 million) or 67.8% (2018: 74.9%). 1,646 Selling and administrative expenses were slightly lower than in the previous year. -1,493 6,793 Cost of sales increased by 9.9% to €70,178 million, mostly due to the higher number of deliveries and the rise in cost of materials. Gross profit decreased by €1 million to €14,513 million. -1 1,445 77 -6,790 130 -5,345 129 Change 2018 2019 Cash inflow (+)/outflow (-) from operating activities Cash inflow (+)/outflow (-) from investing activities Cash inflow (+)/outflow (-) from financing activities Net in € million → 57 Net cash flows for the Financial Services segment Net cash inflows and outflows for the Financial Ser- vices segment were as follows: As predicted in the Annual Report 2018, the 15.0% return on equity generated by the Financial Services segment in 2019 was at a similar level to the previ- ous year (2018: 14.8%; +0.2 percentage points) and exceeded the RoE target of at least 14%. Profit before tax in the Financial Services segment rose by 6.0%, representing a solid year-on-year increase. Cost of sales relating to Financial Services business increased by €1,849 million (2018: €24,089 million). Consistent with the development of revenues, the main factors for the increase were expenses associated with the sale of returned leasing vehicles as well as risk provisioning expenses driven by portfolio growth. Financial Services segment posts record earnings The Financial Services segment achieved a solid increase in revenues during the period under report on the back of portfolio growth, higher revenues from the sale of returned leasing vehicles, and favourable currency factors. Dealership financing slightly up on previous year The total volume of dealership financing continued growing during the financial year 2019 to stand at €21,227 million at the end of the reporting period (2018: €20,438 million; +3.9%). 84 133 5,300 15 2019 2018 2017 2016 2015 0 -49 0.32 0.34 0.37 0.25 0.26 0.5 75 0.25 Risk profile Despite ongoing political and economic uncertainties, such as Brexit and trade disputes, the risk profile across the Financial Services segment's total portfolio remained stable at a low level. The decrease in cash outflow from the Financial Ser- vices segment's operating activities was mainly due to the higher profit before tax and the lower increase in receivables from sales financing compared to the previous year. Cash inflow from financing activities was mainly driven by the increase in asset-backed securities financing and the repayment of loans. Further information on the risk situation is provided in the section Risks and Opportunities. Development of credit loss ratio → 58 in % The risk profile of the segment's credit financing port- folio also remained stable at a low level. The credit loss ratio on the total credit portfolio amounted to 0.26% at 31 December 2019 and was therefore nearly unchanged compared to one year earlier (2018: 0.25%). This figure comprises a credit loss ratio for leasing business of 0.15% (2018: 0.14%) and a credit loss ratio for financing business with retail customers of 0.41% (2018: 0.38%). Internal Control System Group Audit Board of Management Supervisory Board Risk Management Steering Committee Controlling Measures Analysis and Measurement risk management 15.0 Identification 85 95 Apart from the consequences of the spread of corona- virus and other global developments, the progress of negotiations on a trade agreement between the EU and the UK are likely to have a considerable impact on the UK economy. The Bank of England is also expected to adopt measures to counter the negative economic impact of coronavirus and to stabilise the economy. Further central banks are expected to take measures to mitigate the negative impact on the global economy and to ensure liquidity on the markets. In view of the developments regarding coronavirus, the US Federal Reserve lowered its benchmark interest rates by 0.5 percentage points on 3 March 2020 and by 1 percentage point on 15 March 2020. In connection with the latest developments, further reductions appear to be likely over the course of the year. Protectionism and the ongoing trade dispute between the USA and China are casting a shadow over global growth prospects for 2020. The new coronavirus, which is spreading worldwide, poses an additional risk for the global economy. Various central banks and governments have already taken action to coun- teract the economic impact of the virus with a raft of monetary policy measures. International interest rate environment Prior to the outbreak of coronavirus, the BMW Group had predicted that the global motorcycle markets in the 250 cc plus class would grow slightly in 2020. For instance, the upward trend seen on major European markets such as France and Spain was expected to con- tinue. In Germany and Italy, the markets were forecast to remain stable. By contrast, the USA was predicted to see a further slight decline in motorcycle registrations in 2020, whereas Brazil was expected to see a slight increase. However, due to the spread of coronavirus, global motorcycle markets in the 250 cc plus class are now expected to decline slightly year-on-year. International motorcycle markets According to the original forecasts, new registrations worldwide were expected to decrease slightly in 2020 (83.1 million units; -0.5%). However, due to the worldwide spread of coronavirus, new registrations are now expected to drop significantly. International automobile markets The currencies of numerous emerging economies could come under further downward pressure against the US dollar and the euro, particularly in countries such as Russia, Brazil and India. The Japanese central bank's highly expansionary monetary policy is unlikely to change in 2020. The euro/yen exchange rate is therefore likely to follow a sideways trend. The value of the British pound is currently being largely determined by the progress of the Brexit negotiations. Accordingly, the most likely scenario is a volatile sideways movement of the pound against the euro. In the case of the Chinese renminbi, the close eco- nomic links between the USA and China suggest that the currencies of these two countries will develop relatively synchronously. The renminbi is likely to depreciate marginally against the euro in 2020. The economic consequences of the coronavirus and the trade war with the USA are likely to continue having an adverse impact on the Chinese economy in 2020. A mixture of reforms as well as monetary and fiscal policy measures is intended to counteract any sharp slowdown in economic growth. Despite the government's economic measures against the negative effects of the tax increase, the economy in Japan is likely to be impacted negatively by the coronavirus. It is expected that the Japanese central bank will continue its extremely low interest rate poli- cies, in order to reach the target of 2% price stability. Expected consequences for the BMW Group Future developments on international automobile markets also have a direct impact on the BMW Group. Challenges in the competitive environment will have a significant effect on sales volumes in some countries. Due to its global business model, the BMW Group is well placed at all times to capitalise on any opportu- nities that present themselves, even at short notice. Coordination between the Group's sales and produc- tion networks also enables it to balance out the impact of unforeseeable developments in the various regions. Investments in markets important for the future also form a basis for further growth, while simultaneously strengthening the global presence of the BMW Group. In view of the increasingly unpredictable consequences of economic and political conditions around the world, actual economic growth in some regions may deviate from expected trends and outcomes. Areas affected in this context include trade and customs policies, security and potential additional international trade conflicts. Outlook for the BMW Group → Outlook Opportunities Risks and Report on Outlook, Combined Management Report 86 The US dollar could benefit from its function as a "safe haven" in 2020 due to the spread of coronavirus. Overall, therefore, the US dollar is more likely to move sideways against the euro. 98 Furthermore, risks also exist for upstream processes, including possible bottlenecks due to supply shortages. Taking into account the effects described above, Group profit before tax is expected to be significantly lower than in 2019. In the Financial Services segment, the number of new contracts is expected to decrease and the risk provi- sioning expense to increase. As a result, the return on equity is forecast to drop slightly year-on-year. Due to the lower volume of deliveries in China com- pared to the original forecast, the necessary contain- ment measures and a similar trend already emerging in other regions of the world, including Europe and North America, earnings of the Automotive segment are likely to be negatively impacted, particularly in the first half of the year. The negative effect on the EBIT margin of the Automotive segment over the full twelve-month period is currently expected to be in the region of four percentage points. Based on the latest forecast, the EBIT margin for the Automotive segment is therefore expected to be within the range of 2 and 4%. The spread of coronavirus has slowed down the growth of the BMW Group's deliveries in China. In light of the sharp increase in corona infections in other regions of the world, currently particularly in Europe and North America, the BMW Group now expects worldwide deliveries to customers to be significantly down on the previous year. Prior to the outbreak of coronavirus, the BMW Group's original forecast for the Automotive segment envis- aged a slight increase in deliveries to customers and an EBIT margin of between 6 and 8%. Group profit before tax was expected to increase significantly. Direct effects of coronavirus on the BMW Group The BMW Group continues to observe developments closely and is ready to take all necessary measures. Overall assessment by Group management Within a volatile environment, now overshadowed by the global spread of coronavirus, business is ex- pected to develop negatively during the financial year 2020. While numerous new automobile and motor- cycle models as well as individual mobility-related services will generate additional momentum, the various factors described above are likely to have a major offsetting impact. Research and development expenses will remain at a high level in connection with future-oriented projects. In light of the impact of the global spread of coronavirus, profit before tax during the period covered by the outlook is likely to decrease significantly. Currencies of particular importance for the interna- tional operations of the BMW Group are the Chinese renminbi, the British pound, the Japanese yen and the US dollar. All of these major currencies are again expected to be subject to a high degree of fluctuation in 2020. → Outlook 82 Its continuous forecasting process ensures the BMW Group's ability to exploit opportunities quickly and systematically as they arise and react in a similar way to unexpected risks. The principal risks and opportunities are described in detail in the section Risks and Opportunities. The matters discussed therein are relevant for all of the BMW Group's key performance indicators and could result in variances between the outlook and actual outcomes. The report on outlook, risks and opportunities con- tains forward-looking statements that are based on the BMW Group's expectations and assessments and which can be influenced by unforeseeable events. As a result, actual outcomes can deviate either positively or negatively from the expectations described below - for example on account of political and economic developments. Further information is provided in the section Risks and Opportunities. The report on outlook, risks and opportunities describes the expected development of the BMW Group in 2020, including the significant risks and opportunities, from a Group management perspective. In line with the Group's internal management system, the outlook covers a period of one year. Risks and opportunities are managed on the basis of a two-year assessment. The report on risks and opportunities therefore addresses a period of two years. OUTLOOK BMW Group outlook for 2020 signifi- cantly impacted by coronavirus Automobile markets in decline as consequence worldwide Economic development significantly slowed by spread of coronavirus REPORT ON OUT- LOOK, RISKS AND OPPORTUNITIES → Outlook Risks and Opportunities Report on Outlook, Management Report Combined 81 62 Assumptions used in the outlook The following outlook relates to a forecast period of one year and is based on the composition of the BMW Group during that time. The outlook takes account of all information available at the time of reporting and any which could have an effect on the overall perfor- mance of the Group. The expectations contained in the outlook are based on the BMW Group's forecasts for 2020 and reflect its most recent status. The basis for the preparation of and the principal assumptions used in the forecasts - which consider the consensual opinions of leading organisations, such as economic research institutes and banks - are set out below. The BMW Group's outlook is drawn up on the basis of these assumptions. The high degree of uncertainty surrounding the global spread and resulting consequences of coronavirus makes it difficult to provide an accurate forecast of the BMW Group's business performance for the finan- cial year 2020. Based on the latest developments, the BMW Group expects the spread of coronavirus and the required containment measures to have a negative impact on delivery volumes in all major markets over the year 2020 as a whole. This assessment is based on the assumption that deliveries across all markets will return to normal after a few weeks. Any potential longer-term effects on deliveries due to the spread of coronavirus and the associated volatility on financial markets cannot be assessed at present and are there- fore not included in the outlook. Opportunities Risks and Report on Outlook, Management Report Combined 83 83 Currency markets Rather than growing slightly, the Japanese economy is likely to contract due to coronavirus, particularly in view of the fact that the value added tax hike in October 2019 is bound to exert downward pressure on private consumption for some time to come. As an export-oriented country, Japan is likely to be hit harder by a decline in world trade than China, for example. In the USA, growth is expected to continue slowing down in 2020. The spread of coronavirus and the resulting containment measures are likely to reduce economic momentum to a level considerably lower than the most recently predicted 1.7%, despite developments on the labour and property markets remaining positive. The US Federal Reserve has already responded to the spread of coronavirus with interest rate cuts and will likely adopt further measures to support the economy. In the UK, apart from the impact of coronavirus, eco- nomic performance in 2020 will also depend on the progress of negotiations with the EU regarding a free trade agreement. Overall, GDP growth in 2020 is likely to be significantly below the most recently predicted level of 1.0%. GDP in the eurozone is likely to grow significantly more sluggishly in 2020 than the predicted rate of 1.0%. The growth rate in Germany is likely to be even slower. Similarly, prospects for the economies of other member states in the eurozone are also on the gloomy side. France and Spain will grow only marginally at most, while Italy, the first country in Europe to be affected by coronavirus, is likely to go in recession. The global economy will be significantly impacted by the knock-on consequences of coronavirus. Despite the fact that wide-ranging monetary and fiscal policy measures have already been initiated in many coun- tries, global growth is likely to be significantly lower than in the previous year. Although the provisional agreement in the trade dispute between the USA and China as well as the reduced level of concern regarding a potentially disorderly withdrawal of the UK from the EU gave rise to some optimism at the beginning of the year, the positive impact in these two areas is likely to be far outweighed by the knock-on consequences of coronavirus. At present, it is not possible to provide an exact assessment of the situation. Further information on political and global economic risks is also provided in the section Risks and Opportunities. Economic outlook From the beginning of the financial year 2020, the key performance indicator for the workforce size will be based solely on the number of core and temporary employees. This change is in line with the reorgan- isation of internal management, which focuses on these employee groups. Employee groups such as apprentices, students gaining work experience and doctoral candidates primarily serve to secure the next generation of employees and promote the training of young people, and are therefore excluded from an internal management perspective. For this reason, they will no longer be included in the key performance indicator for the workforce size. In the UK, in addition to the consequences of corona- virus, uncertainties relating to EU exit negotiations on a trade agreement are having the effect of impairing the reliability of forecasts drawn up by businesses. Irrespective of these matters, the BMW Group is working on the basis that an agreement between the EU and UK will be finalised by 31 December 2020. Furthermore, the BMW Group anticipates that trade tensions between the USA and China will continue to be a source of uncertainty, but that the current tariffs will not see a further increase. The Group also assumes that trade between the EU and the USA will not be subject to additional tariffs. Even without the impact of coronavirus, the ongoing normalisation of the Chinese economy would have caused the country's growth rate to continue falling in 2020. However, the extent of the slowdown will now be much greater and certainly be below the most recently predicted rate of 5.6%. Group-wide For the same reason, Automotive segment deliv- eries to customers are likely to be well down on the previous year. At the same time, fleet carbon dioxide emissions are forecast to drop considerably. Influenced by the negative factors described above, the Automotive segment's EBIT margin in 2020 is expected to lie within a target range of 2 and 4%. The latest prediction is that the RoCE in this segment is likely to be significantly lower than one year earlier. The RoE in the Financial Services segment is expected to decrease slightly, mainly due to the higher risk provisioning expense. _ 88 87 slight decrease % slight decrease 29.4 % slight decrease between 6 and 8 8.2 % 175,162 units between 2 and 4 significant decrease 29.0 % 88 Combined Management Report Report on Outlook, Risks and Opportunities Completeness Reporting/ Monitoring Compliance Committee Practicability Effectiveness The risk management system is organised formally as a decentralised, Company-wide network and is steered by a centralised risk management function. Every BMW Group division is represented within the risk management organisation by Network Representatives. The objective of the risk management system, and the main function of risk reporting, is to identify, mea- sure and, where possible, actively manage internal or external risks that could threaten the attainment of the Group's corporate targets. According to Group-wide rules, every employee and manager has a duty to report risks through the relevant reporting channels. The key elements of a good risk culture are rooted in the core values of the BMW Group, its risk management manual and in the principles of its risk management strategy. 4.9 Risk management system 7 → 62 Risk management in the BMW Group Management of opportunities and risks is essential for the Group to react appropriately to changes in political, economic, technical or legal conditions. Opportunities and risks which are likely to materialise are taken into account in the Outlook Report. The following sections focus on potential future devel- opments or events, which could result in a positive (opportunity) or a negative (risk) deviation from the BMW Group's outlook. The earnings impact of risks and opportunities is assessed separately without offsetting. Opportunities and risks are assessed with respect to a medium-term period of two years. As a worldwide-leading provider of premium cars, motorcycles and mobility services, as well as related financial services, the BMW Group is exposed to numerous uncertainties and change. Making full use of the opportunities arising out of change is a fundamental basis of the Group's corporate success. In order to achieve growth, profitability, efficiency and continued sustainable activities going forward, the BMW Group must consciously assume risks. RISKS AND OPPORTUNITIES → Risks and Opportunities As part of the risk management process, all individual and cumulative risks that represent a threat to the suc- cess of the business are monitored and managed. Any risks capable of posing a threat to the going-concern status of the BMW Group are strictly avoided. Where no specific reference is made, opportunities and risks relate to the Automotive segment. The scope of entities consolidated in the Report on Risks and Opportuni- ties corresponds to the scope of consolidated entities included in the BMW Group Financial Statements. The Motorcycles segment is now expected to record a slight decrease of deliveries to customers, down on the previous forecast of a solid increase. The EBIT margin is expected to lie within a target range of 6 and 8%, while the ROCE is likely to be slightly under the pre- vious year's level. % 127 MOTORCYCLES SEGMENT Return on capital employed EBIT margin Fleet emissions³ Deliveries to customers² AUTOMOTIVE SEGMENT Workforce at year-end Profit before tax GROUP → 61 BMW Group key performance indicators Furthermore, the actual business performance of the BMW Group may also differ from current expectations as a result of the risks and opportunities described below in the Report on Risks and Opportunities. The prevailing high level of uncertainty – particularly in connection with the further spread of corona- virus, economic and political developments such as the negotiations between the EU and the UK on a trade agreement by 31 December 2020, as well as international trade and customs policies - may cause economic developments in many regions to deviate markedly from expected trends and outcomes. Any such deviations could have a significant impact on the business performance of the BMW Group. - The targets are to be achieved with a workforce size which based on the new method of calculation described above - will be at a similar level to the previous year (workforce size at the end of 2019 based on the new definition: 126,016 employees; workforce size based on the previous definition: 133,778 employees). Deliveries to customers EBIT margin Return on capital employed FINANCIAL SERVICES SEGMENT g CO2/km significant decrease 2,538,367 units in line with last year's level 126,016 133,778 significant decrease significant decrease € million 2020 Outlook¹ 2019 adjusted 2019 reported 2 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2019: 538,612 units). 3 EU-28. 1 Based on adjusted figures. Return on equity 7,118 84 BMW AG Balance Sheet at 31 December → 60 BMW AG is integrated in the Group-wide risk man- agement system and internal control system of the BMW Group. Further information is provided in the section Internal Control System Relevant for Account- ing and Financial Reporting Processes within the Combined Management Report. The carrying amount of investments rose to €3,762 mil- lion (2018: €3,559 million), mainly due to additions to investments in subsidiaries amounting to €257 million. The impairment loss recognised on the investment in SGL Carbon SE, Wiesbaden, amounting to €30 million (2018: €119 million) had an offsetting effect. Capital expenditure on intangible assets and prop- erty, plant and equipment in the year under report totalled €3,233 million (2018: €2,975 million), up by 8.7% compared to the previous year. Depreciation and amortisation amounted to €2,573 million (2018: €2,470 million). 3,168 45,535 3,497 55,819 79 19 28,226 285 187 12,670 21,777 5,560 5,751 545 511 8,038 8,989 7,824 8,784 214 205 28 28 15,241 15,079 2,303 1,646 10,103 10,564 Combined 2,177 Management Report Economic Position Financial and net assets position PricewaterhouseCoopers GmbH Wirtschaftsprüfungs- gesellschaft, Frankfurt am Main, Munich branch, has issued an unqualified audit opinion on the financial statements of BMW AG, of which the balance sheet and the income statement are presented here. The BMW AG financial statements for the financial year 2019 will be submitted to the operator of the electronic version of the German Federal Gazette and can be obtained via the Company Register website. These financial statements are available on the homepage of the BMW Group under → www.bmwgroup.com/ir. of BMW AG. No other events have occurred since the end of the financial year that could have a major impact on the results of operations, financial position and net assets year. Current assessments and assumptions for the financial year 2020, to the extent already known to BMW AG, have been taken into account and described in the outlook report. Apart from these assessments, no further significant negative effects are known or can be estimated at the present time. However, further negative effects could arise in the course of the The continuing spread of the coronavirus and the impact on the business development of BMW AG is being continually monitored. Based on current devel- opments, BMW AG expects that the increasing spread of the coronavirus and the necessary containment measures will have a negative impact on BMW AG vehicle deliveries in all key sales markets. Risks also exist for upstream and downstream processes, for example, through possible bottlenecks due to supply shortages. On 30 January 2020, the World Health Organisation (WHO) declared an international health emergency due to the outbreak of coronavirus. Since 11 March the WHO has characterised the spread of the corona- virus as a pandemic. Events after the end of the reporting period Due to its significance in the Group and its close ties with Group companies, expectations for BMW AG with respect to its non-financial performance indica- tors correspond largely to the BMW Group's outlook. This is described in detail in the Report on Outlook, Risks and Opportunities section of the Combined Management Report. For the financial year 2020, BMW AG forecasts a divi- dend payout ratio (unappropriated profit of BMW AG in accordance with HGB in relation to the BMW Group net profit for the year in accordance with IFRS) within a range of between 30 and 40% (2019: 32.8%). Outlook BMW AG's performance is essentially dependent on the same set of risks and opportunities that affect the BMW Group and which are described in detail in the Report on Outlook, Risks and Opportunities section of the Combined Management Report. As a general rule, BMW AG participates in the risks entered into by Group companies in proportion to the respective shareholding percentage. At the same time, the result in investments has a significant impact on the earn- ings of BMW AG. Risks and opportunities 80 60 Cash and cash equivalents increased by €215 million to €6,757 million, mainly as a result of net positive cash inflows from operating activities. Investments in long-lived assets and the payment of the dividend for the previous financial year had an offsetting effect. Liquidity within the BMW Group is ensured by means of a liquidity concept applied uniformly across the Group. This involves concentrating a significant part of the Group's liquidity at the level of BMW AG. An important instrument in this context is the cash pool based at BMW AG. The liquidity position reported by BMW AG therefore reflects the global activities of BMW AG and other Group companies. Deferred income increased by €329 million to €3,497 million and included mainly amounts for services still to be performed relating to service and maintenance contracts. Liabilities to subsidiaries amounting to €21,777 mil- lion (2018: €12,670 million) comprised mainly financial liabilities. In addition to higher intragroup financing liabilities, the increase was primarily due to the change in the exercise of the option to offset receivables from and payables to subsidiaries with effect from the financial year 2019. Liabilities to banks decreased by €34 million, mainly as a result of the repayment of project-related loans. Other provisions increased year-on-year, mainly due to the provision recognised in connection with EU Commission antitrust proceedings. Provisions for pensions went down from €214 million to €205 million, after offsetting pension plan assets against pension obligations. In order to secure pension obligations, cash funds to- talling €497 million were transferred to BMW Trust e. V., Munich, in conjunction with a Contractual Trust Arrangement (CTA), to be invested in plan assets. Plan assets are offset against the related guaranteed obligations. The resulting surplus of assets over liabil- ities is reported in the BMW AG balance sheet on the line item Surplus of pension and similar plan assets over liabilities. As a result of the lower unappropriated profit com- pared with the dividend paid for the previous financial year, equity decreased by €162 million to €15,079 mil- lion. The equity ratio fell from 33.5% to 27.0%, mainly due to the higher balance sheet total. The decrease in other receivables and other assets to €3,513 million (2018: €3,595 million) was mainly attributable to lower receivables from companies with which an investment relationship exists. The increase in tax receivables had an offsetting effect. Receivables from subsidiaries, most of which relate to intragroup financing receivables, increased to €16,698 million (2018: €8,570 million), primarily due to the change in the exercise of the option to offset receivables from and payables to subsidiaries with effect from the financial year 2019. Inventories increased to €5,994 million (2018: €4,811 million), mainly due to the build-up of raw materials, supplies and goods for resale and the first-time inclusion in inventories of prepayments on orders. → Comments on Financial Statements of BMW AG Report on 2,210 19,060 659 3,595 3,513 8,570 16,698 947 964 Cash and cash equivalents Marketable securities Other receivables and other assets Receivables from subsidiaries Trade receivables 4,811 5,994 Inventories 4,109 15,787 Tangible, intangible and investment assets 3,559 3,762 Investments 11,976 12,473 658 252 405 Intangible assets ASSETS 2018 2019 in € million 16,640 4,080 Property, plant and equipment 6,542 6,757 Total equity and liabilities Deferred income Liabilities Other liabilities Trade payables Liabilities to banks Provisions Other provisions Pension provisions Registered profit-sharing certificates Equity Unappropriated profit available for distribution Revenue reserves Capital reserves Liabilities to subsidiaries EQUITY AND LIABILITIES Subscribed capital 38,035 28,545 58 535 Surplus of pension and similar plan assets over liabilities Prepaid expenses 668 45,535 1,086 55,819 Current assets Total assets 8,013 Group income taxes² Profit/loss from continuing operations² Other Entities Financial Services² 7,112 Motorcycles Automotive Group profit/loss before tax (EBT)² Eliminations² Eliminations² Eliminations² Financial Services² Motorcycles Automotive Group profit/loss before financial result (EBIT)² Other Entities Financial Services² Motorcycles Automotive 7,784 Free cash flow Automotive segment Group revenues² Other Entities 6,222 96,855 20.8 Depreciation and amortisation 18.1 95,476 80,853 91,682 85,846 85,742 12.4 111,239 98,990 104,210 7,518 98,282 6,354 3,395 2,567 2,713 4,459 5.7 6,495 6,143 6,017 5,113 4,822 87.2 Total capital expenditure¹ 143 Internal Control System 2021 11.2 15.0 14.8 18.1 14.8 194,261 169,272 175,162 165,566 164,153 35.9 22.6 15.0 28.4 34.0 84.4 8.3 4.5 8.2 8.1 9.1 - 5.7 0.33 2,272 29.4 Change in % 1 The 2018 figures were adjusted due to the change in accounting policy in conjunction with the adoption of IFRS 16 ( Annual Report 2019, Note 6 to the Group Financial Statements). 2 The term "employee" has been redefined with effect from the reporting year 2020 (for definition, see Glossary and explanation of key figures). The figure for 2019 was restated accordingly for comparison purposes (2019 before adjustment: 133,778 employees). For the period 2018 and earlier, the percentage of employees no longer covered by the new definition is between 7.5 and 8.0 %. 4 Deliveries including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2017: 385,705 units, 2018: 455,581 units, 2019: 538,612 units, 2020: 602,247 units, 2021: 651,236 units). 2020 2019 2018 2017 in € million FURTHER FINANCIAL PERFORMANCE FIGURES BMW Group in Figures ← = Q Other Information Remuneration Report Corporate Governance 3 The new definition of the term "employee" (see footnote 1) also has an impact on disclosures relating to the percentage of female employees. The 2019 figure was adjusted accordingly for comparison purposes (2019 before adjustment: 17.5 %). Group Financial Statements To Our Stakeholders BMW Group Report 2021 10 10 "From 2021, this indicator will include the carbon emissions of all other BMW Group locations in addition to the carbon emissions generated by production. The figures for 2019 (base year) and 2020 have been adjusted accordingly for comparison purposes (2019 before adjustment: 0.30 tons, 2020 before adjustment: 0.23 tons). 12 Figures from 2017 and 2018 are audited with limited assurance. 10 Efficiency ratio calculated on the basis of Scope 1 and Scope 2 CO₂ emissions (i.e. a market-based method according to GHG Protocol Scope 2 guidance; mainly the use of the VDA emissions factors as well as isolated use of local emissions factors; but excluding climate-changing gases other than carbon dioxide) from vehicle pro- duction (BMW Group manufacturing sites incl. joint venture BMW Brilliance Automotive Ltd. and motorcycles, excluding contract manufacturers), as well as BMW Group non-manufacturing sites (e.g. research centre, sales centre, offices) divided by the number of vehicles (excluding motorcycles) produced (BMW Group manufacturing sites incl. joint venture BMW Brilliance Automotive Ltd., excluding contract manufacturers). 9 Flexibilities as defined in the regulatory requirements for 2021 are as follows: eco-innovation with 1.7 g CO2/km (WLTP). 8 To improve year-on-year comparability, the 2020 NEDC figures were converted to WLTP after adjusting for permissible flexibilities - specifically from 99 g CO₂ / km according to NEDC (including 5 g CO2/km phase-in, 7.5 g CO2/km supercredits and 2.4 g CO2/km eco-innovations) to 135 g CO2/km according to WLTP (excluding flexibilities). In 2020, a phase-in regulation was accepted, as was the recognition of supercredits. As of 2021, these two simplifications no longer apply for the BMW Group. 7 This is a preliminary internal calculation with a potential variation of +/- 0.5 g CO2/km, as official registration figures from the authorities are not available from all EU states. The EU Commission is not expected to publish official figures until November the following year. 6 EU-27 countries including Norway and Iceland; with effect from 2021, values are calculated on a converted basis in line with WLTP (Worldwide Harmonised Light Vehicles Test Procedure). Values from 2017 to 2020 according to New European Driving Cycle (NEDC). 5 Retail vehicle delivery data for 2020 and 2021 are not directly comparable to the data presented for previous years. See Retail vehicle delivery data in the section Comparison of Forecasts with Actual Outcomes for further information. Combined Management Report 2,173 -390 2,284 227 2,194 2,172 2,312 1,721 3,701 14 -27 29 36 -8 - 404 431 377 808 - 14.1 10,675 9,627 7,118 5,222 16,060 8,717 6,977 103 32,867 9.4 7 194 175 207 9,870 2,162 4,499 6,182 7,888 13,400 4,830 7,411 4,467 8,933 39.9 -19,857 - 14,194 - 19,443 - 18,875 - 17,306 66.7 5 3 5 6 9,899 2,722 11,805 205 7,064 Earnings in € per share of common stock / preferred stock² Pre-tax return on sales 2,3 in % 1 Expenditure for capitalised development costs, other intangible assets and property, plant and equipment. ² The figures for 2018 were adjusted due to the change in accounting policy in conjunction with the adoption of IFRS 16 ( Annual Report 2019, Note 6 to the Group Financial Statements). 3 Group profit/loss before tax as a percentage of Group revenues. 13.07/13.09 10.60/10.62 4,978 44 5,022 7.47/7.49 3,857 12,463 8,675 3,857 5.73/5.75 10.9 9.9 6.8 5.3 14.4 30,044 29,598 27,705 27,567 20.3 2,748 12,463 18.77/18.79 2,368 Group net profit/loss² Profit/loss from discontinued operations 169 187 100 228 2,207 2,143 2,272 1,725 3,753 80 -45 7,097 -33 -96 531 -534 383 288 910 -257 - 2,000 8,675 144 Disclosures Relevant for Takeovers and Explanatory Comments - 2,140 -1,365 - 3,597 -235 115.99 -2,530 0.40 end of year GROUP EMPLOYEES Significant increase to prior year Significant increase to prior year Significant increase to prior year ↑ 22.6 8.3 DELIVERIES AUTOMOTIVE SEGMENT 10.3 16,060 in % ROE FINANCIAL SERVICES SEGMENT EBIT MARGIN MOTORCYCLES SEGMENT in % in % EBIT MARGIN AUTOMOTIVE SEGMENT in € million PROFIT / LOSS BEFORE TAX Significant increase compared to prior year KEY PERFORMANCE INDICATORS in units in units BMW Group Report 2021 3 -> BMW Group in figures TO THE CHAPTER Significant increase to prior year 13.0 The diagram provides a simplified overview. Detailed explanations of the KPIs as well as an indication of the scope of the audit can be found in the respective chapters of the report. DELIVERIES MOTORCYCLES SEGMENT ↑ 71 Solid increase to prior year 194,261 2,521,514 Slight decrease to prior year 118,909 in % SHARE OF ELECTRIFIED VEHICLES IN DELIVERIES Significant increase to prior year To Our Stakeholders In 2021, the BMW Group demonstrated how profitability and transformation can go hand in glove, des- pite tough market conditions. Electric mobility is gathering pace, with delivery figures on a steep up- ward trajectory. At the same time, the BMW Group is working on digital solutions that make life more convenient for customers and provide access to a broad range of services. The BMW Group's vision of a circular economy is gradually taking shape, the ultimate goal being fully sustainable mobility. Further information is provided in the following report. ← = Q BMW GROUP 4 CORPORATE GOVERNANCE 248 Fundamental Aspects of Corporate Governance (Part of the Combined Management Report) 258 Responsibility Statement by the Company's Legal Representatives 259 Independent Auditor's Report 267 Independent Practitioner's Report 5 M REMUNERATION REPORT 5 6 OTHER INFORMATION 321 Further GRI Information 332 SASB-Index 337 TCFD-Index 341 NFS-Index 342 Consumption and Carbon Disclosures 344 BMW Group Ten-year Comparison 271 Remuneration Report BMW GROUP REPORT 2021 THE FUTURE IS DIGITAL AND Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 2 ELECTRIC, 7 Link to the Online-Report on the BMW Group's economic performance and On the way to an electric and digitalised mobility in a sustainable and circular economy. Report BMW GROUP REPORT 2021 MOTOR CARS LTD ROLLS-ROYCE MINI W CIRCULAR its ecological and social contributions. 346 Glossary and Explanation of Key Figures Combined Management Report Corporate Governance 67 TO OUR STAKEHOLDERS 1 Balance Sheet for Group and Segments at 31 December 2021 151 Products and Mobility Solutions 51 150 Statement of Comprehensive Income for Group Production, Purchasing and Supplier Network 99.1 (135.0)8 0.35 BMW Group Integrated Strategy 38 Overview of the BMW Group 34 About this Report (Part of the Combined Management Report) 5 COMBINED MANAGEMENT REPORT 2 3 GROUP FINANCIAL STATEMENTS CONTENTS 153 Cash Flow Statement for Group and Segments BMW Group in Figures 124 Outlook, Risk and Opportunity Management 121 EU Taxonomy BMW Group and Capital Markets 31 Dialogue with Stakeholders 28 The Board of Management 27 9 Statement of the Chairman of the Board of Management 157 Notes to the Group Financial Statements 155 Statement of Changes in Equity for Group Financial Performance 91 Report of the Supervisory Board 12 Employees and Society 80 21 Group Financial Statements Contents Other Information total deliveries Share of fully electrified cars in ↑ 22% TARGET ACHIEVEMENT BY 2030 >30% Share of women in management positions Share of electrified cars in total deliveries > 50% 8-10% > 10% EBIT margin Automotive segment EBT margin Group FINANCIAL TARGETS STRATEGIC TARGETS OF THE BMW GROUP ← = Q Other Information Remuneration Report TARGET ACHIEVEMENT BY 2025 ← = Q Reduction of CO2 emissions per vehicle produced The diagram provides a simplified overview of the key performance indicators (KPIs) disclosed in the report. Detailed explanations of the KPIs as well as an Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 4 -> 80% BMW Group Integrated Strategy > 20% supply chain Reduction of CO₂ emissions in the > 50% Reduction of CO2 emissions in the use phase of the vehicle ≥ 18% Return on capital employed Automotive segment indication of the scope of the audit can be found in the respective chapters of the report. TO THE CHAPTER 351 Financial Calendar 149 Income Statement for Group and Segments 6 Other Information ← = Q BMW Group in Figures BMW GROUP IN FIGURES KEY PERFORMANCE INDICATORS GROUP Profit/loss before tax in € million Workforce at year-end² Remuneration Report Share of women in management positions in the BMW Group³ EBIT margin in % RoCE in % Deliveries 4,5 Share of electrified vehicles in deliveries (in %) CO2 emissions EU new vehicle fleet (in g/km) 6,7 CO₂ emissions per vehicle produced (in tons) 10, 11, 12 MOTORCYCLES SEGMENT EBIT margin in % AUTOMOTIVE SEGMENT RoCE in % Corporate Governance Combined Management Report ← = Q 9 BMW Group in Figures 12 Report of the Supervisory Board 21 Statement of the Chairman of the Board of Management 27 Group Financial Statements The Board of Management Dialogue with Stakeholders 31 BMW Group and Capital Markets TO OUR STAKEHOLDERS 9 BMW Group Report 2021 To Our Stakeholders 28 Other Information Deliveries RoE in % 59.9 2,465,021 2,537,504 2,325,179 2,521,514 8.4 4.2 5.7 12.7 5.8 13.0 56.6 128.0 127.5 127.0 0.41 0.40 352 Contacts 8.3 FINANCIAL SERVICES SEGMENT 29.0 10.3 2017 2018¹ 2019 2020 2021 Change in % 10,675 129,932 16.0 9,627 49.8 7,118 126,016 17.2 5,222 120,726 17.8 16,060 118,909 18.8 - 1.5 5.6 9.2 77.7 7.2 4.9 2.7 134,682 17.2 Remuneration Report 2,486,149 Group Financial Statements Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q About This Report Changes in reporting and outlook for reporting requirements In light of recent and prospective changes in non-financial disclosure requirements, including the revision of the Non-Fi- nancial Reporting Directive at EU level (Corporate Sustain- ability Reporting Directive), the related development of EU reporting standards and the establishment of the Inter- national Sustainability Standards Board (ISSB) under the umbrella of the IFRS Foundation, the pace of change within the reporting environment will continue to gather momentum and increase the extent to which non-financial and financial disclosures need to be presented on an integrated basis. The BMW Group is preparing itself for these new trends by developing its internal control system to ensure that non-fi- nancial performance indicators are monitored to the same degree as financial performance indicators. In the year under report, we also complied with the disclosure requirements of the (EU Taxonomy] Regulation and expanded our reporting in line with the requirements of the Sustainability Accounting Standards Board. 7 GRI 102-48, 102-49 SASB-Index FRAMEWORKS APPLIED The BMW Group Report 2021 is based on the following re- porting and accounting standards: Combined Management Report The Combined Management Report is based on the follow- ing legal frameworks: German Commercial Code (HGB) (among other relevant legislation) Combined Non-Financial Statement (NFS) at Group and Company level in accordance with § 289 b and § 315 b HGB. 7 NFS-Index German Accounting Standards (GASS) underpinning HGB requirements Combined Management Report To Our Stakeholders BMW Group Report 2021 6 5 Corporate Governance BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report German Stock Corporation Act (AktG) Other Information ABOUT THIS REPORT (PART OF THE COMBINED MANAGEMENT REPORT) REPORTING CONCEPT Integrated reporting and corporate strategy In the BMW Group's view, a key prerequisite for a company's profitability is that its activities are compatible with external economic, ecological and social interests. Conversely, profit- ability is the prerequisite for a company's ability to develop sustainable and innovative technologies, ensure job security, and cooperate with all its business partners along a value chain that is striving to become increasingly sustainable. For this reason, since the financial year 2020, the BMW Group has kept stakeholders informed of its business performance by reporting on an integrated basis. With the Integrated Group Report 2021, we aim to provide a clear and compre- hensive insight into the BMW Group and explain our activities in a transparent, comprehensible and measurable manner. We are well aware that integrated reporting is among the subjects of an ongoing discussion currently taking place be- tween stakeholders, regulators and reporting entities. The status achieved to date is therefore still subject to constant review and continuous improvement. The BMW Group is keen to demonstrate to its shareholders how economic, ecological and social issues complement one another and are often mutually dependent, and which general external conditions influence the company and de- fine our potential to boost sustainability. For these reasons, we explain the BMW Group's corporate strategy as well as the latest developments and the way in which the business is managed on the basis of key financial and non-financial tar- gets. KPI Dashboard On 8 March 2022, the Financial Statements of BMW AG were authorised for issue by the Board of Management and the Group Financial Statements approved for publication. The BMW Group Report combines the management reports of Bayerische Motoren Werke Aktiengesellschaft (BMW AG) and the BMW Group in a Combined Management Report. About This Report Taxonomy Regulation (Regulation (EU) 2020/852 of the European Council and of the European Parliament on the Establishment of a Framework to Facilitate Sustainable Investment, and amending Regulation (EU) 2019/2088) The Combined Management Report is also based on: ← = Q Furthermore, the following reporting standards and trans- parency requirements have, for the most part, been integrat- ed in the Combined Management Report: PwC has audited the Group Financial Statements and the Combined Management Report for the year ended 31 De- cember 2021 and issued an unqualified audit opinion there- upon. Further information is provided in the Independent Audi- tor's Report and the Independent Practitioner's Report on Non-financial Disclosures. The contents of the NFS, in accordance with § 289 b and 315 b HGB, were subjected to an audit to obtain limited assurance and is denoted with the symbol [...]]. The chapter 7 Dialogue with stakeholders and the additional information pro- vided in the section Additional GRI Information were also sub- jected to a limited assurance engagement. Certain individual parts of the NFS as well as the remainder of the Combined Management Report were subjected to a reasonable assur- ance engagement. Information provided in the SASB-Index is subjected to a limited assurance review on a voluntary basis. The TCFD-Index refers to the corresponding chapter, in which the respective test levels are denoted. Material topics addressed in the NFS The material topics addressed in the NFS to ensure compli- ance with § 289 c and § 315 c HGB were determined partly on the basis of the results of the materiality analysis updated in 2018, in line with the requirements of the Global Reporting Initiative (GRI), and partly on the basis of the BMW Group's own long-term targets. For these purposes, consideration was given to the BMW Group's own business operations, products and services on the one hand and its business re- lationships (for example in the supply chain) on the other. In accordance with statutory materiality requirements, infor- mation has been aggregated in each case with a view to pro- viding an understanding of the BMW Group's course of busi- ness, results of operations and financial position, while also showing the impact of its activities on the non-financial as- pects specified in the legislation. A stakeholder survey con- ducted during the period under report with selected repre- sentatives from capital markets and academia confirmed our selection of material topics. 7 GRI 102-46, 102-49 Connection to figures in the Group Financial Statements For each topic, an assessment was carried out to identify figures reported in the financial statements that enable a better understanding of the NFS, and which therefore need to be disclosed and explained. Forward-looking statements ← = Q The BMW Group Report 2021 contains various forward-look- ing statements concerning future developments that are based on the current status of the BMW Group's assumptions and forecasts. These statements are therefore subject to a va- riety of predictable and unpredictable risks, uncertainties and other factors, which means that the actual outcome, including Editorial comments The BMW Group Report uses also the simplified term "car- bon" or the abbreviation CO₂ instead of CO₂e. Since not only carbon dioxide, but also other gases such as methane (CH4) and nitrous oxide (N₂O) contribute to climate warming to a varying extent, the impact is converted into so-called CO₂ equivalents (CO₂e). Summarised disclosures of fuel consumption, carbon emis- sions and electricity consumption are provided in the section Consumption and carbon emissions data. 8 BMW Group Report 2021 Combined Management Report Guidelines on Alternative Performance Measures issued by the European Securities and Markets Authority (ESMA) German Corporate Governance Code To Our Stakeholders that of the BMW Group's net assets, financial position and re- sults of operations, its development or performance, could differ considerably to those statements. Other Information The key figures presented in this report have been rounded in accordance with standard commercial practise. In certain cases, this may mean that figures do not add up exactly to the stated total and that percentages cannot be derived from the figures shown. Corporate Governance Task Force on Climate-related Financial Disclosures (TCFD) (TCFD-Index) UN Global Compact Progress Report: see references in GRI Content Index (GRI-Index) Global Reporting Initiative (GRI) ( GRI-Index), option "comprehensive" Group Financial Statements - The Group Financial Statements of Bayerische Motoren Werke Aktiengesellschaft for the year ended 31 December 2021 have been prepared in accordance with International Financial Reporting Standards (IFRS) as endorsed by the European Union (EU) and the supplementary requirements of § 315 e HGB. ADDITIONAL INFORMATION ON THE REPORT Sustainability Accounting Standards Board (SASB) (7 SASB-Index) Publication and scope Remuneration Report 7 GRI 102-45, 102-48, GRI-Index 102-52 External audit The entire report of BMW AG, comprising the Combined Management Report, the Group Financial Statements, the disclosures on corporate governance and the additional GRI information, has been subject to an annual independent au- dit by PricewaterhouseCoopers GmbH Wirtschaftsprüfungs- gesellschaft ("PwC" or "Auditor"). The external audit serves to underpin the reliability and trustworthiness of the infor- mation contained therein for external users. The external au- dit supports the Supervisory Board of BMW AG in fulfilling its auditing duties. Any links and/or disclosures that refer to additional information outside the BMW Group Report and the GRI Content Index are not part of the audit. The Remuner- ation Report 2021 was prepared in accordance with the require- ments of § 162 of the German Stock Corporation Act (AktG) and its content audited by PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft. 7 BMW Group Report 2021 About This Report To Our Stakeholders Combined Management Report Group Financial Statements The BMW Group Report is published annually to coincide with the BMW Group Annual Conference most recently held on 17 March 2021 - and is subsequently available in both German and English on the BMW Group website. The 7 GRI Content Index is also available on the website as a sepa- rate document. The reporting period covers the financial year from 1 January to 31 December 2021. The statements made in the report relate to the BMW Group reporting entity. Any deviations are marked accordingly. Nothing significant has changed in the reporting period with regard to the or- ganisational structure of the BMW Group. The BMW Group Report 2022 will be published on 15 March 2023. BMW GROUP CONDENSED INCOME STATEMENT in € million Revenues Cost of sales Group revenues by region were as follows: in % 2021 111,239 2020 98,990 Change in % 12.4 BMW GROUP REVENUES BY REGION 2021 2020 Gross profit EARNINGS PERFORMANCE OF THE BMW GROUP Combined Management Report ← = Q The vast majority of deliveries of vehicles are carried out by independent dealerships or other third parties, and BMW Group is reliant on such third parties to correctly re- port relevant data to BMW Group. The definition of deliveries includes vehicles delivered in the United States and Canada if the relevant dealers des- ignate such vehicles as service loaner vehicles or demon- strator vehicles. -89,253 The preparation of BMW Group's retail vehicle delivery data involves a variety of estimates and judgments, some of which are complex and all of which are inherently subjective, and is subject to other uncertainties. In addition, as BMW Group continues to enhance its policies and proce- dures regarding retail vehicle delivery data, it may not always be practicable for BMW Group to adjust prior-period data (and any such adjustments would be of a de minimis nature without any material impact on the comparability of periods). Examples of the foregoing include: Retail vehicle delivery data for periods prior to 2020 in- clude an immaterial number of pre-series vehicles that were never intended to be sold to end users (such as ve- hicles for use by government agencies in connection with safety evaluations (e.g., crash tests) or for other tests). Retail vehicle deliveries during a given reporting period do not correlate directly to the revenue that BMW Group recog- nizes in respect of such reporting period. Financial Performance * See Glossary for the definition of deliveries. BMW Group Report 2021 To Our Stakeholders Group Financial Statements Corporate Governance Remuneration Report Other Information 98 - 85,408 43 Europe 2.2 Profit before financial result 13,400 4,830 Group 100.0 2.3 100.0 Profit/loss before tax Income taxes 2,660 The retail vehicle delivery data for automobiles for BMW Group's other markets have not been adjusted for any period prior to 2020, nor have any retail vehicle delivery data for motorcycles been adjusted for any period prior to 2020. BMW Group believes the impact on BMW Group's retail ve- hicle delivery data presented in this report of such data not having been adjusted to reflect the Revised Reporting Pro- cess to be immaterial. 392 16,060 Financial result Other regions 647 Other operating income and expenses 42.4 44.3 21,986 13,582 61.9 Asia 32.5 32.1 Selling and administrative expenses -9,233 - 8,795 - 5.0 Americas 22.8 21.4 - 4.5 When presenting total retail vehicle delivery data for auto- mobiles other than model-by-model data, data relating to the years 2016 through 2019 for BMW Group's 16 most sig- nificant markets were adjusted to reflect the Revised Report- ing Process. In the years 2016 through 2019, these 16 mar- kets represented on average approximately 87% of BMW Group's total retail deliveries of automobiles. For each of the years 2016 through 2019, these revisions amounted to less than 1% of BMW Group's total retail deliveries of automobiles. % Retail vehicle delivery data* between 6 and 8 Q2: between 7 and 9 Q3: between 9.5 and 10.5 significant increase € million 16,060 (+207.5 %) significant increase Return on capital employed (ROCE]6 FINANCIAL SERVICES SEGMENT Return on equity (ROE) 118,909 (-1.5%) % 18.8 (+ 5.6%) solid increase units in g/km in tons slight decrease 2,521,514 (+8.4%) EBIT margin Return on capital employed (RoCE) 6 AUTOMOTIVE SEGMENT 5,222 Deliveries to customers' significant increase slight decrease slight increase MOTORCYCLES SEGMENT Deliveries to customers solid increase significant increase Emissions new vehicle fleet² significant decrease CO2 emissions per vehicle produced³ moderate decrease EBIT margin Share of electrified vehicles in deliveries solid increase 13.0 (+ 56.6%) significant increase 115.9 (-14.1 %)4 significant decrease 0.33 (-5.7%) 5 moderate decrease 1 Including automobiles from the joint venture BMW Brilliance Automotive Ltd. Shenyang (2021: 651,236 units). 2 EU-27 countries including Norway and Iceland; with effect from 2021, values are calculated on a converted basis in line with WLTP (Worldwide Harmonised Light Vehicles Test Procedure). 3 Efficiency indicator calculated on the basis of Scope 1 and Scope 2 emissions (i. e. a market-based method according to GHG Protocol Scope 2 guidance; mainly use of VDA emission factors as well as occasional use of local emis- sions factors). This excludes climate-changing gases (other than carbon dioxide) that are emitted in conjunction with vehicle production (BMW Group plants incl. BMW Brilliance Automotive Ltd. joint venture and Motorrad, excluding partner plant and contract manufacturing) as well as other BMW Group locations not assigned to manufacturing (e.g. research centres, sales centres, office buildings) divided by the number of vehicles generated in automobile production (BMW Group plants including the BMW Brilliance Automotive Ltd. joint venture and partner plants, excluding contract manufacturing). "For better comparability of the previous year's values with the current year under report, the 2020 NEDC figures were converted to WLTP, making adjustments for applicable flexibilities specifically from 99 g CO2/km according to NEDC (including 5 g CO2/km phase-in, 7.5 g CO2/km supercredits and 2.4 g CO2/km eco-innovations) to 135 g CO2/km according to WLTP (excluding flexibilities). In 2020, a phase-in scheme and the awarding of supercredits were possible. In 2021, these two exemptions were no longer available for the BMW Group. 5 Due to the expansion of the reporting scope during the year under report, the comparative figure (in 2020 before the adjustment: 0.31 tonnes) was revised to 0.35 tonnes. 6 Unlike the other key performance indicators, the RoCE forecast for the Automotive and Motorcycles segments is based on the change in percentage points. Glossary 97 BMW Group Report 2021 22.6 (+11.4%-points) To Our Stakeholders Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Financial Performance Combined Management Report % Q2: between 17 and 20 Q3: between 20 and 23 between 12 and 15 % 10.3 (+7.6 %-points) % 59.9 (+47.2 %-points) significant increase solid increase Q2: significant increase units 194,261 (+14.8%] significant increase % 8.3 (+3.8 %-points) % 35.9 (+20.9 %-points) significant increase between 8 and 10 significant increase In 2020, BMW Group reviewed and revised its policies and procedures for the reporting of retail vehicle delivery data for automobiles in order to further improve the reliability and validity of its retail vehicle delivery data, in particular with re- spect to the timing of the recognition of retail vehicle deliver- ies (the Revised Reporting Process). BMW Group has ap- plied the Revised Reporting Process to all markets with effect from the year 2020. While BMW Group revised retail vehicle delivery data for certain of its most significant mar- kets for the years 2016 through 2019 presented in this report, such data were not revised for BMW Group's other markets. As a result, retail vehicle delivery data presented in this re- port for the years 2016 through 2019 is not directly compar- able to such data presented for the years 2020 and 2021. Specifically, the retail vehicle delivery data for automobiles presented in this report have been revised as follows: -3,597 Group revenues were significantly higher in the financial year 2021, reflecting the impact of coronavirus-related dealership closures in the previous 12-month period (2021: € 111,239 mil- lion; 2020: € 98,990 million; + 12.4%). Sales volume was Net profit = Q 100 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements ↑ Corporate Governance Other Information ← = Q Financial Performance A substantial part of research and development expenditure in 2021 related to new vehicle models (including the all-elec- tric BMW iX and BMW i4 models and the new BMW 2 Series Active Tourer) as well as the development of digital products, automated driving and new architectures. The year-on-year rise in research and development expenses clearly reflects the increase in vehicle and module production start-up activ- ities as the BMW Group continues its electric offensive. The net amount of other operating income and expenses im- proved significantly, primarily due to the income arising on the partial reversal of the provision relating to the antitrust proceedings of the EU Commission, which was recorded in the second quarter 2021. BMW GROUP RESEARCH AND DEVELOPMENT EXPENSES Remuneration Report in € million Further information is provided in note 32 to the Group Financial Statements. In the previous year, warranty expenses were impacted by the recognition of provisions in connection with the exhaust gas recirculation cooler and other warranty-related items. 2,971 -26.2 1,401 1,345 4.2 89,253 The reduced workforce size and changeover effects resulting from the modernisation of the pension plan model in Germa- ny amounting to € 562 million had a positive impact on cost of sales and selling and administrative expenses, while higher expenses for performance-related remuneration components had an offsetting effect. Depreciation and amortisation on property, plant and equipment and intangible assets recorded in cost of sales and in selling and administrative expenses to- talled € 6,495 million (2020: € 6,143 million). 85,408 Antitrust investigation concluded In the Half-Year Report to 30 June 2021, information was provided on the conclusion of the EU Commission's antitrust proceedings in connection with allegations of colluding to restrict competition for innovation with regard to certain ex- haust treatment systems. In accordance with the updated Statement of Objections received on 20 May 2021, the EU Commission dropped most of the original charges. Remeas- urement of the provision originally recognised in the financial year 2019 gave rise to a positive impact on earnings of around one billion euros in the second quarter 2021. The pro- ceedings were concluded by settlement on 8 July 2021 and resulted in a fine of approximately € 373 million, which was paid in July 2021. Further information, in particular relating to further antitrust proceedings and civil lawsuits, is provided in note 38 to the Group Financial Statements 2021. Increase in Group net profit in 2021 also higher in 2021, whereby the increase was held down by production shortfalls due to supply bottlenecks for semicon- ductor components. However, this unfavourable impact was more than offset by improved pricing, due to both the grow- ing desire for individual mobility on the one hand and the reduced worldwide availability of products triggered by those same semiconductor component shortages on the other. In addition, revenues were also boosted by favourable product mix effects due to increased sales of high-revenue models. The semiconductor scarcity was also reflected in higher sell- ing prices on pre-owned vehicle markets, which in turn gave rise to higher revenues from the sale of lease returns. Group cost of sales rose to € 89,253 million (2020: € 85,408 mil- lion; +4.5%), mainly due to sales volume growth. Other factors influencing the increase were volume-related cost of sales for lease returns, rising raw materials and energy prices, and the higher proportion of electrified vehicles sold. Furthermore, reversals of and lower additions to credit risk al- lowances as well as the remarketing result arising on the sale of lease returns had a positive impact on cost of sales. 4.5 Research and development expenditure New expenditure for capitalised development costs Amortisation BMW GROUP PERFORMANCE INDICATORS RELATING TO RESEARCH AND DEVELOPMENT EXPENSES in % Research and development expenditure ratio¹ Capitalisation rate² 1 Research and development expenditure as a percentage of Group revenues. ² Capitalised development costs as a percentage of research and development expenditure. 2021 The size of the workforce decreased slightly to 118,909 em- ployees year-on-year and was therefore in line with expect- ations (2020: 120,726 employees; -1.5%). 2020 6.3 Change in %-pts. -0.1 36.5 36.6 -0.1 Share of women in management positions in the BMW Group 6.2 Income tax expense for the year increased to € 3,597 million (2020: € 1,365 million), mainly due to the significant year- on-year improvement in Group profit before tax. The effec- tive tax rate for the 12-month period was 22.4% (2020: 26.1%), reflecting the partial reversal in 2021 of the risk pro- vision in connection with the antitrust proceedings of the EU Commission as well as the impact of fair value measurement gains within other financial result. As forecast most recently in the Quarterly Statement to 30 September 2021, Group profit before tax of € 16,060 mil- lion was significantly higher than one year earlier (2020: € 5,222 million) and therefore in line with expectations. The increased at-equity result from the Chinese joint venture BMW Brilliance Automotive Ltd., Shenyang, amounting to € 1,727 million (2020: € 1,212 million) was another key driver of the improved financial result. Research and development expenses As a result of the various factors described above, profit before financial result jumped to € 13,400 million (2020: € 4,830 million). The financial result improved significantly to a net positive amount of € 2,660 million (2020: net positive amount of € 392 million), influenced in particular by improvements in the line items "Other financial result” and “Result from equity accounted investments". Other financial result benefited in 2021 from the continued favourable fair value development of interest rate hedges re- sulting from the rise in yield curves in the USA, whereas in the previous year the downward trend in interest rates gave 2021 2020 6,870 6,279 -2,506 -2,300 1,935 1,710 6,299 5,689 rise to fair value measurement losses on interest rate hedges. Other financial result was additionally impacted by positive valuation effects, primarily arising on investments held by the BMW i Ventures fund and on the investment in SGL Carbon shares. 2,192 - 1,365 Cost of sales Warranty expenses 14.4 5.3 9.1 Post-tax return on sales² 11.2 3.9 Pre-tax return on sales¹ 7.3 22.4 26.1 - 3.7 1 Group profit before tax as a percentage of Group revenues. ² Group net profit as a percentage of Group revenues. 3 Gross profit as a percentage of Group revenues. Effective tax rate4 "Income taxes as a percentage of Group revenues. 6.1 19.8 12,463 3,857 Earnings per share of common stock in € 18.77 5.73 Earnings per share of preferred stock in € 13.7 18.79 Change in in % 2021 2020 %-points Gross profit margin³ 5.75 BMW GROUP COST OF SALES 99 BMW Group Report 2021 1,643 1,960 - 16.2 Research and development expenses 6,299 5,689 thereof interest expense relating to financial services business 10.7 1,935 1,710 13.2 1,591 1,411 12.8 thereof amortisation of capitalised development costs Service contracts, telematics and roadside assistance -2.6 27,114 26,409 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information Financial Performance in € million Manufacturing costs 2021 2020 51,361 46,878 Change in % 9.6 Cost of sales relating to financial services business Other cost of sales Workforce at year-end +14 GROUP 2022 Source: Reuters Chinese renminbi - British pound Japanese yen Russian rouble --- US dollar 2021 2020 2019 2018 2017 50 50 60 70 60 80 140 130 30 120 110 00 Source: Reuters 100 90 The bandwidth of fluctuation in the US dollar/euro exchange rate was slightly narrower in 2021 than in the previous year. The US currency fluctuated between 1.23 and 1.12 US dollars to the euro and weakened somewhat compared to the previ- ous year with an average rate of 1.18 US dollars to the euro in 2021. Both the European Central Bank (ECB) and the US Federal Reserve (Fed) left their benchmark interest rates unchanged. Towards the end of the year, however, they announced that bond purchases would be curtailed. Post-Brexit, the British pound remains fairly close to the lower value it fell to after the 2016 referendum. However, at an average rate of 0.86 pounds to the euro, the British cur- rency was slightly stronger than in previous years. In re- sponse to the high inflation rate, the Bank of England (BoE) raised the official bank rate by 15 basis points to 25 basis points in December 2021. In China, the rapid recovery of the domestic economy and the sharp growth in exports in 2021 led to a continuous ap- preciation of the Chinese renminbi. On average over the year, the Chinese currency traded at 7.63 renminbi to the euro. Bucking the international trend, the Chinese central bank lowered the reserve requirement ratio for most banks by 50 basis points at the end of 2021, thereby easing its monetary policy in order to shore up the economy. The average exchange rate of the Japanese yen was 130 to the euro during the year under report. As in the previous year, the currencies of major emerging markets weakened again in 2021 due to the impact of the coronavirus pandemic. While the average value of the Indian rupee fell by around 3% against the euro, the Russian rou- ble depreciated by 5% and the Brazilian real by as much as 8% on average against the euro. 06 150 93 To Our Stakeholders 2020 2019 2018 2017 0 45 90 90 135 135 180 225 270 315 360 405 450 Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q BMW Group Report 2021 Financial Performance The year 2021 was marked by a pronounced shortage of raw materials, with demand outstripping supply for nearly all commodities. Average prices for steel and aluminium rough- ly doubled year-on-year, but fell again slightly towards the end of the 12-month period. Prices for precious and non-ferrous metals also followed a similar trend. After rising sharply through to mid-2021, prices fell again during the second half of the year, particularly for rhodium and palladium. Lower demand from the automotive industry also had a dampening effect on prices. Prices of raw materials for batteries, however, rose signifi- cantly, mainly due to the growing demand for electric ve- hicles. Quoted prices for cobalt, for example, were up almost twofold compared to the low for the year recorded one year earlier. Similarly, the average price of lithium almost doubled year-on-year. DEVELOPMENT OF METALS PRICES Index: December 2016 = 100 Energy and raw materials prices 2021 Index: December 2016 = 100 Supply chain bottlenecks, capacity constraints and higher energy prices caused inflation to rise in the world's major economies in 2021. Towards the end of the year, a number of central banks announced their intention to modify their pre- vious highly expansionary monetary policies. 117 Course of Business 109 Value Added Statement 107 Net Assets Position of the BMW Group 105 103 Financial Position of the BMW Group 101 Earnings Performance of the BMW Group 98 Outcomes Comparison of Forecasts with Actual 96 Overall Assessment by Management of the Financial Year 95 Profit before tax 91 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Comments on the Corporate Governance Other Information ← = Q Financial Performance 91 FINANCIAL PERFORMANCE General and Sector-Specific Environment Remuneration Report EXCHANGE RATES COMPARED TO THE EURO Financial Statements of BMW AG 16,060 million Currency markets and international interest rate environment Financial Performance ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 92 92 M ECONOMIC GROWTH DECENT WORK AND After contracting significantly in 2020, Japan's economy re- covered slightly during the first half of 2021. Despite exten- sive stimulus packages, however, the second half of the year saw a drop in economic output, with the year-on-year growth rate finishing at 1.8%. China's economic growth rate rose to 8.1% in 2021, well up on the previous year, boosted in particular by a renewed sharp rise in exports. However, the pace of growth slowed somewhat towards the end of the year due to weaker con- sumer demand. Group profit before tax (up 207.5 % on the previous year) Direct link to section € 9,870 million Profit before financial result: Automotive segment (up 356.5 % on the previous year) 7 Direct link to section €3,753 million Profit before tax: Financial Services segment AT A GLANCE (up 117.6% on the previous year) FINANCIAL PERFORMANCE GENERAL AND SECTOR-SPECIFIC ENVIRONMENT Following the pandemic-related slump in 2020, the global economy experienced an upswing in the year under report. According to the provisional calculations of the International Monetary Fund (IMF), global gross domestic product (GDP) grew by 5.9% year-on-year in 2021. All three major regions - Europe, the USA and China - saw an economic recovery. The coronavirus crisis hit countries in the eurozone harder than in other major regions. For this very reason, however, the subsequent recovery in the worst affected European countries was more pronounced. Overall, the economies of the eurozone countries grew by 5.1% year-on-year. At 2.7%, Germany's economy recorded a lower growth rate than other European countries, mainly reflecting the impact of supply shortfalls, particularly for semiconductor components. By contrast, the economies of France (+6.7%), Italy (+6.3%) and Spain (+5.0%) all grew strongly, influenced in particular by good progress made on the vaccination front, the easing of pandemic restrictions and the catch-up effects driven by pent-up demand. Despite its exit from the European Union (EU) and the im- pact of supply bottlenecks, the economy of the United King- dom (UK), which had experienced a particularly severe slump in the previous year, recovered in 2021, with GDP up by 7.0%. The US economy grew by 5.7% year-on-year. The US labour market also staged a recovery in 2021. Although the USA's employment figures have not yet returned to pre-crisis levels, some sectors are already seeing labour shortages. 7 Direct link to section 2022 Refinancing Silver thereof Brazil thereof USA Americas thereof Spain thereof Italy thereof France +10 - 12 +7 Change compared to previous year in % thereof Germany Europe +1 -3 +22 +3 Total Japan China USA COOPER Registration figures on international motorcycle markets developed as follows in the year under report: The trend on international motorcycle markets in the 250 CC plus class was predominantly positive in 2021. Worldwide, motorcycle registrations were 14% up on one year earlier, when pandemic-related factors had caused the markets to contract. Markets in Europe also showed an upward trend, with registrations up by 7% year-on-year. Among the major motorcycle markets, positive contributions to the region's re- covery came from Italy (+22%), Spain (+11%) and France (+10%). By contrast, registration figures in Germany fell sharply (-12%). Registrations in the USA rose by 15% year- on-year. The Brazilian market also performed extremely well, with registrations up by 32% after a decline one year earlier. China recorded the biggest increase with growth of 44%. International motorcycle markets +1 +1 +6 +1 -10 Change compared to previous year in % -2 +3 INTERNATIONAL MOTORCYCLE MARKETS + 11 +19 + 15 -Lithium hydroxide ---Lithium carbonate Detailed information on the BMW Group's key performance indicators is provided below in conjunction with the analysis of the Group's results of operations, financial position and net assets. Changes in the key performance indicators used for the Automotive, Motorcycles and Financial Services segments are explained in the respective sections on the segments. The following table shows the development of key per- formance indicators for the BMW Group as a whole as well as for the Automotive, Motorcycles and Financial Services seg- ments in the financial year 2021 compared to the forecasts made in the BMW Group Report 2020. Favourable selling price trends for new and pre-owned vehicles as well as the partial reversal of the provision for the EU antitrust proceed- ings resulted in the EBIT margin forecast for the Automotive segment being adjusted during the year. Due to lower risk provisioning expense recognised for expected residual value and credit risks, higher profits on the resale of lease returns and the reversal of credit risk allowances, the BMW Group also adjusted its forecast for the return on equity (ROE) range. The changes are shown below. COMPARISON OF FORE- CASTS WITH ACTUAL OUTCOMES outcome in 2021 Actual during the year in 2020 Group Report Forecast revision Forecast for 2021 BMW GROUP: COMPARISON OF THE FORECASTS FOR 2021 WITH ACTUAL OUTCOMES IN 2021 The BMW Group's results of operations, financial position and net assets are indicative of its solid financial condition. Business developed in line with management expectations. This assessment also takes into account events after the end of the reporting period. Financial Performance Other Information Remuneration Report Corporate Governance Group Financial Statements +32 Asia +31 thereof China +44 Total thereof United Kingdom (UK) OVERALL ASSESSMENT FINANCIAL YEAR Despite the global challenges driven by semiconductor com- ponent supply shortages and the impact of the coronavirus pandemic, the BMW Group can be satisfied with the course of business in the financial year 2021. 96 BMW Group Report 2021 To Our Stakeholders Combined Management Report BY MANAGEMENT OF THE thereof Spain ← = Q thereof France 90 100 Price per barrel of Brent Crude OIL PRICE TREND Whereas in the previous year, oil markets had seen negative prices for a brief period in the wake of the coronavirus pan- demic, crude oil prices rose massively in 2021. WTI-grade oil was temporarily quoted at over 84 US dollars per barrel and Brent crude at over 86 US dollars per barrel, both reaching their highest level in seven years. Prices fell again slightly towards the end of 2021, but were still well above prior-year levels. Financial Performance ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 94 Source: Working Group for the Iron and Metal Processing Industry. 2022 ― Palladium thereof Italy Cobalt STEEL PRICE TREND Index: January 2016 = 100 200 90 150 100 2017 2018 2019 2020 2021 50 80 50 70 95 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Source: Reuters Remuneration Report Financial Performance International automobile markets International automobile markets recovered slightly overall in 2021, despite the continuing supply bottlenecks reported in many markets. Registration figures for passenger cars and light commercial vehicles worldwide edged up by 1% to 73.4 million units. thereof Germany INTERNATIONAL AUTOMOBILE MARKETS 10 Europe ← = Q Price in euros Other Information 2022 - Price in US dollars 50 40 30 20 10 60 60 2017 2018 2019 2021 0 2020 229,527 4.8 Other liabilities 22,420 21,187 5.8 1.3 24.4 Total equity and liabilities 216,658 9.8 -6.0 8,644 10,932 Trade payables 45.1 -2.7 106,376 103,463 1,256 5.9 89.4 Financial liabilities 86.0 26.5 2.6 The earnings-related higher cash holdings of Group com- panies contributed to the increase in cash and cash equivalents. 1 The adjustment for exchange rate factors is calculated by applying the relevant current exchange rates to the prior-year figures. 28.4 32.7 Change in %-points 2,379 31. 12. 2020 31.12.2021 Automotive segment Group in % BMW GROUP EQUITY RATIO1 Despite the volatile situation with respect to the further course of the coronavirus pandemic and the limited avail- ability of semiconductor components, the BMW Group's re- sults of operations, financial position and net assets all im- proved during the financial year 2021. Financial liabilities decreased over the 12-month period due to the repayment of bonds (adjusted for currency effects). 100.0 Adjusted for currency effects, pension obligations decreased significantly to € 1,247 million, mainly due to actuarial gains and the positive effects arising from the modernisation of the pension model in Germany². with retail customers during the financial year 2021. The number of contracts in place with dealerships and retail cus- tomers fell by 2.6% to 3,929,583 contracts. Financial Performance ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 106 2 Further information is provided in note 4 to the Group Financial Statements. Group equity rose to € 75,132 million, driven primarily by the profit of € 12,382 million attributable to shareholders of BMW AG and reduced by the dividend payout of € 1,253 million. Deferred and current tax 16.2 -2.5 Total assets 18.3 13,537 16,009 Cash and cash equivalents 1.0 - 4.5 - 1.6 2,298 2,261 Trade receivables 6.9 4.0 6.9 14,896 15,928 Inventories 4.4 -3.0 -0.8 10,326 10,243 4.3 Other assets 1.6 229,527 6.1 216,658 2.6 -0.2 13,982 13,954 Other provisions 0.5 - 66.5 -66.2 3,693 1,247 Pension provisions 32.7 18.3 22.1 61,520 75,132 Equity EQUITY AND LIABILITIES Receivables from sales financing (adjusted for currency ef- fects] went down slightly compared to 31 December 2020, primarily due to the decrease in dealership financing, mainly in the USA, Germany, the UK and France. The currency-ad- justed decrease in dealership financing receivables was par- tially offset by rising retail customer financing. Overall, how- ever, receivables from sales financing grew slightly. A total of 1,334,853 new credit financing contracts were concluded Investments accounted for using the equity method (adjust- ed for currency effects) increased significantly over the 12-month period under report, mainly driven by the rise in the BMW Group's at-equity valuation of the Chinese joint ven- ture BMW Brilliance Automotive Ltd., Shenyang, in light of that entity's higher earnings and the fact that it did not pay out a dividend during the financial year 2021. Based on constant currencies, leased products were slightly highly than one year earlier. Although the contract portfolio under management was at a similar level compared to the previous year, leased products in the balance sheet grew as a consequence of volume growth as well as the higher aver- age financing volume per vehicle, the latter brought about by an improved product mix. Adjusted for currency effects, property, plant and equipment and intangible assets all went up year-on-year, driven by higher capital expenditure, particularly in connection with the electrifi- cation of the vehicle fleet as well as new model revisions. Adjusted for currency effects, the BMW Group's balance sheet total was slightly higher than at 31 December 2020. Including currency effects from the US dollar, the British pound and the Chinese Renminbi, amongst others, the bal- ance sheet total grew solidly compared to the previous year². 1.0 Proportion of balance sheet total in % 2021 7.0 100.0 5.9 41.5 69,121 4.5 26.2 30,315 Net value added - 1.8 11.9 11,976 10.1 11,758 intangible and investment assets Depreciation and amortisation of total tangible, 33.8 31.3 31,435 36.3 42,073 Gross value added 6.7 68.8 63.7 73,772 - 18.9 16.7 16,766 11.8 13,599 19,459 Other expenses Bought-in costs 19.3 ALLOCATION 28.2 16.6 8,555 Group 6.4 1,253 3,827 Shareholders 6.3 1,229 12.4 3,758 Government / public sector - 15.1 10.9 2,129 6.0 1,808 Providers of finance 0.3 63.0 12,244 40.5 12,286 Employees 55.8 37.0 14.9 52,355 Total output Other income Financial income Revenues WORK PERFORMED BMW GROUP VALUE ADDED STATEMENT Net value added by the BMW Group rose sharply in 2021 due to the year-on-year improvement in earnings. The value added statement shows the value of work per- formed by the BMW Group during the financial year, less the value of work bought in. Depreciation and amortisation, cost of materials, and other expenses are treated as bought-in costs in the value added calculation. The allocation state- ment applies value added to each of the participants in- volved in the value added process. The bulk of the net value added benefits the employees. The remaining proportion in the Group is retained to finance future operations. The gross value added amount treats depreciation and amortisation as a component of value added which, in the allocation state- ment, would be treated as internal financing. VALUE ADDED STATEMENT Financial Performance ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 107 2 Further information is provided in note 32 to the Group Financial Statements. 1 Equity capital as a percentage of the balance sheet total, respectively. 0.8 10.5 11.3 Financial Services segment Cost of materials * 52.1 2021 2021 in % 51.9 60,173 15.2 100.0 100,556 100.0 115,845 85.8 0.9 916 1.5 1,702 0.6 650 2.5 2,904 12.4 98.4 98,990 96.0 111,239 Change in % in % 2020 2020 in € million in € million 21.7 290 3,731 Intragroup net financing 8 3,759 3,767 Marketable securities and investment funds 2,487 9,522 12,009 Cash and cash equivalents Change 31.12.2020 31.12.2021 in € million NET FINANCIAL ASSETS AUTOMOTIVE SEGMENT In the Automotive segment, net financial assets comprised the following: was partially offset by the increase in inventories resulting from production adjustments caused by semiconductor sup- ply bottlenecks. The increase in the net cash outflow from investing activities was mainly attributable to the changes described in the Group Cash Flow Statement. The Automotive segment generated free cash flow amount- ing to € 6,354 million in 2021. The main factor influencing the increase in the net cash inflow from operating activities was the year-on-year improvement in profit before tax. Within working capital, the positive impact of higher trade payables 2,959 3,395 829 - 850 -21 6,354 Change 4,405 -2,275 - 3,933 -6,208 9,111 8,178 7,996 Financial assets in € million CASH FLOWS FINANCIAL SERVICES SEGMENT Cash and cash equivalents held by the Financial Services segment changed as follows: Financial Performance ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 103 *Excluding derivative financial instruments. 3,900 18,462 22,362 Net financial assets Automotive segment 2,522 -2,815 -2,525 Less: external financial liabilities* 3,610 21,277 24,887 1,115 12,583 2020 2021 -6,389 2,652 13,251 15,903 Change 2020 2021 Cash inflow (+)/ outflow (-) from operating activities Cash inflow (+)/outflow (-) from investing activities in € million BMW GROUP CASH FLOWS The change in the net cash outflow from financing activities mainly reflected the higher level of financial liabilities pay- able to BMW Group companies in which an investment is held as well as the lower dividend paid out for the 2020 pan- demic year. Substantial investments in property, plant and equipment and intangible assets, in particular for the launch of new ve- hicle models, resulted in a higher net cash outflow from in- vesting activities. In the previous year, proceeds from the sale of marketable securities and the receipt of a dividend from BMW Brilliance Automotive Ltd., Shenyang, also had a positive effect on the net cash flow from investing activities. The main factors driving the higher net cash inflow from op- erating activities were the Group's improved profit before tax on the one hand and the overall change in working capital on the other. Within working capital, the rise in trade payables due to higher production volumes had a favourable effect, while the increase in inventories in the Automotive segment - partially compensated by a decrease in inventories in the Financial Services segment - had an offsetting effect. Within receivables from sales financing, amounts due from retail customers went up on the back of higher business volumes. On the other hand, receivables from dealership financing fell in light of brisk demand and short standing times for ve- hicles, and therefore had an offsetting effect. The decrease in provisions mainly reflected the partial reversal in 2021 of the risk provision in connection with the antitrust proceed- ings of the EU Commission. Cash flows from operating activities are determined indirect- ly, starting with Group/segment profit before tax. By con- trast, cash flows from investing and financing activities are based on actual payments and receipts. The consolidated cash flow statements for the Group and the Automotive and Financial Services segments show the sources and applications of cash flows for the financial years 2021 and 2020, classified according to operating, investing and financing activities. Cash and cash equivalents in the cash flow statements correspond to the amounts disclosed in the balance sheet. FINANCIAL POSITION OF THE BMW GROUP ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Financial Performance To Our Stakeholders BMW Group Report 2021 101 -3,636 - 2,753 Cash inflow (+)/ outflow (-) from financing activities -6,735 Adjustment for net investment in marketable securities and investment funds Free cash flow Automotive segment Cash inflow (+)/ outflow (-) from investing activities Cash inflow (+)/outflow (-) from operating activities in € million FREE CASH FLOW AUTOMOTIVE SEGMENT Free cash flow for the Automotive segment was as follows: Financial Performance ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Cash inflow (+)/outflow (-) from operating activities Combined Management Report BMW Group Report 2021 102 971 1,501 2,472 Change in cash and cash equivalents -447 140 -307 Effects of exchange rate and changes in composition of Group 1,519 - 8,254 To Our Stakeholders 3,065 Cash inflow (+)/ outflow (-) from investing activities Effects of exchange rate and changes in composition of segment Change in cash and cash equivalents 44,700 Leased products 0.7 2.5 21,850 22,390 Property, plant and equipment 4.9 5.2 12,342 12,980 Intangible assets ASSETS Currency-adjusted change in %1 Change in % 2020 2021 in € million BMW GROUP CONDENSED BALANCE SHEET AT 31 DECEMBER NET ASSETS POSITION OF THE BMW GROUP Financial Performance ← = Q Other Information Remuneration Report Corporate Governance 41,995 Group Financial Statements 6.4 5.7 9.8 19.5 Deferred and current tax 3.3 -4.6 -3.1 7,752 7,515 Financial assets 38.1 - 1.0 3.7 84,277 87,417 Receivables from sales financing 0.5 61.9 68.8 735 1,241 Other investments 2.2 42.6 42.6 3,585 5,112 Investments accounted for using the equity method 2.9 Combined Management Report To Our Stakeholders BMW Group Report 2021 Focused capital market management, good ratings and the high level of acceptance enjoyed by the BMW Group on those markets enabled it to refinance itself on the world's debt capital markets at favourable conditions during the period under report. In addition to bonds, the BMW Group also issued commercial paper in 2021. As in previous years, all issues were in high demand, not only from institutional investors, but also from private investors in selected transac- tions. Moreover, retail customer and dealership financing receivables as well as rights and obligations from leasing contracts are securitised in the form of asset-backed secur- ities (ABS) financing arrangements. Specific banking instru- ments, such as the customer deposits used by the Group's own banks in Germany and the USA, are also deployed for financing purposes. In addition, loans are taken from inter- national banks. Financing measures undertaken at corporate level ensure access to liquidity for the Group's operating subsidiaries at standard market conditions and consistent credit terms. Funds are acquired in line with a target liability structure, comprising a balanced mix of financing instruments. The use of longer-term instruments to refinance the Group's Finan- cial Services business and the maintenance of a sufficiently high liquidity reserve serves to rule out any imminent liqui- dity risk for the portfolio. This conservative financial ap- proach also has a favourable effect on the Group's rating. Further information is provided in the section "Liquidity risks" within the chapter 7 Outlook, Risk and Opportunity Management. 3. Focus on value through the optimisation of financing costs 2. Autonomy through the diversification of refinancing in- struments and investors 1. The ability to act through permanent access to stra- tegically important capital markets A broad range of instruments on international money and capital markets is used to refinance worldwide operations. Funds raised are used almost exclusively to refinance the BMW Group's Financial Services business. The overall ob- jective of Group financing is to ensure the solvency of the BMW Group at all times, focusing on three areas: REFINANCING The main factor driving up net cash inflow from operating activities was the increase in segment profit before tax. Fur- thermore, a reduction in dealership inventories and the as- sociated reduction in receivables from sales financing, pri- marily dealership financing, had a positive effect, while the increase in retail customer financing had an offsetting im- pact. The decrease in inventories as a consequence of strong demand for lease returns also had a positive impact. The change in the net cash inflow from investing activities was attributable to the combined effect of higher outflows for in- vestments in and lower inflows from sales of marketable securities. - 206 - 180 788 608 110 -96 -121 - 2,508 -2,629 - 350 424 74 497 2,762 3,259 Change 2020 2021 In 2021, the BMW Group issued bonds totalling approxi- mately € 6.9 billion. The BMW Group refinanced itself by means of 144A transactions with a total volume of 4.5 billion US dollar on the US capital market and by means so-called Panda bonds with a volume of 9.5 billion Chinese renminbi on the Chinese capital market. Activities on international capital markets were rounded off by one euro benchmark 104 BMW Group Report 2021 To Our Stakeholders 105 The BMW Group continued to deploy robust liquidity-related measures throughout 2021 to ensure its ability to act flexibly and independently at all times. Thanks to the combination of financing measures taken and the high free cash flow gener- ated during the year, liquidity on hand totalled € 20.2 billion at 31 December 2021 and was therefore significantly higher than the previous year's corresponding figure of € 17.8 bil- lion. * Measured at the exchange rate on the trade date of the respective transaction. 1.4 13.0 Commercial Paper 1.6 Australian Medium Term Notes 30.7 50.0 Euro Medium Term Notes Amount utilised* Cash inflow (+)/ outflow (-) from financing activities Programme volume Programmes The credit line was not being utilised at 31 December 2021. Further information with respect to financial liabilities is provided in notes 31, 35 and 39 to the Group Financial Statements. The BMW Group also has access to a syndicated credit line, which was renegotiated in July 2017. The syndicated credit line of € 8 billion has a term ending in July 2024 and is being made available by a consortium of 44 international banks. The following table provides an overview of amounts utilised at 31 December 2021 in connection with the BMW Group's money and capital market programmes: bond amounting to € 1.5 billion and a bond denominated in Canadian dollars with a total value of 0.5 billion Canadian dollar. ABS transactions with a total financing volume equiv- alent to € 15.1 billion were executed in 2021, including both new and rolled-over ABS transactions. During the year under report, the BMW Group was party to ABS transactions in the following markets: Australia, Canada, China, France, Germa- ny, Japan, South Africa, South Korea, Switzerland, the USA and the UK. Financial Performance ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report in € billion 13.0 12.6 81 Combined Management Report To Our Stakeholders BMW Group Report 2021 110 4 ix Group Financial Statements 47 Consumption and carbon emissions. ² See 7 Glossary for definition of deliveries. (2021: 651,236 units; 2020: 602,247 units). 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang in units lutants. With a total of 328,3143 units, deliveries jumped sharply by 70.4% in the year under report (2020: 192,662³ units). De- mand was particularly strong for the Group's all-electric models and delivery figures more than doubled year-on-year to 103,8543 units (2020: 44,5413 units; +133.2%). Their share of total delveries was 4.1% (2020: 1.9%) in the year under report. Two additional all-electric models, the BMW iX4 and the BMW i44, went on sale towards the end of 2021, both of which have been highly acclaimed in the trade press. By the end of the period under report, the BMW Group had a total of 14 electrified models on the roads. In 2022, the prod- uct range will be expanded to include the all-electric BMW i7 luxury sedan and the BMW iX1. The increased share of deliv- eries accounted for by electrified vehicles and the rigorous use of Efficient Dynamics technologies enabled further pro- gress to be made in decarbonising fleet emissions. Further information is provided in the chapter 7 Carbon emissions and pol- 3 Includes the joint venture BMW Brilliance Automotive Ltd., Shenyang. Corporate Governance Remuneration Report Other Information 2.8 China 33.6 Italy Other 25.8 as a percentage of sales volume BMW GROUP MARKETS 2021 LARGEST AUTOMOBILE - Sales also recovered well in the Americas region during the year under report, with delivery numbers rising to 451,747 units (2020:379,714 units; +19.0%). A total of 368,032 units were delivered in the USA (2020: 307,876 units; +19.5%). In the UK, sales of all three brands totalled 164,344 units (2020: 163,174 units; +0.7%), marginally up on the previous year's figure. France and Italy, however, both recorded double-digit growth rates. Sales in France, for example, rose to 76,845 units (2020: 69,880 units; +10.0%), while in Italy the BMW Group delivered a total of 70,224 units (2020: 62,538 units; +12.3%). Europe saw a slight increase in the number of deliveries to 949,124 units (2020: 913,642 units; +3.9%). In Germany, however, the impact of the coronavirus pandemic became even more pronounced at the beginning of 2021, a fact re- flected in weak sales figures during the early stages of the year. Over the year as a whole, a total of 266,818 units were delivered, well down on the previous year (2020: 285,019 units; -6.4%). Deliveries of BMW, MINI and Rolls-Royce brand vehicles in Asia rose solidly to a new high of 1,067,9141 units (2020: 986,464 units; +8.3%). The sales figure for China grew by 8.9%, also resulting in a new record level of 847,9351 units (2020: 778,412¹ units). Sales volume situation in main markets: new record set in China Financial Performance ← = Q Deliveries of electrified vehicles at record level Electric mobility continues to gain in significance for the en- tire sector and is a key driver of sales volume growth for the BMW Group. The trend is reflected in the sharp rise in the sale of electrified models offered by the BMW and MINI brands. France Deliveries² of BMW brand vehicles grew by 9.1% to 2,213,7901 units (2020: 2,028,8411 units). MINI also recorded an in- crease, with deliveries rising to 302,138 units (2020: 292,582 units; +3.3%). Rolls-Royce Motor Cars delivered a total of 5,586 units (2020: 3,756 units; +48.7%), the highest figure recorded for the luxury marque to date. Automotive segment Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 109 Remuneration Report Minority interest 0.3% Shareholders Providers of finance 6.0% Group 28.2% 12.4 % sector Government/public 12.6 % Other Information ← = Q Financial Performance COURSE OF BUSINESS 70.4 192,662 328,314 133.2 44,541 103,854 51.5 148,121 224,460 BMW Group PHEV BMW Group BEV Total Change in % 2020 2021 DELIVERIES OF ELECTRIFIED MODELS BMW Group retains leadership in premium segment Despite global challenges such as semiconductor component supply issues and the impact of the coronavirus pandemic, the BMW Group can be satisfied with the positive course of business in the financial year 2021. Driven by brisk demand and an attractive product range, automobile deliveries grew by a solid 8.4% to a total of 2,521,514¹ BMW, MINI and Rolls- Royce brand vehicles (2020: 2,325,1791 units), enabling the BMW Group to extend its lead in the premium segment. Employees 40.5 % 3.0 USA 778.4 847.9 thereof China¹ 847.7 871.8 930.8 724.7 986.5 Asia¹ 358.8 355.4 375.7 307.9 368.0 1,067.9 635.8 595.0 Other markets Minority interest 37 Consumption and carbon emissions. 2 Retail vehicle delivery data presented for 2020 and 2021 is not directly comparable to such data presented for previous years. For further information on retail vehicle delivery data, please see Comparison of Forecasts with Actual Outcomes. 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2019: 538,612 units; 2018: 455,581 units; 2017: 385,705 units). 2,465.0 2,486.1 2,537.5 2,325.2 2,521.5 Total1 59.3 59.9 52.2 45.4 52.8 thereof USA Korea 456.1 472.9 Europe The BMW brand set a new record in 2021, delivering a total of 2,213,7901 units (2020: 2,028,8411 units; +9.1%). The core brand's growth was mainly attributable to its youthful, at- tractive range of models. The BMW X family in particular re- mained extremely popular. The BMW X3 and BMW X4 model revisions launched in 2021 made a significant contribution to the brand's strong overall sales performance. The figure in- cluded 37,938 units of the new BMW iX33, which means ap- proximately every tenth BMW X3 vehicle delivered worldwide was all-electric. BMW brand sets new record 2017 2018 2020 thereof Germany 2021 BMW GROUP DELIVERIES OF VEHICLES BY REGION AND MARKET 2 Germany 10.6 6.5 UK 14.6 3.1 in 1,000 units thereof UK Americas 949.1 379.7 451.7 242.4 236.8 233.8 163.2 164.3 1,101.9 296.5 310.6 330.5 285.0 266.8 1,097.4 1,081.6 913.6 457.1 26.2% 2019 Net 30,315 100.0 19,459 100.0 55.8 * Cost of materials comprises all primary material costs incurred for vehicle production plus ancillary material costs (such as customs duties, insurance premiums and freight). 108 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements 0.3 Remuneration Report Other Information ← = Q Financial Performance BMW GROUP VALUE ADDED 2021 in % Other expenses 11.8 % Depreciation and amortisation 10.1% Cost of materials 51.9 % Net value added - 1.2 Corporate Governance 82 value added 0.4 - 1,460 2,199 Other operating income - 6,451 Research and development expenses -3,243 Administrative expenses - 3,858 Selling expenses 2021 88,526 -72,283 16,243 1,237 Financial Performance Results of operations -2,747 -4,030 11,314 - 63,726 75,040 2020 Gross profit Cost of sales Revenues in € million BMW AG INCOME STATEMENT - 1,250 -5,394 At € 1,935 million, the Automotive segment's financial result was significantly up on the previous year (2020: € 560 mil- lion). As described above, the main driving factors in this re- spect were the improved result from the at-equity accounted Chinese joint venture BMW Brilliance Automotive Ltd., Shen- yang, positive valuation effects recognised in other financial result arising on investments held by the BMW i Ventures fund and on the investment in SGL Carbon shares. A large proportion of the research and development ex- penses incurred in 2021 are related to new vehicle models (including the all-electric BMW iX and BMW 14 models and the new BMW 2 Series Active Tourer) as well as to the devel- opment of digital products, automated driving and new ar- - 280 - 1,068 4,927 -214 1,720 -17 4,910 Due to its significance in the Group and its close ties with Group companies, expectations for BMW AG with respect to its non-financial performance indicators correspond largely to the BMW Group's outlook. This is described in detail in the 7 Outlook, Risk and Opportunity Management section of the Combined Management Report. 1,702 - 1,083 3,827 -449 1,253 Other operating expenses -426 Result on investments Income taxes Profit after income tax Other taxes Net profit Transfer to revenue reserves Unappropriated profit available for distribution Revenues increased by € 13,486 million in 2021, primarily re- flecting year-on-year sales volume growth. In geographical terms, the greater part of the increase was generated in the USA, China and Rest of Europe. Revenues totalled € 88,526 million (2020: € 75,040 million), of which Group internal revenues accounted for € 60,373 million (2020: € 49,348 million) or 68.2% (2020: 65.8%). Cost of sales went up by 13.4% to € 72,283 million, mostly due to sales volume growth. Gross profit rose by € 4,929 million to € 16,243 million. 3,084 Overall, selling expenses decreased slightly and general ad- ministrative expenses increased significantly. Financial result ← = Q Other Information Remuneration Report 29.9 28.4 29.7 26.0 0 2017 2018 2019 28.9 2020 CONTRACT PORTFOLIO RETAIL CUSTOMER FINAN- CING OF FINANCIAL SERVICES SEGMENT 2021 in % per region Asia/Pacific 7.8 China 14.2 EU Bank² 18.3 2021 Europe/ FINANCING 20.8 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Financial Performance LEASING 20.7 BMW GROUP NEW VEHICLES FINANCED OR LEASED BY FINANCIAL SERVICES SEGMENT1 52.2 50.1 49.8 50.5 46.7 | 22.3 21.2 21.4 in % chitectures. Research and development expenses rose by 19.6% year-on-year, reflecting the increase in vehicle and module production start-up activities as the BMW Group continues its electric offensive. Middle East/Africa 35.2 Due to adjustments in delivery figures, numbers have been adjusted retroactively, 7 Glossary. ← = Q Financial Performance COMMENTS ON THE FINANCIAL STATEMENTS OF BMW AG Bayerische Motoren Werke Aktiengesellschaft (BMW AG), based in Munich, Germany, is the parent company of the BMW Group. The comments on the BMW Group and the Au- tomotive segment provided in earlier sections apply to BMW AG, unless presented differently in the following sec- tion. The Financial Statements of BMW AG are drawn up in accordance with the provisions of the German Commercial Code (HGB) and the relevant supplementary provisions con- tained in the German Stock Corporation Act (AktG). The key financial performance indicator for BMW AG is the dividend payout ratio (unappropriated profit of BMW AG in accordance with HGB in relation to net profit for the year of the BMW Group in accordance with IFRS). The key non-fi- nancial performance indicators are essentially identical and concurrent with those of the BMW Group. These are de- scribed in detail in the Financial Performance section of the Combined Management Report. Differences in accounting treatments based on HGB (used for the Company Financial Statements) and IFRS (used for the Group Financial Statements) are mainly to be found in connection with the capitalisation of intangible assets, the creation of valuation units, the recognition and measure- ment of financial instruments and provisions as well as the recognition of deferred tax assets. Differences also arise in the presentation of assets and liabilities and of items in the income statement. Business environment and review of operations The general and sector-specific environment of BMW AG is essentially the same as that of the BMW Group and is de- scribed in the ▾ Financial Performance section of the Combined Management Report. Other Information BMW AG develops, manufactures and sells automobiles and motorcycles as well as spare parts and accessories manu- factured in-house, by foreign subsidiaries and by external suppliers, and performs services related to these products. Sales activities are conducted primarily through branches, subsidiaries, independent dealerships and importers. Bene- fiting mainly from the diminishing impact of the coronavirus pandemic, automobile deliveries increased by 187,648 units to 2,437,591 units in the financial year 2021. This figure in- cludes 674,995 units relating to series sets supplied to the joint venture BMW Brilliance Automotive Ltd., Shenyang, an increase of 76,142 units over the previous year. Despite the global challenges driven by semiconductor sup- ply shortages and the impact of the coronavirus pandemic, BMW AG can be satisfied with the course of business in the financial year 2021. The BMW Group's results of operations, financial position and net assets of the financial year 2021 are indicative of its solid financial condition. Business developed in line with management expectations. This assessment also takes into account events after the end of the reporting period. 118 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance At 31 December 2021, BMW AG employed a workforce of 83,308 people (31 December 2020: 84,668 people). Americas 24.5 Remuneration Report Group Financial Statements 2 With effect from the fourth quarter 2019, the EU Bank comprises BMW Bank GmbH and its branches in Italy, Spain and Portugal. The former subsidiary in France was transferred for organisational purposes to the Europe / Middle East/ Africa region in conjunction with strategic realignments. Under the brand name Alphabet, the Financial Services seg- ment's fleet management business primarily offers leasing and financing arrangements as well as specialist services to commercial customers. At 31 December 2021, the contract portfolio stood at 696,393 contracts (2020: 704,977 con- tracts; -1.2%). Dealership financing significantly lower The dealership financing line of business was impacted by a significant reduction in vehicle inventories held by dealer- ships at the end of the year, mainly due to constraints on new vehicle production caused by semiconductor shortages on the one hand and the high demand for new and pre- owned vehicles on the other. As a result, the volume of deal- ership financing decreased significantly by 19.0% to € 13,149 million at 31 December 2021 (2020: € 16,241 million). Results of operations of the Financial Services segment Financial Services segment revenues increased to € 32,867 million (2020: € 30,044 million; +9.4%), driven in particular by the higher level of revenues generated with end-of-contract business on the back of ongoing favourable conditions on pre-owned vehicle markets. Segment cost of sales went up by € 791 million (2020: € 26,958 million; +2.9%), mainly due to increased costs associated with the sale of returned lease vehicles. At the same time, the remarketing values of those vehicles also surged, with a corresponding positive impact on earn- ings. Moreover, segment earnings benefited from the un- changed low level of allowances required to be recognised for credit risks. This contrasts with the situation one year ear- lier, when earnings were impacted by additional risk provi- sioning expenses for credit and residual value risks in light of the coronavirus pandemic. The Financial Services segment's profit before tax rose sig- nificantly to € 3,753 million (2020: € 1,725 million). Return on equity (ROE) finished at 22.6%, significantly high- er than the level recorded one year earlier (2020: 11.2%; +11.4 percentage points). The main reason for the increase was the improved risk profile throughout the year in par- ticular thanks to better remarketing outcomes and lower ex- penses for credit risk allowances. Corporate Governance - Other Entities segment/Eliminations The Other Entities segment recorded a profit before tax of € 531 million in the financial year under report (2020: loss before tax of € 235 million). The turnaround was primarily attributable to the improvement in other financial result, which benefited from the recognition of fair value measure- ment gains on interest rate hedges entered into with match- ing maturities in conjunction with the refinancing of Financial Services business in a period of rising rather than falling in- terest rates. Eliminations gave rise to a loss before tax of € 257 million (2020: profit before tax of € 910 million). The deterioration here reflected the higher volume of leasing-business-related eliminations required, primarily due to the year-on-year in- crease in new leasing business, both in terms of sales vol- ume and contract values. 17 117 BMW Group Report 2021 To Our Stakeholders Combined Management Report The RoE in 2021 was therefore in line with the revised fore- cast of between 20 and 23%. Originally, an RoE within a range of 12 to 15% was predicted for 2021 in the BMW Group Report 2020. Other operating income increased to € 2,199 million (2020: € 1,237 million), primarily due to income arising on the partial reversal of the provision relating to EU Commission antitrust proceedings. Remuneration Report Income from profit transfer agreements with Group com- panies, reported in the line item Result on investments, was similar to one year earlier. 3,077 Prepaid expenses Current assets Cash and cash equivalents Marketable securities 10,093 3,336 9,995 3,849 4,071 229 422 Pension provisions 18,939 Other provisions 21,019 Provisions 10,322 24,462 Liabilities to subsidiaries 73 72 4,785 6,531 10,417 Trade payables 45,036 101 1 Liabilities to banks 6,822 8,824 39,472 Other receivables and other assets Receivables from subsidiaries 27 Investments 11,013 12,096 Revenue reserves 12,520 12,740 5,067 Property, plant and equipment 2,342 Capital reserves 488 704 660 662 2,239 3,826 Unappropriated profit available for distribution 3,827 26 Registered profit-sharing certificates 778 758 Trade receivables 5,748 7,287 Inventories 15,165 18,927 Equity 16,834 18,511 Tangible, intangible and investment assets 1,253 23,404 Other operating expenses increased slightly to € 1,460 mil- lion (2020: € 1,250 million) and, as in the previous year, com- prised mainly expenses from financing transactions and ad- ditions to other provisions. Surplus of pension and similar plan assets over liabilities Total assets 1,261 Intangible assets 2021 2020 in € million 2021 2020 ASSETS EQUITY AND LIABILITIES IFRS) within a range of between 30% and 40%. Up to the financial year 2021, the payout ratio was defined as the un- appropriated profit of BMW AG in accordance with HGB in relation to the Group net profit in accordance with IFRS (2021: 30.7%). For the financial year 2022, BMW AG expects an unchanged dividend payout ratio (unappropriated profit of BMW AG in accordance with HGB in relation to the Group net profit at- tributable to shareholders of BMW AG in accordance with Outlook BMW AG is integrated in the Group-wide risk management system and internal control system of the BMW Group. Fur- ther information is provided in the Internal Control System chap- ter of the Combined Management Report. BMW AG's performance is essentially dependent on the same set of risks and opportunities that affect the BMW Group and which are described in detail in the 7 Outlook, Risk and Opportunity Management chapter of the Combined Man- agement Report. As a general rule, BMW AG participates in the risks entered into by Group companies in proportion to the respective shareholding percentage. At the same time, the result on investments has a significant impact on the earnings of BMW AG. Risks and opportunities Subscribed capital Cash and cash equivalents increased by € 2,002 million to € 8,824 million, mainly due to surpluses from operating ac- tivities. Cash outflows for investments in fixed assets had an offsetting effect. in € million ← = Q The financial result deteriorated by € 146 million, mainly due to lower income from designated plan assets offset against pension obligations. The expense for income taxes related primarily to current tax for the financial year 2021. After deducting the expense for taxes, the Company reports a net profit of € 4,910 million, compared to € 1,702 million in the previous year. Subject to the shareholders' approval of the appropriation of results at the Annual General Meeting, the unappropriated profit available for distribution amounts to € 3,827 million (2020: € 1,253 million). As a percentage of Group net profit, the dividend corresponds to a payout ratio of 30.7% (2020: 32.5%), which is therefore within the forecasted target range of 30% to 40%. 119 119 Financial Performance Financial and net assets position BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Other Information BMW AG BALANCE SHEET AT 31 DECEMBER Liquidity within the BMW Group is ensured by means of a li- quidity concept applied uniformly across the Group. This in- volves concentrating a significant part of the Group's liquid- ity at the level of BMW AG. An important instrument in this context is the cash pool based at BMW AG. The liquidity pos- ition reported by BMW AG therefore reflects the global activ- ities of BMW AG and other Group companies. Deferred income increased by € 264 million to € 3,879 mil- lion and included primarily amounts for services still to be performed relating to service and maintenance contracts. Liabilities to subsidiaries increased to € 24,462 million (2020: € 23,404 million), mainly in connection with intra- group refinancing. 57,640 3,615 BMW Group Report 2021 3,879 64,705 Total equity and liabilities Deferred income Capital expenditure on intangible assets and property, plant and equipment in the year under report totalled € 3,304 mil- lion (2020: € 2,790 million), up by 18.4% compared to the previous year. Depreciation and amortisation amounted to € 2,846 million (2020: € 2,646 million). 28,511 Liabilities 57,640 64,705 221 462 Other liabilities 31,456 Investment assets increased to € 5,067 million (2020: € 3,826 million) mainly due to a non-cash contribution re- corded in capital reserves in the amount of € 957 million at the level of BMW INTEC Beteiligungs GmbH, Munich. Inventories rose to € 7,287 million (2020: € 5,748 million), primarily due to higher levels of bought-in goods for resale, work in progress and finished goods. Receivables from subsidiaries increased to € 21,019 million (2020: € 18,939 million), mainly reflecting the higher level of intragroup trade receivables. Other provisions decreased slightly from € 10,093 million to € 9,995 million due to the utilisation and partial reversal of the provision relating to EU Commission antitrust proceed- ings. This was mainly offset by additions to personnel-relat- ed provisions and provisions for statutory and non-statutory warranty and product guarantee obligations. Provisions for pensions increased from € 229 million to € 422 million, after offsetting of pension plan assets against pension obligations. In order to secure pension obligations, cash funds totalling € 1,081 million were transferred to BMW Trust e. V., Munich, in conjunction with a Contractual Trust Arrangement (CTA), to be invested in plan assets. Plan assets are offset against the related guaranteed obligations. The resulting surplus of assets over liabilities is reported in the BMW AG balance sheet on the line item Surplus of pension and similar plan assets over liabilities. Equity increased by € 3,762 million to € 18,927 million due to the higher level of unappropriated profit reported, which was, in turn, attributable to the combined effect of the previ- ous year's lower dividend payout and the higher transfer to other revenue reserves as well as the issue of shares of pre- ferred stock in conjunction with the Employee Share Pro- gramme in 2021. The equity ratio changed from 26.3% to 29.3%. The increase in other receivables and other assets to € 4,071 million (2020: € 3,849 million) was mainly attributa- ble to higher tax receivables. The decrease in financial mar- ket receivables had an offsetting effect. Financial Performance ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 120 1,086 116 Group Financial Statements 1 The calculation only includes automobile markets in which the Financial Services segment is represented by a consolidated entity. 4.5 8.3 EBIT margin² 2.8 15.0 17.8 3.8 7.6 10.3 6.0 11.6 17.6 Change in %-points 2020 2.7 2021 1 Gross profit as a percentage of segment revenues. 114 Figures for the USA were also significantly higher than in the previous year, with deliveries rising at a double-digit rate to 16,030 units (2020: 12,135 units; +32.1%). The pic- ture was similar in China, where deliveries climbed by 21.4% to 14,309 units (2020: 11,788 units). Brazil also saw a slight increase, with deliveries rising to 11,150 units (2020: 10,707 units; +4.1%). In Europe, sales volume grew solidly by 8.9% to 111,126 units in 2021 (2020: 102,026 units). Excellent sales performances were recorded for France with 19,887 units (2020: 17,539 units; +13.4%), Italy with 16,034 units (2020: 13,918 units; +15.2%) and Spain with 12,616 units (2020: 11,030 units; +14.4%). Within a generally contracting market, deliveries in Germany fell moderately to 25,972 units (2020: 27,516 units; -5.6%). Sales volume growth in nearly all markets BMW Motorrad reports best sales performance to date The Motorcycles segment had the most successful year in its history with a total of 194,261 units delivered during the year under report (2020: 169,272 units), 14.8% up on the previ- ous year. Despite the ongoing impact of semiconductor shortages and pandemic-related issues, the revised outlook for the full year, as communicated in the quarterly statement to 30 September 2021, was achieved within a generally fa- vourable market environment. Motorcycles segment Financial Performance 2 Profit before financial result as percentage of segment revenues. ← = Q Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 Other Information New models launched in the year under report In line with expectations, the Automotive segment's RoCE for 2021 rose sharply to 59.9% (2020: 12.7%; +47.2 percent- age points), mainly due to the considerable year-on-year rise in EBIT on the one hand and the lower volume of capital em- ployed on the other, the latter attributable primarily to lower average inventories during the financial year under report. Gross profit margin¹ New milestone in BMW M success story The BMW Group marked a new milestone in the success story of its BMW M brand in 2021, delivering a total of 163,541 units of its high-performance models (2020: 144,231 units), 13.4% up on the previous year. The new BMW M31 and BMW M41 as well as the BMW X5 M1 and BMW X6 M¹ Sports Activity Vehicles all contributed signifi- cantly to the sales growth recorded in 2021. DELIVERIES OF BMW VEHICLES BY MODEL VARIANT 1,2 in units 2021 2020 ↑ The BMW brand brought a variety of new vehicles to market in 2021. For example, at the beginning of the year, the all-electric BMW iX31 was launched in Europe, followed in March 2021 by the BMW 320e¹ and BMW 520e¹. These two new entry-level models with plug-in hybrid drive systems are part of the BMW 3 Series and BMW 5 Series respectively. The BMW X3 and BMW X4 model revisions were launched during the summer. The second generation of the BMW 4 Series Gran Coupé celebrated its market début in the autumn. The all-new BMW iX and BMW i4 models were added to the all-electric vehicle product range in November 2021. The BMW 2 Series Coupé was launched on the North American market towards the end of the year under report, with other markets following in early 2022. = Q 12.0 To mark its 50th anniversary in 2022, the BMW M brand will continue its market offensive with the addition of new all-electric models, starting with the BMW iX M601, which celebrated its world première on the North American market at the beginning of 2022. Together with the BMW 14 M501, the BMW Group is also focusing on electric mobility in the high-performance class. BMW 1 Series / BMW 2 Series 265,964 268,915 -1.1 Share of BMW Change in % deliveries 2021 in % Profit before tax for the year amounted to € 11,805 million and was therefore significantly higher than one year earlier (2020: € 2,722 million). Numerous new BMW brand products Other Information MOTORCYCLES EBIT margin² Gross profit margin¹ AUTOMOTIVE in % BMW GROUP MARGINS BY SEGMENT Financial Performance 111 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report 1=1 - The BMW Group brought five new motorcycle models and three model revisions onto the market in 2021. The first of these was the M 1000 RR the first M model from BMW Motorrad to be powered by a high-performance in-line four-cylinder engine - which was launched in February 2021 in the Sports segment. The same month saw the launch of the R 18 Classic in the Heritage segment, based on the high-capacity 1,800 cc R18 boxer engine. The launch was followed in March 2021 by the model revisions of the G 310 R (Roadster segment), the G 310 GS (Adventure segment) and the R 1250 RT (Tour segment). The S 1000 R was also added to the model range in the Roadster segment in May. Last but not least, in September, BMW Motorrad launched the R 18 B and the R 18 Transcontinental models in the Heritage seg- ment – two further derivatives of the 1,800 cc boxer family. Financial Services segment Record segment profit before tax The ROCE for the Motorcycles segment in 2021 was 35.9% and therefore significantly higher than one year earlier (2020: 15.0%; +20.9 percentage points), mainly due to the im- proved EBIT performance, and was therefore in line with the revised outlook communicated in the quarterly statement to 30 September 2021. Profit before tax for the year was significantly higher at € 228 million (2020: € 100 million), mostly driven by favour- able product mix effects and year-on-year sales volume growth, the latter also partially reflecting the adverse impact of coronavirus-related dealership closures in the previous year. The Motorcycles segment EBIT margin (profit before finan- cial result as a percentage of revenues) came in at 8.3% (2020: 4.5%; +3.8 percentage points) and thus within the forecast target range of between 8 and 10%. Results of operations of the Motorcycles segment Financial Performance The financial year 2021 was a successful one for the Finan- cial Services segment, with profit before tax up by 117.6% to € 3,753 million (2020: € 1,725 million). In the previous year, additional risk provisioning expenses for credit and residual value risks had had a negative impact on earnings. The year under report, however, was influenced by the exceptionally positive trend on pre-owned vehicle markets, particularly in the USA and the UK. The upturn on the pre-owned market caused the remarketing values of lease returns to increase sharply. Alongside this favourable development, segment earnings also benefited from the unchanged low level of al- lowances that needed to be recognised for credit risks. The credit loss ratio on the total credit portfolio fell to a historical- ly low level of 0.18% at 31 December 2021 (2020: 0.21%), comprising 0.11% (2020: 0.16%) for leasing business and 0.28% (2020: 0.31%) for credit financing business with re- tail customers. Further information on risks and opportun- ← = Q Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 Other Information 115 ities in the Financial Services segment is provided in the chapter Risk and opportunity management. New business with retail customers moderately up on previous year 2018 2017 | 4,926 5,577 5,486 5,592 In balance sheet terms, business volume grew slightly by 4.8% to stand at € 139,530 million at the end of the reporting period (2020: € 133,093 million). 5,235 CONTRACT PORTFOLIO OF FINANCIAL SERVICES SEGMENT WITH RETAIL CUSTOMERS At 31 December 2021, the contract portfolio with retail cus- tomers comprised 5,577,011 contracts and was therefore at a similar level to one year earlier (2020: 5,591,799 contracts; -0.3%). In regional terms, China grew at the fastest rate, registering a 9.0% year-on-year increase. The Asia/Pacific region finished at a similar level to the previous year (+0.3%). By contrast, the Americas (-2.2%), the EU Bank² (-1.7%) and the Europe/Middle East/Africa regions (-1.7%) all reg- istered slight contract portfolio decreases. The share of new BMW Group vehicles either leased or fi- nanced by the Financial Services segment stood at 50.5%¹ (2020: 49.8%; +0.7 percentage points). The total volume of new credit financing and leasing con- tracts concluded with retail customers during the 12-month period amounted to € 63,414 million, significantly up on the previous year (2020: € 57,200 million; +10.9%). Business with pre-owned vehicles also developed positively, with the number of new contracts signed up by 1.4%. In total, 411,520 new credit financing and leasing contracts for pre-owned BMW and MINI brand vehicles were signed dur- ing the year under report (2020: 405,713 contracts). A total of 1,956,514 new credit financing and leasing contracts were signed with retail customers during 2021 (2020: 1,845,271 contracts; +6.0%). The improved performance in 2021 reflected growth in both new credit financing business (+7.8%) and new leasing business (+2.4%). The biggest in- creases were registered in China and the USA. Overall, leas- ing accounted for 31.8% and credit financing for 68.2% of new business. in 1,000 units 15 In addition, a number of series production models were pre- sented to the public during the year under report, including the C 400 GT and C 400 X Scooter models in March and the K1600 GT, K1600 GTL and K1600 B Tourer models in October. BMW Motorrad systematically continued to pursue its elec- tric mobility strategy throughout the year under report, in- cluding the unveiling of the CE 04 Electric Scooter (Urban Mobility segment) in July 2021. The launch of this new prod- uct is scheduled for the first half of 2022. - 2021 2020 2019 2018 2017 BMW GROUP MARKETS 2021 0 194.3 169.3 165.6 164.2 175.2 BMW GROUP DELIVERIES OF MOTORCYCLES in 1,000 units ||||| LARGEST MOTORCYCLE as a percentage of sales volume Germany 13.4 New products unveiled: systematically embracing electrification The BMW Group unveiled the BMW Motorrad Vision Amby at the IAA Mobility in 2021. This completely new concept motor- cycle has been designed as an electrified vehicle that com- bines the typical elements of a bicycle and a motorcycle. To- gether with the all-electric CE 02 concept vehicle, which was presented to the public online in September, these models provide a revealing glimpse of how the future of urban mobil- ity could look. 7.4 China 8.3 6.5 Spain 5.7 USA Brazil 8.3 40.2 Italy Other 10.2 France BMW 3 Series / BMW 4 Series 2 EU Bank comprises BMW Bank GmbH with its branches in Italy, Spain and Portugal. 490,969 16.8 2,199 10.1 Rolls-Royce total 5,586 3,756 48.7 2,422 2021 Change in % Share of MINI deliveries 2021 in % 164,270 157,040 4.6 54.4 2020 25,120 Cullinan 873 DELIVERIES OF ROLLS-ROYCE VEHICLES BY MODEL VARIANT * in units 2021 2020 Change in % Phantom -5.2 Ghost 360 18.6 1,909 324 Wraith/Dawn 828 427 MINI total 24,875 8.3 Corporate Governance Remuneration Report Other Information ← = Q Financial Performance Results of operations of the Automotive segment Automotive segment revenues amounted to € 95,476 mil- lion (2020: € 80,853 million; +18.1%, currency-adjusted: +18.3%) and were therefore significantly higher than one year earlier. Group Financial Statements Sales volume was also higher in 2021, whereby the increase was held down by production shortfalls due to supply bottle- necks for semiconductor components. However, this un- favourable impact was more than offset by improved pricing due to both the growing desire for individual mobility on the one hand and the reduced worldwide availability of products triggered by those same semiconductor component short- ages on the other. Other factors with a positive impact on segment revenues were the increased volume of high-re- venue vehicles sold, the exceptionally strong performance of pre-owned vehicle markets and hence better residual values and growth in spare parts and accessories business. As described in the section above on the results of opera- tions for the BMW Group as a whole, the changeover effects arising from the modernisation of the pension model in Ger- many had a total positive impact of € 542 million on Auto- motive segment cost of sales and selling and administrative expenses, while higher expenses for performance-related remuneration components had an offsetting effect. The net amount of other operating income and expenses im- proved significantly, largely due to the partial reversal of the provision for EU antitrust proceedings in the second quarter 2021, as described above. The Automotive segment EBIT margin (profit before finan- cial result as a percentage of revenues) came in at 10.3% (2020: 2.7%; +7.6 percentage points). As forecast in the quarterly statement to 30 September 2021, the EBIT margin was within the target range of between 9.5 and 10.5% and therefore in line with revised expectations. In the 2020 An- nual Report, a segment EBIT margin within a target range of between 6 and 8% was forecast. 2019 2020 2021 Segment cost of sales rose significantly to € 78,637 million (2020: € 71,456 million; +10.0%), whereby the year-on-year increase was primarily attributable to sales volume growth. Further negative factors included rises in raw materials and energy prices, higher expenses due to the increasing propor- tion of electrified vehicles, larger allocations to provisions for performance-related remuneration components and higher research and development expenses. In the previous year, warranty expenses were impacted by the recognition of pro- visions in connection with the exhaust gas recirculation cool- er and other warranty-related items. 1.0 Combined Management Report BMW Group Report 2021 30,385 32,958 -7.8 10.0 82,363 77,709 To Our Stakeholders 6.0 302,138 292,582 3.3 100.0 ⚫ 7 Consumption and carbon emissions 113 27.3 MINI Countryman MINI Clubman MINI Convertible 304,270 2.5 14.1 BMW X3/X4 414,671 347,565 311,928 19.3 BMW X5/X6 240,504 206,774 16.3 10.9 BMW X7 18.7 54,957 BMW X1/X2 - 1.4 22.2 BMW 5 Series / BMW 6 Series 326,212 322,457 1.2 14.7 0.7 BMW 7 Series / BMW 8 Series 66,728 - 6.1 2.8 BMW Z4 14,778 14,982 62,628 48,693 12.9 2.5 Remuneration Report Other Information ← = Q Financial Performance LNC 3136 UCC 991 Corporate Governance Sales growth for MINI Revised models of the MINI 3-door, MINI 5-door and MINI Convertible were also launched during the year under report. Demand for the John Cooper Works Performance models re- mained high. New record for Rolls-Royce Rolls-Royce Motor Cars can also look back on a highly suc- cessful year, in which a record number of 5,586 ultra-luxury vehicles were delivered to customers (2020: 3,756 units; +48.7%). High demand for the marque worldwide was driv- en in particular by the popularity of the Ghost* and the Cull- inan*. The Black Badge variants, with their exclusive fea- tures and more powerful engines, also remained extremely sought-after. DELIVERIES OF MINI VEHICLES BY MODEL VARIANT in units MINI Hatch (3- and 5-door) MINI also recorded higher sales volumes, with a total of 302,138 units delivered worldwide (2020: 292,582; +3.3%). A key factor driving the growth was the number of electrified vehicles sold. The all-electric MINI Cooper SE* was the best-selling model in the MINI family, with sales almost doubling to 34,851 units year-on-year (2020: 17,580 units; +98.2%). Together with the MINI Countryman Plug-in Hy- brid, it accounted for 18% of the brand's total deliveries worldwide in 2021. Combined Management Report To Our Stakeholders BMW Group Report 2021 BMW i (iX, i3 and 18) BMW total 31,179 28,162 10.7 1.4 2,213,790 2,028,841 9.1 100.0 17 Consumption and carbon emissions data 2 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2021: 651,236 units, 2020: 602,247 units). 1 12 112 420,295 PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesell- schaft, Frankfurt am Main, Munich branch, has issued an unqualified audit opinion on the financial statements of BMW AG, of which the balance sheet and the income state- ment are presented here. The BMW AG financial statements for the financial year 2021 will be submitted to the operator of the electronic version of the German Federal Gazette and can be obtained via the Company Register website. These financial statements are available on the BMW Group's web- site at www.bmwgroup.com/ir. -18 2,991 An escalation of the conflict outside Ukraine To our Stakeholders BMW Group Report 2021 124 Operational expenditure comprises only non-capitalised development costs, maintenance and refurbishment costs for buildings, repairs to property, plant and equipment, rele- vant IT costs in the Financial Services segment, non-capital- ised expenses relating to short-term lease contracts with expenditure for low value assets, and contracts with purely variable remuneration. The KPI figure calculated for taxono- my-purposes is not used by the BMW Group for financial re- porting purposes. ]] parties or the delivery of parts to cooperation partners (in- cluding BBA) are not taken into account. In the case of the disclosures for capital expenditure, ref- erence is made to 7 note 21 and 7 note 22 to the Group Finan- cial Statements. Capital expenditure is calculated in accord- ance with IAS 16.73 (e) (i) and (iii) (Property, Plant and Equipment), IAS 38.118 (e) (i) (Intangible Assets) and IFRS 16.53 (h) (Leases). In accordance with the definition of cap- ital expenditure provided in Annex I of the Delegated Regu- lation (EU) 2021/2178, the KPI figure used for taxonomy purposes comprises additions to intangible assets, in par- ticular capitalised development costs, additions to property, plant and equipment as well as right-of-use assets in ac- cordance with IFRS 16, and leased-out products. Capital expenditure relating to the sale of parts to external third Regulation (EC) No. 1126/2008. Revenues relating to the sale of parts and components (e.g. after-sales business ex- cluding the provision of repair services) and the supply of production components to BBA and third parties, insurance premiums, and interest income on deposit-taking and credit business were not included, as these economic activities are not classified as taxonomy-eligible. A significant tightening of sanctions against Russia or a change in the interpretation of existing sanctions ]] 0 Proportion (in %) 100.0 4,478 Total (in € million) Further information on revenues is provided in note 7 to the Group Financial Statements. Revenues are calculated in ac- cordance with Article 2(5) of Directive 2013/34/EU. Re- venues comprise revenue and income items recognised in accordance with IAS 1.82(a), as amended by Commission The proportion of total revenues, capital expenditure and op- erational expenditure relating to eligible and non-eligible ac- tivities are shown in each case as an aggregate percentage for the BMW Group. Only taxonomy-eligible revenues, cap- ital expenditure, and operational expenditure as listed for Environmental Objective 1 ("Climate change mitigation") are disclosed, given that taxonomy-eligible revenues, capital ex- penditure and operational expenditure for Environmental Objective 2 ("Climate change adaptation") are a subset of the values for Environmental Objective 1 ("Climate change mitigation"). This approach avoids double counting of rev- enues, capital expenditure and operational expenditure when determining the KPI in the numerator across multiple economic activities. Non-eligible activities Eligible activities 0.0 The outlook does not factor in the following: Moreover, the war in Ukraine is having a substantial effect on that country's automotive supply industry, with supply restric- tions resulting in production schedule adjustments and/or interruptions at a number of BMW Group plants. The dual impact of an economic upturn and supply bottle- necks caused raw materials prices to rise sharply in 2021. The BMW Group expects the overall situation on raw mate- rials and energy markets to remain tense in the foreseeable future and has already taken the initial impact of the pre- vailing situation into account in its outlook for the financial year 2022. Expected consequences for the BMW Group Future developments on international automobile markets have a direct impact on the BMW Group. The challenging market environment, the supply situation for vehicle compo- nents, the coronavirus pandemic and further developments in the Ukraine conflict are currently the factors most likely to have a significant impact on business performance. Flexible coordination between the Group's sales and production net- works will also help cushion the impact of unforeseeable de- velopments in individual regions. Risk and Opportunity Management Assumptions used in the outlook Both the Outlook and the Risk and Opportunity Manage- ment sections of this report contain forward-looking state- ments based on the BMW Group's expectations and assess- ments and may be influenced by unforeseeable events. As a result, actual outcomes can deviate either positively or neg- atively from the expectations described below, due to chang- es in the political and economic environment as well as other factors. Risk and Opportunity Management The following outlook covers a forecast period of one year and is based on the composition of the BMW Group during that time. For this reason, the outlook also includes the im- pact of fully consolidating BMW Brilliance Automotive Ltd., Shenyang, (BMW Brilliance). On 11 February 2022, the BMW Group increased its shareholding in the BMW Bril- liance joint venture from 50% to 75%*. The full consolida- tion of BMW Brilliance with effect from that date has a signif- icant impact on some of the BMW Group's key performance indicators. * See note [3] to the Group Financial Statements 126 BMW Group Report 2021 To our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Outlook, Risk and Opportunity Management The outlook takes account of all information available at the time of reporting and which could have an impact on the overall course of business of the Group. The expectations contained in the outlook are based on the BMW Group's forecast for 2022 and reflect its most recent status. The ba- sis for the preparation of and the principal assumptions used in the forecasts – which consider the consensual opinions of leading organisations, such as economic research institutes and banks are set out below. The BMW Group's outlook takes account of these assumptions. - The coronavirus pandemic is no longer currently expected to have a significant impact on the results of operations, finan- cial and net assets position of BMW AG and the Group as a whole. However, international demand for semiconductors is still predicted to remain high, causing the supply situation to re- main tight. As in the financial year 2021, the risk of supply bottlenecks affecting the availability of the semiconductor components required for production persists and the situa- tion is not expected to ease before the second half of 2022. OPERATIONAL EXPENDITURE Proportion (in %) 99.7 0.3 67 25,917 Economic activity is ]] for occupational and human rights + safeguard criteria Ensuring the minimum objectives to other environmental not cause significant harm Economic activity does + environmental objectives substantial contribution to at least one of the screening criteria: Fulfillment of technical + Taxonomy eligibility Act on environmental objectives 1 and 2 described in the Delegated taxonomy- aligned The impact of the war in Ukraine, the limited availability of vehicle components, the further course of the coronavirus pandemic, and macroeconomic factors will continue to influ- ence the performance of motorcycles markets in 2022. * It should be noted that the relevant Delegated Regulation describes the economic activity "Manufacture of low-carbon technologies for transport" differently for Environmental Objective 1 (Climate change mitigation) and Environmental Objec- tive 2 (Climate change adaptation). For the purposes of consistent reporting on the taxonomy-eligibility of vehicle production, the BMW Group follows the description given for Environmental Objective 1, given that taxonomy-eligible vehicle produc- tion as listed for Environmental Objective 2 is a subset of taxonomy-eligible vehicle production for Environmental Objective 1. BMW Group Report 2021 Total (in € million) Proportion (in %) 82.9 17.1 92,262 18,977 Total (in € million) Non-eligible activities Eligible activities CAPITAL EXPENDITURE Non-eligible activities Eligible activities REVENUES [ MANDATORY EU TAXONOMY DISCLOSURES EU Taxonomy ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders 123 The BMW Group expects, subject to the further development in Ukraine, the world's motorcycle markets in the 250 cc plus class to remain stable in 2022, with volumes generally re- maining at the previous year's level. +4 +2 ← = Q Other Information Remuneration Report Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Outlook, Risk and Opportunity Management OUTLOOK, RISK AND OPPORTUNITY MANAGEMENT OUTLOOK Both the Outlook and the Risk and Opportunity Management sections of this report present the expected development in 2022, including the main risks and opportunities from the perspective of the BMW Group's management. In line with the Group's performance management, the outlook covers a period of one year. Risks and opportunities are managed on the basis of a two-year assessment period. Disclosures relating to risk and opportunity management therefore ad- dress a period of two years. The continuous forecasting process applied within the BMW Group ensures that it is constantly ready to take ad- vantage of opportunities as they arise, but also to react ap- propriately to any unexpected risks. The principal risks and opportunities are described in detail in the Risk and Oppor- tunity Management section. Actual outcomes may deviate from the outlook due to unexpected events. It is not yet possible to accurately assess the full impact of the war in Ukraine, as the situation remains highly volatile, making it extremely difficult to forecast macroeconomic de- velopments and the likely performance of international auto- mobile markets in the financial year 2022 Forecast assumptions. Economic outlook According to IMF projections in January, the global economy will continue to grow in 2022, less strongly than in the previ- ous year, and reach a level of around 4.0%. Risks definitely persist, however, first and foremost due to the further course of the war in Ukraine, the estimated impact of which has been taken into account in the current economic forecasts only rudimentarily. High inflation is likely to lead to interest rate increases in some countries and weaken demand to some extent. New virus variants, pandemic-related restric- tions or prolonged supply bottlenecks could slow the pace of economic growth. Further information on political and global economic risks is also available in the section Risk and Oppor- tunity Management. In the Eurozone, GDP growth is projected to be around 3.0 % in 2022. At 2.1%, the growth rate in Germany is expected to be slightly lower than one year earlier and similar figures are predicted for France (+2.8%), Italy (+3.1%) and Spain (+4.6%). Organisation of Risk Management The UK economy is projected to grow by 3.5% in 2022 de- spite labour shortages and continued supply bottlenecks. Risk management is organised as a decentralised, Group- wide network and steered by a centralised risk management function. The various BMW Group divisions are represented by Network Representatives. The responsibilities and tasks of the centralised risk management function and the Net- work Representatives are clearly documented and accepted. Risks pertaining to BMW Brilliance are incorporated in this Risk Report on the basis of the assessment made by the centralised risk management function. In future, BMW Bril- liance will also be integrated in the risk management net- work. Significant risks reported from within the network are firstly presented for review to the Risk Management Steering Committee, which is chaired by Group Controlling. After they have been reviewed, any significant risks are reported to Other functions such as Compliance and Human Rights and the Internal Control System serve as key interfaces to the risk management system. In its capacity as an independent con- trol body, Corporate Audit reviews the risk management sys- tem established by the Board of Management on an annual basis. Group Audit Internal Control System Measures Board of Management Completeness Supervisory Board Risk Manage- ment Steering Committee Controlling Reporting/ Monitoring Group Compliance Council Practicability Effectiveness Analysis and Measurement Identifi- cation Group-wide risk management RISK MANAGEMENT IN THE BMW GROUP The risk management process is applicable across the entire Group and comprises the early identification, analysis and measurement of risks, the coordinated use of appropriate risk management tools and the monitoring and assessment of the measures taken. ment Guidelines as well as in the Group's overall risk strat- egy. New information and requirements are continuously in- corporated in the BMW Group's risk management system, thereby ensuring its ongoing development. Training pro- grammes and informational events are regularly conducted throughout the BMW Group, particularly within the risk man- agement network. According to Group-wide guidelines, every employee and manager has a duty to report risks via the relevant reporting channels. The key elements of an appropriate risk culture are embedded in the BMW Group's core values, the BMW Group Risk Management Policy and the BMW Group Risk Manage- both the Board of Management and the Supervisory Board's Audit Committee. Economic activities are A growth rate of 3.2% is projected for the USA in 2022, which is still positive, although not as strong as in the previ- ous year. The stimulus and infrastructure packages adopted by the US Administration are likely to provide support for the After strong growth in the previous year, momentum in China is expected to drop slightly in 2022. A growth rate of 5.1% is therefore projected for the 12-month period. The Japanese automobile market is currently predicted to expand slightly in 2022 (4.4 million units; +2%). Registration figures on international automobile markets are expected to develop as follows in 2022: INTERNATIONAL AUTOMOBILE MARKETS Europe thereof Germany thereof France thereof Italy thereof Spain thereof UK USA China Japan Total International motorcycle markets Change in Registrations % +6 +6 +4 +4 +6 +12 +6 +1 economic momentum. After the slight recovery in 2021, pas- senger vehicle registrations are therefore expected to be in the region of 21.2 million units in 2022, just 1% up on the previous year. economy. In China, on the other hand, the automobile market as a whole is expected to remain flat, reflecting the slowdown in Europe's automobile markets are expected to grow moder- ately in 2022 (12.5 million units; +6%). After a slight recovery in the year under report, the pace of growth in Japan is projected to increase moderately in 2022 (+2.3%). Currency markets and international interest rate environment Currencies of particular importance for the international op- erations of the BMW Group are the Chinese renminbi, the British pound, the US dollar and the Japanese yen. Whereas the ECB is likely to keep persevering with its expan- sionary monetary policy in 2022, the US Federal Reserve has announced its intention to tighten its policy in light of high inflation and the USA's strong economic recovery and to raise interest rates during the first half of 2022. Compared with the previous year, the US dollar is therefore likely to ap- preciate against the euro. Following the gain in value of the British pound against the euro in 2021 and the tighter monetary policy predicted in the UK over the 12-month period, combined with moderate inter- est rate hikes, a further slight appreciation of the currency is expected in 2022. 125 BMW Group Report 2021 To our Stakeholders Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Combined Management Report Outlook, Risk and Opportunity Management The central bank in Japan is unlikely to change its highly ex- pansionary monetary policy in 2022. The yen is therefore likely to depreciate slightly against the euro. After appreciating against the euro in 2021, the Chinese ren- minbi is expected to lose in value slightly in the course of 2022, due to the Chinese central bank's recent decision to ease monetary policy with a view to ensuring that the greater demand for financing can be met. The Russian rouble has depreciated significantly, especially since the beginning of the military conflict with Ukraine. The currencies of emerging market countries such as Brazil and India are likely to remain under pressure against the US dol- lar and the euro in 2022, mainly due to the ongoing impact of the coronavirus pandemic. International automobile markets Supply bottlenecks are likely to continue having a dampen- ing impact on automobile markets in 2022. The war in Ukraine will significantly exacerbate the current supply bot- tlenecks. The forecasts are generally based on the assump- tion that the supply bottlenecks will be overcome in the sec- ond half of 2022. Registration figures worldwide are expected to grow at a slightly faster rate than in the previous year (ap- proximately 77 million units; +4%). However, due to the marked weakness of recent years, absolute registration fig- ures remain well below normal levels. The trend is similar in the USA, with the market expected to grow by 6% to 15.9 million units in 2022. However, this is still below the pre-coronavirus crisis level. By 2025 the share of electrified automobiles in total Group deliveries is expected to rise to at least 30%. Over the next decade, we expect that some ten million of our all-electric vehicles will be on the roads. Therefore, by 2030, at least every second automobile delivered by the BMW Group will be an all-electric model. ]] [Technical information Accordingly, for 2021, 82.9% of revenues, 99.7% of capital expenditure, and 100.0% of operational expenditure are taxonomy-eligible. Significant increase 2022 Outlook Return of Equity (RoE) FINANCIAL SERVICES SEGMENT Return on capital employed (ROCE)4 EBIT margin Deliveries to customers MOTORCYCLES SEGMENT 24.0 59.9 % Return on capital employed (ROCE)" 10.3 % 0.33 tons CO₂ emissions per vehicle produced³ EBIT margin 115.9 g/km Significant increase CO₂ emissions EU New Vehicle Fleet² Slight increase Significant increase 129 4 New method of calculation applied with effect from 2022. Performance Management 1 Deliveries including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2021: 651,236 units). ² EU-27 countries including Norway and Iceland; with effect from 2021, values are calculated on a converted basis in line with WLTP (Worldwide Harmonised Light Vehicles Test Procedure). 3 Efficiency ratio calculated on the basis of Scope 1 and Scope 2 CO₂ emissions (i.e. a market-based method according to GHG Protocol Scope 2 guidance; but excluding climate-changing gases other than carbon dioxide from vehicle production (BMW Group manufacturing sites incl. joint venture BMW Brilliance Automotive Ltd. and motorcycles, but excluding contract manufacturers), as well as BMW Group non-manufac- turing sites, (e.g. Research centre, Sales centre, offices) divided by the number of vehicles (excluding motorcycles) produced (BMW Group manufacturing sites incl. joint venture BMW Brilliance Automotive Ltd., excluding contract manufacturers). between 14 and 17 22.6 % between 19 and 24 21.9 35.9 % between 8 and 10 8.3 % Slight increase 194,261 units between 7 and 9 between 14 and 19 Slight decrease Slight decrease in line with last year's level BMW Group Report 2021 13.0 Share of electrified vehicles in deliveries To our Stakeholders BMW Group Report 2021 128 The BMW Group's actual business performance may also deviate from current expectations due to the risks and op- portunities discussed below in the section on Risk and Oppor- tunity Management. Without taking the full consolidation of BMW Brilliance into account, the targets described above would have been achieved with only a slight rise in the overall number of em- ployees. However, the increase in the stake in BMW Bril- liance and the full consolidation of that entity will cause the number of employees to rise significantly. The share of women in management functions within the BMW Group is expected to rise slightly, irrespective of the Group's increased stake in BMW Brilliance. tax is set to increase significantly over the forecast period, mainly reflecting BMW Brilliance's additional contribution to the Automotive segment's operating profit as well as the remeasurement of the at-equity investment previously re- corded, with a positive effect of approximately € 7 to € 8 bil- lion to be recognised within the financial result. These ef- fects would more than compensate for the elimination of the previous at-equity result of BMW Brilliance in the financial result and the negative impact of consolidated adjustments arising on full consolidation. Even taking into account the negative impact of production schedule adjustments and in- terruptions triggered by the war in Ukraine, Group profit is expected to increase significantly. Excluding the impact of the full consolidation of BMW Bril- liance, Group profit before tax would have decreased signifi- cantly. Without the impact of the war in Ukraine, sales vol- umes would have been expected to develop positively over the forecast period. However, this volume growth would not have been sufficient to compensate for the previous year's effects, such as the partial reversal of the provision relating to the concluded antitrust proceedings, the remeasurement gains arising on the modernisation of the pension plan, and the highly favourable risk situation within the credit and leas- ing lines of business. Nonetheless, including the impact of the full consolidation of BMW Brilliance, Group profit before The RoE in the Financial Services segment is predicted to finish within a range of between 14 and 17%. Compared with the financial year 2021, it has been assumed that the highly favourable results from remarketing lease returns, combined with an easing of the supply situation for semiconductors during the second half of the year, will return to a normal lev- el. The full consolidation of BMW Brilliance will not impact the Financial Services segment, as the companies held jointly with BMW Brilliance that are attributable to this seg- ment have already been reported on a fully consolidated ba- sis due to the segment's majority shareholdings in the enti- ties concerned. Likewise, no significant impact is currently expected from the war in Ukraine. Motorcycles segment deliveries are forecast to increase slightly. The EBIT margin is predicted to finish within a range of between 8 and 10% and, based on the revised methodol- ogy, the segment ROCE within a range of 19 and 24%. Key performance indicators for the Motorcycles segment will only be marginally affected by the full consolidation of BMW Bril- liance and are not currently expected to be substantially im- pacted by the war in Ukraine. ments and interruptions triggered by the war in Ukraine, a ROCE in a range between 14 and 19% is now considered more likely. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Outlook, Risk and Opportunity Management To our Stakeholders BMW Group Report 2021 Combined Management Report % Group Financial Statements Remuneration Report 2,521,514 units The taxonomy-aligned proportions that will need to be re- ported in the coming years will initially be significantly lower than these values. They will subsequently increase due to the growing share of zero-emissions vehicles, the develop- ment and production methods used, and potentially contri- butions made to other environmental objectives as yet to be defined. Due to the high level of investment in the trans- formation of our business activities, for example in the elec- trification of our vehicles and research into alternative drive systems, these economic activities have the potential to be- come taxonomy-aligned over time. Overall, we anticipate that the proportion of taxonomy-aligned economic activities will steadily rise as a result of the increasing electrification of our product portfolio. 18.8 % 16,060 118,909 € million 2021 adjusted 2021 reported AUTOMOTIVE SEGMENT in the BMW Group Share of women in management positions Workforce at year-end Profit before tax GROUP BMW GROUP KEY PERFORMANCE INDICATORS Outlook, Risk and Opportunity Management ← = Q Other Information Corporate Governance To our Stakeholders Deliveries to customers' Group Financial Statements ⚫ Commission Delegated Regulation (EU) 2021/2139 dated 4 June 2021 and Commission Delegated Regulation (EU) 2021/2178 dated 6 July 2021. In the coming years, the significant growth in electric mobility will mean that - depending on the energy mix - the majority of carbon emissions will be generated in particular within the up- stream value chain rather than in the use phase. Without the anticipated set of measures, emissions generated within the BMW Group supply chain would already exceed direct carbon emissions in the use phase prior to 2030. Strategy/Supplier net- work/Carbon emissions Accordingly, the BMW Group is taking a ho- listic approach to achieving its sustainability-related targets and is committed to considering carbon emissions over the entire life cycle of the vehicles it produces. Carbon Emissions and Pollutants Currently, however, for the purpose of assessing car- bon emissions, the EU taxonomy focuses exclusively on reduc- ing emissions in the use phase that are attributable to locally emissions-free drive systems, an approach which also ignores the emissions indirectly attributable to the supply of energy. Moreover, the taxonomy only reflects the impact of decarbon- isation measures in production to the extent that they serve to manufacture taxonomy-aligned products. However, increasing the energy efficiency of paint shop processes also reduces carbon emissions when a conventionally powered vehicle is painted. 1] across its entire value chain by 2050, we welcome initiatives that serve this objective. For this reason, we have set our- selves specific targets and report systematically each year on the actual levels achieved. The BMW Group supports the overarching aim of the EU Taxonomy Regulation to promote the private financing of sustainable economic activities in order to make Europe the world's first climate-neutral continent by 2050. As a com- pany aspiring to establish a climate-neutral business model Our understanding of sustainability The EU Taxonomy Regulation was published in July 2020. The Delegated Act on the first two environmental objectives, climate change mitigation and climate change adaptation, and the delegated regulation on reporting requirements (Article 8 of the EU Taxonomy Regulation) came into force at the end of December 2021*. In addition, the EU Commission published an initial FAQ document in December 2021 and a second FAQ document in early February 2022 to explain ap- plication issues relevant for the first year of reporting. On the basis of the phased introduction of the EU taxonomy in the Delegated Acts, in 2021 companies such as the BMW Group are required to report the taxonomy-eligible proportion of revenues, capital expenditures and operational expenditures for the first two environmental objectives. From the reporting years 2022 and 2023 onwards, the reporting requirements are to be successively expanded to include the taxono- my-aligned proportion of revenues, capital and operational expenditures and to all environmental objectives. significantly harmed, and minimum protection criteria for oc- cupational safety and human rights must also be met. Substantial contribution depends on the extent to which the economic activity in question fulfils so-called technical screening criteria. No other environmental objective may be 6) The protection and restoration of biodiversity and ecosystems 4) The transition to a circular economy 5) Pollution prevention and control 3) The sustainable use and protection of water and marine resources 2) Climate change adaptation 1) Climate change mitigation Essentially, an economic activity can only be classified as sustainable if it makes a substantial contribution to one of the following six environmental objectives: The EU taxonomy is a classification system that defines economic activities as environmentally sustainable based on predetermined criteria. Environmental sustainability is as- certained in three steps. [Within the framework of the EU Green Deal and the Action Plan "Financing Sustainable Growth", the EU taxonomy is a cornerstone of the EU's aspiration to become climate-neu- tral by 2050. Its key objectives are to create transparency for capital market participants and to channel capital flows to- wards sustainable economic activities. EU TAXONOMY EU Taxonomy ← = Q 122 Other Information BMW Group Report 2021 Group Financial Statements Combined Management Report Financial Services segment, are not described as economic activities in the Delegated Regulation and are therefore not taxonomy-eligible. Reporting from 2022 onwards Reporting in 2021 [EXPLANATORY COMMENTS ON REPORTING PROCEDURES Only the sale of parts and components, such as aftersales business excluding the provision of repair services and the supply of production components to BMW Brilliance Auto- motive Ltd. (BBA) as well as other third parties, and non-au- tomotive banking and insurance services performed by the Based on the descriptions of the two economic activities list- ed for Environmental Objective 1 (Climate change mitiga- tion), a large part of the BMW Group's business model falls within the scope of the EU taxonomy*. 7 Overview of the BMW Group Economic activity 6.5 Transport by motorbikes, passen- ger cars and light commercial vehicles including the pur- chase, financing, renting, leasing and operation of pas- senger cars and motorcycles. 7 Overview of the BMW Group Economic activity 3.3 Manufacture of low carbon technol- ogies for transport including the production of passenger vehicles and motorcycles. An economic activity is taxonomy-eligible if it is described in the Delegated Acts relating to the six environmental objec- tives, regardless of whether that economic activity meets all of the technical screening criteria stipulated in those Dele- gated Acts. The BMW Group's business activities can cur- rently be allocated to two economic activities that are de- scribed in the Delegated Act relating to the first two environmental objectives: [Explanatory comments on reporting procedures For the reporting year 2021, the currently applicable simplifi- cation rules only require reporting on taxonomy eligibility in relation to the environmental objections of climate change mitigation and climate change adaptation. Taxonomy eligi- bility is an indicator of the environmental sustainability po- tential of an economic activity based on the selective re- quirements of the EU taxonomy. It does not, however, say anything about the actual sustainability of a company's eco- nomic activities at the present point in time. Our aspiration is to successively make all of the BMW Group's economic ac- tivities more sustainable. = Q ↑ EU Taxonomy Other Information Remuneration Report Corporate Governance Combined Management Report Remuneration Report To Our Stakeholders Group Financial Statements 130 BMW In addition to the risks described below, unforeseen events could have a negative impact on business operations and hence on the BMW Group's results of operations, financial position and net assets as well as on its reputation. The Management and the Supervisory Board do not see any threat to the BMW Group's status as a going concern. Simi- lar to one year earlier, the current set of risks to the BMW Group are considered to be manageable. If these risks - or opportunities - were to materialise, they could have an impact on underlying key performance indicators, thus caus- ing deviations from the outlook. Regardless of the full con- solidation of BMW Brilliance, the BMW Group's financial re- sources are stable and liquidity requirements are currently covered by existing liquidity as well as the various financing instruments available. Overall Risk and Opportunity Situation The assessment of the overall risk situation is based on a consolidated view of all significant individual risks to which the BMW Group is exposed. The BMW Group's overall expo- sure to risk, including the impact of integrating BMW Bril- liance, has increased moderately compared with the previ- ous year. A prolonged military conflict between Russia and Ukraine and a worsening of the coronavirus pandemic could I have a further negative impact on the global economy and hold down sales volume. At the same time, considerable un- certainties remain in the form of potential bottlenecks along the entire supply chain, particularly for semiconductors. However, if the effect of these issues were to prove less se- vere in 2022 than currently expected, opportunities could arise that could benefit both revenues and earnings. With effect from 11 February 2022, the BMW Brilliance Auto- motive Ltd. (BMW Brilliance) joint venture is fully consolidat- ed in the Group Financial Statements. If the full consolida- tion of BMW Brilliance from that date is expected to result in a different classification of individual risk categories, such changes are indicated separately in this Risk Report. Medium to long-term risks in connection with the climate change are described in the section Climate-related opportunities and risks. All opportunities and risks that are expected to materialise have already been addressed in the Outlook Report. The fol- lowing sections focus on potential future developments or events that could result in a positive (opportunity) or a nega- tive (risk) deviation from the outlook for the BMW Group. The aim of the risk management system is to identify, as- sess and proactively manage any risks that could threaten the attainment of the Group's corporate targets. As part of that process, any individual or cumulative risks capable of posing a threat to the profitability of the business are both monitored and managed. 31-9 457 423-16° X MT 5.00 H2 MIC The management of risks and opportunities is essential in order to respond appropriately to any changes that occur in political, economic, ecological, social, technological or legal conditions. The BMW Group has put a comprehensive risk management system in place to effectively manage these risks as they arise. The BMW Group's business is exposed to a variety of uncer- tainties and changes. Against this backdrop, it consciously takes well-calculated risks and makes full use of any oppor- tunities that present themselves. RISK AND OPPORTUNITY MANAGEMENT Outlook, Risk and Opportunity Management ← = Q Other Information Remuneration Report Corporate Governance Corporate Governance BMW Group Report 2021 To our Stakeholders As a general rule, the time horizon considered covers the current and the following financial year. Potential short-term effects of climate change are taken into account. Outlook for the BMW Group indicators Combined Management Report Outlook, Risk and Opportunity Management BMW Group Report 2021 Combined Management Report 121 Additional major price hikes for energy and raw materi- als, including rises triggered by the war in Ukraine and/or the related sanctions Regardless of these uncertainties, however, the situation re- mains highly volatile, making it very difficult to accurately forecast outcomes for the financial year 2022. Other possible longer-term effects of the war in Ukraine cannot be estimat- ed at the present time and are therefore not taken into ac- count in the outlook. - - key performance To Our Stakeholders The BMW Group expects to achieve its target of slightly cut- ting the carbon emissions generated by its EU new vehicle fleet, driven in particular by the significantly growing share of electrified automobiles in total deliveries. Prior to the outbreak of war in Ukraine, the BMW Group was set to forecast slight year-on-year growth in deliveries of BMW, MINI and Rolls-Royce brand vehicles for the Automo- tive segment. However, due to the production schedule ad- justments and interruptions described above that have been triggered by the war in Ukraine, it now predicts deliveries to remain at previous year's level. Without the impact of the war in Ukraine, carbon emissions per vehicle produced would have been predicted to decline moderately². However, in light of the likely adverse impact of production schedule adjustments and interruptions trig- gered by the war in Ukraine, the scale of reduction is now only expected to be slight. Excluding the impact of the full consolidation of BMW Bril- liance and the war in Ukraine, the Automotive segment EBIT margin had been expected to finish within a target range of between 8 and 10%. Although, as described above, the BMW Group had been set to forecast sales volume growth, the EBIT margin had never- theless been expected to be lower year-on-year due to the absence of various positive effects that had benefited the fi- nancial year 2021, such as the partial reversal of the provi- sion relating to the concluded antitrust proceedings, the remeasurement gains arising on the modernisation of the pension plan, and the highly favourable risk situation in the leasing line of business. The full consolidation of BMW Bril- liance would have increased segment revenues and EBIT sharply, but due to consolidation effects, no significant im- pact on the EBIT margin in the Automotive segment was ex- pected for the financial year 2022 and the figure would have been likely to remain between 8 and 10%. However, in light of the probable adverse impact of production schedule ad- justments and interruptions triggered by the war in Ukraine, an EBIT margin of between 7 and 9% is now thought to be more realistic. Based on the newly adopted methodology, RoCE for the Au- tomotive segment would have been forecast at between 19 and 24%, reflecting the lower level of earnings otherwise expected without the increase in the stake in BMW Brilliance and the impact of the war in Ukraine. However, the addition- al net assets identified in conjunction with the increased stake in BMW Brilliance plus fair value adjustments arising on the purchase price allocation have the twin effect of in- creasing capital employed. In combination with elimination effects on earnings in 2022, the targeted range for ROCE would therefore have been between 15 and 20%. However, in light of the adverse impact of production schedule adjust- 1 Delivery figures already include vehicles produced by BMW Brilliance. 2 Carbon emissions per vehicle produced already take BMW Brilliance into account. 127 Corporate Governance Group Financial Statements Stable Insignificant Insignificant Stable Risks Stable Insignificant Stable Decreased Stable Medium Medium Change compared to prior year 2 Decreased Change compared to prior year Opportunities Insignificant Stable Medium Classification Classification of the risk amount¹ Sales network High High Stable Low Stable Medium Purchasing Medium Medium High Stable Significant Decreased Low Other financial risks Pension obligations Legal risks Insignificant Liquidity Foreign currencies Stable Insignificant Increased High Information security, data protection and IT Financial risks and opportunities Stable Insignificant Stable Low Raw materials Risks and opportunities relating to operations Production and technology Remuneration Report Due to the medium- to long-term horizon involved, risks as- sociated with climate change are presented in the section 7 Climate-related opportunities and risks. > € 50-400 million Medium €0 50 million Previous risk amount range Class Low €0 200 million New risk amount range The following ranges apply for the purpose of classifying the risk amount: In light of the continued growth of the business and the as- sociated risks, the value limits used in the Annual Report since 2013 have been revised. Risks are classified according to the risk amount (average earnings impact, taking into account the probability of occur- rence). The earnings impact may be significantly higher if the risk actually materialises (worst-case scenario). > € 200 1,000 million Risks are measured net of any risk mitigation measures that are already taking effect (net basis). Risk Measurement ← = Q Other Information Corporate Governance Group Financial Statements Combined Management Report Outlook, Risk and Opportunity Management To our Stakeholders BMW Group Report 2021 131 Increased Stable Stable Decreased Stable The BMW Group utilises standardised methods to assess risks. All significant risks are measured using value-at-risk models and assessed on the basis of uniform loss distribu- tion metrics, thereby enabling better comparability of risks for both internal and external reporting purposes. The overall impact of the risks on the results of operations, financial and net assets position is referred to in the following sections uniformly as "earnings impact”. High > € 400 million > € 1,000 million Due to the particular features of the business model applied for Financial Services business, risks and opportunities re- lating to that segment are presented separately in the sec- tion Risk management system in the Financial Services segment. The following table provides an overview of significant risks and opportunities for the years 2022 and 2023 and indicates their level of importance for the BMW Group. Overall, no risks capable of threatening the continued existence of the BMW Group were identified either at the balance sheet date or at the date on which the Group Financial Statements were drawn up. Risks and Opportunities The importance of opportunities for the BMW Group is clas- sified on a qualitative basis in the categories "significant" and "insignificant". Probable measures aimed at increasing profitability are already incorporated in the outlook. The continuous monitoring of key business processes and strict cost controls are also essential factors for ensuring high levels of profitability and return on capital employed. A dynamic market environment also gives rise to opportun- ities. Identifying these opportunities is an integral part of the BMW Group's strategic planning process. The Group's range of products and services is continually reviewed on the basis of these analyses. Opportunity Management Outlook, Risk and Opportunity Management ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report BMW Group Report 2021 132 In accordance with § 289c of the German Commercial Code (HGB) risks that could have an impact on the non-financial aspects referred to in the relevant legislation are reviewed as part of the reporting process. Significant risks in this context are defined as those stemming from business activities, business relationships and products and services provided by the BMW Group that are highly likely to have a seriously adverse impact. No significant non-financial risks were iden- tified during the year under report. Managing Non-Financial Risks as Reported in the NFS Alongside the maintenance of a comprehensive system of risk management, sustainability constitutes a core strategic principle of the BMW Group. Risks resulting from sustain- ability issues are generally identified via the Group-wide risk management network. Quite apart from the financial consequences, risks can also have an impact on the BMW Group's reputation. For these purposes, the BMW Group assesses all risks with regard to their impact on its reputation using a scoring model. More- over, other overarching topics are monitored by means of regular media analysis. Any significant reputational reper- cussions are described in the following sections. Managing Reputational Risks Group-wide effects and trends can be identified by aggre- gating all significant risks at Group level using value-at-risk models. For this purpose, the potential earnings impact of the risks (confidence level: 99%) is aggregated, taking cor- relation effects into account. In order to assess the risk-bear- ing capacity of the BMW Group, the aggregated amount of risks is compared with the risk cover amount (i. e. the equity capital of the BMW Group recognised for accounting pur- poses). A limit system for various risks helps monitor the risk-bearing capacity. Monitoring Risk-Bearing Capacity The impact of risks and opportunities is presented separate- ly without offsetting. If no specific reference is made, oppor- tunities and risks relate to the Automotive segment. The scope of entities consolidated for risk reporting purposes corresponds to the scope of consolidated entities included in the BMW Group Financial Statements. Macroeconomic risks and opportunities Strategic and sector-specific risks and opportunities Changes in legislation and regulatory requirements Market developments Significant To our Stakeholders Insignificant Significant Low Stable Significant Stable Stable Insignificant Stable Stable High Medium Classification Change compared to prior year 2 of the risk amount¹ Risks to prior year Change compared Opportunities Classification Initial and continuous creditworthiness testing is an import- ant aspect of the BMW Group's credit risk management sys- tem. For this reason, every borrower's creditworthiness is tested for all credit financing and leasing contracts entered into by the BMW Group. Opportunities may arise if the man- aged portfolio performs better over time than estimated when the credits were granted. Changes in the creditworthi- ness of customers arising during the credit term are covered by risk provisioning procedures. The credit risk of individual customers is quantified on a monthly basis and, depending on the outcome, taken into account within the risk provision- ing system. Macroeconomic developments are currently subject to a higher degree of volatility. If developments are more favourable than assumed in the outlook, credit losses may be lower than expected, leading to a positive earnings impact. In the financial year 2021, the Financial Services segment benefited among other things from a favourable risk situ- ation and the resulting lower level of impairment allowances required. Credit losses were at an historically low level. Operational risks Interest rate changes Residual value Credit risk 137 BMW Group Report 2021 Stable Significant Stable Medium Transitory risks, on the other hand, arise from the transition to a low-carbon economy. This category of risks includes for example new and additional legal requirements relating to climate protection. We also see the changes resulting from the transition to a low-carbon future as an opportunity. In- novative products and services enable us to develop new fields of business, help decarbonise the mobility sector and thus boost our competitiveness at the same time. When considering climate-related risks, the BMW Group dis- tinguishes between physical and transitory risks. Physical risks refer to the actual impact of climate change. Physical risks attributable to fundamental changes in climatic condi- tions, such as rising temperatures or changing precipitation patterns, are referred to as chronic and generally have a longer-term effect. We therefore monitor these risks over a period of up to 30 years. However, extreme weather events such as storms, floods and heatwaves are already becoming more frequent. [[ Numerous developments of relevance for the BMW Group are either directly or indirectly linked to climate-related is- sues. The BMW Group is taking action to mitigate the impact of climate change and to adapt to changing climatic condi- tions. It is therefore imperative to identify climate-related risks and opportunities and to take appropriate account of them in determining the strategic direction to be followed, managing the business and organising a Group-wide risk management system. Since 2019, the BMW Group has been acting on the recommendations of the Task Force on Cli- mate-related Financial Disclosures (TCFD) and is continu- ously developing its reporting on the management of cli- mate-related risks and opportunities. Climate-Related Opportunities and Risks Due to closer interconnection with other risk categories, such as outsourcing risks or information security risks, the level of the risk amount has been raised slightly from low to medium compared to the previous year. The classification of the risk amount has changed to medium as the pertinent threshold of €200 million was exceeded for the first time. Operational risks relating to the Financial Services segment In the Financial Services segment, operational risks are de- fined as the risk of losses arising due to the unsuitability or failure of internal procedures (process risks), people (per- sonnel-related risks), systems (infrastructure and IT risks) and external events (external risks). The recording and measurement of risk scenarios, loss events and counter- measures in the operational risk management system pro- vide the basis for the systematic analysis and management of potential or materialised operational risks. Annual self-as- sessments are also carried out. Interest rate risks in the Financial Services segment relate to potential losses caused by changes in market interest rates. These can arise when fixed interest rate periods do not match for assets and liabilities recognised in the balance sheet. The risk amount attached to interest rate risks is clas- sified as low. Favourable interest rate developments com- pared to the outlook represent opportunities that the BMW Group classifies as significant. Interest rate risks in the Financial Services business are managed by ensuring that fixed interest rate periods match to a large extent and through the use of interest-rate derivatives. If the relevant recognition criteria are fulfilled, derivatives used by the BMW Group are accounted for as hedging relationships. Fur- ther information on risks in conjunction with financial instru- ments is provided in 7 note 39 to the Group Financial Statements. Interest rate risks and opportunities relating to the Financial Services segment The exceptional upturn in the pre-owned vehicle market, particularly in the USA and the UK, combined with high lev- els of revenue generated on lease returns sold, had a cor- respondingly positive effect on the residual value situation across the Financial Services segment during the financial year 2021. This development was reflected in the lower level of residual value risk provisioning required. Market developments are observed throughout the contrac- tual period and the risk assessment updated accordingly. Residual value risk management essentially follows the same established process, regardless of the drive system variant. Each vehicle's estimated residual value is calculated at the beginning of the contract on the basis of historical external and internal data. Developments on pre-owned car markets are an important factor for the BMW Group. The BMW Group has developed and implemented specialised methods and processes that enable the sustainability aspects of residual value risks to be appropriately assessed and managed. Risks and opportunities arise in conjunction with leasing contracts if the market value of a leased vehicle at the end of the contractual term of a lease differs from the residual value estimated at the commencement date of the lease. A re- sidual value risk exists if the expected market value of the vehicle at the end of the contractual term is lower than its estimated residual value at the date the contract was entered into. The risk amount attached to the occurrence of unex- pected residual value risks over the two-year assessment period is classified as high. Opportunities can arise out of a positive deviation between the actual market value and the original residual value forecast. The BMW Group classifies potential residual value opportunities as significant. To our Stakeholders Residual value risks and opportunities relating to the Financial Services segment ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To our Stakeholders BMW Group Report 2021 140 2 As shown in the section "Risk measurement", the risk amount ranges used for risk classification purposes have been revised. The change shown here relates to the classification of prior-year risks using the revised risk amount ranges. 1 The classified risk amount does not change as a result of the full consolidation of BMW Brilliance. Increased Outlook, Risk and Opportunity Management Organisation and processes for managing climate-related risks Within the BMW Group, the Board of Management is directly responsible for all matters relating to climate change includ- ing dealing with the consequences of climate change. Ac- Combined Management Report Outlook, Risk and Opportunity Management Corporate Governance Legal Risks Due to the global nature of its operations, the BMW Group is exposed to various legal risks. Legal risks may result from non-compliance with laws or other legal require- ments, or from legal disputes with business partners or other market participants. If legal risks were to materialise, they could have a high earnings impact over the two-year assessment period. The risk amounts attached to signifi- cant identified legal risks are classified as medium. The growing globalisation of the BMW Group's operations as well as of business interdependencies in general, com- bined with the variety and complexity of legal provisions - increasingly including import and export regulations - give rise to a greater risk of non-compliance with applicable legislation. A Compliance Management System is in place across the BMW Group to ensure that its representative bodies, executives and staff members worldwide consist- ently act in a lawful manner. Further information on com- pliance within the BMW Group as well as on the Compli- ance Management System is provided in the chapter 7 Compliance and human rights. Like all entities with international operations, the BMW Group is confronted with legal disputes and alleged claims relating in particular to warranty and product liabil- ity, infringements of protected rights and proceedings initi- ated by government agencies. Any of these could, amongst other consequences, have an adverse impact on the Group's reputation. Proceedings of this nature are essen- tially typical for the sector, may result as a consequence of realigning product or purchasing strategies to changed market conditions, or are antitrust-related. Particularly in the US market, class action lawsuits and product liability risks can have substantial financial consequences and cause damage to the BMW Group's reputation. More rigor- ous application, interpretation of, or changes to, existing regulations could result in a greater number of recalls. For several years, lawsuits have been filed against BMW Bank GmbH (BMW Bank) in which consumers claim the withdrawal of their loan and leasing contracts on the basis of allegedly incorrect and insufficient pre-contractual infor- mation. The focus is on loan contracts. Since 2017, BMW Bank has won the vast majority of these lawsuits. In No- vember 2019, the Federal Court of Justice (BGH) adopted a decision of principle in favour of BMW Bank, confirming the accuracy of consumer-relevant information in loan con- tracts. In addition, in October 2020 the BGH decided in a case in which BMW Bank was not involved that consumers are generally obliged to pay a compensation after a suc- cessful withdrawal. Since the beginning of 2020, several references for a preliminary ruling on the scope of informa- tion obligations have been filed with the European Court of Justice (ECJ). On September 9, 2021, the ECJ decided on the requests for preliminary ruling concerning the require- ments on the terms and conditions in consumer credit agreements in particular with regard to default interest and prepayment penalty. Based on this ruling the BGH re- quests the ECJ for another preliminary ruling whether the concept of abuse of rights in connection with consumer credit agreements is still applicable under certain circum- stances. Although this is technically not a final decision, the BGH mentioned in the reasoning part of its decision that it does not consider BMW Bank's terms and conditions in consumer credit agreements to completely fulfill the re- quirements as set by the ECJ ruling. Therefore, there is a legal risk that borrowers might withdraw consumer credit agreements of BMW Bank with reference to the proceeding submitted to the ECJ and the ECJ decision as of September 9, 2021. However, the right to compensation of BMW Bank due to the car use period of the borrower is still applicable. The possible financial impact cannot be definitively as- sessed at this stage. International movements of goods require compliance with extensive export control regulations. In addition to goods-related restrictions, international trading may also involve personal, country-specific and end-use-related re- strictions. In particular, non-compliance with applicable EU and US export control regulations could result in signif- icant legal consequences for the BMW Group. In light of its strong presence in the USA and China, any intensification of the trade dispute between the two countries could be a potential source of additional risk exposure. The BMW Group is subject to tax and customs audits in every country in which it operates, potentially resulting in back taxes, retrospective customs duties, interest, penal- ties and similar payments. Payments of this nature may, for instance, result from the full or the partial non-recogni- tion of intercompany transfer prices in the countries con- cerned. Further substantive legal risks may also arise as a result of changes in tax or customs legislation or due to the way that legislation is interpreted by tax and customs au- thorities or courts. In many cases, such changes can also have a retrospective impact on calendar years that were not yet subject to definitive audits. In order to minimise procedural tax and customs risks, the BMW Group recently set up a comprehensive Tax and Customs Control Frame- work that is already being applied in Germany and will be rolled out successively in other countries. The BMW Group recognises appropriate levels of provision for lawsuits and risks. In addition, a part of these risks is insured to an economically reasonable extent. Neverthe- less, it cannot be ruled out that damages may occur in ex- cess of the insured amounts. In accordance with Interna- tional Financial Reporting Standards (IFRS), the required information is not provided if the BMW Group concludes that disclosure of the information could seriously prejudice the outcome of the relevant legal proceedings. Further in- formation on contingent liabilities is provided in 7 note 38 to the Group Financial Statements. 139 BMW Group Report 2021 To our Stakeholders Combined Management Report Outlook, Risk and Opportunity Management Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Alleged or actual non-compliance with the law could also have a negative impact on the BMW Group's reputation. Risk Management System in fhe Financial Services Segment Risk management within the Financial Services business is built on the prevailing risk culture, the defined risk strategy, the internal capital adequacy assessment process frame- work and a set of rules comprising principles and guidelines. The main tool used to manage risk within the Financial Ser- vices segment is to ensure its risk-bearing capacity. All risks - in the sense of unexpected losses – must be cov- ered at all times. Based on the segment's risk appetite, this is achieved by ensuring specified levels of risk-covering as- sets (asset cushions) in the form of equity capital. Unexpect- ed losses are measured using various value-at-risk models, which are validated at regular intervals. Risks are aggregat- ed after taking account of correlation effects. In addition to assessing the Group's ability to bear risk, stress scenarios are also examined. The segment's risk-bearing capacity is regularly controlled by means of an integrated limit system for the various risk categories. Due to the close interrelationships within the Group, devel- opments that affect the BMW Group's industrial business in the first step are also relevant for the Financial Services seg- ment in the second step. In addition, banking supervisory agencies around the world require sustainability risks to be adequately addressed. Sustainability risks, such as natural events or a change in carbon pricing, affect existing risk cat- egories and can also have an impact in the short term. The following overview provides a summary of the main risks and opportunities in the Financial Services segment: Risks and opportunities relating to the Financial Services segment The main categories of risk relevant for financial services business are credit and counterparty risk, residual value risk, interest rate risk, operational risk and liquidity risk. The evaluation of liquidity risk for the Financial Services segment is included in the liquidity risk category for the Group as a whole. ← = Q Other Information Remuneration Report Corporate Governance Remuneration Report Other Information ← = Q Liquidity risks The major part of the Financial Services segment's credit fi- nancing and leasing business is refinanced on capital mar- kets. Liquidity risks can arise in the form of rising refinancing costs or from restricted access to funds due to the general market situation. The risk amount associated with liquidity risks is classified as low. Based on the experience gained during the global financial crisis, a liquidity concept has been drawn up, which is rigor- ously adhered to and continuously developed. In the Finan- cial Services segment, the use of the "matched funding prin- ciple" ensures that liquidity risks are generally avoided. Solvency is assured at all times throughout the BMW Group by adhering to liquidity ratios and using a broadly diversified range of refinancing sources. Regular measurement and monitoring ensure that cash inflows and outflows for the various maturities and currencies offset one another. This approach is an integral part of the BMW Group's liquidity concept. The liquidity position is monitored continuously and man- aged through the Group-wide planning of financial require- ments and funding. At present, opportunities relating to li- quidity are not expected to have any significant earnings impact. Further information on risks in conjunction with fi- nancial instruments is provided in 7 note 39 to the Group Fi- nancial Statements. Other financial risks Other financial risks worth mentioning include counterparty risks as well as those arising in connection with investments in other entities. The BMW Group works together with banks to ensure that the available liquidity is optimally invested in order to hedge against financial market risks (particularly currency, com- modity and interest rate risks) using derivative financial in- struments and to protect payments made in advance. Coun- terparty risk denotes the risk that the BMW Group will not receive, or not receive in full, the payments due to it in con- nection with the investment and hedging transactions re- ferred to above. An enhanced value-at-risk model is em- ployed to measure counterparty risk, taking into account the creditworthiness (rating) of the banks and the business vol- umes involved. Risk is managed using a limit system, which includes daily monitoring of the extent to which limits are being utilised at the level of the individual counterparties. Group Financial Statements The BMW Group holds equity investments of varying amounts in numerous entities, which could give rise to risks requiring the recognition of impairment losses. Risks and opportunities relating to pension obligations Future pension obligations are financed largely via external pension funds or trust constructs that are legally separate from the BMW Group. Externally managed funds are invest- ed on capital markets in a broadly diversified portfolio with a view to enabling future pension payments to be disbursed out of pension assets. These arrangements greatly reduce the need to fund pension payments out of ongoing operations. Risks can arise from fluctuations in pension obligations on the one hand and the related pension assets on the other. Opportunities can arise if the value of pension assets on capital markets develops favourably or if pension obligations decrease at a more pronounced rate than the related assets. Pension obligations are primarily measured using a discount rate based on market yields from high-quality corporate bonds. These yields are subject to market fluctuations and therefore influence the level of pension obligations. Changes in other parameters, such as rising inflation rates and longer life expectancy, also impact the amount as well as the dura- tion of future pension payments. Regulatory requirements or changes may also affect the amount of pension obligations. The fluctuation of pension assets reflects the volatility of in- dividual asset classes on capital markets. The broadly diver- sified portfolio comprises investments in interest-bearing securities, equities, real estate and other asset classes. The risk relating to pension obligations was substantially re- duced by the restructuring of pension commitments in Ger- many in 2021. Under the new arrangements, employees were given the option to switch to the Company's defined contribution pension plan. While the latter entails the risk as- sociated with guaranteeing a minimum rate of return, the overall risk is lower than that arising in connection with the defined benefit pension plan. The risk amount attached to pension obligations is classified as medium. Remeasurements on the liabilities and assets sides are rec- ognised net of deferred taxes through other comprehensive income and hence directly in equity of the BMW Group (with- in revenue reserves). Further information on risks in conjunc- tion with pension provisions is provided in 7 note 32 to the Group Financial Statements. 138 BMW Group Report 2021 To our Stakeholders Combined Management Report Outlook, Risk and Opportunity Management Group Financial Statements The risk amount associated with other financial risks is clas- sified as medium. Generally speaking revaluations of invest- ments could give rise to opportunities with a significant earnings impact. Credit and counterparty risks and opportunities relating to the Financial Services segment Credit and counterparty default risk arises within the Finan- cial Services segment if a contractual partner (e.g. a cus- tomer or dealership) becomes either unable or only partially able to fulfil its contractual obligations, so that less income is generated or losses are incurred. Among other consequenc- es, the military conflict between Russia and Ukraine could also result in credit losses. The risk amount attached to the occurrence of unexpected credit or counterparty default risks over the two-year assessment period is classified as medi- um. The BMW Group classifies potential opportunities in this area as insignificant. BMW Group has already experienced temporary bottlenecks in the supply of electronic components. As in other areas, the BMW Group is shaping the future of its sales organisation with a clear focus on placing the custom- er experience at the centre of its activities. Our declared aim is to deliver the best premium brand and customer experi- ence in the industry. A key building block in this endeavour is the digitalisation of the customer journey. In conjunction with the dealership organisation, new opportunities are arising in this context, which the BMW Group, however, classifies as insignificant. In order to sell its products and services, the BMW Group op- erates a global sales network - mainly comprising inde- pendent dealerships, branches, subsidiaries and importers. Any threat to the continued activities of parts of the sales network, for example due to the impending insolvency of large-scale dealerships, would entail risks for the BMW Group. The risk amount attached to sales and market- ing risks over the two-year assessment period is classified as low. Risks and opportunities relating to the sales network Opportunities arising over the assessment period are classi- fied as insignificant. tures to new and existing BMW Group production plants as well as the introduction of innovative production technol- ogies, could lead to lower cost of materials for the BMW Group. Within the Purchasing and Supplier Network, opportunities arise primarily in the context of global sourcing and associ- ated efficiency improvements. Making optimal use of any innovations developed by suppliers is a key prerequisite for developing future-oriented mobility products and services. Similarly, favourable location-related cost factors, particular- ly those arising due to the close proximity of supplier struc- The risks associated with the supply of raw materials are mitigated either by reducing the use of the raw materials in question or substituting them with alternative products. When selecting its suppliers, the BMW Group not only takes into account external requirements, such as those contained in the German Supply Chain Due Diligence Act (Lieferketten- sorgfaltspflichtengesetz), but also ensures that the sustain- ability standards set internally by the Group are met. The increased threat of cyberattacks along the entire value chain also affects supply security as well as the ability to protect know-how relevant to the BMW Group. In order to ensure a uniform level of IT security for all those involved along the value and supply chain, the BMW Group impresses on suppliers the importance of obtaining appropriate IT se- curity certification. The ongoing tight supply situation along the entire supply chain particularly due to bottlenecks affecting the supply of semiconductors could continue to result in adjustments to the production schedule. Reporting on such eventualities could also have a negative impact on the Company's reputa- tion. The BMW Group is monitoring the situation very closely, assessing developments on a continual basis and ensuring that supply chains and production plants are working to- gether as closely as possible. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Outlook, Risk and Opportunity Management To our Stakeholders 135 The growing complexity of the supplier network, particularly in the case of sub-suppliers whose operations can only be indirectly monitored by the BMW Group, is a further potential cause of downtimes at supplier locations. Due to the high level of demand on international semiconductor markets, the Among other challenges, the military conflict between Rus- sia and Ukraine is causing disruptions in the supply of com- ponents produced in Ukraine. Any further escalation could potentially affect both direct suppliers and upstream sub-suppliers from neighbouring countries, thereby aggra- vating the supply situation still further and curtailing the availability of raw materials from Russia. Potential reasons for the failure of individual suppliers to de- liver include IT-related risks, non-compliance with sustain- ability or quality standards, the lack of availability of raw ma- terials and other input materials, and the occurrence of natural hazards and/or fires. Insufficient financial capacity on the part of individual suppliers can also jeopardise sup- plies to production plants. In this context, the BMW Group ensures financial support for suppliers that are of critical im- portance for maintaining production. Moreover, any major deterioration of a particular country's security situation is incorporated in the risk measurement process as a potential reason for the failure of a value or supply chain. Information security, data protection and IT Digitalisation and automation across all areas of the busi- ness and all BMW Group products offer excellent opportu- nities that are helping move the organisation forward on its strategic path towards sustainability. At the same time, re- quirements regarding the confidentiality, integrity and avail- ability of information are becoming increasingly strict, with a corresponding impact on the related use of information tech- nology (IT). The level of threat has continuously risen in re- cent years and the impact of the military conflict between Russia and Ukraine could lead to a further increase in the number of cyberattacks. Moreover, legal and regulatory re- quirements are becoming ever stricter worldwide. Examples include the Second Act to Increase the Security of Informa- tion Technology Systems (German IT Security Act 2.0) and new data protection laws in China. In view of the higher incidence of observed attacks on BMW Group applications and systems, the risk amount despite extensive security measures - is classified as high. In addition to threats in the form of cyberattacks and phys- ical interventions, information and data can also be compro- mised by a lack of risk awareness and inappropriate behav- iour. The main direct consequences would be negative effects on revenues, disruption in the production of compo- nents and vehicles, or reputational damage. Due to high demand, the prices of many raw materials have been, and continue to be, subject to a high degree of fluctu- ations on commodity markets. Accordingly, the risk amount associated with raw materials prices is classified as high. Significant opportunities could arise if raw materials prices, contrary to current expectations, develop favourably for the BMW Group. The analysis of raw materials price risks is based on planned purchases of raw materials and components containing those products. Cash-flow-at-risk models and scenario analyses are deployed to measure risks and opportunities relating to raw materials prices. Price fluctuations for pre- cious metals (platinum, palladium, rhodium), non-ferrous metals (aluminium, copper), raw materials for batteries (lead, nickel, cobalt) and, to some extent, for steel and its basic ingredients (iron ore, coking coal) as well as energy (gas, electricity) are hedged using financial derivatives and supply contracts with fixed pricing arrangements. Risks and opportunities relating to raw materials prices As a manufacturing company, the BMW Group is exposed to purchase price risks, particularly in relation to the raw mate- rials used in vehicle production. Changes in prices are moni- tored via a well-defined management process, the primary objective of which is to improve planning reliability for the BMW Group as a whole. foreign currency regions, i. e. natural hedging. Currency risks are managed in the short to medium term and for operation- al purposes by means of hedging on financial markets. The principal objective is to increase planning reliability for the BMW Group. Hedging transactions are entered into only with financial partners of good credit standing. Depending on ex- change rate developments, significant opportunities may arise. Operational currency management is based on the results of currency risk analyses. The BMW Group manages currency risks at both strategic (medium to long term) and operational level (short to medium term). Medium- to long-term meas- ures include increasing production and purchase volumes in As an internationally operating enterprise, the BMW Group conducts business in a variety of currencies, thus giving rise to currency risks and opportunities. A substantial portion of Group revenues, production, other purchases and funding occur outside the eurozone, particularly in China and the USA. Regularly updated cash-flow-at-risk models and scen- ario analyses are used to measure currency risks and oppor- tunities. The risk amount associated with currency risks is classified as low. The risk situation is more favourable than in the previous year, as exchange rates have developed posi- tively compared with those assumed in earlier forecasts. Currency risks and opportunities Financial Risks and Risks relating to the use of Financial Instruments The loss or theft of sensitive business information could also have a negative impact on the Company's reputation. With regard to cooperations and business partnerships, the BMW Group protects its intellectual property as well as its customer and employee data by issuing clearly defined in- structions on information security and data protection. Trade secrets and sensitive personal data are subject to particular- ly stringent security measures. Risks and opportunities relating to purchasing Purchasing risks relate primarily to supply risks caused by the failure of a supplier as well as to threats to BMW Group-rel- evant know-how within the supplier network. Production problems at supplier level could lead to consequences caused by increased expenditure for the BMW Group due to production interruptions and a corresponding reduction in vehicle sales. The BMW Group deploys an extensive set of checks and proactive management measures to tackle the challenges currently facing the automotive supply industry. The risk amount attached to purchasing risks over the two- year assessment period is classified as high. documented in a comprehensive set of rules and guidelines. A consistently applied policy of updating such rules and reg- ulations to current situations, coupled with regular commu- nication, awareness-raising and training measures, form the basis for a high level of security and risk awareness in general. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements To our Stakeholders BMW Group Report 2021 136 However, despite continuous testing and preventive security measures, it is impossible to completely eliminate risks in this area. All authorised persons are required to treat infor- mation such as confidential business, customer and em- ployee data with great care, use information systems securely and handle risks in a transparent manner. Uniform requirements that apply throughout the Group are The BMW Group places great emphasis on protecting busi- ness information, for instance against unauthorised access and/or misuse. Data security is an integral part of all Group business processes and practised in accordance with the ISO/IEC 27001 international standard. In conjunction with risk management requirements, risks relating to information security, data protection and IT are systematically docu- mented, allocated appropriate measures by the departments concerned and continuously monitored with regard to threat level and risk mitigation. Regular analyses and controls as well as tight security management policies ensure an appro- priate level of security. Combined Management Report Outlook, Risk and Opportunity Management The BMW Group sees opportunities relating to production processes and fields of technology primarily in the competi- tive edge gained from mastering new and complex technol- ogies. Given the long lead times involved in developing new products and processes, additional opportunities are not expected to have a significant earnings impact on the BMW Group during the assessment period. BMW Group Report 2021 The BMW Group recognises appropriate provisions for stat- utory and non-statutory warranty obligations. It cannot be ruled out, however, that additional costs could arise in con- junction with vehicle recalls that are either not covered or not fully covered by provisions. Despitely, deploying thorough quality assurance processes, such risks can always arise if the materials and/or processing procedures used prove in- sufficient, in some cases years after a product has been launched. A high number of recalls could also have a nega- tive impact on the BMW Group's reputation. Further infor- mation on risks in conjunction with provisions for statutory and non-statutory warranty obligations is provided in note 33 to the Group Financial Statements. The introduction of more stringent legislation and regula- tions, particularly regarding emissions, safety and consumer protection as well as regional vehicle-related purchase and usage taxes, poses a significant risk for the automobile in- dustry. Country- and sector-specific trade barriers can also be subject to change at short notice. Any sudden tightening of regulations in these areas could necessitate significantly higher investments and ongoing expenses or exert influence on customer behaviour. The risk amount attached to the oc- currence of the risk of disruption in product availability due to unforeseeable short-term changes in legislation and regula- tions is classified as high. Strategic and Sector-Specific Risks and Opportunities Changes in legislation and regulatory requirements The development and testing of new technologies inherently give rise to a certain level of risk. An accident - for example involving a vehicle in automated driving mode could have a negative impact on the Company's reputation, regardless of cause. Avoiding these risks is a top priority for the BMW Group. A further risk is seen in the very high rate of inflation current- ly being observed in many regions. If inflation were to remain high over an extended period, rising prices would curb de- mand. The expected interest rate hikes by central banks will also have a dampening effect on business. ing from simple tariff increases to further import and export restrictions on specific technologies. This could also lead to less favourable import and export conditions for the BMW Group. The conflict between the USA and China is also set to re- main a major topic of discussion. The focus is currently shift- Mutation could result in the emergence of a highly conta- gious coronavirus variant that could, in tum, cause severe disease. In this case, strict containment measures could slow down the economic recovery. The BMW Group is moni- toring the situation on a continuous basis and taking appro- priate measures as required. Global supply shortfalls - particularly for semiconductors continue to dampen the prospects of economic growth. These bottlenecks could persist throughout the whole of 2022, with the resulting shortage of (upstream) products causing the hitherto strong recovery of the global economy to lose pace. There is a risk of a further escalation of the conflict and therefore of the sanctions imposed by Western countries on Russia as well as possible retaliatory measures by Russia. Any additional sanctions relating to the capital market and the import and export of goods and raw materials will have distinct consequences that are also likely to have a negative impact on economies outside Russia. The invasion of Ukraine by Russian troops has, among other factors, triggered supply restrictions affecting components from Ukraine which have already led to production schedule adjustments and interruptions at a number of BMW Group plants. If the military conflict continues for a prolonged peri- od, it will also have a perceptible impact on sales. Macroeconomic Risks and Opportunities Economic conditions have an impact on business perform- ance and hence on the level of earnings generated by the BMW Group. Unforeseen disruptions in global economic re- lations can have highly unpredictable effects. The risk amount over the two-year assessment period is classified as medium. Combined Management Report Outlook, Risk and Opportunity Management ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements To our Stakeholders BMW Group Report 2021 133 1 The classified risk amount does not change as a result of the full consolidation of BMW Brilliance. 2 As shown in the section "Risk measurement", the risk amount ranges used for risk classification purposes have been updated. The change shown here relates to the classification of prior-year risks using the updated risk amount ranges. Stable Decreased At present, the BMW Group is seeing a continuous trend to- wards increasingly stringent vehicle emissions regulations, particularly for conventional drive systems, with the aim of improving air quality, above all in conurbations. A legislative proposal for the new Euro 7 emissions standard is being dis- cussed within the European Union. As the technical require- ments and the implementation timetable for the new stand- ard are still subject to consultation, a certain element of risk is involved. A discussion about fuel consumption and carbon emissions could affect the Company's reputation. Macroeconomic opportunities that could have a sustained positive impact on the BMW Group's results of operation are classified as insignificant. Changes in trade policies could also have a positive impact on the BMW Group's earnings in the short to medium term. Any reduction in tariff barriers, import restrictions or direct excise duties could result in lower manufacturing costs or enable products and services to be offered to customers at more attractive prices. Additional opportunities potentially arising from changes in legislation and regulations are clas- sified as insignificant. Vehicles could be damaged or destroyed by natural hazards or other threats during transport from the Group's production plants to its various sales regions. Premiums and deductibles for transport insurance policies currently remain at a persis- tently high level. Any further increase could make it econom- ically unviable to take out insurance, as a result of which the BMW Group would be required to bear the losses itself. and possibly result in long downtimes and substantial losses. Appropriate measures have been put in place to counter the threat of targeted cyberattacks, reflecting the fact that any such attacks could cause damage to production facilities Technical fire protection, transparency with regard to poten- tial natural hazards relevant for site selection and ongoing operations, underpinned by other appropriate (e.g. struc- tural) measures, a rapid response by on-site fire services and employee training are the key strategies for preventing or reducing any potential damage from fires and/or natural hazards. Furthermore, policies are in place with insurance companies of high credit standing to mitigate the impact of any property damage caused by fire and/or natural events that lead to significant business interruptions at either the Group's or suppliers' premises. All production units have a variety of measures in place to deal with potential production interruptions and downtimes, some of which are already integrated in the planning process and also applied at operational level with a high degree of flexibility. These measures have an effect on both the amount of damage and the probability of the risks occurring. Additional risks could result from the tightening of existing import and export regulations, which could, in turn, lead pri- marily to additional expenses, but also complicate the im- port and export of vehicles and parts. Risks and Opportunities Relating to Operations Risks and opportunities relating to production and technologies Risks relating to production processes and fields of technol- ogy can lead to unplanned production interruptions or add- itional costs due to vehicle recall actions. The risk amount attached to the occurrence of such risks over the two-year assessment period is classified as medium. Outlook, Risk and Opportunity Management ← = Q Other Information Remuneration Report Potential causes of production downtimes include fires, nat- ural hazards and infrastructural damage as well as machine and tooling breakdowns. Equally significantly, however, pro- duction could also be impaired by bottlenecks in the supply of production materials or components, utility or media sup- ply failures or disruptions to transportation, logistics or IT systems, all of which could be caused by cyberattacks, among other factors. Market developments Group Financial Statements Combined Management Report To our Stakeholders BMW Group Report 2021 134 Sales markets are continuously monitored in order to opti- mally meet customer requirements and, at the same time, capitalise on opportunities in terms of sales growth and pri- cing. Opportunities arising over the assessment period are classified as insignificant. Any toughening of market competition could ramp up pres- sure on sales volume and selling prices. For instance, the BMW Group could be confronted with short-term supply and demand distortions in the transition from conventionally powered vehicles to alternative drive concepts. Customer behaviour can also change, such as in the event of changing social values and norms or as a consequence of governmen- tal policies relating to vehicle usage. Increasingly fierce competition among established manufac- turers and the emergence of new competitors can have re- percussions that are difficult to predict. Unforeseen con- sumer preferences and changes in brand perceptions could also give rise to both opportunities and risks. The risk amount attached to the occurrence of market risks over the two-year assessment period is classified as medium. Corporate Governance ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report owned equity capital which confers the power to elect a majority of the Supervisory Board of a contractual party or any other ownership interest that enables the acquirer to exercise control over a contractual party or which con- stitutes a merger or a transfer of net assets. BMW Group Report 2021 147 Several supply and development contracts between BMW AG and various industrial customers, all relating to the sale of components for drivetrain systems, grant an extraordinary right of termination to the relevant indus- trial customer in specified cases of a change in control at BMW AG (for example BMW AG merges with a third party or is taken over by a third party; an automobile manufac- turer acquires more than 50% of the voting rights or share capital of BMW AG). Disclosures Relevant for Takeovers and Explanatory Comments BMW AG and Mercedes-Benz Group AG have entered into a Joint Venture Agreement relating to mobility ser- vices, which includes the areas of car sharing, ride hailing and charging, and entitles both Mercedes-Benz Group AG and BMW AG (hereafter referred to as "principals") to initiate a bidding procedure in the event that (i) the other principal receives notice in accordance with § 33 of the German Securities Trading Act (WpHG) that - including shares attributed pursuant to § 34 WpHG - a sharehold- ing of more than 50% has been attained or, in accord- ance with § 20 AktG of the German Stock Corporation Act (AktG) that a shareholding of more than 50% has been attained or (ii) a shareholder or a third party - including shares attributed pursuant to § 30 WPHG - holds more than 50% of the voting rights or shares in the other prin- cipal, or (iii) the other principal has concluded a control agreement as a dependent company. The outcome of such a bidding procedure is that the joint venture will go to the principal making the highest bid. To Our Stakeholders BMW AG is party to the shareholder agreement relating to There Holding B. V., which is the majority shareholder of the HERE Group. In accordance with the shareholder agreement, each contractual party is required to offer its directly or indirectly held shares in There Holding B. V. for sale to the other shareholders in the event of a change in control. A change in control of BMW AG arises if a person takes over or loses control of BMW AG, with control de- fined as (i) holding or having control over more than 50% of the voting rights, (ii) the possibility to control more than 50% of voting rights exercisable at Annual General Meetings on all or nearly all matters, or (iii) the right to determine the majority of members of the Board of Man- agement or the Supervisory Board. Furthermore, a change in control occurs if competitors of the HERE Group, or certain potential competitors of the HERE Group from the technology sector, acquire at least 25% of BMW AG. If none of the other shareholders acquire these shares, the other shareholders are entitled to re- solve that There Holding B. V. be dissolved. Climate change is likely to cause natural disasters to oc- cur more frequently at our locations, for example heavy rains and heat waves, with the risk of damage to both inventories and products. To avoid production stoppages, we have already taken preventive measures at our pro- duction sites and other premises, such as the installation of sluice gates at the plant in Chennai, India. In the Adaptation to Climate Change project, we identified and assessed physical risks comprehensively for the first time on the basis of two different time horizons (2030 and 2050) as well as various climate change scenarios. Three warming pathways developed by the Intergovernmental Panel on Climate Change (IPCC) were applied and, in ac- cordance with the TCFD recommendation, the impact of physical risks on the various stages of the value chain (in- cluding real estate, logistics and suppliers) was examined. The BMW Group focuses on both mitigating and adapting to the consequences of climate change. Scenario analyses for identifying climate-related opportunities and risks As part of the environmental analysis as part of the strategy process, the BMW Group analyses and takes account of transitory risks from a regulatory perspective on a continu- ous basis. During the financial year under report, the BMW Group successfully completed its "Adaptation to Cli- mate Change" project with the involvement of top manage- ment. The physical climate risks were analysed and as- sessed using an external assessment tool. cordingly, the individual members of the Board of Manage- ment are each charged with the task of ensuring that their portfolios are strategically aligned with the stated objectives. Moreover, each proposal presented to the Board of Manage- ment is required to be assessed from a sustainability per- spective and thus also with regard to climate-related as- pects. Internal management within strategy ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Outlook, Risk and Opportunity Management To our Stakeholders BMW Group Report 2021 Framework agreements are in place with financial insti- tutions and banks (ISDA Master Agreements) with re- spect to trading activities with derivative financial instru- ments. These agreements include an extraordinary right of termination that triggers actions in the event that the creditworthiness of the party involved is materially weak- er following a direct or indirect acquisition of beneficially The so-called RCP* scenarios range from a low-emissions scenario in line with the 2°C target (RCP 2.6), a medium scenario with global warming of 2.4-2.7°C by the year 2100 (RCP 4.5) through to a 5°C scenario (RCP 8.5). On the one BMW AG acts as guarantor for all obligations arising from the joint venture agreement relating to BMW Brilliance Automotive Ltd. in China. This agreement grants an ex- traordinary right of termination to either joint venture partner in the event of a change in control at either one of the parties, or if more than 25% of the shares of the oth- er party are acquired by a third party - either directly or indirectly or if the other party is merged with another legal entity. Termination of the joint venture agreement may lead to the dissolution of the joint venture, with an optional purchase right for BMW (or the partner) to ac- quire the shares of the other partner or to the liquidation of the joint venture company. A cooperation agreement concluded with Peugeot SA re- lating to small (1- to 1.6-litre) petrol engines entitles each of the cooperation partners to give extraordinary notifica- tion of termination in the event of a competitor acquiring control over the other contractual party and if any con- cerns of the other contractual party regarding the impact of the change of control on the cooperation arrange- ments are not resolved during the subsequent discussion process. one or more parties jointly acquire direct or indirect con- trol of BMW AG. The term "control" is defined as the ac- quisition of more than 50% of the share capital of BMW AG, the right to receive more than 50% of the divi- dend, or the right to direct the affairs of the Company or appoint the majority of members of the Supervisory Board. Corporate Governance Remuneration Report Other Information ← = Q INTERNAL CONTROL SYSTEM The Internal Control System* (ICS) is part of the BMW Group's overall system of internal governance, and is based on a set of measures and control activities that are integrated in pro- cesses and organisational structures with a view to ensuring the accuracy of external financial and non-financial report- ing. The requirements for the design and structure of ICS procedures incorporated in accounting and financial report- ing processes as well as those used to generate selected non-financial information included in the BMW Group Report are defined on a Group-wide basis. The ICS for financial reporting has the task of ensuring that the BMW Group's accounting and financial reporting pro- cesses are both accurate and reliable. The ICS for non-finan- cial reporting focuses primarily on the further development of the processes used to gather data as the basis for reporting non-financial performance indicators within the BMW Group Report. The BMW Group's ICS is based on the "Three Lines of De- fence" model, including a clear definition of how the various functions are required to interact with one another to man- age risks. As an essential component of the second line of defence, the ICS serves as a link between the operating units (first line), internal audit (third line) and the external auditor. Internationally acknowledged standards for internal control systems were taken into account when designing the various elements of the ICS deployed by the BMW Group. The sys- tem comprises: * Disclosures pursuant to § 289 and § 315 HGB. Group-wide mandatory accounting guidelines Controls integrated in processes and IT systems Organisational measures incorporating the principles of the risk-oriented segregation of duties Process-independent monitoring measures Basically, the aim of any internal control system is to prevent, or reduce the probability of, potential risks from occurring. Both the system itself and the methods applied are subject to continuous improvement, with system effectiveness as- sessed regularly on the basis of centralised and decentral- ised process analyses, data analyses within the various fi- nancial systems, and audit-related procedures. The principal features of the BMW Group's ICS are described below. Guidelines for recognising, measuring and allocating items to accounts, along with the definitions of non-financial per- formance indicators are available to all employees via the BMW Group's intranet system. New financial reporting standards are assessed at an early stage for their impact on the BMW Group's accounting and financial reporting sys- tems. Pertinent requirements are reviewed continuously and revised at least once a year, or more frequently if required. Preventive controls serve to identify and eliminate weak- nesses and omissions in processes. Detective controls on the other hand are deployed to detect and correct any errors in the results of those processes and are generally based on the principle of the segregation of duties. All key relevant IT systems incorporate controls that are designed, among other things, to prevent business transactions from being recorded incorrectly, ensure the complete recognition and accurate of business transactions in accordance with the applicable re- quirements, and provide the basis for checking the accuracy of consolidation procedures. Whenever changes are made to IT systems relating to ac- counting and financial reporting processes, the aforemen- tioned controls are adapted to take account of new require- ments and/or any opportunities that have arisen due to technical advances in information technology. Moreover, the BMW Group deploys data analysis tools to identify and subsequently eliminate weaknesses in its processes and/or control systems. Responsibilities for ensuring the effectiveness of ICS proce- dures for accounting and financial reporting processes as well as the further development of the reporting of non-fi- nancial performance indicators are clearly defined in a role- based model and allocated to the relevant line and process managers. Once a year, the managers responsible report on their assessment of the ICS in place for accounting and fi- nancial reporting processes, based on the results of both internal and external audits as well as continual monitoring. The results of the assessment are gathered and document- ed in a centralised IT system. Any weaknesses found in the ICS are eliminated, taking into account their potential im- pact. Both the Board of Management and the Audit Commit- tee are informed about the effectiveness of the ICS on an annual basis. The Board of Management and, where appro- priate, the Supervisory Board, are promptly informed in the event of any significant changes to the ICS. 144 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Disclosures Relevant for Takeovers and Explanatory Comments DISCLOSURES RELEVANT FOR TAKEOVERS* AND EXPLANATORY COMMENTS Group Financial Statements Combined Management Report Internal Control System To Our Stakeholders BMW Group Report 2021 Extreme weather events at suppliers' locations world- wide can impact component deliveries and consequently supplies to production plants. Under these circum- stances, key transport routes could be blocked - with im- plications for both the supply of components and the dis- tribution of new vehicles. Physical climate risks could have a negative impact on economic growth in the regions affected, with noticeable unfavourable macroeconomic consequences, including a loss of income and the threat of unemployment for con- sumers. These factors, in turn, could reduce purchasing power in certain regions and have a negative impact on the BMW Group's sales volumes and operating result. Transitory climate risks A significant tightening of laws and regulations in the BMW Group's main markets (the EU, the USA and China), particularly in terms of carbon emissions regulations which may also result from possible legal proceedings or court decisions and regional vehicle purchase and usage taxes, could have an impact on the BMW Group's range of products and services and result in higher costs and/or lower sales volumes. Changes in legislation and regula- tory requirements ]] [Any serious failure to comply with sustainability or qual- ity standards could cause disruptions in the supply chain or the inability of individual suppliers to deliver. The aim is to reduce carbon emissions across all relevant supply chains on the basis of constructive cooperation with suppliers. It is important to point out, however, that the BMW Group depends on receiving accurate informa- tion from suppliers in this regard. However, if the carbon price were to rise to unexpected levels without sufficient time to plan accordingly, produc- tion costs will be driven up, with a correspondingly nega- tive impact on the BMW Group's sales volumes and prof- itability. Furthermore, setting a price for carbon emissions could result in reduced purchasing power and thus hold down economic growth in the regions concerned. The global spread of electric mobility may give rise to bottlenecks in the availability of raw materials, particular- ly those needed to manufacture battery cells. As a result, higher raw materials prices could also have an impact on the BMW Group's earnings situation. * Representative Concentration Pathways. 142 BMW Group Report 2021 To our Stakeholders Combined Management Report Outlook, Risk and Opportunity Management Group Financial Statements Composition of subscribed capital Corporate Governance Other Information Stricter requirements for carbon emitters due to regula- tory tightening could affect the reputation of the BMW Group and make it less attractive as a sustainable investment. The transformation to a lower-emissions economy is fun- damentally changing certain industries. Due to the po- tential macroeconomic consequences, the related sus- tainability risks are seen as a threat to the stability of financial markets. They could also have a negative im- pact on job security as well as the financial position of selected industries and their employees. Climate-related opportunities With its flexible vehicle architectures and production sys- tems, the BMW Group strives to take account of fluctuat- ing customer demand as well as regulatory and infra- structural differences in its markets in a swift and adaptable manner. Production network The BMW Group sees the growing demand for electrified vehicles as a major opportunity. We are leveraging this opportunity by continuously expanding our range of elec- trified products, while at the same time pressing ahead with the in-house development and production of electric drive systems, batteries and battery cell prototypes. This approach enables us to secure key know-how in new technologies at an early stage, gain crucial systems ex- pertise and exploit cost advantages, which could also provide a decisive competitive edge. 7 Production network The BMW Group's strategic planning assumptions will endeavour to anticipate the consequences of rising car- bon prices in the form of taxes and levies as well as po- tential shortfalls in emissions credits under emissions trading schemes, taking into account the assumptions applied in its own decision-making process and its coop- eration with suppliers. Circular economy, resource efficiency and renewable efficiency - The BMW Group can exert its influence across its global supplier network to cut carbon emissions and work to- wards implementing decarbonisation measures. For in- stance, it has already entered into a contractual agree- ment with its cell manufacturers that only green electricity will be used to produce the fifth generation of battery cells. Supplier network and purchases and Decarbo- nisation By switching to lower-carbon processes and technol- ogies at its own production plants, the BMW Group is not only boosting efficiency, but also cutting its costs. For ex- ample, generating its own electricity from renewable en- ergy sources reduces the carbon footprint and minimises dependence on external electricity sources as well as its exposure to price fluctuations on the energy market. 7 Renewable energy In the best interest of a circular economy, the BMW Group intends to gradually increase its use of secondary mater- ials and hence reduce carbon emissions at the same time. With this strategy, we are not only contributing to- wards achieving our decarbonisation target in the supply chain, but also reducing our dependence on primary ma- terials in terms of their availability and cost. 7 Circular econ- omy and resource efficiency By reporting comprehensively and transparently in a manner that meets potential legal requirements at an early stage, we are better able to ensure our access to capital markets and obtain attractive financing condi- tions on a long-term basis. 7 BMW Group and Capital Markets By rigorously aligning its corporate strategy to meet specific sustainability targets, the BMW Group takes appropriate ac- count of risks and opportunities in all its investments, in- novations and corporate decisions. ]] 143 Remuneration Report Physical climate risks The subscribed capital (share capital) of BMW AG amoun- ted to € 661,399,500 at 31 December 2021 (2020: € 659,684,500) and, in accordance with Article 4 no. 1 of the Articles of Incorporation is sub-divided into 601,995,196 shares of common stock (91.02 %) (2020: 601,995,196; 91.26%) and 59,404,304 shares of non-voting preferred stock (8.98 %) (2020: 57,689,304; 8.74%), each with a par value of € 1. The Company's shares are issued to bearer. The Company's shares of preferred stock are shares as de- fined in §§ 139 et seqq. AktG, which carry a cumulative pref- erential right in terms of the allocation of profit and for which voting rights are excluded. These shares confer voting rights only in exceptional cases stipulated by law, in particular if the preference amount has either not been paid or not been paid 5 Controlled entities, of which 3% or more are attributed: Susanne Klatten Beteiligungs GmbH. Indirect share of voting rights 25.62 16.63 Direct share of voting rights 0.2 9.0 16.64 16.6 0.2 20.75 20.7 Shares with special rights that confer control rights There are no shares with special rights that confer control rights. Control of voting rights when employees participate in capital and do not directly exercise their control rights Like all other shareholders, employees exercise their control rights pertaining to shares they have acquired in conjunction with the Employee Share Programme and/or the share- based remuneration programme directly on the basis of rele- vant legal provisions and the Company's Articles of Incorporation. Statutory regulations and provisions contained in the Articles of Incorporation governing the appointment and removal of members of the Board of Management and changes to the Articles of Incorporation The appointment or removal of members of the Board of Management is based on the rules contained in §§ 84 et seq. AktG in conjunction with § 31 of the German Co-Deter- mination Act (MitbestG). Amendments to the Articles of Incorporation must comply with §§ 179 et seqq. AktG. Amendments must be decided upon by the shareholders at the Annual General Meeting (§ 119 (1) no. 6, § 179 (1) AktG). The Supervisory Board is au- thorised to approve amendments to the Articles of Incorpor- ation that only affect its wording (Article 14 no. 3 of the Ar- ticles of Incorporation). Resolutions are passed at the Annual General Meeting by a simple majority of votes cast unless otherwise explicitly required by binding provisions of law or, if a majority of share capital is required, by a simple majority of share capital represented in the vote (Article 20 no. 1 of the Articles of Incorporation). 146 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Disclosures Relevant for Takeovers and Explanatory Comments Authorisations of the Board of Management, in particu- lar with respect to the issuing or buying back of shares The Board of Management is authorised to buy back shares and sell repurchased shares in situations specified in § 71 AktG, for example to avert serious and imminent damage to the Company and/or to offer shares to persons either cur- rently or previously employed by BMW AG or one of its affili- ated companies. In accordance with Article 4 no. 5 of the Articles of Incorpor- ation, the Board of Management is authorised, with the ap- proval of the Supervisory Board, to increase by means of cash contributions BMW AG's share capital during the period up to and including 15 May 2024 by up to € 1,722,600 for the purposes of an Employee Share Programme by issuing new non-voting shares of preferred stock, which carry the same rights as existing non-voting shares of preferred stock (Au- thorised Capital 2019). The subscription rights of existing shareholders are excluded. No conditional capital was in place at the reporting date. Significant agreements of the Company taking effect in the event of a change in control following a takeover bid BMW AG is party to the following major agreements, which contain provisions that would apply in the event of a change in control or the acquisition of control as a result of a take- over bid: An agreement concluded with an international consor- tium of banks relating to a syndicated credit line, which was not being utilised at the balance sheet date, entitles the lending banks to give extraordinary notice to termin- ate the credit line, such that all outstanding amounts, in- cluding interest, would fall due with immediate effect if 4 Controlled entities, of which 3% or more are attributed: AQTON GmbH & Co. KG für Automobilwerte. 3 Controlled entities, of which 3% or more are attributed: AQTON Verwaltung GmbH, AQTON GmbH & Co. KG für Automobilwerte. ² Controlled entities, of which 3% or more are attributed: AQTON SE, AQTON Verwaltung GmbH, AQTON GmbH & Co. KG für Automobilwerte. 1 Based on voluntary notifications provided by the listed shareholders as at 31 December 2021. in full within one year and the arrears are not paid in the sub- sequent year alongside the full preference amount due for that year. With the exception of voting rights, holders of shares of preferred stock are entitled to the same rights as holders of shares of common stock. In addition, Article 24 of the Articles of Incorporation confers preferential treatment to the non-voting shares of preferred stock with regard to the appropriation of the Company's unappropriated profit. Ac- cordingly, the unappropriated profit is required to be appro- priated in the following order: (a) Subsequent payment of any arrears on dividends on non-voting shares of preferred stock in the order of accruement (b) Payment of an advance dividend of € 0.02 per € 1 par value on non-voting shares of preferred stock (c) Uniform payment of any other dividends on shares of common and preferred stock, provided the shareholders do not resolve otherwise at the Annual General Meeting Restrictions affecting voting rights or the transfer of shares hand, the RCP 2.6 scenario entails high transitory risks for the BMW Group due to stricter regulatory requirements gov- erning carbon emissions. On the other hand, fewer physical risks would be likely to arise given the more ambitious cli- mate protection measures. In the RCP 8.5 scenario, how- ever, the physical risks dominate due to insufficient climate protection measures. Based on the BMW Group's assess- ment, the RCP 4.5 scenario is currently seen as the most likely and roughly corresponds to the contributions currently committed to by each country at national level. When the Company issues non-voting shares of preferred stock to employees in conjunction with its Employee Share Programme, these shares are generally subject to a Com- pany-imposed blocking period of four years, calculated from the beginning of the calendar year in which the shares were issued. Contractual holding period arrangements also apply to shares of common stock acquired by Board of Management members and certain senior department heads in conjunc- tion with share-based remuneration programmes. Remuner- ation Report * Disclosures pursuant to § 289 a, § 315 a HGB. 145 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements The rights and duties of shareholders derive from the Ger- man Stock Corporation Act (AktG) in conjunction with the Company's Articles of Incorporation, the full text of which is available at ≈ www.bmwgroup.com. The right of shareholders to have their shares evidenced is excluded in accordance with the Articles of Incorporation. The voting power attached to each share corresponds to its par value. Each €1 of par value of share capital represented in a vote entitles the holder to one vote (Article 18 no. 1 of the Articles of Incorporation). Corporate Governance Other Information Disclosures Relevant for Takeovers and Explanatory Comments ↑ = Q Direct or indirect investments in capital exceeding 10% of voting rights Based on the information available to the Company, the fol- lowing direct or indirect holdings exceeding 10% of the vot- ing rights at the end of the reporting period were held at the stated reporting date:¹ in % Stefan Quandt, Germany AQTON SE, Bad Homburg v. d. Höhe, Germany AQTON Verwaltung GmbH, Bad Homburg v. d. Höhe, Germany AQTON GmbH & Co. KG für Automobilwerte, Bad Homburg v. d. Höhe, Germany Susanne Klatten, Germany Susanne Klatten Beteiligungs GmbH, Bad Homburg v. d. Höhe, Germany The voting percentages disclosed above may have changed subsequent to the stated date if these changes were not re- quired to be reported to the Company. As the Company's shares are issued to bearer, the Company is generally only aware of changes in shareholdings if such changes are sub- ject to mandatory notification rules. Remuneration Report In addition to shares of common stock, the Company has also issued non-voting shares of preferred stock. Further in- formation can be found in the section "Composition of sub- scribed capital". 53 11,805 80,853 - 71,456 - 78,637 - 85,408 - 89,253 8 95,476 98,990 111,239 7 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 Note Selling and administrative expenses 2,748 -2,259 2,284 32,867 - 1,941 -7,580 - 8,795 -9,233 9 753 -465 3 5 3,086 5,118 343 Gross profit 489 16,839 13,582 21,986 14,947 19,392 - 14,194 -19,857 3 5 30,044 -26,958 -27,749 9,397 -7,237 Cost of sales in € million 176 Notes to the Statement of Comprehensive Income 169 Notes to the Income Statement 157 Accounting Principles and Policies 157 Notes to the Group Financial Statements 155 Statement of Changes in Equity for Group 153 Cash Flow Statement for Group and Segments Balance Sheet for Group and Segments at 31 December 2021 151 150 Statement of Comprehensive Income for Group 149 Income Statement for Group and Segments Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 148 The BMW Group has not concluded any compensation agreements with members of the Board of Management or with employees for situations involving a takeover offer. Compensation agreements with members of the Board of Management or with employees in the event of a takeover bid - BMW AG has entered into an agreement with Great Wall Motor Company Limited to establish the joint venture Spotlight Automotive Ltd. in China. The agreement grants an extraordinary right of termination to either joint venture partner in the event that - either directly or indi- rectly more than 25% of the shares of the other party are acquired by a third party or the other party is merged with another legal entity. The termination of the joint ven- ture agreement may result in the sale of the shares to the other joint venture partner or in the liquidation of the joint venture entity. The development collaboration agreement between BMW AG, FCA US LLC and FCA Italy S.p.A. relating to the development of technologies used in conjunction with automated vehicles, may be terminated by any of the contractual parties if certain competitors in the tech- nology sector acquire and subsequently hold at least 30% of the voting shares of one of the other contractual parties. The development collaboration agreement between BMW AG, Intel Corporation and Mobileye Vision Technol- ogies Ltd., relating to the development of technologies used in automated vehicles, may be terminated by any of the contractual parties if a competitor of one of the par- ties acquires and subsequently holds at least 30% of the voting shares of one of the contractual parties. 141 178 Notes to the Balance Sheet 201 Other Disclosures 228 Segment Information 231 List of investments at 31 December 2021 supplementary information) supplementary information) Eliminations (unaudited Other Entities (unaudited Financial Services (unaudited supplementary information) Motorcycles (unaudited Group supplementary information) supplementary information) Automotive (unaudited FOR GROUP AND SEGMENTS INCOME STATEMENT for Group and Segments ← = Q Other Information Revenues Remuneration Report Group Financial Statements Income Statement Combined Management Report To Our Stakeholders BMW Group Report 2021 149 FINANCIAL STATEMENTS 3 GROUP - ←三〇 Other Information Remuneration Report Corporate Governance 2,722 -264 -1,385 1,394 1,122 -1,232 -974 -4 -3 - 3 -613 -310 -458 -165 11 Interest and similar expenses - 1,292 -989 1,169 875 3 2 236 246 116 135 Other financial result Financial result Profit/loss before tax Income taxes 5,222 16,060 102 133 -271 539 4 52 -3 1 560 11 1,935 2,660 - 208 638 5 17 479 - 186 1,170 12 Attributable to minority interest Net profit / loss 392 - 240 Interest and similar income 920 -873 - 1,055 10 Other operating expenses -176 15 125 34 34 36 2 3 931 1,614 916 1,702 10 Other operating income 34 37 -26 -41 - 1,326 - 1,003 -929 -1 -2 1,520 920 1,520 24 Result from equity accounted investments 808 -390 36 - 8 1,721 3,701 I 103 2,162 9,870 4,830 13,400 Profit/loss before financial result 197 23 -66 -6 -73 - 68 227 141 ← = Q -3,597 82 10 17 71 -2 Attributable to shareholders of the BMW AG 31 12,382 3,775 9,150 1,992 177 74 2,844 1,202 412 - 171 - 201 678 Basic earnings per share of common stock in € Basic earnings per share of preferred stock in € Dilutive effects 14 18.77 5.73 14 18.79 5.75 Diluted earnings per share of common stock in € Diluted earnings per share of preferred stock in € 14 18.77 81 5.73 678 - 173 228 100 3,753 1,725 531 -235 -257 910 13 -1,365 -2,645 -713 -51 -26 - 838 -456 -119 62 56 -232 12,463 3,857 9,160 2,009 177 74 2,915 1,269 412 -201 14 67 5.75 -354 -224 139 1,019 -215 -45 7 14 991 72 201 -50 106 163 -423 1,228 - 1,283 1,382 - 401 19 2,401 - 616 14,864 18.79 81 82 31 14,783 3,159 1,243 32 3,241 12,463 3,857 150 BMW Group Report 2021 To Our Stakeholders Group Financial Statements Corporate Governance Statement of Comprehensive Income for Group Remuneration Report Other Information ← = Q STATEMENT OF COMPREHENSIVE INCOME FOR GROUP in € million Net profit/loss Remeasurement of the net liability for defined benefit pension plans Deferred taxes Items not expected to be reclassified to the income statement in the future Marketable securities (at fair value through other comprehensive income) Combined Management Report Costs of hedging Derivative financial instruments 2021 Note Total comprehensive income attributable to shareholders of BMW AG Total comprehensive income attributable to minority interests Total comprehensive income * Prior year's figure adjusted. 2020 Items that can be reclassified to the income statement in the future Currency translation foreign operations Deferred taxes * Other comprehensive income from equity accounted investments Other comprehensive income for the period after tax Equity attributable to shareholders of BMW AG Costs of hedging Derivative financial instruments Marketable securities reserves 59,550 660 Minority 31 Revenue reserves Translation differences -2,156 2,199 60,891 Total 34 868 -264 629 61,520 12,382 12,382 81 Capital 1,019 12,463 interest Subscribed capital IN EQUITY FOR GROUP Accumulated other equity 1,718 1 With the exception of interest for lease liabilities, interest relating to financial services business is classified as revenues/cost of sales. 2 Includes dividends received from investment assets amounting to € - million (2020: € 1.020 million). The reconciliation of liabilities from financing activities is presented in 7 Note [35]. 155 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Statement of Changes in Equity for Group Corporate Governance Remuneration Report Other Information ← = Q STATEMENT OF CHANGES in € million 1 January 2021 Net profit Other comprehensive income for the period after tax Comprehensive income at 31 December 2021 Dividend payments Subscribed share capital increase out of Authorised Capital Premium arising on capital increase relating to preferred stock Other changes 31 December 2021 Note -32 - 1,671 13 - 438 2 362 -251 74,366 766 75,132 156 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Statement of Changes in Equity for Group Corporate Governance Remuneration Report Other Information ← = Q STATEMENT OF CHANGES IN EQUITY FOR GROUP in € million 1 January 2020 Net profit Other comprehensive income for the period after tax Comprehensive income at 31 December 2020 Dividend payments 2,863 71,705 -317 2,325 31 2,401 2,401 13,401 1,718 -32 -317 13 14,783 81 14,864 -1,253 -1,253 -24 -1,277 1 1 1 126 126 126 7 - 189 -182 80 - 102 661 3,471 22 12,009 5,112 24 24 Investments accounted for using the equity method -6,764 -7,317 48,759 52,017 41,995 44,700 23 78 67 401 438 21,371 21,885 21,850 22,390 Subscribed share capital increase out of 1 377 374 155 167 3,585 11,809 5,112 Other investments I 559 577 2,644 1,715 26 Financial assets - 10,934 -57 -96 48,082 51,808 I 48,025 51,712 25 -11,740 6,938 6,899 20 21 4,711 6,061 735 1,241 Receivables from sales financing 3,585 9,522 12,438 12,980 AND SEGMENTS AT 31 DECEMBER 2021 BALANCE SHEET FOR GROUP ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Balance Sheet for Group and Segments at 31 December 2021 Combined Management Report To Our Stakeholders BMW Group Report 2021 151 1,501 2,487 445 608 788 13,537 12,036 9,522 9,077 2,863 2,075 Cash and cash equivalents as at 31 December 16,009 13,537 in € million 12,342 Group Motorcycles 21 22 Leased products Property, plant and equipment Intangible assets ASSETS 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 Note information) information) information) Eliminations (unaudited supplementary (unaudited supplementary (unaudited supplementary (unaudited supplementary (unaudited supplementary information) information) Other Entities Financial Services Automotive Authorised Capital 31 preferred stock In this context, the Group's 50% shareholding in BMW Bril- liance at the acquisition date will be measured at fair value, 159 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q which has been provisionally calculated at € 11 to 12 billion. The expected remeasurement gain of € 7 to 8 billion will be recognised in the financial year 2022 on the line item "Result on investments" within the financial result. As the BMW Group already held 50% of the shares in BMW Brilliance prior to the acquisition, the transaction constitutes a business combination achieved in stages (step acquisi- tion). The fair values of the assets acquired and liabilities assumed at the acquisition date are currently in the process of being measured. The balance sheet values at 31 December 2021 are included in 7 note 24. The remeasurement of acquired assets and liabilities will give rise primarily to the recognition of reacquired rights and dealership relationships as intangi- ble assets. Other fair value adjustments will also be recog- nised, mainly for property, plant and equipment and invento- ries. Due to the proximity of the acquisition date and the date on which these financial statements were authorised for issue, further information is not yet available for disclosure and will be provided in the BMW Group's next quarterly statement. Adjustments to the fair value may also arise over the course of the financial year 2022 as the fair value meas- urement process is finalised. 04 Foreign currency translation and measurement The financial statements of consolidated companies which are presented in a foreign currency are translated using the modified closing rate method. Under this method, assets and liabilities are translated at the closing exchange rate, whilst income and expenses are translated at the average exchange rate. Differences arising on foreign currency trans- lation are presented in "Accumulated other equity". In the single entity accounts of BMW AG and its subsidiaries, foreign currency receivables and payables are measured on initial recognition using the exchange rate prevailing at the date of first-time recognition. Advance payments to suppli- ers or from customers in a foreign currency that result in the addition of non-monetary assets or liabilities are recorded at 1 Euro = US Dollar British Pound Chinese Renminbi Russian Rouble Korean Won the exchange rate prevailing at the date of payment. At the end of the reporting period, foreign currency receivables and payables are measured using the closing exchange rate. The resulting unrealised gains and losses, as well as realised gains and losses arising on settlement, are recognised in the income statement, in line with the underlying substance of the transaction. Non-monetary balance sheet items denom- inated in foreign currencies are rolled forward on the basis of historical exchange rates. The exchange rates of currencies which have a material impact on the Group Financial Statements were as follows: Closing rate Following the business combination, minority interests in the equity capital of BMW Automotive Finance (China) Co. Ltd. and in Herald International Financial Leasing Co., Ltd. will change to 10.5% in each case. As the two entities are already included in the Group Financial Statements as sub- sidiaries, the change will be recognised through Group equity without any impact on profit or loss. Cash and cash equivalents acquired totalled approximately € 8.7 billion. The consideration paid for the additional 25% stake totals € 3.7 billion, including hedging effects, and has been settled entirely in cash. Since the acquisition took place prior to the date on which the financial statements were approved for publication, this report contains disclosures relating to the business combi- nation, even though BMW Brilliance will not be fully consoli- dated until the financial year 2022. BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q (joint) control, the BMW Group undertakes a new assess- ment. An entity is deemed to be controlled if BMW AG - either directly or indirectly has power over it, is exposed or has rights to variable returns from it and has the ability to influ- ence those returns. - An entity is classified as an associated company if BMW AG either directly or indirectly – has the ability to exercise sig- nificant influence over the entity's operating and financial policies. As a general rule, the Group is assumed to have significant influence if it holds 20% or more of the entity's voting power. Joint operations and joint ventures are forms of joint arrange- ments. Such an arrangement exists when a BMW Group entity jointly carries out activities with a third party on the basis of a contractual agreement. In the case of a joint operation, the parties that have joint control of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement. Assets, liabilities, revenues and expenses of a joint opera- tion are recognised proportionately in the Group Financial Statements on the basis of the BMW Group entity's rights and obligations (proportionate consolidation). The impact of joint operations on the Group Financial Statements are of minor significance. The BMW Group's largest joint operation is Spotlight Auto- motive Limited (Spotlight), which has been operated jointly with the Chinese automobile manufacturer Great Wall Motor Company Limited (Great Wall) since 2019, jointly developing and manufacturing electric vehicles in China. The BMW Group and Great Wall each hold 50% of the joint operation's equity. In addition to electric MINI vehicles, Spotlight will in future also develop and produce electric vehicles for Great Wall. In the case of a joint venture, the parties which have joint control only have rights to the net assets of the arrangement. Associated companies and joint ventures are accounted for using the equity method, with measurement on initial recog- nition based on acquisition cost. On 30. September 2021, the BMW Group signed an agree- ment with the Huachen Group to acquire all of the shares of Brilliance Automobile Manufacturing Co, Ltd., a Huachen Group subsidiary. The acquisition includes land usage rights as well as buildings and production facilities of a Huachen Group vehicle plant at the Shenyang site. The transaction is expected to be completed in the first half of 2022 after all the necessary regulatory approvals have been obtained. The other changes to the Group reporting entity do not have a material impact on the results of operations, financial posi- tion and net assets of the Group. 03 Increased shareholding in BMW Brilliance Automotive Ltd. On 11 February 2022, via the Group company BMW Holding B. V., the BMW Group increased its shareholding in the joint venture BMW Brilliance Automotive Ltd. (BMW Brilliance) from 50% to 75% with the acquisition of a further 25% of BMW Brilliance's shares. On 11 October 2018, the BMW Group signed an agreement with its joint venture partner, a wholly owned subsidiary of Brilliance China Automotive Holdings Ltd. (CBA), to acquire these shares. The agreement was approved at the CBA shareholders' meeting on 18 January 2019. The previous joint venture requirement came to an end with effect from 1 January 2022. The amended joint venture agreement came into force and the formal transfer of shares was completed on 11 February 2022, following the issuance of an amended "business license". Since that date, the BMW Group has held a 75% majority of the voting rights, as a result of which it now has control over BMW Brilliance. BMW Brilliance will therefore be fully consolidated as a sub- sidiary in the BMW Group Financial Statements with effect from 11 February 2022. The contractual term of the joint ven- ture, which previously ran until 2028, has been extended to 2040. BMW Brilliance manufactures BMW brand models primarily for the Chinese market at its two vehicle production plants as well as petrol engines and high-voltage batteries at a sepa- rate facility. The strategic objective of the acquisition is to further strengthen the BMW Group's long-term collaboration with a partner in China, to expand production capacities at the existing locations in Shenyang and to systematically increase the local production of further models including New Energy Vehicles. Average rate 31.12.2021 31.12.2020 2021 ← = Q Argentina has fulfilled the definition of a hyperinflationary economy since 1 July 2018. Since that date, IAS 29 (Financial Reporting in Hyperinflationary Economies) has therefore been applied for the BMW subsidiary in Argentina. The price indices published by the Federación Argentina de Consejos Profesionales de Ciencias Económicas (FACPCE) are used to adjust non-monetary assets and liabilities and items in the income statement. The resulting effects are not material for the BMW Group. 05 Financial reporting rules a Financial reporting standards applied for the first time in the financial year 2021: Standard/Interpretation Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 Interest Rate Benchmark Reform Phase 2 - In August 2020, the IASB published the Amendment Stand- ard Interest Rate Benchmark Reform (IBOR) – Phase 2. The amendments contain a number of reliefs to mitigate the impact on the accounting treatment of hedge relationships, financial instruments and lease liabilities resulting from the reform of interest rate benchmarks. The BMW Group is impacted by the reform of interest rate benchmarks primarily in the area of financial liabilities and related interest rate hedges. For a significant proportion of these instruments, the previous benchmark interest rate was replaced by an alternative interest rate in 2021. The adoption of the rules contained in the amended Stand- ard means that the existing hedging relationships can be continued and the contractual changes arising due to the interest rate benchmark reform do not therefore have any direct impact on profit or loss. Further explanatory comments on the impact of the interest rate benchmark reform are provided in 7 note 39. The adoption of other financial reporting Standards or Revised Standards in the financial year 2021 did not have any significant impact on the BMW Group Financial State- ments. Date of issue by IASB Mandatory application IASB Mandatory application EU 27.08.2020 01.01.2021 01.01.2021 b Financial reporting pronouncements issued by the IASB, but not yet applied In May 2017, the IASB published IFRS 17 Insurance Con- tracts. The Standard replaces IFRS 4 and contains new rules relating to recognition, measurement, presentation and dis- closure requirements for insurance contracts. The new rules are mandatory for financial years beginning on or after 1 Jan- uary 2023. In a Group-wide project, the BMW Group is cur- rently examining the impact of adopting IFRS 17 for existing agreements and, where applicable, the impact on financial reporting. Based on current assessments, the application of the new rules is not expected to have a material impact on the Group Financial Statements of the BMW Group. Early adoption of IFRS 17 is not planned. Similarly, other financial reporting standards issued by the IASB and not yet applied are not expected to have any sig- nificant impact on the BMW Group Financial Statements. 06 Accounting policies, assumptions, judgements and estimations Revenues from customer contracts include in particular rev- enues from the sale of products (primarily new and pre- owned vehicles and related products) as well as revenues from services. Revenue is recognised when control is trans- ferred to the dealership or retail customer. In the case of sales of products, this is usually at the point in time when the risks and rewards of ownership are transferred. Revenues are stated net of settlement discount, bonuses and rebates as well as interest and residual value subsidies. The consid- eration arising from these sales usually falls due for payment immediately or within 30 days. In exceptional cases, a longer payment may also be agreed. In the case of services, control is transferred over time. Consideration for the rendering of services to customers usually falls due for payment at the beginning of a contract and is therefore deferred as a con- tract liability. The deferred amount is released over the ser- vice period and recognised as revenue in the income state- ment. As a rule, amounts are released on the basis of the expected expense trend, as this best reflects the perfor- mance of the service. If the sale of products includes a deter- minable amount for services (multiple-component con- tracts), the related revenues are deferred and recognised as income in the same way. Variable consideration compo- nents, such as bonuses, are measured at the expected value, and in the case of multi-component contracts, allo- cated to all performance obligations unless directly attribut- able to the sale of a vehicle. Other Information 158 Remuneration Report Group Financial Statements Notes to the Group Financial Statements 2020 1.14 1.23 1.18 1.14 0.84 0.90 0.86 0.89 7.22 8.00 7.63 7.87 85.23 90.54 87.18 82.71 1,351.64 1,329.79 1,353.58 1,345.42 160 BMW Group Report 2021 To Our Stakeholders Combined Management Report Corporate Governance When assessing whether an investment gives rise to a con- trolled entity, an associated company, a joint operation or a joint venture, the BMW Group considers contractual arrange- ments and other circumstances, as well as the structure and legal form of the entity. Discretionary decisions may also be required. If indications exist of a change in the judgement of All consolidated subsidiaries have the same year-end as BMW AG with the exception of BMW India Private Ltd. and BMW India Financial Services Private Ltd., whose year-ends are 31 March in accordance with local legal requirements. Interim financial statements are prepared as at 31 December for the two companies with divergent reporting dates. 205 82 3,857 -215 - 1,396 5 803 187 -616 -616 3,560 - 1,396 5 803 187 3,159 82 3,241 - 1,646 - 1,646 - 25 - 1,671 1 1 1 38 3,775 38 3,775 583 Other changes * 31 December 2020 * Prior year's figures adjusted. Accumulated other equity Note Subscribed capital Capital reserves Revenue reserves Translation differences Marketable securities Derivative financial instruments Costs of hedging Equity attributable to shareholders of BMW AG Minority interest Total 31 659 2,161 57,667 - 760 29 15 -447 59,324 59,907 Premium arising on capital increase relating to 38 50 Key figures presented in the report have been rounded in accordance with standard commercial practise. In certain cases, this may mean that values do not add up exactly to the stated total and that percentages cannot be derived from the values shown. The income statement for the BMW Group and segments is presented using the cost of sales method. In order to provide a better insight into the results of opera- tions, financial position and net assets of the BMW Group, and going beyond the requirements of IFRS 8 (Operating Segments), the Group Financial Statements also include an income statement and a balance sheet for the Automotive, Motorcycles, Financial Services and Other Entities seg- ments. The Group Cash Flow Statement is supplemented by a statement of cash flows for the Automotive and Financial Services segments. Inter-segment transactions relate pri- marily to internal sales of products, the provision of funds for Group companies and the related interest. A description of the nature of the business and the major operating activities of the BMW Group's segments is provided in note 45 ("Explanatory notes to segment information"). Approval for the publication of the Group Financial State- ments was granted by the Board of Management on 8 March 2022. 02 Group reporting entity and consolidation principles The BMW Group Financial Statements include BMW AG and all material subsidiaries over which BMW AG - either directly or indirectly exercises control. This also includes 59 struc- tured entities, consisting of asset-backed financing arrange- ments and special purpose funds. - In relation to fully consolidated companies, the following changes took place in the Group reporting entity in the finan- cial year 2021: Included at 31 December 2020 Germany Foreign Total 21 185 206 Included for the first time in 2021 No longer included in 2021 16 16 1 16 17 Included at 31 December 2021 20 185 The Group currency is the euro. All amounts are disclosed in millions of euros (£ million) unless stated otherwise. - 31 The consolidated financial statements of Bayerische Motoren Werke Aktiengesellschaft (BMW Group Financial Statements or Group Financial Statements) at 31 December 2021 were drawn up in accordance with International Finan- cial Reporting Standards (IFRS), as endorsed by the Euro- pean Union (EU), and the supplementary requirements of § 315 e (1) of the German Commercial Code (HGB). The Group Financial Statements and Combined Management Report will be submitted electronically to the operator of the Federal Gazette and are accessible via the website of the Company Register. Bayerische Motoren Werke Aktienge- sellschaft (BMW AG), which has its seat in Germany, Munich, Petuelring 130, is registered in the Commercial Register of the District Court of Munich under the number HRB 42243. BMW AG manufactures automobiles and motorcycles in the premium segment. ACCOUNTING PRINCIPLES AND POLICIES -4 15 -11 4 159 660 2,199 59,550 - 2,156 34 868 -264 60,891 629 61,520 157 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q NOTES TO THE GROUP FINANCIAL STATEMENTS 01 Basis of preparation 161 997 1,939 163 220 283 2 3 78 130 104 152 1 1 6,495 6,139 6,341 115 - 1,513 - 1,423 -382 Financial Services Group (unaudited supplementary information) (unaudited supplementary information) 2021 16,060 2020 5,222 2021 2020 2021 2020 11,805 2,722 3,753 1,725 -3,217 - 1,605 - 1,805 5,974 Automotive 35 -713 -841 433 -76 -563 370 - 1,032 762 422 -43 119 160 -16 191 6 438 - 996 1,355 4,184 99 -470 94 6 - 1,520 - 920 - 1,520 - 920 -1,282 - 1,016 - 1,602 -311 965 4,192 926 46 1 Change in provisions Change in trade receivables 71,963 52,504 50,589 727 797 73,588 76,466 892 42,169 68,819 12,959 9 -187 -48 Total equity and liabilities 229,527 216,658 10 Current provisions and liabilities 47,666 319 37 10,932 8,644 9,650 7,365 378 378 894 Other liabilities 36 16,744 16,092 34,517 34,830 240 121,318 Change in trade payables 111,225 1,502 CASH FLOW STATEMENT FOR GROUP AND SEGMENTS in € million Profit/loss before tax Income taxes paid Interest received¹ ← = Q Other interest and similar income/expenses¹ Other non-cash income and expense items Result from equity accounted investments Change in leased products Change in receivables from sales financing Changes in working capital Change in inventories Depreciation and amortisation of tangible and intangible assets Other Information Remuneration Report Corporate Governance 153,437 147,617 22,943 38,456 105,593 21,797 34,829 105,233 -88,622 - 83,023 - 88,809 - 83,071 -152,215 .148,919 153 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Cash Flow Statement for Group and Segments 1,394 Trade payables 1,799 1,810 260 521 - 6,389 -3,636 - 6,208 Cash and cash equivalents as at 1 January 1,679 Change in cash and cash equivalents - 40 Effect of changes in composition of Group on cash and cash equivalents 110 -96 130 - 143 43 37 2,472 302 -158 - 176 - 132 - 199 -1 263 1,328 260 1,327 -271 -925 -16 - 829 - 185 - 91 180 1 -307 -2,629 -217 224,916 -2,438 -2,511 -901 -3,933 74 -275 164,478 424 28 103 28 - 1,277 - 1,671 - 1,277 103 -367 -447 -27 -3,973 -3,745 - 8,254 2,782 1,049 718 1,829 -6,735 -156,657 -219,488 -982 -659 - 171,532 -232,089 - 18 153,823 218,348 -2,508 - 1,526 34 34 Change in other operating assets and liabilities Cash inflow/outflow from operating activities - 1,192 15,903 154 BMW Group Report 2021 2,762 To Our Stakeholders Group Financial Statements Cash Flow Statement for Group and Segments Corporate Governance Remuneration Report Other Information ← = Q CASH FLOW STATEMENT Combined Management Report 3,259 8,178 12,583 -1,454 -11 -34 - 1,256 1,115 - 1,440 1,122 87 129 754 - 1,425 -26 1,047 - 1,432 13,251 FOR GROUP AND SEGMENTS 39 Automotive Group (unaudited supplementary information) (unaudited supplementary information) - 6,150 2021 -6,439 2020 - 5,990 2021 -12 2020 2020 -14 53 43 45 11 8 40 54 - 6,619 2021 Effect of exchange rate on cash and cash equivalents in € million Total investment in intangible assets and property, plant and equipment Proceeds from subsidies for intangible assets and property, plant and equipment Proceeds from the disposal of intangible assets and property, plant and equipment Expenditure for investment assets Proceeds from the disposal of investment assets and other business units² Investments in marketable securities and investment funds Proceeds from the sale of marketable securities and investment funds Cash inflow/outflow from investing activities Payments into equity Payment of dividends for the previous year Intragroup financing and equity transactions Interest paid¹ Proceeds from issue of non-current financial liabilities Repayment of non-current financial liabilities Change in other financial liabilities Cash inflow/outflow from financing activities Financial Services 15,418 25,178 24,428 5,952 56,589 Cash and cash equivalents 16,009 13,537 12,009 5,425 9,522 5 3,471 2,863 Current assets 86,173 81,807 9 2 1,146 64 Current tax 27 1,529 606 300 342 Other assets 28 8,941 9,110 35,592 33,747 3 N│I 83 69,770 520 63,133 913 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Balance Sheet for Group and Segments at 31 December 2021 Corporate Governance Remuneration Report 152 Other Information BALANCE SHEET FOR GROUP AND SEGMENTS AT 31 DECEMBER 2021 Group Automotive Motorcycles Financial Services ← = Q - 88,855 - 83,264 -152,215 - 148,919 -83,216 -88,668 45,724 46,661 520 58,775 Total assets 229,527 216,658 121,318 111,225 1,394 1,502 153,437 147,617 105,593 392 200 52,625 1,147 54,364 105,233 -187 -48 759 Other Entities 612 4,152 2,649 2,929 38,882 Non-current assets 143,354 134,851 33 51,548 635 589 107,713 100,956 46,818 131 41,860 50,869 48,092 30 2,861 2,057 -18 - 15 Deferred tax 13 2,202 2,459 3,418 3,196 618 550 39 Other assets 28 1,302 1,216 - 1,873 542 -1,418 -46,467 219 94 100 Receivables from sales financing 25 35,705 91 36,252 36,252 Financial assets 26 5,800 5,108 4,925 35,705 1,979 2,076 2,298 -63,360 - 65,655 Inventories 29 15,928 14,896 14,868 13,391 656 687 404 818 Trade receivables 30 2,261 -42,316 Eliminations (unaudited supplementary (unaudited supplementary (unaudited supplementary (unaudited supplementary (unaudited supplementary information) information) information) information) 6,739 7,270 524 522 40,003 42,506 5,095 475 77,929 83,175 18,518 19,519 667 705 Non-current provisions and liabilities 5,676 36 Other liabilities 1,515 697 3,426 2,812 88 Financial liabilities 35 62,342 67,390 2,247 2,087 2 18,909 17,730 41,202 62,525 509 63,243 78 47,588 1,011 49,015 921 747 700 537 140 192 34 81 Financial liabilities 35 41,121 38,986 1,462 897 18 Current tax 46 4 -3,571 -18 -42,065 -45,654 - 3,078 -15 - 46,214 - 49,307 Other provisions 33 6,748 7,494 6,175 6,960 109 100 460 388 41,873 1,458 13 Deferred tax 660 Capital reserves 31 2,325 2,199 Revenue reserves 661 31 59,550 Accumulated other equity 31 -325 - 1,518 Equity attributable to shareholders of BMW AG 71,705 31 Subscribed capital EQUITY AND LIABILITIES information) in € million Note 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 31 74,366 60,891 Minority interest 49 108 21,389 338 -17,752 - 16,541 Other provisions 33 7,206 6,488 6,944 6,268 110 74 152 146 35 - 1,545 109 3,197 766 629 Equity 75,132 61,520 50,296 41,117 17,324 15,555 25,264 Pension provisions 32 1,247 3,693 1,073 31 2,200 Group Financial Statements Corporate Governance Notes to the Group Financial Statements Group Financial Statements Notes to the Group Financial Statements Revenues from the sale of products, for which repurchase arrangements are in place, are not recognised immediately in full. Instead, revenues are either recognised proportion- ately or the difference between the sales and repurchase price is recognised in instalments over the term of the con- tract depending on the nature of the agreement. In the case of vehicles sold to a dealership that are expected to be repur- chased in a subsequent period as part of leasing operations, revenues are not recognised at Group level at the time of the sale of the vehicle. Instead, assets and liabilities relating to the right of return vehicles are recognised. Revenues from leases of own-manufactured vehicles are recognised at Group level in accordance with the require- ments for manufacturer or dealer leases. In the case of oper- ating leases, revenues from lease payments are recognised on a straight-line basis over the lease term. Finance leases, on the other hand, are accounted for as a sale. At the lease commencement date, revenues are recog- nised at the amount of the fair value of the leased asset and reduced by any unguaranteed residual value of vehicles that are expected to be returned to the Group at the end of the lease term. In addition, initial direct costs are recognised as cost of sales at the lease commencement date. Revenues also include interest income from financial ser- vices. Interest income arising on finance leases as well as on retail customer and dealership financing is recognised using the effective interest method and reported as interest income on credit financing within revenues. Public sector grants are not recognised until there is rea- sonable assurance that the conditions attaching to them have been complied with and the grants will be received. The resulting income is recognised in cost of sales over the peri- ods in which the costs occur that they are intended to com- pensate. Earnings per share are calculated as follows: Basic earn- ings per share are calculated for common and preferred stock by dividing the net profit for the year after minority interests and attributable to each category of stock, by the average number of outstanding shares. Net profit for the year is accordingly allocated to the different categories of stock. The portion of the net profit that is not being distrib- uted is allocated to each category of stock based on the number of outstanding shares. Profits available for distribu- tion are determined directly on the basis of the dividend pro- posals or resolutions for common and preferred stock. Diluted earnings per share are calculated and separately disclosed in accordance with IAS 33. Intangible assets are measured on initial recognition at acquisition or manufacturing cost. Subsequently, intangible assets with finite useful lives are amortised on a straight-line basis over their useful lives of between three and 20 years. Impairment losses are recognised where necessary. Intangi- ble assets with indefinite useful lives are tested annually for impairment. Internally generated intangible assets mainly comprise development costs for vehicle, module and archi- tecture projects. Development costs are capitalised if all of the criteria spec- ified by IAS 38 are met. They are measured on the basis of direct costs and directly attributable overhead costs. Pro- ject-related capitalised development costs are amortised on a straight-line basis following the start of production over the estimated product life (usually five to twelve years). ← = Q Goodwill arises when the cost of acquiring a business exceeds the Group's share of the net fair value of the assets, liabilities and contingent liabilities identified during the acquisition. carbon or other climate-damaging emissions (for example in conjunction with the EU Emissions Trading System or vehicle-related emissions regulations in the USA or China). These allowances and rights are carried at cost and, in the event that they are allocated free of charge, recorded at a value of zero. Amounts are derecognised at the date of the return, sale or expiry of the allowances or rights. In parallel to the recognition of these allowances and rights as assets, provisions are recognised in accordance with IAS 37 corre- sponding to the amount of obligations expected to arise in conjunction with the related emission regulations. Provisions are measured on the basis of the expected value of the allowances or rights that are to be returned. If there is any indication of impairment of intangible assets, or if an annual impairment test is required (i. e. intangible assets with an indefinite useful life, intangible assets during the development phase and goodwill), an impairment test is performed. Each individual asset is tested separately unless the cash flows generated by the asset are not sufficiently independent from the cash flows generated by other assets or other groups of assets. In these cases, impairment is tested at the level of a cash-generating unit, which is the norm for the BMW Group. For the purpose of the impairment test, the carrying amount of an asset (or a cash-generating unit) is compared with the recoverable amount. The first step of the impairment test is to determine the value in use. If the value in use is lower than the carrying amount, the next step is to determine the fair value less costs to sell and compare the amount so deter- mined with the asset's carrying amount. If the fair value is lower than the carrying amount, an impairment loss is rec- ognised, reducing the carrying amount to the higher of the asset's value in use or fair value less costs to sell. If the reason for a previously recognised impairment loss no longer exists, the impairment loss is reversed up to the level 162 BMW Group Report 2021 To Our Stakeholders Combined Management Report Intangible assets also include emission allowances and similar rights arising from programmes aimed at reducing Corporate Governance Other Information Group Financial Statements Corporate Governance Notes to the Group Financial Statements 85,408 89,253 1,345 1,401 2,971 2,192 1,411 1,591 Remuneration Report Expenses for service contracts, telematics and roadside assistance Warranty expenditure Other cost of sales Cost of sales 6,299 1,960 1,643 to financial services business Research and development expenses 161 BMW Group Report 2021 To Our Stakeholders Combined Management Report 5,689 Cost of sales is reduced by public-sector subsidies in the form of reduced taxes on assets and reduced consump- tion-based taxes amounting to € 118 million (2020: € 105 million). Remuneration Report ← = Q - 163 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report The cost of internally constructed plant and equipment com- prises all costs which are directly attributable to the manu- facturing process as well as an appropriate proportion of production-related overheads. This includes production-re- lated depreciation and amortisation as well as an appropri- ate proportion of administrative and social costs. Financing costs are not included in acquisition or manufacturing cost unless they are directly attributable to the asset. The carry- ing amount of items of depreciable property, plant and equipment is written down according to scheduled usage- based depreciation as a general rule on a straight-line basis over the useful lives of the assets. Depreciation is recorded as an expense in the income statement. Other Information The following useful lives are applied throughout the BMW Group: in years Factory and office buildings, residential buildings, fixed installations in buildings and outside facilities Plant and machinery Other facilities, factory and office equipment 8 to 50 3 to 21 2 to 25 The useful life of the plant and equipment is reviewed regu- larly and extended or shortened as necessary, based on the assumptions used for long-term corporate planning pur- poses and product-related decisions, as described above. For machinery used in multiple-shift operations, deprecia- tion rates are increased to account for the additional utilisa- tion. If there is any indication of impairment of property, plant and equipment, an impairment test is performed as described above for intangible assets. ← = Q Other Information All items of property, plant and equipment are measured at acquisition or manufacturing cost less accumulated depreci- ation and accumulated impairment losses. 13.2 Financial Statements of the recoverable amount, but no higher than the amortised acquisition or manufacturing cost. Impairment losses on goodwill are not reversed. - As part of the process of assessing recoverability, it is gener- ally necessary to apply estimations and assumptions in particular regarding future cash inflows and outflows and the length of the forecast period - which could differ from actual amounts. Actual amounts may differ from the assumptions and estimations used if business conditions develop differ- ently to expectations. The BMW Group determines the value in use on the basis of a present value computation. Cash flows used for this calcu- lation are derived from long-term forecasts approved by management. These long-term forecasts are based on detailed forecasts drawn up at an operational level, covering a planning period of six years. For the purposes of calculat- ing cash flows beyond the planning period, a perpetual annuity return is assumed which does not take growth into account. Forecasting assumptions are continually adjusted to current information and regularly compared with external sources. The assumptions used take account in particular of expectations of the profitability of the product portfolio, future market share development, macroeconomic develop- ments (such as currency, interest rate and raw materials prices) as well as the legal environment and past experi- ence. Assumptions also take into account the impact of cli- mate change and the influence of other sustainability factors on business performance and the product portfolio, for example as a result of changes in demand patterns, regula- tory requirements or changes in production conditions. Amounts are discounted on the basis of a market-related cost of capital rate. Impairment tests are performed for accounting and financial reporting purposes for the Automo- tive and Motorcycles cash-generating units using a risk-ad- justed pre-tax cost of capital (WACC). In the case of the Financial Services cash-generating unit, a pre-tax cost of equity capital is used, as is customary in the sector. The fol- lowing discount factors were applied: in % The risk-adjusted discount rate, calculated using a CAPM model, also takes into account specific peer-group informa- tion relating to beta-factors, capital structure data and bor- rowing costs. In conjunction with the impairment tests for cash-generating units, sensitivity analyses are performed for the main assumptions in order to rule out that possible changes to the assumptions used to determine the recover- able amount would result in the requirement to recognise an impairment loss. Even in the case of a 10% deterioration in the individual measurement assumptions, the need to rec- ognise an impairment loss did not arise. Automotive Financial Services 2021 2020 10.1 10.2 10.1 10.2 13.0 Motorcycles Impairment losses recognised in the income statement 2021 in connection with receivables from sales financing amounted to € 103 million (2020: € 646 million). In view of the fact that the impairment losses are of minor importance 170 BMW Group Report 2021 5,324 Selling expenses -98 Loss on the disposal of assets 2020 2021 in € million -7 5,300 Expense for impairment losses and write-downs -474 Expense for additions to provisions - 286 -204 Exchange losses 916 1,702 Other operating income - 157 Selling and administrative expenses relate mainly to expenses for marketing and communication, personnel and IT. Sundry operating expenses Administrative expenses In the opinion of the EU Commission, the carmakers con- cerned within the framework of what was actually legiti- mate technical cooperation in the development of SCR tech- nology (SCR: selective catalytic reduction) created an undue degree of transparency with regard to the sizes of their AdBlue tanks, the range that can be achieved with a full tank and the assumed average AdBlue consumption, thereby violating EU competition law. The amount of the pro- vision exceeding the fine was reversed with income state- ment effect in the year under report. The fine was paid in July 2021, thereby concluding the EU Commission's proceedings. - In 2019, a provision of approximately € 1.4 billion was recog- nised in connection with EU Commission anti-trust proceed- ings which resulted in an increase in other operating expenses in the financial year 2019 (see also note 10 to the BMW Group Financial Statements for the financial year 2019). In this antitrust investigation, the EU Commission had alleged that five German car manufacturers colluded with the aim of restricting competition for innovation with regards to certain exhaust treatment systems for petrol- and die- sel-driven passenger vehicles. The investigation was solely concerned with possible infringements of competition law. There were no allegations that the BMW Group conducted a deliberate and unlawful manipulation of the emissions con- trol system. On the basis of BMW AG's detailed submissions, the EU Commission dropped most of its charges. The pro- ceedings were settled on 8 July 2021, and a fine amounting to approximately € 373 million was issued. The expense for additions to provisions includes litigation and other legal risks. Income from the reversal of provisions includes income arising on the reassessment of risks from legal disputes. Impairment losses recognised on receivables from contracts with customers amounted to € 7 million (2020: € 47 million). Income from the reversal of and expenses for the recognition of impairment allowances and write-downs relate mainly to impairment allowances on receivables. 8,795 9,233 -272 expenses 647 Other operating income and expenses Total selling and administrative -47 - 117 - 266 - 873 -1,055 Other operating expenses 3,495 3,909 43 09 Selling and administrative expenses 282 285 326 232 Exchange gains 2020 2021 in € million 2020 2021 Research and development expenditure in € million Research and development expenses are as follows: compared to total Group cost of sales, they have not been disclosed separately in the income statement. ← = Q Other Information Remuneration Report Corporate Governance Combined Management Report To Our Stakeholders 10 Other operating income and expenses Other operating income and expenses comprise the follow- ing items: 6,870 6,279 Income from the reversal of provisions Sundry operating income 5,689 6,299 Research and development expenses 30 13 Gains on the disposal of assets 1,710 1,935 Amortisation 164 10 Income from the reversal of impairment losses and write-downs -2,300 -2,506 ment costs New expenditure for capitalised develop- 114 1,162 In the case of leased items of property, plant and equip- ment, a right-of-use asset and a liability for the outstanding lease payments are recognised with effect from the date on which the leased asset becomes available for use by the BMW Group. The cost of the right-of-use asset is the sum of the amount at which lease liability is initially measured, any lease payments made at or before the lease commence- ment date, any initial direct costs incurred by the lessee and the estimated costs of dismantling, removing or restoring the leased asset. Lease incentives granted by the lessor are deducted. Right-of-use assets are depreciated on a straight- line basis over the shorter of the useful life of the leased asset and the expected lease term. If ownership of the leased asset is automatically transferred at the end of the lease term or the exercise of a purchase option is reflected in the lease payments, the right-of-use asset is depreciated on a straight-line basis over the expected useful life of the leased asset. Right-of-use assets are reported in the bal- ance sheet within the relevant line items for property, plant and equipment. The depreciation expense on right-of-use assets is reported in the income statement in cost of sales as well as in selling and administrative expenses. Group Financial Statements Notes to the Group The lease payments to be taken into account to measure the right-of-use asset and the lease liability comprise fixed pay- ments, variable lease payments that depend on an index or an interest rate as well as amounts expected to be payable under residual value guarantees. If it is reasonably certain that a purchase or lease extension option will be exercised, the relevant payments are also included. Payments for peri- ods for which the lessee has an option to terminate a lease unilaterally are only included in the lease payments if it is reasonably certain that the termination option will not be exercised. For the purposes of assessing options, the BMW Group takes account of all facts and circumstances that create an economic incentive to exercise or not to exer- cise the option. Inventories of raw materials, supplies and goods for resale are stated at the lower of average acquisition cost and net realisable value. As a general rule, each income tax treatment is considered independently when accounting for uncertainties in income taxes. If it is not considered probable that an income tax treatment will be accepted by the local tax authorities, the BMW Group uses the most likely amount of the tax treatment when determining taxable profit and the tax base. Current income taxes are calculated within the BMW Group on the basis of tax legislation applicable in the relevant coun- tries. To the extent that judgement was necessary to deter- mine the treatment and amount of tax items presented in the financial statements, there is in principle a possibility that local tax authorities may take a different position. Deferred tax liabilities on taxable temporary differences aris- ing from investments in subsidiaries, branches and associ- ated companies as well as interests in joint arrangements are not recognised if the Group is able to control the timing of the reversal and it is probable that the temporary difference will not reverse in the foreseeable future. This is particularly the case if it is intended that profits will not be distributed, but rather will be used to maintain the substance and expand the volume of business of the entities concerned. These assumptions take account of forecast operating results, future legislative changes in connection with climate change and the impact on earnings of the reversal of taxable tempo- rary differences. Since future business developments cannot be predicted with certainty and to some extent cannot be influenced by the BMW Group, the measurement of deferred tax assets is subject to uncertainty. The recoverability of deferred tax assets is assessed at each balance sheet date on the basis of planned taxable income in future financial years. If with a probability of more than 50 per- cent future tax benefits will not be realised, either in part or in total, a valuation allowance is recognised on the deferred tax assets. The calculation of deferred tax assets requires assump- tions to be made with regard to the level of future taxable income and the timing of recovery of deferred tax assets. Deferred income taxes are recognised for all temporary differ- ences between the tax and accounting bases of assets and liabilities, including differences arising on consolidation proce- dures, as well as on unused tax losses and unused tax credits, when it is probable that they can be utilised. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realised or the liability settled, based on tax rates and tax laws that have been enacted or substantively enacted at the balance sheet date. Ineffectiveness arising on cash flow hedges is recognised directly in cost of sales, whereas the impact of prematurely ter- minated hedging relationships is recognised in other operating income and expenses. Work in progress and finished goods are stated at the lower of manufacturing cost and net realisable value. Manufactur- ing cost comprises all costs which are directly attributable to the manufacturing process as well as an appropriate propor- tion of production-related overheads. This includes produc- tion-related depreciation and amortisation and an appropri- ate proportion of administrative and social costs. Financing costs are not included in the acquisition or manufacturing cost of inventories. hedging relationship. Changes in the fair value of this compo- nent are recorded as costs of hedging on a separate line within accumulated other equity. Amounts recorded in accu- mulated other equity are included in the carrying amount of inventories on initial recognition. Other Information Remuneration Report Group Financial Statements Corporate Governance Notes to the Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 166 In the case of raw materials hedges that are accounted for as cash flow hedges, the hedging instruments are designated in full as part of the hedging relationship. As an exception to this general rule, the interest component of raw materials deriva- tive instruments redesignated in conjunction with the first- time application IFRS 9 was not designated as part of the ← = Q The time values of option transactions and the interest com- ponent including the currency basis of forward currency contracts are not designated as part of the hedging relation- ship in the case of currency hedges accounted for as cash flow hedges. Changes in the fair value of such components are recorded as costs of hedging on a separate line within accumulated other equity. Amounts recorded in accumulated other equity from currency hedges are reclassified to cost of sales when the related hedged item is recognised in profit or loss. Inventories also include vehicles held for sale in the financial services business, measured at their amortised cost or lower net realisable value. Financial liabilities, with the exception of lease liabilities, are measured on first-time recognition at their fair value. For these purposes, transaction costs are taken into account except in the case of financial liabilities allocated to the cat- egory "measured at fair value through profit or loss". Subse- quent to initial recognition, liabilities are - with the exception of derivative financial instruments - measured at amortised cost using the effective interest method. Similarly, gains and losses arising on the settlement of a defined benefit plan are recognised immediately in the income statement. Past service cost arises where a BMW Group company intro- duces a defined benefit plan or changes the benefits paya- ble under an existing plan. This cost is recognised immedi- ately in the income statement. All other costs relating to allocations to pension provisions are allocated to costs by function in the income statement. Net interest expense on the net defined benefit liability or net interest income on the net defined benefit assets are presented separately within the financial result. In the financial year 2021, as part of a modernisation of the pension plan model in Germany, the previous pension enti- tlement trend (Festbetragstrend) was converted - with the exception of one remaining component – into a career trend. The calculation of the amount of the provision requires assumptions to be made with regard to discount rates, pen- sion trends, employee fluctuation and the life expectancy of employees, among other things. Discount rates are deter- mined by reference to market yields at the end of the report- ing period on high quality fixed-interest corporate bonds. ← = Q Other Information Cash and cash equivalents comprise mainly cash on hand and cash at bank with an original term of up to three months. With the exception of money market funds, cash and cash equivalents are measured at amortised cost. Remuneration Report Group Financial Statements Notes to the Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 167 In the event that the BMW Group has a right of reimburse- ment or a right to reduce future contributions, it reports an asset (within Other financial assets), measured on the basis of the present value of the future economic benefits attached to the plan assets. For funded plans, in cases where the obli- gation exceeds plan assets, a liability is recognised under pension provisions. In the case of funded plans, the pension obligation is offset against plan assets measured at their fair value. If the plan assets exceed the pension obligation, the surplus is tested for recoverability. Provisions for pensions are measured using the projected unit credit method. Under this method, not only obligations relating to known vested benefits at the reporting date are recognised, but also the effect of future expected increases in pensions and salaries. The calculation is based on inde- pendent actuarial valuations which take into account the rel- evant biometric factors. Corporate Governance - The lease liability is measured on initial recognition at the present value of the future lease payments. Subsequent to initial recognition, the carrying amount of the lease liability is increased to reflect interest on the lease liability and reduced, without income statement impact, by the lease payments made. Lease liabilities are reported within financial liabili- ties, while interest expense is reported as part of net interest result. In the cash flow statement, both the repayment por- tion and the interest portion of lease payments are shown as cash outflows from financing activities. Fair value hedge ineffectiveness is generally recognised in other financial result. - The BMW Group applies the simplified approach described in IFRS 9 to operating lease and trade receivables, whereby the amount of the loss allowance is measured subsequent to the initial recognition of the receivable on the basis of life- time expected credit losses (stage 2 – simplified approach). For the purposes of allocating at item to stage 2, it is irrele- vant whether the credit risk of the assets concerned has increased significantly since initial recognition. general approach). The measurement of the change in default risk is based on a comparison of the default risk at the date of initial recognition and at the end of the reporting period. The default risk at the end of each reporting period is determined on the basis of credit checks, current key perfor- mance indicators and any overdue payments. With the exception of receivables from operating leases and trade receivables, the BMW Group applies the general approach described in IFRS 9 to determine impairment of financial assets. Under the general approach, loss allow- ances are measured on initial recognition on the basis of the expected 12-month credit loss (stage 1). If the credit loss risk at the end of the reporting period has increased significantly since initial recognition, the impairment allowance is meas- ured on the basis of lifetime expected credit losses (stage 2 investment in the lease. This balance sheet line item also includes operating lease receivables due at the end of the reporting period, while the related vehicles are reported as leased products. Receivables from sales financing also include finance lease receivables which are measured at the amount of the net Receivables from sales financing are measured as a gen- eral rule at amortised cost using the effective interest rate method. Items reported under other investments within the scope of IFRS 9 are measured at fair value through profit or loss. Investments in subsidiaries, joint arrangements and associ- ated companies that are not material to the BMW Group are also included in other investments. As a general rule, the BMW Group assumes that a receivable is in default if it is more than 90 days overdue or if there are objective indications of insolvency, such as the opening of insolvency proceedings. Credit-impaired assets are identi- fied as such on the basis of this definition of default. In the case of credit-impaired assets which had not been credit-im- paired at the time they were acquired or originated, an impairment allowance is recognised at an amount equal to lifetime expected credit losses (stage 3). This is the case The market values of financial instruments measured at fair value are determined on the basis of market information available at the balance sheet date, such as quoted prices or using appropriate measurement methods, in particular the discounted cash flow method. Depending on the business model and the structure of con- tractual cash flows, financial assets are classified as meas- ured at amortised cost, at fair value through comprehensive income or at fair value through profit or loss. The category "measured at fair value through comprehensive income" at the BMW Group comprises mainly marketable securities and investment funds used for liquidity management purposes. Selected marketable securities and investment funds, money market funds within cash and cash equivalents as well as convertible bonds are recognised at fair value through profit or loss, as their contractual cash flows do not solely repre- sent payments of principal and interest. non-derivative financial assets, initial recognition takes place at the settlement date. With the exception of lease receivables, financial assets are measured on initial recognition at their fair value. Financial assets include in particular other investments, receivables from sales financing, marketable securities and investment funds, derivative financial assets, trade receivables and cash and cash equivalents. As a general rule, initial recognition takes place as soon as the BMW Group becomes a party to a contract; in the case of standard purchases or sales of Investments accounted for using the equity method are measured provided no impairment has been recognised - at cost of investment adjusted for the Group's share of earn- ings and changes in equity capital. If there is any indication that an investment is impaired, an impairment test is per- formed on the basis of the discounted cash flow method. An indicator exists, for example, in the event of a serious short- fall compared to budget, the loss of an active market or if funds are required to avoid insolvency. Assumptions and estimations are required regarding future residual values, since these represent a significant part of future cash inflows. Relevant factors to be considered include the trend in market prices and demand on the pre-owned automobile market. The expected change in the drive-sys- tem mix going forward, which is subject to continuous anal- ysis, is also taken into account. The BMW Group has devel- oped and implemented methods and processes that enable the sustainability aspects of residual value risks, particularly climate-related factors, to be appropriately assessed and managed. Potential regulatory changes are also taken into account. For example, upward or downward adjustments can be made to residual values on the basis of a range of scenario analyses. The assumptions are based on internally available historical data and current market data as well as on forecasts of external institutions. Furthermore, assump- tions are regularly validated by comparison with external data. Certain types of contracts require a high degree of judgement when deciding whether they give rise to operat- ing leases or finance receivables. ← = Q Other Information Remuneration Report The BMW Group does not make use of the option to meas- ure equity instruments at fair value through other compre- hensive income or debt instruments at fair value through profit or loss. 165 BMW Group Report 2021 To Our Stakeholders In addition, for selected fixed-interest assets, a portion of the interest rate risk is hedged on a portfolio basis in accordance with IAS 39. The designated hedged items (underlying transactions) are reported in the balance sheet as receiva- bles from sales financing or financial liabilities. Interest rate risks are hedged on the basis of the present value of net cash flows relating to fixed-income assets (on the asset side) less cash flows relating to variable-rate financing (on the liabilities side). The net cash flow determined in this way is hedged by purchasing corresponding interest rate swaps that have the effect of reducing the interest rate risk. Hedge relationships are terminated and redesignated on a monthly basis at the end of each reporting period, thereby taking account of the constantly changing content of each portfolio. accumulated other equity. Amounts accumulated in equity are reclassified to other financial result within the income statement over the term of the hedging relationship. Fair value hedges are mainly used to hedge interest rate risks relating to financial liabilities. The currency basis is not designated as part of the hedging relationship in the case of cross currency interest rate hedges accounted for as fair value hedges. Accordingly, changes in the market value of such components are recorded as costs of hedging within Where hedge accounting is applied, changes in fair value of derivative financial instruments are presented as part of other financial result in the income statement or within other comprehensive income as a component of accumulated other equity, depending on whether the hedging relationship is classified as a fair value hedge or a cash flow hedge. The BMW Group applies the option to recognise the credit risks arising from the fair values of a group of derivative financial assets and liabilities on the basis of their total net amount. Portfolio-based valuation adjustments (credit valu- ation adjustments and debit valuation adjustments) to the individual derivative financial assets and financial liabilities are allocated using the relative fair value approach (net method). Fair values are determined on the basis of valuation models. Observable market price, tenor and currency basis spreads are taken into account in the measurement of derivative financial instruments. Furthermore, the Group's own credit risk and that of counterparties is taken into account on the basis of credit default swap values for market contracts with matching terms. Derivative financial instruments are used within the BMW Group for hedging purposes in order to reduce cur- rency, interest rate, fair value and market price risks. Deriva- tive financial instruments are recognised as of the trade date, measured at their fair value. Depending on their market value at measurement date, these financial instruments are reported in the balance sheet as financial assets or financial liabilities. Input factors available on the market, such as ratings and probabilities of default, are used to calculate valuation allow- ances for cash and cash equivalents, financial receivables, receivables from subsidiaries and receivables from compa- nies in which an investment is held. In the case of marketa- ble securities and investment funds, the BMW Group usually applies the option not to allocate financial assets with a low default risk to different stages. Accordingly, assets with an investment grade rating are always allocated to stage 1. Loss allowances on trade receivables are determined pri- marily on the basis of information relating to overdue amounts. Furthermore, both positive and negative economic scenarios are used alongside the latest forecasts of key per- formance indicators when determining the level of valuation allowances. These scenarios are based on local analyses and take into account, for example, anticipated political and economic developments as well as sustainability risks in the markets concerned. Forward-looking information (for instance forecasts of key performance indicators) is also taken into account if, based on past experience, such indicators show a substantive cor- relation to actual credit losses. Loss allowances relating to the balance sheet item "Receiv- ables from sales financing" are determined primarily on the basis of past experience with credit losses, current data on overdue receivables, rating classes and scoring information. The BMW Group derecognises financial assets when it has no reasonable expectation of recovery. This may be the case, for instance, if the debtor is deemed not to have sufficient assets or other sources of income to service the debt. regardless of whether the general or simplified approach is applied. In the case of stage 3 assets, interest income is cal- culated on the asset's carrying amount less any impairment loss. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Financial Statements Combined Management Report Remeasurement of the net liability can result from changes in the present value of the defined benefit obligation, the fair value of the plan assets or the asset ceiling. Remeasure- ment can result, amongst others, from changes in financial and demographic parameters, as well as changes following the portfolio development. Remeasurements are recognised immediately through other comprehensive income and ulti- mately in equity (within revenue reserves). Other provisions are recognised when the BMW Group has a present legal or factual obligation towards a third party arising from past events, the settlement of which is proba- ble, and when the amount of the obligation can be reliably estimated. Provisions with a remaining period of more than one year are measured at their net present value. - Provisions for statutory and non-statutory warranties are recognised at the point in time when control over the goods is transferred to the dealership or retail customer or when it is decided to introduce new warranty measures. With respect to the level of the provision, estimations are made in particu- lar based on past experience of damage claims and pro- cesses. Future potential repair costs and price increases per product and market are also taken into account. Provisions for warranties for all companies of the BMW Group are adjusted regularly to take account of new information, with the impact of any changes recognised in the income state- ment. Further information is provided in 7 note 33. Similar esti- mates are also made in conjunction with the measurement of expected reimbursement claims. 08 Cost of sales Cost of sales comprises: Interest income on loan financing and finance leases includes interest calculated on the basis of the effective interest method totalling € 3,379 million (2020: € 3,424 mil- lion). This interest income is not reported separately in the income statement as it is not significant compared to total Group revenues. The services included in vehicle sale contracts that will be recognised as revenues in subsequent years represent only an insignificant portion of expected revenues. Accordingly, use has been made of the practical expedient contained in IFRS 15, permitting an entity not to disclose information on a quantitative basis due to the short-term nature of items and the lack of informational value of such disclosures. The major part of revenues expected to arise from the Group's order book at the end of the reporting period relates to the sale of vehicles. Revenues resulting from those sales will be recognised in the next financial year. Sundry other income relates mainly to the Automotive seg- ment and the Financial Services segment. from lease instalments and interest income on loan financ- ing and finance leases are allocated to the Financial Ser- vices segment. Revenues from the sale of products and related goods are generated primarily in the Automotive segment and, to a lesser extent, in the Motorcycles segment. Revenues from the sales of products previously leased to customers, income An analysis of revenues by segment is shown in the explan- atory comments on segment information provided in 7 note 45. in € million Revenues recognised from contracts with customers in accordance with IFRS 15 totalled € 95,795 million (2020: € 83,814 million). 111,239 Revenues 2,424 Other income 2,766 telematics and roadside assistance Revenues from service contracts, 3,677 2,763 2,335 98,990 2021 2020 Manufacturing costs The measurement of provisions for statutory and non-stat- utory warranty obligations (statutory, contractual and voluntary) involves estimations. In addition to manufacturer warranties prescribed by law, the BMW Group offers various further standard (assurance-type) warranties depending on the product and sales market. No provisions are recognised for additionally offered service packages that are treated as separate performance obligations. IFRS 16 requires that lease payments are discounted as a general rule using the interest rate implicit in the lease. How- ever, since the interest rate in leases entered into by the BMW Group cannot readily be determined, amounts are dis- counted on the basis of the incremental borrowing rate, comprising the risk-free interest rate in the relevant currency for matching maturities plus a premium for the credit risk. Specific risks attached to an asset are generally not taken into account, given that collateral received in the context of alternative financing arrangements is not relevant within the BMW Group. - Determining which items are to be counted as lease pay- ments including the issue of the lease term underlying those payments and which discount rate to apply involves using estimates and assumptions that may differ from actual outcomes. - As lessee, the BMW Group makes use of the application exemptions available for short-term leases and leases of low-value assets. The BMW Group has not applied the exemptions available to lessees to account for COVID-19-related rent concessions (amendments to IFRS 16 dated 28 May 2020 and 31 March 2021). Group products recognised by BMW Group entities as leased products under operating leases are measured at manufacturing cost and all other leased products at acquisi- tion cost, in each case including initial direct costs. All leased products are depreciated over the period of the lease using the straight-line method down to their expected residual value. Where the recoverable amount of a lease exceeds the asset's carrying amount, changes in residual value expecta- tions are recognised by adjusting scheduled depreciation prospectively over the remaining term of the lease. If the recoverable amount is lower than the asset's carrying amount, an impairment loss is recognised for the shortfall. A test is carried out at each balance sheet date to determine whether an impairment loss recognised in prior years no longer exists or has decreased. In such cases, the carrying amount of the asset is increased to the recoverable amount, at a maximum up to the amount of the asset's amortised cost. 164 BMW Group Report 2021 To Our Stakeholders thereof: interest expense relating 27,114 26,409 Cost of sales relating to financial services business 46,878 51,361 3,701 and finance leases Combined Management Report 11,345 11,322 169 The share-based remuneration programme for Board of Management members and senior heads of department entitles BMW AG to elect whether to settle its commitments in cash or with shares of BMW AG common stock. Based on the decision to settle in cash, the share-based remuneration programmes for Board of Management members and senior heads of department are accounted for as cash-settled, share-based remuneration programmes. Further informa- tion on share-based remuneration programmes is provided in 7 note 41. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Financial Statements To Our Stakeholders BMW Group Report 2021 BMW Group Report 2021 Share-based remuneration programmes expected to be set- tled in cash are revalued to their fair value at each balance sheet date between the grant date and the settlement date and on the settlement date itself. The expense is recognised as personnel expense in the income statement over the vesting period and presented in the balance sheet as a pro- vision. Share-based remuneration programmes which are expected to be settled in shares are measured at their fair value at grant date. The related expense is recognised as personnel expense in the income statement over the vesting period and offset against capital reserves. In the case of the BMW Group, this also applies to members of the Board of Management and the Supervisory Board. Details relating to these individuals and entities are pro- vided in note 40 and in the list of investments disclosed in 7 note 46. Related party disclosures comprise information on associ- ated companies, joint ventures and non-consolidated sub- sidiaries as well as individuals which have the ability to exer- cise a controlling or significant influence over the financial and operating policies of the BMW Group. This includes all persons in key positions of the Company, as well as close members of their families or intermediary entities. If the recognition criteria relevant for provisions are not ful- filled and the outflow of resources on fulfilment is not unlikely, the potential obligation is disclosed as a contingent liability. on assessments undertaken both by management and external experts, such as lawyers. If new developments arise in the future that result in a different assessment, provisions are adjusted accordingly. The recognition and measurements of provisions for litiga- tion and liability risks necessitates making assumptions in order to determine the probability of liability, the amount of claim and the duration of the legal dispute. The assumptions made, especially the assumption about the outcome of legal proceedings, are subject to a high degree of uncertainty. The appropriateness of assumptions is regularly reviewed, based Interest income on loan financing 168 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group 11,526 Combined Management Report Income from lease instalments 13,780 to customers Sales of products previously leased 77,042 Sales of products and related goods 2021 2020 67,548 Other Information Revenues by activity comprise the following: 07 Revenues Financial Statements NOTES TO THE INCOME STATEMENT ← = Q in € million Remuneration Report Corporate Governance 379 5 5 385 - 1 543 380 384 Other intangible assets 183 -52 271 2 545 1,751 1,169 -16 2 Goodwill 2,075 5,969 11,007 10,443 Analysis of changes in Group tangible, intangible and investment assets 2020 1,710 Remuneration Report Other Information ← = Q 795 Translation Acquisition and manufacturing cost Reclassifi- Depreciation, amortisation and impairment losses Carrying amount in € million 689 1.1.2020 differences Additions 15,391 2,300 cations Disposals 31.12.2020 715 16,976 Translation 1.1.2020 differences Current year Reclassifi- Value ad- cations justments¹ Disposals 31.12.2020 31.12.2020 31.12.2019 4,948 Development costs 956 621 Intangible assets 124 6,691 9,244 9,345 thereof right-of-use assets from leases 3,107 -72 280 12 219 3,108 426 -14 452 5 796 2,312 2,681 Corporate Governance 846 - 135 6,104 15,935 17,851 -53 2,571 2 1,260 19,111 6,122 -16 1,893 906 2 6,769 12,342 11,729 Land, titles to land, buildings, including buildings on third party land 15,449 - 380 538 293 1,232 73 Current Reclassifi- Value ad- year cations justments¹ 1,935 Combined Management Report Leased products 50,120 1,725 18,465 16,463 53,847 8,125 301 5,263 4,542 9,147 44,700 41,995 Investments accounted for using the equity method 3,825 1,736 209 5,352 240 22,390 21,850 41,370 2,766 4,358 Plant and machinery 70 Advance payments made and construction in progress 1,619 23 1,407 -1,160 5 1,884 240 1,8842 Property, plant and equipment 60,991 1,009 4,723 -2 2,961 63,760 39,141 637 1,619 5,112 3,585 Investments in non-consolidated Non-current marketable securities Other investments 1,264 39 122 55 65 1,360 529 519 -15 -39 119 1,241 735 1 Including € 434 million recognised through the income statement 2 Including assets under construction of € 1,354 million. 179 BMW Group Report 2021 To Our Stakeholders -434 Group Financial Statements Notes to the Group Financial Statements 988 -39 subsidiaries Participations 301 11 47 19 340 85 2 32 87 216 963 28 75 46 1,020 444 -17 -434 253 40,061 275 1,841 3,585 3,199 Non-current marketable securities Other investments 1,292 -35 156 149 1,264 589 7 - 57 10 529 735 703 1 Including € 57 million recognised through the income statement 2 Including assets under construction of € 1,297 million. 180 240 499 519 444 240 292 -11 72 52 301 88 -3 85 BMW Group Report 2021 216 1,000 -24 84 97 963 501 10 .57 10 204 3,825 To Our Stakeholders Group Financial Statements Notes to the Group Financial Statements 10,123 between one and two years between two and three years between three and four years between four and five years later than five years Minimum lease payments 7,052 3,812 9,285 6,327 3,416 1,702 1,534 302 62 35 35 23,026 20,872 Impairment losses amounting to € 338 million (2020: € 312 million) were recognised on leased products in 2021 as a consequence of changes in residual value expectations. Income from the reversal of impairment losses amounted to € 111 million (2020: € 110 million). 24 Investments accounted for using the equity method Investments accounted for using the equity method com- prise the joint venture BMW Brilliance Automotive Ltd. (BMW Brilliance), Shenyang, the joint venture YOUR NOW Holding GmbH, Munich, the joint venture IONITY Holding GmbH & Co. KG (IONITY), Munich, and interests in the associated company THERE Holding B.V. (THERE), Rijswijk, and the associated company Solid Power Inc., Wilmington, Delaware. BMW Brilliance BMW Brilliance produces BMW brand models primarily for the Chinese market at its two vehicle production plants as IONITY In collaboration with Mercedes-Benz Group AG, the Ford Motor Company, the Volkswagen Group, Kia Motors Corpo- ration and Hyundai Motor Corporation, the BMW Group operates the joint venture IONITY, whereby each of the par- ties has an equal shareholding. IONITY's business model envisages the construction and operation of high-perfor- mance charging stations for battery-powered vehicles in Europe. On 1 November 2021, IONITY Holding GmbH & Co. KG signed a contract with GRP III HPC Lux S.à.r.l. (Black- rock) for the provision of financing amounting to € 500 mil- lion to expand the charging network. The existing share- holders are also investing an additional € 200 million in the business. The transaction is due to be completed in the first half of 2022. 31.12.2021 The at-equity loss reported for YOUR NOW for 2021 amounted to € 171 million (2020: loss of € 349 million). On 29 March 2021 YOUR NOW Holding GmbH signed an agree- ment with the bp Group for the latter to acquire a 33.3% stake in Digital Charging Solutions GmbH (DCS) (Charge- Now). The transaction was completed on 1 October 2021. In addition, on 8 March 2021, YOUR NOW Holding GmbH signed an agreement to sell PARK NOW Group to EasyPark Group. Following receipt of regulatory approval, the transac- tion was completed on 27 May 2021. The impact of the two transactions is not material. YOUR NOW 31.12.2020 Corporate Governance Remuneration Report Other Information ← = Q 21 Intangible assets Intangible assets mainly comprise capitalised development costs on vehicle, module and architecture projects as well as subsidies for tool costs, licences, purchased development projects, emission allowances, software and purchased cus- tomer lists. Other intangible assets include a brand-name right amount- ing to € 43 million (2020: € 40 million) which is allocated to the Automotive segment and is not subject to scheduled amortisation since its useful life is deemed to be indefinite. The asset is subject to a limited right of ownership. Intangi- ble assets also include goodwill of € 33 million (2020: € 33 million) allocated to the Automotive cash-generating unit (CGU) and goodwill of € 347 million (2020: € 346 mil- lion) allocated to the Financial Services CGU. The changes in these items compared to the previous year are exclusively currency-related. As in the previous year, there was no requirement to recog- nise impairment losses or reversals of impairment losses on intangible assets in 2021. As in the previous year, no financing costs were recognised as a cost component of intangible assets in 2021. Combined Management Report 22 Property, plant and equipment (including right-of- use assets arising from leasing) As in the previous year, no financing costs were recognised as a cost component of property, plant and equipment in 2021. Right-of-use assets arising from leases of land and buildings relate primarily to logistics and office premises and, to a lesser extent, to selling and production premises. In order to secure these premises and, in the interests of flexibility, the property rental agreements concerned often contain exten- sion and termination options. 23 Leased products Minimum lease payments of non-cancellable operating leases amounting to € 23,026 million (2020: € 20,872 mil- lion) fall due as follows: in € million within one year well as petrol engines and high-voltage batteries at a sepa- rate facility. The BMW Group acquired a further 25% of the shares in the BMW Brilliance joint venture on 11 February 2022. The trans- action is described in detail in note 3. No impairment losses were recognised in 2021, as in the previous year. -765 1,440 subsidiaries Other facilities, factory and office equipment 3,172 - 100 248 44 226 3,138 2,147 -59 333 thereof right-of-use assets from leases 104 -4 41 20 121 31 - 1 34 76 40 18 2 710 1,548 40,299 29,177 -511 3,071 2 1,500 30,239 37 10,060 thereof right-of-use assets from leases 82 1 8 31 58 6 1 15 10,884 Participations 206 927 1,830 39,141 21,850 23,245 Leased products 49,942 - 1,930 17,820 15,712 50,120 7,333 - 300 5,833 4,741 8,125 41,995 42,609 Investments accounted for using the equity method 3,439 Investments in non-consolidated -2 4,250 - 705 37,428 1,025 16 51 70 73 Advance payments made and construction in progress 1,991 - 19 941 2,211 - 1,294 1,6192 1,991 Property, plant and equipment 60,673 - 1,264 3,651 -2 2,067 60,991 1,619 190 69 36 720 2020 10,081 1,252 Social insurance expenses 968 911 2021 2020 Personnel expenses Pension and welfare expenses 12,286 Average number of employees 118,626 122,874 thereof at proportionately- consolidated entities 304 139 Most of the expenses for leases of low-value assets and short-term leases relate to low-value assets. 12,244 10,598 2021 The average number of employees during the year was: - 14 -13 Е 5.80* 1.90 Interest expense arising on the Е 5.82* 1.92 measurement of lease liabilities -48 -55 Earnings per share of preferred stock are computed on the basis of the number of preferred stock shares entitled to receive a dividend in each of the relevant financial years. As in the previous year, diluted earnings per share correspond to basic earnings per share. 15 Personnel expenses The income statement includes personnel expenses as fol- lows: in € million Wages and salaries Personnel expenses include € 223 million (2020: 602 mil- lion) of costs relating to workforce measures. The decrease in pension and welfare expenses was mainly attributable to positive changeover effects resulting from the modernisation of the pension plan model in Germany amounting to € 562 million. The total pension expense for defined contribution plans of the BMW Group amounted to € 160 million (2020: € 150 million). Employer contributions paid to state pension insurance schemes totalled € 654 mil- lion (2020: € 634 million). The BMW Group is party to leases at the end of the reporting period which have not yet commenced. These leases could give rise to future cash outflows amounting to € 530 million (2020: € 225 million). Total cash outflows for leases in 2021 amounted to € 600 million (2020: € 653 million). Information on right-of-use assets, lease liabilities as well as further explanatory comments are provided in 7 note 6 (Accounting policies, assumptions, judgements and estima- tions), note 20 (Analysis of changes in Group tangible, intan- gible and investment assets 2021), note 22 (Property, plant and equipment (including right-of-use assets arising from leasing) and note 35 (Financial liabilities). 175 1,557 1,167 Variable lease payments are based on distance driven. The agreements have, in part, extension and purchase options. 17 Fee expense for the Group auditor The fee expense pursuant to § 314 (1) no. 9 HGB recognised in the financial year 2021 for the Group auditor and the PwC network of audit firms amounted to € 19 million (2020: € 18 million) and consists of the following: Services provided during the financial year 2021 by the Group auditor PricewaterhouseCoopers GmbH Wirtschaftsprü- fungsgesellschaft, Frankfurt am Main, Munich branch, on behalf of BMW AG and subsidiaries under its control relate to the audit of the financial statements, other attestation ser- vices, tax advisory services and other services. The audit of financial statements comprises mainly the audit of the Group Financial Statements and the separate finan- cial statements of BMW AG and its subsidiaries, and all work related thereto, including the review of the Interim Group Financial Statements. Other attestation services include mainly project-related audits, comfort letters and statutorily prescribed, contractu- ally agreed or voluntarily commissioned attestation work. Tax advisory services include primarily services related to transfer pricing and tax compliance. Other services mainly include consulting services relating to production processes. 18 Government grants and government assistance Income from asset-related and performance-related grants, amounting to € 94 million (2020: € 67 million) and € 152 mil- lion (2020: € 210 million) respectively, was recognised in the income statement in 2021. These amounts relate mainly to public sector grants aimed at the promotion of regional structures as well as to subsi- dies received for plant expansions. in € million Audit of financial statements Other attestation services Tax advisory services Other services Fee expense PwC International previously leased to retail customers under finance leases of lease liabilities Selling profit on the sale of vehicles 964 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q As lessor in € million 2021 2020 Income from variable lease payments for operating leases 109 148 Income from variable lease payments for finance leases 13 17 Financial income on the net investment in finance leases 890 thereof: PwC GmbH 5.75 Е 1,950 1,562 - 1,085 658 23 - 305 247 -443 2020 -250 26 -23 -144 744 35 1,950 The tax returns of BMW Group entities are checked regularly by German and foreign tax authorities. Taking account of numerous factors - including interpretations, commentaries and legal decisions relating to the various tax jurisdictions as well as past experience – adequate provision has been made, to the extent identifiable and probable, for potential future tax obligations. 174 BMW Group Report 2021 161 2021 Taxable temporary differences relating to investments in subsidiaries, associated companies and joint ventures amount to € 25,526 million (2020: € 22,174 million). No deferred taxes are recognised on these taxable temporary differences because the BMW Group is able to determine the timing of the reversal of the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future, in particular in view of the fact that there is no intention to distribute the profits, but rather to use them to maintain their substance and reinvest in the compa- nies concerned. No computation was made of the potential impact of income taxes on the grounds of proportionality. Deferred tax liabilities on expected dividends amount to € 79 million (2020: € 76 million) and relate primarily to divi- dends from foreign subsidiaries and joint ventures. Deferred taxes at 31 December (assets (+)/ liabilities (-)) To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Tax loss carryforwards relating to Germany and foreign operations amounted to € 4,138 million (2020: € 1,568 mil- lion). This includes one tax-loss carryforward amounting to € 413 million (2020: € 406 million), on which a valuation allowance of € 140 million (2020: € 138 million) was recog- nised on the related deferred tax asset. For entities with tax losses available for carryforward, a net surplus of deferred tax assets over deferred tax liabilities is reported amounting to € 2,487 million (2020: € 392 million). The basis for the recognition of deferred taxes is the BMW Group business model or management's assessment that there is material evidence that the entities will generate future taxable profit, against which deductible temporary dif- ferences can be offset. The increase in tax loss carryfor- wards was mainly attributable to the exercise of a tax option by the BMW Group's US companies. Furthermore, it is assumed that tax start-up losses relating to the San Luis Potosí plant in Mexico, opened in 2019, can be utilised by offset against planned future profits. Loss carryforwards amounting to € 3,834 million (2020: € 1,129 million) can be used indefinitely, while € 304 million (2020: € 439 million) expire after more than 3 years. Capital losses available for carryforward in the United King- dom which do not relate to ongoing operations increased to € 1,959 million (2020: € 1,832 million) due to currency fac- tors. As in previous years, deferred tax assets recognised on these tax losses - which increased to € 490 million due to a tax rate change in the UK (2020: € 348 million) - were fully written down since they can only be utilised against future capital gains. Deferred tax assets and deferred tax liabilities are netted for each relevant tax entity if they relate to the same tax author- ities. Deferred taxes recognised directly in equity amounted to € 1,733 million (2020: € 1,710 million). in € million Deferred taxes at 1 January (assets (+)/ liabilities (-)) Deferred tax expense (-)/ income (+) recognised through income statement Change in deferred taxes recognised directly in equity thereof relating to fair value gains and losses on financial instruments and marketable securities recognised directly in equity thereof relating to the remeasurements of net liabilities for defined benefit pension plans thereof from currency translation Exchange rate impact and other changes To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance 1,083.8 326.9 in € million 2021 2020 number 601,995,196 601,995,196 number 57,686,234 56,867,180 Expenses for leases of low-value assets and short-term leases -74 - 91 € 18.77 5.73 Expenses relating to variable lease payments not included in the measurement € million 18.79 3,448.1 € million Remuneration Report Other Information ← = Q 14 Earnings per share Net profit attributable to the shareholders of BMW AG Profit attributable to common stock Profit attributable to preferred stock Average number of common stock shares in circulation Average number of preferred stock shares in circulation Basic / diluted earnings per share of common stock Basic / diluted earnings per share of preferred stock Dividend per share of common stock Dividend per share of preferred stock * Proposal by the Board of Management 16 Leases 2021 € million 12,382.2 2020 3,775.0 As lessee In terms of accounting for leases as a lessee, the following amounts are included in the income statement: 11,298.4 BMW Group Report 2021 2021 2021 -45 13 -32 7 -2 5 14 37 Marketable securities (at fair value through other comprehensive income) Derivative financial instruments * 51 - 306 685 Costs of hedging * 72 -22 50 201 - 60 991 -215 After tax Deferred taxes 139 Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Deferred taxes on components of other comprehensive income are as follows: 2021 2020 in € million Remeasurement of the net liability for defined benefit pension plans Before tax Deferred taxes After tax Before tax 1,243 -224 1,019 - 354 141 Other comprehensive income from equity accounted investments Currency translation foreign operations -50 135 Corporate Governance Remuneration Report Other Information ← = Q NOTES TO THE BALANCE SHEET 20 Analysis of changes in Group tangible, intangible and investment assets 2021 Translation Acquisition and manufacturing cost Reclassifi- Depreciation, amortisation and impairment losses Carrying amount in € million 1.1.2021 differences Additions cations Disposals 31.12.2021 Development costs 16,976 2,506 195 19,287 Translation 1.1.2021 differences 5,969 Group Financial Statements Notes to the Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2021 85 106 -55 51 1,228 1,228 - 1,283 - 1,283 Other comprehensive income * Prior year's figures adjusted. 2,462 - 61 2,401 -332 - 284 -616 Other comprehensive income relating to equity accounted investments is reported in the Group Statement of Changes in Equity within currency translation differences with a posi- tive amount of € 490 million (2020: negative amount of € 113 million), within derivative financial instruments with a negative amount of € 368 million (2020: positive amount of € 118 million) and within costs of hedging with a negative amount of € 37 million (2020: positive amount of € 46 mil- lion). Gains or losses realised on derivative financial instruments which have been reclassified to acquisition costs for invento- ries are not recognised through other comprehensive income after tax. 178 To Our Stakeholders 2020 BMW Group Report 2021 * Prior year's figure adjusted. To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q NOTES TO THE STATEMENT BMW Group Report 2021 OF COMPREHENSIVE INCOME Other comprehensive income for the period after tax com- prises the following: in € million 2021 2020 Remeasurement of the net liability for defined benefit pension plans 1,243 - 354 Deferred taxes 19 Disclosures relating to the statement of comprehen- sive income 176 4 8 2020 16 14 5 4 2 1 2 0 0 0 0 0 1 3 1 0 19 18 -224 139 Items not expected to be reclassified to the income statement in the future 1,019 201 -287 -437 359 638 Other comprehensive income from equity accounted investments Deferred taxes* -50 106 163 -423 Currency translation foreign operations 1,228 -1,283 Items that can be reclassified to the income statement in the future 1,382 -401 Other comprehensive income for the period after tax 2,401 -616 72 177 -645 1,636 - 215 Marketable securities (at fair value through other comprehensive income) -45 7 thereof gains/losses arising in the period under report -38 20 thereof reclassifications to the income statement Derivative financial instruments thereof gains/losses arising in the period under report thereof reclassifications to the income statement Costs of hedging thereof gains/losses arising in the period under report thereof reclassifications to the income statement -7 -13 14 991 25 -11 173 1,950 744 Disposals 31.12.2021 31.12.2021 31.12.2020 7,714 11,573 11,007 171 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Goodwill Other Information 11 Net interest result in € million 2021 2020 Other interest and similar income 135 116 ← = Q 384 1 385 Intangible assets 956 1,027 948 61 202 12 795 1,975 112 2 289 45 1,751 Other intangible assets 379 380 5 5 thereof from subsidiaries: 12 8 Interest and similar income Sundry other financial result comprises mainly income and expenses arising on the measurement of stand-alone deriv- atives and fair value hedge relationships, as well as income and expenses from the measurement and sale of marketa- ble securities and shares in investment funds. Sundry other financial result benefited in 2021 from the favour- able fair value development of interest rate hedges resulting from the rise in yield curves in the USA, whereas in the previ- ous year, the downward trend in interest rates gave rise to fair value measurement losses on interest rate hedges. 13 Income taxes Taxes on income of the BMW group comprise the following: The tax expense was reduced by € 28 million (2020: € 4 mil- lion) as a result of utilising tax loss carryforwards, for which deferred assets had not previously been recognised and in conjunction with previously unrecognised tax credits and temporary differences. The tax expense resulting from the change in the valuation allowance on deferred tax assets relating to tax losses avail- able for carryforward and temporary differences amounted to € 3 million (2020: € 10 million). Deferred taxes are determined on the basis of tax rates which are currently applicable or expected to apply in the rel- evant national jurisdictions when the amounts are recov- ered. After taking account of an average municipal trade tax multiplier rate (Hebesatz) of 428.0 (2020: 428.0), the under- lying income tax rate for Germany was as follows: Current tax expense 2,512 2,023 Deferred tax expense (+)/ deferred tax income (-) in % 2021 2020 1,085 - 658 12 Other financial result Corporate tax rate 15.0 - 342 19,111 -30 2020 135 116 Net interest impact on other long-term provisions 71 - 199 Net interest expense on the net defined benefit liability for pension plans -22 -34 Other interest and similar expenses -214 - 225 thereof subsidiaries: -1 Interest and similar expenses -165 - 458 in € million 2021 Net interest result 15.0 46 2 Other facilities, factory and office equipment 40 131 14 19 15 18 145 3,138 38 58 thereof right-of-use assets from leases 10,060 10,165 31,574 2,311 2 3,180 125 67 235 71 2 51 131 19 927 907 2,344 249 2 335 45 2,211 3,251 262 73 25 4 121 thereof right-of-use assets from leases 468 30,239 41,739 2,350 124 6,691 16,886 344 221 789 285 15,935 buildings on third party land Land, titles to land, buildings, including 12,342 12,980 8,667 251 2,137 12 6,769 21,647 307 843 2,795 206 9,434 864 2,292 634 40,299 Plant and machinery 2,312 2,229 1,134 115 433 20 796 3,363 220 416 59 3,108 thereof right-of-use assets from leases 9,244 7,452 thereof relating to temporary differences 1,668 Valuation allowances on capital losses Netting Deferred taxes Net The tax reductions due to tax-exempt income related pri- Imarily to the partial release of the provision for the EU anti- trust proceedings as well as to the tax-exempt impact of the mark-to-market valuation of participations. Tax benefits for prior years resulted primarily from adjust- ments to income tax receivables and provisions for prior years, among other things due to transfer pricing issues in connection with unconcluded and ongoing transfer pricing proceedings. Deferred tax assets Deferred tax liabilities 26.1 % 2021 2021 2020 4 17 3,494 3,354 74 49 2020 22.4% Effective tax rate Valuation allowances on tax loss carryforwards Equity accounted -370 -210 Provisions Tax expense (+) / benefits (-) for prior years -54 61 Liabilities Effects from tax rate changes 25 17 Eliminations Other variances -71 -15 Actual tax expense 3,597 1,365 665 673 300 282 3,721 1,826 1,766 17,129 16,284 15,755 13,848 - 140 - 138 -490 - 348 - 14,297 - 13,339 - 14,297 - 13,339 2,202 2,459 1,458 509 3,936 Capital Losses 852 3,717 4,493 3,203 5 6 1 1 886 1,013 4,646 3,966 1,061 476 490 348 6,070 6,655 29 33 4,303 601 398 314 Non-deductible expenses 15.0 15.0 thereof from subsidiaries: 14 12 German income tax rate 30.8 30.8 Expenses from investments in subsidiaries and participations -28 - 87 Result on investments 584 48 Income (+) and expenses (-) from finan- cial instruments 586 -234 Municipal trade tax rate Sundry other financial result 1,365 Income taxes - 450 Solidarity surcharge 5.5 5.5 in € million 2021 2020 thereof relating to tax loss carryfor- Corporate tax rate including solidarity Income from investments in subsidiaries wards and tax credits -583 - 208 surcharge 15.8 15.8 and participations 612 135 3,597 20 586 Deferred taxes for non-German entities are calculated on the basis of the relevant country-specific tax rates. These ranged in the financial year 2021 between 9.0% and 40.0% (2020: between 9.0% and 40.0%). 30.8% 30.8% Intangible assets Expected tax expense 4,946 1,608 Property, plant and equipment Variances due to different tax rates -596 -397 Leased products Tax increases (+)/ tax reductions (-) Other investments due to: Sundry other assets Tax-exempt income -597 - 97 Tax loss carryforwards Tax rate applicable in Germany -234 in € million 16,060 Other financial result 1,170 - 186 172 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Corporate Governance Remuneration Report Other Information ← = Q Financial Statements The difference between the expected tax expense based on the underlying tax rate for Germany and actual tax expense is explained in the following reconciliation: The allocation of deferred tax assets and liabilities to bal- ance sheet line items at 31 December is shown in the fol- lowing table: in € million 2021 2020 Profit before tax 5,222 1,054 -37 244 16 -20 - 36 Utilised -4 -1 Exchange rate impact and other changes Balance at 31 December 1 -4 32 47 Reversed In the case of trade receivables, collateral is generally held in the form of vehicle documents and bank guarantees so that the risk of bad debt loss is very limited. Expenses for impair- ment losses and income from the reversal of impairment losses is not significant for the BMW Group and is therefore not reported separately in the income statement. 187 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Corporate Governance Remuneration Report Other Information ← = Q Financial Statements 8 72 47 2020 1,660 Allowances for impairment of stage 3 -14 -23 Vehicles held for sale in the financial services business 404 818 Net carrying amount 2,261 2,298 31 Equity Advance payments to suppliers Inventories 503 15,928 14,896 Out of the total amount recognised for inventories at 31 December 2021, inventories measured at net realisable value amounted to € 1,457 million (2020: € 899 million). Write-downs to net realisable value in the financial year 2021 amounted to € 41 million (2020: € 59 million), while rever- sals of write-downs amounted to € 5 million (2020: € 2 mil- lion). The expense recorded in conjunction with inventories during the financial year 2021 amounted € 54,484 million (2020: € 48,128 million). At 31 December 2021, the carrying amounts of inventories expected to be realised after more than twelve months amount to € 405 million (2020: € 359 million). At 31 December 2021 work in progress included unfinished vehicles still held in inventories due to production programme changes necessitated by semiconductor component short- ages. Impairment allowances on trade receivables in accordance with IFRS 9 developed as follows: in € million Balance at 1 January Allocated 2021 389 2,277 Number of shares issued Shares issued in conjunction with Employee Share Programme Accumulated other equity comprises amounts recognised directly in equity resulting from the translation of the finan- cial statements of foreign subsidiaries, changes in the fair value of derivative financial instruments and marketable securities, costs of hedging recognised directly in equity as well the related deferred taxes. Capital management disclosures The BMW Group's objectives with regard to capital manage- ment are to safeguard over the long-term the Group's ability to continue as a going concern and to provide an adequate return to shareholders. The capital structure is managed in order to meet needs arising from changes in economic conditions and the risks of the underlying assets. The BMW Group is not subject to any unified external mini- mum equity capital requirements. Within the Financial Ser- vices segment, however, there are a number of individual entities which are subject to equity capital requirements of relevant regulatory banking authorities. In order to manage its capital structure, the BMW Group uses various instruments, including the amount of dividends paid to shareholders and share buybacks. Moreover, the BMW Group actively manages debt capital, carrying out funding activities with a target debt structure in mind. A key aspect in the selection of financial instruments is the objec- tive to achieve matching maturities for the Group's financing requirements. In order to reduce non-systematic risk, the BMW Group uses a variety of financial instruments available on the world's capital markets to achieve diversification. 188 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q The capital structure at the end of the reporting period was as follows: in € million Equity attributable to shareholders of BMW AG 31.12.2021 31.12.2020 The assumptions stated below, which depend on the eco- nomic situation in the relevant country, are used to measure the defined benefit obligation of each pension plan. The fol- lowing weighted average values have been used for Ger- many, the UK and other countries: 74,366 60,891 Germany Accumulated other equity The proposed distribution was not recognised as a liability in the Group Financial Statements. Distribution of a dividend of € 5.80 per share of common stock (€ 3,491 million) Distribution of a dividend of € 5.82 per share of preferred stock (€ 336 million) Less: shares repurchased and re-issued Shares issued / in circulation at 31 December All Company stock is issued to bearer and each share has a par value of € 1.00. Preferred stock, to which no voting rights are attached, bear an additional dividend of € 0.02 per share. In 2021, a total of 1,718,070 shares of preferred stock was sold to employees at a reduced price of € 60.78 per share in conjunction with an Employee Share Programme. These shares are entitled to receive dividends for the first time with effect from the financial year 2022. Issued share capital increased by € 1.7 million as a result of the issue to employees of 1,715,000 new shares of non-vot- ing preferred stock. BMW AG is authorised up to 15 May 2024 to issue 5 million shares of non-voting preferred stock amounting to nominal € 5.0 million. At the end of the report- ing period, 1.7 million of these amounting to nominal € 1.7 million remained available for issue. In addition, 3.070 previously issued shares of preferred stock were acquired and re-issued to employees. Preferred stock 2020 2021 56,867,304 601,995,196 2021 57,689,304 Shares issued in circulation at 1 January 1,718,070 3,070 59,404,304 124 Capital reserves Common stock 2020 601,995,196 57,689,304 601,995,196 601,995,196 Capital reserves include premiums arising from the issue of shares and totalled € 2,325 million (2020: € 2,199 million). The change amounting to € 126 million related to the share capital increase in conjunction with the issue of shares of preferred stock to employees. Revenue reserves Revenue reserves comprise the non-distributed earnings of companies consolidated in the Group Financial Statements. In addition, remeasurements of the net defined benefit obli- gation for pension plans are also presented in revenue reserves. It is proposed that the unappropriated profit of BMW AG for the financial year 2021 amounting to € 3,827 million be uti- lised as follows: ― 822,124 United Kingdom Raw materials and supplies -18 thereof current 5,800 5,108 Collateral assets 364 Prepaid expenses 295 454 due between one and two years 6,001 5,809 Sundry other assets 1,200 1,246 due between two and three years 5,158 4,770 due between three and four years 4,080 3,395 due between four and five years 604 503 6,426 6,625 due within one year 2,644 199 Other taxes 1,950 1,581 due between four and five years 669 558 Financial assets 7,515 7,752 Expected reimbursement claims due later than five years 1,112 due later than five years 44 48 Gross investment in finance leases 24,413 22,754 thereof non-current 1,715 Receivables from subsidiaries 694 546 1,046 -24 42 Net investment in finance leases without loss allowances Other Information ← = Q 29 Inventories Inventories comprise the following: Financial Statements 30 Trade receivables Trade receivables comprise the following: in € million 31.12.2021 31.12.2020 in € million 31.12.2021 31.12.2020 Finished goods and goods for resale 9,683 10,542 Gross carrying amount 2,293 2,345 Work in progress, unbilled contracts 3,175 1,373 Allowances for impairment of stage 2 - simplified approach Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Combined Management Report 22,510 Unrealised interest income 1,903 Loss allowances 351 20,948 1,806 255 27 Income tax assets Income tax assets totalling € 1,529 million (2020: € 606 mil- lion) include claims amounting to € 19 million (2020: € 43 million), which are expected to be settled after more than one year. Claims may be settled earlier than this depending on the timing of the underlying proceedings. The increase in income tax assets was mainly attributable to the exercise of a tax option by the BMW Group's US companies. thereof non-current thereof current Collateral assets comprise mainly customary collateral (banking deposits) arising on the sale of asset-backed financing instruments. 45 Other assets 10,326 1,302 1,216 8,941 9,110 Net investment in finance leases 22,159 20,693 186 BMW Group Report 2021 To Our Stakeholders 10,243 Other Proportion of total capital 41.8% Remuneration Report Other Information ← = Q The change in the net defined benefit liability for pension plans can be derived as follows: in € million 1 January 2021 EXPENSE / INCOME Current service cost Defined benefit obligation Plan assets 26,587 -22,910 Total 3,677 Effect of limitation of the net defined benefit asset to the asset ceiling Net defined benefit liability 3 3,680 Interest expense (+)/income (-) Past service cost 411 411 257 Corporate Governance Group Financial Statements Notes to the Group Financial Statements Combined Management Report To Our Stakeholders 106 355 194 254 1,247 3,693 -7 -46 -29 -13 - 82 - 235 - 13 Germany Both employer- and employee-funded benefit plans exist in Germany. Benefits paid in conjunction with these plans comprise old-age retirement pensions as well as invalidity and surviving dependants' benefits. The level of ongoing pension payments is adjusted in accordance with §16 of the Company Pensions Act (Betriebsrentengesetz). The defined benefit plans have been closed to new entrants since 2014. Defined contribution plans with a minimum rate of return, comprising employer- and employee-funded com- ponents, continue to exist. The fact that the plan involves a minimum rate of return means that the defined contribution entitlements are classified in accordance with IAS 19 as defined benefit plans. In the financial year 2021, employees in the defined benefit plan were given the option to switch to the defined contribution plan. In the case of defined benefit plans involving the payment of a pension, the amount of benefits to be paid is determined by multiplying a fixed amount by the number of years of ser- vice. The assets of the German pension plans are invested by BMW Trust e. V., Munich, in accordance with a CTA. The rep- resentative bodies of this entity are the Board of Directors and the Members' General Meeting. BMW Trust e. V., Munich, currently has seven members and three members of the Board of Directors elected by the Members' General Meet- ing. The Board of Directors is responsible for investments, drawing up and deciding on investment guidelines as well as monitoring compliance with those guidelines. The members of the association can be employees, employee representa- tives, senior executives and members of the Board of Man- agement of BMW AG. An ordinary Members' General Meet- ing takes place once every calendar year, and deals with a range of matters, including receiving and approving the association's annual report, ratifying the activities of the Board of Directors and adopting changes to the associa- tion's statutes. United Kingdom Defined benefit plans exist in the United Kingdom which are closed for all plan participants. Vested benefits remain in place. New benefits are covered by contributions made to a defined contribution plan. The defined benefit pension plans are administered by BMW Pension Trustees Limited, Farnborough, and BMW (UK) Trustees Limited, Farnborough, both trustee companies which act independently of the BMW Group. BMW (UK) Trus- tees Limited, Farnborough, is represented by ten trustees and BMW Pension Trustees Limited, Farnborough, by five trustees. A minimum of one third of the trustees must be elected by plan participants. The trustees represent the interests of plan participants and decide on investment strategies. Funding contributions to the funds are deter- mined in agreement with the BMW Group. 190 BMW Group Report 2021 The most significant of the BMW Group's pension plans are described below. 3,084 22 -527 Translation differences and other changes 31 December 2021 thereof pension provisions thereof assets 90 -90 - 680 675 5 - 5 711 -717 -6 27 21 24,989 -25,011 -22 1,187 1,165 1,247 -82 - Pensions and other benefits paid Employee contributions - 1,082 - 1,082 411 22 -527 Gains (-) or losses (+) arising from settlements REMEASUREMENTS Gains (-) or losses (+) on plan assets, excluding amounts included in interest income -652 -652 Gains (-) or losses (+) arising from changes in financial assumptions -1,341 Gains (-) or losses (+) arising from changes in demographic assumptions -527 -616 97 -1,341 -616 97 -652 -1,341 -616 97 Changes in the limitation of the net defined benefit asset to the asset ceiling 1,157 1,157 Transfers to fund - 1,082 Gains (-) or losses (+) arising from experience adjustments 947 thereof pension provisions thereof assets 3,680 2.19 Proportion of total capital 58.2% 63.6% Weighted duration of all pension obligations in years 17.5 21.6 17.8 19.8 15.4 15.9 Total capital 177,829 167,267 Mortality Table 2018 G issued by Prof. K. Heubeck (with invalidity rates reduced by 70%) S3PA Tables and CMI_2020 model with improvement factor of 1.25% Equity attributable to shareholders of BMW AG increased during the financial year by 22.1%, primarily reflecting the increase in revenue reserves. 32 Pension provisions In the case of defined benefit plans, the BMW Group is required to pay the benefits it has granted to present and past employees. Defined benefit plans may be covered by provisions or pension assets. In Germany, pension obliga- tions of the BMW Group are mostly covered by assets trans- ferred to BMW Trust e. V., Munich, in conjunction with a Con- tractual Trust Arrangement (CTA) (funded plan). Funded plans also exist in the UK, the USA, Switzerland, Belgium and Japan. In the meantime, most of the defined benefit plans have been closed to new entrants. The following mortality tables are applied in countries, in which the BMW Group has significant defined benefit plans: Germany United Kingdom In addition, the career trend component, which is plan-de- pendent and lies within a range of 0.25% to 0.50%, is now part of the measurement of pension obligations in Germany (2020: pension entitlement trend of 2.0%). 189 2.36 1.33 2.10 Pension level trend 36.4% Non-current financial liabilities 62,342 67,390 in % 31.12.2021 31.12.2020 31.12.2021 31.12.2020 31.12.2021 31.12.2020 BMW Group Report 2021 Current financial liabilities 38,986 Discount rate 1.04 0.55 1.83 1.19 2.27 1.88 Total financial liabilities 103,463 106,376 41,121 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group 26,587 Fair value of plan assets 14,105 12,451 9,968 9,589 938 870 25,011 22,910 Effect of limiting net defined benefit asset to asset ceiling 24,989 1,184 3 1,187 3 Carrying amounts 940 3,084 60 355 165 241 1,165 3 216 1,108 9,944 Corporate Governance Remuneration Report Other Information ← = Q Financial Statements Based on the measurement principles contained in IAS 19, the following balance sheet carrying amounts apply to the Group's pension plans: Germany United Kingdom Other Total 1,100 in € million 31.12.2021 31.12.2020 31.12.2021 31.12.2020 31.12.2021 31.12.2020 31.12.2021 31.12.2020 15,045 15,535 8,844 Present value of defined benefit obligations Other 397 4,435 336 1,712 1,194 1,214 1,177 17,151 24,012 Assets RECONCILIATION OF AGGREGATED FINANCIAL INFORMATION 42 111 373 213 8,217 10,809 Current financial liabilities, provisions and liabilities 13 16 113 84 87 1,546 2,027 299 Provisions and liabilities 12,836 9,763 42 591 424 335 298 3,694 5,588 244 209 1,226 897 Non-current financial liabilities, provisions and liabilities 1,214 7,388 11,176 Carrying amount Eliminations Group's interest in net assets Net assets 55 127 486 297 87 1,090 199 209 1,226 8,950 31.12.2020 31.12.2020 31.12.2021 31.12.2021 31.12.2020 31.12.2020 31.12.2021 31.12.2021 Equity thereof cash and cash equivalents Current assets Non-current assets 7,292 DISCLOSURES RELATING TO THE BALANCE SHEET IONITY YOUR NOW THERE BMW Brilliance Financial information relating to equity accounted invest- ments is summarised in the following tables (from a 100% perspective): ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Financial Statements Combined Management Report in € million 49 1,175 666 897 1,214 1,090 7,388 11,176 17 19 341 444 24 2 1,190 5,137 55 49 767 528 24 2 3,695 15,062 244 287 945 8,493 To Our Stakeholders - 1,283 4,305 9 80 185 -43 -39 - 693 - 309 -1 -1 3,174 4,457 19 26 127 263 707 729 8 30 234 248 23,913 28,001 4 38 5 2 -35 -701 -536 206 - 108 2,560 3,596 -37 -35 - 749 -337 2020 206 2,560 3,596 - 8 -6 6 8 822 1,150 1 2 3 -108 2021 2020 2021 Income taxes Interest expense Interest income Profit/loss before financial result Scheduled depreciation Revenues DISCLOSURES RELATING TO THE INCOME STATEMENT in € million ← = Q Other Information Remuneration Report Profit/loss after tax Corporate Governance Combined Management Report To Our Stakeholders BMW Group Report 2021 183 49 42 591 424 335 298 2,610 Group Financial Statements Notes to the Group Financial Statements - 1,084 thereof from continuing operations Other comprehensive income 2020 2021 2020 2021 IONITY YOUR NOW THERE BMW Brilliance * Figure includes operating leases 84,277 87,417 thereof from discontinued operations Receivables from sales financing 22,159 Finance lease receivables 63,584 65,258 Credit financing for retail customers and dealerships* 31.12.2021 31.12.2020 in € million Receivables from sales financing comprise the following: 25 Receivables from sales financing Group dividend income Total comprehensive income 20,693 BMW Group Report 2021 9,859 -26 21 1 -33 1 Write-off of receivables 182 -14 -1 -90 - 106 Changes in risk parameters 60 66 1 49 176 Other changes 69 75 27 24 195 Impairment allowances at 31 December 2020 12 Derecognition and origination of receivables 160 195 in € million General Simplified Total Impairment allowances at 1 January 2020 361 209 12 517 1,099 Reclassification to Stage 1 483 1 - 4 -9 Reclassification to Stage 2 - 15 153 -15 123 Reclassification to Stage 3 -4 -30 -1 -6 Stage 3 474 643 Marketable securities and investment funds 4,243 4,226 Return right assets for future leased due between one and two years 6,528 6,293 products 2,405 3,041 Derivative instruments 2,998 3,256 due between two and three years 5,590 5,190 Loans to third parties 58 71 Receivables from companies in which an investment is held 2,190 2,048 due between three and four years 6,970 7,147 due within one year 31.12.2020 1,639 185 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Corporate Governance Remuneration Report Other Information ← = Q Finance leases are analysed as follows: 39 Financial Statements Financial assets comprise: 28 Other assets Other assets comprise: in € million 31.12.2021 31.12.2020 in € million 31.12.2021 31.12.2020 in € million 31.12.2021 26 Financial assets Stage 2 -1 567 -81 3,770 2,729 - 125 216 - 337 - 830 -35 -37 379 184 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Impairment allowances on receivables from sales financing in accordance with IFRS 9, which only arise within the Finan- cial Services segment, developed as follows: Total -67 -35 10 -17 169 174 -26 -26 2020 2021 Total comprehensive income Other comprehensive income thereof from discontinued operations thereof from continuing operations Disclosures relating to the Income Statement Profit/loss after tax in € million In May 2021, the BMW Group, together with the Ford Motor Company and Volta Energy Technologies, participated in an investment round relating to Solid Power, an industry-lead- ing producer of solid-state batteries for electric vehicles. In this context, some existing joint development partnerships with Solid Power have also been expanded with a view to securing the supply of solid-state batteries for future gener- ations of electric vehicles. The investment meets the criteria of an associated company and is accounted for using the equity method. 1,599 Solid Power THERE ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Financial Statements Stage 1 To Our Stakeholders BMW Group Report 2021 181 -48 Together with AUDI AG, Mercedes-Benz Group AG and other companies, the BMW Group holds shares in THERE. HERE International B.V. (HERE) is an associated company of THERE. HERE's digital maps are laying the foundations for the next generation of mobility and location-based services, providing the basis for new assistance systems and, ulti- mately, fully automated driving. In connection with the coronavirus pandemic, allowances for expected credit losses were increased in 2020 to take account of the negative impact on retail customer and deal- ership business, to the extent not covered by the BMW Group's standard loss provisioning models (post- model adjustments) and their level reviewed on a regular basis. Although the level of expected credit losses decreased significantly during 2021, a large proportion of the additional allowance recorded one year earlier was retained due to ongoing uncertainty about the further course of the pan- demic. Combined Management Report The estimated fair value of vehicles held as collateral for credit-impaired receivables at the end of the reporting period totalled € 569 million (2020: € 517 million). The carrying amount of assets held as collateral and taken back as a result of payment default amounted to € 21 million (2020: € 33 million). 129 Derecognition and origination of receivables 34 11 -55 -9 Write-off of receivables -1 -11 -131 - 143 170 Changes in risk parameters -31 Other changes -65 31 -4 3 Impairment allowances at 31 December 2021 447 550 35 Impairment allowances include € 102 million (2020: € 95 million) on credit-impaired receivables relating to finance leases. 10 -1 -46 -3 Stage 1 -37 Stage 2 Stage 3 in € million General Simplified 483 474 39 643 1,639 Impairment allowances at 1 January 2021 4 Reclassification to Stage 1 Reclassification to Stage 3 -25 159 119 -15 Reclassification to Stage 2 -34 -7 -31 5 100 Dr. Vishal Sikka Dr. Thomas Wittig 5 5 5 100 5 100 2 Member of the Supervisory Board since 12 May 2021. 1 Member of the Supervisory Board until 12 May 2021. 100 Werner Zierer 5 4 5 Prof. Dr. Christoph Schmidt² 1 1 3 Member of the Supervisory Board since 14 May 2021. 100 Dr. Dominique Mohabeer 5 100 Brigitte Rödig 4 3 75 Anke Schäferkordt 5 5 100 4 4 Member of the Supervisory Board until 16 July 2021. Expression of appreciation by the Supervisory Board 6 Member of the Supervisory Board until 1 October 2021. Based on a thorough examination conducted by the Audit Committee and the Super- visory Board, we concurred with the results of the external audit. In accordance with the final result of this examination, no objections were raised. The Group and Com- pany Financial Statements of Bayerische Motoren Werke Aktiengesellschaft for the financial year 2021 drawn by the Board of Management were subsequently approved at our meeting held on 10 March 2022. The Company Financial Statements for the year ended 31 December 2021 have therefore been adopted. We also examined the proposal of the Board of Management to use the unappro- priated profit to pay a dividend of € 5.80 per share of common stock and € 5.82 per share of non-voting preferred stock, in each case on shares entitled to receive a divi- dend. We consider the proposal appropriate and have therefore given it our approval. For the financial year 2021, the Supervisory Board and the Board of Management have prepared the Remuneration Report for the first time in accordance with §162 AktG (ARUG II / Act Implementing the Second EU Shareholder Rights Directive). At the request of the Audit Committee, PwC reviewed the content of the Remuneration Report, reported to both the Audit Committee and the Supervisory Board on the results of the review, and confirmed that the Remuneration Report complies in all material respects with the financial reporting provisions contained in §162 AktG. The Audit Committee and the Supervisory Board also considered at length the com- bined Non-financial (Group) Statement for the year ended 31 December 2021, which was drawn up by the Board of Management as part of the integrated BMW Group Report. Following an in-depth explanation of the statement by the Board of Man- agement, representatives of the external auditor presented key findings of their audit and answered additional questions posed by the members of the Supervisory Board. Based on the "limited assurance" audit performed by PwC on those parts of the Management Report that were not subject to a reasonable assurance engagement, PWC issued an unqualified opinion, signed for the sixth time by Andreas Fell and for the second time by Nicolette Behncke. The Supervisory Board acknowledged and approved the combined Non-financial (Group) Statement drawn up by the Board of Management. We would like to express our thanks and appreciation to the members of the Board of Management and all employees of the BMW Group worldwide for their outstand- ing performance in the financial year 2021. With their unbending commitment, even under adverse conditions, and a fine collective performance, they have taken the BMW Group to the top of the global premium segment over the past 12-month period and additionally enhanced the Group's profile as a guarantor of first-class individual and sustainable mobility. We are confident that the Board of Management and the Group's entire workforce, with their courage and confidence, will write the next chapter of the BMW Group's unique success story in 2022. Report of the Supervisory Board Munich, March 2022 Yours ла Norbert Reithofer Chairman of the Supervisory Board 11 Simone Menne¹ On behalf of the Supervisory Board ← = Q Other Information Remuneration Report 7 Member of the Supervisory Board since 8 October 2021. 8 Member of the Supervisory Board until 31 December 2021. (Wirtschaftsprüfer) as independent auditor responsible for the performance of the engagement. At its meeting held on 24 February 2022, the Audit Committee initially considered in detail the preliminary version of the Company and Group Financial Statements, the Combined Management Report (including the Combined Non-financial (Group) State- ment), the Statement of Corporate Governance, the draft versions of the auditor's reports and the Board of Management's proposal for the appropriation of profit. Immediately after authorising their issue, the Board of Management submitted the Company and Group Financial Statements for the financial year 2021 and the Com- bined Management Report (including the Combined Non-financial (Group) State- ment), the Statement of Corporate Governance and the proposal for the appropri- ation of profit to the Supervisory Board. The auditor's long-form audit reports were also made available to the Supervisory Board in a prompt manner. At its meeting on 9 March 2022, the Audit Committee diligently examined and de- liberated on these documents before they were considered in detail at the plenary session of the Supervisory Board on 10 March 2022. At the two respective meetings, the Board of Management provided the Audit Com- mittee and the Supervisory Board with detailed explanations of the financial reports presented. The representatives of the external auditor present at the meetings reported on the main findings of their audit and answered additional questions put by members of the Audit Committee and the Supervisory Board. The focus of these meetings was on key audit matters as well as the related audit procedures, which were discussed at length by the Audit Committee and the Supervisory Board. The representatives of the external auditor confirmed that the risk management system established by the Board of Management is capable of identifying at an early stage any developments that might threaten the Company's going-concern status. They also confirmed that that no material weaknesses in the internal control system and risk management system were identified with regard to the financial reporting process. Similarly, in the course of their audit work they did not identify any facts inconsistent with the contents of the Declaration of Compliance pursuant to § 161 of the German Stock Corporation Act (AktG) issued by the Board of Management and the Supervisory Board. 20 20 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance 5 Member of the Supervisory Board since 3 August 2021. 100 BMW Group Report 2021 3 ← = Q Report of the Supervisory Board REPORT OF THE SUPERVISORY BOARD DEAR SHAREHOLDERS, The year 2021 was a particularly challenging one for the BMW Group, with semicon- ductor supply issues and the ongoing coronavirus pandemic making the business environment more volatile and calling for even greater flexibility from company and workforce alike. However, the prudent leadership of the Board of Management and the tremendous hard work of our employees helped make 2021 a highly successful financial year for the BMW Group. With a new record of over 2.5 million BMW brand vehicles delivered, we are now the leading manufacturer in the premium segment worldwide. With great resolve, the Board of Management continued to develop the key strategies that will shape the future of the BMW Group and create the ideal conditions for an attractive product portfolio precisely tailored to meet the needs of our customers as we move forward. The fact that we are on the right track with our strategy was amply borne out by the enthusiastic media response to the BMW i Vision Circular at the IAA Mobility in Munich and the presentation of the BMW iX and BMW 14 models. Even in these uncertain times we therefore look to 2022 with confi- dence and will remain firmly focused on our mission of moving people with products that evoke emotions. Norbert Reithofer Chairman of the Supervisory Board 13 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information Other Information ← = Q Remuneration Report Group Financial Statements FINANCIAL SERVICES SEGMENT New contracts with retail customer 1,828,604 1,908,640 2,003,782 1,845,271 1,956,514 6.0 1 Training for BMW Group employees and temporary staff at consolidated companies worldwide. Data are collated on the basis of direct inputs of participants and, to a small extent, by extrapolation. Data also include e-learning formats. ² Delivery figures presented for 2020 and 2021 are not directly comparable to those of previous years. See sales figures for deliveries in the section Comparison of Forecasts with Actual Outcomes for further information. 3 Deliveries including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2017: 385,705 units, 2018: 455,581 units, 2019: 538,612 units, 2020: 602,247 units, 2021: 651,236 units). "Production volume including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2017: 396,749 units, 2018: 491,872 units, 2019: 536,509 units, 2020: 602,935 units, 2021: 700,777 units). 5 Efficiency ratio calculated on the basis of energy consumption, adjusted for CHP losses, of vehicle production (BMW Group manufacturing sites incl. joint venture BMW Brilliance Automotive Ltd., excluding motorcycles and contract manufacturers) divided by the total number of vehicles produced (BMW Group manufacturing sites incl. joint venture BMW Brilliance Automotive Ltd., excluding motorcycles and contract manufacturing). 6 Figures from 2017 and 2018 are audited with limited assurance. 12 BMW Group Report 2021 To Our Stakeholders Combined Management Report Corporate Governance Report of the Supervisory Board Focus of Supervisory Board activities during the past financial year The Supervisory Board performed the duties incumbent upon it with the utmost dili- gence in the financial year 2021. We also addressed the topic of compliance within the BMW Group in depth, including the current status and ongoing developments. The Chief Compliance Officer pre- sented the annual report on compliance, including compliance targets and a number of other selected topics, focusing in particular on measures and processes aimed at improving the Group's compliance management system on a continuous basis. In light of the coronavirus pandemic and the accompanying restrictions on events involving large numbers of people, in March 2021 we agreed on a plan to hold the Annual General Meeting 2021 on a virtual basis. For the same reason, in December 2021, we approved the plan to hold the Annual General Meeting 2022 again in a virtual format. Strategic cooperations were again a key topic at Supervisory Board meetings in 2021, including in particular the positioning of the BMW Group in the vital Chinese market going forward and the future structure of the BMW Brilliance Automotive joint ven- ture. We also deliberated on the intended acquisition of shares in Brilliance Automo- tive Manufacturing. The Board of Management updated us regularly on the strategic positioning and status at the various YOUR NOW companies. The new remuneration system resolved by the Supervisory Board for the members of the Board of Management during the previous financial year came into effect on 1 January 2021 and was approved by shareholders at the Annual General Meeting 2021 with a majority of 91.6% of valid votes. The Supervisory Board reviewed both the targeted and the expected level of Board of Management remuneration for the financial year 2021 in light of the BMW Group's business performance and also the multi-year remuneration trend of its senior executives and employees in Germany. Based on a comparative study conducted by an external remuneration consultant and subsequent oral advice, we concluded that the remuneration of Board of Man- agement members is appropriate. In December 2021, following thorough preparation by the Personnel Committee, we adopted the variable remuneration component tar- gets applicable to Board of Management members for the financial year 2022, taking into account the budget for the financial year 2022, the long-term business plan and 15 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Report of the Supervisory Board the corporate strategy. Detailed information on Board of Management remuneration is provided in the Remuneration Report. The Board of Management reported on the current status of the diversity concepts developed by the Group and the extent to which targets have been achieved regard- ing the proportion of women employed at various levels. The Board of Management familiarised us with the NEUE KLASSE, which will herald the third phase of the BMW Group's transformation to electric mobility from 2025 onwards and set new standards in terms of digitalisation, electrification and sus- tainability in vehicles. We took a detailed look at the key features of the New Cluster Vehicle Architecture (NCVA), which is specifically geared towards all-electric vehicles. Furthermore, the Board of Management elucidated potential applications of artificial intelligence (AI) in production planning processes. The Financial Services segment was also included in our deliberations, particularly in light of positive developments in terms of its risk profile and the pre-owned vehicle market. Key topics relating to the Group's corporate finance system were also discussed. Regarding sales markets we focused in particular on Asia as a whole. The Supervisory Board also deliberated at length on key issues arising within the Board of Management's various key areas of responsibility. We were given an insight into working methods and working environments at the BMW Group currently being developed in conjunction with the "Connected Works" project. We also spent considerable time deliberating on the antitrust proceedings instigated by the EU Commission in connection with the former working groups of several Ger- man automobile manufacturers. In this context, we consulted with external attorneys and an antitrust advisor engaged directly by the Supervisory Board. We were kept well informed about the latest status of the proceedings at all times. In May 2021, af- ter the EU Commission significantly scaled down its charges in terms of content and timing, the BMW Group was able to reverse approximately € 1 billion of the € 1.4 bil- lion provision recognised in 2019. After the proceedings were concluded in July 2021 with the payment of a fine amounting to around € 373 million, the Supervisory Board carefully considered the question of potential personal responsibility on the part of former Board of Management members and any duty of the Supervisory Board to act. The Supervisory Board also obtained advice on this issue from an attorney, whose written findings were also explained to us personally at the relevant meeting. Based on this report and taking into account the supplementary explanations pro- vided by the antitrust advisor, also regarding the legal particularities of the antitrust proceedings, the Supervisory Board decided - after thorough discussion and on the recommendation of the Audit Committee – not to assert any claims against former members of the Board of Management of BMW AG in this context. Based on in-depth reports presented by the Board of Management, we continuously and diligently monitored the quality of management in the BMW Group and advised the Board of Management on matters relating to the strategic development and leadership of the BMW Group. We focused in particular on the technological trans- formation of the BMW Group's drive system technology. At each of its five meetings (including two two-day meetings), the Supervisory Board held detailed discussions with the Board of Management on the BMW Group's current position. The Board of Management also kept the Supervisory Board informed of any matters of significance outside the framework of formal meetings whenever necessary. I also discussed key current matters personally with the Chairman of the Board of Management between meetings on an ongoing basis, as did the Chairman of the Audit Committee with the Board of Management member responsible for Finance. Within the Supervisory Board and its committees, dialogues were always conduct- ed in an open and constructive spirit, both internally and together with members of the Board of Management. Members of the Supervisory Board and its committees had adequate opportunity to prepare in advance for the topics to be discussed at meetings with the aid of well-documented information provided to them. Moreover, shareholder representatives and employee representatives generally prepared for meetings in separate preliminary discussions. In its regular reports on the BMW Group's position, the Board of Management kept us well informed regarding current developments and performance, including an in-depth presentation of current sales trends based on figures analysed by market, model and drive system for both the BMW Group and its competitors, with a sharp fo- cus on electrified models and developments on the Chinese market. The reports also contained regular updates on the performance and risk profile of the Financial Ser- vices segment as well as the development of key performance indicators and liquidity for the BMW Group as a whole, highlighting deviations from the original forecast and presenting a range of scenarios for future potential developments. Updates on the current status of semiconductor supply issues were also provided at every meeting. The monitoring of corporate strategy remained high on the Supervisory Board's agenda. The Board of Management provided a comprehensive account of its strategy with a particular focus on sustainability, including detailed key objectives, regionally differentiated approaches and specific strategies for each of the Group's divisions. It also briefed us on the state of progress in terms of electrification, digital- isation, sustainability and circularity and explained the customer-centric, future-ori- ented strategy adopted for the BMW brand. Against the backdrop of stricter carbon emissions regulations across all major markets, the Board of Management provided us with details of the BMW Group's ambitious decarbonisation targets up to the year 2030. The latest aspects of vehicle digitalisation, ranging from digital operating systems and driver assistance technologies to personalised digital experiences, were also thoroughly explained to us in a presentation, which also focused on differing customer expectations in various markets as well as the importance of digital fea- tures as a key purchasing criterion, particularly in the strategically important market of China. We also held a detailed discussion on the technological challenges posed for vehicle, environment and drivers when developing automated driving beyond Lev- el 3. A Supervisory Board member with in-depth expertise in this field provided us with additional insight into the future of automated driving as well as the importance of agile software integration in BMW Group vehicles. At each meeting, the Board of Management reported on its strategy-related work as well as on the current status of implementation. It also kept us well informed about current topics of significance, including the establishing of QUATAC, a consortium promoting the use of quantum computing in industrial settings, the successful presentation of the BMW Group at the IAA Mobility in Munich, the highly encouraging results of the employee survey, the BMW Group's participation in the start-up company Solid Power, which specialises in solid-state battery cells, and the expansion of the IONITY network for premium charging sta- tions using 100% green power. On the basis of a thorough examination, we considered the impact of changes in legislation and regulations on the BMW Group, in particular the Act on Corporate Due Diligence in Supply Chains, the Act on Strengthening Financial Market Integrity (FISG) and the new European exhaust emissions standard (Euro 7). 14 11.5 BMW Group Report 2021 Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Report of the Supervisory Board To Our Stakeholders The new remuneration system, which gives the Supervisory Board greater influence on corporate strategy implementation was also the focus of one-on-one discussions with investor representatives ahead of the Annual General Meeting 2021. Other topics discussed on these occasions included corporate-governance-related issues, such as succession planning for future appointments to the Supervisory Board. 187,500 187,116 2017 2018 2019 2020 2021 Change in % 349 373 370 279 389 39.4 2,089,854 371,729 3,438 2,465,021 2,117,854 364,101 4,194 2,486,149 BMW4 2,184,939 347,465 5,100 2,537,504 Production by brand Rolls-Royce To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q BMW Group in Figures OTHER NON-FINANCIAL PERFORMANCE FIGURES GROUP Spending on employee training and development (in million €)1 AUTOMOTIVE SEGMENT Deliveries by brand² BMW3 MINI Total 3 2,028,841 292,582 3,756 2,325,179 2,213,790 9.1 56.6 2,461,269 9.1 Energy consumption per vehicle produced (in MWh] 5,6 2.17 2.12 2.04 2.12 2.10 - 0.9 MOTORCYCLES SEGMENT Production volume BMW 185,682 162,687 5,912 6.5 288,713 9.4 302,138 3.3 5,586 48.7 2,521,514 8.4 2,123,947 168,104 2,168,496 Rolls-Royce 378,486 3,308 Total 4 2,505,741 368,685 4,353 2,541,534 2,205,841 352,729 5,455 2,564,025 1,980,740 271,121 3,776 2,255,637 MINI The Supervisory Board exhaustively examined the long-term business plan for the period up to 2027, the framework for which and the ambitious long-term targets con- tained therein were presented by the Board of Management. Despite the prevailing volatile and uncertain conditions, the Board of Management reaffirmed the key target of achieving continuous growth, with a clear focus on the Group's planned sales of all-electric models. The long-term business plan also included financial planning and various potential scenarios, each involving their own opportunities and risks. Following this thorough examination, the Supervisory Board approved the long-term business plan for the BMW Group. 2,166,644 We reviewed our contribution to ensuring good corporate governance within the BMW Group and implemented changes concerning individual aspects. For example, in order to ensure compliance with the Act on Strengthening Financial Market Integ- rity, a number of changes were made to the Supervisory Board's rules of procedure, a copy of which is published on the BMW website. Based on a self-assessment, we concluded that the composition of the Supervisory Board at 31 December 2021 was in line with the targets stipulated in the diversity concept, the competency profile and other composition targets. An overview showing each individual Supervisory Board member's areas of expertise is provided in the Statement of Corporate Governance on the BMW Group website. Dr. Karl-Ludwig Kley¹ 4 4 100 Dr. Kurt Bock 20 20 100 Christiane Benner 5 5 100 Dr. Marc Bitzer² 4 4 100 100 21 Stefan Schmid Meetings Attendance Attendance in % Dr.-Ing. Norbert Reithofer 23 23 100 Manfred Schoch 21 21 100 Stefan Quandt 23 23 100 21 Verena zu Dohna³ 5 5 Susanne Klatten 7 7 100 Jens Köhler5 2 2 100 Horst Lischka¹ 1 1 100 3 Willibald Löw4 In December, the Board of Management presented the budget for the financial year 2022, including HR planning. After detailed deliberations with the Board of Manage- ment on this subject, the Supervisory Board also gave its approval to this document. 100 1 1 Prof. Dr. Reinhard Hüttl¹ 100 Bernhard Ebner 1 1 100 Rachel Empey² 4 Member of the Supervisory Board 100 5 5 100 Johann Horn³ 3 3 100 Dr.-Ing. Heinrich Hiesinger Report of the Supervisory Board 4 Other Information The meetings held in February and March 2021 focused on preparing the Superviso- ry Board meeting at which the financial statements for the financial year 2020 were discussed and examined. After obtaining the auditor's Declaration of Independence, the Audit Committee recommended to the Supervisory Board that Pricewaterhouse- Coopers GmbH Wirtschaftsprüfungsgesellschaft ("PwC") be proposed for election as auditor at the 2021 Annual General Meeting. There were no indications of conflicts of interest, grounds for exclusion or lack of independence on the part of the auditor. After thorough deliberation, the Audit Committee concluded that PwC's fee proposal for the audit of the Company and Group Financial Statements and the integrated BMW Group Report 2021 as well as for the review of the Half-Year Report 2021 was appropriate in light of the growing scope of tasks and issued the corresponding contracts to PwC following their election at the Annual General Meeting in May 2021. The Audit Committee also specified supplementary audit focus areas and approved the scope of non-audit services to be provided by PwC and subsequently received regular reports on the relevant matters. The Audit Committee discussed the quality of the audit in detail on several occasions at its meetings. In particular, it requested the relevant department to report on the Group's perception of the audits of the financial statements for the financial year 2020 as well as on the results of the survey con- ducted within the Group in this context. Based on this report, the auditor's description of the quality assurance measures undertaken and the Audit Committee's own expe- rience with the auditor, the audit was found to be of good quality. The Board of Management presented the combined Non-financial Statement of BMW AG and the BMW Group for the financial year 2020 to us. Subsequently, the representatives of PwC reported to us orally on the results of their "limited assur- ance" audit. We have engaged PwC again to conduct a "limited assurance" audit of the Non-financial (Group) Statement for the financial year 2021, to the extent that it relates to parts of the management report that are not subject to a “reasonable assurance" audit. Going beyond the formal review required by law, the Audit Commit- tee also engaged PwC to perform additional review procedures on the content of the Remuneration Report for the financial year 2021. 17 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Report of the Supervisory Board The Quarterly Statements were presented by the Board of Management and dis- cussed with the Audit Committee prior to their publication. Representatives of the external auditors were present when the Half-Year Financial Report was discussed at the beginning of August 2021. In conjunction with the implementation of the requirements of the Act on Strengthening Financial Market Integrity, an executive session was also held with the external auditor without the members of the Board of Management being present. The Audit Committee again dealt extensively with the topic of compliance within the BMW Group during the year under report. The Chief Compliance Officer of the BMW Group presented the annual report on compliance, including compliance targets and a number of other selected topics, focusing in particular on measures and pro- cesses aimed at improving the Group's compliance management system on a contin- uous basis. The Head of Corporate Quality also reported on the subject of technical compliance. We also received a report on the status of tax and customs compliance management from the relevant head of department. The Audit Committee held five meetings and three conference calls during the year under report. The Presiding Board held four meetings during the financial year 2021. Together with the Board of Management and senior heads of department, we prepared the detailed agenda of Supervisory Board meetings (unless a committee was responsible for doing so) and made suggestions for topics to be reported on at Supervisory Board meetings. The Supervisory Board has established a Presiding Board and four committees. In our capacity as chairmen, the Chairman of the Audit Committee, Dr. Bock, and myself reported in detail on the work of the Presiding Committee and the committees at each of the subsequent Supervisory Board meetings. You can read more about the duties, the composition and the working methods of the Presiding Board and various other Supervisory Board committees in the Statement of Corporate Governance on the BMW website. Description of Presiding Board activities and committee work In December, the Board of Management and the Supervisory Board issued their Dec- laration of Compliance with the German Corporate Governance Code. We will comply with the recommendations of the Code as amended on 16 December 2019, again without exception. ← = Q The members of the Supervisory Board jointly attended various training events in 2021. In July, for instance, we took the opportunity to familiarise ourselves thoroughly with battery cell technology. After an introductory presentation by the Board of Man- agement covering various related topics, we visited the BMW Group Battery Cell Com- petence Centre in Munich, where we had the opportunity to listen to an internationally renowned researcher giving a talk on lithium-ion batteries, followed by a discussion of the future of battery cell technology. In the newly constructed part of the Research and Innovation Centre in Munich, we were given a guided tour to gain an insight into the various new working environments. Partly with the Wirecard case in mind, coopera- tion between supervisory boards, audit committees and auditors was the subject of a workshop conducted by representatives of the BMW Group's auditors PwC. The Board of Management and the Supervisory Board also visited the BMW and MINI Driving Academy in Maisach together, in order to take an in-depth look at how the Group's product portfolio can be best aligned to meet differing customer needs. The members of the Supervisory Board were given the opportunity to test-drive the full range of vehicle types, comprising all-electric, plug-in hybrid and conventionally powered vehicles as well as the BMW iX5 Hydrogen, which is powered by hydrogen fuel cell technology. A particular highlight was the unveiling of the new BMW 7 Series, the only model in its segment to offer customers a choice between an internal com- bustion engine and an all-electric drive system in the form of the BMW i7. Apart from BMW, MINI and Rolls-Royce brand vehicles and a joint venture product, we also took test drives in various competitor vehicles. Design presentations covering the BMW, MINI, Rolls-Royce and BMW Motorrad brands as well as the BMW i Vision Circular allowed us to take a fascinating look into the future. New members of the Supervisory Board were given the opportunity to participate in an onboarding programme comprising several modules, during which senior execu- tives provided useful insights into key business areas and planning processes used at the BMW Group as well as on key topics currently relevant for Supervisory Board work. 16 BMW Group Report 2021 The Audit Committee was kept informed of major legal disputes and proceedings. During the first two quarters of 2021, the Committee spent considerable time dealing with the antitrust proceedings instigated by the EU Commission in connection with the former working groups of several German automobile manufacturers, carefully monitoring the progress of proceedings based on various inputs, including direct reports drawn up by a lawyer appointed to represent the BMW Group. After the pro- ceedings were concluded, with the assistance of the consultant attorney and based on his detailed report, the Audit Committee drew up a recommendation to the Super- visory Board on the question of whether to assert claims against former members of the Board of Management. To Our Stakeholders Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Report of the Supervisory Board Throughout the entire year, personal conversations with members of the Supervisory Board enabled me to gather feedback concerning the work of the Supervisory Board. At the end of 2021, we also assessed the effectiveness of our work at both Supervis- ory Board and committee level by means of a questionnaire and concluded that there was a high level of satisfaction with the work of the Supervisory Board. The feedback we received on the organisation of our meetings as well as the topics covered in meetings, training sessions and onboarding events was unanimously favourable. The constructive and trusting cooperation prevailing both within the Supervisory Board itself and in its work with the Board of Management was also commended. Proposals put forward for improving individual aspects of Supervisory Board work and dealing with certain topics in greater depth will be followed up in the coming financial year. Combined Management Report The Audit Committee also received reports on the further development of the internal control system and the main findings of the internal audits performed by Corporate Audit, as well as details of advance audit planning. The BMW Group's risk profile and risk management system were discussed on a number of occasions. The Supervisory Board is careful to avoid potential conflicts of interest in its delib- erations and decisions. Therefore, as a precautionary measure, I did not take part in the Supervisory Board's deliberations and resolution and the preparation of the Audit Committee's recommendation to the Supervisory Board on whether claims should be asserted against former members of the Board of Management in connection with the EU Commission's antitrust proceedings against German automakers. I left the room whenever these matters came up for discussion. No other potential conflicts of interest were identified or reported. The Audit Committee concurred with the decision of the Board of Management to raise the Company's share capital in accordance with Article 4 (5) of the Articles of Incorporation (Authorised Capital 2019) by € 1,715,000 and issue a corresponding number of new non-voting bearer shares of preferred stock in conjunction with the Employee Share Programme. The shareholder representatives Dr. Karl-Ludwig Kley, Prof. Reinhard Hüttl and Simone Menne left the Supervisory Board with effect from the end of the Annual General Meeting 2021. We would like to thank them for their constructive input and faithful cooperation during their periods of office, which stretched over many years in some cases. Our special thanks go to Dr. Kley: as a member of the Presiding Board and various committees, but especially as Chairman of the Audit Committee, he drew on his many years of broad business experience to make valuable contributions and provided invaluable impetus for the BMW Group in corporate discussions. The Annual General Meeting elected Dr. Marc Bitzer, Rachel Empey and Prof. Dr. Dr. h.c. Christoph M. Schmidt as new members. Ms. Empey and Dr. Bitzer both have extensive experience and expertise in capital markets and customer requirements. Ms. Empey also has specialised knowledge in financial services and IT, Dr. Bitzer in the fields of technologies and supply chains. Prof. Schmidt has extensive expertise in the areas of science, sustainability and resources. With their broad range of exper- tise, the three newly elected members complement the composition of the Supervi- sory Board in an excellent manner. The employee representatives Horst Lischka, Willibald Löw, Brigitte Rödig and Verena zu Dohna left the Supervisory Board at their own request during the financial year 2021. We wish to thank them for their constructive work and faithful cooperation during their periods of office, in some cases stretching over many years. Our spe- cial thanks go to Mr. Löw, who has been loyally connected with the BMW Group for decades as an employee, Chairman of the Works Council at the Landshut site, and member of the Supervisory Board. By court order, and to replace members of the Su- pervisory Board for their respective remaining terms of office, Johann Horn, District Manager of IG Metall Bavaria, was appointed in May 2021, Jens Köhler, Chairman of the Works Council at the Leipzig site, in August 2021, Bernhard Ebner, Chairman of the Works Council at the Landshut site, in October 2021 and Sibylle Wankel, First Authorized Representative of IG Metall Munich, in January 2022. Dr. Kurt Bock, member of the Supervisory Board since 2018 and Chairman of the Audit Committee since 2020, was elected to succeed Dr. Kley as a member of the Presiding Committee and the Personnel and Nomination Committees. An overview of the composition of the Supervisory Board and its committees is provided both in this report (Corporate Governance) and in the separate Statement on Corporate Governance, which is available on the BMW Group website together with the curricula vitae of Supervisory Board members. Disclosure of attendance at meetings by individual members Examination of financial statements and the profit distribution proposal PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft ("PwC") was ap- pointed as external auditor for the financial year 2021. PwC conducted a review of the condensed interim Group Financial Statements and the Interim Group Management Report for the six-month period ended 30 June 2021 and presented its findings to both the Audit Committee and the Supervisory Board in separate executive sessions. No issues were identified that might indicate that the condensed Interim Group Fi- nancial Statements and Interim Group Management Report had not been prepared in accordance with the applicable provisions in all material respects. PwC audited the Company and Group Financial Statements for the financial year 2021 authorised for issue by the Board of Management on 8 March 2022 and is- sued an unqualified audit opinion, signed for the third consecutive financial year by Petra Justenhoven as independent auditor (Wirtschaftsprüferin) and Andreas Fell 19 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements In its report on the audit of over-the-counter derivatives entered into by BMW AG during the financial year 2020, the external auditor confirmed to the Audit Committee the effectiveness of the system in place at BMW AG in complying with the regulatory requirements of the European Market Infrastructure Regulation. Corporate Governance Composition of the Supervisory Board, the Presiding Board and the Supervisory Board's committees The Supervisory Board extended the mandates of four Board of Management mem- bers during the year under report. The attendance rate at Supervisory Board meetings was around 99%, and 100% for the meetings and conference calls held by the various committees and the Presid- ing Board. The meetings were all held on a face-to-face basis. In individual cases, however, members participated virtually due to the coronavirus pandemic. The table below shows attendance by individual members: Remuneration Report The Nomination Committee convened twice during the financial year 2021. Taking into account the German Corporate Governance Code (GCGC) and the composition requirements adopted by the Supervisory Board, the Nomination Committee ad- dressed the issue of the composition of the Supervisory Board regarding shareholder representatives. The Supervisory Board appointed Dr.-Ing. Joachim Post as his successor with effect from 1 January 2022. Dr. Post has worked for the BMW Group since 2002, most recently as head of the "Product Line Midsize Class BMW" unit. He was previously the manager responsible for the BMW Group's vehicle strategy and, as the head of various BMW model lines, was responsible for promoting the electrification of the vehicle fleet. The Mediation Committee, which is prescribed by law, did not need to convene during the financial year 2021. Composition of the Board of Management Dr.-Ing. Andreas Wendt, Board of Management member for the Purchasing and Supplier Network, retired on 31 December 2021. We would like to thank Dr. Wendt for his many years of loyal and dedicated work for BMW AG, most recently for guiding the BMW Group successfully through the ongoing semiconductor shortage. 18 To Our Stakeholders BMW Group Report 2021 At its four meetings, the Personnel Committee focused primarily on succession planning for the Board of Management, preparing personnel-related decisions and dealing with Board of Management remuneration issues. The Committee reviewed the appropriateness of Board of Management remuneration for the financial years 2020 and 2021 and considered all relevant developments during that period, includ- ing the impact of the coronavirus pandemic, when determining the corporate earn- ings and performance factors applicable for Board of Management remuneration in 2020 and 2021. In addition, the Committee deliberated on targets for the financial year 2022. The Personnel Committee also prepared reappointments, performed the groundwork for the Supervisory Board to appoint a Board of Management member responsible for the Purchasing and Supplier Network, and granted approval for one member of the Board of Management to assume a mandate outside the Group. A resolution to approve loans granted by and transactions concluded by BMW Bank GmbH with members of the representative bodies of BMW AG was renewed, and updated contracts of Board of Management members were prepared. Group Financial Statements Report of the Supervisory Board Corporate Governance Remuneration Report Other Information ← = Q Combined Management Report 6,891 56,665 12,022 10,417 32,001 12,471 51,498 28,675 12,642 3,709 6,863 11,956 18,819 Liabilities from customer deposits (banking) 13,175 20 16,702 22 12,406 12,735 19,362 3,507 Financial Statements than five years Remuneration Report Corporate Governance 16,466 Other Information ← = Q Notes to the Group 35 Financial liabilities Financial liabilities of the BMW Group comprise the follow- ing: 31.12.2021 31.12.2020 in € million Bonds Asset-backed financing transactions Maturity within one year Maturity between one and five years Maturity later than five years Total Maturity within one year Maturity between one and five years Maturity later Total Liabilities to banks 533 3,186 1,148 1,374 1,374 550 550 736 75 342 1,153 248 399 1,180 Financial liabilities 41,121 49,626 12,716 103,463 38,986 52,771 Group Financial Statements 14,619 38 4,918 517 1,875 975 9,079 4,578 3,159 1,300 9,037 Lease liabilities 475 1,131 814 2,420 492 1,181 838 2,511 Derivative instruments Commercial paper Other 1,146 581 148 593 Combined Management Report 1,111 BMW Group Report 2021 1,448 1,333 13,982 352 7,127 -86 - 5,621 - 1,800 13,954 6,748 in € million Statutory and voluntary warranty obligations, product guarantees Obligations for personnel and social expenses Other obligations Other obligations for ongoing operational expenses Other provisions 1.1.2020 Translation differences Additions Reversal of discounting thereof due -214 Utilised - 1,108 1,603 106,376 2,582 14 2,083 -23 - 1,299 -40 3,317 2,196 Other obligations 3,666 41 1,219 -9 -994 -1,334 2,589 1,421 Other obligations for ongoing operational expenses Other provisions * Prior year's figures adjusted. 56 To Our Stakeholders Reversed within one year -94 1.288 - 1.399 - 171 1,516 1,486 13.209 -433 7.232 186 - 5.549 -663 13,982 7,494 Depending on when claims occur, it is possible that the BMW Group may be called upon to fulfil the warranty or guarantee obligations over the whole period of the warranty or guarantee. Warranty provisions include amounts recog- nised in connection with the exhaust gas recirculation cooler. Expected reimbursement claims at 31 December 2021 amounted to € 1,112 million (2020: € 1,046 million) and are disclosed within other assets (see note 28]. Provisions for obligations for personnel and social expenses comprise mainly obligations relating to performance-related remuneration components, workforce measures as well as pre-retirement part-time working arrangements and long-service awards. The provisions for other obligations cover numerous specific risks and uncertain obligations, in particular for litigation and liability risks. Further information on the reversal of the pro- vision relating to EU Commission antitrust proceedings is provided in note 10. Other obligations for ongoing operational expenses include in particular expected payments for bonuses and other price deductions. 34 Income tax liabilities Current income tax liabilities totalling € 921 million (2020: € 747 million) include € 44 million (2020: € 40 million) which are expected to be settled after more than twelve months. Liabilities may be settled earlier than this depending on the timing of the underlying proceedings. 197 1.892 31.12.2020 2,794 -337 5.550 -277 3.178 158 - 2.354 - 124 6,131 1,731 2.496 - 19 1.405 19 - 1.288 -31 2,582 1,483 3.271 -43 1.361 9 - 508 3,753 Planned future cash outflows from variable lease payments, which are not taken into account in the measurement of lease liabilities, are expected to amount to € 48 million (2020: € 57 million). Issuer 198 -34 752 Liabilities relating to financing activities 114,477 - 6,336 - 3,573 787 185 105,540 199 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Corporate Governance Remuneration Report Other Information ← = Q Bonds comprise: Financial Statements The following details apply to commercial paper: -78 Issue volume 864 740 Liabilities to banks 11,436 -2,172 - 248 21 9,037 Lease liabilities 2,895 - 494 -63 173 2,511 Commercial paper 2,615 -2,025 -40 550 Financial liabilities towards companies in which an investment is held 296 492 -48 Other (excluding interest payable) 16,466 Weighted average Issue volume 2.3 BMW Finance N. V. EUR 300 million 26 -0.6 variable SEK 1,500 million 4.0 0.5 variable USD 500 million 3.0 0.9 fixed EUR 22,900 million 6.9 0.8 fixed CNY 17,000 million 2.6 3.4 3.0 Weighted average NOK 1,730 million 0.1 Obligations for personnel and social expenses Interest in relevant currency (ISO Code) maturity period (in years) nominal interest rate in relevant Weighted average Weighted average (in %) Issuer currency (ISO Code) maturity period nominal interest (in days) rate (in %) BMW Finance N. V. variable EUR 2,000 million 2.2 0.0 BMW US Capital, LLC USD 1,220 million 16 variable Similarly, potential future cash outflows amounting to € 1,262 million (2020: € 1,252 million) (undiscounted) have not been taken into account in the measurement of lease liabilities as it is not reasonably certain that the leases will be renewed (or not terminated). These cash outflows relate to periods of up to 62 years (2020: up to 74 years). The decrease in the period under report was due to a contractual adjust- ment. - 520 14,657 Other changes 31.12.2021 -6 51,498 18,819 -331 874 19,362 Liabilities from customer deposits (banking) 16,466 -229 465 16,702 Liabilities to banks 9,037 -357 458 -59 9,079 Lease liabilities 2,511 in fair values -787 -464 1,647 56,665 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Liabilities related to financing activities can be reconciled as follows: Changes due to the acquisition or Cash inflows / disposal Changes due to Changes in € million Bonds Asset-backed financing transactions 1.1.2021 outflows of companies exchange rate factors - 6,021 2,329 42 2,420 Asset-backed financing transactions 1. 1. 2020 Cash inflows/ outflows disposal Changes due to Changes of companies exchange rate factors in fair values Other changes 31.12.2020 62,165 - 4,306 - 1,972 766 12 56,665 19,549 -82 -648 18,819 Liabilities from customer deposits (banking) Bonds 331 in € million Changes due to Commercial paper 550 781 43 1,374 Financial liabilities towards companies in which an investment is held 740 1,295 153 2,188 Other (excluding interest payable) 752 Liabilities relating to financing activities 105,540 - 18 - 5,344 -10 724 3,672 - 846 325 103,347 the acquisition or 1,798 12,451 -212 632 2,588 15,483 14,898 thereof investment grade 5,302 5,041 6,377 6,316 653 625 660 12,332 thereof mixed funds (funds without a rating) thereof non-investment grade 2,440 2,285 704 624 7 7 3,151 11,982 6,940 7,081 7,326 Other Information ← = Q Depending on the cash flow profile and risk structure of the pension obligations involved, plan assets relating to defined benefit plans are invested in a diversified portfolio. Plan assets in Germany, the UK and other countries com- prised the following: Germany Financial Statements United Kingdom Other Total in € million Equity instruments 31.12.2021 31.12.2020 31.12.2021 31.12.2020 31.12.2021 31.12.2020 31.12.2021 31.12.2020 2,875 2,166 342 348 85 74 3,302 Debt instruments 7,742 2,916 Real estate funds 20 19 19,226 17,726 Debt instruments 800 779 646 673 5 1 1,451 1,453 thereof investment grade 328 324 328 324 thereof mixed funds (funds without a rating) 472 455 646 673 733 Remuneration Report 806 7,580 20 19 Money market funds 157 85 37 2 194 87 Absolute return funds Other 223 128 I 4 6 227 134 Total with quoted market price 10,840 9,620 7,373 Corporate Governance Group Financial Statements Notes to the Group Combined Management Report Corporate Governance Remuneration Report Other Information ← = Q Defined benefit obligation Plan assets 24,652 -21,340 Total 3,312 488 337 - 303 34 -54 - 54 Effect of limitation of the net defined benefit asset to the asset ceiling Net defined benefit liability 2 3,314 488 Group Financial Statements Notes to the Group Financial Statements 34 thereof assets 31 December 2020 191 BMW Group Report 2021 To Our Stakeholders Combined Management Report in € million 1 January 2020 EXPENSE / INCOME Current service cost Interest expense (+)/income (-) Past service cost Gains (-) or losses (+) arising from settlements REMEASUREMENTS Gains (-) or losses (+) on plan assets, excluding amounts included in interest income Gains (-) or losses (+) arising from changes in financial assumptions Gains (-) or losses (+) arising from changes in demographic assumptions Gains (-) or losses (+) arising from experience adjustments Changes in the limitation of the net defined benefit asset to the asset ceiling Transfers to fund Employee contributions Pensions and other benefits paid Translation differences and other changes thereof pension provisions 1,118 - 54 - 1,880 3,677 3 3,680 3,693 -13 192 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q In conjunction with a measure aimed at modernising the pension model in Germany, employees were given the choice of remaining in the previous defined benefit plan or switch- ing to the defined contribution plan. The fixed amounts to which employees were previously entitled in the defined benefit plan remain unchanged going forward and therefore this is one factor which results in a plan amendment in accordance with IAS 19. The previous pension entitlement trend (Festbetragstrend) was converted – with the exception of one remaining component - into a career trend. Further- more, an employee switching to the defined contribution plan received an entitlement deemed to be equivalent in legal terms to their previous rights. This gave rise to an overall positive impact of € 562 million on past service cost, which was recognised in the income statement, primarily in the form of reductions to cost of sales as well as to selling and administrative expenses. Actuarial gains arising in the financial year 2021 resulted in a surplus of plan assets over liabilities for one of the pension plans in the United Kingdom. However, because there is no right of reimbursement or right to reduce future contributions to the fund, the amount of plan assets recognised has been limited to the amount of the obligations. In the previous financial year, employment contract termina- tion agreements were agreed with employees, resulting in the persons concerned leaving the BMW Group with vested pension benefits. Past service cost resulted mainly from dif- fering assumptions used to calculate statutory pension enti- tlements on the one hand and for the ongoing accounting for active employees on the other. 193 BMW Group Report 2021 To Our Stakeholders -22,910 -1,880 -36 582 -1,880 2,726 2,726 2,726 - 239 - 144 - 239 - 239 -144 -144 1 1 -524 -524 - 524 84 - 84 -645 639 -6 -6 - 618 26,587 -36 1,128 thereof non-investment grade 5 in € million in % -3,514 -13.2 3,311 13.2 4,585 17.2 increase of 0.25 % 610 2.4 766 2.9 Pension level trend decrease of 0.25 % - 586 -2.3 - 721 - 2.7 increase of 1 year 896 in % -10.6 3.6 -2,650 Discount rate ↑ = Q 195 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Corporate Governance Remuneration Report Other Information ← = Q Financial Statements - The sensitivity analysis provided below shows the extent to which changes in individual factors – independently of each other could influence the defined benefit obligation at the end of the reporting period. - It is only possible to aggregate sensitivities to a limited extent. Since the change in obligation follows a non-linear pattern, estimates made on the basis of the specified sensi- tivities are only possible with this restriction. The calculation of sensitivities using ranges other than those specified could result in a disproportional change in the defined benefit obli- gation. In the UK, the sensitivity analysis for the pension level trend also takes account of restrictions due to caps and floors. Change in defined benefit obligation 31.12.2021 31.12.2020 in € million increase of 0.75 % decrease of 0.75 % 100.0 1,078 Average life expectancy Remuneration Report Other Information ← = Q Financial Statements 33 Other provisions Other provisions changed during the year as follows: in € million 1.1.2021* Translation differences Additions Reversal of discounting thereof due Statutory and voluntary warranty obligations, product guarantees 6,131 241 2,714 -54 Utilised -2,220 Reversed 31.12.2021 within one year Corporate Governance 4.1 Group Financial Statements Notes to the Group To Our Stakeholders decrease of 1 year -910 -3.6 - 1,081 - 4.1 increase of 0.25 % 3 218 0.8 Pension entitlement trend decrease of 0.25 % -3 -210 - 0.8 increase of 0.10 % 63 Career trend decrease of 0.10 % -62 196 BMW Group Report 2021 Combined Management Report 6,600 100.0 100.0 Other 1,207 820 214 244 116 113 1,537 1,177 Total without quoted market price 3,265 2,831 2,388 2,216 132 137 5,785 5,184 Total plan assets 14,105 fixed 1,311 9,968 1,461 10 1 5 1 Real estate 494 428 786 656 1,280 1,084 Cash and cash equivalents 55 159 1 56 159 Absolute return funds 709 645 742 643 23 100.0 9,589 870 66.2 - 59.9 62.9 Pensioners 30.6 27.4 50.4 42.2 32.2 29.9 Former employees with vested benefits 7.4 6.4 49.6 57.8 7.9 7.2 Defined benefit obligation 100.0 100.0 62.0 938 Current employees 31.12.2021 25,011 22,910 In the financial year 2021, disbursements out of the plan assets are expected to exceed the employer's contribu- tions to plan assets by € 225 million. Plan assets of the BMW Group include own transferable financial instruments amounting to € 2 million (2020: € 1 million). 194 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information The BMW Group is exposed to risks arising both from defined benefit plans and defined contribution plans with a minimum return guarantee. The discount rates used to cal- culate pension obligations are subject to market fluctuations and therefore influence the level of the obligations. Further- more, changes in other actuarial parameters, such as expected rates of inflation, also have an impact on pension obligations. In order to reduce currency exposures, a sub- stantial portion of plan assets is either invested in the same currency as the underlying plan or hedged by means of cur- rency derivatives. As part of the internal reporting proce- dures and for internal management purposes, financial risks relating to the pension plans are reported using a value-at- risk approach by reference to the pension deficit. The invest- ment strategy is also subject to regular review together with external consultants, with the aim of ensuring that invest- ments are structured to match the timing of pension pay- ments and the expected development of pension obliga- tions. In this way, fluctuations in pension funding shortfalls are reduced. The defined benefit obligation relates to current employees, pensioners and former employees with vested benefits as follows: Germany United Kingdom Other in % 31.12.2021 31.12.2020 31.12.2021 31.12.2020 31.12.2020 JPY 13,400 million 488 0.6 3,108 Refund liabilities for future leased products 2,911 3,123 3,546 3,820 5,485 5,955 31.12.2020 31.12.2021 Bonuses and sales aides Deferred income Contract liabilities in € million Other liabilities comprise the following items: 36 Other liabilities ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 200 3,926 1.4 Payables to other companies in which an investment is held 814 5.6 As in the previous year, trade payables are due within one year. 37 Trade payables Grants comprise mainly public sector funds to promote regional structures and which have been invested in the pro- duction plants in Brazil, China, Germany, Mexico, Austria and South Africa amongst others. The grants are partly sub- ject to holding periods for the assets concerned of up to five years and/or minimum employment figures or minimum production figures. Grant income is recognised in the income statement over the useful lives of the assets to which it relates. Deferred income includes down payments received on leases with customers as well as deferred grants. Contract liabilities relate to obligations for service and repair work as well as telematics services and roadside assistance agreed to be part of the sale of a vehicle (in some cases mul- ti-component arrangements). An amount of € 3,035 million (2020: € 2,604 million) was released from contract liabilities in the financial year and recognised as revenues from con- tracts with customers. 21,187 1,550 1,546 22,420 133 123 139 160 180 180 Other liabilities Sundry Social security Payables to subsidiaries 1,019 895 Deposits received 1,484 1,143 Other taxes 2,367 3.3 Other advance payments received for orders fixed 0.4 3.4 USD 2,138 million variable BMW US Capital, LLC 3.2 10.0 AUD 273 million fixed 0.9 6.0 GBP 600 million fixed 2.3 4.0 fixed 2.5 5.6 USD 1,750 million fixed 2.7 6.1 HKD 1,759 million CAD 800 million fixed fixed USD 15,400 million NOK 750 million 3.0 0.2 3.0 6.7 JPY 10,000 million fixed Other 0.5 CHF 600 million fixed 3.3 10.0 NOK 1,000 million fixed 6.8 4.1 1.4 EUR 1,500 million 0.8 BMW International Investment B. V. 8.7 GBP 200 million variable 2.0 0.0 fixed GBP 1,550 million fixed At fair value through other comprehensive income At fair value through profit or loss At amortised cost Not allocated to an IFRS 9 category At fair value through profit or loss At fair value through other comprehensive income Cash flow hedges 31.12.2021 Financial Statements Fair value hedges Derivative instruments Financial assets 64,795 Other investments Receivables from sales financing At amortised cost 947 23 22,622 26 ASSETS 15,983 216 Trade receivables Cash and cash equivalents Other 35 Loans to third parties 985 3,238 Marketable securities and investment funds 390 Other derivative instruments 1,012 1,596 63,104 294 in € million With respect to the Korean investigation, BMW AG recog- nised a provision during the financial year. The Turkish anti- trust authority issued its decision in January 2022, abstain- ing from issuing a fine. Possible risks for the BMW Group in connection with the antitrust proceedings in China cannot be currently foreseen, either in terms of their outcome nor the amounts involved. Further disclosures pursuant to IAS 37.86 cannot be provided at present. The carrying amounts of financial instruments are assigned Other financial commitments On 22 January 2020, the U.S. Securities and Exchange Com- mission (SEC) opened an investigation into possible viola- tions of U.S. securities laws by the BMW Group relating to disclosures regarding the BMW Group's unit sales of new vehicles. This matter was settled with the SEC, without admit- ting or denying the allegations, and the BMW Group con- sented to the entry of an Order finding violations of the U.S. Securities Act and agreed to pay a penalty of US $18 million. Certain BMW Group entities and their officers are defendants in private securities litigation following the SEC Order. Possi- ble risks for the BMW Group cannot be quantified at present. Further disclosures pursuant to IAS 37.86 cannot be provided at present. future recall actions going forward. Further disclosures pur- suant to IAS 37.86 cannot be provided at the present time. Regulatory authorities have ordered the BMW Group to recall various vehicle models in conjunction with airbags supplied by the Takata group of companies. Provision for the costs involved has been recognised within warranty provisions. In addition to the risks already covered by warranty provisions, further BMW Group vehicles may possibly be affected by In addition, the Chinese State Administration for Market Regulation opened antitrust proceedings against BMW AG in March 2019, followed by the Korea Fair Trade Commission in May 2020 and the Turkish Competition Authority in July 2020. The class action lawsuits in Canada and the private lawsuits in South Korea remain at an early stage. Further civil law- suits based on the allegations are possible going forward. been brought in the USA and Canada as well as several pri- vate lawsuits in South Korea. In the USA, the customer class actions were withdrawn and the dealer class action was dis- missed. In addition to liabilities, provisions and contingent liabilities, the following commitments exist for the BMW Group at the end of the reporting period: The EU Commission's antitrust proceedings (see note 10 for additional information) was settled on 8 July 2021. In relation to these allegations, numerous class action lawsuits have Other contingent liabilities mainly comprise risks relating to taxes and customs duties. 1,292 1,466 1,067 1,202 43 46 The BMW Group determines its best estimate of contingent liabilities based on the information available at the date of preparing the Group Financial Statements. This assessment may change over time and is adjusted regularly on the basis of new information and circumstances. A part of the risks is covered by insurance. to IFRS 9 categories in the following table: in € million Purchase commitments for intangible assets 39 Financial instruments ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Combined Management Report Purchase commitments for property, plant and equipment To Our Stakeholders 202 2,787 2,190 3,264 3,350 31.12.2020 31.12.2021 BMW Group Report 2021 2,261 At fair value through other comprehensive Receivables from subsidiaries income At amortised cost 77 31.12.2021 Financial Statements Financial liabilities LIABILITIES At fair value through profit or loss in € million Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Combined Management Report To Our Stakeholders BMW Group Report 2021 ← = Q 203 Not allocated to an IFRS 9 category Bonds 9,037 56,665 1,006 Other derivative instruments Fair value hedges Cash flow hedges Derivative instruments At amortised cost 19,362 1,374 Commercial paper 16,702 Liabilities from customer deposits (banking) 9,079 Liabilities to banks 51,498 Asset-backed financing transactions 30,048 2,693 3,245 12,622 199 22 49 866 3,245 115 915 413 851 21,173 258 477 Not allocated to an IFRS 9 category 31.12.2020 694 1,992 2,298 546 Receivables from companies in which an 82,939 31,041 2,371 3,238 88,036 Total 5,774 1,504 5,517 1,547 Remaining other assets 454 295 Collateral assets 2,048 2,190 investment is held Other assets 105 Other Information 77 Stage 1 Stage 2 Stage 3 Expected General Simplified Total Stage 3 credit loss Simplified Total Expected credit loss 79,639 1,071 374 81,084 General 377 Stage 2 31.12.2020 210 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Corporate Governance Remuneration Report Stage 1 Other Information Receivables from sales financing are allocated to internally defined rating categories based on credit risk. The classification into creditworthiness levels is based on default probabilities. The related gross carrying amounts in accordance with IFRS 9 are allocated as follows: in € million Gross carrying amount of financial assets with good credit ratings Gross carrying amount of financial assets with medium credit ratings Gross carrying amount of financial assets with poor credit ratings Total Further disclosures relating to credit risk - in particular with regard to the amounts of impairment losses recognised - are provided in the explanatory notes to the relevant catego- ries of receivables in notes 25 and 730. Financial Statements 31.12.2021 ← = Q 2,345 76,356 367 17 1,019 2,091 802 83,020 4,511 431 937 1,054 1,599 80,252 4,223 422 1,019 85,916 1,639 89,016 1,633 118 1,907 78,356 406 3,310 2,671 44 6,025 517 705 3,778 38 5,469 431 71 769 13 1,054 1,653 2,293 60 34 To Our Stakeholders BMW Group Report 2021 201 31.12.2020 Reported on equity and liabilities side 358 Net gains and losses arising on financial instruments meas- ured at fair value through other comprehensive income mainly relate to changes in the fair value of marketable secu- rities. Further details are provided in the disclosures relating to the statement of comprehensive income ( note 19). Total interest income arising on financial assets measured at fair value through other comprehensive income amounted to € 31 million (2020: € 37 million) and total interest expense to € 18 million (2020: € 30 million). Combined Management Report Net gains and losses arising on financial instruments meas- ured at fair value through profit and loss mainly include results from the fair value measurement of stand-alone derivatives, marketable securities and shares in investment funds, as well as other financial assets. Net gains and losses arising on financial liabilities measured at amortised cost comprise mainly exchange rate gains/ losses as well as fair value gains/losses on hedged items in designated hedging relationships that are recognised in the income statement. Total interest income arising on financial assets measured at amortised cost relates mainly to the interest income earned on credit financing and reported within revenues. Total inter- est expenses arising on financial instruments measured at amortised cost amounted to € 1.6 billion (2020: € 1.8 billion). in € million 2021 2020 Financial instruments measured at fair value through other comprehensive income -45 Net gains and losses arising on financial assets measured at amortised cost comprise mainly exchange rate gains / losses and impairment losses/reversals. 7 Group Financial Statements Notes to the Group Financial Statements Remuneration Report 56 31.12.2020 31.12.2021 Contingent liabilities Other Guarantees Litigation Corporate Governance Investment subsidies The following contingent liabilities existed at the balance sheet date: Contingent liabilities commitments 38 Contingent liabilities and other financial OTHER DISCLOSURES ← = Q Other Information in € million Financial instruments measured at fair value through profit or loss -35 310 Within the financial services business, items financed for retail customers and dealerships (such as vehicles, facilities and property) serve as first-ranking collateral with a recover- able value. Security is also put up by customers in the form of collateral asset pledges, asset assignment and first-rank- ing mortgages, supplemented where appropriate by warran- ties and guarantees. Items previously held as collateral that are subsequently acquired relate mainly to vehicles. As a rule, these assets can be converted into cash at short notice through the dealership organisation. Creditworthiness test- ing is an important aspect of the BMW Group's credit risk management. Every borrower's creditworthiness is tested for all credit financing and lease contracts entered into by the BMW Group. In the case of retail customer financing, credit- worthiness is assessed using validated scoring systems integrated in the purchasing process. In the area of dealer- ship financing, creditworthiness is assessed by means of ongoing credit monitoring and an internal rating system that takes account not only of the material credit standing of the borrower, but also of qualitative factors, such as past reliabil- ity in business relations. The credit risk on trade receivables is assessed mainly on the basis of information relating to overdue amounts. The gross carrying amounts of these receivables are allocated in accordance with IFRS 9 to overdue ranges used for manage- ment purposes as follows: in € million Not overdue 1-30 days overdue 31-60 days overdue 61-90 days overdue More than 90 days overdue Total 31.12.2021 The credit risk relating to cash deposits and derivative finan- cial instruments is minimised by the fact that the Group only enters into such contracts with parties of first-class credit standing. 31.12.2020 2,002 120 229 12 31 14 23 2,113 In the case of trade receivables, customers are regularly assessed with regard to their credit risk. Depending on con- tractual status, necessary measures, such as dunning pro- cedures, are initiated in good time. In the case of all relationships underlying non-derivative financial instruments, in order to minimise the credit risk and depending on the nature and amount of exposure, collateral is required, credit information and references obtained or historical data based on the existing business relationship, in particular payment behaviour, reviewed. Notwithstanding the existence of collateral accepted, the carrying amount of financial assets (with the exception of derivative financial instruments) generally represents the maximum credit risk. In addition, the credit risk is increased by additional unutilised loan commitments in the dealership financing line of business. Total dealership financing credit risk at the end of the reporting period therefore amounted to € 31,508 million (2020: € 30,682 million). Financial assets measured at amortised cost 803 - 1,050 Financial liabilities measured at amortised cost 818 -350 209 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report 16,466 ← = Q Credit risk The BMW Group is exposed to counterparty credit risks if contractual partners, for example a retail customer or a deal- ership, are unable or only partially able to meet their contrac- tual obligations. Information on the management of credit risk for receivables from financial services is provided in the Combined Management Report (see section Outlook, Risk and Opportunity Management). 131 550 20 Lease liabilities BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Corporate Governance Remuneration Report Other Information 208 ← = Q Offsetting of financial instruments Derivative financial instruments of the BMW Group are sub- ject to legally enforceable master netting agreements or similar contracts. However, receivables and payables relat- ing to derivative financial instruments are not netted due to non-fulfilment of the stipulated criteria. Offsetting would have the following impact on the carrying amounts of deriv- atives: in € million Balance sheet amounts as reported Gross amount of derivatives which can be offset in case of insolvency Net amount after offsetting Non-derivative financial assets and liabilities are only offset if a legally enforceable right currently exists and it is actually intended to offset the relevant amounts. No financial assets and liabilities have been netted in the BMW Group due to the fact that the necessary requirements for netting have not been met. Gains and losses on financial instruments Financial Statements The following table shows the net gains and losses arising on financial instruments in accordance with IFRS 9: Gains and losses recognised in the income statement are reported within the line item "Other financial result". Gains and losses recognised in the income statement in the finan- cial year 2021 included an unrealised net positive amount of € 352 million (2020: € 84 million). - 5 Since the pricing from the financing rounds is considered to be the decisive input factor for the valuation, increases or decreases in valuation give rise to a similar change in the equity instrument that is recognised in the income state- As part of the process of analysing valuations, the external fund manager reviews the investment-specific milestones, including an analysis of financial, technical and liquidity-spe- cific performance indicators. Based on this analysis, it is considered whether the price of the most recent financing round is acceptable as a reasonable market valuation, in particular for early-stage or growth-phase investments. Key performance indicators used for the purpose of milestone analysis are highly dependent on the business model under- lying the investment. Typical technical key performance indi- cators relate to licenses and patents held, the stage of tech- nology development such as evidence of feasibility and prototypes, market entries, customer and user growth and appointments to key management positions. Key financial performance indicators used are revenues, EBITDA and the corresponding growth rate and/or development of specific contribution margins. Key liquidity-specific performance indicators are cash on hand, cash burn rates and prospects for future financing rounds. - Financial instruments allocated to Level 3 relate mainly to investments in a private-equity fund. The valuation of unlisted equity instruments is determined primarily using the market-based approach. In particular, the financing rounds that take place within the private equity sector - usually on a regular basis at intervals of approximately 12 to 24 months represent a significant input factor for these purposes. In addition, the investment advisor provides the external fund manager with relevant, investment-specific information on an ongoing basis (at least quarterly). The latter subsequently assesses the underlying individual companies in accordance with the guidelines for International Private Equity and Ven- ture Capital Valuations (IPEV). -7 Gains (+)/losses (-) recognised in the income statement Currency translation differences 417 31 December 2020 85 - 29 -2 - 31 397 22 3 85 31.12.2021 Reported on Reported on equity and Unquoted equity instruments 31.12.2020 Fair value 31.12.2021 Fair value in € million Financial instruments measured at fair value using input fac- tors not based on observable market prices are allocated to Level 3. The fair values of these financial instruments are shown in the following table: ← = Q Other Information 724 Remuneration Report Combined Management Report To Our Stakeholders BMW Group Report 2021 206 6 52 171 Group Financial Statements Corporate Governance Notes to the Group Financial Statements 397 Convertible bonds 23 assets side liabilities side Reported on assets side 2,998 1,875 3,256 1,148 -1,118 1,880 -1,118 757 - 790 2,466 - 790 18,819 3 -5 Gains (+)/losses (-) recognised in accumulated other equity 67 Options on unquoted equity instruments Derivative instruments 22 ment. 919 In addition, equity instruments that are held outside the pri- vate equity fund are measured using the income approach. This involves discounting cash flows on the basis of current business cases using the weighted average cost of capital to determine the fair value of the financial instrument. Changes in fair values determined in connection with adjustments to significant input factors are not material for the BMW Group. Mandatory conversions are usually structured in such a way that the number of shares to be received depends on the future share price. Due to the generally short maturities, the instruments are subject to only insignificant fluctuations in value. Irrespective of this fact, impairment tests are per- formed at regular intervals. in € million unquoted equity Unquoted equity Options on 814 67 -49 instruments 34 1 75 75 -254 -4 100 417 491 Level 3 Convertible bonds Derivative instruments -94 2 -2 -7 - 87 Disposals 90 instruments 17 Additions 374 5 14 355 1 January 2020 Financial instruments Level 3 73 Financial instruments 23 724 Disposals Additions 1 January 2021 in € million The balance sheet carrying amount of Level 3 financial instruments developed as follows: ← = Q Other Information Gains (+)/losses (-) recognised in accumulated other equity Remuneration Report Group Financial Statements Notes to the Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 207 For selected derivatives, a complete set of data relevant for valuation purposes is not available due to their limited mar- ket maturity. In order to model forward curves, data are col- lated and updated on the basis of regular bank and trader inquiries. The valuation methodology applied is in line with the general valuation principles for derivatives used within the treasury management system of the BMW Group. Changes in fair values resulting from shifts in forward curves within a range of +/-10% are not material for the BMW Group. The exercise price for share options in such companies is generally low, verging towards zero. Consequently, financing rounds have a direct impact on the fair value of the options. In this respect, the valuation of options and assessment of their impact on sensitivity is similar to the approach taken to unquoted equity instruments, as described above. Corporate Governance Gains (+)/losses (-) recognised in the income statement Currency translation differences Level transfer -49 52 32 488 -30 -220 24 76 -5 3 Derivative instruments instruments Convertible bonds 22 397 Options on unquoted equity Unquoted equity instruments 31 December 2021 The convertible bonds that have been classified to Level 3 are primarily used as instruments in advance of future financing rounds relating to private equity investments. Val- uations are therefore performed in accordance with the IPEV guidelines. 3 -7 573 21,173 20 20 116 115 53,022 51,498 23,116 58,136 19,602 19,362 18,818 18,819 16,732 16,702 16,599 56,665 16,466 22,622 63,104 Financial assets - Marketable securities and investment funds Financial liabilities Bonds Asset-backed financing transactions Liabilities from customer deposits (banking) Liabilities to banks 31.12.2021 24,675 31.12.2020 Fair value amount Fair value Carrying amount 67,158 64,795 65,326 Carrying Receivables from sales financing - finance and operating leases 9,177 9,209 1 in € million Level 1 Level 2 Level 3 Level 1 Level 2 Level hierarchy in accordance with IFRS 13 Cash equivalents Marketable securities, investment funds and collateral assets 80 724 223 Other investments 503 3,608 Level 3 9,079 Level hierarchy in accordance with IFRS 13 At 31 December 2021, equity instruments amounting to € 49 million were reclassified from Level 3 to Level 1, due to the fact that quoted market prices became available for the instruments concerned for the first time. 9,037 205 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance In the previous year, an amount of € 275 million relating to marketable securities, investment funds and collateral was reclassified from Level 1 to Level 2, in view of the fact that the fair values of the marketable securities concerned were derived on the basis of comparable instruments in the form of a theoretical price. Furthermore, money market funds amounting to € 915 million were reclassified from Level 2 to Level 1 due to the fact that corresponding market or stock exchange prices became available. Remuneration Report ← = Q Disclosures relating to financial instruments measured at fair value The carrying amounts of financial instruments measured at fair value are allocated to the measurement levels pursuant to IFRS 13 as described below: 31.12.2021 31.12.2020 397 As a general rule, any transfers between fair-value hierarchy levels are made at the end of the relevant reporting period. Other Information 548 - in € million 23 Derivative instruments (assets) Loans to third parties Other Trade payables 1,153 10,932 250 223 619 1,180 8,644 Other liabilities Payables to subsidiaries 180 180 Payables to other companies in which an investment is held 2,420 2,367 Interest rate risks Raw material market price risks 335 2,344 101 Raw material market price risks 1,045 Currency risks 729 Currency risks 40 1,092 I 466 1,373 Interest rate risks Derivative instruments (liabilities) Other risks 67 814 Remaining other liabilities * 18,443 915 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information BMW Group Report 2021 ← = Q The following table shows the fair values and carrying amounts of financial assets and liabilities that are measured at amortised cost and whose carrying amounts differ from their fair value. The fair values are generally determined using the dis- counted cash flow method, taking into account the relevant risk of default. For the purposes of fair value measurement using the discounted cash flow method, expected future cash flows are discounted on the basis of up-to-date interest curves observable on the market. The fair values of receivables from sales financing are meas- ured using the discounted cash flow method, taking into account customer-specific credit risk. In view of the fact that these allowances are calculated in part on the basis of inter- nal information, receivables from sales financing are allo- cated to Level 3 in the level hierarchy in accordance with IFRS 13. The fair values of the financial assets shown in the table exist with financial institutions and are also measured using the discounted cash flow method, taking into account the risk of default. Given that these financial institutions all have excellent credit ratings, the risk of default is low and can be observed on the market. The fair values of these items are therefore allocated to Level 2. In the case of financial liabilities, own credit risk is taken into account based on credit default swaps available on the mar- ket, so that the fair values of these items are also allocated to Level 2. 26 For all other financial instruments not listed here that are measured at amortised cost, the carrying amount corre- sponds to the fair value. For this reason, they are not pre- sented separately. Disclosures relating to financial instruments measured at amortised cost 204 3,675 788 4,856 Total 117,503 619 15,017 18,693 4,621 116,976 * Prior year's figures adjusted. 31.12.2020 At fair value through other comprehensive income At fair value through profit or loss Not allocated to an IFRS 9 category 112 248 788 2,511 15,572 Receivables from sales financing credit financing 11,939 Group Financial Statements Notes to the Group Cash Flow Hedges Corporate Governance Remuneration Report Other Information ← = Q Financial Statements in € million Cash Flow Hedges Currency risks Raw material price risks Fair Value Hedges Interest rate risks The following table shows key information on hedged items for each risk category as well as the balances of designated components within accumulated other equity: in € million Cash Flow Hedges Currency risks Raw material price risks Fair Value Hedges Interest rate risks The accumulated amount of hedge-related fair value adjust- ments is a negative amount of € 9 million (2020: positive amount of € 10 million) for assets and a positive amount of € 577 million (2020: positive amount of € 1,680 million) for liabilities. Carrying amounts 31.12.2021 Carrying amounts Nominal amounts Assets Liabilities Change in fair value of designated components Nominal amounts Group Financial Statements Notes to the Group Combined Management Report To Our Stakeholders BMW Group Report 2021 4,530 Palladium (EUR/oz) Platinum (EUR/oz) Interest rate risks 8,082 28,213 12,373 Raw material price risks 1,449 1,792 Nominal amounts of hedging instruments 21,470 34,535 Assets 12,373 31.12.2020 1,730 1,573 5,389 4,568 14,475 11,188 1,822 1,350 676 701 Information on average interest hedge rates is not provided, since interest rate derivatives designated as hedging instru- ments are used exclusively to hedge items in fair value hedges. The hedge rates therefore correspond in each case to current market interest rate level. Most of the hedges used 216 31.12.2021 Currency risks Liabilities Change in fair value of designated components Assets Change in value of Liabilities hedged items Continuing hedge relationships Terminated hedge relationships 795 -274 - 820 1,057 10,611 56,985 1,141 -1,169 -467 532 510 8,483 58,714 -720 217 BMW Group Report 2021 To Our Stakeholders Combined Management Report Corporate Governance Remuneration Report Other Information ← = Q Hedge relationships give rise to following effects: in € million Terminated hedge relationships Continuing hedge relationships Change in value of Liabilities hedged items Assets 33,666 437 905 5,111 1,159 101 -795 820 16,469 3,241 277 54 1,169 574 58 31.12.2020 466 1,012 250 -1,138 59,774 1,992 248 723 31.12.2021 31.12.2020 Carrying amounts Balances in accumulated other equity Carrying amounts Balances in accumulated other equity 57,920 The following table provides information on the nominal amounts, carrying amounts and fair value changes of con- tracts designated as hedging instruments: 820 Fair Value Hedges Supplies and services performed Supplies and services received Receivables at 31 December Payables at 31 December in € thousand 2021 2020 2021 Seen from the perspective of BMW Group entities, the vol- ume of transactions with the above-mentioned entities was as follows: 2020 2020 2021 2020 DELTON Health AG (formerly DELTON AG) 1,821 1,950 1 DELTON Logistics S.à r.l. 2021 1,090 ← = Q Remuneration Report ← = Q 40 Related party relationships The following individuals and entities are related parties in accordance with IAS 24: Stefan Quandt and Susanne Klatten, as well as compa- nies controlled by them The Board of Management and the Supervisory Board of the BMW Group Associated companies, joint ventures, non-consolidated subsidiaries, BMW Trust e. V. and BMW Foundation Her- bert Quandt Transactions of Group entities with related parties were car- ried out, without exception, in the normal course of business of each of the parties concerned and conducted at market conditions, i. e. conditions that are also granted to other third-party manufacturers. During the year under report, members of the Board of Man- agement and the Supervisory Board concluded vehicle pur- chase contracts and related service contracts as well as vehicle rental, vehicle leasing and vehicle financing contracts with BMW Group entities at market conditions. Other Information Stefan Quandt, Germany, is a shareholder and Deputy Chair- man of the Supervisory Board of BMW AG. He is also the sole shareholder and Chairman of the Supervisory Boards of DELTON Health AG, Bad Homburg v.d.H., and DELTON Technology SE, Bad Homburg v.d.H., as well as the sole shareholder of DELTON Logistics S.à.r.I., Grevenmacher, which via its subsidiaries, performed logistic-related ser- vices for the BMW Group during the financial year 2021. In addition, the DELTON companies held by Stefan Quandt acquired vehicles from the BMW Group by way of leasing. Susanne Klatten, Germany, is a shareholder and member of the Supervisory Board of BMW AG and also a shareholder and Deputy Chairwoman of the Supervisory Board of ALTANA AG, Wesel. In 2021, ALTANA AG, Wesel, acquired vehicles from the BMW Group, mainly by way of leasing. Susanne Klatten, Germany, is also the sole shareholder and Chairwoman of the Supervisory Board of UnternehmerTUM GmbH, Garching. In 2021, the BMW Group bought in services from UnternehmerTUM GmbH, Garching, mainly in the form of consultancy and workshop services. 219 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Stefan Quandt, Germany, is also the indirect majority share- holder of SOLARWATT GmbH, Dresden. Cooperation arrangements are in place between BMW Group and SOLARWATT GmbH, Dresden, within the field of electric mobility. The focus of this collaboration is on the provision of complete photovoltaic solutions for rooftop systems and car- ports to BMW i customers. In addition, SOLARWATT GmbH purchases battery cells and related components for home battery storage applications as part of a supply project. In addition to the deliveries of goods described above, SOLAR- WATT GmbH, Dresden, also purchased vehicles from the BMW Group by way of leasing during the financial year 2021. Other Information 1,235 19,068 510 A significant proportion of the BMW Group's transactions with related parties relates to the joint venture BMW Bril- liance Automotive Ltd. in € million BMW Brilliance Automotive Ltd. For the most part, this involves the sale of vehicle compo- nents to BMW Brilliance Automotive Ltd. for further process- ing. BMW Brilliance Automotive Ltd. also provides services and vehicles to BMW Group entities. Supplies and services performed Supplies and services received Receivables at 31 December 337 Payables at 31 December 2020 2021 2020 2021 2020 2021 2020 Currency risks 2021 11,500 19,450 80 243 SOLARWATT GmbH 8,827 2,363 49 65 1,369 5 3,362 1,574 49 287 2,572 2,425 251 UnternehmerTUM GmbH 37 809 273 1,310 315 ALTANA AG Raw material price risks Remuneration Report Group Financial Statements Notes to the Group Financial Statements 2021 2020 Currency risks Interest rate risk Raw material price risk Currency risks Interest rate risk Raw material price risk Designated in € million 3 Opening balance at 1 January 532 - 299 -2 Designated component Costs of hedging 510 Designated -22 component Costs of hedging Costs of hedging -497 Designated component Costs of hedging component Costs of hedging Costs of hedging -4 2 198 Interest rate risks Designated components and costs of hedging within accu- mulated other equity changed as follows: Financial Statements Change of designated components in other comprehensive income -806 547 Change in costs of hedging in other comprehensive income - 5 55 Hedge ineffectiveness recognised in income statement Change of designated components in other comprehensive income 17 3 2020 Change in costs of hedging in other comprehensive income Hedge ineffectiveness recognised in income statement 554 509 2021 Corporate Governance 1 Change in fair value during the reporting period Reclassification to acquisition costs for inventories -273 72 6 Closing balance at 31 December -274 -244 15 -29 1,057 - 299 - 2 510 The nominal amount of hedging instruments that continue to be directly affected by the reform of the benchmark inter- est rates and USD LIBOR totals € 7,257 million. 218 BMW Group Report 2021 To Our Stakeholders Combined Management Report 532 5 84 7 -795 -307 20 1,170 -443 5 466 1 - 104 Reclassification to profit or loss -4 355 -3 -512 557 3 for terminated hedge relationships -7 for continuing hedge relationships Nickel (EUR/t) 22 one year and five years Maturity between one year one and five years Total Maturity within Maturity later than five years one year one and five years Maturity within Maturity between 31.12.2020 31.12.2021 Financial Statements in € million The following table shows the maturity structure of expected contractual cash flows (undiscounted) for financial liabilities: Liquidity risk Notes to the Group ← = Q Other Information Maturity later than five years Remuneration Report Total Bonds 19,436 12,369 7,067 19,586 12,622 6,964 Asset-backed financing transactions 58,610 11,930 33,224 13,456 54,158 10,821 30,071 13,266 NON-DERIVATIVE FINANCIAL LIABILITIES Liabilities to banks Corporate Governance Combined Management Report 13,256 118,643 49,264 54,598 14,767 118,629 The cash flows from non-derivative liabilities comprise prin- cipal repayments and the related interest. The amounts dis- closed for derivative instruments comprise only cash flows relating to derivatives that have a negative fair value at the balance sheet date. In the case of derivatives with a negative fair value, an overall positive cash flow can arise due to the various yield curves used. At 31 December 2021 credit com- mitments available at short notice to dealerships which had not been called upon at the end of the reporting period amounted to € 18,334 million (2020: € 14,367 million). Solvency is assured at all times by managing and monitoring the liquidity situation on the basis of a rolling cash flow fore- cast. 212 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance 52,053 Group Financial Statements 53,334 28 To Our Stakeholders BMW Group Report 2021 211 88 523 380 144 28 552 219 216 88 523 380 144 552 5,130 3,350 1,027 Cash inflows Cash outflows 694 14 248 432 2,380 9 937 1,434 With gross settlement DERIVATIVE FINANCIAL LIABILITIES 765 357 288 With net settlement 120 Cash outflows 29,300 -20,391 - 617 -5,296 - 14,478 -42,203 - 157 -14,180 -27,866 21,085 631 5,544 14,910 44,583 166 15,117 Total financial liabilities 738 301 116 Trade payables 16,611 9,701 3,781 12,808 16,805 20 3,574 13,211 Liabilities from customer deposits (banking) 10,000 1,388 3,317 5,295 9,507 10,932 10,932 8,644 8,644 321 Other financial liabilities 550 550 1,374 1,374 Commercial paper Remuneration Report 2,767 1,227 512 2,640 990 1,167 483 Lease liabilities 1,028 Maturity later than five years Other Information The resulting funding requirements are covered by a variety of instruments placed on the world's financial markets, with the aim to minimise risk by matching maturities with financ- ing requirements and in alignment with a dynamic target debt structure. Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Disclosures on hedging measures The following disclosures on hedging measures include derivatives of fully consolidated companies that are desig- nated as a hedging instrument. The amounts shown in the table are stated before deferred taxes and take account of additional effects arising from the application of the modified closing rate method. The nominal amounts of hedging instruments were as follows: The following table shows the most significant average hedging rates of hedging transactions used by the BMW Group: Currency risks EUR/CNY EUR/USD EUR/GBP EUR/KRW To Our Stakeholders EUR/JPY BMW Group Report 2021 310 The starting point for analysing raw materials price risk is to identify planned purchases of raw materials or components containing raw materials, the so-called "exposure". At each reporting date, the exposure for the following financial year amounted to: in € million Raw material price exposures The following table shows the potential negative impact for the BMW Group resulting from fluctuations in prices across all categories of raw materials, measured on the basis of the cash-flow-at-risk approach. The risk at each reporting date for the following financial year was as follows: 31.12.2021 31.12.2020 in € million 6,872 4,204 Cash flow at risk This exposure is compared to all hedges that are in place. The net cash flow surplus represents an uncovered risk posi- tion. The cash-flow-at-risk approach involves showing the impact of potential raw materials market price fluctuations on oper- ating cash flows on the basis of probability distributions. Vol- atilities and correlations serve as input factors to assess the relevant probability distributions. The potential negative impact on earnings is calculated at the reporting date for each raw materials category for the following financial year on the basis of current market prices and exposure with a confidence level of 95%. The risk miti- gating effect of correlations between the various categories of raw materials is taken into account when the risks are aggregated. 31.12.2021 31.12.2020 597 215 The economic relationship between the hedged item and the hedging instrument is based essentially on the fact that they have the same basis and term. The BMW Group desig- nates only the commodity price index-linked raw material surcharge, which is specified in the purchase contracts of vehicle components, as a hedged item. The proportion of the hedged risk component as a percentage of the total fair value depends on the specific types of vehicle component involved. Other price components contained in the contract are not designated as being part of the hedge relationship as no effective hedging instruments exist for these compo- nents. 31.12.2021 Maturity Maturity within between one one year and five years 8.05 1.23 0.87 1,341.73 0.87 1,334.86 124.20 A cash-flow-at-risk approach to risk management involves making use of portfolio effects. No JPY-denominated hedg- ing transactions were in hedging relationships at the end of the year under report (2020: no USD-denominated hedging transactions). in this context relate to variable yield curves relating to the euro, US dollar and British pound currency areas. Raw material price risks Aluminium (EUR/t) 31.12.2020 Copper (EUR/t) Maturity within Maturity between one in € million 7.99 in € million 31.12.2020 11,251 Maturity later than five years Currency risks 21,670 11,996 Interest rate risks 9,474 25,145 11,251 Raw material price risks 2,669 2,442 Nominal amounts of hedging instruments 33,813 39,583 31.12.2021 Causes of hedge ineffectiveness are seen potentially only for counterparty credit risk. However, in view of the processes that have been established for credit risk management, inef- fectiveness is not expected to arise. The BMW Group is exposed to market price risks on raw materials. In order to hedge these risks, the Group mainly uses forward commodity contracts. As part of the implemen- tation of the risk management strategy, the extent to which risk exposures should be hedged is decided at regular inter- vals and the corresponding hedging ratio defined. Items are hedged on the basis of a constant ratio of one to one between hedging instrument and risk exposure. Raw materials price risk The following table shows the potential negative impact for the BMW Group for the following year resulting from unfa- vourable changes in exchange rates, measured on the basis of the cash-flow-at-risk approach. 31.12.2021 31.12.2020 38,134 33,975 in € million Cash flow at risk 31.12.2021 31.12.2020 564 531 213 BMW Group Report 2021 To Our Stakeholders Combined Management Report The potential negative impact on earnings is calculated at the reporting date for each currency for the following finan- cial year on the basis of current market prices and exposures with a confidence level of 95%. The risk mitigating effect of correlations between the various currencies is taken into account when the risks are aggregated. Group Financial Statements Notes to the Group Financial Statements This exposure is compared to all hedges that are in place. The net cash flow surplus represents an uncovered risk posi- tion. The cash-flow-at-risk approach involves showing the impact of potential exchange rate fluctuations on operating cash flows on the basis of probability distributions. Volatili- ties and correlations serve as the main input factors to deter- mine the relevant probability distributions. Currency exposure As a further reduction of risk, a syndicated credit line totalling € 8 billion (2020: € 8 billion) from a consortium of interna- tional banks is available to the BMW Group. Intra-group cash flow fluctuations are balanced out by the use of daily cash pooling arrangements. Further information is provided in the Combined Manage- ment Report. Market risks The principal market risks to which the BMW Group is exposed are currency risk, interest rate risk and raw materi- als market price risk. Protection against such risks is provided in the first instance though natural hedging which arises when the values of non-derivative financial instruments have matching maturi- ties and amounts (netting). Derivative financial instruments are used to reduce the risk remaining after netting. Currency, interest rate and raw materials market price risks of the BMW Group are managed at a corporate level. Further information is provided in the "Outlook, Risk and Opportunity Management" section of the Combined Man- agement Report. Currency risk As an enterprise with worldwide operations, the BMW Group conducts business in a variety of currencies, from which cur- rency risks arise. In order to hedge currency risks, the BMW Group holds, as at 31 December 2021, derivative finan- cial instruments mostly in the form of forward currency con- tracts and currency swaps. As part of the implementation of the risk management strat- egy, the extent to which risk exposures should be hedged is decided at regular intervals. The economic relationship between the hedged item and the hedging instrument is based essentially on the fact that they are denominated in the same currency and have the same maturities. Items are hedged on the basis of a con- stant ratio of one to one between hedging instrument and risk exposure. Causes of hedge ineffectiveness are seen potentially only for counterparty credit risk. However, in view of the processes that have been established for credit risk management, inef- fectiveness is not expected to arise. The BMW Group measures currency risk using a cash-flow- at-risk model. The analysis of currency risk is based on fore- cast foreign currency transactions which could result in exposures to surpluses of foreign currency cash inflows and cash outflows. At the end of the reporting period, the overall currency exposure – in each case for the following year and determined by aggregating the individual currency expo- sures based on their absolute amount - was as follows: in € million Currency exposures include short positions amounting to € 2,715 million (2020: € 5,222 million). In addition, a cur- rency risk exposure existed at the reporting date on the pur- chase price payable arising in connection with the increase in the BMW Group's stake in the BMW Brilliance joint ven- ture for a euro-equivalent amount of € 3,857 million. The transaction was completed in February 2022. Further infor- mation is provided in a note 3 Increased shareholding in BMW Brilliance Automotive Ltd. Corporate Governance Remuneration Report Other Information In the following table the potential volumes of fair value fluc- tuations measured on the basis of the value-at-risk approach are compared with the expected value for the interest-rate-sensitive exposures of the BMW Group: in € million Value at risk 31.12.2021 31.12.2020 1,237 1,160 214 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q The BMW Group applies a value-at-risk approach through- out the Group for internal reporting purposes and to manage interest rate risk. This approach is based on a historical sim- ulation in which the potential future fair value losses of the interest rate portfolios are compared across the Group with expected amounts on the basis of a holding period of 250 days and a confidence level of 99.98 %. The risk mitigating effect of correlations between the various portfolios is taken into account when the risks are aggregated. In the case of USD LIBOR and CAD CDOR, uncertainty remains as to the exact timing and nature of the changes. The notional amount of financial derivatives not yet con- verted to an alternative interest rate at 31 December 2021 is € 12,522 million (USD LIBOR € 12,522 million). The nominal amount of non-derivative financial liabilities not yet con- verted to an alternative interest rate is € 700 million (thereof USD LIBOR € 387 million and CAD CDOR € 313 million). that have been transferred with effect from 31 December 2021 to an alternative benchmark interest rate in accordance with the IBOR Fallbacks Protocol totals € 6,890 million (mainly GBP LIBOR € 4,229 million and JPY LIBOR € 2,279 million). The BMW Group's fair value hedges affected by the reform are mainly based on the benchmark interest rates relating to the British pound (GBP), the US dollar (USD) and the Japan yen (JPY). Fair value hedges for which GBP LIBOR and JPY LIBOR were previously designated as the hedged risk were converted during the financial year 2021, with GBP LIBOR replaced by the SONIA benchmark interest rate and JPY LIBOR replaced by the TONA benchmark interest rate. The BMW Group continues to see the economic link and has therefore continued to account the pertinent items as fair value hedges. The notional amount of financial derivatives ← = Q Interest rate risk Interest rate risks arise when funds are borrowed and invested with differing fixed-rate periods or differing terms. At the BMW Group, all items subject to, or bearing, interest are exposed to interest rate risk and can therefore affect both the assets and liabilities side of the balance sheet. The fair value of the Group's interest rate portfolios was as follows at the end of the reporting period: in € million Fair values of interest rate portfolios 31.12.2021 ← = Q 31.12.2020 58,545 Interest rate risk is managed through the use of interest rate derivatives. As part of the implementation of the risk man- agement strategy, interest rate risks are monitored and managed at regular intervals. The interest rate contracts used for hedging purposes comprise mainly swaps, which, if hedge accounting is applied, are accounted for as fair value hedges. The economic relationship between the hedged item and the hedging instrument is based on the fact that the main parameters of the hedged item and the related hedging instrument, for example start date, term and cur- rency, are the same. Items are hedged on the basis of a con- stant ratio of one to one between hedging instrument and risk exposure. In view of the fact that own credit risk is excluded from the hedging relationship, ineffectiveness is expected to be low. For selected fixed-interest assets, part of the interest rate risk is hedged on a portfolio basis. In this case, swaps are used as the hedging instrument. Hedge relationships are terminated and redesignated on a monthly basis at the end of each reporting period, thereby taking account of the constantly changing content of each portfolio. In light of the reform and replacement of certain benchmark interest rates, some of the BMW Group's hedging relation- ships have been redesignated to take account of alternative benchmark interest rates. The transition to the newly created or revised benchmark interest rates is being managed, monitored and assessed with regard to risk management implications as part of a multidisciplinary project. The tasks of the conversion project includes the continual monitoring of regulatory develop- ments, the initiation of necessary changes to systems, pro- cesses, risk and measurement models as well as the clarifi- cation of the associated accounting and financial reporting implications. The uncertainty triggered by the benchmark interest rate reform, in the meantime relating primarily to the USD and CAD, is expected to be eliminated during the finan- cial year 2022. 63,835 1,030 216 2,158 27 2020 2021 32 70 Receivables at 31 December 2020 2021 2021 64 Payables at 31 December 2020 2021 15 2020 9 219 155 5 Supplies and services received 8 For disclosures relating to key management personnel, please see note 43 and the Remuneration Report. Supplies and services performed 2,345 2,045 804 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance 220 Other Information ← = Q In total, the following amounts of goods and services were supplied to or received from other joint ventures and associ- ated companies: in € million Other joint ventures and associated companies Business relationships with non-consolidated companies are small in scale. Remuneration Report BMW Trust e. V., Munich, administers assets on a trustee basis to secure obligations relating to pensions in Germany and is therefore a related party of the BMW Group in accord- ance with IAS 24. This entity has no assets of its own. It had no income or expenses during the period under report. BMW AG bears expenses on an immaterial scale and per- forms services for BMW Trust e. V., Munich. The BMW Foundation Herbert Quandt, Munich, is an inde- pendent corporate foundation and due to the BMW Group's significant influence, qualifies as a related party according to IAS 24. The BMW Group made donations to the BMW Foun- dation Herbert Quandt during the financial year 2021 total- ling € 5.9 million (2020: € 6.4 million). No other significant transactions arose. ― € 1.890 million (Chairman of the Board of Management) ― € 1.035 million (from second period of office or fourth year of mandate) - € 0.855 million (first period of office) - Maximum amount of performance component p. a.: - Performance factor may not exceed 1.8 ― Criteria for the cross-divisional targets with ESG criteria include in particular: innovation performance (environmental, e. g. reduction of carbon emissions), development of the BMW Group's reputation based on ESG aspects (e. g. corporate culture, promotion of integrity and compliance), adaptability, attractiveness as an employer, leadership performance - Criteria for the other cross-divisional targets include in particular: market position compared to competitors, innovation performance (economic), development of the BMW Group's reputation based on non-ESG-related aspects (e. g. perception on capital markets, brand strength), customer orientation -10% individual targets -40% other cross-divisional targets ― Earnings component of bonus rewards attainment of financial targets and is beneficial for earnings-related aspects of business strategy - 50% cross-divisional targets with ESG criteria ― Measurement parameters and target values are determined before the start of the financial year ― Performance component of bonus motivates the pursuit of non-financial strategic targets and is therefore beneficial for the long-term development of the BMW Group ↑ BMW Group Report 2021 - Composition of performance factor: Strategic focus target component (at 100 % target achievement corresponds to 50% of target amount) RoCE component (at 100 % target achievement corresponds to 50% of target amount) Basis of computation Personal investment cash amount SHARE-BASED REMUNERATION (SHORT-TERM BENEFITS) 226 COMPONENT Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Financial Statements Combined Management Report To Our Stakeholders = Q ― Additional trend analysis over at least three financial years ― € 0.575 million (from second period of office or fourth year of mandate) ― Primarily qualitative, non-financial criteria, expressed in terms of a performance factor aimed at measuring the Board member's contribution to sustainable and long-term performance and corporate orientation = Q COMPONENT VARIABLE REMUNERATION COMPONENTS (SHORT-TERM BENEFITS) Bonus Earnings component (at 100 % target achievement corresponds to 50% of target amount) Performance component (at 100% target achievement corresponds to 50% of target amount) Remuneration linked to corporate strategy Parameters/measurement base, applicable amounts Assessment period one year ― Base amount p. a. (50% of target bonus amount): - € 0.475 million (first period of office) Remuneration linked to corporate strategy ― € 1.050 million (Chairman of the Board of Management) - Formula: 50% of target amount x performance factor ― Earnings factor is derived from a predefined allocation based on the parameters - Formula: 50% of target amount x performance factor ― € 1.050 million (Chairman of the Board of Management) ― € 0.575 million (from second period of office or fourth year of mandate) - € 0.475 million (first period of office) ― Base amount p. a. (50% of target bonus amount): - Assessment period one year -Relevant period is the vesting year ― € 1.890 million (Chairman of the Board of Management) - € 0.855 million (first period of office) - Maximum amount of earnings component p.a.: - Earnings factor may not exceed 1.8 ― The earnings factor is 1.5 in case of a profit attributable to shareholders of BMW AG amounting to € 6.9 billion and a Group post-tax return on sales of 7.3% ―The earnings factor is 0 in case of a profit attributable to shareholders of BMW AG below € 3.0 billion or a Group post-tax return on sales of below 3.0% ― The earnings factor is 1.0 in case of a profit attributable to shareholders of BMW AG amounting to € 5.3 billion and a Group post-tax return on sales of 5.6% -Profit attributable to shareholders of BMW AG and Group post-tax return on sales in grant year ― € 1.035 million (from second period of office or fourth year of mandate) Parameters/measurement base, applicable amounts ― € 2.115 million (Chairman of the Board of Management) ― Assessment period of five years in total (one year for determining the personal investment cash amount, four years holding requirement) -Commitment to purchase shares of BMW AG common stock and four-years holding requirement is beneficial for the long-term development of the BMW Group 227 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q COMPONENT MALUS AND CLAWBACK RULES Malus Clawback ―The remaining 50% of the personal investment cash amount is beneficial for the attainment of strategic focus targets and therefore contributes to the BMW Group's operational suc- cess in strategically important areas Parameters/measurement base, applicable amounts ― Agreement entitling the BMW Group to reclaim variable remuneration already paid out in the event of specified incidences of non-compliance, incorrect calculation bases or incorrect financial statements ― Amounts may also be clawed back in principle after a member has left the Board 44 Events after the end of the reporting period On 11 February 2022, the BMW Group acquired a further 25% of the shares in the previous joint venture BMW Brilliance Automotive Ltd. Further information is provided in 7 note 3 Increased shareholding in BMW Brilliance Automotive Ltd. The war in Ukraine had no impact on the Consolidated Financial Statements for the year ended 31 December 2021. Any potential effects on the BMW Group's business perfor- mance are being monitored on an ongoing basis. Due to the current situation, local production in Russia as well as the export of automobiles and motorcycles to the Russian mar- ket have been discontinued for the foreseeable future. The war in Ukraine is having a substantial negative effect on the country's automotive suppliers. The resulting supply restric- tions have led to production schedule adjustments and interruptions at a number of BMW Group plants, which in turn is likely to have a negative impact on automobile sales figures. For this reason, the corresponding key performance indicators reported by the Automotive segment are now forecast to be down on the previous year. The war in Ukraine is not currently expected to have a significant impact on the business performance of the Motorcycles and Financial Ser- vices segments. Current estimates and assumptions for the financial year 2022, to the extent already known, have been taken into account and described in the outlook. However, the outlook does not factor in a significant tightening of sanctions against Russia and/or an escalation of the conflict outside Ukraine. Similarly, additional major price hikes for energy and raw materials, including rises triggered by the war in Ukraine and/or the related sanctions, have not been taken into account. Apart from this, no other events have occurred since the end of the financial year which could have a major impact on the results of operations, financial position and net assets of BMW AG and the BMW Group. 228 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Agreement to withhold variable remuneration in the event of specified serious compliance violations or (withholding amounts provisionally) in the event of reasonable suspicions of such ― Amounts may also be withheld in principle after a member has left the Board ― personal investment cash amount is 50 % dependent on key performance indicator RoCE and is therefore directly linked to a key measure of corporate strategy and reflects BMW AG's aspiration to generate a significant premium on the cost of capital ― € 2.115 million (Chairman of the Board of Management) ― € 1.152 million (from second period of office or fourth year of mandate) - Target amount p. a. (at 100 % target achievement): - € 1.10 million (first period of office) ― € 1.28 million (from second period of office or fourth year of mandate) ― € 2.35 million (Chairman of the Board of Management) -50% of target amount depends on ROCE achieved in the Automotive segment (ROCE component) - 50% of the target amount depends on the achievement of predefined strategic focus targets (strategic focus target component) - Capped at 180 % of target amount ― Payment after the Annual General Meeting at which the Company Financial Statements are presented for the relevant financial year - Target amount RoCE component p. a. (50% of target amount of the personal investment cash amount): - € 0.55 million (first period of office) ― € 0.264 million (from second period of office or fourth year of mandate) ― € 1.175 million (Chairman of the Board of Management) ― Formula: 50% of target amount x RoCE factor - ROCE factor is derived from the ROCE achieved in the Automotive segment for the grant year Minimum, target and maximum values for ROCE are defined before the start of the financial year ― ROCE factor may not exceed 1.8 - Maximum amount of RoCE component p. a.: - € 0.990 million (first period of office) - € 0.990 million (first period of office) - Maximum amount of strategic focus target component p. a.: - Factor for each strategic focus target may not exceed 1.8 ― Minimum, target and maximum values are defined before the start of the financial year 25% of target amount for personal investment cash amount x factor for strategic focus target 1 + 25% of target amount for personal investment cash amount x factor for strategic focus target 2 - Formula in event of two strategic focus targets with equal weighting p. a.: Requirement for Board of Management members to invest an earmarked cash amount (personal investment cash amount), net of tax and deductions, in shares of BMW common stock - Requirement for Board of Management members to hold the acquired shares of BMW common stock for at least four years (share ownership) - Weighting of the strategic focus targets is decided before the start of the financial year ― € 1.175 million (Chairman of the Board of Management) ― € 0.64 million (from second period of office or fourth year of mandate) - € 0.55 million (first period of office) ― Target amount strategic focus target component p. a. (50% of target amount of personal investment cash amount): ↑ · € 1.152 million (from second period of office or fourth year of mandate) - At least two strategic focus targets derived from the strategic plan Other Information The Supervisory Board may award payments to compensate for loss of salary from a previous employment relationship and to cover relocation costs in the case of new entrants. Defined contribution system with a guaranteed minimum return Corporate Governance 35.3 16.9 Other long-term benefits 3.9 Benefits in conjunction with the termina- tion of board activity 1.1 0.6 Share-based remuneration component 0.5 0.6 Compensation to members of the Supervisory Board Current compensation Short-term benefits Total expense 5.6 50.9 27.6 For the financial years 2018 up to and including the financial year 2020, variable cash remuneration was supplemented by a multi-year and future-oriented Performance Cash Plan (PCP). The PCP assessment period comprises three years, the grant year and the two subsequent years. The PCP is paid out after the end of the three-year assessment period. No further shares were granted to active current members of the Board of Management during the financial year under report (2020: 7,001 shares). In the previous year, the fair value of the shares granted amounted to € 0.5 million. The expense recognised for the current members of the Board of Management for the share-based remuneration arrangements in place up to and including 2020 amounted to € 0.5 million (2020: € 0.6 million). At 31 December 2021, the provision for the share-based remuneration component amounted to € 1.6 million (2020: € 1.6 million). The total remuneration of former members of the Board of Management and their dependants amounted to € 14.2 mil- lion (2020: € 13.1 million). Pension obligations to current members of the Board of Management are covered by provisions amounting to € 18.9 million (2020: € 14.7 million), determined in accord- ance with IAS 19. Pension obligations to former members of the Board of Man- agement and their surviving dependants, also determined in accordance with IAS 19, amounted to € 114.3 million (2020: € 118.8 million). The remuneration arrangements applicable for members of the Supervisory Board do not include any stock options, value appreciation rights comparable to stock options or any other share-based remuneration components. In accordance with the Articles of Incorporation, each mem- ber of the Supervisory Board of BMW AG who does not per- form any additional remuneration-relevant functions receives a fixed remuneration of € 200,000 p. a. plus an attendance fee of € 2,000 per plenary meeting in addition to the reim- bursement of reasonable expenses. Supervisory Board members who perform remuneration-rel- evant functions, such as the Chairman or Deputy Chairman of the Supervisory Board, as well as chairs and members of committees (provided the committee has met on at least three days of the financial year) receive higher remuneration due to the additional requirements. REMUNERATION SUPERVISORY BOARD* Factor Amount in € p. a. 5.5 Member of the Supervisory Board Board of Management 2020 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q The share-based remuneration component is measured at its fair value at each balance sheet date between grant and settlement date, and on the settlement date. The amounts are recognised as personnel expense on a straight-line basis over the vesting period and reported in the balance sheet as a provision. The remuneration system for Board of Management mem- bers no longer provides for a matching component for finan- cial years from 2021 onwards. The cash-settlement obligation for the share-based remu- neration component is measured at its fair value at the bal- ance sheet date (based on the closing price of BMW AG common stock in Xetra trading at 31 December 2021). The total carrying amount of the provision for the share- based remuneration component of current and former Board of Management members and senior heads of department at 31 December 2021 was € 8,347,245 (2020: € 6,383,766). The total expense recognised in 2021 for the share-based remuneration component of current and former Board of Management members and senior heads of department was € 2,743,398 (2020: € 1,820,265). The fair value of the programmes for senior heads of depart- ment at the date of grant of the share-based remuneration components was € 1,317,984 (2020: € 987,759), based on a total of 18,341 shares (2020: 13,444 shares) of BMW AG common stock or a corresponding cash-based settlement measured at the relevant market share price prevailing on the grant date. Compensation to members of the The previous year's value includes the fair value of the pro- grammes at grant date as well as the shares granted to members of the Board of Management. The Board of Management and the Supervisory Board of Bayerische Motoren Werke Aktiengesellschaft have issued the prescribed Declaration of Compliance pursuant to § 161 of the German Stock Corporation Act. It is included in the Corporate Governance Statement, which is on BMW Group website at www.bmwgroup.com/entsprechenserklaerung. 223 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q 43 Remuneration of members of the Board of Management and Supervisory Board The total remuneration of the current members of the Board of Management and the Supervisory Board of BMW AG expensed for the financial year 2021 in accordance with IFRS comprised the following: in € million 2021 42 Declaration with respect to the Corporate Governance Code 1.00 200,000 Chairman of the Supervisory Board Deputy Chairman of the Supervisory Board Retirement benefits (other long-term benefits) Remuneration linked to corporate strategy VARIABLE REMUNERATION COMPONENTS (SHORT-TERM BENEFITS) Bonus Member of the Board of Management: ― € 0.90 million p. a. (first period of office) ― € 1.05 million p. a. (from second period of office or fourth year of mandate) Chairman of the Board of Management: - € 1.95 million p. a. ― Monthly payment on time-apportioned basis Contractual agreement, main points: non-cash benefits from the use of company cars and the BMW chauffeur service, insurance premiums, contributions towards security systems, em- ployee discounts SEGMENT INFORMATION Benefits based on amounts credited to individual savings accounts for contributions paid and interest earned, various forms of disbursement Pension contribution p. a.: Compensation payments Member of the Board of Management: € 400,000 Base remuneration has the effect of discouraging unduly high levels of risk being taken to achieve short-term targets, thus contributing to the long-term development of the Company - Fixed remuneration components are a prerequisite for competitive levels of remuneration to attract and retain Board of Management members with the right qualifications Bonus (sum of earnings component and performance component) — Target amount p. a. (at 100 % target achievement): - € 0.95 million (first period of office) - € 1.15 million (from second period of office or fourth year of mandate) — € 2.10 million (Chairman of the Board of Management) ― Capped at 180% of target amount ― Payment after the Annual General Meeting at which the Company Financial Statements are presented for the relevant financial year 225 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Chairman of the Board of Management: € 700,000 Fringe benefits Parameters/measurement base, applicable amounts Base remuneration 3.00 600,000 2.00 400,000 Chairman of the Audit Committee 2.25 450,000 2.00 400,000 2.00 400,000 1.50 300,000 Chairman of another committee Member of the Audit Committee Member of another committee * If a Supervisory Board member performs several additional remuneration-relevant functions, their re- muneration is measured only on the basis of the function that is remunerated with the highest amount. No loans or advances were granted to members of the Board of Management and the Supervisory Board by BMW AG or its subsidiaries in the financial year 2021, nor were any con- tingent liabilities entered into in their favour. During the year under report, members of the Board of Management and the Supervisory Board concluded vehicle leasing contracts and related service contracts (service and repair) with BMW Group entities at market conditions. 224 (SHORT-TERM BENEFITS) FIXED REMUNERATION COMPONENTS REMUNERATION BOARD OF MANAGEMENT AND SUPERVISORY BOARD COMPONENT and the Supervisory Board is structured as follows: The remuneration of members of the Board of Management Financial Statements Remuneration Report ← = Q Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Combined Management Report To Our Stakeholders BMW Group Report 2021 Other Information 45 Explanatory notes to segment information Information on reportable segments Other Information The activities of the BMW Group are broken down into the operating segments Automotive, Motorcycles, Financial Ser- vices and Other Entities. - 3 Liabilities of Automotive segment not subject to interest 36,910 35,769 Elimination of inter-segment items -257 910 Non-operating assets - Motorcycles 40 39 Group profit before tax 16,060 5,222 1 Liabilities of Motorcycles segment not subject to interest 782 External revenues Non-current assets Reconciliation of capital expenditure on non-current assets Total liabilities - Financial Services segment Information by 136,113 132,062 Total for reportable segments 32,434 30,333 Non-operating assets - Other Entities segment region in E million Germany 735 Financial result of Motorcycles segment 130,241 59,677 66,942 31.12.2020 31.12.2021 31.12.2020 31.12.2021 31.12.2020 86,417 229,527 216,658 5,112 3,585 230 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Corporate Governance Remuneration Report Other Information ← = Q The Other Entities' segment result includes interest and sim- ilar income amounting to € 875 million (2020: € 1,169 mil- lion) and interest and similar expenses amounting to € 974 million (2020: € 1,232 million). The information disclosed for capital expenditure and depre- ciation and amortisation relates to non-current property, plant and equipment, intangible assets and leased products. The total of the segment figures can be reconciled to the cor- responding Group figures as follows: Financial Statements The reconciliation of segment figures to the corresponding total Group figures shows the inter-segment items. Reve- nues with other segments result mainly from the sale of vehicles, for which the Financial Services segment has con- cluded a financing or lease contract. Eliminations of inter-segment items in the reconciliation to the Group profit before tax, capital expenditure and depreciation and amorti- sation mainly result from the sale of vehicles in the Automo- tive segment, which are subsequently accounted for as leased products in the Financial Services segment. In the reconciliation of segment assets to Group assets, elimina- tions relate mainly to intragroup financing balances. In the information by region, external revenues are based on the location of the customer. The information disclosed for non-current assets relates to property, plant and equipment, intangible assets and leased products. Eliminations dis- closed for non-current assets relate to leased products. in € million Non-operating assets - Automotive 560 1,935 Financial result of Automotive segment 133,326 Reconciliation of segment assets Total for reportable segments 2021 3,755 Total for reportable segments Reconciliation of segment result 31.12.2021 31.12.2020 in € million 2020 2021 14,381 Group 2020 13,638 tion on non-current assets Rest of the Americas 3,821 3,379 3,222 3,192 Total for reportable segments 17,027 18,151 Other regions 2,562 2,130 328 354 1,821 Elimination of inter-segment items - 6,175 Eliminations -7,317 - 6,764 Total Group depreciation and amortisation on non-current assets 11,758 11,976 Group 111,239 98,990 80,070 76,187 * Prior year's figures adjusted -5,269 2,315 10,433 10,875 7,676 Elimination of inter-segment items -6,451 - 6,291 Elimination of inter-segment items -152,215 7,007 - 148,919 China 25,333 21,315 2021 41,202 308 2020* 40,254 213 Total Group capital expenditure on USA 21,522 17,837 20,878 Rest of Asia Reconciliation of depreciation and amortisa- 17,630 19,134 30,258 32,920 14,206 Rest of Europe 229,527 Total Group assets 24,042 25,983 non-current assets 19,487 216,658 For the purposes of presenting segment information, the activities of the BMW Group are divided into operating seg- ments in accordance with IFRS 8. The segmentation follows the internal management and reporting system and takes account of the organisational structure of the BMW Group based on the various products and services of the reportable segments. to Group figures 98,226 2020 2021 2020 2021 2020 2021 2020 2021 2020 77,173 68,106 2,761 2,293 31,304 2021 28,590 1 111,239 98,990 Inter-segment revenues 18,303 12,747 -13 - 9 1,563 1,454 4 2 - 19,857 - 14,194 1 2020 2021 External revenues Within the Automotive segment, the BMW Group develops, manufactures, assembles and sells automobiles powered with all-electric drive systems, plug-in hybrid systems and highly efficient combustion engines, as well as spare parts, accessories and mobility services under the BMW, MINI and Rolls-Royce brands. BMW and MINI brand products are sold in Germany through branches of BMW AG and by independ- ent, authorised dealers. Sales outside Germany are handled mainly by subsidiary companies and by independent import companies in some markets. Rolls-Royce brand vehicles are sold in selected markets via subsidiary companies and else- where by independent, authorised dealers. Activities relating to the development, manufacture, assem- bly and sale of motorcycles as well as spare parts and acces- sories are reported in the Motorcycles segment. Automobile leasing, retail and dealership financing, mul- ti-brand fleet business, customer deposit business and insurance activities are the main activities allocated to the Financial Services segment. Holding and Group financing companies are reported in the Other Entities segment. This segment also includes the operating companies BMW (UK) Investments Ltd. and Bavaria Lloyd Reisebüro GmbH, which are not allocated to one of the other segments. Internal management and reporting Segment information is prepared as a general rule in con- formity with the accounting policies adopted for preparing and presenting the Group Financial Statements. Exceptions to this general principle include the treatment of inter-seg- ment warranties, the earnings impact of which is allocated to the Automotive and Financial Services segments on the basis used internally to manage the business. In addition, intragroup repurchase agreements between the Automotive and Financial Services segments pursuant to IFRS 15, impairment allowances on intragroup receivables and changes in the value of consolidated other investments pur- suant to IFRS 9 are also excluded. Intragroup leasing arrangements are not reflected in the internal management and reporting system on an IFRS 16 basis and therefore, in accordance with IFRS 8, do not give rise to any changes in the presentation of segment information. Inter-segment receivables and payables, provisions, income, expenses and profits are eliminated upon consolidation. Inter-segment revenues are based on market prices. Centralised cost com- ponents are included in the respective segments, without resulting in cash settlement. The role of "chief operating decision maker" with respect to resource allocation and performance assessment of the reportable segment is embodied in the full Board of Man- agement. For this purpose, different measures of segment performance as well as segment assets are taken into account in the operating segments. The Automotive and Motorcycles segments are managed on the basis of return on capital employed (ROCE). The relevant measure of segment results used is therefore profit before financial result. Capital employed is the corresponding meas- ure of segment assets used to determine how to allocate resources and comprises all current and non-current opera- tional assets after deduction of liabilities used operationally which are generally not subject to interest (e. g. trade payables). With effect from the reporting year 2022, a simplified defini- tion of capital employed will be applied to make the RoCE calculation more comprehensible and transparent for users. Further information is provided in the section "Managing operational performance at segment level" within the Com- bined Management Report. 229 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report in € million Group Reconciliation to Group figures Other Entities Financial Services Motorcycles Total revenues Automotive Write-downs on inventories to their net realisable value amounting to € 41 million (2020: € 59 million) were recog- nised by the Automotive segment in the financial year 2021. The reversal of impairment losses had a positive impact of € 5 million (2020: € 2 million) on the segment result of the Automotive segment. Segment information by operating segment is as follows: The success of the Other Entities segment is assessed on the basis of profit or loss before tax. The corresponding measure of segment assets used to manage the Other Enti- ties segment is total assets less asset-side income tax items and intragroup investments. The success of the Financial Services segment is measured on the basis of return on equity (RoE). Profit before tax there- fore represents the relevant measure of segment earnings. The measure of segment assets in the Financial Services segment corresponds to net assets, defined as total assets less total liabilities. ← = Q 222 The result of the Financial Services segment was negatively impacted by impairment losses totalling € 390 million (2020: € 362 million) recognised on leased products. Income from the reversal of impairment losses on leased products amounted to € 134 million (2020: € 126 million). 96,201 95,476 2,748 5,978 119 119 10,567 12,054 -6,451 -5,269 - 6,291 25,983 24,042 -6,175 11,758 11,976 in € million Segment assets 6,341 Investments accounted for using the equity method Automotive Motorcycles Financial Services Other Entities 31.12.2021 31. 12. 2020 31.12.2021 31. 12. 2020 31.12.2021 17,466 5,112 15,779 3,585 619 681 17,324 31. 12. 2020 31.12.2021 15,555 97,917 Reconciliation Depreciation and amortisation on non-current assets 24,146 24,936 2,284 32,867 30,044 5 3 - 19,857 -14,194 111,239 98,990 Segment result 9,870 2,162 227 103 3,753 1,725 531 - 235 146 169 6,041 7,329 Capital expenditure on non-current assets 920 80,853 1,520 1,520 Result from equity accounted investments 5,222 16,060 1,467 1,679 920 The members of the Board of Management in office at the end of the reporting period hold 58,560 shares of BMW common stock based on holding requirements arising from share-based remuneration for the financial years 2017 to 2020 (2020: 44,037). 8.5 Up to and including 2020, the members of the Board of Management received an earmarked cash amount (invest- ment component) amounting to 45% of the gross amount of the bonus, which, net of taxes and deductions, was required to be invested in BMW common stock, also subject to a four- year holding period, after which the member of the Board of Management received, at BMW AG's discretion, one addi- tional share of common stock for every three shares held or, alternatively, the equivalent value in cash (matching compo- nent). In the event of death or invalidity, special rules apply for early payment of share-based remuneration components based on the target amounts. Insofar the service contract is prema- turely terminated and the Company has an extraordinary right of termination, or if the Board member resigns without the Company's agreement, entitlements to amounts as yet unpaid relating to share-based remuneration are forfeited. BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q 221 The BMW Group provides three share-based programmes: one for eligible employees, one for senior heads of depart- ment and one for members of the Board of Management. Employee Share Programme In connection with the Employee Share Programme Share Programme, non-voting shares of preferred stock in BMW AG were granted in 2021 to qualifying employees at favourable conditions (see note 31 Equity for the number and price of issued shares). Participants in the programme were entitled in 2021 to acquire packages of 10, 20, 30, 40 or 90 shares of preferred stock (2020: 8, 18 or 28) with a discount in each case of € 13.50 (2020: € 11.50) per share compared to the market price (average closing price in Xetra trading in the period from 28 October to 3 November 2021: € 74.28). The programme was open to employees who have been in an employment relationship with BMW AG or a wholly-owned BMW AG subsidiary in Germany, provided that the manage- ment of the subsidiary concerned has decided to participate in the programme. At the date of the announcement of the programme, there was a requirement for the employment relationship to have existed without interruption for at least one year and for it to continue until the transfer of the shares of preferred stock. Shares of preferred stock acquired in con- junction with the Employee Share Programme are subject to a vesting period of four years, starting from 1 January of the year in which the shares were acquired. In the financial year under report, 1,718,070 (2020: 822,124) shares of preferred stock were acquired by employees. This figure includes 1,715,000 (2020: 822,000) shares out of Authorised Capital 2019, with the remainder bought back via the stock exchange. Every year the Board of Management of BMW AG decides whether the scheme is to be continued. In the financial year 2021, the BMW Group recorded a per- sonnel expense of € 23 million (2020: € 9 million) for the Employee Share Programme, corresponding to the differ- ence between the market price and the reduced price of the shares of preferred stock purchased by employees. Programme for senior heads of department and members of the Board of Management The share-based remuneration programme in place in 2021 for qualifying departmental heads is aimed at rewarding a long-term, entrepreneurial approach to running the business on a sustainable basis. Under the terms of the programme, participants give a commitment to invest an amount equiva- lent to 26% of their performance-based bonus in BMW com- mon stock and to hold the shares so acquired for a minimum of four years. In return for the investment requirement, BMW AG pays 100% of the investment amount as a net subsidy. Once the four-year holding period requirement has been fulfilled, the participants receive - for each three com- mon stock shares held and at the Company's option - one additional share of common stock or the cash equivalent, to be decided at BMW AG's discretion. With effect from the financial year 2021, the members of the Board of Management receive an earmarked cash amount (personal investment cash amount), net of taxes and deduc- tions to be invested in BMW AG common stock. The personal investment cash amount is paid after the end of the Annual General Meeting, at which the separate financial statements of BMW AG for the relevant financial year are presented. The shares of common stock are purchased immediately after the personal investment cash amount has been paid out, and, with effect from the date of purchase, are subject to a holding period of four years. The target amount for the per- sonal investment cash amount comprises a ROCE compo- nent (50%) and a strategic focus targets component (50%). The RoCE component is determined on the basis of a RoCE factor that depends on the RoCE achieved in the Automotive segment in the grant year. The strategic focus targets com- ponent is determined on the basis of at least two strategic focus targets that are required to be defined before the start of the financial year. Minimum, target and maximum values are defined and factors stipulated for the Automotive seg- ment's RoCE as well as for each strategic focus target. After the end of the financial year, the relevant factors are deter- mined on the basis of target achievement. 41 Share-based remuneration Remuneration Report Other Information AFFILIATED COMPANIES (SUBSIDIARIES) OF BMW AG AT 31 DECEMBER 2021 Financial Statements LIST OF INVESTMENTS AT 31 DECEMBER 2021 ← = Q Corporate Governance BMW Group Report 2021 Combined Management Report To Our Stakeholders 100 100 100 100 Companies Group Financial Statements Notes to the Group 46 List of investments at 31 December 2021 The List of Investments of BMW AG pursuant to § 285 and § 313 HGB is presented below. Disclosures for equity and earnings and for investments are not made if they are of "mi- nor significance" for the results of operations, financial posi- tion and net assets of BMW AG pursuant to § 286 (3) sen- tence 1 no. 1 HGB and § 313 (3) sentence 4 HGB. It is also shown in the list which subsidiaries apply the exemptions available in § 264 (3) and § 264 b HGB with regard to the publication of annual financial statements and the drawing up of a management report and/or notes to the financial statements (footnotes 5 and 6). The Group Financial State- ments of BMW AG serve as exempting consolidated finan- cial statements for these companies. LARGUS Grundstücks-Verwaltungsgesellschaft mbH, Munich BMW Beteiligungs GmbH & Co. KG, Munich 6 BMW INTEC Beteiligungs GmbH, Munich 3,6 BMW Bank GmbH, 4,515 100 1,494 8,390 Profit / loss in € million Capital investment in % Equity in € million BAVARIA-LLOYD Reisebüro GmbH, Munich DOMESTIC 1, 10 Rolls-Royce Motor Cars GmbH, Munich 4,5,6 Bürohaus Petuelring GmbH, Munich BMW Vermögensverwaltungs GmbH, Munich BMW M GmbH Gesellschaft für individuelle Automobile, Munich 3,5,6 BMW High Power Charging Beteiligungs GmbH, Munich 4,6 BMW Hams Hall Motoren GmbH, Munich 4,5,6 BMW Finanz Verwaltungs GmbH, Munich BMW Anlagen Verwaltungs GmbH, Munich 3,6 BMW Vertriebszentren Verwaltungs GmbH, Munich Parkhaus Oberwiesenfeld GmbH, Munich Alphabet Fuhrparkmanagement GmbH, Munich 4 Alphabet International GmbH, Munich 4,5,6 Bavaria Wirtschaftsagentur GmbH, Munich 3,5,6 BMW Fahrzeugtechnik GmbH, Eisenach 3,5,6 Munich 3 100 100 100 100 BMW (UK) Pensions Services Ltd., Hams Hall BMW (GB) Ltd., Farnborough Alphabet Insurance Services Polska Sp. z o. o., Warsaw Europe 100 100 100 BMW Car Club Ltd., Farnborough 100 Profit / loss in € million Capital investment in % Equity in € million FOREIGN7 IDEALworks GmbH, Munich BMW i Ventures GmbH, Munich BMW Car IT GmbH, Munich' Automag GmbH, Munich 100 100 BMW China Capital B. V., The Hague BMW Financial Services Czech Republic s. r.o., Prague 100 100 100 100 100 100 100 BMW Drivers Club Ltd., Farnborough 100 100 000 BMW Leasing, Moscow John Cooper Garages Ltd., Farnborough John Cooper Works Ltd., Farnborough BMW Russland Automotive 000, Kaliningrad BMW Poland sp. z o. o., Warsaw BMW Motorsport Ltd., Farnborough BMW Financial Services Slovakia s. r.o., Bratislava BMW Group Benefit Trust Ltd., Farnborough BMW Manufacturing Hungary Kft., Debrecen BMW Manufacturing Russland 000, Kaliningrad BMW Mobility Development Center s. r.o., Prague 100 2,075 106 100 100 192 937 BMW Motoren GmbH, Steyr 100 488 1,116 BMW (Schweiz) AG, Dielsdorf BMW Financial Services (GB) Ltd., Farnborough 1,167 3,286 BMW Österreich Holding GmbH, Steyr 100 2,185 4,055 BMW International Holding B. V., The Hague 100 100 879 100 316 BMW (UK) Holdings Ltd., Farnborough 100 100 19 231 417 8 Alphabet España Fleet Management S. A.U., Madrid 387 515 BMW i Ventures SCS SICAV-RAIF, Senningerberg 100 5 806 BMW Hellas Trade of Cars A. E., Kifissia 100 2,049 17,535 BMW Holding B. V., The Hague 100 100 100 100 100 100 27 100 Alphabet Fleetservices GmbH, Munich 4 4 173 100 179 100 3 213 100 100 100 100 Profit / loss in € million Capital investment in % Equity in € million Europe FOREIGN² Companies ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 232 51 100 100 251 DOMESTIC' To Our Stakeholders BMW AG'S NON-CONSOLIDATED COMPANIES AT 31 DECEMBER 2021 Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information Companies BMW Canada Auto Trust 2021-1, Richmond Hill, Ontario 11 BMW Vehicle Lease Trust 2021-2, Wilmington, Delaware11 BMW Vehicle Lease Trust 2021-1, Wilmington, Delaware 11 BMW Vehicle Owner Trust 2019-A, Wilmington, Delaware¹¹ BMW Vehicle Owner Trust 2020-A, Wilmington, Delaware¹¹ ↑ Combined Management Report = Q Profit / loss in € million Capital investment in % 0 0 0 0 0 Africa Equity in € million BMW Financial Services (South Africa) (Pty) Ltd., Midrand BMW (South Africa) (Pty) Ltd., Pretoria To Our Stakeholders 237 100 100 100 100 100 100 100 BMW Group Report 2021 100 100 0 0 | | 0 0 0 100 104 13 100 269 119 100 Herald International Financial Leasing Co. Ltd., Tianjin 210 51 58 BMW Korea Co. Ltd., Seoul BMW Japan Corp., Tokyo 100 100 BMW Manufacturing (Thailand) Co. Ltd., Rayong 116 94 100 BMW (Thailand) Co. Ltd., Bangkok 128 100 71 279 100 SuperDrive Investments (RF) Ltd., Cape Town¹¹ 0 Asia BMW Automotive Finance (China) Co. Ltd., Beijing 2,561 306 58 BMW China Investment Ltd., Beijing⁹ 559 559 100 BMW Japan Finance Corp., Tokyo 527 66 100 BMW Financial Services Korea Co. Ltd., Seoul 100 100 100 100 Equity in € million BMW Australia Trust 2011-2, Mulgrave 11 Bavarian Sky Australia Trust A, Mulgrave 11 BMW Sydney Pty. Ltd., Sydney BMW New Zealand Ltd., Auckland BMW Melbourne Pty. Ltd., Melbourne BMW Financial Services New Zealand Ltd., Auckland Profit / loss in € million Capital investment in % BMW Australia Ltd., Melbourne Bavarian Sky Korea 2021-1, Seoul 11 11 Bavarian Sky China Leasing 2021-1, Tianjin Companies ← = Q Other Information Remuneration Report Oceania 0 0 100 Financial Statements ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Combined Management Report BMW Asia Pacific Capital Pte Ltd., Singapore BMW Group Report 2021 240 0 0 100 100 100 100 100 Corporate Governance Companies Group Financial Statements Notes to the Group Financial Statements To Our Stakeholders BMW Receivables Ltd. Partnership, Richmond Hill, Ontario BMW SLP, S. A. de C. V., Villa de Reyes BMW US Capital LLC, Wilmington, Delaware Rolls-Royce Motor Cars NA LLC, Wilmington, Delaware SB Acquisitions LLC, Wilmington, Delaware BMW 2020- A Lease Conduit, Wilmington, Delaware 11 BMW 2021- A Lease Conduit, Wilmington, Delaware 11 BMW Canada 2018-A, Richmond Hill, Ontario 11 BMW Canada Auto Trust 2019-1, Richmond Hill, Ontario 11 BMW Canada Auto Trust 2020-1, Richmond Hill, Ontario¹ BMW Receivables 2 Inc., Richmond Hill, Ontario Equity in € million 100 100 100 100 100 100 100 Profit / loss in € million Capital investment in % BMW Receivables 1 Inc., Richmond Hill, Ontario BMW of Manhattan Inc., Wilmington, Delaware BMW Manufacturing LP, Woodcliff Lake, New Jersey Remuneration Report Other Information ← = Q Financial Statements Companies BMW do Brasil Ltda., Araquari BMW Extended Service Corporation, Wilmington, Delaware BMW Facility Partners LLC, Wilmington, Delaware BMW Financeira S. A. Credito, Financiamento e Investimento, São Paulo BMW Financial Services de Mexico S. A. de C. V. SOFOM, Mexico City BMW Financial Services NA LLC, Wilmington, Delaware BMW FS Funding Corporation, Wilmington, Delaware BMW FS Receivables Corporation, Wilmington, Delaware BMW FS Securities LLC, Wilmington, Delaware BMW Insurance Agency Inc., Wilmington, Delaware BMW Leasing do Brasil S. A., São Paulo BMW Manufacturing Indústria de Motos da Amazônia Ltda., Manaus Combined Management Report 100 100 I Equity in € million Bavarian Sky Europe S. A. Compartment A, Luxembourg 11 Triumph Motor Company Ltd., Farnborough The British Motor Corporation Ltd., Birmingham Swindon Pressings Ltd., Farnborough Riley Motors Ltd., Farnborough Park Lane Ltd., Farnborough Profit / loss in € million Capital investment in % Oy BMW Suomi AB, Helsinki BMW Slovenská republika s. r.o., Bratislava BMW Slovenia distribucija motornih vozil d. o.o., Ljubljana BMW Services Ltd., Farnborough BMW Romeania S. R.L., Bucharest BMW Renting (Portugal) Lda., Porto Salvo BMW Portugal Lda., Porto Salvo BMW Northern Europe AB, Stockholm BMW Vertriebs GmbH, Salzburg BMW Norge AS, Fornebu 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 BMW Nederland B. V., The Hague BMW Malta Ltd., Floriana BMW Madrid S. L., Madrid 100 100 100 100 100 100 100 100 100 100 ☐ 100 100 100 100 100 100 100 100 234 BMW Italia S. p.A., San Donato Milanese BMW Italia Retail S. r.I., Rome BMW International Investment B. V., The Hague BMW Iberica S. A., Madrid BMW Hungary Kft., Vecsés ⁹ BMW France S. A., Montigny-le-Bretonneux BMW Financial Services Scandinavia AB, Sollentuna Companies Financial Statements ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Combined Management Report To Our Stakeholders BMW Group Report 2021 100 100 100 100 324 663 BMW Canada Inc., Richmond Hill, Ontario 100 405 698 Financial Services Vehicle Trust, Wilmington, Delaware 100 100 948 BMW of North America LLC, Wilmington, Delaware 100 202 1,473 100 389 549 2,042 BMW (US) Holding Corp., Wilmington, Delaware BMW Acquisitions Ltda., São Paulo Corporate Governance Group Financial Statements Notes to the Group Combined Management Report To Our Stakeholders BMW Group Report 2021 236 100 100 100 100 I BMW de Mexico S. A. de C. V., Mexico City BMW de Argentina S. A., Buenos Aires BMW Consolidation Services Co. LLC, Wilmington, Delaware BMW Auto Leasing LLC, Wilmington, Delaware 100 100 BMW Manufacturing Co. LLC, Wilmington, Delaware BMW Bank of North America Inc., Salt Lake City, Utah The Americas 10 0 Profit / loss in € million Capital investment in % Equity in € million Companies = Q ↑ Other Information Remuneration Report Bavarian Sky FTC, Compartment French Auto Leases 4, Paris 11 Bavarian Sky S. A., Compartment A, Luxembourg 11 Corporate Governance Combined Management Report To Our Stakeholders BMW Group Report 2021 235 0 100 100 Group Financial Statements Notes to the Group Financial Statements 0 0 Bavarian Sky S. A., Compartment B, Luxembourg 11 0 0 0 Bavarian Sky UK D Ltd., London" Bavarian Sky UK C Ltd., London 11 Bavarian Sky UK B Ltd., London 11 Bavarian Sky UK A Ltd., London 11 0 0 0 0 0 0 Bavarian Sky UK 4 plc, London 11 Bavarian Sky S. A., Compartment German Auto Leases 5, Luxembourg 11 Bavarian Sky S. A., Compartment German Auto Leases 6, Luxembourg Bavarian Sky S. A., Compartment German Auto Loans 10, Luxembourg 11 Bavarian Sky S. A., Compartment German Auto Loans 9, Luxembourg 11 Bavarian Sky UK 3 plc, London 11 11 0 100 100 100 100 0 0 0 0 51 100 100 0 100 100 100 100 Profit / loss in € million Capital investment in % Equity in € million Bavarian Sky China Leasing 2020-1, Tianjin 11 Bavarian Sky China 2021-3, Beijing 11 100 Bavarian Sky China 2021-2, Beijing 11 0 0 315 BMW Russland Trading 000, Moscow 100 779 BMW Group Report 2021 239 0 0 0 0 0 0 0 0 0 0 0 11 Bavarian Sky China 2020-1, Beijing 11 Bavarian Sky China 2020-2, Beijing Bavarian Sky China 2021-1, Beijing Bavarian Sky China 2019-3, Beijing 11 Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Combined Management Report To Our Stakeholders BMW Group Report 2021 ← = Q 238 100 100 BMW China Services Ltd., Beijing BMW China Automotive Trading Ltd., Beijing 100 BMW Asia Technology Centre Sdn Bhd, Kuala Lumpur 100 BMW Credit (Malaysia) Sdn Bhd, Kuala Lumpur Financial Statements Companies BMW Holding Malaysia Sdn Bhd, Kuala Lumpur Bavarian Sky China 2019-2, Beijing 11 2021-2 ABL, Tokyo 11 2021-1 ABL, Tokyo 11 2020-1 ABL, Tokyo 11 2019-3 ABL, Tokyo 11 2019-2 ABL, Tokyo 11 2019-1 ABL, Tokyo 11 2018-3 ABL, Tokyo 11 2018-2 ABL, Tokyo 11 2018-1 ABL, Tokyo 11 2017-3 ABL, Tokyo 11 BMW Malaysia Sdn Bhd, Kuala Lumpur PT BMW Indonesia, Jakarta BMW Tokyo Corp., Tokyo BMW Leasing (Thailand) Co. Ltd., Bangkok BMW Lease (Malaysia) Sdn Bhd, Kuala Lumpur BMW India Financial Services Private Ltd., Gurgaon BMW India Private Ltd., Gurgaon 313 100 BMW Finance N. V., The Hague BMW Finance S. N.C., Guyancourt BMW (UK) Investments Ltd., Farnborough BMW (UK) Capital plc, Farnborough BLMC Ltd., Farnborough BiV Carry II SCS, Senningerberg⁹ BiV Carry ISCS, Senningerberg Bavaria Reinsurance Malta Ltd., Floriana Alphabet Polska Fleet Management Sp. z o. o., Warsaw BMW (UK) Manufacturing Ltd., Farnborough Alphabet Nederland B. V., Breda Companies Financial Statements ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Alphabet Luxembourg S. A., Leudelange BMW Austria GmbH, Salzburg BMW Austria Leasing GmbH, Salzburg BMW Automotive (Ireland) Ltd., Dublin 100 100 100 100 Profit / loss in € million Capital investment in % Equity in € million BMW Financial Services Belgium S. A./ N. V., Bornem BMW Financial Services Denmark A/S, Copenhagen BMW Financial Services Polska Sp. z o. o., Warsaw BMW Financial Services B. V., The Hague BMW Financial Services (Ireland) DAC, Dublin BMW España Finance S. L., Madrid BMW Distribution S. A.S., Vélizy-Villacoublay BMW Danmark A/S, Copenhagen BMW Czech Republic s. r.o., Prague BMW Central Medical Trustees Ltd., Farnborough BMW Bulgaria EOOD, Sofia BMW Belgium Luxembourg S. A./ N. V., Bornem BMW Bank 000, Moscow Combined Management Report BMW Asia Pte. Ltd., Singapore To Our Stakeholders 233 181 100 82 198 100 8 203 189 100 251 100 97 251 ALPHABET (GB) Ltd., Farnborough BMW (UK) Ltd., Farnborough BMW Austria Bank GmbH, Salzburg 46 100 Rolls-Royce Motor Cars Ltd., Farnborough BMW Finanzdienstleistungen (Schweiz) AG, Dielsdorf 100 100 100 I 100 100 Alphabet Italia S. p.A., Trento Alphabet Fuhrparkmanagement (Schweiz) AG, Dielsdorf Alphabet France Fleet Management S. A.S., Saint-Quentin-en-Yvelines Alphabet Belgium Long Term Rental NV, Aartselaar Alphabet Austria Fuhrparkmanagement GmbH, Salzburg 100 19 118 100 92 132 BMW Group Report 2021 BMW Australia Finance Ltd., Mulgrave 3 Corporate Governance Fundamental Aspects of Corporate Governance Ilka Horstmeier Oliver Zipse The Board of Management Aktiengesellschaft Bayerische Motoren Werke Munich, 8 March 2022 ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 246 Dr.-Ing. Milan Nedeljković Pieter Nota Dr. Nicolas Peter Dr.-Ing. Joachim Post 251 Current Members of the Board of Management 250 Shareholders and Annual General Meeting 249 Supervisory Board 248 Board of Management 248 Information on the Company's Governing Constitution 248 Fundamental Aspects of Corporate Governance (Part of the Combined Management Report) ← = Q 18 Other Information Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 247 Frank Weber Remuneration Report 251 Outgoing Members of the Board of Management 9 6 Northvolt AB, Stockholm FOREIGN SGL Carbon SE, Wiesbaden Racer Benchmark Group GmbH, Landsberg am Lech Mobimeo GmbH, Berlin Joblinge gemeinnützige AG Munich, Munich Joblinge gemeinnützige AG Leipzig, Leipzig Joblinge gemeinnützige AG Berlin, Berlin IVM Industrie-Verband Motorrad GmbH & Co. Dienstleistungs KG, Essen Hubject GmbH, Berlin GSB Sonderabfall-Entsorgung Bayern GmbH, Baar-Ebenhausen Deutsches Forschungszentrum für Künstliche Intelligenz GmbH, Kaiserslautern DOMESTIC Companies BMW AG'S PARTICIPATIONS AT 31 DECEMBER 2021 ↑ = Q Equity in € million Profit / loss in € million Capital investment in % 1 The amounts shown for the German affiliated companies correspond to the annual financial statements drawn up in accordance with German accounting rules (HGB). 17 10 22 16 3 5 11 Control on basis of economic dependence. 10 10 Deconsolidation in the financial year 2021: BMW Verwaltungs GmbH (merger), BMW Leasing de Mexico S. A. de C. V. (merger). The amounts shown for entities accounted for using the equity method and for proportionately consolidated entities correspond to the annual financial statements drawn up in accordance with uniform IFRS rules. Equity not denominated in euro is translated into euro using the closing exchange rate at the balance sheet date, earnings are translated using the average rate. 7 These entities are neither consolidated nor accounted for using the equity method due to their overall immateriality for the Group Financial Statements. 6 Exemption from publication of financial statements applied in accordance with § 264 (3) and § 264b HBG. 5 Exemption from drawing up a management report applied in accordance with § 264 (3) and § 264b HBG. 4 Profit and Loss Transfer Agreement with a subsidiary of BMW AG. 3 Profit and Loss Transfer Agreement with BMW AG. 2 The amounts shown for the foreign affiliated companies correspond to the annual IFRS statements drawn up in accordance with uniform IFRS rules. Equity and earnings not denominated in euro are translated in euro using the closing exchange rate at the balance sheet date. 9 First-time consolidation. Other Information 252 Current Members of the Supervisory Board 256 Overview of Supervisory Board Committees and their Composition 7 GRI-Index: 102-23 More information about the composition of the Supervisory Board, and how it operates and its individual committees, is provided in the Statement on Corporate Governance at 7 www.bmwgroup.com/statement on corporate governance. BMW AG ensures that the Supervisory Board and its com- mittees are appropriately equipped to carry out their duties. This includes providing a central Supervisory Board office to support the chairpersons in their coordination work. The composition of the Presiding Board and the committees is based on legal requirements, the Articles of Incorporation, the rules of procedure and corporate governance principles, particularly taking into account the professional expertise of their members. Taking into account the specific circumstances of the BMW Group and the number of Board members, the Super- visory Board has set up a Presiding Board and four commit- tees, namely the Personnel Committee, the Audit Commit- tee, the Nomination Committee and the Mediation Committee. These serve to raise the effectiveness of the Su- pervisory Board's work and facilitate the handling of com- plex issues. The Supervisory Board has stated specific targets for its composition, agreed to a diversity concept and determined a competency profile. Members of the Supervisory Board are responsible for undertaking any training required for the per- formance of their duties, appropriately assisted by the Company. the Chairman. The findings and conclusions resulting from this self-assessment process are subsequently discussed in plenary. The Supervisory Board regularly assesses the effectiveness of its activities and the activities carried out by its commit- tees by means of a questionnaire as well as discussions with The members of the Supervisory Board are required to re- port any conflicts of interest immediately to the Chairman of the Supervisory Board. The Supervisory Board reports on the handling of such conflicts of interest to the Annual Gen- eral Meeting. Conflicts of interest requiring to be disclosed include, in particular, conflicts of interest that may result from a directorship function or advisory role with clients, suppli- ers, lenders or other business partners. If a Supervisory Board member has significant and non-temporary conflicts of interest, this will lead to the termination of the mandate. Members of the Supervisory Board of BMW AG are obliged to act in the best interest of the enterprise as a whole. They may not pursue personal interests in their decisions or take advantage of business opportunities intended for the benefit of the Company. reasons. BMW AG's Supervisory Board is composed of ten share- holder representatives (elected by the Annual General Meet- ing) and ten employee representatives (elected in accord- ance with the Co-Determination Act). The ten Supervisory Board members representing employees comprise seven Company employees, including one executive staff repre- sentative, and three members elected following nomination by unions. The Supervisory Board is charged with the task of advising and supervising the Board of Management in its management of BMW AG. It is involved in decisions of fun- damental importance for BMW AG. The Supervisory Board appoints the members of the Board of Management and decides upon the level of remuneration they receive. The Supervisory Board can revoke appointments for important SUPERVISORY BOARD Governance). More information about the composition of the Board of Management, and how it operates and its individual commit- tees is provided in the Statement on Corporate Governance at www.bmwgroup.com/statement on corporate governance (Corporate 250 BMW Group Report 2021 To Our Stakeholders Combined Management Report Remuneration Report Further information on corporate management and govern- ance, including the Declaration of Compliance pursuant to §161 of the German Stock Corporation Act, can be found in the Statement on Corporate Governance (§ 289f and § 315d HGB) at www.bmwgroup.com/statement on corporate governance. DECLARATION OF COMPLIANCE The Board of Management and the Supervisory Board of BMW AG issue an annual Declaration of Compliance pursu- ant to §161 of the German Stock Corporation Act (AktG) with regard to recommendations of the Government Commission on the German Corporate Governance Code as officially pub- lished and valid at the date of the declaration. The current and previous Declarations of Compliance of BMW AG are available online at www.bmwgroup.com/compliance declaration. In the Declaration of Compliance issued in December 2021, the Board of Management and the Supervisory Board declared that BMW Group would continue to comply with all recom- mendations of the German Corporate Governance Code (version dated 16 December 2019) going forward. structions to Company representatives or by postal vote (both in writing and online). Due to the Covid-19 pandemic, the 2021 Annual General Meeting was held as a virtual meeting, i. e. without share- holders and proxies being physically present with the excep- tion of the Company representatives bound by instructions issued by shareholders. The Company enabled shareholders in this situation to exercise their voting rights by issuing in- Shareholders may exercise their voting rights at the Annual General Meeting either in person, by proxy, or via a repre- sentative designated by BMW AG. Voting rights may also be exercised via postal vote. The Board of Management has issued terms of procedure for itself. The allocation of areas of responsibility and business segments among the members of the Board of Management is set out in the Board's Schedule of Responsibilities. Moreover, the remuneration systems for members of the Board of Management and the Supervisory Board are pre- sented to the Annual General Meeting for approval whenever they undergo significant changes, but at least every four years. They were last presented at the 2021 Annual General Meeting. From the 2022 Annual General Meeting onwards, the Annual General Meeting will also vote on whether to ap- prove the Remuneration Report. ANNUAL GENERAL MEETING SHAREHOLDERS AND ← = Q Other Information Remuneration Report Corporate Governance Fundamental Aspects of Corporate Governance Group Financial Statements The shareholders of BMW AG exercise their rights at the An- nual General Meeting. The Annual General Meeting decides in particular on the utilisation of unappropriated profit, the ratification of the activities of the members of the Board of Management and of the Supervisory Board, the appoint- ment of the external auditor, changes to the Articles of Incor- poration and certain capital-related measures, as well as electing the shareholders' representatives to the Supervis- ory Board. 255 Outgoing Members of the Supervisory Board Deliberations are held and decisions taken by the Board of Management as a collegiate body at full. Board meetings as well as at "Product and Customer Board Meetings". The Board of Management also deliberates and makes decisions at meetings of its three committees "Customer", "Oper- ations" and "Senior Executives". The overall framework for developing business strategies, the use of resources, the im- plementation of strategies and matters of particular impor- tance to BMW AG are decided upon at Board of Management meetings. all provisions of law and internal regulations are complied with. You can find more details about compliance at BMW Group in the section Compliance and human rights at BMW Group. The Board of Management is responsible for ensuring that appropriate risk management, risk controlling and compliance management systems are in place through- out the Company. - FUNDAMENTAL ASPECTS OF CORPORATE GOVERNANCE (PART OF THE COMBINED MANAGEMENT REPORT) ← = Q Group Financial Statements Other Information Combined Management Report To Our Stakeholders BMW Group Report 2021 248 GOVERNANCE CORPORATE 267 Independent Practitioner's Report 259 Independent Auditor's Report Representatives 258 Responsibility Statement by the Company's Legal Good corporate governance acting in accordance with the principles of responsible management aimed at cre- ation of value on a sustainable basis - is an essential re- quirement for the BMW Group, embracing all areas of the business. Transparent reporting and corporate communi- cation, corporate governance that is aligned with the inter- ests of all stakeholders, cooperation based on trust be- tween the Board of Management, Supervisory Board and employees, and compliance with applicable law are essen- tial cornerstones of the corporate culture within the BMW Group. The Board of Management and the Supervisory Board re- port below on the main features of corporate governance. A detailed report on corporate governance can be found in the Statement on Corporate Governance, available at www.bmwgroup.com/statement on corporate governance (Corporate Governance). INFORMATION ON THE ← = Q Other Information Remuneration Report Corporate Governance Fundamental Aspects of Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders Members of the Board of Management are required to act in the enterprise's best interests and may not pursue personal interests in their decisions or take advantage of business op- portunities intended for the benefit of the Company. Individual members of the Board of Management of BMW AG are re- quired to disclose any conflicts of interest to the Supervisory Board without delay, and to inform the other members of the Board of Management accordingly. BMW Group Report 2021 In accordance with §7 of the Articles of Association, the Board of Management of BMW AG comprises two or more persons; other than that, the number of members of the Board of Management is determined by the Supervisory Board. At 31 December 2021, the Board of Management comprised seven members. The Board of Management de- cides on the principal guidelines for managing the enter- prise, determines and agrees upon the strategic orientation with the Supervisory Board, and ensures its implementation. The Board of Management is responsible for ensuring that The Board of Management manages the enterprise under its own responsibility, acting in the best interests of the enter- prise with the aim of achieving sustainable creation of value. The interests of shareholders, employees and other stake- holders are also taken into account in the pursuit of this aim. 7 GRI 102-43 BOARD OF MANAGEMENT The close interaction between the Board of Management and the Supervisory Board in the interests of the enterprise as described above is also known as a "two-tier board structure". major proceedings. The Supervisory Board is not, however, authorised to undertake management measures itself. The designation BMW Group comprises Bayerische Motor- en Werke Aktiengesellschaft (BMW AG) and its Group en- tities. BMW AG is a stock corporation (Aktiengesellschaft) within the meaning of the German Stock Corporation Act (Aktiengesetz) and has its registered office in Munich, Ger- many. It has three representative bodies, namely the Annual General Meeting, the Supervisory Board and the Board of Management. The duties and authorities of those bodies de- rive from the Stock Corporation Act and the Articles of Incor- poration of BMW AG. Shareholders, as the owners of the business, exercise their rights at the Annual General Meet- ing. The Board of Management is fully responsible for man- aging the enterprise and is monitored and advised by the Supervisory Board. The Supervisory Board appoints the members of the Board of Management and can, at any time, revoke an appointment for good cause. The Board of Man- agement informs the Supervisory Board and reports to it regularly, promptly and comprehensively, in line with the principles of conscientious and faithful accountability and in accordance with the law and the reporting duties determined by the Supervisory Board. The Board of Management re- quires the approval of the Supervisory Board for certain COMPANY'S GOVERNING CONSTITUTION 249 Remuneration Report 250 Declaration of Compliance Group Financial Statements Notes to the Group Financial Statements 100 100 100 100 100 100 100 100 100 100 100 100 100 BMW Technology Office Israel Ltd., Tel Aviv BMW Parts Manufacturing (Thailand) Co., Ltd., Rayong Province 242 BMW Group Report 2021 To Our Stakeholders Combined Management Report 70 100 100 Profit / loss in € million Capital investment in % Equity in € million BMW Financial Services Hong Kong Ltd., Hong Kong BMW Philippines Corp., Manila BMW Mobility Services Ltd., Sichuan Tianfu New Area (Chengdu Section) THEPSATRI Co. Ltd., Bangkok Financial Statements Companies ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Herald Hezhong (Beijing) Automotive Trading Co. Ltd., Beijing 51 BMW Middle East Retail Competency Centre DWC-LLC, Dubai BMW India Leasing Private Ltd., Gurgaon BMW Experience Centre Inc., Richmond Hill, Ontario 217-07 Northern Boulevard Corporation, Wilmington, Delaware The Americas Profit / loss in € million Capital investment in % Equity in € million Companies ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Financial Statements Combined Management Report To Our Stakeholders Corporate Governance 241 BMW i Ventures Inc., Wilmington, Delaware BMW i Ventures LLC, Wilmington, Delaware BMW Mobility Services LLC, Wilmington, Delaware BMW Operations Corp., Wilmington, Delaware BMW Shared Services LLC, Wilmington, Delaware BMW Technology Corp., Wilmington, Delaware Designworks/USA Inc., Newbury Park, California MINI Business Innovation LLC, Wilmington, Delaware Toluca Planta de Automoviles S. A. de C. V., Mexico City Urban X Accelerator SPV LLC, Wilmington, Delaware 100 100 BMW India Foundation, Gurgaon BMW Hong Kong Services Ltd., Hong Kong BMW Finance (United Arab Emirates) Ltd., Dubai BMW Financial Services Singapore Pte Ltd., Singapore Asia BMW Automobile Distributors (Pty) Ltd., Midrand BPF Midrand Property Holdings (Pty) Ltd., Midrand Multisource Properties (Pty) Ltd., Midrand Africa 100 BMW Insurance Services Korea Co. Ltd., Seoul 100 100 100 100 100 100 100 100 100 243 BMW Group Report 2021 To Our Stakeholders BMW Group Report 2021 To Our Stakeholders BMW Group Report 2021 244 40 20 20 50 50 50 7 30 - 108 1,090 BMW Albatha Finance PSC, Dubai Group Financial Statements Notes to the Group Corporate Governance Remuneration Report Other Information Combined Management Report To Our Stakeholders BMW Group Report 2021 245 50 50 50 Bavarian & Co Co. Ltd., Incheon 40 Critical TechWorks S. A., Porto BMW AVTOTOR Holding B. V., Amsterdam BMW ArcherMind Information Technology Co. Ltd., Nanjing BMW Albatha Leasing LLC, Dubai Companies Financial Statements ← = Q Equity in € million Profit loss in € million Capital investment in % FOREIGN Combined Management Report The Retail Performance Company GmbH, Munich 897 Equity in € million Profit / loss in € million Capital investment in % IONITY Holding GmbH & Co. KG, Munich 8 YOUR NOW Holding GmbH, Munich 8 DOMESTIC Companies BMW AG'S ASSOCIATED COMPANIES, JOINT VENTURES AND JOINT OPERATIONS AT 31 DECEMBER 2021 Financial Statements ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group PDB - Partnership for Dummy Technology and Biomechanics GbR, Gaimersheim Combined Management Report -337 50 Joint ventures - equity accounted -35 Encory GmbH, Unterschleißheim DOMESTIC 209 Not equity accounted or proportionately consolidated entities Spotlight Automotive Ltd., Zhangjiagang 8 FOREIGN Solid Power, Inc., Wilmington, Delaware THERE Holding B. V., Amsterdam 8 Joint operations - proportionately consolidated entities Associated companies - equity accounted 50 3,596 11,176 BMW Brilliance Automotive Ltd., Shenyang 8 FOREIGN 20 FOREIGN Corporate Governance Fundamental Aspects of Corporate Governance Member since 8 October 2021, appointed until the AGM 2024 Remuneration Report Other Information ← = Q BERNHARD EBNER¹ (b. 1978) Chairman of the Works Council, Landshut Mandates Member since 14 May 2021, appointed until the AGM 2024 Head of Bavaria Region, IG Metall Mandates EDAG Engineering GmbH* (until 28 May 2021) Siemens Healthcare GmbH* ANKE SCHÄFERKORDT (b. 1962) Member since 2020, elected until the AGM 2025 Member of supervisory boards Group Financial Statements JOHANN HORN² (b. 1958) Combined Management Report 3 Executive employee of the enterprise. BMW Group Report 2021 2 Union representative. Not listed on the stock exchange. "Group mandate. - Memberships of other statutory supervisory boards. - Memberships of comparable boards of business enterprises in Germany and abroad. Mandates Continental AG, Deputy Chairwoman To Our Stakeholders STEFAN SCHMID1 (b. 1965) Deputy Chairman of the Supervisory Board Chairman of the Works Council, Dingolfing DR. MARC BITZER (b. 1965) Member since 12 May 2021, elected until the AGM 2025 Chairman and Chief Executive Officer of Whirlpool Corporation Mandates Whirlpool Corp. **, Chairman Simex Trading AG* 253 Member since 2007, elected until the AGM 2024 BASF SE (until 29 April 2022) "Group mandate. RACHEL EMPEY (b. 1976) (Chairman since 1 January 2022) JENS KÖHLER¹ (b. 1964) Member since 3 August 2021, appointed until the AGM 2024 Chairman of the Works Council, Leipzig DR. VISHAL SIKKA (b. 1967) Member since 2019, elected until the AGM 2024 CEO & Founder, Vianai Systems, Inc. DR. DOMINIQUE MOHABEER¹ (b. 1963) Member since 2012, elected until the AGM 2024 Member of the Works Council, Munich Mandates Oracle Corporation 1 Employees of the enterprise. 2 Union representative. 3 Executive employee of the enterprise. Not listed on the stock exchange. 1 Employees of the enterprise. - Memberships of other statutory supervisory boards. ZF Friedrichshafen AG* Fresenius Management SE* Deutsche Post AG Mandates Member since 12 May 2021, elected until the AGM 2025 Member of the Board of Management of Fresenius Man- agement SE (finance division) SUSANNE KLATTEN (b. 1962) Member since 1997, elected until the AGM 2024 Entrepreneur Mandates Fresenius Kabi AG***, Deputy Chairwoman Fresenius Medical Care Management AG**** DR.-ING. HEINRICH HIESINGER (b. 1960) Member since 2017, elected until the AGM 2022 Chairman of the Supervisory Board of ZF Friedrichshafen AG Serviceplan Group Management SE* Wayfair Inc. Mandates ALTANA AG ****, Deputy Chairwoman SGL Carbon SE, Chairwoman SprinD GmbH* UnternehmerTUM GmbH*, Chairwoman PROF. DR. DR. H. C. CHRISTOPH M. SCHMIDT (b. 1962) Member since 12 May 2021, elected until the AGM 2025 President of the RWI - Leibniz Institute for Economic Research, University Professor Mandates Basalt-Actien-Gesellschaft* Thyssen Vermögensverwaltung GmbH* - Deputy Chair of IG Metall General Counsel: CHRISTIANE BENNER² (b. 1968) Chairman (until 10 February 2022 Deputy Chairman) DR.-ING. MILAN NEDELJKOVIĆ (b. 1969) Production DR.-ING. JOACHIM POST (b. 1971) Purchasing and Supplier Network (since 1 January 2022) Mandates BMW (South Africa) (Pty) Ltd. ****, Chairman BMW Motoren GmbH ***, Chairman FRANK WEBER (b. 1966) Development PIETER NOTA (b. 1964) Customer, Brands, Sales Mandates Rolls-Royce Motor Cars Limited ****, Chairman Not listed on the stock exchange. **Group mandate. - Memberships of other statutory supervisory boards. -Memberships of comparable boards of business enterprises in Germany and abroad. BMW Brilliance Automotive Ltd. ****, OUTGOING MEMBERS ― DR. NICOLAS PETER (b. 1962) Finance -Memberships of comparable boards of business enterprises in Germany and abroad. 251 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Fundamental Aspects of Corporate Governance Remuneration Report Other Information ← = Q CURRENT MEMBERS OF THE BOARD OF MANAGEMENT OLIVER ZIPSE (b. 1964) Chairman ILKA HORSTMEIER (b. 1969) Human Resources, Labour Relations Director Mandates OF THE BOARD OF MANAGEMENT DR.-ING. ANDREAS WENDT (b. 1958) Purchasing and Supplier Network (until 31 December 2021) Siemens Aktiengesellschaft Henkel Management AG* Henkel AG & Co. KGaA (Shareholders' Committee) MANFRED SCHOCH (b. 1955) Member since 1988, elected until the AGM 2024 Deputy Chairman of the Supervisory Board Chairman of the European and General Works Council Industrial Engineer Mandates DELTON Health AG ***, Chairman DELTON Technology SE***, Chairman Frankfurter Allgemeine Zeitung GmbH* AQTON SE***, Chairman SOLARWATT GmbH *** - Entrust Corp.*.** ** Note: Mr Quandt is the sole shareholder of DELTON Health AG, DELTON Technology SE and AQTON SE. Mr Quandt holds majority interests in Entrust Corp. and SOLARWATT GmbH. Mandates FUCHS PETROLUB SE, Chairman (until 3 May 2022) Mandates Chairman of the Supervisory Board of BASF SE Deputy Chairman of the Supervisory Board (since 12 May 2021) Member since 2018, elected until the AGM 2023 DR. ANDREAS LIEPE 252 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Fundamental Aspects of Corporate Governance Member since 2014, elected until the AGM 2024 Remuneration Report ← = Q CURRENT MEMBERS OF THE SUPERVISORY BOARD DR.-ING. DR.-ING. E. H. NORBERT REITHOFER (b. 1956) Member since 2015, elected until the AGM 2025 Chairman of the Supervisory Board Former Chairman of the Board of Management of BMW AG STEFAN QUANDT (b. 1966) Member since 1997, elected until the AGM 2024 Deputy Chairman of the Supervisory Board Entrepreneur DR. RER. POL. KURT BOCK (b. 1958) Other Information 254 1 Measurement of leased products To Our Stakeholders - Established as required by law Norbert Reithofer, Manfred Schoch, Stefan Quandt, Stefan Schmid (In accordance with statutory requirements, the Mediation Committee comprises the Chairman and Dep- uty Chairman of the Supervisory Board and one member each selected by shareholder representatives and employee representatives.) ⚫ Chair. 258 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Responsibility Statement by the Company's Legal Representatives ― Submitting a proposal to the Supervisory Board if a resolution to appoint a member of the Board of Management has not been carried by the necessary two-thirds majority of Supervisory Board members' votes Remuneration Report ← = Q RESPONSIBILITY STATEMENT BY THE COMPANY'S LEGAL REPRESENTATIVES Statement pursuant to § 117 No.1 of the 1, AktG Trading Act (WpHG) in conjunction with § 297 (2) sentence 4 and § 315 (1) sentence 5 of the German Commercial Code (HGB) "To the best of our knowledge, and in accordance with the applicable reporting principles, the Group Financial State- ments give a true and fair view of the assets, liabilities, finan- cial position and results of operations of the Group, and the Group Management Report includes a fair review of the development and performance of the business and position of the Group, together with a description of the principal opportunities and risks associated with the expected devel- opment of the Group." Munich, 8 March 2022 Bayerische Motoren Werke Aktiengesellschaft The Board of Management Oliver Zipse Ilka Horstmeier Dr.-Ing. Milan Nedeljković Other Information MEDIATION COMMITTEE (In line with the recommendation of the German Corporate Governance Code, the Nomination Committee comprises only shareholder representatives.) Norbert Reithofer*, Kurt Bock (since 12 May 2021), Susanne Klatten, Karl-Ludwig Kley (until 12 May 2021), Stefan Quandt - Supervising the effectiveness of the internal control system, the risk management system and the internal audit system as well as the performance of Supervisory Board duties in connection with audits pursuant to § 32 of the German Securities Trading Act (WpHG) ― Supervising compliance as well as analysing and supervising any needs for action related to possible violations of duties by members of the Board of Management in preparation of a resolution at the Supervisory Board -― Making decisions on approval for utilisation of the Authorised Capital 2019 and determinations concerning the form of share certificates and dividend coupons - Amendments to Articles of Incorporation only affecting wording ― Established in accordance with recommendation in the German Corporate Governance Code, activities based on rules of procedure Kurt Bock 1,2, Norbert Reithofer 3³, Manfred Schoch, Stefan Quandt, Stefan Schmid 1 Chair. 2 Special knowledge and experience according to recommendation D.4 of the DCGK and expertise in accounting and auditing within the meaning of § 100 (5) AktG. 3 Expertise in auditing within the meaning of § 100 (5) AktG. 257 BMW Group Report 2021 To Our Stakeholders Group Financial Statements Corporate Governance Fundamental Aspects of Corporate Governance Remuneration Report Other Information ← = Q Principal duties, basis for activities NOMINATION COMMITTEE - Identifying suitable candidates as shareholder representatives on the Supervisory Board to be put forward for inclusion in the Supervisory Board's proposals for election at the Annual General Meeting ― Established in accordance with recommendation in the German Corporate Governance Code, activities based on terms of proce- dure Members Pieter Nota Dr. Nicolas Peter Dr.-Ing. Joachim Post Frank Weber Group Financial Statements Corporate Governance Independent Auditor's Report Remuneration Report Other Information ← = Q and of the Group Management Report" section of our audi- tor's report. We are independent of the group entities in ac- cordance with the requirements of European law and Ger- man commercial and professional law, and we have fulfilled our other German professional responsibilities in accordance with these requirements. In addition, in accordance with Arti- cle 10 (2) point (f) of the EU Audit Regulation, we declare that we have not provided non-audit services prohibited under Article 5 (1) of the EU Audit Regulation. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions on the consolidated financial statements and on the group management report. Key Audit Matters in the Audit of the Consolidated Fi- nancial Statements Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the con- solidated financial statements for the financial year from Jan- uary 1 to December 31, 2021. These matters were addressed in the context of our audit of the consolidated financial state- ments as a whole, and in forming our audit opinion thereon; we do not provide a separate audit opinion on these matters. In our view, the matters of most significance in our audit were as follows: 1 Measurement of leased products 2 Valuation of receivables from sales financing 3 Valuation of provisions for statutory and non-statutory warranty obligations and product guarantees 4 Presentation of the acquisition of BMW Brilliance Automotive Ltd., Shenyang, China, after the balance sheet date in the notes Our presentation of these key audit matters has been struc- tured in each case as follows: 1 Matter and issue 2 Audit approach and findings 3 Reference to further information Hereinafter we present the key audit matters: The BMW Group leases vehicles to end customers under operating leases (leased products). At the balance sheet date, the figure reported under the "leased products" line item for operating leases was EUR 44,700 million (ap- proximately 19.5% of total assets). Leased products are measured at cost, which is depreciated on a straight-line basis over the lease term to the expected residual value (recoverable amount). A key estimated value for subse- quent measurement of leased products is the expected residual value at the end of the lease term. The BMW Group uses internally available data on historical empirical values, current market data and market esti- mates as well as forecasts by external market research institutes. The estimation of future residual values is subject to judgment due to the large number of assump- tions to be made by the executive directors and the amount of data included in the determination. Against this background and due to the resulting signifi- cant uncertainties with regard to estimates in the context of measuring the residual values of the leased products, this matter was of particular significance in the context of our audit. 2 As part of our audit we obtained an understanding of the development of operating leases, the underlying residu- al value risks as well as the business processes for the identification, management, monitoring and measure- ment of residual value risks, among other things by in- quiries and inspection of documents related to the inter- nal calculation methods. Furthermore, we evaluated the appropriateness and effectiveness of the internal control system, particularly regarding the determination of ex- pected residual values. This included the evaluation of the propriety of the relevant IT systems as well as the implemented interfaces therein by our IT-specialists. In addition, we evaluated the appropriateness of the fore- casting methods, the model assumptions as well as the parameters used for the measurement of the residual values based on the validations carried out by the BMW Group. For this purpose, we inquired with the BMW Group's experts responsible for the management and monitoring of residual value risks and inspected the internal analysis on residual value developments and re- sidual value forecasts as well as the validation results. We examined the mathematically correctness of the forecast values using the key calculation steps. Based on our audit procedures, we were able to satisfy ourselves that the methods and processes for determin- ing the expected residual values of leased products un- derlying the valuation are appropriate and the assump- tions and parameters included in the forecast model for the residual value are appropriate as a whole. 3 The Company's disclosures on the applied "Accounting policies, assumptions, judgments and estimations" are contained in the notes to the consolidated financial statements under note 6 and on leased products are contained under note 23. Combined Management Report - Preparing the Supervisory Board's audit of the non-financial reporting, preparing the selection of the auditor for non-financial reporting, and engaging the auditor To Our Stakeholders 260 259 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance INDEPENDENT AUDITOR'S REPORT Independent Auditor's Report Remuneration Report Other Information ← = Q To Bayerische Motoren Werke Aktiengesellschaft, Munich Report on the Audit of the Consolidated Financial Statements and of the Group Management Report Audit Opinions We have audited the consolidated financial statements of Bayerische Motoren Werke Aktiengesellschaft, Munich, and its subsidiaries (the Group), which comprise the Balance Sheet for Group at 31 December 2021, and the Income State- ment for Group, Statement of Comprehensive Income for Group, Cash Flow Statement for Group and Statement of changes in Equity for Group for the financial year from 1 Jan- uary to 31 December 2021, and Notes to the Group Financial Statements, including a summary of significant accounting policies. In addition, we have audited the combined man- agement report of Bayerische Motoren Werke Aktienge- sellschaft, which is combined with the Company's manage- ment report, for the financial year from 1 January to 31 December 2021. In accordance with the German legal re- quirements, we have not audited the content of those parts of the group management report listed in the "Other Infor- mation" section of our auditor's report. In our opinion, on the basis of the knowledge obtained in the audit, the accompanying consolidated financial statements comply, in all material respects, with the IFRSS as adopt- ed by the EU, and the additional requirements of German commercial law pursuant to § [Article] 315e Abs. [para- graph] 1 HGB [Handelsgesetzbuch: German Commercial Code] and, in compliance with these requirements, give a true and fair view of the assets, liabilities, and financial position of the Group as at December 31, 2021, and of its financial performance for the financial year from Janu- ary 1 to December 31, 2021, and the accompanying group management report as a whole provides an appropriate view of the Group's position. In all material respects, this group management report is consistent with the consolidated financial statements, complies with German legal requirements and appropri- ately presents the opportunities and risks of future devel- opment. Our audit opinion on the group management report does not cover the content of those parts of the group management report listed in the "Other Informa- tion" section of our auditor's report. Pursuant to § 322 Abs. 3 Satz [sentence] 1 HGB, we declare that our audit has not led to any reservations relating to the legal compliance of the consolidated financial statements and of the group management report. Basis for the Audit Opinions We conducted our audit of the consolidated financial state- ments and of the group management report in accordance with § 317 HGB and the EU Audit Regulation (No. 537/2014, referred to subsequently as “EU Audit Regulation”) in compli- ance with German Generally Accepted Standards for Finan- cial Statement Audits promulgated by the Institut der Wirtschaftsprüfer [Institute of Public Auditors in Germany] (IDW). Our responsibilities under those requirements and principles are further described in the "Auditor's Responsibil- ities for the Audit of the Consolidated Financial Statements BMW Group Report 2021 BMW Group Report 2021 ― Engaging and signing the fee agreement with the external auditor as well as determining areas of audit emphasis - Supervising the external audit, in particular selecting the auditor and ensuring the independence and quality of the external audit and any additional work performed by the external auditor Other Information ← = Q 255 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Fundamental Aspects of Corporate Governance Remuneration Report Other Information ← = Q OUTGOING MEMBERS OF THE SUPERVISORY BOARD DR. JUR. KARL-LUDWIG KLEY (b. 1951) Member from 2008 to 12 May 2021 Deputy Chairman of the Supervisory Board (until 12 May 2021) Chairman of the Supervisory Boards of E.ON SE and Deutsche Lufthansa Aktiengesellschaft Mandates E.ON SE, Chairman Deutsche Lufthansa Aktiengesellschaft, Chairman PROF. DR. DR. H. C. REINHARD HÜTTL (b. 1957) Member from 2008 to 12 May 2021 Scientific Director and Managing Partner of EUREF Energy Innovation GmbH HORST LISCHKA² (b. 1963) Member from 2009 to 12 May 2021 Remuneration Report Former Secretary to the Executive Board of IG Metall Corporate Governance Fundamental Aspects of Corporate Governance - Memberships of other statutory supervisory boards. Combined Management Report Group Financial Statements SIBYLLE WANKEL² (b. 1964) Member since 4 January 2022, appointed until the AGM 2024 1. Authorised Representative and Head of IG Metall's Munich Office Mandates KraussMaffei Group GmbH*, Deputy Chairwoman (since 31 May 2021) DR. THOMAS WITTIG³ (b. 1960) Member since 2019, elected until the AGM 2024 Senior Vice President Financial Services Mandates BMW Bank GmbH ****, Chairman BMW Automotive Finance (China) Co. Ltd.***, Chairman WERNER ZIERER¹ (b. 1959) Member since 2001, elected until the AGM 2024 Member of the Works Council, Regensburg (Chairman until 31 October 2021) 1 Employees of the enterprise. 2 Union representative. 3 Executive employee of the enterprise. Not listed on the stock exchange. "Group mandate. -Memberships of comparable boards of business enterprises in Germany and abroad. - Preparing the proposal for the election of the external auditor at the Annual General Meeting, Mandates KraussMaffei Group GmbH *, To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Fundamental Aspects of Corporate Governance Remuneration Report Other Information ← = Q OVERVIEW OF SUPERVISORY BOARD COMMITTEES AND THEIR COMPOSITION Principal duties, basis for activities PRESIDING BOARD – Preparing Supervisory Board meetings where the subject matter to be discussed does not fall within the remit of a committee - Activities based on rules of procedure PERSONNEL COMMITTEE ― Preparing decisions relating to the appointment (and revocation of appointment) of members of the Board of Management, remuneration, and the regular review of the Board of Management's remuneration system ― Concluding, amending and revoking employment contracts (in conjunction with the resolutions taken by the Supervisory Board regarding the remuneration of the Board of Management) and other contracts with members of the Board of Management ― Taking decisions relating to the approval of ancillary activities of Board of Management members, including the assumption of non-BMW Group supervisory board mandates, as well as the approval of transactions requiring Supervisory Board approval by law (e. g. loans to Board of Management or Supervisory Board members) - Activities based on rules of procedure Members Norbert Reithofer¹, Manfred Schoch, Stefan Quandt, Stefan Schmid, Karl-Ludwig Kley (until 12 May 2021), Kurt Bock (since 12 May 2021) Norbert Reithofer 1, Manfred Schoch, Stefan Quandt, Stefan Schmid, Karl-Ludwig Kley (until 12 May 2021), Kurt Bock (since 12 May 2021) AUDIT COMMITTEE ― Auditing the accounts and supervising the financial reporting process - Preparing the Supervisory Board's resolution on Company and Group Financial Statements and discussing interim reports and notifications with the Board of Management prior to publication BMW Group Report 2021 - 256 -Memberships of other statutory supervisory boards. Deputy Chairman (until 10 May 2021) MAN Truck & Bus SE* SIMONE MENNE (b. 1960) Member from 2015 to 12 May 2021 Member of supervisory boards - Mandates Deutsche Post AG Henkel AG & Co. KGaA Johnson Controls International plc Russell Reynolds Associates Inc.* BRIGITTE RÖDIG¹ (b. 1963) Member from 2013 to 1 October 2021 Member of the Works Council, Dingolfing Memberships of comparable boards of business enterprises in Germany and abroad. VERENA ZU DOHNA² (b. 1975) Head of Industrial Relations Regulations and Co-determination Policy at the Executive Board of IG Metall (In-house) Counsel Mandates ABB AG WILLIBALD LÖW¹ (b. 1956) Member from 1999 to 16 July 2021 Member of the Works Council, Landshut (Chairman until 13 July 2021) 1 Employees of the enterprise. 2 Union representative. 3 Executive employee of the enterprise. Not listed on the stock exchange. "Group mandate. Member from 2019 to 31 December 2021 Combined Management Report 5 REPORT 261 Evaluate the consistency of the group management re- port with the consolidated financial statements, its con- formity with German law, and the view of the Group's position it provides. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activ- ities within the Group to express audit opinions on the consolidated financial statements and on the group management report. We are responsible for the direction, supervision and performance of the group audit. We re- main solely responsible for our audit opinions. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements present the underlying transactions and events in a manner that the consolidated financial state- ments give a true and fair view of the assets, liabilities, financial position and financial performance of the Group in compliance with IFRSS as adopted by the EU and the additional requirements of German commercial law pur- suant to § 315e Abs. 1 HGB. the auditor's report to the related disclosures in the con- solidated financial statements and in the group manage- ment report or, if such disclosures are inadequate, to modify our respective audit opinions. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to be able to continue as a going concern. ← = Q BMW Group Report 2021 Other Information Remuneration Report Corporate Governance Independent Auditor's Report Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 264 Conclude on the appropriateness of the executive direc- tors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a materi- al uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to con- tinue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in Evaluate the appropriateness of accounting policies used by the executive directors and the reasonableness of es- timates made by the executive directors and related dis- closures. Obtain an understanding of internal control relevant to the audit of the consolidated financial statements and of arrangements and measures (systems) relevant to the audit of the group management report in order to design audit procedures that are appropriate in the circumstanc- es, but not for the purpose of expressing an audit opinion on the effectiveness of these systems. Identify and assess the risks of material misstatement of the consolidated financial statements and of the group management report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropri- ate to provide a basis for our audit opinions. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We exercise professional judgment and maintain profession- al skepticism throughout the audit. We also: sidered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements and this group management report. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with § 317 HGB and the EU Audit Regulation and in compliance with German Generally Accepted Standards for Financial Statement Audits promulgated by the Institut der Wirtschaft- sprüfer (IDW) will always detect a material misstatement. Misstatements can arise from fraud or error and are con- Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and whether the group management report as a whole provides an appropriate view of the Group's position and, in all material respects, is consistent with the consolidated fi- nancial statements and the knowledge obtained in the audit, complies with the German legal requirements and appropri- ately presents the opportunities and risks of future develop- ment, as well as to issue an auditor's report that includes our audit opinions on the consolidated financial statements and on the group management report. Auditor's Responsibilities for the Audit of the Consoli- dated Financial Statements and of the Group Manage- ment Report The supervisory board is responsible for overseeing the Group's financial reporting process for the preparation of the consolidated financial statements and of the group manage- ment report. and is, in all material respects, consistent with the consoli- dated financial statements, complies with German legal re- quirements, and appropriately presents the opportunities and risks of future development. In addition, the executive directors are responsible for such arrangements and meas- ures (systems) as they have considered necessary to enable the preparation of a group management report that is in ac- cordance with the applicable German legal requirements, and to be able to provide sufficient appropriate evidence for the assertions in the group management report. Furthermore, the executive directors are responsible for the preparation of the group management report that, as a whole, provides an appropriate view of the Group's position In preparing the consolidated financial statements, the exec- utive directors are responsible for assessing the Group's ability to continue as a going concern. They also have the responsibility for disclosing, as applicable, matters related to going concern. In addition, they are responsible for financial reporting based on the going concern basis of accounting unless there is an intention to liquidate the Group or to cease operations, or there is no realistic alternative but to do so. Perform audit procedures on the prospective information presented by the executive directors in the group man- agement report. On the basis of sufficient appropriate audit evidence we evaluate, in particular, the significant assumptions used by the executive directors as a basis for the prospective information and evaluate the proper The executive directors are responsible for the preparation of the consolidated financial statements that comply, in all ma- terial respects, with IFRSS as adopted by the EU and the ad- ditional requirements of German commercial law pursuant to § 315e Abs. 1 HGB and that the consolidated financial state- ments, in compliance with these requirements, give a true and fair view of the assets, liabilities, financial position, and financial performance of the Group. In addition the executive directors are responsible for such internal control as they have determined necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. derivation of the prospective information from these as- sumptions. We do not express a separate audit opinion on the prospective information and on the assumptions REGULATORY Group Auditor's Responsibilities for the Assurance Work on the ESEF Documents The supervisory board is responsible for overseeing the pro- cess for preparing the ESEF documents as part of the finan- cial reporting process. ments of § 328 Abs. 1 HGB for the electronic reporting for- mat, whether due to fraud or error. In addition, the executive directors of the Company are re- sponsible for such internal control as they have considered necessary to enable the preparation of ESEF documents that are free from material non-compliance with the require- The executive directors of the Company are responsible for the preparation of the ESEF documents including the elec- tronic renderings of the consolidated financial statements and the group management report in accordance with § 328 Abs. 1 Satz 4 Nr. [number] 1 HGB and for the tagging of the consolidated financial statements in accordance with § 328 Abs. 1 Satz 4 Nr. 2 HGB. Responsibilities of the Executive Directors and the Su- pervisory Board for the ESEF Documents We conducted our assurance work on the rendering of the consolidated financial statements and the group manage- ment report contained in the electronic file identified above in accordance with § 317 Abs. 3a HGB and the IDW Assur- ance Standard: Assurance Work on the Electronic Render- ing of Financial Statements and Management Reports, Prepared for Publication Purposes in Accordance with § 317 Abs. 3a HGB (IDW ASS 410 (10.2021)) and the Inter- national Standard on Assurance Engagements 3000 (Re- vised). Our responsibility in accordance therewith is further described in the "Group Auditor's Responsibilities for the Assurance Work on the ESEF Documents" section. Our au- dit firm applies the IDW Standard on Quality Management 1: Requirements for Quality Management in the Audit Firm (IDW QS 1). Basis for the Assurance Opinion tained in the "Report on the Audit of the Consolidated Financial Statements and on the Group Management Re- port" above, we do not express any assurance opinion on the information contained within these renderings or on the other information contained in the electronic file identified above. ← = Q Other Information Remuneration Report Corporate Governance Independent Auditor's Report Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 265 In our opinion, the rendering of the consolidated financial statements and the group management report contained in the electronic file identified above and prepared for publica- tion purposes complies in all material respects with the re- quirements of § 328 Abs. 1 HGB for the electronic reporting format. Beyond this assurance opinion and our audit opin- ion on the accompanying consolidated financial statements and the accompanying group management report for the financial year from January 1 to December 31, 2021 con- We have performed assurance work in accordance with § 317 Abs. 3a HGB to obtain reasonable assurance as to whether the rendering of the consolidated financial state- ments and the group management report (hereinafter the "ESEF documents") contained in the electronic file BMW_ AG_KA+KLB_ESEF-2021-12-31.zip and prepared for publi- cation purposes complies in all material respects with the requirements of § 328 Abs. 1 HGB for the electronic report- ing format ("ESEF format"). In accordance with German legal requirements, this assurance work extends only to the conversion of the information contained in the consoli- dated financial statements and the group management re- port into the ESEF format and therefore relates neither to the information contained within these renderings nor to any other information contained in the electronic file identi- fied above. Assurance Opinion Report on the Assurance on the Electronic Rendering of the Consolidated Financial Statements and the Group Management Report Prepared for Publication Purposes in Accordance with § 317 Abs. 3a HGB REQUIREMENTS From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial state- ments of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter. We also provide those charged with governance with a statement that we have complied with the relevant inde- pendence requirements, and communicate with them all re- lationships and other matters that may reasonably be thought to bear on our independence, and where applicable, the related safeguards. We communicate with those charged with governance re- garding, among other matters, the planned scope and timing of the audit and significant audit findings, including any sig- nificant deficiencies in internal control that we identify during our audit. used as a basis. There is a substantial unavoidable risk that future events will differ materially from the prospec- tive information. OTHER LEGAL AND Our objective is to obtain reasonable assurance about whether the ESEF documents are free from material non-compliance with the requirements of § 328 Abs. 1 HGB, whether due to fraud or error. We exercise professional judg- ment and maintain professional skepticism throughout the assurance work. We also: Responsibilities of the Executive Directors and the Su- pervisory Board for the Consolidated Financial State- ments and the Group Management Report — ← = Q Other Information Remuneration Report Corporate Governance Independent Auditor's Report Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 262 In order to assess the appropriateness of the valuation method used for the determination of the provisions for statutory and non-statutory warranty obligations as well as product guarantees including the assumptions and parameters, we primarily obtained an understanding of the process for determining the assumptions and pa- rameters through discussions with the responsible em- ployees of the BMW Group. We also evaluated the ap- propriateness as well as effectiveness of controls for determining the assumptions and parameters. With the involvement of our IT specialists, we checked the IT sys- tems used regarding their compliance. We compared the expenses for claims and technical actions with actual costs incurred in order to draw conclusions on the fore- cast accuracy. Based on a targeted sample of vehicle models, the mathematically correctness of the valuation model used across the Group was examined. We exam- ined and evaluated the assumptions used by the BMW Group concerning the extent to which the past val- ues were representative of the expected susceptibility of damage, the expected value of damage per vehicle The determination of provisions is associated with una- voidable estimation uncertainties and is subject to a high risk of change, depending on factors such as notification of detected defects as well as claims made by vehicle owners. Against this background, this matter was of par- ticular significance during our audit. antees for vehicles sold, information on the type and volume of damages arising and on remedial measures is recorded and analyzed at vehicle model level. The ex- pected amount of obligations is extrapolated from costs of the past and recognized as a provision in the corre- sponding amount, if the criteria of IAS 37 have been met. For specific or anticipated individual circumstanc- es, for example recalls, additional provisions are recog- nized provided they have not already been taken into account. 3 Valuation of provisions for statutory and non-statu- tory warranty obligations and product guarantees Provisions for statutory and non-statutory warranty ob- ligations as well as product guarantees are included in the consolidated financial statements of BMW Group as a material amount in other provisions. The obligations amounted to EUR 6,600 million (approximately 2.9% of total assets) as at December 31, 2021. BMW Group is re- sponsible for the legally required warranty and product guarantees in the respective sales market. In order to estimate the liabilities arising from statutory and non-statutory warranty obligations and product guar- 3 The Company's disclosures on the applied "Accounting policies, assumptions, judgments and estimations" are contained in the notes to the consolidated financial statements under note 6 and on "receivables from sales financing" are contained under note 25. In our view, the assumptions and parameters used in the measurement of receivables from sales financing were appropriate overall. sessment by our IT-specialists of the appropriateness of the systems concerned and associated interfaces to ensure the completeness of data as well as the audit of automated controls for data processing. As part of our audit we assessed in particular the appropriateness of the risk classification procedures as well as the risk provisioning parameters used. For this purpose, we analyzed in particular the validations of parameters that are regularly conducted by the Company. To as- sess the default risk, we also used targeted sampling of individual cases to examine whether the attributes for assignment to the respective risk categories were suit- ably available and the impairment losses had been cal- culated using the parameters defined for these risk cat- egories. 2 As part of our audit we obtained a comprehensive un- derstanding of the development of receivables from sales financing, the associated default-related risks as well as the business processes for the identification, management, monitoring and measurement of default risks, among other things by inquiries and inspection of documents on the internal calculation methods. Fur- thermore, we evaluated the appropriateness and effec- tiveness of the internal control system regarding the determination of the impairment loss to recognize. In this context, we also evaluated the relevant IT systems and internal processes. The evaluation included an as- The determination of the valuation allowances by the executive directors is subject to a significant degree of judgment due to several value-influencing factors such as the estimation of creditworthiness, the determina- tion of probabilities of default and loss ratios and was therefore of particular significance in the context of our audit. 1 The BMW Group offers end customers, dealerships and importers various financing models for vehicles. In this context, current and non-current receivables from sales financing totaling EUR 87,417 million are reported in the consolidated statement of financial position as at the balance sheet date (approximately 38.1% of total as- sets). Impairment losses amounting to EUR 1,599 mil- lion were recognized on these receivables as at the bal- ance sheet date. In order to determine the amount of the necessary valuation allowances to be recognized with respect to receivables from sales financing, the BMW Group, among others, evaluates the creditworthi- ness of the dealers, importers and end customers, as well as any loss ratios, and risk provisioning parameters are derived based on historical default probabilities and loss ratios. 2 Valuation of receivables from sales financing ← = Q Other Information Remuneration Report Corporate Governance Independent Auditor's Report Group Financial Statements Combined Management Report To Our Stakeholders (comprising parts and labor input) as well as the expect- ed assertion of claims from statutory and non-statutory warranties. is materially inconsistent with the consolidated financial statements, with the group management report disclo- sures audited in terms of content or with our knowledge obtained in the audit, or In our view, the method for the valuation of provisions for statutory and non-statutory warranty obligations as well as product guarantees is overall appropriate. Taking into consideration the information available, we believe that, overall, the measurement parameters and assumptions used by the executive directors are appropriate. 4 Presentation of the acquisition of BMW Brilliance Automotive Ltd., Shenyang, China, after the balance sheet date in the notes In connection with our audit, our responsibility is to read the other information mentioned above and, in so doing, to con- sider whether the other information ← = Q Other Information Remuneration Report Corporate Governance Independent Auditor's Report Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 263 Our audit opinions on the consolidated financial statements and on the group management report do not cover the other information, and consequently we do not express an audit opinion or any other form of assurance conclusion thereon. all remaining parts of the annual report excluding cross-references to external information with the excep- tion of the audited consolidated financial statements, the audited group management report and our auditor's report - = the remuneration report pursuant to § 162 AktG [Aktien- gesetz: German Stock Corporation Act], for which the supervisory board is also responsible the statement on corporate governance pursuant to § 289f HGB and § 315d HGB The other information comprises further the disclosures marked with "[[ ... ]]" of the non-financial statement pursuant to § 289b Abs. 1 HGB and § 315b Abs. 1 HGB the "Corporate Governance" section of the group man- agement report The executive directors are responsible for the other infor- mation. The other information comprises the following non-audited parts of the group management report: Other Information 3 The Company's disclosures relating to the acquisition are contained in the notes to the consolidated financial statements under note 3 "Increase of share in BMW Bril- liance Automotive Ltd.". Overall, we were able to satisfy ourselves that, taking into consideration the information available, the acquisition is properly presented in the notes to the consolidated fi- nancial statements and that the estimates and assump- tions made by the executive directors are appropriate overall for the presentation of the acquisition. 2 As part of our audit of the presentation of the acquisition of BMW Brilliance Automotive Ltd. Shenyang, China, we first inspected the contractual agreements and, based on this, evaluated the acquisition date, with the involve- ment of our specialists in international accounting. Fur- thermore, we examined the determination of the appre- ciation effect. In view of the special features of determining the fair values in the context of the prelimi- nary purchase price allocation, our valuation specialists assisted us in the process. Together, we examined the appreciation effect and, by using checklists, evaluated the completeness and accuracy of the disclosures in the notes to the consolidated financial statements required under IFRS 3 and IAS 10. Due to the estimates made by the executive directors in determining the appreciation effect on the previously held shares and the associated uncertainties as well as the significance of this matter for an assessment of the future net assets and liabilities, financial position and fi- nancial performance of the Group, this matter was of par- ticular significance during our audit. lication of the consolidated financial statements for financial year 2021, disclosures in the notes to the financial statements are already required for the busi- ness combination (a as is the case for acquisitions during the reporting period) in accordance with IFRS 3 and IAS 10. The BMW Group held so far 50% of shares in BMW Bril- liance Automotive Ltd., Shenyang, China. On October 11, 2018, a purchase agreement was concluded for the ac- quisition of a further 25% of the shares in BMW Brilliance Automotive Ltd. Shenyang, China. The acquisition was subject to the removal of the joint venture obligation for automotive production in China, which occurred in Jan- uary 2022. The closing of the transaction was on Feb- ruary 11, 2022. The acquisition date therefore falls with- in the preparation phase of the consolidated financial statements for financial year 2021. The previously held shares will be measured at fair value as at the acquisi- tion date, which will result in an appreciation effect amounting to EUR 7.0 billion to EUR 8.0 billion in the financial year 2022. Due to the gain of control after the balance sheet date but prior to the approval of the pub- 3 The Company's disclosures on the applied "Accounting policies, assumptions, judgments and estimations" are contained in the notes to the consolidated financial statements under note 6 and on "Other provisions" are contained under note 33. Identify and assess the risks of material non-compliance with the requirements of § 328 Abs. 1 HGB, whether due to fraud or error, design and perform assurance proce- dures responsive to those risks, and obtain assurance evidence that is sufficient and appropriate to provide a basis for our assurance opinion. otherwise appears to be materially misstated. Evaluate the technical validity of the ESEF documents, i.e., whether the electronic file containing the ESEF doc- uments meets the requirements of the Delegated Regu- lation (EU) 2019/815 in the version in force at the date of the consolidated financial statements on the technical specification for this electronic file. Restriction of Use We do not express an assurance opinion on the external sources of documentation or expert opinions mentioned in the Disclosures on Non-financial Reporting denoted with the symbol "[[ ]]" of the Company's Combined Non-financial Statement. the Sustainability Disclosures in the sections "Dialog with stakeholders" and "Further GRI information" of the Company's Integrated Group Report for the period from 1 January to 31 December 2021 have not been prepared, in all material aspects, in accordance with the relevant GRI-Criteria. the Disclosures on Non-financial Reporting denoted with the symbol "[[ ... ]]" of the Company's Combined Non-fi- nancial Statement for the period from 1 January to 31 December 2021, which is integrated into the combined management report contained in the Integrated Group Report, have not been prepared, in all material aspects, in accordance with the requirements of §§ 315c in con- junction with 289c to 289e HGB relevant to these disclo- sures and the EU Taxonomy Regulation and the Dele- gated Acts issued thereunder as well as the interpretation by the executive directors disclosed in section "EU-Tax- onomy" of the Non-financial Statement, or Based on the assurance procedures performed and evi- dence obtained, nothing has come to our attention that causes us to believe that Assurance Opinion ← = Q Other Information Remuneration Report Corporate Governance Independent Practitioner's Report Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 269 In determining the disclosures in accordance with Article 8 of the EU Taxonomy Regulation, the executive directors are required to interpret undefined legal terms. Due to the imma- nent risk that undefined legal terms may be interpreted dif- ferently, the legal conformity of their interpretation and, accordingly, our assurance engagement thereon are subject to uncertainties. Evaluation of the presentation of the disclosures Inquiries on the relevance of climate-risks Evaluation of the process to identify taxonomy-eligible economic activities and the corresponding disclosures in the Combined Non-financial Statement Analytical evaluation of selected disclosures in the Inte- grated Group Report Testing of processes for the collection, control, analysis and aggregation of selected data from various Group sites on a sample basis Identification of the likely risks of material misstatement of the Integrated Group Report - Inquiries of personnel involved in the preparation of the Integrated Group Report regarding the preparation pro- cess, the internal control system relating to this process and selected disclosures in the Integrated Group Report Obtaining an understanding of the structure of the sus- tainability organization and of the stakeholder engage- ment In the course of our assurance engagement, we have, amongst other things, performed the following assurance procedures and other activities: In a limited assurance engagement the procedures per- formed are less extensive than in a reasonable assurance engagement, and accordingly a substantially lower level of assurance is obtained. The selection of the assurance proce- dures is subject to the professional judgement of the assur- ance practitioner. the Sustainability Disclosures in the sections "Dialog with stakeholders" and "Further GRI information" of the Company's Integrated Group Report have not been pre- pared, in all material aspects, in accordance with the rel- evant GRI-Criteria. Munich, 9 March 2022 the Disclosures on Non-financial Reporting denoted with the symbol "[[ ... ]]" of the Company's Combined Non-fi- nancial Statement, contained in the Integrated Group Report, other than the external sources of documentation or expert opinions mentioned in the disclosures denoted with the symbol "[[ ... ]]" in the Combined Non-financial Statement, are not prepared, in all material respects, in accordance with §§ 315c in conjunction with 289c to 289e HGB and the EU Taxonomy Regulation and the Delegated Acts issued thereunder as well as the inter- pretation by the executive directors disclosed in section "EU-Taxonomy" of the Combined Non-financial State- ment, or PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft Wirtschaftsprüfer Obtain an understanding of internal control relevant to the assurance work on the ESEF documents in order to design assurance procedures that are appropriate in the circumstances, but not for the purpose of expressing an assurance opinion on the effectiveness of these controls. REMUNERATION 319 VII. Auditor's Report Outlook for the 2022 financial year 318 VI. 318 V. ← = Q Other Information Remuneration Report Other considerations Comparison of change in remuneration and earnings pursuant to § 162 (1) Sentence 2 No. 2 of the German Stock Corporation Act (AktG) 314 IV. Remuneration of the members of the Supervisory Board 310 III. Remuneration of the members of the Board of Management 272 II. Review of the past financial year from a remuneration perspective 271 I. Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 270 [German public auditor] [German public auditor] Wirtschaftsprüferin Nicolette Behncke Andreas Fell We conducted our assurance engagement in accordance with International Standard on Assurance Engagements (ISAE) 3000 (Revised): Assurance Engagements other than Audits or Reviews of Historical Financial Information, issued by the IAASB. This Standard requires that we plan and per- form the assurance engagement to obtain limited assurance about whether any matters have come to our attention that cause us to believe that We draw attention to the fact that the assurance engage- ment was conducted for the Company's purposes and that the report is intended solely to inform the Company about the result of the assurance engagement. Consequently, it may not be suitable for any other purpose than the afore- mentioned. Accordingly, the report is not intended to be used by third parties for making (financial) decisions based on it. Our responsibility is to the Company. We do not accept any responsibility to third parties. Our assurance opinion is not modified in this respect. ← = Q BMW Group Report 2021 267 (German Public Auditor) (sgd. Andreas Fell) Wirtschaftsprüfer (sgd. Petra Justenhoven) Wirtschaftsprüferin PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft Munich, March 9, 2022 The German Public Auditor responsible for the engagement is Andreas Fell. GERMAN PUBLIC AUDITOR RESPONSIBLE FOR THE ENGAGEMENT Management Report Prepared for Publication Purposes in Accordance with § 317 Abs. 3a HGB" and our assurance opinion contained therein are to be used solely together with the assured ESEF documents made available in elec- tronic form. Independent Auditor's Report Other Information Remuneration Report To Our Stakeholders Corporate Governance Combined Management Report To Our Stakeholders BMW Group Report 2021 266 Our auditor's report must always be read together with the audited consolidated financial statements and the audited group management report as well as the assured ESEF documents. The consolidated financial statements and the group management report converted to the ESEF format - including the versions to be published in the Federal Ga- zette are merely electronic renderings of the audited con- solidated financial statements and the audited group management report and do not take their place. In particu- lar, the "Report on the Assurance on the Electronic Render- ing of the Consolidated Financial Statements and the Group REFERENCE TO AN OTHER MATTER - USE OF THE AUDITOR'S REPORT We declare that the audit opinions expressed in this audi- tor's report are consistent with the additional report to the audit committee pursuant to Article 11 of the EU Audit Regu- lation (long-form audit report). We were elected as group auditor by the annual general meeting on May 12, 2021. We were engaged by the supervi- sory board on June 24, 2021. We have been the group auditor of Bayerische Motoren Werke Aktiengesellschaft, Munich, without interruption since the financial year 2019. Further Information pursuant to Article 10 of the EU Audit Regulation Evaluate whether the tagging of the ESEF documents with Inline XBRL technology (iXBRL) in accordance with the requirements of Articles 4 and 6 of the Delegated Regulation (EU) 2019/815, in the version in force at the date of the consolidated financial statements, enables an appropriate and complete machine-readable XBRL copy of the XHTML rendering. consolidated financial statements and to the audited group management report. Our responsibility is to express a conclusion with limited assurance on the Disclosures on Non-financial Reporting denoted with the symbol "[[ ... ]]" of the Combined Non-fi- nancial Statement and the Sustainability Disclosures in the sections "Dialog with stakeholders" and "Further GRI infor- mation" of the Integrated Group Report based on the assur- ance engagement we have performed. Evaluate whether the ESEF documents provide an XHTML rendering with content equivalent to the audited Group Financial Statements Combined Management Report (German Public Auditor) Group Financial Statements Responsibility of the Assurance Practitioner Our audit firm applies the national legal requirements and professional standards in particular the Professional Code for German Public Auditors and German Chartered Auditors ("Berufssatzung für Wirtschaftsprüfer und vereidigte Buch- prüfer": "BS WP/vBP") as well as the Standard on Quality Control 1 published by the Institut der Wirtschaftsprüfer (Institute of Public Auditors in Germany; IDW): Requirements to quality control for audit firms (IDW Qualitätssicherungs- standard 1: Anforderungen an die Qualitätssicherung in der Wirtschaftsprüferpraxis - IDW QS 1) - and accordingly main- tains a comprehensive system of quality control including documented policies and procedures regarding compliance with ethical requirements, professional standards and appli- cable legal and regulatory requirements. We have complied with the German professional provisions regarding independence as well as other ethical require- ments. Independence and Quality Control of the Audit Firm ← = Q Other Information Remuneration Report Corporate Governance Independent Practitioner's Report Group Financial Statements To Our Stakeholders BMW Group Report 2021 268 1 PricewaterhouseCoopers GmbH has performed a limited assurance engagement on the German version of the,,BMW Group Report 2021" and issued an independent practitioner's report in German language, which is authoritative. The following text is a translation of the independent practitioner's report The EU Taxonomy Regulation and the Delegated Acts issued thereunder contain wording and terms that are still subject to considerable interpretation uncertainties and for which clarifications have not yet been published in every case. Therefore, the executive directors have disclosed their inter- pretation of the EU Taxonomy Regulation and the Delegated Acts adopted thereunder in section "EU-Taxonomy" of the Combined Non-financial Statement. They are responsible for the defensibility of this interpretation. Due to the immanent risk that indeterminate legal terms may be interpreted differ- ently, the legal conformity of the interpretation is subject to uncertainties. Combined Management Report The executive directors of the Company are responsible for the preparation of the Combined Non-financial Statement in accordance with §§ (Articles) 315c in conjunction with 289c to 289e HGB ("Handelsgesetzbuch": "German Commercial Code") and Article 8 of REGULATION (EU) 2020/852 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL of 18. June 2020 on establishing a framework to facilitate sus- tainable investment and amending Regulation (EU) 2019/2088 (hereinafter the "EU Taxonomy Regulation") and the Delegated Acts adopted thereunder, as well as for mak- ing their own interpretation of the wording and terms con- tained in the EU Taxonomy Regulation and the Delegated Acts adopted thereunder, as set out in section "EU-Taxon- omy" of the Combined Non-financial Statement and the Sustainability Disclosures in accordance with the principles stated in the Sustainability Reporting Standards of the Global Reporting Initiative (hereinafter the "GRI-Criteria”). Remuneration Report This responsibility includes the selection and application of appropriate methods of non-financial reporting and sustain- ability reporting as well as making assumptions and esti- mates related to individual non-financial disclosures and sustainability disclosures of the Group that are reasonable in the circumstances. Furthermore, the executive directors are responsible for such internal control as the executive direc- tors consider necessary to enable the preparation of an Inte- grated Group Report that is free from material misstatement whether due to fraud or error. ← = Q Corporate Governance Independent Practitioner's Report INDEPENDENT PRACTITIONER'S REPORT Independent Practitioner's Report on a Limited As- surance Engagement on Disclosures on Non-financial Reporting and Sustainability Discloures¹ Other Information We have performed a limited assurance engagement on the disclosures in the "BMW Group Report 2021" of BMW AG, Munich, (hereinafter the "Company") for the period from 1 January to 31 December 2021 (hereinafter the “Integrated Group Report") denoted with "[... ]]" of the Combined Non-financial Statement, which is integrated into the com- bined management report (hereinafter the "Disclosures on Non-financial Reporting") contained in the Integrated Group Report, as well as the sustainability disclosures contained in the sections "Dialog with stakeholders" and "Further GRI information" of the Integrated Group Report (hereinafter referred to as "Sustainability Disclosures"). Our engagement in this context relates solely to the disclosures denoted with the symbol "[...]" and the disclosures in the sections "Dia- log with stakeholders" and "Further GRI information". " Not subject to our assurance engagement are the external sources of documentation or expert opinions mentioned in the Integrated Group Report. Responsibility of the Executive Directors To BMW AG, Munich 62 2,145,290 65 3,313,698 100 3 Provisional monetary value calculated as of 2 January 2021 in accordance with German Accounting Standard 17, as amended. The final number of matching shares and/or the final cash value will only be determined when the investment obligation is fulfilled in shares of common stock of the company. 280 BMW Group Report 2021 To Our Stakeholders Combined Management Report 68 Group Financial Statements " Assessment period five years in total: One year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 100 22,746 100 3,397,263 100 3,393,237 2,430,000 63 2,145,290 60 2,050,000 (-) (-) Corporate Governance 16 3,898,525 Remuneration Report Fringe benefits (other remuneration) ← = Q 640,000 Fixed remuneration 24 400,000 26 900,000 25 950,000 27 1,050,000 Fixed remuneration (basic remuneration) in % in € Other Information in % in % in € in % in € FY 2020² FY 20211 FY 2020² FY 20211 since 1 July 2020 FRANK WEBER Development since 1 January 2017 NICOLAS PETER Finance TARGET REMUNERATION FOR THE FINANCIAL YEAR 2021 (2020) in € (-) Earnings component of bonus 2021 16 SHARE-BASED PAYMENT remuneration 26 850,000 Τ 25 850,000 (-) PCP 2020-2022 Variable PERFORMANCE CASH PLAN 15 575,000 Cash remuneration component (-) 14 475,000 Performance component of bonus 2021 (-) (-) 15 575,000 (-) (-) 14 475,000 18 1 (-) (-) (investment component) 2020 for holding obligation 2021-2025 (matching component) 2020 for holding obligation 2021-20253 550,000 16 640,000 (-) (-) 16 550,000 2 62,790 (-) 2 62,790 (-) Share-based remuneration component 12 (-) (-) 11 382,500 (-) (-) 2 Remuneration system applicable until financial year 2020. 1 Remuneration system as of financial year 2021. Target total remuneration Total Strategic focus target component RoCE component Personal cash investment amount 20214 382,500 24,231 271 97,833 640,000 2 31,360 (-) 11 191,250 25 425,000 I I 2 68,802 (-) 16 (-) 450,000 に 25 950,000 (-) 2 Remuneration system applicable until financial year 2020. 1 Remuneration system as of financial year 2021. Target total remuneration Total Strategic focus target component RoCE component Personal cash investment amount 20214 (matching component) 2020 for holding obligation 2021-20253 12 Share-based remuneration component (-) 550,000 " Assessment period five years in total: One year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 3 Provisional monetary value calculated as of 2 January 2021 in accordance with German Accounting Standard 17, as amended. The final number of matching shares and/or the final cash value will only be determined when the investment obligation is fulfilled in shares of common stock of the company. 100 595,000 100 3,447,833 100 3,793,033 100 3,902,746 64 1,072,610 59 (-) 2,050,000 2,468,802 62 2,430,000 (-) (-) 16 550,000 (-) (-) 16 640,000 (-) 16 65 (-) (investment component) 2020 for holding obligation 2021-2025 Cash remuneration component (-) 8 300,000 (-) (-) Earnings component of bonus 2020 BONUS 36 603,593 41 1,397,833 35 1,324,231 Performance component of bonus 2020 38 Total 10 175,000 12 400,000 9 350,000 10 400,000 Contribution to the company pension scheme 2 28,593 3 1,472,746 (-) 700,000 18 SHARE-BASED PAYMENT remuneration PCP 2020-2022 Variable PERFORMANCE CASH PLAN (-) (-) 14 475,000 (-) (-) 15 575,000 Performance component of bonus 2021 (-) (-) 14 475,000 (-) (-) 15 575,000 Earnings component of bonus 2021 18 297,500 8 127,500 C C (-) 1 1,676,203 (-) 18 ― Primarily qualitative, non-financial criteria, expressed in terms of a performance factor aimed at measuring the Board members contribution to sustainable and long-term performance and corporate orientation - Relevant period is the vesting year - Additional trend analysis over at least three financial years - Composition of performance factor:1 -40% other cross-divisional targets -10% individual targets ― Criteria for the cross-divisional targets with ESG criteria include in particular: innovation performance (environmental, e.g. reduction of carbon emissions), development of the BMW Group's reputation based on ESG aspects (e.g. corporate culture, promotion of integrity and compliance), adaptability, attractiveness as an employer, leadership performance ― Criteria for the other cross-divisional targets include in particular: market position compared to competitors, innovation performance (economic), development of the BMW Group's reputation based on non-ESG-related aspects (e.g. perception on capital markets, brand strength), customer orientation ― Measurement parameters and target values are determined before the start of the financial year ― Performance factor may not exceed 1.8 - Maximum amount of performance component p. a.: - € 0.855 million (first period of office) ― € 1.035 million (from second period of office or fourth year of mandate) ― € 1.890 million (Chairman of the Board of Management) ― Earnings component of bonus rewards attainment of financial targets and is beneficial for earnings-related aspects of business strategy - Performance component of bonus motivates the pursuit of non-financial strategic targets and is therefore beneficial for the long-term development of the BMW Group - Requirement for Board of Management members to invest an earmarked cash amount (personal cash investment amount), net of tax and deductions, in shares of BMW common stock ― Requirement for Board of Management members to hold the acquired shares of common stock for at least four years (share ownership guideline) ― Assessment period of five years in total (one year for determining the personal cash investment amount, four years holding requirement) — Target amount p. a. (at 100% target achievement): - € 1.10 million (first period of office) ― € 1.28 million (from second period of office or fourth year of mandate) ― € 2.35 million (Chairman of the Board of Management) - 50% of target amount depends on ROCE achieved in the Automotive segment (ROCE component) - 50% of the target amount depends on the achievement of predefined strategic focus targets (strategic focus target component) - Capped at 180% of target amount ― Payment after the Annual General Meeting at which the Company Financial Statements are presented for the relevant vesting year 1 See below for the set targets for the 2021 financial year (Variable remuneration for the 2021 financial year). - Formula: 50% of target amount x performance factor > - € 1.050 million (Chairman of the Board of Management) - € 0.475 million (first period of office) ―The earnings factor is 1.0 in case of a profit attributable to shareholders of BMW AG amounting to € 5.3 billion and a Group post-tax return on sales of 5.6% — The earnings factor is 1.5 in case of a profit attributable to shareholders of BMW AG amounting to € 6.9 billion and a Group post-tax return on sales of 7.3% ― The earnings factor is 0 in case of a profit attributable to shareholders of BMW AG below € 3.0 billion or a Group post-tax return on sales of below 3.0% -Earnings factor may not exceed 1.8 - Maximum amount of earnings component p. a.: - € 0.855 million (first period of office) ― € 1.035 million (from second period of office or fourth year of mandate) - € 1.890 million (Chairman of the Board of Management) > 275 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q COMPONENT VARIABLE REMUNERATION COMPONENTS Bonus Performance component (at 100% target achievement corresponds to 50% of target amount) Remuneration linked to corporate strategy Share-based remuneration Personal investment cash amount Basis of computation Parameters/measurement base, applicable amounts Assessment period one year - Base amount p. a. (50% of target bonus amount): ― € 0.575 million (from second period of office or fourth year of mandate) 276 BMW Group Report 2021 To Our Stakeholders ― Minimum, target and maximum values are defined before the start of the financial year ― Factor for each strategic focus target may not exceed 1.8 Maximum amount of strategic focus target component p. a.: - € 0.990 million (first period of office) ― € 1.152 million (from second period of office or fourth year of mandate) ― € 2.115 million (Chairman of the Board of Management) ― personal investment cash amount is 50% dependent on key performance indicator RoCE and is therefore directly linked to a key measure of corporate strategy and reflects BMW AG's aspiration to generate a significant premium on the cost of capital ―The remaining 50% of the personal investment cash amount is beneficial for the attainment of strategic focus targets and therefore contributes to the BMW Group's operational suc- cess in strategically important areas ― Commitment to purchase shares of BMW AG common stock and four-years holding requirement is beneficial for the long-term development of the BMW Group Malus and clawback rules Malus Clawback - Agreement to withhold variable remuneration in the event of specified serious compliance violations or (withholding amounts provisionally) in the event of reasonable suspicions of such ― Amounts may also be withheld in principle after a member has left the Board ― Agreement entitling the BMW Group to reclaim variable remuneration already paid out in the event of specified incidences of serious non-compliance, incorrect calculation bases or incorrect financial statements ― Amounts may also be clawed back in principle after a member has left the Board 277 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q 3. Determination and review of the remuneration system and individual remuneration Determining the system and structure of Board of Manage- ment remuneration, and reviewing it regularly, is a task of the full Supervisory Board, as is determining the individual level of remuneration of members of the Board of Management. The Personnel Committee of the Supervisory Board assumes a preparatory function in the determination and review of the remuneration system as a whole, and of the individual remu- neration paid to members of the Board of Management. The Supervisory Board reviews the remuneration system annually to ensure it is appropriate in terms of structure, tar- get and maximum remuneration, as well as actual remuner- ation. The Supervisory Board also takes remuneration stud- ies into account when assessing the market conformity of the target and maximum remuneration, as well as when assessing actual remuneration in horizontal terms. Due to the size and structure of the BMW Group, DAX companies are used as a comparison group and the remuneration data from this group is compared with the remuneration paid to members of the Board of Management at BMW AG. Verti- cally, the Supervisory Board compares the remuneration of members of the Board of Management with the remunera- tion of senior executives and with the average remuneration of employees employed by BMW AG in Germany in areas inside and outside the scope of collective bargaining agree- ments, including in terms of how they have changed over a period of several years. Recommendations from independ- ent external remuneration experts, as well as suggestions from investor and analyst circles, may also be included in the deliberations. For the 2021 financial year, the review has shown that the target and maximum remuneration as well as actual remuneration are appropriate. - 25% of target amount for personal investment cash amount x factor for strategic focus target 1 + 25% of target amount for personal investment cash amount x factor for strategic focus target 2 - Formula in event of two strategic focus targets with equal weighting p. a.: ― Weighting of the strategic focus targets is decided before the start of the financial year - At least two strategic focus targets derived from the strategic plan Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q COMPONENT VARIABLE REMUNERATION COMPONENTS Share-based remuneration RoCE component (at 100% target achievement corresponds to 50% of target amount) Strategic focus target component (at 100% target achievement corresponds to 50% of target amount] Remuneration linked to corporate strategy Parameters/measurement base, applicable amounts - Target amount RoCE component p. a. (50% of target amount of the personal investment cash amount): ― Profit attributable to shareholders of BMW AG and Group post-tax return on sales in grant year - € 0.55 million (first period of office) ― € 1.175 million (Chairman of the Board of Management) - Formula: 50% of target amount x ROCE factor ― ROCE factor is derived from the RoCE achieved in the Automotive segment for the vesting year ― Minimum, target and maximum values for ROCE are defined before the start of the financial year - ROCE factor may not exceed 1.8 - Maximum amount of RoCE component p. a.: - € 0.990 million (first period of office) ― € 1.152 million (from second period of office or fourth year of mandate) ― € 2.115 million (Chairman of the Board of Management) — Target amount strategic focus target component p. a. (50% of target amount of personal investment cash amount): - € 0.55 million (first period of office) € 0.64 million (from second period of office or fourth year of mandate) ― € 1.175 million (Chairman of the Board of Management) ― € 0.264 million (from second period of office or fourth year of mandate) ― Earnings factor is derived from a predefined allocation based on the parameters - Formula: 50% of target amount x performance factor ― € 1.050 million (Chairman of the Board of Management) Despite the challenges posed by supply shortages and the ongoing coronavirus pandemic, 2021 was a very successful financial year for the BMW Group, with solid sales growth for its BMW, MINI and Rolls-Royce brands. The BMW brand set a new sales record and took over the top position in the global premium segment. In 2021, the BMW Group also con- sistently pushed ahead with the expansion of its range of electrified models, increasing the share of electrified vehicles sold by the BMW and MINI brands by more than 70 per cent compared to 2020. The launch of the BMW iX and the BMW 14 also marked the entry of two products at the forefront of innovation to the market. Under the leadership of the Board of Management, the BMW Group's management continued to steer the company in a prudent fashion through the volatile and challenging environment that characterised last year. For example, the production, sales and purchasing networks successfully managed the challenges associated with the coronavirus pandemic and supply bottlenecks, demonstrating genuine flexibility in the process. As a result, the impact of Covid-19 was limited over the past financial year. 1 Due to rounding, it is possible that individual figures in this report may not add up exactly to the totals provided, and that the percentages presented here may not be an exact reflection of the absolute values to which they relate. 272 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q At the same time, the Board of Management of the BMW Group worked very constructively and intensively on the core strategic course for the future, in order to create the conditions for an attractive and future-oriented product port- folio, and to achieve a significant improvement in profitabil- ity. The strategic decisions taken in this regard focused in particular on strategic issues related to electrification. In December 2020, the Supervisory Board set ambitious tar- gets linked to the variable remuneration of the members of the Board of Management for the 2021 financial year. Of the total variable target remuneration available, approximately 38% is linked to environmental, social or governance (ESG) targets. It set targets for fleet carbon emissions in the EU and sales targets for electrified vehicles in the 2021 financial year as strategic focus targets for long-term variable remu- neration (share-based remuneration). In doing so, it attached particular significance to the strategic importance of acceler- ating market penetration for electrified vehicles and sustain- ability targets in determining remuneration. Thanks to its strong overall performance, the Board of Man- agement exceeded both the financial and non-financial tar- gets for short-term variable remuneration (bonuses) 7 "Bonus for the 2021 financial year". The financial target regarding long- term variable remuneration (share-based remuneration) was also exceeded with regard to the return on capital employed (ROCE) in the Automotive segment. The Board of Management achieved (or nearly achieved) the ambitious non-financial strategic focus targets for long-term variable remuneration. At 115.9 g/km, fleet carbon emissions came in under the EU legal limit of 125.8 g/km "Share-based remuner- ation for the 2021 financial year". If necessary, and in the interest of the long-term success of BMW AG, the Supervisory Board may temporarily deviate from the remuneration system - as provided for in § 87a (2) Sentence 2 AktG. In accordance with G.11 of the German Cor- porate Governance Code dated 16 December 2019, the Supervisory Board has also reserved the right to make adjustments if extraordinary developments occur, such as significant acquisitions and disposals, or changes in accounting standards or tax regulations that have a signifi- cant impact. After due examination, the Supervisory Board did not make use of these options for the 2021 financial year. The composition of the Board of Management did not change during the year. For Dr. Wendt, the target remunera- tion applicable to Members of the Board of Management from the second mandate period onwards was applied at the beginning of his second mandate period, from 1 October 2021 onwards. The remuneration system for the members of the Supervi- sory Board is set out in Article 15 of the Articles of Incorpora- tion. It was confirmed by the Annual General Meeting on 12 May 2021 with a majority of 99.40% of the valid votes cast, and implemented for the 2021 financial year in accordance with the provisions of the Articles of Incorporation. In the 2021 financial year, there were several changes to the composition of the Supervisory Board, meaning that the Supervisory Board remuneration for individual Supervisory Board members had to be calculated pro rata temporis. With effect from the end of the 2021 Annual General Meeting, Dr. Kley resigned from the Supervisory Board and the Personnel Committee, which, among other things, is responsible for preparing decisions in connection with Board of Manage- ment remuneration. The Supervisory Board elected Dr. Bock as his successor on the Personnel Committee, with effect from 12 May 2021. II. Remuneration of the members of the Board of Management 1. Principles of the remuneration system and the contribution of remuneration to the promotion of the company's business strategy and its long-term development The remuneration system in place since the 2021 financial year is easy to understand and clearly structured. It complies with the provisions of the German Stock Corporation Act (AktG) and the recommendations and suggestions of the German Corporate Governance Code. The Supervisory Board has applied the following principles in designing the remuneration system for the Board of Management: The remuneration structure is geared towards the sus- tainable and long-term development of the company. Therefore, variable remuneration components are pre- dominantly granted on the basis of a multi-year assess- ment. The total remuneration of the members of the Board of Management is commensurate with their tasks and per- formance as well as the company's situation. The remuneration system ensures that both positive and negative developments are appropriately reflected in the remuneration ("pay for performance"). effect from 1 January 2021. The Annual General Meeting approved it on 12 May 2021 with a majority of 91.60% of the valid votes cast. The Supervisory Board adopted the current remuneration system for the members of the Board of Management with Review of the past financial year from a remunera- tion perspective I. BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q REMUNERATION REPORT 271 I. Review of the past financial year from a remuneration perspective 272 II. Remuneration of the members of the Board of Management 272 1. Principles of the remuneration system and the contribution of remuneration to the promotion of the company's business strategy and its long-term development 274 2. Overview of remuneration system from the financial year 2021 onwards 277 3. Determination and review of the remuner- ation system and individual remuneration 284 4. Remuneration for the 2021 financial year 294 5. Shareholding rules The remuneration system takes into account both the performance of the entire Board of Management and the achievement of individual targets. 294 6. Retirement benefits 295 8. Regulations in the event of death, inva- lidity and post-contractual non-competition clause 295 9. Remuneration granted and owed to mem- bers of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG) 306 10. Remuneration granted and owed to former members of the Board of Manage- ment pursuant to § 162 of the German Stock Corporation Act (AktG) 310 III. Remuneration of the members of the Supervisory Board 310 1. Articles of Incorporation and procedure 310 2. Principles and elements of remuneration 310 3. Remuneration granted and owed to members of the Supervisory Board pursuant to § 162 of the German Stock Corporation Act (AktG) 314 IV. Comparison of change in remuneration and earnings pursuant to § 162 (1) Sentence 2 No. 2 of the German Stock Corporation Act (AktG) 318 V. Other considerations 318 VI. Outlook for the 2022 financial year 319 VII. Auditor's Report REMUNERATION REPORT The Board of Management and the Supervisory Board have prepared this Remuneration Report in accordance with the requirements of § 162 of the German Stock Corporation Act (AktG). As a result of the implementation of the second EU Shareholder Rights Directive via §162 AktG, the reporting standard applicable to Bayerische Motoren Werke Aktienge- sellschaft (BMW AG) has changed as of the reporting year 2021. The report shows and explains the remuneration granted and owed to the individual current and former mem- bers of the Board of Management and the Supervisory Board of BMW AG in the financial year 2021.1 In order to facilitate understanding, the basic features of the remuneration systems applicable to the members of the Board of Management and the members of the Supervisory Board, as applied in the 2021 financial year, are also set out below. In view of the fact that individual members of the Board of Management also received remuneration components from earlier remuneration systems during the 2021 financial year (specifically the remuneration systems for the 2016 financial year and for 2019 financial year) elements of these systems are also explained to the extent necessary for comprehension. The auditing firm PricewaterhouseCoopers GmbH has audited the remuneration report beyond the requirements of §162 (3) Sentences 1 and 2 AktG. 295 7. Malus and clawback provisions In accordance with the remuneration system, the Supervi- sory Board acting on the proposal of the Personnel Com- mittee sets specific target remuneration for each individual member of the Board of Management for the upcoming financial year, as well as the performance criteria associated with the variable remuneration components provided for in the remuneration system. The remuneration system observes the principle of con- sistency between the remuneration systems in the com- pany: The remuneration systems for the Board of Man- agement, executives and employees of BMW AG are all designed in a similar way. BMW Group Report 2021 Member of the Board of Management: € 0.90 million p.a. (first period of office) ― € 1.05 million p.a. (from second period of office or fourth year of mandate) Chairman of the Board of Management: - € 1.95 million p.a. - Monthly payment on a pro rata basis Contractual agreement, main points: non-cash benefits from the use of company cars and the BMW chauffeur service, insurance premiums, contributions towards security systems, employee discounts The Supervisory Board may award payments to compensate for loss of salary from a previous employment relationship and to cover relocation costs in the case of new entrants. Defined contribution system with a guaranteed minimum return Benefits based on amounts credited to individual savings accounts for contributions paid and interest earned, various forms of disbursement Pension contribution p. a.: Member of the Board of Management: € 400,000 Chairman of the Board of Management: € 700,000 ― Base remuneration has the effect of discouraging unduly high levels of risk being to achieve short-term targets, thus contributing to the long-term development of the Company - Fixed remuneration components are a prerequisite for competitive levels of remuneration to attract and retain Board of Management members with the right qualifications Bonus Bonus (sum of earnings component and performance component) Earnings component (at 100% target achievement corresponds to 50% of target amount) - Target amount p. a. (at 100% target achievement): - € 0.95 million (first period of office) ― € 1.15 million (from second period of office or fourth year of mandate) - € 2.10 million (Chairman of the Board of Management) ― Capped at 180% of target amount ― Payment after the Annual General Meeting at which the Company Financial Statements are presented for the relevant financial year - Assessment period one year ― Base amount p. a. (50% of target bonus amount): - € 0.475 million (first period of office) € 0.575 million (from second period of office or fourth year of mandate) Parameters/measurement base, applicable amounts VARIABLE REMUNERATION COMPONENTS Remuneration linked to corporate strategy Compensation payments Retirement benefits To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q The total remuneration is in line with market practice both in terms of amount and structure, and takes into account the size, complexity and economic situation of the company. The BMW Group aims to be the most successful and sus- tainable premium provider of individual mobility. The busi- ness strategy focuses on the customer and the provision of sustainable individual mobility in the premium segment, tak- ing into account high profitability, in order to secure the com- pany's independence in the future. The remuneration sys- tem contributes to the implementation of the business strategy and the sustainable and long-term development of the company. It also takes into account the concerns of the company's important stakeholders (in particular, sharehold- ers, customers, and employees). The incentive effects of the various remuneration components have a complementary effect. The fixed basic remuneration counteracts the temptation to take disproportionately high risks in order to achieve short-term goals, and thus contributes to the long-term development of the company. The variable bonus is divided into two parts, which influ- ence behaviour in different ways. The earnings-related component of the bonus rewards recipients for achieving the company's financial targets in the vesting year, and promotes the earnings-related parts of the business strategy. In contrast, the performance component of the bonus is based on non-financial performance criteria, which are also derived from the business strategy. In this respect, the performance component of the bonus also offers particular incentives to encourage individuals con- sistently to pursue the goals of the business strategy for the long-term development of the company. These goals do not have to be directly reflected in the key financial indicators for a given vesting year. The amount of the variable share-based remuneration also depends on the fulfilment of financial and non-fi- nancial objectives derived from the business strategy, since 50% of the target cash amount earmarked for share purchases is linked to a financial key indicator (ROCE in the Automotive segment), and 50% is linked to strategic focus targets. The obligation to use the net amount to purchase shares of common stock in the com- pany and to hold these shares for at least four years also motivates the members of the Board of Management to strive to ensure the long-term positive development of the company, as this in turn promotes sustainable posi- tive developments in the price of BMW shares. 273 274 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q 2. Overview of remuneration system from the financial year 2021 onwards The table below shows an overview of the remuneration system applicable from the financial year 2021 onwards. COMPONENT FIXED REMUNERATION COMPONENTS Base remuneration Fringe benefits BMW Group Report 2021 (-) The total target remuneration is composed of the fixed remu- neration and the variable remuneration. Within the variable remuneration, the proportion of share-based remuneration as long-term variable remuneration exceeds the share of the bonus as short-term variable remuneration. The share of the individual remuneration components is within the ranges specified by the remuneration system. OVERVIEW OF TOTAL TARGET 65 2,050,000 60 7,119,355 100 6,700,129 100 3,397,633 100 2,145,290 3,382,664 63 100 3 Provisional monetary value calculated as of 2 January 2021 in accordance with German Accounting Standard 17, as amended. The final number of matching shares and/or the final cash value will only be determined when the investment obligation is fulfilled in shares of common stock of the company. " Assessment period five years in total: One year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 279 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q TARGET REMUNERATION FOR THE FINANCIAL YEAR 2021 (2020) MILAN NEDELJKOVIĆ Production since 1 October 2019 PIETER NOTA 4,333,873 Customer, Brands, Sales 63 (-) (-) (-) 810,000 12 (-) (-) 382,500 11 (-) 123,873 2 (-) 62,790 2 1,175,000 17 (-) (-) 550,000 16 1,175,000 17 (-) (-) 550,000 16 (-) 4,450,000 since 1 January 2018 FY 20211 FY 20202 10 400,000 10 350,000 11 Total 1,343,237 40 1,251,973 37 1,468,525 38 1,168,408 35 BONUS Earnings component of bonus 2020 (-) Performance component of bonus 2020 CC (-) 255,000 8 (-) 255,000 8 (-) 595,000 350,000 12 400,000 Contribution to the company pension scheme FY 20211 in € in % in € in % in € in % in € FY 2020² in % Fixed remuneration (basic remuneration) 900,000 27 800,000 25 24 27 800,000 24 Fixed remuneration Fringe benefits (other remuneration) 43,237 1 101,973 3 18,525 0.5 18,408 1 1,050,000 850,000 Τ 24 in € FY 20211 in % Fixed remuneration Fixed remuneration (basic remuneration) Fringe benefits (other remuneration) 1,950,000 27 1,800,000 27 900,000 26 in € 800,000 FY 20202 in % 24 19,355 0.3 66,256 1 47,633 1 87,374 3 Contribution to the company pension scheme 700,000 10 500,000 7 400,000 in % in € in % in € REMUNERATION FOR MEMBERS OF THE BOARD OF MANAGEMENT in % Fringe benefits 1-4% Contributions to retirement benefit plans 7-12% Basic remuneration 25-30% Share-based payment 31-36% Variable remuneration 58-66% Bonus 27-30% Excluding a possible payment to new members of the Board of Management to compensate for salary losses from a previous employment relationship and/or to cover relocation costs. 278 BMW Group Report 2021 12 To Our Stakeholders Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q TARGET REMUNERATION FOR THE FINANCIAL YEAR 2021 (2020) OLIVER ZIPSE Chairman of the Board of Management since 16 August 2019 Member of the Board of Management since 13 May 2015 ILKA HORSTMEIER Human Resources, Labour Relations Director since 1 November 2019 FY 20211 FY 20202 Combined Management Report a) Target remuneration for the 2021 financial year The following tables show the individual target remuneration of the members of the Board of Management and the rela- tive share of the respective remuneration component in the total target remuneration. 350,000 Total (-) Performance component of bonus 2021 1,050,000 15 (-) (-) 475,000 14 CC PERFORMANCE CASH PLAN Variable PCP 2020-2022 remuneration SHARE-BASED PAYMENT Cash remuneration component (investment component) 2020 for holding obligation 2021-2025 Share-based remuneration component (matching component) 2020 for holding obligation 2021-20253 Personal cash investment amount 20214 RoCE component Strategic focus target component Total Target total remuneration 1 Remuneration system as of financial year 2021. 2 Remuneration system applicable until financial year 2020. (-) 1,600,000 (-) 14 475,000 (-) 2,669,355 37 2,366,256 35 1,347,633 40 1,237,374 37 BONUS Earnings component of bonus 2020 Performance component of bonus 2020 Earnings component of bonus 2021 (-) (-) 540,000 10 8 (-) 1,260,000 19 (-) CC 255,000 8 (-) 595,000 18 1,050,000 15 (-) (-) - 50% cross-divisional targets with ESG criteria 281 Group Financial Statements 475,000 575,000 1.800 575,000 Frank Weber Andreas Wendt 500,000 Pieter Nota 475,000 Nicolas Peter cated to the departmental targets. Departmental targets can be department-specific targets or contributions to shared tar- gets measured individually for each department. The remain- der of the target amount for the performance bonus (amount- ing to approximately 90%) should be associated with interdepartmental, non-financial targets. In this regard, around 50% of the target amount should be connected to the achievement of non-financial targets relating to environmen- tal, social and governance (i.e., ESG targets). Targets set and extent of achievement - performance component of the bonus for the financial year 2021 The targets set by the Supervisory Board for the 2021 vesting year as part of the performance component of the bonus, the weighting of the relevant criteria and the individual target achievement are summarised in the tables below. In order to determine the extent to which targets were achieved in 2021, the Supervisory Board assessed the departmental targets, on the one hand, and the interdepart- mental targets, on the other hand, within a target achieve- ment corridor with a partial performance factor between 0 (corresponding to a target being 0% achieved) and 1.80 (corresponding to a target being 180% achieved, the high- est possible percentage). The performance factor for the bonus was determined from the two partial performance factors, with a weighting of 10% for the departmental tar- gets and 90% for the interdepartmental targets. With regard to the interdepartmental targets, 50% of the weighting is for non-financial environmental, social and governance (ESG) targets, and 40% is for other non-financial targets. In order to determine the extent to which targets were achieved, the Supervisory Board assessed the leadership performance of the individual members of the Board of Man- agement and the overall performance of the Board of Man- agement as a whole. With regard to the departmental tar- gets, the Supervisory Board assessed the individual performance of each member of the Board of Management. 287 BMW Group Report 2021 To Our Stakeholders 1,890,000 855,000 855,000 1,035,000 1,035,000 855,000 900,000 1,050,000 Earnings factor amount in € 3.0 5.3 11.0 12.4 180% 1,800 Group post-tax return on sales in % 3.0 5.6 9.0 11.2 OVERVIEW OF EARNINGS COMPONENT OF THE BONUS FOR THE FINANCIAL YEAR 2021 Member of the Board of Management Oliver Zipse Ilka Horstmeier Milan Nedeljković of bonus in € Proportionate target bonus Earnings component Combined Management Report Profit attributable to shareholders of BMW AG in € billion Group Financial Statements Remuneration Report Interdepartmental ESG targets Interdepartmental other non-financial targets Entire Board of Management¹ Joint departmental targets All members of the Board of Management² Oliver Zipse Target set Innovation performance (environmental) OVERVIEW OF DEPARTMENTAL TARGETS FOR THE PERFORMANCE COMPONENT OF THE BONUS FOR FINANCIAL YEAR 2021 Develop the Company's reputation e.g. (corporate culture, promoting integrity and ensuring compliance) Transformability (investment in training and further education, sustainability) Leadership performance (employee satisfaction) Expand market position Innovation performance (economic) Customer orientation (product, customer service quality) Development of reputation (e.g. awareness in the capital market, brand strength) Contribution to meeting growth and profitability targets Leadership performance in the department Achievement of departmental diversity targets Preventive activities in ensuring compliance Employer attractiveness ← = Q Other Information Remuneration Report Other Information ← = Q With regard to the interdepartmental targets, the Supervi- sory Board deliberately considered the Board of Manage- ment as a team and assessed the performance of all the members of the Board of Management as a whole. The Supervisory Board's decision-making process is based on a detailed, documented analysis of performance as measured against all the agreed criteria, as well as in-depth discus- sions at Personnel Committee and full Supervisory Board level. As a basis for its assessment, the Supervisory Board was guided, in particular, by the quantitative and qualitative metrics defined in the corporate planning that had been done before the beginning of the financial year. These met- rics include, for example, key indicators such as vehicle sales, segment shares and the share of sales for electrified vehicles, as well as other metrics for assessing sustainability performance, R&D rate, the quality of the customer experi- ence compared to the competition, investments in training and further education, targets for diversity in the workforce and the results of employee surveys. The results of compar- ative studies and calculations were also used to assess indi- vidual metrics. In addition to a review of performance in 2021, the Supervisory Board carried out a trend review cov- ering several financial years. In doing so, it assessed the effects of decisions, measures and the overall course set in previous financial years on the financial year 2021 and, by way of a forecast, also estimated the significance of the per- formance in 2021 for the future development of the company. OVERVIEW OF TARGETS OF THE PERFORMANCE COMPONENT OF THE BONUS FOR THE FINANCIAL YEAR 2021 10% Departmental targets¹ 40% Other interdepartmental non-financial targets² 1 Individual assessment for each member of the Board of Management. 2 Collective assessment of the Board of Management as a team. 50% Interdepartmental ESG targets² 288 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Corporate Governance Earnings factor Actual achievement value in % value EARNINGS COMPONENT Share-based payment Strategic focus target component² PERFORMANCE COMPONENT 50% OF TARGET AMOUNT EARNINGS FACTOR 50% OF TARGET AMOUNT Share-based payment RoCE component² PERFORMANCE FACTOR x - Earnings factor is derived from an allocation matrix based on the parameters "profit attributable to shareholders of BMW AG" and "Group post-tax return on sales" in the vesting year. - Earnings factor may not exceed 1.8. - Performance factor consists of -50% cross-divisional targets with ESG criteria, -40% other cross-divisional targets, -10% individual departmental targets. - Performance factor may not exceed 1.8. (1) Bonus for the 2021 financial year Overview BONUS (MAX. 180% OF TARGET AMOUNT) ² Each represents approx. 26-27% of variable target remuneration. 1 Each represents approx. 23-24% of variable target remuneration. Earnings component¹ 60,303 997,803 The amount of the basic remuneration depends on the indi- vidual's respective function on the Board of Management and the duration of their tenure on the Board of Manage- ment or their appointment period, as applicable. The fringe benefits include, in particular, insurance benefits, non-cash benefits from vehicle use and use of telephones and computers, health care, employee discounts and subsi- dies for safety equipment. In addition, the Supervisory Board can approve payments to newly appointed members of the Board of Management in order to compensate them for loss of salary from a previous employment relationship and/or to cover relocation costs. No such approvals were issued in the 2021 financial year. b) Variable remuneration for the 2021 financial year The variable remuneration for the 2021 financial year con- sists of the bonus and the share-based remuneration. The bonus consists of the earnings and performance compo- nents, and the share-based remuneration (personal cash investment amount) consists of the RoCE component and the strategic focus targets component. The performance cri- teria for the variable remuneration paid to members of the Board of Management are based on the Group's key strate- gic financial and non-financial targets and performance indi- cators, and sustainably promote the Group's development. When determining specific target values, the Supervisory Board takes into account, in particular, long-term corporate planning and business development planning for the follow- ing year. These plans are prepared by the Board of Manage- ment and submitted to the Supervisory Board for approval. For details of the strategic relevance of the individual remu- neration components, see also above Overview of remuneration system. 285 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q OVERVIEW OF VARIABLE TARGET REMUNERATION OVERVIEW OF THE COMPOSITION OF THE BONUS Bonus Performance component¹ Bonus The bonus consists of an earnings component and a perfor- mance component. If 100% of the target is achieved, the share of the bonus attached to each component is 50% of the individual target amount of the bonus. The bonus amount is capped at 180% of the individual target amount. The bonus is paid following the Annual General Meeting at which the annual financial statements for the vesting year are pre- sented. Earnings component of the bonus The earnings component of the bonus rewards the perfor- mance of the business in the vesting year, as measured by the financial indicators "Profit attributable to shareholders of BMW AG" and "Group post-tax return on sales". For this pur- pose, the Supervisory Board adopts an allocation matrix before the start of the vesting year, from which an earnings factor is derived based on the values achieved. For both indicators, the Supervisory Board defines a mini- mum value, a target value and a maximum value before the start of the vesting year. If one of the minimum values is not reached, the earnings factor is zero (corresponding to a tar- get achievement of 0%). If both target values are reached, BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Targets set and extent of achievement - earnings component of the bonus for the 2021 financial year The targets set and the extent to which they have been achieved, as well as the specific amounts associated with the earnings component of the bonus for the 2021 financial year, are shown in the following tables. In the financial year 2021, BMW AG's share of profit attributable to shareholders was € 12.4 billion, and the Group post-tax return on sales was 11.2%. Both key indicators exceeded the maximum val- ues defined for the assessment of the earnings component, so the earnings factor has been capped at the maximum value of 1.800 (corresponding to a target achievement of 180%, the highest possible percentage). Performance component of the bonus The performance component of the bonus rewards the achievement of certain non-financial targets. Before the beginning of the financial year, the Supervisory Board sets these targets in the form of various non-financial perfor- mance criteria and associated metrics. The performance cri- teria are derived primarily from the corporate strategy, long- term corporate planning and the business development planning done for the following year. The targets are divided into individual targets for the individual members of the Board of Management (departmental targets) and collective targets for the entire Board of Management (interdepartmental tar- gets). The Supervisory Board has discretion in weighting the performance criteria. Approximately 10% of the target amount for the performance bonus is intended to be allo- TARGETS SET AND ACHIEVED EARNINGS COMPONENT OF BONUS FOR THE FINANCIAL YEAR 2021 Target Minimum Performance criteria value Target value Maximum 286 Coordination of the work of the Board of Management maximum value Profit attributable to shareholders in € billion the earnings factor is 1.000 (corresponding to a target achievement of 100 %). As of the achievement of both max- imum values, the earnings factor is 1.800 (corresponding to a target achievement of 180%, the highest possible per- centage). For intermediate values, the earnings factor is derived from the matrix. EARNINGS COMPONENT OF THE BONUS: ALLOCATION MATRIX¹ Group post-tax return on sales in % 9.0 maximum value 5.6 target value 1.000 0.135 3.0 minimum value 3.0 5.3 minimum value target value 1 Simplified depiction 2 Earnings factor 2021 1.800² 11.0 Positioning with regard to proposed legislation Continue to develop the Compliance Management System Present and promote new products Promote employer attractiveness 50% 107.0% 40% 102.5 % 1.06 500,000 530,000 10% 115.6% 115.6% cash investment amounts (less taxes and duties) in BMW shares of common stock, and to hold these shares for a period of at least four years (Share Ownership Guideline). The obligation to purchase BMW shares of common stock and the multi-year holding period strengthens the entrepre- neurial long-term orientation of the Board of Management. Implementing the corporate strategy sustainably by taking appropriate decisions also creates lasting value for the shareholders, and thus regularly provides the basis for posi- tive long-term capital market performance. Due to the sub- stantial investment and the fixed holding period associated with these shares, members of the Board of Management participate in the long-term positive (and negative) develop- ment of the company, as reflected in the share price, even after their departure. 290 BMW Group Report 2021 To Our Stakeholders Combined Management Report Corporate Governance Remuneration Report (2) Share-based remuneration for the 2021 financial year As part of the share-based remuneration as a variable long- term component of remuneration, the members of the Board of Management receive a cash payment earmarked for investment in BMW shares of common stock (the "personal cash investment amount"). This amount depends on the achievement of certain financial and non-financial targets in the past financial year (vesting year). The members of the Board of Management are obliged to invest their personal 10% 503,500 475,000 Frank Weber Andreas Wendt Interdepartmental targets - ESG Interdepartmental targets - Other Departmental targets Interdepartmental targets - ESG Interdepartmental targets - Other Departmental targets Interdepartmental targets - ESG Interdepartmental targets - Other Departmental targets 50% 107.0% 40 % 102.5 % 1.06 575,000 609,500 10% 116.3% 50% 107.0% 40% 102.5 % 1.06 Other Information ← = Q Personal cash investment amount The personal cash investment amount is paid out after the Annual General Meeting at which the annual financial state- ments for the vesting year are presented. The size of this amount depends on the target amount, the RoCE achieved in the Automotive segment and the degree to which certain strategic focus targets were achieved in the vesting year. The personal cash investment amount is limited to a maximum of 180% of the target amount and is calculated as follows: FY n+1 Acquisition of shares¹ (amounting to 100 % of the payment amount) Total performance period: 5 years هلر Share performance over 4 years при FY FY FY FY n+2 n+3 n+4 n+5 Performance period: 4 years Freely available shares 1 Simplified depiction. Payment, acquisition of shares and the start of the four-year holding period occur following the Annual General Meeting at which the annual financial statements for the vesting year are presented. Taxes Nicolas Peter Performance period: 1 year Strategic Focus targets Personal cash investment amount = RoCE component + strategic focus targets component Target amount for the personal cash investment amount The target amounts for the individual members of the Board of Management for the 2021 financial year are presented in the table "Overview of share-based remuneration for the 2021 financial year", below. RoCE component of the personal cash investment amount Before the beginning of the relevant vesting year, the Super- visory Board sets minimum, target and maximum values for the ROCE in the Automotive segment in the vesting year on the basis of corporate planning, and assigns a RoCE factor to each of these values. If the minimum value is not reached, the RoCE factor is 0. If the target value is reached, the RoCE factor is 1.00. As of the achievement of the maximum value, the ROCE factor is 1.80. The RoCE component of the per- sonal investment cash amount is determined by multiplying the ROCE factor for the vesting year by 50% of the individual target amount. Strategic focus targets component of the personal cash invest- ment amount The Supervisory Board sets at least two strategic focus tar- gets before the start of the vesting year. It derives these tar- gets from the corporate strategy and corporate planning. It then sets a minimum, target and maximum value for each strategic focus target, and assigns a factor to each of these values. If the minimum value is not reached, the factor for that target is 0. If the target value is reached, the factor for that target is 1.00. As of the achievement of the maximum value, the factor for that target is 1.80. The strategic focus targets component of the personal cash investment amount is determined in a two-step process. In the first step, the fac- tor for the vesting year achieved for the relevant strategic focus target is multiplied by the share of the individual target amount attributable to this target. In the second step, the OVERVIEW OF SHARE-BASED REMUNERATION Target amount FY values determined for the individual strategic focus targets using this calculation are added together. If two strategic focus targets are set, each strategic focus target accounts for 25% of the individual target amount, unless the Supervi- sory Board decides on a different weighting. If more than two strategic focus targets are set, the Supervisory Board determines the weighting of each target. Personal cash investment amount (Cap: 180% of the target amount) Overall target achievement Weighting Target 50% ROCE 50% Payment amount 937,500 113.1% 609,500 Maintain an efficient and flexible supplier network during the Covid-19 pandemic Meet quality requirements and cost targets in the supplier network Establish a CO₂ management system in the supply chain 1 Collective assessment of the Board of Management as a team. 2 Individual assessment for each member of the Board of Management. Weighting 50% 40% 10% Ensure production flexibility for vehicle components 289 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q OVERVIEW OF TARGET ACHIEVEMENT FOR THE PERFORMANCE COMPONENT OF THE BONUS FOR FINANCIAL YEAR 2021 BMW Group Report 2021 Continue to develop automated driving and hydrogen technology Develop new vehicle architecture Ensure planned new products are handed over to production on time Staff restructuring and qualification Ilka Horstmeier Milan Nedeljković Pieter Nota Specific departmental targets Nicolas Peter Frank Weber Andreas Wendt Implement the diversity strategy Promote the strategic development of real estate management Ensure the production network is managed effectively Deliver dynamic alignment of the production structure in line with strategic factors Achieve quality targets in production Reduce carbon emissions in production Plan sales and prices, realise potential in our sales markets Prepare and successfully deliver launches of new products Expand the digital marketing and sales concepts Expand the internal control system (ICS) with regard to sales management and reporting Ensure reliable communication with capital markets Prepare the first Integrated Annual Report and further develop the ICS for non-financial key indicators Manage financial risk and secure Group financing during and after the Covid-19 pandemic Coordinate the delivery of Performance NEXT financial targets Develop attractive and exciting vehicle models Oliver Zipse Targets Interdepartmental targets - ESG Interdepartmental targets - Other Departmental targets Weighting 50% Milan Nedeljković Interdepartmental targets - ESG Interdepartmental targets - Other Departmental targets 50% 107.0% 40 % 102.5 % 1.06 475,000 503,500 10% 113.1% Pieter Nota Interdepartmental targets - ESG Interdepartmental targets - Other Departmental targets 50% 107.0% 40 % 102.5 % 1.06 575,000 113.8% 10% 10% 475,000 Average target achievement Performance factor Proportionate target bonus amount in € Performance component of bonus in € 107.0% 40 % 102.5 % 1.06 1,050,000 1,113,000 10% 118.1% Ilka Horstmeier Interdepartmental targets - ESG Interdepartmental targets - Other Departmental targets 50% 107.0% 40 % 102.5 % 1.06 503,500 997,833 475,000 900,000 MAXIMUM AND MINIMUM REMUNERATION FOR THE FINANCIAL YEAR 2021 OLIVER ZIPSE Chairman of the Board of Management since 16 August 2019 Member of the Board of Management since 13 May 2015 in € Fixed Fixed remuneration (basic remuneration] Fringe benefits remuneration Total BONUS In addition to the maximum limits for the individual compo- nents of overall remuneration, the Supervisory Board also set minimum thresholds that had to be exceeded in order for a tar- get to be achieved. If these minimum thresholds are not reached, the relevant component of the variable remuneration is not paid. ILKA HORSTMEIER Human Resources, Labour Relations Director Member of the Board of Management since 1 November 2019 PIETER NOTA Customer, Brands, Sales Member of the Board of Management since 1 January 2018 Max Min 1,950,000 1,950,000 Max 900,000 Min MILAN NEDELJKOVIĆ Production Board of the Board of Management since 1 October 2019 The total fixed maximum remuneration is less than the sum of the maximum amounts for the individual components. to cover relocation costs for new appointments are also cov- ered by the maximum remuneration. The maximum remuneration of the Members of the Board of Management for the vesting year 2021, as determined in accordance with § 87a (1) Sentence 2 No. 1 AktG includes, as fixed components, the basic remuneration for 2021, other fixed remuneration for 2021, the pension contribution, and any ser- vice cost in excess of that contribution for 2021. The maximum remuneration includes the bonus for the vesting year 2021 and the share-based remuneration as variable components for the vesting year 2021. Any special payments to compensate for loss of salary from a previous employment relationship and/or 64 3,542,803 100 3,351,609 100 3 Provisional monetary value calculated as of 2 January 2021 in accordance with German Accounting Standard 17, as amended. The final number of matching shares and/or the final cash value will only be determined when the investment obligation is fulfilled in shares of common stock of the company. " Assessment period five years in total: One year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 282 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q b) Maximum and minimum remuneration for the financial year 2021 The Supervisory Board has set upper limits on the remunera- tion of Members of the Board of Management for the 2021 financial year (vesting year) in two ways: It has set maximum limits in terms of the amount paid for all variable remuneration components and, additionally, for the total remuneration of the Board of Management members in each case. Both compo- nents of the bonus and both components of the share-based remuneration (the personal cash investment amount) are lim- ited to a maximum of 180% of the respective target amount. Max Min Max. Min. 1,890,000 0 855,000 0 855,000 0 1,035,000 Variable SHARE-BASED REMUNERATION remuneration (PERSONAL CASH INVESTMENT AMOUNT) 1 RoCE component 2,115,000 0 990,000 0 990,000 0 1,152,000 Performance component of bonus 2,145,290 0 0 900,000 19,355 19,355 47,633 47,633 1,969,355 1,969,355 947,633 947,633 900,000 43,237 943,237 900,000 43,237 943,237 1,050,000 18,525 1,068,525 1,050,000 18,525 1,068,525 Earnings component of bonus 1,890,000 0 855,000 0 855,000 1,035,000 0 61 (-) 24 60,303 2 56,319 2 Contribution to the company pension scheme 400,000 11 800,000 350,000 Total 1,397,803 39 1,206,319 36 BONUS Earnings component of bonus 2020 (-) 10 26 937,500 Fixed remuneration (basic remuneration) Fringe benefits (other remuneration) BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q TARGET REMUNERATION FOR THE FINANCIAL YEAR 2021 (2020) ANDREAS WENDT Purchasing and Supplier Network from 1 October 2018 until 31 December 2021 FY 20211 FY 2020² in € in % in € in % Fixed remuneration 255,000 8 Performance component of bonus 2020 Earnings component of bonus 2021 (-) 11 Share-based remuneration component (matching component) 2020 for holding obligation 2021-20253 (-) 62,790 2 Personal cash investment amount 20214 RoCE component Strategic focus target component Total Target total remuneration 1 Remuneration system as of financial year 2021. 2 Remuneration system applicable until financial year 2020. 572,500 16 (-) 572,500 16 (-) 382,500 2,145,000 (-) (investment component) 2020 for holding obligation 2021-2025 (-) 595,000 18 500,000 14 (-) Performance component of bonus 2021 500,000 14 (-) PERFORMANCE CASH PLAN Variable PCP 2020-2022 (-) 97,833 25 remuneration SHARE-BASED PAYMENT Cash remuneration component (-) Strategic focus target component 850,000 0 1,152,000 0 990,000 0 1,030,500 0 4,374,000 0 0 3,690,000 3,861,000 0 5,446,746 1,072,746 4,687,833 997,833 401,099 401,099 0 1,030,500 0 990,000 1,072,746 997,833 997,833 997,803 997,803 1,035,000 0 855,000 0 900,000 0 1,035,000 0 855,000 0 900,000 0 1,152,000 0 402,075 5,500,000 1,473,845 4,925,000 Pieter Nota Nicolas Peter Frank Weber Andreas Wendt remuneration) Total fixed remuneration 19,355 1,969,355 947,633 943,237 Fringe benefits (other Base salary 1,950,000 900,000 47,633 900,000 43,237 1,050,000 18,525 1,068,525 1,050,000 22,746 1,072,746 2,115,000 Milan Nedeljković 60,303 Ilka Horstmeier OVERVIEW OF FIXED REMUNERATION FOR THE 2021 FINANCIAL YEAR (IN €) 402,075 1,399,908 4,858,803 401,099 5,068,750 997,803 401,099 1,398,902 1 Assessment period five years in total: One year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 2 The pension contribution and any service cost in excess of this contribution represent the cost to the Company. This amount is not paid out to the relevant member of the Board of Management. 3 Maximum remuneration within the meaning of § 87 a (1) Sentence 2 no. 1 German Stock Corporation Act (AktG). This total upper limit is lower than the sum of the maximum amounts from the individual components. Any special payments to compensate for loss of salary from a previous employment relationship and/or to cover relocation costs for new appointments are also covered by the maximum remuneration. 284 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report ← = Q The maximum limits for each individual element of the varia- ble remuneration in the 2021 vesting year and the stipulated maximum remuneration limits were complied with in all cases Remuneration granted and owed. The remuneration granted and owed pursuant to § 162 Ger- man Stock Corporation Act (AktG) for financial year 2021 7 Remuneration granted and owed includes a payout from the Per- formance Cash Plan 2019-2021 for members of the Board of Management who were in office back in the 2019 financial year. This variable component of the remuneration system applicable for the financial years 2018 to 2020 falls under the overall caps set by the Supervisory Board for the vesting year 2019. A final assessment of compliance with the overall caps set for the 2019 vesting year will only be possible when the matching component of the share-based remuneration for the 2019 vesting year is paid out after the expiry of the four-year shareholding period in the 2024 financial year. The remuneration granted and owed for the 2021 financial year pursuant to § 162 AktG Remuneration granted and owed also includes the payment of the matching component of the share-based remuneration for the 2016 vesting year to the members of the Board of Management who were in office in that financial year. This payment was made in May 2021, after the expiry of the four-year shareholding period. This component is subject to the overall cap set for the vesting year 2016, which was complied with for the members of the Board of Management in office at that time. 4. Remuneration for the 2021 financial year Following a proposal by the Personnel Committee, the Supervisory Board determined in December 2020 the target remuneration for the members of the Board of Management for the 2021 financial year, as well as the performance crite- ria for the variable remuneration components provided for in the remuneration system. In March 2022, at the suggestion of the Personnel Committee, the Supervisory Board set or confirmed the amount of the variable remuneration compo- nents due to the members of the Board of Management for the 2021 financial year after reviewing and assessing the extent to which the targets had been achieved. a) Fixed remuneration for the 2021 financial year Each member of the Board of Management receives a fixed basic remuneration, which is paid monthly on a pro rata basis. The fixed basic remuneration ensures a minimum income appropriate to the tasks and responsibilities of a member of the Board of Management. It counteracts the temptation to take disproportionately high risks in order to achieve short-term goals, and thus contributes to the com- pany's long-term development. Oliver Zipse 60,303 Other Information 97,833 702,274 9,850,000 702,274 401,765 401,765 401,466 2,671,629 4,925,000 1,349,398 4,925,000 943,237 401,466 1,344,703 5,442,525 402,852 5,500,000 1,068,525 402,852 1,471,377 1 Assessment period five years in total: One year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 2 The pension contribution and any service cost in excess of this contribution represent the cost to the Company. This amount is not paid out to the relevant member of the Board of Management. 3 Maximum remuneration within the meaning of § 87 a (1) Sentence 2 no. 1 German Stock Corporation Act (AktG). This total upper limit is lower than the sum of the maximum amounts from the individual components. Any special payments to compensate for loss of salary from a previous employment relationship and/or to cover relocation costs for new appointments are also covered by the maximum remuneration. 283 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Maximum remuneration ³ / Minimum remuneration Corporate Governance Pension expense² 947,633 990,000 97,833 0 990,000 0 1,152,000 0 Total 8,010,000 0 3,690,000 0 3,690,000 0 4,374,000 0 Total fixed and variable remuneration 1,969,355 4,637,633 4,633,237 Remuneration Report 9,979,355 ← = Q Member of the Board of Management since 1 January 2017 FRANK WEBER Development Member of the Board of Management since 1 July 2020 ANDREAS WENDT Purchasing and Supplier Network Member of the Board of Management from 1 October 2018 to 31 December 2021 Max Min Max Max Min 1,050,000 1,050,000 900,000 900,000 937,500 937,500 Other Information 22,746 1,072,746 22,746 Finance NICOLAS PETER Min Pension expense² in € Maximum remuneration ³ / Minimum remuneration Fixed remuneration (basic remuneration) Fixed Fringe benefits remuneration BONUS Earnings component of bonus Performance component of bonus Total Variable SHARE-BASED REMUNERATION MAXIMUM AND MINIMUM REMUNERATION FOR THE FINANCIAL YEAR 2021 remuneration (PERSONAL CASH INVESTMENT AMOUNT) 1 RoCE component Total fixed and variable remuneration Strategic focus target component Total Your Company has around 10,000 IT and software specialists working on research and development for vehicle digitalisation at ten locations in Europe, Asia and the Americas. We are collaborating in the regions with major tech players, who are also our competitors. We already aim to at least double our sales of battery-electric vehicles this year com- pared to 2021. By 2025 the end of Phase II of our transformation - we aim to increase the total share of our electrified vehicles, that means battery-electric and plug-in hybrids, to more than 30%. By 2030 - the end of Phase III - more than 50% of our global deliveries to customers should be fully electric. We are gearing up the Company and our supply chains for this exponential growth in electromobility. MINI and Rolls-Royce will be exclusively all-electric from the early 2030s onwards, while all BMW Motorrad's urban models will be released with e-drives only from 2030. BMW M GmbH has also unveiled its first fully electric model, the BMW iX M60. Over-the-air updates: BMW has the largest fleet. The modern car is not only one of the most complex items we use as consumers; it is also becoming a true digital device. It should therefore come as no surprise that digi- tal business models will account for a growing share of value creation. This applies, in particular, to the Chinese market, with its many young, technophile customers. At the CES tech show in Las Vegas in January 2022, our BMW iX Flow, featuring E Ink, received rave reviews from the media and on social media. This unique technol- ogy allows the exterior to change colour. Focused on the customer and their mobility experience. Our new BMW iX and BMW i4 models are already winning over customers with their innovations and an electric range of up to 600 kilometres. With the BMW iX, we are also the first premium manufacturer to introduce the 5G mobile telecommunications standard in a production vehicle that is available worldwide. Both models are among the eight fully electric vehicle models we will have on the roads this year; by 2023, there will be a dozen. Merging the digital and the physical experience. E-mobility shifts into sport mode. Statement of the Chairman of the Board of Management New BMW 7 Series: the only luxury sedan to offer drivetrain variety. All of us at BMW are looking forward to the market launch of the new BMW 7 Series this year: progressive, digital and innovative, it is also the only luxury sedan to offer customers a choice of drivetrain variants. By the way, the most powerful variant - the BMW i7 - is fully electric. In April, we will present it in New York, Munich and Beijing, representing the major regions of the world. Our intelligent vehicle architectures enable us to offer different drivetrain variants efficiently. This benefits customers and the climate alike. We serve markets according to their individual circumstances and pace of change. In the mid-term, this will also include hydrogen fuel cell technology - because hydrogen makes it possible to store sustainably produced energy and release it just as quickly as conventional fuels. To Our Stakeholders Your Company is leveraging the opportunities and potential of global auto- motive markets. The NEUE KLASSE is our exclusively fully electric product range, which will usher in Phase III of our transformation towards emissions-free mobility. It will be built on our New Cluster Architecture (NCAR), with the three core forward-looking elements: “electric”, “digital” and “circular”. This will be the next milestone in BMW history for future products, technologies and new ways of working. The NEUE KLASSE makes a significant contribution to sustainability, by relying on the concept of circularity. NEUE KLASSE for a new age. ← = Q Other Information Remuneration Report By 2025, a quarter of our sales will probably be conducted online. That is why our Sales and Marketing is seamlessly integrating all customer touchpoints, online and offline. We are implementing future-oriented sales structures in conjunction with our retailers. That is our culture at BMW. Combined Management Report Group Financial Statements Corporate Governance _ 26 V.fiume BMW Group Report 2021 BMW GROUP To Our Stakeholders The Board of Management BMW Group Report 2021 BMW Group Report 2021 27 27 we will continue to make a difference in the future." "We see transform- ation as an oppor- tunity. As a global Impact Company, Chairman of the Board of Management Oliver Zipse Yours Together, we will continue to make a difference in the future, as a global Impact Company that creates values and generates added value. We hope you will continue to support us on our BMW way. I would like to say a sincere thank you for the financial year 2021: to you, our share- holders, all our customers, our retail organisation and suppliers - and, above all, to our 118,909 associates. The feedback we received in our Employee Survey clear- ly reflected back to us that the team stands behind the Company. Our associates believe BMW has found the right balance between stability and disruption. We see transformation as an opportunity. Many people benefit from our success: you, our shareholders, our global team and society. This year, we will be hiring new staff, both worldwide and at our home base in Germany - something a company only does when it is full of confidence. In February 2022, the BMW Group increased its share in the joint venture BMW Brilliance Automotive Ltd. (BBA) to a 75% majority stake. With full consolidation of BBA in the BMW Group Financial Statements, we are taking your Company into the next dimension as a global company. The Chinese market is a driving force for digital trends. This move will bring us even closer to customers there and enable us to keep our finger on the pulse. Your Company is financially and economically stronger than ever. This allows us to operate independently and invest in our own future. This is certainly something we can continue to build on. Dear Shareholders, the Board of Management Statement of the Chairman of ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders 26 25 Statement of the Chairman of the Board of Management Our main plant in Munich will be 100 years old this year. To mark the centenary, we are smoothly transitioning to 100% electric during ongoing production. With its new vehicle assembly, the plant will be capable of producing only fully electric models from 2026 onwards in line with demand. In parallel, we are also working on emis- sions-free transport logistics. That is what transformation looks like on the ground. We deliver on our promises - and can back them up. In 2021, your Company once again met the European Union's CO₂ targets – even clearly outperforming the legal requirements by approximately 10 g/km. You can rest assured that we will also meet our CO, requirements for 2030. - Building credibility by keeping promises. Since most of our CO₂ emissions today are produced during the use phase, we have raised the bar in this area: By 2030, we will reduce CO2 emissions by more than 50% from 2019 levels. Our targets apply worldwide, including the extra 10% from the SBTi framework added to fuel consumption figures and including CO₂ emissions from fuel production and electricity generation. This will in turn also reduce our life cycle carbon footprint – from the ore mine to kilometres driven on the road – by more than 40%. We are the first German automotive manufacturer to join the "Business Ambition for 1.5° C" campaign launched by the Science-Based Targets initiative (SBTI). This means our road to climate neutrality follows a scientifically validated and trans- parent path. _ We have announced clearly defined targets for 2030 that show how we will continue to lower CO₂ emissions. As our shareholders, you know that your Company always takes a holistic approach. We are therefore substantially reducing our environmen- tal footprint in a measurable way throughout the entire value chain - during the use phase, in production and in the upstream supply chain. Here, we are adopting a ten- year perspective because this is a manageable time frame, in which we can take responsibility for measures ourselves. We do not believe in empty promises. We are able to report at any given time on how we are performing in all three sustainability scopes. Holistic sustainability based on concrete targets. This is a complex task, and we will continue to learn. Our second Integrated Report for the financial year 2021 reflects this learning process. The "Integrated Strategy of the BMW Group" section provides a qualified insight into how strategy and our man- agement of the Company are intertwined. ← = Q Other Information Remuneration Report In production, well-designed individual steps ultimately contribute to overall sustain- ability as well: as promised, production at all our locations has been carbon neutral on balance since 2021. Our electric motors no longer require rare earths. We use only green power to produce batteries for our electrified vehicles - as do our battery cell suppliers. Our batteries are also almost fully recyclable. All of this is relevant for ramping up electromobility. After all, this year, every one of our plants in Germany will already be producing electric vehicles. Corporate Governance Combined Management Report To Our Stakeholders BMW Group Report 2021 23 23 itself with the BMW i Vision Circular." future topic of circularity for "BMW has clearly defined the next big This is a new step for us - consistent and irreversible. Integrated reporting is a pro- cess that involves and challenges the whole Company. It requires integrated thinking: what is the impact of a decision as a whole – from both a business and an environmental perspective, in the short term, mid-term and in the long term? Milan Nedeljković We lead the way in the German automotive industry with our integrated reporting of the Company's financial and non-financial performance. Your Company presents its second Integrated Report. Group Financial Statements Change makes us resilient. We never stand still – because we are constantly refining our business model. This strengthens our resilience, building on a solid foundation created by profitability and sustainable action. We believe the two go hand in hand and are mutually dependent. Confident even in uncertain times. We have mastered both competence development from the ground up and how to transform existing plants into cutting-edge locations for electromobility. Examples of this are our two "bookends": our oldest plant, Munich, and our future plant in Hungary. We are expanding our production network globally and in a targeted manner. For instance in China: in Shenyang, we will be opening a new plant in Tiexi this year and expanding the plant in Dadong. Transformation takes place not just on greenfield sites or around the confe- rence table - but on the ground at our plants. We also responded extremely flexibly to semiconductor supply bottlenecks. This is a stress test we have withstood together. All business units are working hand in hand to minimise the impact and adjust production to the situation. Our stable and trust- based relationships with suppliers have proved especially valuable in this respect. We can expect, and are preparing for, the global supply situation for vehicle components to remain difficult in 2022. Dealing with the effects of the coronavirus pandemic demanded a lot of us in 2021. In typical BMW tradition, and in the spirit of Herbert Quandt, the Company and its employee representatives once again found flexible solutions. The vaccination cam- paign we launched together is a good example of this. For our locations in Germany, we have made the BMW pension scheme even more attractive and increased the level of benefits. At the plant in Leipzig, work hours have been brought into line with our Bavarian locations. This shows our sense of community at BMW in difficult times. locations for electromobility." into cutting-edge the ground up and how to transform existing plants both competence development from "We have mastered Statement of the Chairman of the Board of Management ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 24 Your Company operates at the intersection of conflicting forces, where conditions are not only demanding, but also highly complex. The situation is becoming more and more differentiated from one region of the world to another, with a highly dynamic rate of change. In this context, it is more important than ever to anticipate require- ments in the early stages, plan for various scenarios and manage risks effectively. - Staying flexible and pivoting quickly. success. The BMW brand is back on top of the global premium segment - and we intend to keep it that way. BMW and Rolls-Royce achieved new all-time highs, as well as BMW Motorrad. Global market share is also an important currency in our industry. As a premium manufacturer, we increased our share of the global market to 3.4% during the coronavirus pandemic – and with a further increase in profitability. Sales in key individual markets and regions – China, Europe and the US grew significantly in some cases. Our Financial Services Segment also made a major contribution to our - Looking forward confidently even in uncertain times. This characterises your Com- pany. Our products are in high demand: More than 2.52 million customers took delivery of a BMW Group vehicle in 2021 - 8.4% more than the previous year. This number includes almost 330,000 electrified vehicles – an increase of 70 %. In 2022, as a sort of counterpart to our main plant in Munich, we will also be laying the foundation stone for our newest plant in Hungary. The first vehicles for the NEUE KLASSE will come off the production line in Debrecen in 2025. Member of the Board of Management, Dialogue with Stakeholders Pieter Nota STAKEHOLDER GROUPS AND FORMS OF DIALOGUE ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 30 The volume of non-liquid pension plan assets invested in our various impact funds continues to grow according to sched- ule. The investments made to date in this area relate not only to climate protection, but also to other Sustainable De- velopment Goals (SDGs) set by the UN. In 2021, the focus of investment was on making cities more sustainable and ad- dressing the consequences of climate change. In addition, standard benchmarks for measuring the invest- ment performance of liquid assets were revised again in 2021 with the aid of ESG-oriented indices. Outlook We currently record carbon emissions associated with all our equity investments and a significant proportion of our fixed-income assets. The relevant emissions data are includ- ed in the TCFD Report relating to our UK pension plan, which is required to be prepared annually in line with legislation that came into force in 2021 for larger-scale UK pension schemes. Against the background of the Paris Climate Agreement, pol- icymakers in Europe are also increasingly addressing the is- sues of climate protection and sustainability. For example, the EU Action Plan for Sustainable Finance aims to direct capital flows towards sustainable economic activities. A key element of the EU Action Plan is the introduction of a stand- ardised system to classify what is sustainable and what is not.EU Taxonomy cesses. Financial market presence with sustainability credentials Regular, in-depth communication with the capital market has always been given a high priority within the BMW Group. In the meantime, sustainability has become a decisive cri- terion on financial markets. Furthermore, investors and fi- nancial analysts alike are increasingly considering environ- mental, social and governance (ESG) aspects in their investment recommendations and decision-making pro- In the interest of transparency, the BMW Group always dis- closes the most important association memberships on its website BMW Group List of Memberships. At the beginning of 2021, the BMW Group assumed the presidency of ACEA, the Association of European Automo- bile Manufacturers (Association des Constructeurs Eu- ropéens d'Automobiles). In December 2021, it was confirmed that the BMW Group will continue to chair the association for a further year (2022). 7 BMW Group Lobbying Policy Apart from its own activities in the area of public policy de- velopment, the BMW Group is a member of numerous asso- ciations in various countries. Membership is voluntary in the majority of cases, although there are some situations in which it is necessary to join associations in order to comply with legal requirements. The BMW Group maintains an active, open and transparent dialogue with representatives of politics, trade unions, asso- ciations and non-governmental organisations (NGOs). The aim is to play a constructive and transparent role in helping shape the general political framework regarding the Group's business activities. Participation in public policy development and work in associations Dialogue with Stakeholders ← = Q Other Information Since 2019, sustainability criteria have also been a major factor for the BMW Group's pension fund investment strate- gy. The current focus is on measuring the carbon footprint of significant parts of these assets on the one hand and the risks attached to their future performance on the other. The BMW Group aims to achieve carbon neutrality with respect to its pension plan assets by 2050 at the latest. The BMW Group will continue to interact closely with its stakeholders in 2022. The continual dialogue with investors and financial analysts on sustainability-related topics will be continued. Apart from direct dialogue, the BMW Group's participation in (virtual) SRI/ESG roadshows and conferences is again planned. Moreover, plans are in place for the coming year to expand the scope of recording the carbon emissions associated with our investments, with the primary aim of reliably assessing and transparently documenting the compatibility of our in- vestments with the climate goals enshrined in the Paris Agreement. To the extent possible, our aim is to take account of non-liquid investments in the Group's reporting on sus- tainability, or at least for all such investments to be reviewed from a sustainability perspective. That is our internal compass. It guides us - even now, through the many changes we must navigate as a BMW Group team - with focus and self-assurance. Transform- ation is part of our DNA - and we all aspire to lead the way. We presented our most recent example of this last year at the IAA Mobility in Munich: the BMW i Vision Cir- cular, a car that moves body, heart and mind. With this extraordinary Vision Vehicle, BMW has clearly defined the next big future topic of "circularity" for itself. Imagine what we could achieve if we begin thinking consequently about circularity at both business and macroeconomic levels - and across industries. Civil society and NGOs Local stakeholders Media Political decision makers and associations Networks Suppliers Business partners Employees Capital market Face-to-face meetings / dialogue, responding to enquiries Discussions with local residents, plant tours, press engagements Dialogue within the context of press trips, press releases, information events on new products, test drives, trade fairs Visiting universities and colleges, talks, discussions, dialogue events with students Available to answer questions from policymakers and provide information to political decision makers on relevant topics from the company's perspective Participation of Company experts in committees and working groups, memberships of initiatives and associations Dialogue with sales organisations and coordinating units of importers Dialogue in the context of industry initiatives, joint events, training courses, presentations, supplier risk assessments Dialogue, conferences and technology workshops with investors and analysts Dialogue with employees and managers, employee surveys, idea management, internal media Customers Surveys (including a corporate reputation study), social media, trade fairs, mass media 7 GRI 102-40, 102-43 dialogue in Group BMW The BMW Group will continue developing its own dialogue options on an ongoing basis. We also intend to broaden the scope of internal dialogue with employees in 2022 (Employ- ees and society). In addition, we plan to participate in a variety of public discussion formats going forward. Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Combined Management Report To Our Stakeholders BMW Group Report 2021 28 THE BOARD OF MANAGEMENT Member of the Board of Management, Customer, Brands, Sales Human Resources, Labour Relations Director Member of the Board of Management, Member of the Board of Management, Finance Nicolas Peter Ilka Horstmeier Chairman of the Board of Management Member of the Board of Management, Purchasing and Supplier Network Joachim Post Oliver Zipse Member of the Board of Management, Development Frank Weber MOTOR CARS LTD ROLLS-ROYCE MINI M ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Group Financial Statements Production Corporate Governance Other Information To Our Stakeholders BMW Group Report 2021 29 29 BMW Group Dialogues are usually held in the BMW Group's key sales regions of North America, Europe and Asia on an annual basis. The results of these stakeholder dialogues are documented and incorporated in the Group's strategic considerations GRI-Index: 102-21. 7 BMW Group Dialogues are one of the main formats for interact- ing with stakeholders and have been held regularly since 2011. Major topics covered in recent years have included electric mobility, corporate citizenship, urban mobility, envir- onmental and social standards within the supply chain, and circularity, i. e. the transformation from a linear to a circular economy with increasingly closed material cycles Resource efficiency, circular economy and renewable energy. The BMW Group Xchange encompasses all the well-estab- lished forms of events organised by the Group, such as the BMW Group Dialogues, the rad°hub and the FUTURE FORUM, providing the appropriate platforms to encourage an intensive dialogue with a variety of target groups. Ensuring a sufficient supply of critical raw materials BMW Group Xchange Consistency between supply-side and demand-side de- carbonisation policies Realistic relationship between emissions targets and emissions measurement methods · Support for new efficiency-enhancing technologies Continued development of the regulatory framework for automated driving and digital networks Emissions limits without excluding individual drive tech- nologies and vehicle concepts Responsible leadership Sustainable financing and the EU taxonomy Environmental and social standards and respect for human rights in the supply chain, particularly regarding the pro- curement of raw materials for electric mobility applications Social responsibility for employees Circularity and circular design, the use of secondary ma- terials, particularly in relation to battery recycling The Paris Climate Agreement and climate neutrality of the BMW Group by 2050 The BMW Group's interaction with stakeholders includes top- ics brought to its attention by stakeholders as well as those in which it proactively engages in dialogue. This combination gives rise to a comprehensive range of interlinked topics: 7 GRI 102-44 Material topics in 2021 Our commitment to stakeholder engagement is set out in the 7 BMW Group Stakeholder Engagement Policy, which outlines both the dialogue objectives and the criteria for identifying and priori- tising stakeholders. A variety of suitable dialogue formats and forms of communication are described in internal guide- lines. Key topics and formats are summarised below 7 GRI 102-42, 102-43, 102-46. The BMW Group operates on a global scale in a highly inter- connected world. Its business activities have a major impact on the environment in which it operates and can have both a direct and an indirect bearing on the interests of a wide var- iety of stakeholders. Conversely, societal trends and devel- opments can influence many aspects of the Group's busi- ness activities. Against this backdrop, the BMW Group maintains a continuous dialogue with its stakeholders world- wide. Stakeholder engagement DIALOGUE WITH STAKEHOLDERS Dialogue with Stakeholders ← = Q Remuneration Report The BMW Group exists because we move body, heart and mind. Academia Your Company has held its own in the marketplace for over 100 years. Yet, far more important than that is staying resolutely focused on the future – with the support and backing of a motivated team, shareholders and stakeholders. All of you want to know why the BMW Group should continue to exist 100 years from now. We make a difference. BMW Group: The Impact Company. OF MANAGEMENT STATEMENT OF THE CHAIRMAN OF THE BOARD the Board of Management Statement of the Chairman of ←三〇 Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 21 We want to make a difference. To create the values our customers ask for. To gener- ate meaningful added value. That is part of our responsibility - because our society depends on people's mobility and benefits from it. Oliver Zipse Chairman of the Other Information 22 - Board of Management That is what enables it to stay the course, to rely on its own strengths, to withstand the headwinds and to constantly reinvent itself. This applies in particular, and in its own unique way, to the current transformation. A company needs to know what it stands for. LADIES AND GENTLEMEN: the Board of Management Statement of the Chairman of ← = Q DEAR SHAREHOLDERS, Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 100% target value 45 maximum value ROCE in the Automotive segment in % → Target achievement: 180 % Target achievement minimum value 50% → Target achievement: 91 % 100 maximum value Actual value 2021 115.9 114 target value 125 minimum value CO₂g/km 1 According to the WLTP test procedure. With effect from September 2018, all vehicles in the EU must be approved in accordance with the new WLTP testing cycle. However, the European Commission did not switch the calculation of fleet carbon emissions to WLTP until 2021. Therefore, up to and including 2020, a recalculation of the WLTP fleet emissions to NEDC values was necessary for reporting purposes. 16 0% 10 Targets set and extent of achievement for the ROCE component for the 2021 financial year 180% Targets set and extent of achievement for the strategic focus targets component for the 2021 financial year 12.7%/+47.2 percentage points). This was driven in large part by increasing EBIT compared to the previous year. A reduction in capital employed, and specifically the reduction in average inventory during the financial year, was another contributing factor. This was due, in particular, to the rapid recovery of operational business from the consequences of the coronavirus pandemic and the positive price effects for new and pre-owned vehicles caused by the shortage of sup- ply due to the tense supply situation for semiconductors. ROCE in the Automotive segment for the financial year 2021 is defined as segment profit before financial result, divided by the average capital employed in the segment. The Super- visory Board has determined the following values for the vesting year 2021: Minimum value: 10%, Target value: 16%, Maximum value: 45%. The RoCE achieved for the 2021 financial year was 59.9%, meaning that the maximum value set for the purposes of assessing the value of the RoCE com- ponent was exceeded and the RoCE factor for the calculation of the personal cash investment amount is 1.80 (its maxi- mum value). The target was set by the Supervisory Board in December 2020 on the basis of long-term corporate plan- ning. RoCE for the Automotive segment increased signifi- cantly in the 2021 financial year, to 59.9% (2020: Target achievement ← = Q Other Information Remuneration Report Corporate Governance 150% Group Financial Statements To Our Stakeholders BMW Group Report 2021 291 Target achievement 0% TARGETS SET AND EXTENT OF ACHIEVEMENT REDUCTION OF FLEET CARBON EMISSIONS (EU)¹ 200% Actual value 2021 59.9 Combined Management Report 292 remuneration To Our Stakeholders 14 Share-based remuneration component (matching component) 2015 for holding obligation 2016-2020 (-) (-) (-) (-) 33,423 1 (-) Share-based remuneration component (matching component) 2016 for holding obligation 2017-20214 1 Personal cash investment amount 20215 RoCE component 2,115,000 24 Strategic focus target component 1,089,813 12 76,941 BMW Group Report 2021 759,942 (-) Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q With regard to reducing fleet carbon emissions according to WLTP, the Supervisory Board set the following values in CO₂ g/km under WLTP for fleet consumption in Europe as thresh- old values relevant to remuneration for the vesting year 2021: Minimum value: 125 CO₂ g/km, Target value: 114 CO₂ g/km, Maximum value: 100 CO₂ g/km. The actual value for the 2021 financial year was 115.9 CO₂ g/km, so the target was 91% achieved. The CO2 fleet value achieved (after setting an ambi- tious original target), thus is below the legal limit of 125.8 CO₂ g/km by 9.9 CO₂ g/km in 2021. For sales of all-electric vehicles (BEV), the Supervisory Board set the following reference values in units for the vest- ing year 2021: Minimum value: 75,000 units, Target value: (-) 101,000 units, Maximum value: 170,000 units. The actual value for the 2021 financial year was 103,854 units, so the target was 103% achieved. 100% (-) 712,9008 13 Variable In December 2020, the Supervisory Board set the following strategic focus targets for the vesting year 2021, in accord- ance with the remuneration system: Cash remuneration component (investment component) 2020 for holding obligation 2021-2025 (-) 850,000 ― 1,890,000 Sales of all-electric vehicles (Battery Electric Vehicles, BEV); weighting in relation to personal cash investment amount: 12.5%. REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 (2020) OLIVER ZIPSE Chairman of the Board of Management since 16 August 2019 Member of the Board of Management since 13 May 2015 Fixed remuneration Fixed remuneration Fringe benefits (other remuneration) Total BONUS Earnings component of bonus 2020 Performance component of bonus 2020 Earnings component of bonus 2021 Performance component of bonus 2021 ← = Q PERFORMANCE CASH PLAN PCP 2019-2021 SHARE-BASED PAYMENT Vesting year 2021 Earlier vesting years in €1 in €3 FY 2021 as a % of total remuneration Vesting year 2020 in €2 PCP 2018-2020 Earlier vesting years Other Information Corporate Governance 1.014 861,900 500,000 361,900 (-) (-) (-) (-) Remuneration Report 850,000 (-) 861,900 861,900 299 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements 1.014 in €3 FY 2020 as a % of total remuneration 1,950,000 (-) 27 (-) (-) 22 (-) 1,113,000 13 1,449,000 (-) 277,584⁹ 5 (-) 498,4498 6 200% 180% TARGETS SET AND EXTENT OF ACHIEVEMENT ROCE Sales of plug-in hybrid vehicles (PHEV); weighting in relation to personal cash investment amount: 12.5%. (-) (-) (-) (-) (-) 19,355 (-) 22 0.2 1,800,000 (-) 34 66,256 (-) 1 1,969,355 23 1,866,256 35 (-) (-) 239,760 (-) 4 Reduce CO2 fleet emissions in the EU according to WLTP; weighting in relation to personal cash investment amount: 25%. Total variable remuneration Vesting year 2021 or earlier vesting years 81 or 19 575,390 (-) (-) 358,862 (-) 18 Share-based remuneration component (matching component) 2015 for holding obligation 2016-2020 (-) (-) (-) (-) Т Share-based remuneration component (matching component) 2016 for holding obligation 2017-2021 (-) (-) (-) I Personal cash investment amount 20214 RoCE component (-) 990,000 4 (-) (-) 33 855,000 (-) 22 (-) (-) 503,500 143,650 (-) (-) (-) (-) (-) (-) (-) (-) (-) 13 684,250 25 (-) 96 or 4 2,043,706 (-) 100 Remuneration according to § 162 German Stock Corporation Act (AktG) Service cost 5 Total amount received incl. service cost 6 3,949,908 401,765 4,351,673 143,650 100 100 > 3 Remuneration for prior vesting years if, as of the balance sheet date, the activity underlying the remuneration component has been fully performed, and all conditions for the entitlement are met. " Assessment period five years in total: One year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 5 The pension expense in accordance with IAS 19 reflects the expense recognised by the BMW Group; this amount was not paid out in the financial year. 6 Corresponds to the previous disclosure of amounts received in accordance with the model tables in the version of the German Corporate Governance Code dated 7 February 2017. For the purposes of compliance with the maximum specified remuneration limit, only the service cost and the remuneration for the vesting year are to be taken into account. The defined maximum remuneration for the vesting year 2021 is € 4,925,000; the remuneration for the vesting year 2021 including service cost is € 4,208,023, which is below the maximum remuneration. 1 Remuneration system from financial year 2021. 2 Remuneration system applicable until financial year 2020. 2,043,706 352,433 2,396,139 (-) 3,806,258 57 (-) Strategic focus target component 510,125 Total variable remuneration Vesting year 2021 or earlier vesting years 2,858,625 (-) 143,650 13 (-) Remuneration for vesting year 2021 or earlier vesting years (-) 72 or 4 1,156,332 (-) 57 Total variable remuneration 3,002,275 76 1,156,332 (-) 6,207,813 (-) (-) 1 Remuneration system from financial year 2021. 2 Remuneration system applicable until financial year 2020. 3 Remuneration for prior vesting years if, as of the balance sheet date, the activity underlying the remuneration component has been fully performed, and all conditions for the entitlement are met. 4 The number of shares purchased in 2017 with the 2016 cash remuneration component (investment component) amounted to 2,771 (purchased on 12 May 2017 at a price of €87.50). The 2016 matching component was paid out in cash in May 2021. The number of mathematical matching shares for calculating the equivalent value in cash amounts to 923 (holding period expired on 11 May 2021). Reference price for calculating the equivalent value of the matching shares: € 83.36. 5 Assessment period five years in total: One year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 6 The pension expense in accordance with IAS 19 reflects the expense recognised by the BMW Group; this amount is not paid out. 7 Corresponds to the previous disclosure of amounts received in accordance with the model tables in the version of the German Corporate Governance Code dated 7 February 2017. For the purposes of compliance with the maximum specified remuneration limit, only the service cost and the remuneration for the vesting year are to be taken into account. The defined maximum remuneration for the vesting year 2021 is € 9,850,000; the remuneration for the vesting year 2021 including service cost is € 8,879,442, which is below the maximum remuneration. 8 An advance payment in the amount of € 712,900 was paid out from the PCP 2019-2021 in 2020. 100 9 An advance payment in the amount of € 566,666 was paid out from the PCP 2018-2020 in 2019. 300 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ^ ← = Q 5,338,865 502,626 5,841,491 8,752,558 702,274 9,454,832 71 or 7 2,448,702 1,023,907 (-) 46 or 19 Total variable remuneration 6,783,203 77 3,472,609 100 65 8,177,168 575,390 93 or 7 4,314,958 1,023,907 Remuneration according to § 162 German Stock Corporation Act (AktG) Service cost Total amount received incl. service cost? Remuneration for vesting year 2021 or earlier vesting years (-) REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 (2020) Human Resources, Labour Relations Director in €³ FY 2020 as a % of total remuneration (-) 39 47,633 (-) 1 87,374 Earlier vesting years (-) 24 887,374 4 43 (-) (-) 113,220 (-) 6 947,633 ILKA HORSTMEIER Vesting year 2020 in €² 800,000 900,000 Member of the Board of Management since 1 November 2019 Fixed remuneration Fixed remuneration Fringe benefits (other remuneration) Total BONUS Earnings component of bonus 2020 Performance component of bonus 2020 Earnings component of bonus 2021 Performance component of bonus 2021 23 PERFORMANCE CASH PLAN PCP 2019-2021 Variable SHARE-BASED PAYMENT remuneration Cash remuneration component (investment component) 2020 for holding obligation 2021-2025 FY 2021 Vesting year 2021 in € 1 Earlier vesting years in €3 as a % of total remuneration PCP 2018-2020 361,900 50% 861,900 (4,374) (6,736) 13,614 (-) 2,504 11,110 (8,650) (-) (4,696) (3,954) 10,935 (-) 2,285 8,650 (1,174) (-) (1,174) (-) 3,459 (-) (-) (11,110) 1,142 (22,418) (23,616) 58,560 2,771 17,294 44,037 (5,684) (-) (4,696) (988) 7,969 (-) 2,285 5,684 (-) (-) (-) (-) 1,142 0 2,285 1,174 (782) 5. Milan Nedeljković Retirement benefits 6. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report BMW Group Report 2021 294 1,561,494 123,088 143,125 147,419 143,125 260,488 286,250 Shareholding rules The members of the Board of Management in office as at 31 December 2021 hold a total of 58,560 BMW shares of com- mon stock which they are required to hold in accordance with the terms of the share-based remuneration programmes for the financial years 2017-2020. The share-based remuneration (investment component) for the vesting year 2020 was paid out in 2021, immediately after which the BMW shares of common stock were acquired. SHARES OF BMW COMMON STOCK HELD BY INDIVIDUAL MEMBERS OF THE BOARD OF MANAGEMENT SUBJECT TO HOLDING REQUIREMENTS IN CONNECTION WITH SHARE-BASED REMUNERATION FOR THE FINANCIAL YEARS 2017-20201 (-) (782) (-) 3,067 2,285 782 (16,637) (1,997) (6,696) (1,997) (11,938) 2,771 4,508 16,637 period in the Share portfolio as at financial year 31 December 2021 Additions in the financial year² Share portfolio as at 1 January 2021 End of the holding Ilka Horstmeier Oliver Zipse 18,374 1,030,500 (59,341)³ As regards pension commitments, retired members of the Board of Management are entitled to retirement benefits at the age of 62 at the earliest. The amount of the benefits to be paid is determined on the basis of the amount accrued in each Board member's individual pension savings account. This figure is in turn based on the annual contributions and an annual interest rate depending on the form of investment. The payment is made as a lump sum or in annual instal- ments at the discretion of the member of the Board of Man- agement. For entitlements arising before 2016, there is an option to receive payment as a lifelong pension or in a com- bined form. In the event of the death of a member of the Board of Management entitled to benefits before the occur- Andreas Wendt (655,460) (175,000) 1,100,507 402,075 Frank Weber (3,134,163) (351,746) 3,731,163 401,099 Nicolas Peter (1,157,145) (354,680) 1,632,365 402,852 Pieter Nota (1,830,168) (352,121) 2,441,046 401,099 401,466 3,379,883 (2,863,441) Share-based remuneration (personal cash investment amount) for the 2021 financial year (to be paid out in 2022) Bonus for the 2021 financial year (to be paid out in 2022) Thus, in addition to the fixed remuneration components, the following variable remuneration components are reported as remuneration granted for the 2021 financial year within the meaning of $162 of the German Stock Corporation Act (AktG): ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 296 accrual of entitlement (e.g. the expiry of assessment peri- ods or the non-occurrence of forfeiture conditions) have occurred. 1 Disclosures for the previous year include amounts relating to members of the Board of Management who left office during the financial year 2020. Total1 (18,289,989) (2,615,352) 18,883,016 3,112,630 (351,746) Milan Nedeljković (1,391,936) (352,433) ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 295 For members of the Board of Management in office in the financial year 2021, expenses for post-employment benefits of € 3.1 million (2020: € 2.6 million) were incurred. These be in an equivalent position, are entitled to acquire vehicles and other BMW Group products and services at conditions that also apply to BMW pensioners and to lease BMW Group vehicles in accordance with the guidelines applicable to sen- ior heads of departments. Retired Chairmen of the Board of Management also have the option of using the BMW car ser- vice, subject to availability and at a charge. Members of the Board of Management who retire immedi- ately after their service on the Board, or who are deemed to rence of the insured event, a surviving spouse or registered partner is entitled to a survivor's benefit; otherwise, surviv- ing children are entitled to a survivor's benefit depending on their age and level of education. In the event of death or invalidity, a minimum benefit in the amount of the potential annual pension contributions that could have been made up to the age of 60 is approved. This benefit cannot exceed ten years of contributions. 1 Includes only shares of BMW common stock acquired using the cash remuneration component of the share-based remuneration programme for members of the Board of Management, for which the four-year holding period has not yet expired. 2 Payment of the 2020 cash remuneration component (investment component) in May 2021 with subsequent acquisition of reported BMW shares of common stock, for which the four-year holding period until 2025 applies. 3 Disclosures for the previous year on the share portfolio as at 31 December include shares held by a member of the Board of Management who left office during the financial year 2020. Total Andreas Wendt Frank Weber Nicolas Peter Pieter Nota benefits correspond to allocations to pension provisions in accordance with IAS 19. 7. Malus and clawback provisions The remuneration system applied since 2021 provides for the possibility of withholding variable remuneration (malus) and reclaiming variable remuneration already paid out (claw- back) under certain conditions. The rules allow the Supervi- sory Board to withhold or reclaim variable remuneration in the event of certain serious compliance-related violations (compliance malus and/or compliance clawback). These provisions can also be applied where variable remuneration components linked to the achievement of certain targets have been paid out on the basis of incorrect calculation bases or incorrect financial statements. Remuneration can also be withheld or reclaimed after an individual's departure from the Board of Management. The Supervisory Board has not identified any reason to with- hold or reclaim variable remuneration components in the 2021 financial year. 1,953,670 401,765 (502,626) 702,274 4,644,382 (3,701,016) Cash value of entitle- ments to pension benefits in accordance with IFRS as at 31 December 2021 Service cost in accordance with IFRS for the financial year 2021 Ilka Horstmeier in € Oliver Zipse The retirement benefits system provides for annual contribu- tions by the company with a guaranteed minimum interest rate equal to the maximum interest rate specified in the German actuarial reserve regulation (Deckungsrückstel- lungsverordnung). Commitments to pay annual contribu- tions to the company pension scheme are linked to the term of appointment as a member of the Board of Management. Pension entitlements become vested when the employment relationship has existed for one year. If a mandate is termi- nated, the defined contribution system provides, in the case of death or invalidity, for amounts accumulated on individual pension accounts to be paid out as a one-off amount or in instalments. PENSION ENTITLEMENTS The tables include all amounts received by the individual members of the Board of Management in the reporting period (“remuneration granted”) and all remuneration legally due but not yet received ("remuneration owed"). The following tables ("Presentation of remuneration granted and owed") show the fixed and variable remuneration granted and owed to the members of the Board of Management in the reporting year in accordance with § 162 AktG. Remuneration granted and owed to members of the Board of Management pursuant to § 162 of the German Stock Corpora- tion Act (AktG) 9. Dr. Wendt left the Board of Management on 31 December 2021. For the period from 1 January 2022 to 31 December 2022, the waiting allowance contractually owed to him amounts to approximately € 1.1 million. A provision was made for this. circumstances against payment of a remuneration amount. Contracts of employment provide for the pay- ment of a monthly waiting allowance in the amount of the applicable monthly basic remuneration for the dura- tion of the post-contractual non-competition clause. In accordance with the recommendation of the German Corporate Governance Code dated 16 December 2019, any severance payment is offset against the non-com- petition clause remuneration amount. The same applies to other income from third parties, except remuneration for Supervisory Board appointments approved during the term of office. The company may unilaterally waive the requirement to comply with the post-contractual non-competition clause. A one-year post-contractual non-competition clause has been agreed with the Board members under specified In the event of death or invalidity, special regulations apply regarding the early maturity of Performance Cash Plans and share-based remuneration components (matching compo- nents) based on target amounts. Where the contract of employment is terminated prematurely and the company has an extraordinary right of termination, or if the Board member resigns without the company's agreement, entitle- ments to amounts as yet unpaid relating to performance cash plans and share-based remuneration (matching com- ponents) are forfeited. The other variable remuneration com- ponents (bonus, personal cash investment amount) are set- tled on the basis of the target amounts. 8. Regulations in the event of death, invalidity and post-con- tractual non-competition clause In addition to actual amounts received, "remuneration granted" in the reporting year is also assumed if the activity on which the remuneration component is based has been fully performed by the member of the Board of Management as of the balance sheet date, and if all conditions for the 572,500 Andreas Wendt 1,500,125 114 125 25% 1.80 180% 59.90 45.00 16.00 10.00 50% segment (in %) Reduction of fleet CO2 emissions (in g/km) Sales of all-electric vehicles (BEV) in units Sales of plug-in hybrid vehicles (PHEV) in units Strategic focus targets Component- RoCE component RoCE in the Automotive Factor Target achievement Actual Value value 100 Maximum 115.9 0.91 Component Strategic focus target (PHEV) Component Strategic focus target (BEV) Component - Strategic focus target (CO2) RoCE component OVERVIEW OF SHARE-BASED REMUNERATION FOR THE 2021 FINANCIAL YEAR 0.86 86% 224,460 400,000 241,000 180,000 12.50% 1.03 103 % 103,854 170,000 101,000 75,000 12.50% 91% Target value value Weighting 200% 180% TARGETS SET AND EXTENT OF ACHIEVEMENT PHEV SALES Target achievement → Target achievement: 103 % BEV sales in units 170,000 maximum value 101,000 target value 75,000 minimum value 0% 50% Actual value 2021 103,854 100% 150% 200% 180% TARGETS SET AND EXTENT OF ACHIEVEMENT BEV SALES The personal investment cash amount for the vesting year 2021 will be paid out after the Annual General Meeting 2022, at which the Financial Statements of BMW AG for the finan- cial year 2021 will be presented. For sales of plug-in hybrid vehicles (PHEV), the Supervisory Board set the following reference values in units for the 2021 vesting year: Minimum value: 180,000 units, Target value: 241,000 units, Maximum value: 400,000 units. The actual value for the 2021 financial year was 224,460 units, so the target was 86% achieved. 150% 500,000 150% 100% 50% 0% Performance criteria Minimum TARGETS SET AND TARGET ACHIEVEMENT OF SHARE-BASED REMUNERATION FOR FY 2021 The following tables provide an overview of the targets set and extent of achievement of share-based remuneration for the 2021 financial year. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Total Combined Management Report BMW Group Report 2021 293 PHEV sales in units → Target achievement: 86% maximum value 400,000 241,000 target value 180,000 minimum value Actual value 2021 224,460 To Our Stakeholders Proportionate Member of the Board target amount 1.03 160,000 291,200 320,000 0.91 1,152,000 1.80 640,000 Pieter Nota 1,500,125 118,250 137,500 141,625 137,500 250,250 275,000 990,000 550,000 Milan Nedeljković 1,500,125 164,800 160,000 0.86 137,600 118,250 137,500 141,625 137,500 250,250 275,000 990,000 550,000 Frank Weber 118,250 1,745,600 160,000 164,800 160,000 291,200 320,000 1,152,000 640,000 Nicolas Peter 1,745,600 137,600 Performance Cash Plan 2019-2021, due to the expiry of the three-year assessment period in the 2021 financial year (payments for the vesting year 2019 to be paid out in 2022) 137,500 137,500 Factor - Strategic Proportionate target amount focus target focus targets (BEV) in € CO₂ in € (CO2) Component Strategic Factor - Strategic Proportionate target amount focus target focus targets Component Strategic Factor - Strategic Proportionate target amount in € RoCE - component in € RoCE factor in € of Management Component Personal cash Strategic focus targets 250,250 275,000 3,204,813 252,625 293,750 302,563 293,750 534,625 587,500 141,625 2,115,000 990,000 Ilka Horstmeier 1,175,000 Oliver Zipse investment amount in € PHEV in € (PHEV) in € BEV in € focus target 550,000 Share-based remuneration component (matching com- ponent) for the vesting year 2016, due to the expiry of the four-year holding period in the financial year 2021(paid out in 2021) To Our Stakeholders 141,667 To Our Stakeholders BMW Group Report 2021 298 1 The PCP factor for Mr Krüger is 1.081. This differs from the PCP factor mentioned above, since a value of 1.0 was agreed for the earnings factor of the 2019 financial year. Forecast trend in business development Value between 0.9 and 1.1 Individual contribution to profitability Status of compliance in each Board member's area of responsibility Trend in business development - = PCP FACTOR MULTI-YEAR PERFORMANCE FACTOR Measurement based on multi-year performance factor: _ - Capped at 180 % of target amount - Cash payment at end of evaluation period CASH PAYMENT In determining the multi-year performance factor for the members of the Board of Management in office for the 2019 financial year, the Supervisory Board assessed, in particular, the trend in the development of the business over the assess- ment period, the forecast trend in the development of the business, the individual contribution made by each Board member to earnings, and the status of compliance in the individual Board member's area of responsibility. In assess- ing the development of the business over the assessment period and the forecast trend, the Supervisory Board assessed, in particular, the development of certain key indi- cators - such as the change in the number of deliveries, EBIT mance factor for all members of the Board of Management holding office for the 2019 financial year is 1.0, resulting in a PCP factor of 1.014 for the 2019-2021 Performance Cash Plan¹. PCP FACTOR - MULTI-YEAR EARNINGS FACTOR Average earnings factor Based on Group net profit and Group post-tax return on sales Value between 0 and 1.8 Combined Management Report PCP FACTOR OVERVIEW Group Financial Statements Remuneration Report 0.4443 0.7982 4.8 5.6 7.3 8.0 (Upper limit) 9.0 on sales in % Group post-tax return EARNINGS COMPONENTS: ALLOCATION TABLE FOR CALCULATING EARNINGS FACTOR FOR 2019-20211 Presentation of remuneration granted and owed The following tables show the remuneration granted and owed to the members of the Board of Management. d) acquired shares of common stock expired on 11 May 2021. The company settled the matching component in cash, and paid out the equivalent value of the matching shares. The investment component for the 2016 financial year was paid out immediately after the 2017 Annual General Meeting on 11 May 2017, and the shares of common stock were acquired on 12 May 2017. Therefore, the holding period for the Under the share-based remuneration programme for the financial year 2016, the members of the Board of Manage- ment were each required to invest an amount equal to 20% of the total bonuses they received from the company as additional cash remuneration for the financial year 2016, which were paid exclusive of taxes and social security contri- butions (the investment component) in shares of the compa- ny's common stock. In principle, the members of the Board of Management must hold these shares of common stock for at least four years. Under a matching plan, the member of the Board of Management receives from the company - at the company's discretion - either an additional share of common stock or the equivalent in cash (share-based remu- neration component/matching component) for every three shares of common stock held after the four-year holding period. Share-based remuneration components have been included in the remuneration of members of the BMW AG Board of Management since 2011. In the financial year 2021, the matching component of the share-based remuneration of the vesting year 2016 was paid out. c) margin for the Automotive segment and ROCE for the Auto- motive segment, as well as the return on equity for the Financial Services segment. For the financial years 2020 and 2021, the Supervisory Board has taken into account the impact of the coronavirus pandemic and the semiconductor crisis on these key indicators. It was not necessary to change the assessments relating to individual contributions to profit- ability or the status of compliance within Board members' areas of responsibility. ← = Q Other Information Corporate Governance TARGET AMOUNT PERFORMANCE CASH PLAN OVERVIEW In the 2021 financial year, a consolidated net profit of € 12.5 billion and a consolidated return on sales after tax of 11.2% were achieved. For both indicators, the defined maximum values were thus exceeded, meaning that the earnings factor was capped at the maximum value of 1.800 (corresponding to a target being 180% achieved, the maximum possible percentage). Based on the earnings factors for the individual years of the assessment period (financial year 2019: 0.798, financial year 2020: 0.444, financial year 2021: 1.800), the multi-year performance factor is 1.014. The multi-year perfor- 2020 2019 2018 2017 2016 Bonus 2021 Disbursement after AGM 2022 Four-year holding period for acquired BMW shares Present value of own investment 2021 Payment after AGM 2022, Acquisition of BMW shares Payment after AGM 2022 Disbursement matching component 2016 (assessment period 2019-2021) Performance Cash Plan 2019-2021 Four-year holding period for acquired BMW shares ▼ 2 Share-based remuneration 2016 OVERVIEW OF REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 WITH PAYOUT PROFILE 1 In addition to the amount of remuneration, the relative share of the relevant remuneration component in the total remu- neration granted and owed is also shown. For the sake of clarity, the service cost for the company pension scheme is also shown, although this service cost is not classified as remuneration within the meaning of § 162 AktG. year. Thus, the remuneration granted and owed includes all remu- neration components earned through the activities of the members of the Board of Management in the 2021 financial year. In addition, it includes remuneration components already earned as a result of activity in previous financial years, but for which the respective member of the Board of Management's payment entitlement only arose due to the occurrence of conditions or at the end of the 2021 financial 11 May 2021 Basic remuneration and fringe benefits Contribution to company pension scheme - 1 Simplified depiction. 2022 The Performance Cash Plan 2019-2021 was approved for the performance of the Members of the Board of Manage- ment in the 2019 financial year. As at the balance sheet date of the reporting year, the three-year assessment period of this remuneration component, which was subject to certain forfeiture provisions, had expired. The members of the Board of Management in office as at 1 January 2018 received an advance payment from the Per- formance Cash Plan 2019-2021 in 2020. The advance pay- ment amounted to € 0.5 million for a Board of Management member in their first appointment period, and € 0.6 million from the second appointment period or the fourth year of appointment. For the Chairman of the Board of Manage- ment, the advance payment was € 0.9 million. At the end of the assessment period, the advance payments will be set off or refunded, depending on the actual entitlement arising. In addition to the multi-year earnings factor, the Supervisory Board also sets a multi-year performance factor after the end of the evaluation period. To this end, the Supervisory Board takes account in particular of the development of the busi- ness during the evaluation period, the forecast trend in the development of the business, the Board member's individual contribution to profitability and the status of compliance within the Board member's area of responsibility. The mul- ti-year performance factor can be between 0.9 and 1.1. In order to determine the multi-year earnings factor, an earn- ings factor is calculated for each year of the three-year eval- uation period and an average is then calculated for the eval- uation period. The earnings factor for the individual year of the assessment period is determined on the basis of the Group's consolidated net profit and the consolidated return on sales after tax for the assessment year concerned, and can amount to a maximum of 1.800. The underlying meas- urement values are determined in advance for a period of three financial years, and may not be changed retrospec- tively. In order to determine the PCP factor, a multi-year profit factor is multiplied by a multi-year performance factor. The maxi- mum amount that can be paid to a Board member is capped at 180% of the PCP target amount p. a. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements 3.9 Combined Management Report BMW Group Report 2021 297 PCP entitlements are paid in cash. The bonus is paid out after the end of the Annual General Meeting, at which the separate financial statements of BMW AG for the third year of the evaluation period (consisting of the vesting year and the following two years) are presented. Board of Management's Performance Cash Plan (100%) in the first appointment period is € 0.85 million p.a.; from the second appointment period or the fourth year of mandate onwards it is € 0.95 million p. a. For the Chairman of the Board of Management, the target amount is € 1.6 million p. a. For all members of the Board of Management, the max- imum payout amount is limited to 180% of the target amount of the Performance Cash Plan p. a. For the purposes of calculating the Performance Cash Plan, a fixed target amount is multiplied by a multi-year target achievement factor (PCP factor) after the end of a three-year assessment period. The target amount for a member of the The remuneration system applicable for the financial years 2018-2020 provided for the Performance Cash Plan (PCP) as a long-term variable cash remuneration component. b) Performance Cash Plan 2019-2021 a) Variable remuneration for the 2021 financial year The variable remuneration for the 2021 financial year and the extent to which targets were achieved are set out above in 7 Variable remuneration for the 2021 financial year. 2 Payment of 2016 cash remuneration component (investment component) in 2017, immediately following the acquisition of BMW shares of common stock subject to holding requirements for 2017-2021. 2026 To Our Stakeholders 0.135 Share-based remuneration component (matching compo- nent) 2016 ཥཊྛོ 1,211,349 Remuneration (payment amount PCP 2019-2021) Total amount PCP Target amount 1,194,624 PCP factor 2019-2021 1.014 Advance payment¹ 712,900 11.0 (Upper limit) 1.014 143,650 212,500 1.014 215,475 (-) 215,475 850,000 3.0 143,650 9.0 498,449 1.637 3.0 (Lower limit) 1.014 3.9 5.0 5.3 1.8004 1.500 1.000 6.9 1 The advance payment was paid out in 2020. (Lower limit) Group net profit after tax (in € billion) 1Simplified depiction 2Earnings factor 2019 3 Earnings factor 2020 "Earnings factor 2021 PERFORMANCE CASH PLAN 2019-2021 in € Oliver Zipse Ilka Horstmeier Milan Nedeljković Nicolas Peter Pieter Nota Frank Weber Andreas Wendt (-) RoCE component Personal cash investment amount 20214 Fixed (-) 1,152,000 Share-based remuneration component (matching component) 2016 for holding obligation 2017-2021 (-) (-) (-) Fringe benefits (other remuneration) Total Strategic focus target component 593,600 (-) Performance component of bonus 2021 Earnings component of bonus 2021 Performance component of bonus 2020 Earnings component of bonus 2020 BONUS remuneration (-) 24 (-) 13 14 21 (-) (-) 609,500 Fixed remuneration (-) (-) (-) (-) 361,900 Share-based remuneration component (matching component) 2015 for holding obligation 2016-2020 8 282,8508 500,0007 9 16 Variable remuneration Cash remuneration component (investment component) 2020 for holding obligation 2021-2025 (-) (-) 422,190 (-) (-) Development, Member of the Board of Management since 1 July 2020 100 ← = Q 93 or 8 361,900 4,462,846 Remuneration for vesting year 2021 or earlier vesting years 69 2,143,240 78 3,752,000 Total variable remuneration (-) 44 or 25 782,850 (-) (-) (-) (-) (-) 1,360,390 70 or 8 361,900 3,390,100 Total variable remuneration Vesting year 2021 or earlier vesting years 12 1,035,000 2,334,621 782,850 75 or 25 Remuneration according to § 162 German Stock Corporation Act (AktG) Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 304 8 An advance payment in the amount of € 500,000 was paid out from the PCP 2018-2020 in 2019. 7 An advance payment in the amount of € 500,000 was paid out from the PCP 2019-2021 in 2020. REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 (2020) FRANK WEBER 6 Corresponds to the previous disclosure of amounts received in accordance with the model tables in the version of the German Corporate Governance Code dated 7 February 2017. For the purposes of compliance with the maximum specified remuneration limit, only the service cost and the remuneration for the vesting year are to be taken into account. The defined maximum remuneration for the vesting year 2021 is € 5,500,000; the remuneration for the vesting year 2021 including service cost is € 4,863,945, which is below the maximum remuneration. " Assessment period five years in total: One year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 3 Remuneration for prior vesting years if, as of the balance sheet date, the activity underlying the remuneration component has been fully performed, and all conditions for the entitlement are met. > 2 Remuneration system applicable until financial year 2020. 1 Remuneration system from financial year 2021. 3,117,471 351,746 3,469,217 100 4,824,746 401,099 5,225,845 Total amount received incl. service cost 6 Service cost 5 5 The pension expense in accordance with IAS 19 reflects the expense recognised by the BMW Group; this amount was not paid out in the financial year. 26 (-) 805,000 (-) 18,408 0.4 (-) 18,525 29 (-) 800,000 22 (-) FY 2020 as a % of total remuneration in €3 1 Earlier vesting years FY 2021 as a % of total remuneration in €³ in €¹ 1,050,000 Earlier vesting years Vesting year 2021 SHARE-BASED PAYMENT PCP 2019-2021 PCP 2018-2020 PERFORMANCE CASH PLAN Performance component of bonus 2021 Earnings component of bonus 2021 Performance component of bonus 2020 Vesting year 2020 in €2 Earnings component of bonus 2020 1,068,525 818,408 361,900 (-) 10 282,8508 (-) (-) (-) 13 609,500 (-) (-) 21 22 1,035,000 (-) 684,250 (-) (-) (-) 4 (-) 113,220 (-) (-) (-) 30 25 BONUS Fringe benefits (other remuneration) Total Fixed remuneration 3,801,862 Remuneration for vesting year 2021 or earlier vesting years 56 37 (-) (-) (-) (-) (-) (-) 285,000 37 215,475 317,950 777,615 100 307 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 459,664 95 or 5 2,058,305 (-) Fixed remuneration Customer, Brands, Sales, Member of the Board of Management since 1 January 2018 REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 (2020) PIETER NOTA ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 302 ² Remuneration system applicable until financial year 2020. 1 Remuneration system from financial year 2021. 6 Corresponds to the previous disclosure of amounts received in accordance with the model tables in the version of the German Corporate Governance Code dated 7 February 2017. For the purposes of compliance with the maximum specified remuneration limit, only the service cost and the remuneration for the vesting year are to be taken into account. The defined maximum remuneration for the vesting year 2021 is € 4,925,000; the remuneration for the vesting year 2021 including service cost is € 4,208,023, which is below the maximum remuneration. 5 The pension expense in accordance with IAS 19 reflects the expense recognised by the BMW Group; this amount was not paid out in the financial year. " Assessment period five years in total: One year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 3 Remuneration for prior vesting years if, as of the balance sheet date, the activity underlying the remuneration component has been fully performed, and all conditions for the entitlement are met. > 100 2,058,305 352,121 2,396,139 100 4,017,337 401,466 4,418,803 Total amount received incl. service cost 6 Service cost 5 Remuneration according to § 162 German Stock Corporation Act (AktG) 100 8 PERFORMANCE CASH PLAN (-) 18 Vesting year 2021 in €¹ 1,050,000 SHARE-BASED PAYMENT PCP 2019-2021 PCP 2018-2020 PERFORMANCE CASH PLAN Performance component of bonus 2021 Earnings component of bonus 2021 Performance component of bonus 2020 Earnings component of bonus 2020 BONUS Fringe benefits (other remuneration) Total remuneration Earlier vesting years Fixed Finance, Member of the Board of Management since 1 January 2017 REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 (2020) NICOLAS PETER ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 303 8 An advance payment in the amount of € 500,000 was paid out from the PCP 2018-2020 in 2019. Fixed remuneration 7 An advance payment in the amount of € 500,000 was paid out from the PCP 2019-2021 in 2020. in €³ (-) (-) (-) (-) 4 (-) 133,200 (-) (-) (-) 31 974,231 22 FY 2021 as a % of total remuneration 1,072,746 (-) 24,231 0.5 (-) 22,746 30 (-) FY 2020 as a % of total remuneration in €3 Earlier vesting years Vesting year 2020 in €2 950,000 22 1 6 Corresponds to the previous disclosure of amounts received in accordance with the model tables in the version of the German Corporate Governance Code dated 7 February 2017. For the purposes of compliance with the maximum specified remuneration limit, only the service cost and the remuneration for the vesting year are to be taken into account. The defined maximum remuneration for the vesting year 2021 is € 5,500,000; the remuneration for the vesting year 2021 including service cost is € 4,861,477, which is below the maximum remuneration. 5 The pension expense in accordance with IAS 19 reflects the expense recognised by the BMW Group; this amount was not paid out in the financial year. " Assessment period five years in total: One year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. Total variable remuneration Vesting year 2021 or earlier vesting years 593,600 Strategic focus target component (-) (-) (-) 24 1,152,000 RoCE component Personal cash investment amount 20214 (-) (-) 3,390,100 (-) (-) (-) (-) Share-based remuneration component (matching component) 2015 for holding obligation 2016-2020 13 (-) 358,862 (-) (-) Cash remuneration component (investment component) 2020 for holding obligation 2021-2025 remuneration Variable Share-based remuneration component (matching component) 2016 for holding obligation 2017-2021 (-) 361,900 12 70 or 8 3 Remuneration for prior vesting years if, as of the balance sheet date, the activity underlying the remuneration component has been fully performed, and all conditions for the entitlement are met. > ² Remuneration system applicable until financial year 2020. 1 Remuneration system from financial year 2021. 100 2,757,590 354,680 3,112,270 100 4,820,525 402,852 5,223,377 Total amount received incl. service cost 6 Service cost 5 Remuneration according to § 162 German Stock Corporation Act (AktG) 72 or 28 782,850 1,974,740 92 or 8 361,900 4,458,625 Remuneration for vesting year 2021 or earlier vesting years 70 1,939,182 78 3,752,000 Total variable remuneration (-) 42 or 28 782,850 (-) (-) 1,156,332 500,0007 PCP 2018-2020 3 Remuneration for prior vesting years if, as of the balance sheet date, the activity underlying the remuneration component has been fully performed, and all conditions for the entitlement are met. SHARE-BASED PAYMENT (-) 31 900,000 (-) 19 (-) (-) 530,000 11 (-) (-) (-) 195,713 9 (-) 861,900 18 684,250 (-) (-) 5 in €3 FY 2020 as a % of total remuneration (-) 36 60,303 (-) 1 56,319 (-) (-) 997,803 21 856,319 39 (-) (-) 113,220 (-) 3 in €2 800,000 (-) PERFORMANCE CASH PLAN RoCE component 1,030,500 21 (-) Strategic focus target component 530,994 11 Total variable remuneration Vesting year 2021 or earlier vesting years 2,991,494 861,900 62 or 18 (-) 1,156,332 (-) 195,713 (-) 52 or 9 Total variable remuneration 3,853,394 Personal cash investment amount 20214 (-) Share-based remuneration component (matching component) 2016 for holding obligation 2017-2021 (-) PCP 2018-2020 PCP 2019-2021 SHARE-BASED PAYMENT Variable remuneration Cash remuneration component (investment component) 2020 for holding obligation 2021-2025 (-) (-) (-) (-) (-) 16 Share-based remuneration component (matching component) 2015 for holding obligation 2016-2020 (-) (-) (-) (-) (-) 358,862 19 (-) 937,500 Total variable remuneration 57 (-) 578,166 74 (-) 2,858,625 Total variable remuneration Vesting year 2021 or earlier vesting years (-) (-) (-) 13 (-) (-) (-) 235 (-) 2,858,625 74 578,166 57 > 2 Remuneration system applicable until financial year 2020. 1 Remuneration system from financial year 2021. 100 1,006,759 175,000 1,181,759 402,075 4,258,533 Total amount received incl. service cost 6 Service cost 5 510,125 100 Remuneration according to § 162 German Stock Corporation Act (AktG) 100 (-) 1,006,759 100 (-) 3,856,458 Remuneration for vesting year 2021 or earlier vesting years 3,856,458 Strategic focus target component 26 (-) Purchasing and Supplier Network Member of the Board of Management from 1 October 2018 until 31 December 2021 Fixed remuneration Fixed remuneration Fringe benefits (other remuneration) Total BONUS Earnings component of bonus 2020 Performance component of bonus 2020 ANDREAS WENDT Earnings component of bonus 2021 FY 2021 Vesting year 2021 Earlier vesting years in €1 in €3 as a % of total remuneration Vesting year 2020 Earlier vesting years Performance component of bonus 2021 79 REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 (2020) Other Information 990,000 RoCE component Personal cash investment amount 20214 Τ Т (-) (-) (-) ← = Q 5 The pension expense in accordance with IAS 19 reflects the expense recognised by the BMW Group; this amount was not paid out in the financial year. 305 Share-based remuneration component (matching component) 2016 for holding obligation 2017-2021 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report 6 Corresponds to the previous disclosure of amounts received in accordance with the model tables in the version of the German Corporate Governance Code dated 7 February 2017. For the purposes of compliance with the maximum specified remuneration limit, only the service cost and the remuneration for the vesting year are to be taken into account. The defined maximum remuneration for the vesting year 2021 is € 4,925,000; the remuneration for the vesting year 2021 including service cost is € 4,258,533, which is below the maximum remuneration. PCP 2019-2021 1,352,045 Remuneration for vesting year 2021 or earlier vesting years " Assessment period five years in total: One year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. (-) (-) (-) Share-based remuneration component (matching component) 2015 for holding obligation 2016-2020 18 (-) 179,431 I (-) Cash remuneration component (investment component) 2020 for holding obligation 2021-2025 remuneration Variable (-) (-) (-) (-) 59 459,664 Pensions Waiting allow- as a % of total remuneration 4 4 47 Variable Share-based remuneration component (matching component) remuneration 2016 for holding obligation 2017-2021 (-) (-) 96,3643 1 Remuneration for prior vesting years is due if, as of the balance sheet date, the activity underlying the remuneration component has been fully performed, and all conditions for the entitlement are met. 2 The target amount of the 2019-2021 Performance Cash Plan is € 950,000. An advance payment of € 600,000 was made from the PCP 2019-2021 in 2020. 3 The number of shares purchased in 2017 with the 2016 cash remuneration component (investment component) amounted to 3,470 (purchased on 12 May 2017 at a price of € 87.50). The 2016 matching component was paid out in cash in May 2021. The number of mathematical matching shares for calcu- lating the equivalent value in cash amounts to 1,156 (holding period expired on 11 May 2021). Reference price for calculating the equivalent value of the matching shares: € 83.36). ance/Pensions (Partial) capital payments Total Total remuneration for financial years 2021 or earlier vesting years Total remuneration according to § 162 German Stock Corporation Act (AktG) Total Waiting allowance 12 363,300² 13 (-) 3 (-) 97,833 40 (-) FY 2020 as a % of total remuneration in €3 Earlier vesting years Vesting year 2020 in €² 400,000 23 (-) as a % of total remuneration in €³ in €¹ 900,000 Earlier vesting years Vesting year 2021 FY 2021 28,593 (-) 3 997,833 (-) 22 855,000 34 (-) 342,125 (-) (-) 503,500 (-) (-) 56,610 (-) (-) (-) 43 428,593 26 6 (-) Performance Cash Plan 2019-2021 32,950 Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q 10. Remuneration granted and owed to former members of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG) The following tables show the fixed and variable remunera- tion granted and owed to former members of the Board of Management who have definitively terminated their service within the last 10 financial years, in accordance with § 162 AktG. For individual former members of the Board of Management, the remuneration granted and owed also includes the Per- formance Cash Plan 2019-2021 and/or the share-based remuneration component (matching component) 2016. In this regard, please refer to the statements on remuneration granted and owed for the active members of the Board of Management. REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 FRANK-PETER ARNDT Member of the Board of Management until 31 March 2013 Financial year 2021 Earlier vesting in € years in €1 as a % of total remuneration Fixed Fringe benefits (other remuneration) remuneration Total To Our Stakeholders BMW Group Report 2021 306 6 Corresponds to the previous disclosure of amounts received in accordance with the model tables in the version of the German Corporate Governance Code dated 7 February 2017. For the purposes of compliance with the maximum specified remuneration limit, only the service cost and the remuneration for the vesting year are to be taken into account. The defined maximum remuneration for the vesting year 2021 is € 5,068,750; the remuneration for the vesting year 2021 including service cost is € 4,390,396, which is below the maximum remuneration. 3,989,297 861,900 82 or 18 2,012,651 195,713 91 or 9 Remuneration according to § 162 German Stock Corporation Act (AktG) Service cost 5 30,128 Total amount received incl. service cost 6 100 2,208,364 351,746 2,560,110 100 1 Remuneration system from financial year 2021. 2 Remuneration system applicable until financial year 2020. 3 Remuneration for prior vesting years if, as of the balance sheet date, the activity underlying the remuneration component has been fully performed, and all conditions for the entitlement are met. 4 Assessment period five years in total: One year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 5 The pension expense in accordance with IAS 19 reflects the expense recognised by the BMW Group; this amount was not paid out in the financial year. 4,851,197 401,099 5,252,296 30,128 12 12 Performance Cash Plan 2019-2021 88 246,942 (-) 246,942 100 Waiting allowance Waiting allow- Pensions ance/Pensions 216,814 (Partial) capital payments Total ^ in € MILAGROS CAIÑA CARREIRO-ANDREE Member of the Board of Management until 31 October 2019 Financial year 2021 Earlier vesting years in €¹ Fixed Fringe benefits (other remuneration) remuneration Total 32,950 Total remuneration for financial years 2021 or earlier vesting years Total remuneration according to § 162 German Stock Corporation Act (AktG) 61 (-) (-) (-) (-) (-) Variable Share-based remuneration component (matching component) remuneration 2016 for holding obligation 2017-2021 (-) (-) (-) (-) Total (-) KLAUS DRAEGER (-) (-) (-) 216,814 (-) 88 (-) Member of the Board of Management until 30 September 2016 Financial year 2021 (-) in € Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 HARALD KRÜGER Chairman of the Board of Management until 15 August 2019 Financial year 2021 NORBERT REITHOFER Chairman of the Board of Management until 13 May 2015 Chairman of the Supervisory Board since 13 May 2015 Earlier vesting in € years in €¹ as a % of total remuneration Financial year 2021 Earlier vesting To Our Stakeholders BMW Group Report 2021 308 > 76,9415 10 440,241 59 285,000 (-) 38 (-) as a % of total (-) (-) (-) 285,000 38 305,629 440,241 745,870 100 (-) (-) in € remuneration Waiting allow- Pensions ance/Pensions (Partial) capital payments Total Total remuneration for financial years 2021 or earlier vesting years Total remuneration according to § 162 German Stock Corporation Act (AktG) (-) 153,966³ 11 (-) (-) 983,566 72 (-) (-) 360,000 (-) 26 Waiting allowance remuneration 2016 for holding obligation 2017-2021 Total Share-based remuneration component (matching component) Fixed Fringe benefits (other remuneration) remuneration Total 27,241 2 40,156 (-) 11 27,241 years in €¹ 2 11 Performance Cash Plan 2019-2021 (-) 829,6002 61 (-) (-) Variable 40,156 (-) 49 3 17 Share-based remuneration component (matching component) 2015 for holding obligation 2016-2020 (-) (-) (-) (-) (-) Share-based remuneration component (matching component) 2016 for holding obligation 2017-2021 (-) (-) (-) Τ Personal cash investment amount 20214 RoCE component 990,000 25 (-) (-) 358,862 (-) (-) (-) 855,000 21 (-) 33 (-) 503,500 13 (-) (-) (-) 215,475 5 (-) (-) Variable remuneration Cash remuneration component (investment component) 2020 for holding obligation 2021-2025 (-) (-) 3 (-) 510,125 Waiting allow- Pensions ance/Pensions (Partial) capital payments Total Total remuneration for financial years 2021 or earlier vesting years Total remuneration according to § 162 German Stock Corporation Act (AktG) 1 Remuneration for prior vesting years is due if, as of the balance sheet date, the activity underlying the remuneration component has been fully performed, and all conditions for the entitlement are met. 2 The number of shares purchased in 2017 with the 2016 cash remuneration component (investment component) amounted to 2,603 (purchased on 12 May 2017 at a price of € 87.50). The 2016 matching component was paid out in cash in May 2021. The number of mathematical matching shares for calcu- lating the equivalent value in cash amounts to 867 (holding period expired on 11 May 2021). Reference price for calculating the equivalent value of the matching shares: € 83.36). 3 The number of shares purchased in 2017 with the 2016 cash remuneration component (investment component) amounted to 3,470 (purchased on 12 May 2017 at a price of € 87.50). The 2016 matching component was paid out in cash in May 2021. The number of mathematical matching shares for calcu- lating the equivalent value in cash amounts to 1,156 (holding period expired on 11 May 2021). Reference price for calculating the equivalent value of the matching shares: € 83.36). "The target amount of the 2019-2021 Performance Cash Plan is € 950,000. An advance payment of € 600,000 was made from the PCP 2019-2021 in 2020. 5 The number of shares purchased in 2017 with the 2016 cash remuneration component (investment component) amounted to 2,771 (purchased on 12 May 2017 at a price of € 87.50). The 2016 matching component was paid out in cash in May 2021. The number of mathematical matching shares for the purposes of calculating the equivalent value in cash amounts to 923 (holding period expired on 11 May 2021). Reference price for calculating the equivalent value of the matching shares: € 83.36). Earlier vesting in € 20,629 years in €¹ (-) 20,629 363,3004 as a % of total remuneration Waiting allowance Total remuneration 2016 for holding obligation 2017-2021 Share-based remuneration component (matching component) Total variable remuneration Vesting year 2021 or earlier vesting years 2,858,625 (-) 215,475 13 (-) (-) (-) 71 or 5 Strategic focus target component 1,156,332 56 Total variable remuneration 3,074,100 77 1,156,332 remuneration Total Variable Performance Cash Plan 2019-2021 (-) 684,250 (-) (-) (-) 87 2,882,022 87 Total remuneration for financial years 2021 or earlier vesting years 2,901,473 395,696 Total remuneration according to § 162 German Stock Corporation Act (AktG) 3,297,170 100 1 Remuneration for prior vesting years is due if, as of the balance sheet date, the activity underlying the remuneration component has been fully performed, and all conditions for the entitlement are met. 2 The target amount of the PCP 2019-2021 is € 791,667. An advance payment of € 500,000 was made from the PCP 2019-2021 in 2020. 3 The number of shares acquired in 2017 with the cash remuneration component (investment component) 2016 amounted to 3,346. The 2016 matching component was paid out in cash in May 2021. The number of mathematical matching shares for the calculating the equivalent value in cash amounts to 1,115 (hold- ing period expired on 11 May 2021). Reference price for calculating the equivalent value of the matching shares: € 83.36). 310 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements (-) 2,882,022 (-) (-) 1 1 9 Variable Share-based remuneration component (matching component) Total remuneration 2016 for holding obligation 2017-2021 Waiting allowance Corporate Governance Waiting allow- Pensions Total (-) 92,9463 3 395,696 12 (-) (-) ance/Pensions (Partial) capital payments as a % of total remuneration Remuneration Report ← = Q Chairman of the Supervisory Board 3.00 600,000 2.00 400,000 2.25 450,000 Chairman of another committee 2 Member of the Audit Committee 2 Member of another committee 2 2.00 400,000 2.00 400,000 1.50 300,000 Chairman of the Audit Committee 22 1 If a Supervisory Board member performs several additional remuneration-relevant functions, their remuneration remuneration is measured only on the basis of the function that is remunerated with the highest amount. 2 Provided the relevant committee convened for meetings on at least three days during the financial year. 3 Plus attendance fee of €2,000 per plenary session. 200,000 1.00 Member of the Supervisory Board Factor Amount in € p. a. ³ III. Remuneration of the members of the Supervisory Board 1. Articles of Incorporation and procedure The regulation governing remuneration for the Supervisory Board applicable to the reporting year was adopted by the Annual General Meeting on 14 May 2020. It is set out in Arti- cle 15 of the Articles of Incorporation, and specifies both the remuneration system to be used and the precise framework for calculating the remuneration due to the members of the Supervisory Board. The regulation was confirmed by the Annual General Meeting on 12 May 2021 with a majority of 99.40% of the valid votes cast. 2. Principles and elements of remuneration With effect from the 2020 financial year, remuneration for members of the Supervisory Board has been structured as purely fixed remuneration, and complies with Suggestion G.18 of the German Corporate Governance Code as amended on 16 December 2019. This strengthens the independence of the Supervisory Board in advising and monitoring the Board of Management. The structure and amount of the fixed remuneration ensure that highly qualified individuals can continue to be proposed to the Annual General Meeting for membership of the Supervisory Board. This strengthens its advisory and supervisory function, which contributes to the company's sustainable and long-term development. In accordance with the Articles of Incorporation, each mem- ber of the Supervisory Board of BMW AG who does not exer- cise any additional function relevant to remuneration receives in addition to the reimbursement of reasonable expenses – fixed remuneration of € 200,000 p.a. The latest version of the GCCC, dated 16 December 2019, recommends that exercising the functions of the chair and deputy chair of Supervisory Board should also be considered when determining the level of remuneration, along with any committees an individual chairs or sits on (Suggestion G.17). This is to take account of the extra time commitment associ- Other Information ated with these positions. In view of the particular demands placed on the members and, in particular, on the Chairman of the Audit Committee and the increased scope of the Audit Committee's tasks, a higher level of remuneration is pro- vided for work on this committee than for work on other com- mittees. Accordingly, the Articles of Incorporation of BMW AG stipulate that the Chairman of the Supervisory Board shall receive three times the amount and each Deputy Chair- man twice the amount of remuneration paid to a Supervisory Board member, excluding amounts relating to additional remuneration-relevant functions. The Chair of the Audit Committee receives two-and-a-quarter times the amount, the Chair of other Supervisory Board committees twice the amount, each member of the Audit Committee twice the amount, and each member of another committee one-and- a-half times the amount of the remuneration paid to a Super- visory Board member, provided the relevant committee con- vened on at least three days during the financial year. If a member of the Supervisory Board exercises more than one of the functions referred to above, their remuneration is measured only on the basis of the function receiving the highest amount. In addition, each member of the Supervisory Board receives an attendance fee of € 2,000 per meeting for each meeting of the Supervisory Board (plenary) in which he or she partic- ipates. This also applies to participation by telephone or video link. If they attend more than one meeting on the same day, the meetings are not remunerated separately. In accordance with the provisions of the Articles of Incorpo- ration, the remuneration and the attendance fee are only paid after the end of the respective financial year. Further- more, the company reimburses each member of the Super- visory Board for their reasonable expenses. In order to be able to perform his duties, the Chairman of the Supervisory Board is provided with secretariat and chauffeur services. 3. Remuneration granted and owed to members of the Super- visory Board pursuant to § 162 of the German Stock Corporation Act (AktG) The following table shows the remuneration granted and owed to the members of the Supervisory Board in the 2021 financial year pursuant to § 162 (1) Sentence 1 AktG. The activities on which the remuneration for the 2021 financial year is based were performed fully as at the balance sheet date). Therefore, the remuneration for the Supervisory Board activity is classified as granted for the 2021 financial year, even if the payment of the Supervisory Board remuneration (including the attendance fee) was only made after the end of the 2021 financial year, in accordance with Article 15 of the Articles of Incorporation. Supervisory Board members did not receive any further remuneration or benefits from the BMW Group for advisory or agency services personally rendered. OVERVIEW OF REMUNERATION 1 Deputy Chairman of the Supervisory Board In the event of changes in the composition of the Supervi- sory Board during the year, or if additional remuneration-rel- evant functions are performed, remuneration is determined on a proportionate basis. (-) 302,750² Performance Cash Plan 2019-2021 remuneration Total Performance Cash Plan 2019-2021 Variable Share-based remuneration component (matching component) remuneration 2016 for holding obligation 2017-2021 Total Waiting allowance Waiting allow- Pensions ance/Pensions (Partial) capital payments Total Total remuneration for financial years 2021 or earlier vesting years Total remuneration according to § 162 German Stock Corporation Act (AktG) IAN ROBERTSON Member of the Board of Management until 31 December 2017 Financial year 2021 in € 21,600 21,600 Fixed Fringe benefits (other remuneration) 100 (-) 363,847 363,847 (-) (-) 323,691 (-) 89 (-) (-) (-) Earlier vesting (-) 360,000 26 323,691 89 387,241 983,566 1,370,807 100 (-) (-) years in €1 7 7 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 PETER SCHWARZENBAUER Member of the Board of Management until 31 October 2019 Financial year 2021 Earlier vesting in € Fixed Fringe benefits (other remuneration) remuneration Total 19,451 years in €¹ (-) 19,451 BMW Group Report 2021 309 3 The number of shares purchased in 2017 with the 2016 cash remuneration component (investment component) amounted to 5,542 (purchased on 12 May 2017 at a price of € 87.50). The 2016 matching component was paid out in cash in May 2021. The number of mathematical matching shares for the purposes of calculating the equivalent value in cash amounts to 1,847 (holding period expired on 11 May 2021). Reference price for calculating the equivalent value of the matching shares: € 83.36). "The number of shares purchased in 2017 with the 2016 cash remuneration component (investment component) amounted to 3,470 (purchased on 12 May 2017 at a price of € 87.50). The 2016 matching component was paid out in cash in May 2021. The number of mathematical matching shares for calcu- lating the equivalent value in cash amounts to 1,156 (holding period expired on 11 May 2021). Reference price for calculating the equivalent value of the matching shares: € 83.36). 2 The target amount of the 2019-2021 Performance Cash Plan is € 1,600,000. The PCP factor is 1.081. This differs from the PCP factor mentioned above, since a value of 1.0 was agreed for the earnings factor of the 2019 financial year. An advance payment of € 900,000 was made from the PCP 2019- 2021 in 2020. (-) 96,3644 31 96,364 31 (-) (-) (-) as a % of total remuneration 191,038 (-) 191,038 (-) 62 212,638 96,364 309,002 100 1 Remuneration for prior vesting years is due if, as of the balance sheet date, the activity underlying the remuneration component has been fully performed, and all conditions for the entitlement are met. 62 Earlier vesting (-) (-) 72,273 24 96,3643 (-) 19 72,2732 (-) Total remuneration according to § 162 German Stock Corporation Act (AktG) 285,000 Total remuneration for financial years 2021 or earlier vesting years Total ance/Pensions (Partial) capital payments Waiting allow- Pensions Waiting allowance remuneration 2016 for holding obligation 2017-2021 Total Share-based remuneration component (matching component) Variable (-) (-) (-) (-) (-) (-) Performance Cash Plan 2019-2021 7 27,335 7 27,604 19 24 (-) (-) 301 (-) Fixed Fringe benefits (other remuneration) Member of the Board of Management until 30 June 2020 Financial year 2021 KLAUS FRÖHLICH 100 96,364 300,062 396,427 100 379,861 72,273 307,588 (-) 69 272,727 remuneration Total 74 (-) (-) (-) (-) 279,984 69 (-) 272,727 74 (-) 279,984 (-) (-) (-) (-) (-) 7 96,364 7 SHARE-BASED PAYMENT Vesting year 2021 Earlier vesting years in €¹ 900,000 in €³ FY 2021 as a % of total remuneration (-) 22 Vesting year 2020 in €² 800,000 Earlier vesting years in €3 FY 2020 as a % of total remuneration 39 43,237 PCP 2019-2021 (-) 101,973 (-) 5 943,237 23 901,973 44 (-) (-) (-) 113,220 27,335 6 (-) 1 PCP 2018-2020 (-) Fixed Fringe benefits (other remuneration) 27,604 PERFORMANCE CASH PLAN as a % of total remuneration years in €¹ in € Earlier vesting Member of the Board of Management until 31 December 2016 FRIEDRICH EICHINER Financial year 2021 years in €1 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements as a % of total remuneration Remuneration Report Performance component of bonus 2021 Performance component of bonus 2020 Corporate Governance Earnings component of bonus 2020 BONUS Fringe benefits (other remuneration) Total Fixed remuneration Produktion, Member of the Board of Management since 1 October 2019 REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 (2020) MILAN NEDELJKOVIĆ ← = Q Other Information Fixed remuneration Earnings component of bonus 2021 To Our Stakeholders 6 For the financial years 2019 and 2020, the calculation of remuneration also included the advances paid in the amounts of € 600,000 and € 500,000 from the Performance Cash Plan 2018-2020 and 2019-2021, which were paid out in 2019 and 2020, respectively.. 317 BMW Group Report 2021 "For the financial years 2019 and 2020, the calculation of remuneration also took into account the advances in the amount of € 900,000 each from the Performance Cash Plan 2018-2020 and 2019-2021, which were paid out in 2019 and 2020, respectively. 5 Mr Krüger's contract of employment ran until 30 April 2020. Other Information Group Financial Statements Corporate Governance Remuneration Report 2 For the financial years 2019 and 2020, the calculation of remuneration also took into account the advances in the amount of € 600,000 each from the Performance Cash Plan 2018-2020 and 2019-2021, which were paid out in 2019 and 2020, respectively. 3 Ms Caiña Carreiro-Andree's contract of employment ran until 30 June 2020. ← = Q Combined Management Report 1 The reported remuneration for the years 2017-2020 has been recalculated in accordance with the requirements of § 162 German Stock Corporation Act (AktG). -10% 3,297,170 COMPARISON OF CHANGES IN EARNINGS AND REMUNERATION FOR EMPLOYEES, THE BOARD OF MANAGEMENT AND THE SUPERVISORY BOARD - 21% 1,370,807 363,847 - 64% 1 % until December 2017 149 % - 69% until October 2019 - 39% - 83% -2% 10% - 54% 309,002 7% Peter Schwarzenbauer6 IV. REMUNERATION OF THE SUPERVISORY BOARD IN € 430,000 2018 Change in % - 1% 0% 430,000 since 1997, Deputy Chairman 0% 410,000 -5% 410,000 0% 430,000 0% 430,000 430,000 since 1988, Deputy Chairman Stefan Quandt Manfred Schoch¹ 0% 2019 Change in % 2020 Change in % 2021 Change in % Norbert Reithofer since 2015, Chairman 2017 640,000 0% 640,000 0% 610,000 -5% 610,000 640,000 until May 2015, Chairman of the Supervisory Board since May 2015 0% 10% since July 2020 Frank Weber Andreas Wendt since January 2017 Nicolas Peter³ since January 2018 Pieter Nota3 from October 2018 until December 2021 since October 2019 since November 2019 Ilka Horstmeier Chairman since 16 August 2019 since May 2015, Oliver Zipse² III. REMUNERATION OF THE BOARD OF MANAGEMENT IN €¹ Milan Nedeljkovic 14% 4,115,640 - 34% 2,435,932 4,182,138 (-) 2,487,689 (-) (-) 2,710,234 537,696 (-) (-) 45% 3,923,856 384,435 (-) (-) (-) -3% 86,715 - 4% 7.3 8.8 Group post-tax return on sales (in %) - 17% 7,117 - 19% - 17% Net income of BMW AG according to the German Commercial Code (HGB) (in € million) -25% 2,107 - 12 % 2,801 3,197 8,589 Profit attributable to shareholders of BMW AG (in € million) 1,702 4,915 4.8 - 31 % 3,775 89,353 3% 93,522 90,771 Employees of BMW AG II. AVERAGE REMUNERATION OF EMPLOYEES IN € I. CHANGES IN EARNINGS 187 % 11.2 - 19% 3.9 - 34% 192 % 228% 4,978 12,382 - 23% (-) - 34% (-) 612,359 2,651,143 2,660,349 -25% 8% - 39% 1 % 246,942 4% 777,615 - 28% until October 2019 until September 2016 until December 2016 until March 2013 lan Robertson Norbert Reithofer Harald Krüger 4,5 Klaus Fröhlich² until June 2020 Klaus Draeger Friedrich Eichiner - 68% - 8% -36% until August 2019 - 69% 745,870 - 23% 10% - 1% -30% 396,427 62% - 8% - 73% 379,861 2% 2% -32% Frank-Peter Arndt Milagros Caiña Carreiro-Andree 2,3 FORMER MEMBERS OF THE BOARD OF MANAGEMENT IN €1 Change in 2021 on 2020 in % - 1% 55% 75% 4% 4,820,525 17% 4,824,746 (-) 95% 4,017,337 3,856,458 4,851,197 93% 64% 8,752,558 36% 432 % 283 % 5,338,865 2,043,706 2,058,305 2,757,590 9% 3,117,471 (-) 1,006,759 265 % 2,208,364 (-) 2,233,062 7% 3,949,908 283 % 120% 1 The reported remuneration for the years 2017-2020 has been recalculated in accordance with the requirements of § 162 German Stock Corporation Act (AktG). 2021 Change in 2020 on 2019 in % Change in 2018 on 2017 in % COMPARISON OF CHANGES IN EARNINGS AND REMUNERATION FOR EMPLOYEES, THE BOARD OF MANAGEMENT AND THE SUPERVISORY BOARD Change in 2019 on 2018 in % ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 316 > 2 For the financial years 2019 and 2020, the calculation of remuneration also included the advances paid in the amounts of € 566,667 and € 712,000 from the Performance Cash Plans 2018-2020 and 2019-2021, which were paid out in 2019 and 2020, respectively. 3 For the financial years 2019 and 2020, the calculation of remuneration also included the advances in the amount of € 500,000 each from the Performance Cash Plans 2018-2020 and 2019-2021, which were paid out in 2019 and 2020, respectively. - 42% (-) 99,169 210,000 0% - 45% 114,602 - 5% 210,000 0% 220,000 0% 220,000 220,000 from May 1999 to July 2021 Willibald Löw¹ - 64% 75,118 -5% 210,000 Simone Menne Brigitte Rödig¹ from May 2015 to May 2021 from July 2013 to October 2021 218,000 1 In line with the guidelines of the Deutscher Gewerkschaftsbund, these employee representatives have requested that their remuneration be paid into the Hans Bockler-Stiftung. -25% 156,538 - 5% - 64% 75,118 -5% 0% 210,000 210,000 1 % 220,000 220,000 0% 220,000 220,000 0% 218,000 0% 220,000 0% 220,000 0% 430,000 430,000 from May 2008 to May 2021, Deputy Chairman Karl-Ludwig Kley³ FORMER MEMBERS OF THE SUPERVISORY BOARD IN € 0% 428,000 0% 210,000 0% 220,000 0% 220,000 220,000 since November 2001 51% 210,000 -5% 210,000 2 Dr. Bock was elected Chairman of the Audit Committee after the 2020 Annual General Meeting. 0% 0% 220,000 from May 2009 to May 2021 Horst Lischka¹ - 62% 75,118 0% 200,000 428,548 0% 5% 200,000 189,780 from May 2009 to May 2021 Reinhard Hüttl - 65% 148,237 200,000 3 Chairman of the Audit Committee until 2020 Annual General Meeting. 318 BMW Group Report 2021 320 Andreas Fell Wirtschaftsprüfer Petra Justenhoven Wirtschaftsprüferin PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft Munich, March 9, 2022 We issue this auditor's report on the basis of the engage- ment agreed with Bayerische Motoren Werke Aktienge- sellschaft. The audit has been performed only for purposes of the company and the auditor's report is solely intended to inform the company as to the results of the audit. Our responsibility for the audit and for our auditor's report is only towards the company in accordance with this engagement. The auditor's report is not intended for any third parties to base any (financial) decisions thereon. We do not assume any responsibility, duty of care or liability towards third par- ties; no third parties are included in the scope of protection of the underlying engagement. Section 334 BGB [Bürgerliches Gesetzbuch: German Civil Code], according to which objec- tions arising from a contract may also be raised against third parties, is not waived. Restriction on use BMW Group Report 2021 remuneration report, this audit opinion includes that the information required by § 162 Abs. 1 and 2 AktG has been disclosed in all material respects in the remuneration report. Reference to an Other Matter - Formal Audit of the Remuneration Report according to § 162 AktG In our opinion, based on the findings of our audit, the remu- neration report for the financial year from January 1 to December 31, 2021, including the related disclosures, com- plies in all material respects with the accounting provisions of § 162 AktG. Audit Opinion We believe that the audit evidence we have obtained is suffi- cient and appropriate to provide a basis for our audit opinion. In making those risk assessments, the auditor considers internal control relevant to the preparation of the remunera- tion report including the related disclosures. The objective of this is to plan and perform audit procedures that are appro- priate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company's internal control. An audit also includes evaluating the appro- priateness of accounting policies used and the reasonable- ness of accounting estimates made by the executive direc- tors and the supervisory board, as well as evaluating the overall presentation of remuneration report including the related disclosures. An audit involves performing procedures to obtain audit evi- dence about the amounts including the related disclosures stated in the remuneration report. The procedures selected depend on the auditor's judgment. This includes the assess- ment of the risks of material misstatement of the remunera- tion report including the related disclosures, whether due to fraud or error. Our responsibility is to express an opinion on this remunera- tion report, including the related disclosures, based on our audit. We conducted our audit in accordance with German generally accepted standards for the audit of financial state- ments promulgated by the Institut der Wirtschaftsprüfer (Insti- tute of Public Auditors in Germany) (IDW). Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the remuneration report, including the related disclo- sures, is free from material misstatement. The audit of the content of the remuneration report described in this auditor's report includes the formal audit of the remu- neration report required by § 162 Abs. [paragraph] 3 AktG, including the issuance of a report on this audit. As we express an unqualified audit opinion on the content of the Auditor's Responsibilities To Our Stakeholders Group Financial Statements Change in % 6 INFORMATION OTHER ← = Q Other Information Remuneration Report Combined Management Report 352 Contacts 344 BMW Group Ten-year Comparison 346 Glossary and Explanation of Key Figures 342 Consumption and Carbon Disclosures 341 NFS-Index 337 TCFD-Index 332 SASB-Index 321 Further GRI Information Corporate Governance 351 Financial Calendar Werner Zierer¹ The executive directors and the supervisory board of Bayer- ische Motoren Werke Aktiengesellschaft are responsible for the preparation of the remuneration report, including the related disclosures, that complies with the requirements of § 162 AktG. The executive directors and the supervisory board are also responsible for such internal control as they determine is necessary to enable the preparation of a remu- neration report, including the related disclosures, that is free from material misstatement, whether due to fraud or error. Responsibilities of the Executive Directors and the Supervisory Bayerische Motoren Werke Aktiengesellschaft There are no plans to change the remuneration system for members of the Supervisory Board for the 2022 financial year, sum of intangible assets, property, plant and equipment and net working capital. This simplified definition aims to make this indicator more transparent and easier to understand. In addition, the capital employed items taken into account reflect the focus of operational segment management. The new definition leads to an increase in capital employed com- pared to the previous definition. The strategic target value for the ROCE in the Automotive segment according to the new definition will therefore be 18 % from the financial year 2022 onwards (previous year: 40 %). In terms of content, this amounts to an even more ambitious objective compared to the previous measurement of return on capital. Under this system, 50 % of the share-based remuneration as a long-term component of the variable remuneration depends on the RoCE achieved in the Automotive segment in the relevant vesting year. For the financial year 2021, the RoCE is defined as the segment profit before financial result, divided by the average capital employed in the segment. The definition of this key indicator has been adjusted for the financial year 2022. Previously, "capital employed" com- prised the sum of all current and non-current operating assets, adjusted for deductible capital. The deductible capi- tal corresponded to the capital shares that were available to the operational business, largely without interest. This included, for example, trade payables and other provisions. In future, the definition of capital employed will include the In principle, the current remuneration system for members of the Board of Management will apply unchanged for the 2022 financial year. VI. Outlook for the 2022 financial year The company maintains a financial loss liability insurance policy for company directors. The insurance provides cover for legal liability claims and protects the private assets of members of BMW AG's corporate entities if a claim is made against them for financial loss in the course of exercising their function as a corporate entity. A deductible is provided for members of the Board of Management that complies with the requirements of the German Stock Corporation Act (AktG). For the Supervisory Board BMW AG did not grant any loans to members of the Board of Management or the Supervisory Board in the financial year 2021, nor did it enter into any contingent liabilities in their favour. In the year under review, members of the Board of Management and the Supervisory Board concluded con- tracts with BMW Group companies for vehicle leasing and vehicle services (maintenance and repair work) at arm's length conditions. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders V. Other considerations Board Dr.-Ing. Dr.-Ing. E.h. Norbert Reithofer Chairman of the Supervisory Board Oliver Zipse We have audited the remuneration report of Bayerische Motoren Werke Aktiengesellschaft, Munich, for the financial year from January 1 to December 31, 2021 including the related disclosures, which was prepared to comply with § [Arti- cle] 162 AktG [Aktiengesetz: German Stock Corporation Act]. To Bayerische Motoren Werke Aktiengesellschaft, Munich Auditor's Report Remuneration Report pursuant to § 162 AktG for the Finan- cial Year from January 1 to December 31, 2021 To Bayerische Motoren Werke Aktiengesellschaft Munich VII. Auditor's Report ← = Q For the Board of Management Other Information Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 319 Chairman of the Board of Management Remuneration Report 210,000 (-) 139,532 51% 210,000 (-) 139,532 (-) (-) (-) 210,000 (-) (-) (-) (-) (-) (-) (-) (-) 135,419 0% 0% (-) 140,355 since May 2017 Heinrich Hiesinger (-) (-) 135,419 (-) (-) (-) (-) (-) (-) (-) 48,237 (-) (-) (-) (-) 220,000 210,000 210,000 Kurt Bock2 0% 410,000 - 5% 410,000 0% 430,000 since May 2018, Deputy Chairman and Chairman of the Audit Committee 0% 430,000 since 2007, Deputy Chairman Stefan Schmid¹ 0% 410,000 -5% 410,000 428,000 -5% 138,968 220,000 1 % 220,000 1 % 218,000 216,000 since 2014 since May 2021 since May 2019 since October 2021 since May 2021 (-) Verena zu Dohna Bernhard Ebner¹ Christiane Benner¹ Rachel Empey 25% 460,000 67 % 367,930 58% Marc Bitzer 430,000 57% 0% since May 2021 Christoph Schmidt 56% 210,000 (-) 134,344 (-) (-) (-) (-) (-) since May 2020 Anke Schäferkordt 0% 210,000 -5% (-) 0% (-) (-) (-) since May 2019 Thomas Wittig 1% 210,000 49 % 208,000 (-) (-) (-) (-) (-) since May 2019 Vishal Sikka (-) 135,419 139,532 220,000 220,000 220,000 - 1% 218,000 220,000 since May 1997 Susanne Klatten (-) (-) 220,000 (-) (-) since May 2021 Johann Horn¹ 0% 210,000 -5% 210,000 (-) 0% 1 % (-) 220,000 since June 2012 Dominique Mohabeer¹ (-) 86,258 (-) (-) (-) 210,000 (-) since August 2021 Jens Köhler¹ 0% 210,000 -5% (-) 132,344 (-) 2021 (100) 2019 Change in % Heinrich Hiesinger 200,000 95 10,000 5 210,000 100 (200,000) (95) (10,000) (5) (210,000) (100) 1 These employee representatives have declared that they will transfer their remuneration to the Hans Böckler Foundation in accordance with the guidelines of the German Federation of Trade Unions. 2 Member of the Supervisory Board since 12 May 2021. 3 Member of the Supervisory Board since 8 October 2021. > 4 Member of the Supervisory Board until 31 December 2021. 312 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report (-) (-) (-) (-) (10,000) (5) (210,000) (100) Bernhard Ebner 1,3 46,237 96 2,000 4 48,237 100 (-) Other Information (-) (-) (-) (-) Rachel Empey² 127,419 94 8,000 6 135,419 100 (-) (-) (-) ← = Q COMPENSATION PAID AND OWED TO SUPERVISORY BOARD MEMBERS ACCORDING TO § 162 OF THE GERMAN STOCK CORPORATION ACT (AKTG) IN FISCAL YEAR 2021 (2020) MEMBERS OF THE SUPERVISORY BOARD IN OFFICE AS OF DECEMBER 31, 2021 (95) (10,000) (5) (210,000) (100) Jens Köhler 1,3 82,258 95 4,000 5 86,258 100 (200,000) (-) (-) (-) (-) (-) Dominique Mohabeer¹ 200,000 95 10,000 5 210,000 100 (200,000) (-) (95) 100 5 fixed remuneration attendance fee total remuneration in € as a % of total remuneration in € as a % of total remuneration in € as a % of total remuneration Johann Horn 1,2 126,344 95 210,000 6,000 132,344 100 (-) (-) (-) (-) (-) (-) Susanne Klatten 200,000 95 10,000 5 (95) (200,000) 210,000 (10,000) (2) (610,000) (100) Manfred Schoch (Deputy Chairman)¹ 400,000 98 10,000 410,000 100 (400,000) (98) (10,000) (2) (410,000) (100) Stefan Quandt (Deputy Chairman) 400,000 98 10,000 2 410,000 100 (400,000) (98) (98) (600,000) 100 610,000 2020 Change in % 311 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q COMPENSATION PAID AND OWED TO SUPERVISORY BOARD MEMBERS ACCORDING TO § 162 OF THE GERMAN STOCK CORPORATION ACT (AKTG) IN FISCAL YEAR 2021 (2020) MEMBERS OF THE SUPERVISORY BOARD IN OFFICE AS OF DECEMBER 31, 2021 (10,000) fixed remuneration total remuneration in € as a % of total remuneration in € as a % of total remuneration in € as a % of total remuneration Norbert Reithofer (Chairman) 600,000 98 10,000 2 attendance fee (2) (410,000) (100) 5 210,000 100 (200,000) (95) (10,000) (5) (210,000) (100) Marc Bitzer² 127,419 94 10,000 8,000 135,419 100 (-) (-) (-) (-) (-) Verena zu Dohna 1,4 200,000 95 10,000 5 6 100 95 Christiane Benner¹ Stefan Schmid (Deputy Chairman)¹ 400,000 98 10,000 2 410,000 100 (400,000) (98) (10,000) (2) (410,000) 200,000 (100) 450,000 98 10,000 2 460,000 100 (357,930) (97) (10,000) (3) (367,930) (100) Kurt Bock (Deputy Chairman, Chairman of the Audit Committee) (10,000) 2 (210,000) 100 (200,000) (95) (10,000) (5) (210,000) (100) 73,118 97 2,000 3 75,118 100 (200,000) (95) (10,000) (5) (210,000) (100) 150,538 96 6,000 4 156,538 100 114,602 5 6,000 95 (100) 73,118 97 2,000 3 75,118 100 (190,000) (95) (10,000) (5) (200,000) (200,000) (100) 97 2,000 3 75,118 100 (200,000) (95) (10,000) (5) (210,000) (100) 108,602 73,118 (95) (10,000) (5) 314 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Other Information ← = Q IV. Comparison of change in remuneration and earnings pursuant to § 162 (1) Sentence 2 No. 2 of the German Stock Corporation Act (AktG) Pursuant to § 162 (1) Sentence 2 No. 2 AktG, the following table shows the change in earnings, the annual change in the remuneration of the members of the Board of Manage- ment and the Supervisory Board, and the annual change in the average remuneration of the employees on a full-time equivalent basis over the last five financial years. For the members of the Board of Management and the Supervisory Board, the remuneration granted and owed in the relevant financial year is presented within the meaning of § 162 (1) Sentence 1 AktG. The remuneration granted and owed to former members of the Board of Management includes any variable remuneration from previous vesting years and any remuneration from any contracts of employ- ment that remained valid beyond the end of their mandate, as well as retirement benefit plans (pension payments, pay- ments from the capital account), other remuneration and any waiting allowances paid. The change in earnings is presented on the basis of BMW AG's net profit for the year in accordance with the German Commercial Code (HGB). In addition, the changes in the key indicators "earnings attributable to shareholders of BMW AG" and "Group post-tax return on sales" are reported, as these key indicators are relevant to the calculation of the var- iable remuneration of the members of the Board of Manage- ment (earnings component of the bonus). ^ The presentation of average employee remuneration is based on the average remuneration of all employees of BMW AG on a full-time equivalent basis. In the 2021 financial year, this was 78,144 people. As of 31 December 2021, BMW Group employed 118,909 people worldwide. The compo- nents of the average employee remuneration presented are generally in line with the remuneration granted and owed to the members of the Board of Management and the Supervi- sory Board according to § 162 (1) Sentence 1 AktG. BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q COMPARISON OF CHANGES IN EARNINGS AND REMUNERATION FOR EMPLOYEES, THE BOARD OF MANAGEMENT AND THE SUPERVISORY BOARD 2017 2018 Change in % (5) 315 (428,548) "Member of the Supervisory Board until 1 October 2021. 2 Member of the Supervisory Board until 14 May 2021. (210,000) (100) 624,731 97 20,000 3 644,731 100 (1,408,548) (96) (60,000) (4) 3 Member of the Supervisory Board until 16 July 2021. (1,468,548) 5,311,827 (5,292,822) 96 196,000 4 5,507,827 100 (96) (196,000) (4) (5,488,822) (100) 1 These employee representatives have declared that they will transfer their remuneration to the Hans Böckler Foundation in accordance with the guidelines of the German Federation of Trade Unions. (100) (2) Remuneration Report (98) 5 210,000 100 (200,000) (96) (8,000) (4) (208,000) (100) Thomas Wittig 200,000 95 10,000 5 210,000 100 (200,000) (95) (10,000) (5) (210,000) (100) Werner Zierer¹ 200,000 95 10,000 95 200,000 Vishal Sikka (100) Anke Schäferkordt (10,000) 200,000 95 10,000 5 210,000 100 (126,344) (94) (8,000) 10,000 (134,344) Christoph Schmidt 4 127,419 94 8,000 6 135,419 100 (-) (-) (-) (-) (-) (100) 5 [6]) 100 ← = Q COMPENSATION PAID AND OWED TO SUPERVISORY BOARD MEMBERS ACCORDING TO § 162 OF THE GERMAN STOCK CORPORATION ACT (AKTG) IN FISCAL YEAR 2021 (2020) FORMER MEMBERS OF THE SUPERVISORY BOARD Karl-Ludwig Kley (Deputy Chairman)² Reinhard Hüttl2 Horst Lischka 1,2 Willibald Löw 1,3 Simone Menne² Brigitte Rödig 1,4 Total former members of the Supervisory Board Total current and former members of the Supervisory Board fixed remuneration Other Information attendance fee in € 146,237 as a % of total remuneration in € in € as a % of total remuneration 99 2,000 1 (418,548) 210,000 100 148,237 total remuneration Remuneration Report as a % of total remuneration Group Financial Statements (5) (95) Corporate Governance (200,000) (210,000) Total acting members of the Supervisory Board (10,000) 96 176,000 4 4,863,096 100 (3,884,274) (97) 4,687,096 (3) Combined Management Report (136,000) 313 4 Member of the Supervisory Board since 12 May 2021. To Our Stakeholders 2 Member of the Supervisory Board since 14 May 2021. 3 Member of the Supervisory Board since 3 August 2021. 1 These employee representatives have declared that they will transfer their remuneration to the Hans Böckler Foundation in accordance with the guidelines of the German Federation of Trade Unions. (100) (4,020,274) BMW Group Report 2021 33.6 14.2 37.5 20.1 31.1 17.6 27.2 17.1 Road in % 17.2 Rail in % 51.1 77.2 52.0 74.7 75.0 47.8 50.3 73.0 31.7 6.3 0.7 6.5 325 BMW Group Report 2021 1 Use and modelling of emissions factors primarily in accordance with DIN EN 16258 as well as figures from CleanCargo and JEC5; in some cases, extrapolations have been used for individual months. 2 Figures relate to automobile production (BMW Group including the BMW Brilliance Automotive Ltd. joint venture and partner plants, excluding Rolls-Royce and contract manufacturing) and spare parts deliveries to parts distribution centres. 3 Figures relate to automobile production (BMW Group including the BMW Brilliance Automotive Ltd. joint venture, contract production and parts for partner plants) and spare parts deliveries to distribution centres in markets worldwide as well as to dealerships in certain markets. " Scope expanded to include the Greer packaging plant (South Carolina, USA) to supply production and distribute Rolls-Royce vehicles. The figures for 2021 are therefore not directly comparable with previous years. 5 The CO₂e emission values for 2020 are not directly comparable with those of previous years, as the analysis has been expanded to include the local data of suppliers, who are in the production supply for certain plants and in the vehicle transportation to dealers in certain markets as well as the additional volume of part deliveries. 52.9 17.9 1.0 10.6 0.5 12.2 0.6 16.3 0.9 12.9 Air in % 3.8 7.6 3.8 7.7 2.6 6.3 2.3 2.5 75.8 974,189 g CO₂e 26,489 25,777 25,881 Transport volume in million tkm OUTBOUND³ (DISTRIBUTION OF VEHICLES AND SPARE PARTS) 23,244 820,226 13,623 472,290 15,634 577,077 589,730 537,928 14,491 14,545 CO₂e emissions in t Transport volume in million tkm SPARE PARTS DELIVERY) INBOUND² (MATERIAL PROVISION OF THE PLANTS AND 2021 2020 To Our Stakeholders 2019 2018 CO₂e emissions in t 959,147 993,320 23,622 850,569 tkm g CO₂e tkm g CO₂e tkm 9 Соге tkm g CO₂e tkm PERCENTAGE SHARE OF CARRIERS IN TOTAL (INBOUND AND OUT- BOUND) IN TERMS OF TRANSPORT VOLUME AND CO2 EMISSION Sea in % 51,741 1,878,9104 1,570,397 42,123 1,563,919 40,268 1,497,075 40,426 CO₂e emissions in t Transport volume in million tkm TOTAL (INBOUND AND OUTBOUND) 28,497 1,058,685 37,245 1,322,8595 Combined Management Report 85.1 Corporate Governance ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 326 = Q ↑ 1 Water consumed by automobile production (BMW Group plants, including the BMW Brilliance Automotive Ltd. joint venture, excluding partner plants and contract manufacturing). 0.3 0.0 14.6 13.6 12.6 4,924,477 2021 1111 4,722,310 Further GRI Information 2020 WASTE 1 in t 9,031 2017 Waste for disposal 822,848 768,292 771,162 779,911 776,179 Materials for recycling 2 829,498 775,459 780,911 789,817 785,209 in kg 2021 2020 2019 2018 2017 Total waste WASTE FOR DISPOSAL PER VEHICLE PRODUCED¹ Group Financial Statements 87.4 2019 2.39 in m³ PROCESS WASTEWATER PER VEHICLE PRODUCED¹ 50.3 Steel and iron -1.9 Duromers Others 10.0 (e.g. tyres and seals) 3.7 Elastomers (e.g. aluminium) 20.0 Non-ferrous metals Textiles 1.2 resins 12.6 Thermoplastic Naturwerkst.) 0.3 M.O.N. (modif. organ. in % BMW GROUP VEHICLES 1,2 AVERAGE DISTRIBUTION OF MATERIALS IN Further GRI Information Other Information Remuneration Report 2.32 5,417,428 2.22 2.15 90.4 88.0 5,425,073 5,073,220 2017 2018 of which rainwater in % of which surface water in % of which groundwater in % of which drinking water in % Water consumption in m³ WATER CONSUMPTION1 2 At approximately 2.46 million vehicles, the number produced (BMW Group plants, including the BMW Brilliance Automotive Ltd. joint venture, partner plants and contract production) increased in the year under report compared with the previous year (2020: approximately 2.26 million). Based on an average weight of BMW Group vehicles of approximately 1.8 tonnes, the total weight of input materials is around 4.3 million tonnes. To calculate the individual material flows, the total weight is multiplied by the average distribution of the materials in BMW Group vehicles. 1 Calculation based on unit-adjusted averages for the BMW 1 Series, 2 Series, 3 Series, 4 Series, 5 Series, 6 Series, 7 Series, 8 Series, X1, X2, X3, X4, X5, X6, X7, Rolls-Royce, MINI, MINI Countryman and the BEV vehicles iX, iX3, 14, 13, MINI E as well as the PHEV variants. 2021 2020 2019 2018 2017 1.0 2.25 TRANSPORT LOGISTICS: CARRIERS AND CO2 EMISSIONS 1 5,852,666 ← = Q Further GRI Information ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 323 9 Use-phase emissions are based on global average fleet emissions. For definition, see glossary carbon emissions of new vehicle fleet worldwide, including upstream emissions. The calculation is based on an average mileage of 200,000 km. 8 Based on life cycle assessments in accordance with ISO 14040/44 of representative vehicles of the product lines using the LCA tool GaBi provided by the company Thinkstep (including the climate-impacting gases CO₂, CH 4, N₂O, SF 6, NF 3). Corresponding to the CO₂e emissions, the life cycle assessments show the energy consump- tion (lower calorific value): around 86,095,113 MWh in the category "Bought-in goods and services" and around 600,049 MWh in the category "Waste disposal". 7 The figures from 2020 onwards are not directly comparable with previous years due to the improved data basis. In some cases, figures have been extrapolated based on surveys conducted at major national and international BMW Group locations. 6 Includes air travel, train travel and rental cars. 5 Scope expanded to include the Greer packaging plant (South Carolina, USA) to supply production and distribute Rolls-Royce vehicles. The figures for 2021 are therefore not directly comparable with previous years. " Includes both upstream and downstream transportation. Use and modelling of emissions factors primarily in accordance with DIN EN 16258 as well as figures from CleanCargo and JEC5; in some cases, extrapolations have been used for individual months. 3 Emissions from company cars (Scope 1) are also included on a pro-rata basis under employee commuting and use phase (both Scope 3). A system-related delimitation is not currently possible. 2 Includes all refuelling of function-relabel vehicles within Germany and at major international locations (e.g. test sites in the USA, Sweden and France). All refuellings of company vehicles in Germany and, since November 2021, throughout Europe are also included. The latter include both business and private trips, except refuel- ling paid for privately by employees. 1 Due to the broader definition of Scope 1 and Scope 2 emissions generated by BMW Group locations in the year under report and adjustments to the methodology for calculating use-phase emissions, the years 2019 (base year) and 2020 have been adjusted for comparison purposes. For these reasons, a direct comparison with 2017 and 2018 figures is not possible. 1,316,438 1,150,857 ENERGY CONSUMPTION 1,2,3 1,150,857 in MWh Total energy consumption Non-manufacturing areas 89,300 95,493 Motorcycle production 5,169,266 5,362,618 Vehicle production TOTAL ENERGY CONSUMPTION BY SEGMENT 6,476,955 6,040,824 5,714,610 6,348,009 5,974,625 5,788,965 2021 2020 2020 old 2019 2019 old 2018 2017 TOTAL ENERGY CONSUMPTION 394,555 1,878,9105 29,765 139,999 18,534,765 99,805,490 46,200,385 Total emissions SCOPE 3: INDIRECT GREENHOUSE GAS EMISSIONS 2021 2020 2020 old 2019 2019 old 2018 2017 ← = Q Further GRI Information BMW GROUP CO₂ FOOTPRINT¹ Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 322 9,906 Logistics4 98,782,354 Business trips 6 71,714,741 1,497,075 169,233 140,187 110,899,066 1,269,018 16,234,959 16,234,959 18,505,921 18,505,921 53,421,006 1,269,018 52,759,567 1,252,835 Disposal 8 Utilisation phase ³,9 17,221,109 16,786,192 Upstream chain 8 121,705,368 117,682,832 1,322,859 25,217 166,586 166,586 146,298 65,100,863 1,322,859 25,2172 129,646 132,520,346 1,570,397 75,042,286 1,570,397 129,646 146,298 136,608 73,093,077 1,563,919 159,039 Employees' commuter traffic 3,7 530,3993 5,226,227 120,583 627,825 5,226,227 220 67,038 65,065 65,065 68,560 68,560 86,787 84,166 177,564 192,911 192,911 164,957 164,957 205,320 224,819 508,318 498,299 498,299 425,796 412,451 294,724 220 258,380 68 56 Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 324 4 The decrease was mainly due to the pandemic-related interruption of production at most BMW Group plants. ² Due to an extention in the reporting scope in the year under report, figures from 2019 and 2020 have been adjusted to enable better comparison. Figures for 2017 and 2018 are therefore not directly comparable. 3 Upper calorific value. 1 Energy consumption generated by vehicle production (BMW Group plants including the BMW Brilliance Automotive Ltd. joint venture and motorcycle, excluding partner plants and contract manufacturing) and by other BMW Group locations not directly related to production (e.g. research centres, sales centres, office buildings). 2,344 2,316 2,316 1,703 1,703 1,091 381 Solar (photovoltaics) 1,211 1,161 1,501 3,517,068 3,206,948 3,093,542 266,112 2,453,215 2,320,314 2,154,8994 2,653,855 367,040 358,992 395,609 408,735 Community heating 2,439,675 2,513,308 2,588,409 Electricity TOTAL ENERGY CONSUMPTION BY SOURCE 125,450 1,021,955 114,072 979,887 5,329,550 4,946,865 4,946,865 114,072 653,673 1,001,199 120,583 274,484 284,763 Community cooling Heating oil 3,117,505 3,005,902 2,669,457 2,624,557 8,908 9,368 3,660 7,760 2,205 2,888 Further GRI Information 31,882 1,113 33,688 1,123 1,072 1,095 4,450 Wood pellets of which CHP losses Biogas (landfill gas) of which CHP losses Natural gas 33,322 9,749 UK 6,650 in Germany 30 0 2017 2018 2019 2020 2021 1 The term "employee" has been redefined with effect from the reporting year 2020 (for definition, see Glossary). For the period 2018 and earlier, the percentage of employees no longer covered by the new definition is between 7.5 und 8.0 %. ² Of whom 35.7% are tariff-bound production employees of the BMW Group 3 Of whom 35.3% are tariff-bound production employees of the BMW Group 4 Of whom 38.2 % are tariff-bound production employees of the BMW Group 5 Of whom 37.9 % are tariff-bound production employees of the BMW Group 6 Of whom 38.0 % are tariff-bound production employees of the BMW Group 329 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Employees Other Information 60 90 2,892 2,503 Employees in part-time employment³ 5,553 6,299 6,318 6,433 6,846 1 The term "employee" has been redefined with effect from the reporting year 2020 (for definition, see Glossary). For the period 2018 and earlier, the percentage of employees no longer covered by the new definition is between 7.5% and 8.0% 2 Around 30,5% of these are women employed at BMW AG. For system-related reasons, this data is only collected for BMW AG. 3 Permanent and fixed-term employees. EMPLOYEES IN GERMANY AND ABROAD¹ Number of employees in thousands 150 129.92 134.73 126.04 120.75 118.96 120 20 Employees abroad 90 3,489 ← = Q SHARE OF EMPLOYEES REPRESENTED BY A TRADE UNION OR FALLING UNDER COLLECTIVE AGREEMENTS 100 100 100 100 100 South Africa 53 62 USA (no collective agreements exist) 0 20 59 63 70 0 0 0 Mexico¹ 100 100 100 Austria¹ Further GRI Information 100 100 in % 2017 2018 2019 2020 2021 Germany¹ 100 100 100 100 100 ^ 86 85 85 84 83 China (plant) 100 100 100 4,638 4,685 97 105 313 196 193 153 108 81 Number of existing supplier relationships that had to be terminated prematurely due to serious sustainability violations Number of notifications of potential violations of our sustainability principles received through our supply chain reporting channels of which number of notifications that were clarified during the reporting year 1 Basis: Industry-specific sustainability questionnaire. 2 Includes on-site visits and remote audits. 0 0 0 0 9 2 3 9 2 89 2 Number of audits and assessments conducted by or on behalf of the BMW Group² Number of supplier locations not awarded contracts because they fail to meet the BMW Group's sustainability or other requirements¹ 64 % 327 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information SUSTAINABILITY ASSESSMENT OF RELEVANT SUPPLIER LOCATIONS 2018 2019 2020 2021 Proportion of audited suppliers of production-related material with a contract volume greater than € 2 million¹ 97% 95 % 98 % 98% Number of identified sustainability deficits at potential and existing supplier locations from an ESG perspective 48 % 62 % 61 % 8 8 co co 120,726 118,909 117,664 121,994 113,719 108,676 106,928 3,506 3,709 3,503 3,474 3,418 8,645 8,860 8,684 8,473 8,466 117 119 110 103 126,016 134,682 129,932 Employees with fixed-term contract² 328 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Further GRI Information 1 Excluding executives and contractors. 7 GRI 102-41 EMPLOYEES AND SOCIETY 2017 2018 2019 2020 2021 BMW Group Automotive Motorcycles Financial Services Other EMPLOYEES AT END OF YEAR' 7,168 ALTERNATIVE WAYS OF WORKING AT BMW AG1 Number of employees 2018 2019 2020 2021 -17 Germany -17 UK - 25 USA 15 Austria (incl. sales region Eastern Europe) -22 South Africa 33 Thailand Total 2,077 2,247 2,794 4,535 3,720 Part-time retirement, retirement, death 1,207 1,314 1,700 1,884 2017 1,938 Number TOTAL NUMBER OF EMPLOYEES LEAVING BMW AG, BY REASON FOR LEAVING¹ Employee category 2019 2020 2021 Non-tariff employees 16.7 14.1 30.7 "Meister" (master craftsmen) 14.1 21.1 27 Tariff 10.6 7.1 10.8 Further GRI Information ↑ SHARE OF WOMEN IN THE WORKFORCE BY COUNTRY WITH PRODUCTION SITE(S) in % -7 India ACADEMY, BY EMPLOYEE CATEGORY Voluntarily left company (termination or suspension of employment contract by employee) 0 2.90 3.33 4.09 | 3.86 4.27 Efficiency indicator calculated from the solvent emissions (VOC) generated in automobile production (BMW Group plants, including the BMW Brilliance Automotive Ltd. joint venture, excluding partner plants and contract manufacturing) divided by the number of automobiles produced (BMW Group plants, including the BMW Brilliance Automotive Ltd. joint venture and partner plants, excluding contract manufacturing). 2021 2020 2019 2018 2017 0 0.70 0.81 0.85 0.93 1.03 in kg SOLVENT EMISSIONS PER VEHICLE PRODUCED 1 1 Waste generated by automobile production (BMW Group plants, including the BMW Brilliance Automotive Ltd. joint venture, excluding partner plants and contract manufacturing). 2 Includes both recycling and thermal utilisation. 2017 - 20 Brazil 2018 2020 809 873 1,029 2,6012 1,749² - 31 Mexico Dismissed by employer 61 60 65 50 33 1 Figures refer to employees with permanent contracts. 37 Other countries 2 Increase mainly due to a set of personnel measures. 52 China = Q ← = Q Further GRI Information 1 Efficiency indicator calculated from the waste generated in automobile production (BMW Group plants, including the BMW Brilliance Automotive Ltd. joint venture, excluding partner plants and contract ma- nufacturing) divided by the number of vehicles produced (BMW Group plants, including the BMW Brilli- ance Automotive Ltd. joint venture and partner plants, excluding contract manufacturing). 2021 2019 AVERAGE TRAINING HOURS AT THE BMW AG Other Information Remuneration Report 43,309 41,180 in % of total number of employees 63.3 66.1 70.8 87.2 84.3 of which fixed-term 39 India 562 Number of employees who use "Vollzeit Select" 4,690 5,508 5,474 4,747 3,736 of which fixed-term 12 in % of total number of employees" 5.3 6.1 6.6 6.0 36,208 4.8 34,339 Teleworking position³ China 2,059 Number of employees Part-time workers² 2017 2018 2019 2020 2021 4,572 5,000 5,440 5,568 5,951 of which fixed-term 756 in % of total number of employees 5.2 5.6 6.6 7.0 7.7 Thailand 561 31,754 South Africa 2,894 Sabbaticals 567 4 Statistical population not including apprentices, interns, thesis students working at the company and doctoral candidates. 877 Brazil of which fixed-term 426 Austria¹ 3,934 of which fixed-term 142 USA 12,171 of which fixed-term 0 UK 6,475 of which fixed-term 100 1 Including the Eastern Europe sales region. of which fixed-term 2 3,033 Mexico of which fixed-term 0 6,696 Other countries of which fixed-term 299 79,647 Germany of which fixed-term 727 330 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance 3 Only workers in administrative positions who engaged in teleworking. ² Of which 3,716 were female (62%). For systemic reasons, this number is only calculated for BMW AG. For the period 2018 and earlier, the percentage of employees no longer covered by the new definition is between 7.5% and 8.0 %. 1 The term "employee" has been redefined with effect from the reporting year 2020 (for definition, see Glossary). 648 764 653 464 in % of total number of employees 0.6 0.7 0.9 0.8 0.6 SHARE OF EMPLOYEES PER COUNTRY WITH PRODUCTION LOCATION(S) Parental leave 3,389 3,675 4,082 4,158 4,211 3.9 4.1 4.9 5.2 5.4 in % of total number of employees >>> 1 Efficiency indicator calculated from the amount of water consumed by automobile production (BMW Group plants, including the BMW Brilliance Automotive Ltd. joint venture, excluding partner plants and contract manufacturing) divided by the number of automobiles produced (BMW Group plants, including the BMW Brilliance Automotive Ltd. joint venture and partner plants, excluding contract manufacturing). 8 Emissions from company cars (Scope 1) are also included on a pro-rata basis under employee commuting and use phase (both Scope 3). A system-related delimitation is not currently possible. 2019 old 75,987,119 2019 133,552,843 2020 old 65,828,005 2020 2021 118,491,889 74,213,402 122,539,929 Total emission 625,072 581,703 642,259 678,403 642,885 BMW Group locations 3,4,5 SCOPE 1: DIRECT GREENHOUSE GAS EMISSION 529,728 72,850,724 2017 9 Biomethane certificates amounting to 164,000 MWh are taken into account in this indicator. This share has reduced carbon emissions by 30,024 metric tonnes. 321 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance 2018 Remuneration Report ← = Q Further GRI Information FURTHER GRI INFORMATION PRODUCTION, PURCHASING AND SUPPLIER NETWORK BMW GROUP CO₂ FOOTPRINT¹ in t CO₂/CO₂e Total emission² Other Information 487,249 51,887,708 1,234,346 130,090 Scope 2: INDIRECT GREENHOUSE GAS EMISSION Total emission 550,494 510,911 510,911 538,622 538,622 302,574 302,574 354,095 354,095 1,967 84,257 84,257 134,849 134,849 1 Due to the broader definition of Scope 1 and Scope 2 emissions generated by BMW Group locations in the year under report and adjustments to the methodology for calculating use-phase emissions, the years 2019 (base year) and 2020 have been adjusted for comparison purposes. For these reasons, a direct comparison with 2017 and 2018 figures is not possible. 2 The emissions listed account for approximately 90% of the BMW Group's total Scope 1 to Scope 3 emissions. 3 Carbon emissions (disregarding climate-impacting gases apart from carbon dioxide) generated by vehicle production (BMW Group plants including the BMW Brilliance Automotive Ltd. joint venture and motorcycle production, but excluding partner plants and contract manufacturing) and by other BMW Group locations not directly related to production (e.g. research centres, sales centres, office buildings). 4 From 2021, this indicator also includes the carbon emissions generated by other BMW Group locations as well as those relating to production. For comparison purposes, the figures for 2019 (base year) and 2020 have been adjusted accordingly. The figures for 2017 and 2018 are therefore not directly comparable. 5 Calculation of Scope 1 and Scope 2 emissions, using the operational control approach in accordance with the GHG Protocol. Leased office space without the direct influence of the BMW Group on energy supply is therefore not included. 6 Scope 2 emissions calculated using the market-based method in accordance with the GHG Protocol Scope 2 guidance; mainly the use of VDA emissions factors and in some cases the use of local emissions factors; alternative calculation using the location-based method: 1,404,348 t CO₂. 7 Includes all refuelling of function-relabel vehicles within Germany and at major international locations (e.g. test sites in the USA, Sweden and France). All refuellings of company vehicles in Germany and, since November 2021, throughout Europe are also included. The latter include both business and private trips, except refuel- ling paid for privately by employees. 130,090 1,793 Electricity/heat purchased by BMW Group locations 3,4,5,6 6,098 586,638 568,538 678,967 604,620 699,713 631,3049 1,793 company-owned planes 88,782 88,272 company vehicles 7,8 85,667 72,554 72,554 66,442 6,562 6,182 85,667 6,098 333 ← = Q Other Information Remuneration Report To Our Stakeholders Group Financial Statements Combined Management Report BMW Group Report 2021 Corporate Governance [C Total amount of waste: 829,498 t.; 93.4 % of this was recycled and 5.8 % thermally utilised. Accounting Metric Product Safety Number of vehicles recalled Category Quantitative Unit of Measure Code Number TR-AU-250a.3 Labour Practices ^ Topic ]] Percentage of vehicle models rated by NCAP programmes with an overall 5-star safety rating, by region 100 %* of the security-related complaints were reviewed. TR-AU-000.A Number of vehicles sold Quantitative Number TR-AU-000.B Product Safety Percentage of active workforce covered under collective bargaining agreements Quantitative Percentage (%) TR-AU-250a.1 Number of safety-related defect complaints, percentage investigated Quantitative Number, Percentage (%) TR-AU-250a.2 Response Comment 2,461,269* (Automobiles) 187,500 (Motorcycles) * Production including the joint venture BMW Brilliance Automotive Ltd., Shen- yang (2017: 396,749 automobiles, 2018: 491,872 automobiles, 2019: 536,509 automobiles, 2020: 602,935 automobiles, 2021: 700,777 automobiles). 2,521,514* (Automobiles) 194,261 (Motorcycles) *Deliveries including joint venture BMW Brilliance Automotive Ltd., Shenyang (2017: 385,705 automobiles, 2018: 455,581 automobiles, 2019: 538,612 automobiles, 2020: 602,247 automobiles, 2021: 651,236 automobiles). - 100% - European New Car Assessment Programme (Euro NCAP) - 87% China New Car Assessment Programme (C-NCAP) ― 60 % - U. S. National Highway Traffic Safety Admin- istration's (NHTSA) New Car Assessment Programme (NCAP) -66% Korean New Car Assessment Programme (KNCAP) In its report on NCAP programmes, the BMW Group focuses on markets in the EU (including the UK), China, the USA and South Korea. Further information on new car assessment programmes is provided in the section on effective safety systems. *The survey period runs from November of the previous year through to November of the reporting year, as to allow for a processing time after the receipt of complaints. Quantitative on the aforementioned countries for the purposes of TR-AU-310a.1 Corporate Governance Remuneration Report Other Information [C Topic Accounting Metric Category Unit of Measure Code Fuel Economy & Use-phase Emissions Group Financial Statements Sales-weighted average passenger fleet fuel economy, by region Mpg, L/km, gCO₂/km, km/L TR-AU-410a.1 Number of (1) zero-emission vehicles (ZEV), (2) hybrid vehicles and (3) plug-in hybrid vehicles sold Quantitative Number TR-AU-410a.2 SASB-Index ↑ = Q Response Comment Quantitative Combined Management Report To Our Stakeholders BMW Group Report 2021 (1) Number of work stoppages and (2) total days idle Quantitative Number, Days idle TR-AU-310a.2 SASB-Index Response Comment In reporting year 2021, safety and compliance-relat- ed technical recall actions took place for 1,920,977 vehicles. These were voluntary and were carried out in coordination with relevant authorities. The main tech- nical recall actions related to the exhaust gas recircula- tion cooler and Takata airbags. For further information regarding quality management see 7 Product safety as part of quality management. Germany: 100 % UK: 83% China (Plant): 100% Austria²: 100 % South Africa: 70% USA: no collective agreements in place Mexico: 100 % Based on the availability of data, the BMW Group focuses Number reporting on this accounting metric. * Excluding senior management and contractors. Strike action is usually taken to reinforce pay rise demands. At BMW AG, strike action was taken in 2021 at the Leip- zig plant. In this case, a series of five 24-hour strikes was called by IG Metall as part of its campaign to secure a so-called “equalization allowance" to compensate the difference in contractual weekly working hours between the collective bargaining areas in eastern and western Germany. Due to the fact that the strikes took place during the semiconductor supply crisis, the impact the BMW Group cannot be quantified directly. Following the conclusion of a collective bargaining framework agreement on the harmonisation of working hours, the BMW Group entered into corresponding discussions with the Works Council. At the BMW Group's international plants, strike action resulted in operational disruptions at the Rosslyn site in South Africa. Strikes were held on 13 days, spread over four time-blocks, with the focus primarily on pay rise de- mands. Lost production was compensated by additional shifts. The number of employees involved in the strike action was not recorded by the BMW Group. ]] 334 Percentage (%) Code 3 Start of production 06/2019. Category Quantitative 89.8 89.5 Other 7.6 Transport 8.3 Cleaning 1.9 3.1 Driving USA Austria South Africa 87.7 88.3 87.4 87.5 89.1 82.8 85.6 82.3 78.7 79.1 Secondary Testing 2.8 activities 12.8 - 23.9 Walking 83.0 88.3 86.9 86.3 99.8 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Further GRI Information SHARE OF LOCAL EMPLOYEES IN MANAGEMENT POSITIONS AT MAJOR COMPANY LOCATIONS 1 MAIN ACCIDENT FACTORS¹ in % 2017 2018 2019 2020 2021 6.7 Processing Germany UK 99.4 99.5 99.7 99.7 82.8 Unit of Measure 82.7 85.4 Mexico 3 48.4 62.9 67.8 1 "Local" refers to managers with local contracts. People deployed to work at the location who do not have a local employment contract are not included. These are reflected in the difference to 100 in each case. 2 Including employees of the joint venture BMW Brilliance Automotive Ltd., Shenyang, which is not consolidated in the BMW Group. Global carbon emissions of the new vehicle fleet, including emissions generated by upstream supply chain (normalised based on WLTP): SASB-Index 332 BMW Group Report 2021 1 The accident severity rate in the reporting year was 66.1 lost days (due to occupational accidents) per 1 million hours worked (2020: 53.4). To Our Stakeholders Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q SASB-INDEX [C Topic Activity Metric Accounting Metric Number of vehicles manufactured Combined Management Report 60.0 57.8 57.1 Assembly/ dismantling 16.3 India 70.0 74.4 82.1 68.4 78.4 16.6 Handling parts Brazil 76.1 77.6 78.2 84.9 85.1 China2 76.5 76.7 73.7 78.8 82.2 Thailand 56.8 56.8 85.9 197.9 g CO2/km¹ Other Information USA (USC): 140.9 g CO2/km (volume-weighted fleet car- bon emissions, based on passenger cars and light trucks) CN (WLTC): 163.0 g CO2/km² 7 Climate-Related Opportunities and Risks BMW Group Integrated Strategy Strategy Process CDP questionnaire 2021 C2.1, C2.3, C2.3a, C2.4, C2.4a, C 2.2a C2.3, C2.3a, C 2.4, C2.4a, C3.1, C3.3 C 3.1, C3.1a ]] > TCFD-Index 339 Outlook, Risk and Opportunity Management BMW Group Report 2021 Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q [C Risk Management A. Group processes for identifying and assessing climate-related risks B. Group processes for managing climate-related risks To Our Stakeholders C. Integrating processes for identifying, assessing and managing climate-related risks within the Group's general risk management system * Reducing Carbon Emissions in the Supply Chain Production, Purchasing and Supplier Network Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q [C Strategy A. Climate-related risks and opportunities B. The impact of climate-related risks and opportunities on the Group's business activities and its strategic and financial corporate planning 7 Carbon Emissions at BMW Group Locations C. Resilience of the BMW Group's strategy Outlook, Risk and Opportunity Management 7 Climate-Related Opportunities and Risks BMW Group Integrated Strategy 7 Environmental Analysis and Megatrends Strategy Process Outlook, Risk and Opportunity Management ― Climate-Related Opportunities and Risks BMW Group Integrated Strategy 7 Environmental Analysis and Megatrends 7 Climate change and CO₂ reduction 7 Strategy Process Products and Mobility Solutions 7 Carbon Emissions and Pollutants - Electric Mobility BMW Group Report 2021 BMW Group Report 2021 Outlook, Risk and Opportunity Management 7 Organisation of Risk Management 7 Climate-Related Opportunities and Risks BMW Group Integrated Strategy 7 Dashboard 7 Performance Indicators Other GRI Information (Table BMW Group CO₂ Footprint) BMW Group Integrated Strategy 7 Performance Indicators Products and Mobility Solutions 7 Carbon Emissions and Pollutants Production, Purchasing and Supplier Network ― Circular Economy, Resource Efficiency and Renewable Energy C. Targets according to which the Group addresses climate-related opportunities and risks Other GRI Information (Table BMW Group CO₂ Footprint) Strategy Process 7 Performance Indicators Products and Mobility Solutions 7 Carbon Emissions and Pollutants Production, Purchasing and Supplier Network 7 Circular Economy, Resource Efficiency and Renewable Energy CDP questionnaire 2021 C4.2 C6.1, C6.3, C6.5 C4.1, C4.1b, C4.2 ]] BMW Group Integrated Strategy B. Disclosure of Scope 1, Scope 2 and Scope 3 greenhouse gas (GHG) emissions A. Key sustainability indicators the Group uses to assess climate-related risks and opportunities BMW Group Report 2021 BMW Group Integrated Strategy 7 Environmental Analysis and Megatrends Outlook, Risk and Opportunity Management 7 Organisation of Risk Management 7 Climate-Related Opportunities and Risks BMW Group Integrated Strategy 7 Environmental Analysis and Megatrends Strategy Process Outlook, Risk and Opportunity Management 7 Organisation of Risk Management 7 Climate-Related Opportunities and Risks CDP questionnaire 2021 C2.2, C2.2a, C 2.1 C 2.2, C2.2a C2.2 ]] > 340 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q TCFD-Index (C Key Sustainability Indicators and Targets To Our Stakeholders BMW Group Report 2021 338 TCFD-Index Description of the management of Discussion and Analysis n/a TR-AU-440a.1 risks associated with the use of critical materials SASB-Index ↑ = Q Response Comment In line with its corporate strategy, the BMW Group is pursuing a clear course of decarbonisation. Against a backdrop of increasing electrification, it is particularly important to consider carbon emissions over the entire life cycle of a vehicle. In this context, the BMW Group has set itself decarbonisation targets by 2030 (base year 2019) during the use phase, in the upstream supply chain and in production. These targets were notified to the SBTI and validated (Decarbonisation targets across the value chain). The BMW Group is also taking measures to mitigate and adapt to climate change. It is there- fore imperative to identify climate-related risks and opportunities and to take appropriate account of them in determining the strategic direction to be followed, managing the business and organising a Group-wide risk management system. For further information, see 7 Climate-related opportunities and risks. Material Sourcing The BMW Group also has a set of rigorous measures in place to reduce pollutant emissions generated by its ve- hicles, such as nitrogen oxides (NOx), carbon monoxide (CO) and particulate matter (PM) (pollutant emissions). In order to meet the respective due diligence require- ments in terms of environmental and social standards, we rely on systematic risk analyses as well as preven- tion, empowerment and remediation measures. Moreover, the BMW Group enshrines its obligatory sustainability standards in all its supply contracts. Sourcing the raw materials required to produce battery cells, such as lithium and cobalt, is generally a highly challenging task. In order to establish traceability and transparency across the supply chain for both of these raw materials and to minimise the identified risks, the BMW Group sources them directly from the producers and makes them avail- able to its own suppliers in order to produce the current generation of battery cells. Detailed information on the approach taken by the BMW Group is provided in the section Taking ecological and social responsibility. Close cooperation with our suppliers in a spirit of part- nership was one of the factors that enabled us, for ex- ample, to cushion the effects of the global semiconductor shortage to a large extent. In order to secure long-term supplies in this area, the BMW Group concluded a direct agreement with semiconductor suppliers for the first time at the end of 2021. The agreement enables the BMW Group to secure the supply of several million semi- conductors per year. Global network and local procurement 336 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report ← = Q Topic Materials Efficiency & Recycling ]]>>> Discussion of strategy for managing fleet Discussion and Analysis n/a fuel economy, and emissions risks and opportunities TR-AU-410a.3 Code The BMW Group focuses on the core markets of Europe, China, and the USA, which account for more than 80 % of BMW Group sales. Further information is provided the sections Decarbonisation during the use phase meets legal re- quirements and Fleet emissions in the USA, China and worldwide. 1The figures are determined using a new calculation method, which was applied retroactively back to the year 2019 (2019 before adjustment: 140 g/km; 2020 before adjustment: 133 g/km). For definition, see 7 Glossary: Carbon emissions of the new vehicle fleet worldwide, including upstream emissions. 2 This is a preliminary internal calculation with a potential variation of +/- 0.5 g CO2/km, as official registration figures have not been provided by the authorities of all EU states. Official values published by the EU Commission are not expected to be made available until the following year. 3 Flexibilities defined in the regulatory requirements for 2021: eco-innovations at 1.7 g CO2/km (WLTP). "Average volume-weighted fleet emissions including regulatory credit factors of 8.83 g CO₂/ km (off cycle technologies, NEV multiplier, phase-in) according to WLTC (Worldwide Harmonized Test Cycle) under China-specific test road conditions. (1) Emission free vehicles (BEV): 103,854* (2) The BMW Group portfolio includes BEVs (1) and PHEVS (2). Based on BMW Group definitions, 48V vehicles are not classified as hybrid vehicles see 7 Electrified vehicles. (3) Plug-in hybrid electric vehicles (PHEV): 224,460* *Including the joint venture BMW Brilliance Automotive Ltd., Shenyang ]] ^ 335 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report BMW Group Report 2021 [C Topic Fuel Economy & Use-phase Emissions Accounting Metric Category Unit of Measure Accounting Metric EU (WLTP): 115.9 g CO2/km²,3 Category Quantitative Governance A. Responsibility of the Board of Management for climate-related risks and opportunities B. The role of management in assessing and managing climate-related risks and opportunities BMW Group Report 2021 Outlook, Risk and Opportunity Management 7 Organisation of Risk Management 7 Climate-Related Opportunities and Risks BMW Group Integrated Strategy Strategy Process 7 Performance Indicators - Performance Management [c 7 Corporate Governance 7 Organisation of Risk Management 7 Climate-Related Opportunities and Risks BMW Group Integrated Strategy 7 Strategy Process 7 Performance Indicators CDP questionnaire 2021 C1.1a, C 1.1b C 1.2, C 1.2a ]] > Outlook, Risk and Opportunity Management TCFD-INDEX ← = Q Other Information Weight of end-of-life material recovered, percentage recycled Quantitative Unit of Measure Metric tons (t), percentage (%) Metric tons (t), percentage (%) Code TR-AU-440b.1 TR-AU-440b.2 Average recyclability of vehicles sold Quantitative Percentage (%) by sales- weighted metric tons (t) TR-AU-440b.3 SASB-Index Response Comment At the Recycling and Dismantling Centre in Munich, 8,543 vehicles (including motorcycles) were taken back and recycled during the reporting year. This is equivalent to a total vehicle scrap weight of 12,799 t. In relation to the entire vehicle, at least 85% of materials are recycled and, including thermal utilisation, at least 95% as stipulated by legal requirements (European End-of-Life Vehicles Directive ELV 2000/53/EC). All BMW Group vehicles sold since 2008 meet the currently applicable worldwide requirements for the recycling of end-of-life vehicles, components and mate- rials. Vehicles are already currently required to be 95% recyclable (based on vehicle weight). Together with its national sales organisations, the BMW Group has already introduced take-back systems for end-of-life vehicles in 30 countries and offers eco-friendly vehicle recycling at more than 2,800 take-back points. From product development to recycling. The BMW Group not only wants to make vehicle more recyclable, it is also looking to reduce the use of primary raw materials in the automotive value chain and increase the proportion of secondary raw materials. Circularity as a strategic priority. TCFD-Index 337 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Total amount of waste from manufactur- ing, percentage recycled 331 Other Information 303 € million Revenues 5,380,785 5,114,906 4,718,970 4,359,572 4,130,002 3,846,364 124,719 123,394 111,191 96,390 84,347 80,974 5,973,682 5,708,032 142,834 133,147 contracts 5,859,890 5,981,928 139,530 133,093 € million 1,861,826 113,811 2,505,741 2,359,756 2,279,503 2,165,566 2,006,366 185,682 145,555 151,004 133,615 110,127 units 2,461,269 2,255,637 2,564,025 2,541,534 units 187,500 168,104 187,116 162,687 2,349,962 2,259,733 2,117,965 1,963,798 1,845,186 145,032 136,963 123,495 115,215 106,358 2,486,149 2,465,021 165,566 164,153 2,521,514 2,325,179 2,537,504 194,261 169,272 175,162 units units 2012 2013 2014 2015 2016 2017 20181 2019 2020 2021 111,239 98,990 104,210 96,855 8,933 7,411 4,830 13,400 € million 20.2 20.1 21.2 19.7 19.9 20.3 INCOME STATEMENT 19.0 13.7 19.8 % Earnings before financial result Gross profit margin 76,848 76,059 80,401 92,175 94,163 98,282 17.3 9,899 Business volume (based on balance sheet carrying amounts) FINANCIAL SERVICES Sabbatical S equity capital at the end of the last five quarters - attribut- able to the Financial Services segment. - RoE in the Financial Services segment is calculated as seg- ment profit before taxes, divided by the average amount of - Return on equity (ROE) ROCE in the Automotive and Motorcycles segments is meas- ured on the basis of relevant segment profit before financial result and the average amount of capital employed at the end of the last five quarters in the segment concerned. Capital employed corresponds to the sum of all current and non-current operational assets, less liabilities that generally do not incur interest. - Return on capital employed (ROCE) ← = Q Glossary and Explanation of Key Figures Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 350 The engineering, IT and process expertise required for the (pre-)development of hardware and software for all BMW Group products and services is combined at the Group's international research and development locations. Research and development locations Research and development expenditure ratio Research and development expenditure as a percentage of Group revenues. The number of people with active employment contracts who are absent from work for at least one month and for not more than six months due to an employee-funded leave of absence ("sabbatical"). Scope 1 to Scope 3 carbon emissions The carbon emissions generated by a company are recorded in various categories. The Greenhouse Gas Protocol, a part- nership between the World Resources Institute (WRI) and the World Business Council for Sustainable Development (WBCSD), distinguishes between Scope 1, Scope 2 and Scope 3 emissions, based on their various sources. Whereas Scope 1 emissions are generated within a company through the combustion of fossil fuels, Scope 2 refers to the indirect emissions caused by the consumption of electricity and heat from externally generated sources of energy. Scope 3 emis- sions are generated in the upstream and downstream stag- es of the value chain, both in the supply chain (upstream] and in the subsequent use of products and services (down- stream). Motorcycles 3 Automobiles PRODUCTION VOLUME Motorcycles 3 Automobiles 2 DELIVERIES BMW GROUP TEN-YEAR COMPARISON BMW Group Ten-year Comparison ← = Q Other Information Remuneration Report Contract portfolio Corporate Governance Combined Management Report To Our Stakeholders BMW Group Report 2021 344 372 - 367 16.3-16.1 365-363 16.0-15.9 348 359 15.8 15.2 Group Financial Statements 9,386 9,593 9,118 2019 2020 2021 BMW Group Ten-year Comparison ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 345 5 Proposal by management. For the timeframe including and prior to 2018, the share of the employees that are no longer reflected in reporting is about 7.5-8 %. "Since the reporting year 2020, a new definition for workforce size has been applied ( Glossary). To enable better comparability, the value for 2019 was adjusted accordingly (2019 before adjustment: 133,778 employees). ² Retail vehicle delivery data presented for 2020 and 2021 is not directly comparable to such data presented for previous years. For further information on retail vehicle delivery data, please see Comparison of Forecasts with Actual Outcomes. 3 Excluding Husqvarna, deliveries up to 2013: 59,776 units; production up to 2013: 59,426 units. 1 The 2018 figures were adjusted due to the change in accounting policy in conjunction with the adoption of IFRS 16 (see Annual Report 2019, note 6 to the Group Financial Statements). In addition, prior year figures were adjusted due to changes in the presentation of selected items that are of minor importance overall. 5,111 5,329 5,817 6,396 6,910 20181 2017 2016 2015 Capital expenditure (excluding capitalised development costs) 50,530 52,184 56,844 61,831 66,864 81,305 86,193 97,959 110,343 121,671 8,675 121,964 73,542 90,630 134,851 81,807 143,354 86,173 € million € million Current assets Non-current assets BALANCE SHEET 2012 2013 2014 137,404 124,202 84,736 7,064 5,022 3,857 10.8 10.0 10.3 10.9 9.9 6.8 5.3 14.4 % Return on sales (earnings before tax revenues) 7,803 10.4 7,893 9,224 9,665 10,675 9,627 7,118 5,222 16,060 € million Earnings before tax 8,275 7,978 8,707 The sum of research and non-capitalised development cost and capitalised development cost (not including the associ- ated scheduled amortisation). 10.2 € million 12,463 Net profit for the year 34.5 32.5 33.2 30.7 28.5 18.7 26.3 30.1 26.1 Income taxes 22.4 Effective tax rate 2,692 2,564 2,890 2,828 2,755 2,000 2,530 2,140 1,365 3,597 % Research and development expenditure R nues. A form of corporate financing involving the sale of receiva- bles to a financing company. Asset-backed financing transactions The number of people on multi-year vocational training courses at a BMW Group company (includes all of the con- solidated and non-consolidated companies in which the BMW Group holds more than 50% of the shares), with these training courses consisting of practical and theory sections. Apprentices A EXPLANATION OF KEY FIGURES GLOSSARY AND Glossary and Explanation of Key Figures ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 346 5 Proposal by management. For the timeframe including and prior to 2018, the share of the employees that are no longer reflected in reporting is about 7.5-8 %. "Since the reporting year 2020, a new definition for workforce size has been applied ( Glossary). To enable better comparability, the value for 2019 was adjusted accordingly (2019 before adjustment: 133,778 employees). 2 Retail vehicle delivery data presented for 2020 and 2021 is not directly comparable to such data presented for previous years. For further information on retail vehicle delivery data, please see Comparison of Forecasts with Actual Outcomes. 3 Excluding Husqvarna, deliveries up to 2013: 59,776 units; production up to 2013: 59,426 units. 1 The 2018 figures were adjusted due to the change in accounting policy in conjunction with the adoption of IFRS 16 (see Annual Report 2019, note 6 to the Group Financial Statements). In addition, prior year figures were adjusted due to changes in the presentation of selected items that are of minor importance overall. 2.50/2.52 B BMW Group employees Since 2020, all people with active temporary or permanent employment contracts (as of 31 December in the year in question) with the BMW Group (includes all of the consoli- dated and non-consolidated companies in which the BMW Group holds more than 50% of the shares) have been considered employees of the BMW Group. This excludes ap- prentices, interns, temporary staff (working students), tem- porary employees, dormant/inactive employment contracts due to maternity leave, sabbaticals, parental leave, long- term illness (as defined in the country in question), those in inactive early retirement phase, and employees accompany- ing their partner abroad. Up to 2019, temporary staff, post- graduate students, interns, apprentices, and people on ex- tended sick leave or on sabbatical were also included in this definition. ed figures are increased by 10% to account for possible dis- crepancies between cycle values and real emissions, as re- quired by the Science Based Targets Initiative. This indicator also includes the upstream emissions for the respective en- ergy sources (fossil fuels and electricity used for charging), in line with the well-to-wheel approach. This covers the entire causal chain behind vehicle motion, i. e. from the generation and supply of power to its conversion into drivetrain energy. This approach also includes the environmental impacts as- sociated with the supply of energy. For example, to calculate the volume of emissions resulting from upstream electricity (drivetrain energy supply), the BMW Group uses the energy report published by the International Energy Agency (IEA) as a basis in order to assess the emissions associated with the electricity mix in its core markets. ← = Q Glossary and Explanation of Key Figures Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 347 1,640 This indicator documents the progress made by the BMW Group in its strategic objective of reducing carbon emissions during the utilisation phase including upstream emissions (drivetrain energy supply) by an average rate of more than 50% per kilometre driven by 2030 (base year 2019). For the purpose of this calculation, the volume-weight- ed average fleet carbon emissions are calculated for the core markets EU (27 EU countries incl. Norway and Iceland; plus UK) (driving cycle: Worldwide Harmonized Light Vehicles Test Procedure; basis: production volume), USA (driving cy- cle: United States Combined; basis: production volume) and China (driving cycle: Worldwide Harmonized Test Cycle, sub- ject to China-specific framework conditions for testing; ba- sis: import volumes/local production volumes; incl. joint venture BMW Brilliance Automotive Ltd.) before deduction of legally permitted offsetting factors (e.g. supercredits and eco-innovations) and then standardised according to the WLTP (European) driving cycle. These core markets account for more than 80% of the BMW Group's sales. The calculat- porting period. New registrations for these purposes com- prise all newly registered vehicles of a given manufacturer in the EU, including Norway and Iceland, during the calendar year, plus any individual vehicle-specific carbon emissions determined in accordance with the WLTP type test proce- dure. The BMW Group's fleet carbon emissions figure for 2021, as measured internally, includes legally permitted off- setting of eco-innovations. Carbon emissions of the new vehicle fleet in the EU The average carbon emissions of a manufacturer's fleet are calculated on the basis of the weighted average of carbon emissions across all vehicles newly registered during the re- Capitalised development costs as a percentage of research and development expenditure. Capitalisation rate Investments in property, plant and equipment and other in- tangible assets (excluding capitalised development costs) as a percentage of Group revenues. Capital expenditure ratio C The sum of the balance sheet line items "Leased products" and "Receivables from sales financing" (current and non-cur- rent), as reported in the balance sheet for the Financial Ser- vices segment. Business volume in balance sheet terms A securitised debt instrument in which the issuer certifies its obligation to repay the nominal amount at the end of a fixed term and to pay a fixed or variable rate of interest. Bond Carbon emissions of the new vehicle fleet worldwide, including upstream emissions 1,707 2.60/2.62 2.90/2.92 3.20/3.22 118,909 103,569 € DIVIDEND Personnel cost per employee 4 Workforce at year-end 4 PERSONNEL 3,809 3,003 3,481 5,404 5,792 120,726 99,647 4,459 8,370 7,671 7,688 6,122 7,880 9,039 10,979 12,036 2,567 3,395 6,354 € million 2,713 Cash flow 126,016 98,901 129,932 100,760 3.50/3.52 4.00/4.02 3.50/3.52 2.50/2.52 1.90/1.92 1,904 2,102 2,300 2,630 2,303 1,646 134,682 101,178 1,253 € Dividend per share of common stock / preferred stock € million Dividend total 89,161 89,869 105,876 110,351 116,324 92,337 122,244 97,136 124,729 99,575 3,8275 5.80/5.825 € million Liquid funds generated (cash inflows) or used (cash out- flows) during a reporting period. Similar to "value at risk” (see definition below). Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 349 The number of employees of the BMW Group (includes all consolidated and non-consolidated companies in which the BMW Group is the sole shareholder) participating in further Number of training participants N The number of people with active employment contracts who are absent from work, as permitted by law, before and after the birth of a child (maternity protection) or due to par- enthood, as provided for by law in the country in question (parental leave). Maternity protection, parental leave Management positions are positions at functional levels I to IV below the Board of Management level. Management positions M Cash and cash equivalents as well as marketable securities and investment funds. Liquidity L The number of people obtaining voluntary or mandatory work experience at a BMW Group company (includes all of the consolidated and non-consolidated companies in which the BMW Group holds more than 50% of the shares) while studying for a degree. Interns I Gross profit as a percentage of Group revenues. Glossary and Explanation of Key Figures ← = Q education worldwide. This data is collected by directly regis- tering participants and, to a lesser extent, via qualified ex- trapolation. It comprises the overall number of participants on training and qualification courses, including e-learning courses. Group profit loss before tax as a percentage of Group reve- Pre-tax return on sales Group net profit as a percentage of Group revenues. Post-tax return on sales The number of people with active employment contracts who are absent from work on grounds of illness for an ex- tended period of time (as defined in the country in question - in Germany, this means an absence of more than 42 calen- dar days with a given illness). People on extended sick leave Ratio of unappropriated profit of BMW AG in accordance with HGB to net profit for the year of the BMW Group in accord- ance with IFRS. Payout ratio The number of employees (see definition of "Employees”), distinguishing between employees who have contractually stipulated weekly working hours as prescribed by law, in a collective wage agreement or by the company in question (full time) and employees with a contractually stipulated re- duction in their number of weekly working hours, which are thus less than the respective number of full-time working hours (part time). >= 10.0 %-pts. [-0.9%-pts. / +0.9%-pts.] [+1.0%-pts. / +4.9%-pts.] [-1.0%-pts. / -4.9 %-pts.] [+5.0%-pts. / +9.9 %-pts.] [-5.0%-pts. - 9.9 %-pts.] >= 10.0%-pts. Gross profit margin Part time, full time At previous year's level Slight increase P Unlike the other key performance indicators, the RoCE fore- cast for the Automotive and Motorcycles segments is based on the change in percentage points: [-0.9% +0.9%] [+1.0% / +4.9%] [-1.0% / -4.9%] [+5.0% / +9.9%] [-5.0% / 9.9%] >10.0% >=-10.0% Slight decrease Solid increase Moderate decrease Significant increase Significant decrease At previous year's level Slight increase The BMW Group uses the following terminology and ranges when forecasting key performance indicators: Outlook This entails compensating for carbon emissions which can- not be avoided by reducing emissions elsewhere (avoid- ance) or else by absorbing them by means of so-called car- bon sinks (carbon removals). In its activities, the BMW Group stresses the avoidance of carbon emissions over compensa- tion. Unavoidable carbon emissions are neutralised in ac- counting terms by means of offsetting. Offsetting involves purchasing certificates on the voluntary carbon market and thus goes beyond the carbon offsetting approach which is implemented via the European Union Emissions Trading System (ETS). Criteria such as additionality, permanence, additional social benefits (e.g. will the avoidance of open fires in enclosed spaces provide health benefits), certifica- tion, transparency and the avoidance of double counting contribute to the quality of the certificates used and thus to the effectiveness of offsetting. Offsetting 0 Slight decrease Solid increase Moderate decrease Significant increase Significant decrease Goodwill corresponds to the consideration paid to acquire an entity, less the fair value of the separate assets acquired and liabilities assumed. The buyer is willing to pay the additional amount in return for future expected earnings. Goodwill G Electrified vehicles The effective tax rate is calculated by dividing the income tax expense by the Group profit before tax. Effective tax rate EBIT plus financial result. EBT nues. Profit loss before financial result as a percentage of reve- EBIT margin Abbreviation for "Earnings Before Interest and Taxes", equiv- alent in the BMW Group income statement to "Profit / loss before financial result". This is comprised of revenues less cost of sales, selling and administrative expenses and the net amount of other operating income and expenses. EBIT Basic earnings per share are calculated for common and preferred stock by dividing the net profit after minority inter- ests, as attributable to each category of stock, by the aver- age number of shares in circulation. Earnings per share of preferred stock are computed on the basis of the number of preferred stock shares entitled to receive a dividend in each of the relevant financial years. The BMW Group uses the terms Battery Electric Vehicle (BEV) to denote fully electric vehicles and Plug-in Hybrid Ve- hicle (PHEV) to denote vehicles that can be charged and also driven on a fully electric basis. Earnings per share (EPS) A new or used vehicle will be recorded as a delivery once handed over to the end user. End users also include lease- holders under lease contracts with BMW Financial Services and in the US and Canada - dealers when they designate a vehicle as a service loaner or demonstrator vehicle. In the case of used vehicles, end users may include dealers and other third parties when they purchase a vehicle at auction or directly from the BMW Group. Vehicles designated for the end user and suffering total loss in transit will also be record- ed as deliveries. Deliveries may be made by BMW AG, one of its international subsidiaries, a BMW Group retail outlet, or independent dealers. The vast majority of deliveries - and hence the reporting to BMW Group of deliveries - are made by independent dealers. In the US and Canada, the period start and end dates for the reporting of deliveries may imma- terially deviate from the beginning and, respectively, end of calendar years or calendar quarters and instead follow in- dustry-standard reporting calendars. Deliveries D Financial swap agreements, under which creditors of securi- ties (usually bonds) pay premiums to the seller of the CDS to hedge against the risk that the issuer of the bond will default. As with credit default insurance agreements, the party re- ceiving the premiums gives a commitment to compensate the bond creditor in the event of default. Credit default swap (CDS) the financial position, net assets and results of operations of the Group as a single economic entity. ue. Short-term debt instruments with a term of less than one year which are usually issued at a discount to their face val- Commercial paper Hedges against exposures to the variability in forecasted cash flows, particularly in connection with exchange rate fluctuations. Cash flow hedge E Cash flow at risk Consolidation 348 Free cash flow is derived from cash flows from operating and investing activities. The cash flows from investing activities from the purchase and sale of marketable securities and in- vestment funds is not included. Cash flows from the pur- chase and sale of shares and the dividend payout from in- vestments accounted for using the equity method are included in the cash flows from investing activities. BMW X6M Free cash flow A hedge against exposures to fluctuations in the fair value of a balance sheet item. Fair value hedge The amount at the measurement date for which an asset could be exchanged, or a liability settled, between knowl- edgeable, willing parties in an arm's length transaction. Fair value F Expenditure on training and further education Expenditure on training comprises all costs incurred in the reporting year for vocational training within the consolidated and non-consolidated, wholly owned subsidiaries of the BMW Group, including personnel costs for trainers and ap- prentices as well as other costs and investments related to vocational training. The volume of expenditure for further ed- ucation is calculated for all consolidated and non-consoli- dated wholly owned subsidiaries of the BMW Group. This includes preparation and implementation costs, opportunity costs and investments made in order to provide such further education. These costs also include notional depreciation, measured on the basis of inventory lists. Equity capital as a percentage of the balance sheet total. Equity ratio The process of combining separate financial statements of Group entities into Group Financial Statements, depicting The number of people with temporary or permanent employ- ment contracts who have opted for retirement via partial re- tirement working arrangements and who are in the non-ac- tive phase of this model (i. e. the second part, following the active phase in this model). The number of employees includes BMW AG and all compa- nies in which it holds a majority interest, irrespective of whether they are consolidated in the Group Financial State- ments. The figure does not include employees in dormant employment relationships, those in the non-work phase of partial retirement working arrangements and low-wage earners. With effect from the financial year 2020, the defini- tion also includes employees with permanent and fixed-term contracts. Up to 2019, it also included temporary staff, post- graduate students, interns, apprentices, those on extended sick leave and sabbaticals. Employees ← = Q Glossary and Explanation of Key Figures Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 Employees in the non-work phase of partial retirement working arrangements 5,012 € million 5,650 44-38 1.9 1.7 50-59 18.6 -16.7 44-32 1.9-1.4 BMW 320e Touring 14.8 - 14.2 41-35 1.8-1.5 52-61 18.1 -16.1 41-30 1.8 1.3 13.7 43 1.9 51-53 15.2 -14.9 42-38 1.8-1.7 BMW 320e (automatic transmission) BMW X2 xDrive25e 15.3 14.3 BMW 320e xDrive Touring 2.2-1.5 49-35 42-31 1.9-1.4 BMW 330e Touring 15.9-15.2 45-40 2.0-1.7 51-60 18.6-16.5 43-31 1.9 1.4 14.8-13.9 3,922 41-35 52-60 18.4-16.5 41-30 1.8 1.3 BMW 330e xDrive BMW 330e 16.4-16.0 49-43 2.1 1.9 46-57 19.5-17.3 1.8 1.5 20.0 17.9 30-22 1.4 1.1 Electricity power CO2 emissions in g/km (combined/weighted combined) max/min Fuel consumption in l/100km (combined weighted combined) max/min As of February 2022 official figures are only based on WLTP. In the vehicles, different figures than those published here may apply for the assessment of taxes and other vehicle-related duties which are also based on CO2 emissions. For further details of the official fuel consumption figures and official spe- cific CO2 emissions of new cars, please refer to the "Manual on fuel con- sumption, CO₂ emissions and power consumption of new cars", available at www.dat.de/co2 The figures for fuel consumption, CO₂ emissions and power consumption are calculated based on the measurement methods stipulated in the cur- rent version of Regulation (EU) 715/2007. This information is based on a vehicle with basic equipment in Germany; ranges take into account differ- ences in wheel and tyre size selected as well as optional equipment and can change based on configuration. The figures have been calculated based on the new WLTP test cycle and adapted to NEDC for comparison purposes. For vehicles that were newly type approved on or after January 1, 2021, FIGURES FOR FUEL CONSUMPTION, CO2-EMISSIONS AND POWER CONSUMPTION CONSUMPTION AND CARBON DISCLOSURES Consumption and Carbon Disclosures ← = Q Other Information consumption Remuneration Report Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 342 * Regulation (EU) 2020/852 of the European Parliament and of the Council of 18 June 2020 on the establishment of a framework to facilitate sustainable invest- ment, and amending Regulation (EU) 2019/2088 (Text with EEA relevance). NFS-Index 13.4 13.1 39-27 305-299 27.7 24.3 77-88 Corporate Governance 18.3-16.2 in kWh/100 km (combined/weighted combined) max/min Electric range (combined weighted combined) 13.5-13.5 14.3 13.8 41-41 1.8-1.8 69-80 15.0-14.4 39-35 1.7-1.5 48-43 2.1-1.9 47-52 Figures according to WLTP 15.7-15.0 2.1 1.7 BMW 230e xDrive Active Tourer (preliminary figures) BMW 225xe Active Tourer (model year 2021) BMW X1 xDrive25e BMW Model combined) max/min in kWh/100 km (combined/weighted Figures according to NEDC Electricity power consumption CO2 emissions in g/km (combined weighted combined) max/min Fuel consumption in l/100km (combined weighted combined) max/min 44-39 2.1-1.6 52-61 44-38 2.2-1.6 BMW 530e xDrive 14.9-13.8 43-39 1.9 -1.7 53-61 18.3-16.2 41 - 30 1.8 1.3 BMW 530e 15.6-15.0 46-42 15.1-14.5 43-39 1.9-1.7 2.0-1.8 51-57 18.4-17.0 43-35 1.9 1.5 BMW 520e Touring 53-61 18.2-16.3 41-30 49-35 19.4-17.4 47-55 2.1 2.0 13.3 307-303 1.7 1.2 13.6-13.3 BMW X5 xDrive45e BMW X5M 16.3-15.8 53-49 2.3-2.2 47-57 19.2-17.2 1.8 1.3 51-37 BMW 545e xDrive 16.1-15.4 46-42 2.0 1.8 51-57 18.6-17.1 44-35 1.9 1.5 BMW 530e Touring 16.5-15.9 49-46 2.2-1.6 BMW 520e 416-521 493-590 19.1 16.1 10.1 9.9 BMW M4 453-461 18.9 18.5 BMW iX3 42-50 20.5-18.9 59-45 2.6-2.0 BMW X3 xDrive30e 248 230-226 10.8 10.2 10.0 BMW M3 15.8-14.7 49-43 2.2 1.9 48-57 19.3 17.3 48-35 2.1-1.6 BMW 330e xDrive Touring 15.6-14.5 231-227 1.9 1.7 343 To Our Stakeholders 22.5 18.0 BMW i4 eDrive40 BMW i4 M50 BMW Figures according to WLTP in kWh/100 km (combined/weighted combined) max/min Electricity power consumption CO₂ emissions in g/km (combined/weighted combined) max/min in l/100km (combined weighted combined) max/min Fuel consumption in kWh/100 km (combined weighted combined) max/min BMW Group Report 2021 Figures according to NEDC Electricity power consumption Fuel consumption in l/100km (combined weighted combined) max/min Electric range (combined weighted combined) Model As of February 2022 Consumption and Carbon Disclosures ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report CO₂ emissions in g/km (combined/weighted combined) max/min 13.1 up to 90 25.2-23.5 131,835 138,377 154,803 172,174 188,535 195,506 208,938 228,034 216,658 229,527 € million Balance sheet total 48,395 51,134 59,078 65,591 67,989 71,765 71,411 82,625 71,963 76,466 € million CASH FLOW STATEMENT Cash and cash equivalents at balance sheet date € million 16,009 7 Product Safety and Data Protection 7 Purchasing and Supplier Network 7 Corporate Citizenship 7 Compliance and Human Rights 7 Purchasing and Supplier Network 7 Compliance and Human Rights 7 EU Taxonomy Contractually stipulated weekly hours of work. Working hours/working times W A measure of the potential maximum loss in value of an item during a set time period, based on a specified probability. Current provisions and liabilities Value at risk Expenditure for further education includes all costs incurred by the BMW Group's consolidated companies in connection with ongoing and advanced training. This includes prepara- tion and implementation costs, opportunity costs and in- vestments made in order to provide such training. Costs also include notional depreciation, measured on the basis of as- set inventory lists. The number of apprentices undergoing training within the BMW Group includes those employed at domestic and inter- national plants in a total of seven countries as well as those working in corporate functions, at Group plants in Germany and international sales companies as well as in the Financial Services segment. Expenditure for training comprises all costs incurred in the year under report for vocational training within the BMW Group in a total of seven countries, including personnel costs for trainers and apprentices as well as other costs and investments related to vocational training. Training and further education The number of people employed on an hourly basis as tem- porary staff at a BMW Group company (includes all of the consolidated and non-consolidated companies in which the BMW Group holds more than 50% of the shares) while stud- ying for a degree. Temporary staff/working students The number of people employed by the BMW Group (in- cludes all of the consolidated and non-consolidated compa- nies in which the BMW Group holds more than 50% of the shares) whom the BMW Group has actively hired from a temporary employment agency as temporary employees. Temporary employee T Free cash flow Automotive segment 13,537 V 52,834 51,643 58,288 59,907 61,520 75,132 € million Equity 5.4 6.5 5.7 4.2 4.0 4.8 57,829 5.2 4.0 4.5 % Capital expenditure ratio (capital expenditure / revenues) 4,151 4,967 4,601 3,826 3,731 4,688 5,029 5.4 7 Environmental Analysis and Megatrends 54,107 42,764 47-37 301 73,183 69,634 79,698 85,502 83,175 77,929 € million 23.2 25.7 24.2 47,363 24.8 27.7 27.7 26.3 28.4 32.7 % Non-current provisions and liabilities Equity ratio 30,606 35,600 37,437 25.1 7 BMW Group Integrated Strategy 63,819 7 Health and Performance 2.2-2.2 51-49 17.1 -16.5 MINI MINI Cooper SE 17.6 -15.2 MINI Cooper S Countryman ALL4 7.5-6.9 MINI Cooper SE Countryman ALL4 2.1 1.7 47-39 47-54 15.9 14.8 Rolls-Royce Black Badge Ghost 15.8 359 Rolls-Royce Cullinan 16.5 16.1 377-368 Rolls-Royce Wraith 16.3 -15.8 369-357 Rolls-Royce Dawn 16.9-16.2 ROLLS-ROYCE 381-367 19.1 - 18.1 2.2 1.8 7 Diversity BMW iX xDrive40 BMW iX xDrive50 BMW iX M60 22.5 19.3 372-425 23.0 19.8 24.5-21.9 550 - 631 502-561 BMW 745e 2.1 1.8 50-42 49-41 48-55 2.2 -2.1 BMW 745Le xDrive 2.5 2.1 57-47 20.1 18.8 45-52 2.6-2.5 51-47 59-56 16.9-16.6 17.8-17.5 BMW 745Le 18.9 17.9 * Figures are preliminary and rely on an outlook based on the WLTP type test procedure. 170-158 6.5-6.2 2.1-1.9 Operational expenditures that are taxonomy eligible BMW Group Report 2021 7 Business Model and Segments 7 BMW Group Integrated Strategy 7 BMW Group Integrated Strategy 7 Strategy Process 7 Performance Indicators 7 Managing sustainability 7 Environmental Analysis and Megatrends Risk and Opportunity Management About this Report Capital expenditures that are taxonomy eligible 7 Compliance and Human Rights 7 BMW Group Integrated Strategy 7 Environmental Analysis and Megatrends 16.9-14.9 7 Products and Mobility Solutions Production, Purchasing and Supplier Network 7 BMW Group Integrated Strategy - How does the BMW Group ensure cooperation? 7 Performance indicators 7 Employees and Society 7 Employer Attractiveness and Employee Development 7 Employer Attractiveness and Employee Development Revenues that are taxonomy eligible 7 Performance Indicators Mandatory disclosure requirement according to Art. 8 of the EU Taxonomy Regulation* 149-142 48-44 14.8 14.1 341 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q BMW Group Report 2021 Mandatory disclosure pursuant to section 289 c - e HGB Respect for human rights NFS-INDEX Social matters Employee matters Environmental matters Combatting corruption and bribery Risks Integration of top management Business model Connection to figures in financial statements Fax CONTACTS Further information about the BMW Group is available online at: THE BMW GROUP ON THE INTERNET Telephone +49 89 382-2 45 44 +49 89 382-2 44 18 BUSINESS AND FINANCE PRESS +49 89 382-2 41 18 Other Information ← = Q Remuneration Report Corporate Governance Group Financial Statements Combined Management Report 7 www.bmwgroup.com To Our Stakeholders Contacts E-mail +49 89 382-1 46 61 Investor Relations information is available directly at: BMW Group Report 2021 WWW.BMWGROUP.COM 7 www.bmw-motorrad.com 7www.rolls-roycemotorcars.com www.mini.com 7 www.bmw.com ir@bmwgroup.com E-mail Fax Information about the various BMW Group brands is available at: Telephone +49 89 382-2 53 87 INVESTOR RELATIONS Telephone +49 89 382-0 80788 Munich Germany Bayerische Motoren Werke Aktiengesellschaft PUBLISHED BY 7www.bmwgroup.com/ir presse@bmwgroup.com 352 Group Financial Statements 3 November 2023 5 May 2022 BMW Group Annual Conference. Analyst and Investor Day 17 March 2022 BMW Group Annual Conference. Media Day 16 March 2022 2022 FINANCIAL CALENDAR Quarterly Statement to 31 March 2022 ← = Q Remuneration Report Corporate Governance Combined Management Report To Our Stakeholders BMW Group Report 2021 351 Quarterly Statement to 30 September 2023 Other Information 11 May 2022 Financial Calendar 3 August 2022 Half-Year Report to 30 June 2023 Annual General Meeting 3 August 2023 Annual General Meeting 11 May 2023 Quarterly Statement to 31 March 2023 BMW Group Annual Conference. Analyst and Investor Day 16 March 2023 4 May 2023 15 March 2023 BMW Group Report 2022 15 March 2023 2023 Quarterly Statement to 30 September 2022 3 November 2022 Half-Year Report to 30 June 2022 BMW Group Annual Conference. Media Day Standard P-1 Moody's and Poor's A2 A Short-term debt The BMW Group strategy comprises four elements: position, di- rection, strategic approach and collaboration. These formulate the various aspects of our aspirations and are combined in a "strategy arrow" that serves as a symbol for our forward-looking approach. This strategic framework provides a fixed point of ref- erence for all decisions of Company-wide significance. Group Financial Statements Corporate strategy The strategy is integrated into annual longer-range corpor- ate planning, with implementation monitored by a target system that is comprised of aspects finance, customers, pro- cesses, learning and development. Performance indicators. ← = Q Other Information Remuneration Report Corporate Governance Combined Management Report BMW Group Integrated Strategy Company rating Long-term debt The BMW Group's corporate strategy, referred to as the "BMW Group strategy", forms the core of our integrated ap- proach. It defines the framework for decision-making and lays the foundation for the Company to maintain a consistent focus on profitability, growth and sustainability, even in an increas- ingly dynamic environment. With its above-average ratings, the BMW Group enjoys good access to international capital markets and is thus able to benefit from highly attractive refinancing conditions. 31 tations that the BMW Group will continue performing well, SUSTAINABILITY RATINGS To Our Stakeholders What does the BMW Group stand for? BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report despite the challenging economic environment. Moreover, both agencies explicitly highlight the fact that BMW AG con- tinues to implement its policy of decarbonisation, thereby enabling it to undercut the targets set by the EU for 2020. Other Information BMW Group and Capital Markets BMW GROUP AND CAPITAL MARKETS RATINGS REMAIN AT HIGH LEVEL The BMW Group continues to enjoy the best ratings on the capital market of Europe's automobile manufacturers. The persisting impact of the coronavirus pandemic and the challenges posed by the ongoing transformation of the auto- motive industry caused rating agencies to reassess their rat- ings for the automotive sector in 2020, resulting in the ratings and outlooks of numerous companies being downgraded. However, in light of the generally improved situation, upward adjustments were made over the course of 2021. In this context, Moody's raised its outlook for BMW AG from "negative" to "stable" on 26 March 2021. At the same time, the long-term rating of A2 and the short-term rating of P-1 were both confirmed. On 5 August 2021, Standard & Poor's (S&P) adjusted its outlook for BMW AG from "negative" to "stable" and confirmed its long-term and short-term ratings of A and A-1 respectively. In addition to the general recovery in the automotive indus- try, the upgraded outlook reflects the rating agencies' expec- GOOD PLACEMENT IN ← = Q BMW Group Report 2021 98 40 Diversity 38 BMW Group Integrated Strategy 89 Corporate Citizenship 38 Environmental Analysis and Megatrends 91 Financial Performance 39 Strategy Process 91 General and Sector-Specific Environment 43 Performance Indicators 95 Overall Assessment by Management of the Financial Year 44 Performance Management 96 Comparison of Forecasts with Actual Outcomes 48 Compliance and Human Rights 86 Locations 35 Health and Performance 1 Xetra closing prices. 2 Proposed by management. 3 Weighted average number of shares for the year. 4 Stock weighted according to dividend entitlements. 5 The 2018 figures were adjusted due to the change in accounting policy in conjunction with the adoption of IFRS 16 (see Annual Report 2019, Note 6 to the Group Financial Statements). 33 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Earnings Performance of the BMW Group Remuneration Report ← = Q 34 Overview of the BMW Group 80 Employees and Society 34 Organisational Structure 80 Employer Attractiveness and Employee Development 34 Business Model and Segments 83 Other Information 51 Products and Mobility Solutions 101 Financial Position of the BMW Group 144 Disclosures Relevant for Takeovers and Explanatory Comments COMBINED MANAGEMENT REPORT 34 BMW Group Report 2021 To Our Stakeholders Combined Management Report Overview of the BMW Group Group Financial Statements Corporate Governance Remuneration Report 143 Internal Control System Other Information OVERVIEW OF THE BMW GROUP ORGANISATIONAL STRUCTURE The BMW Group successfully manufactures automobiles and motorcycles for the premium and luxury segments on a global basis. With BMW, MINI and Rolls-Royce, the BMW Group owns three of the best-known brands in the au- tomotive industry worldwide. It also occupies a strong mar- ket position in the premium motorcycles segment. At 31 De- cember 2021, the BMW Group employed a workforce of 118,909 people worldwide. Bayerische Motoren Werke Aktiengesellschaft (BMW AG), based in Munich, Germany, is the parent company of the BMW Group, which comprises BMW AG itself and all sub- sidiaries over which BMW AG has either direct or indirect control. List of Investments. BMW AG is also responsible for managing performance throughout the Group, which is sub-divided into the Automotive, Motorcycles and Financial Services operating segments Presentation of segments. The Group's Other Entities segment primarily comprises holding companies and Group financing companies. The structure of the BMW Group changed significantly at the beginning of the financial year 2022 due to the BMW Group's majority ac- quisition of the joint venture BMW Brilliance Automotive Ltd. (BBA). Further information on the consolidation of BMW Brilliance Automotive is provided in the 7 Notes to the Group Financial Statements. BUSINESS MODEL AND SEGMENTS Business model The BMW Group develops, manufactures and sells innova- tive premium automobiles and motorcycles on a worldwide basis. It also offers a broad range of financial and mobility services. The Group is structured into operating segments, namely the Automotive, the Motorcycles and the Financial Services segments. Automotive segment The BMW Group manufactures BMW, MINI and Rolls-Royce brand vehicles. The BMW brand caters to a broad variety of customer requirements. Its wide-ranging model portfolio 1 The change took place outside of the financial period under report. ← = Q 82.95 129 Risk and Opportunity Management 124 Outlook, Risk and Opportunity Management 51 Innovation and Customer Orientation 56 Carbon Emissions and Pollutants 59 Electric Mobility 62 Mobility Concepts and Services 65 Product Safety and Data Protection 67 124 Outlook Production, Purchasing and Supplier Network Production Network 70 Circular Economy, Resource Efficiency and Renewable Energy 74 Purchasing and Supplier Network 103 Refinancing 105 Net Assets Position of the BMW Group 107 Value Added Statement 109 Course of Business 117 Comments on the Financial Statements of BMW AG 121 EU Taxonomy 67 27 Consumption and carbon emissions data 88.265 93.26 601,995 601,995 601,995 601,995 High 88.49 72.23 73.14 70.70 86.83 95.89 76.68 77.75 96.26 90.83 68.34 37.66 58.70 69.86 77.71 PREFERRED STOCK Number of shares in 1,000 59,404 601,995 Number of shares in 1,000 Stock exchange price in €1 Year-end closing price 2017 2018 A-1 Outlook stable stable The BMW Group has maintained a good ranking in presti- gious sustainability ratings in 2021. For instance, the BMW Group is represented in the MSCI ESG, Sustainalytics and ISS ESG indexes and is well positioned in its sector in all three. Due to its transparent reporting of carbon emissions, the BMW Group is again in the top grouping (A List) of the CDP rating list. 32 32 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements 57,689 Corporate Governance Other Information ← = Q BMW Group and Capital Markets DIVIDEND TO RISE SIGNIFICANTLY BMW AG STOCK The Board of Management and the Supervisory Board will propose to the Annual General Meeting that the unappropri- ated profit of BMW AG amounting to € 3,827 million (2020: € 1,253 million) be used to pay a dividend of € 5.80 per share of common stock (2020: € 1.90) and a dividend of € 5.82 per share of preferred stock (2020: € 1.92). The pay- out ratio for 2021 therefore stands at 30.7% (2020: 32.5%). COMMON STOCK Low 2021 2020 2019 Remuneration Report 56,867 56,127 55,605 1.92 2.50 3.52 4.02 Earnings per share of common stock³ 18.77 5.73 7.47 10.605 13.07 Earnings per share of preferred stock" 5.822 18.79 7.49 10.625 13.09 Free cash flow Automotive segment 9.61 5.15 3.90 4.12 6.78 Equity 113.60 5.75 90.92 Preferred stock 3.50 Stock exchange price in €1 Year-end closing price 73.30 55.20 55.05 62.10 74.64 High 82.00 57.60 67.85 4.00 85.50 Low 51.60 32.50 47.54 60.70 67.29 KEY DATA PER SHARE IN € Common stock 5.802 1.90 2.50 78.89 40 M.ST 9056 35 Partner plants in Europe Partner plant, Born, the Netherlands Partner plant, Graz, Austria Partner plant, Kaliningrad, Russia ▲ Research and development network in Europe BMW Group Research and Innovation Centre (FIZ), Munich, Germany BMW Car IT, Munich, Germany BMW Group Autonomous Driving Campus, Unterschleißheim, Germany BMW Group Designworks, Munich, Germany BMW Group Lightweight Construction and Technology Center, Landshut, Germany BMW Group Diesel Competence Centre, Steyr, Austria Critical TechWorks S.A., Porto, Portugal BMW France, S. A. S., Montigny, France Rolls-Royce Motor Cars Ltd., Goodwood, UK CIRCULAR 38 BMW Group Report 2021 To Our Stakeholders Combined Management Report BMW Group Integrated Strategy Group Financial Statements Corporate Governance Remuneration Report Rolls-Royce Manufacturing Plant, Goodwood, UK BMW Group plant Swindon, UK BMW Group plant Munich BMW Group plant Regensburg BMW Group plant Wackersdorf BMW Group plant Steyr, Austria BMW Group plant Hams Hall, UK BMW Group plant Oxford, UK BMW Group plant Leipzig 11 Switzerland 4 Sweden 12 Italy 5 Finland 13 Slovenia * 6 The Netherlands 14 Spain 7 UK 15 Portugal Sales locations only. 15 Other Information 10 18 Austria 19 Slovakia 20 Hungary* 21 Romania * 22 Bulgaria * 23 Greece 20 ☐ 23 BMW Group plant Eisenach BMW Group plant Landshut ■ Production in Europe BMW Group plant Berlin BMW Group plant Dingolfing ← = Q 38 39 Combined Management Report BMW Group Integrated Strategy Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q especially in urban areas, but will mainly be used as a sup- plementary option 7 Mobility concepts and services. Around the world, the conditions for individual mobility in cities and their surrounding suburban areas are developing very differently in some cases and depend above all on the location of these conurbations, their population density and the focus of emissions policy in the respective urban regions. Mobility concepts and services. Climate change and CO₂ reduction We see the consequences of climate change as a major challenge for the future. As governments around the world work to translate the goals of the Paris Climate Agreement into national laws, investors are increasingly evaluating companies and their business models according to ESG cri- teria BMW Group and capital market. The European Union (EU) sees itself as a global leader in achieving these climate goals. Within the EU, the Sustain- able Finance Framework aims to classify a company's busi- ness activities according to sustainability criteria. To Our Stakeholders The US government has also proposed more ambitious cli- mate-protection goals that aim to halve greenhouse gas emissions by 2030 from 2005 levels. China is relying on fleet limits and a growing percentage of zero-emissions vehicles. In the transport sector, a swift transition to electromobility is an important prerequisite on the road to climate neutrality. By 2030, the BMW Group will be capable of offering a com- plete array of electric vehicles in terms of both product diver- sity and range. Growing demand is additionally strength- ened by the benefits of lower running costs and framework conditions such as government subsidies Electromobility. Digitalisation and connectivity In addition to the topics already referred to, the combination of digitalisation and connectivity is another important mega- trend for the BMW Group. The modern vehicle is already one of the most complex and software-intensive items owned by consumers. Vehicles are increasingly viewed as digital ob- jects, with corresponding functions expected. Customers de- mand products that are seamlessly and perfectly integrated into their familiar living environment. It is therefore safe to assume that digital business models will generate a growing percentage of added value in the future. China, in particular, is setting new standards for digitalisation. Customer desires are increasingly influenced by the world of consumer elec- tronics and are an important factor in purchasing decisions 7 Innovation and customer orientation. In addition to the new possibilities digitalisation can offer customers, further potential lies in networking mobile value creation. To create a virtual platform and meet future chal- lenges, the BMW Group founded the Catena-X Automotive Network, together with other manufacturers, system suppli- ers and technology partners Production, purchasing and supplier network. Automated/autonomous driving Alongside digitalisation, development of automated/autono- mous driving remains a key expectation for the future of mo- bility. Due to the importance of this topic for the automotive industry and the complexity of the technologies and exper- tise involved, extensive funding is being channelled into de- velopment in this area worldwide. Concrete requirements and regulations for autonomous driv- ing are likely to be in place in individual countries and re- gions by 2025. The aim of all regulators is assumably to au- thorise autonomous driving systems in the medium term 7 Products and mobility solutions. M&BX 524E STRATEGY PROCESS The BMW Group regards the strategy process as a continu- ous task. The assumptions underpinning our strategies are regularly reviewed, based on the findings from our analysis of environmental and external factors. The Board of Manage- ment sets the strategic direction for this process, regularly addressing strategic issues for the BMW Group and assess- ing the impact of external factors. The BMW Group's corpo- rate strategy is the starting point for business departments to systematically align their own strategy with the Company's strategic goals and define the concrete measures that must be implemented in order to achieve them. This process takes place via a planning and management system with a built-in feedback loop. * 7 Consumption and carbon emissions data. Electromobility and drive technologies 10 France BMW Group Report 2021 Individual mobility appears likely to remain a fundamental human need for the foreseeable future, although vehicle ownership depends to a large extent on income, household size and location (urban/suburban). Mobility services, so- called on-demand mobility (ODM), will remain relevant, Strategy Process 43 Performance Indicators 44 Performance Management 48 Compliance and Human Rights ELECTRIC BMW GROUP INTEGRATED STRATEGY Environmental Analysis and Megatrends BMW GROUP INTEGRATED STRATEGY The BMW Group operates at the intersection of challenging, increasingly complex and differentiated conditions around the world. This includes: 39 Global competition Diverging social expectations in the face of climate change We constantly refine our corporate strategy and align our strategic targets with these external factors and their dy- namic rate of change as important input parameters. The BMW Group's integrated strategy is based on funda- mental elements, like the integrity of our actions. 7 Compliance and Human rights. The BMW Group strategy is developed from an analysis of the global megatrends that are crucial to the transformation of the automotive industry and essentially comprises the in- tegrated and continuous strategy process, the target system and Corporate management. ENVIRONMENTAL ANALYSIS AND MEGATRENDS A company's success depends to a large extent on its ability to recognise changes in its environment early on, plan for different scenarios, effectively manage risks and take advan- tage of opportunities that may arise from such changes (Risks and opportunities.) To this end, we continuously monitor the business environment in our key regions, using available data to analyse in detail the trends and developments that could affect our business in the future. Regular Dialogue with stakeholders within the framework of the BMW Group Xchange formats rounds out the picture from the analysis of external and environmental factors. The most important megatrends with long-term implications for the BMW Group's business model are currently climate change and the reduction of carbon dioxide (CO2) emissions, electromobility, digitalisation and connectivity - including automated and autonomous driving, as well as mobility pat- terns within society. GRI 102-46 Mobility patterns Megatrends such as electrification and connectivity A capital market focused on profitability and growth Sustainability M.NW 5143 3 Denmark 17 Poland Combined Management Report Overview of the BMW Group Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q LOCATIONS WORLDWIDE • Sales subsidiaries and Financial Services 1 Headquarters 2 Canada 3 USA 4 Mexico 5 United Arab Emirates 6 Brazil 8 South Africa 7 Argentina * 14 Thailand 15 Malaysia 16 Singapore 9 Russia 10 India 11 China 12 South Korea To Our Stakeholders BMW Group - Report 2021 36 2 Including cooperation partners BMW Group Report 2021 To Our Stakeholders Combined Management Report Overview of the BMW Group Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q covers several automobile classes, ranging from the pre- mium compact class, the premium mid-size class and through to the ultra-luxury class. Alongside its state-of-the- art plug-in hybrids and vehicles powered by highly efficient combustion engines, the BMW brand also includes all-elec- tric models manufactured under the BMW i sub-brand, such as the BMW iX and the BMW i4 launched in 2021, as well as modern plug-in hybrid models and high-performance vehi- cles belonging to the BMW M sub-brand. The MINI brand promises driving pleasure in the premium compact segment and, alongside models powered by effi- cient combustion engines, it also offers plug-in hybrid and all-electric models. The all-electric MINI Cooper SE¹ was the best-selling model in the MINI family in the year under report. With a tradition stretching back well over a century, Rolls- Royce is the ultimate marque in the ultra-luxury class. Rolls- 13 Japan Royce Motor Cars specialises in providing bespoke customer specifications and offers the utmost in terms of quality and service. Motorcycles segment As in all other areas, the BMW Group focuses rigorously on the premium segment with its Motorcycles segment and its model range of motorcycles and scooters in the Sport, Tour, Roadster, Heritage, Adventure and Urban Mobility catego- ries. BMW Motorrad also offers a broad range of equipment options to enhance riding safety and comfort as well as per- sonalised configurations. The Motorcycles segment's sales network is organised similarly to that of the Automotive seg- ment. Currently, BMW motorcycles are sold by more than 1,200 dealerships and importers in over 90 countries world- wide. Motorcycles segment Financial Services segment The BMW Group is a leading provider of financial services in the automotive sector. It offers these services in more than 50 countries worldwide via companies and cooperation ar- rangements with local financial service providers and im- porters. The Financial Services segment's main line of busi- ness comprises credit financing and the leasing of BMW Group brand automobiles and motorcycles to retail customers. Customers can also select from an attractive ar- ray of insurance and banking products. Operating under the brand name Alphabet, the BMW Group's international multi-brand fleet business provides financing and comprehensive management services for corporate car fleets in more than 20 countries.2 These services also in- clude assisting customers to manage their fleets on a sus- tainable and climate-friendly basis. Financing dealership vehicle fleets serves to support the dealership organisation and rounds off the segment's range of services. Financial Services segment LOCATIONS Global overview The BMW Group operates on a worldwide basis. The BMW Group's largest automobile and motorcycle markets are located in Europe, particularly in Germany and the United Kingdom (UK) as well as in China and the USA. 17 Consumption and carbon emissions data Its comprehensive range of products enables the BMW Group to meet the diverse expectations and needs of its customers worldwide. The global sales network of the BMW Group's automobile business currently comprises more than 3,500 BMW, 1,600 MINI and over 150 Rolls-Royce dealerships. 7 Automotive segment 17 Indonesia * 18 Australia 19 New Zealand BMW Group Technology Office USA, Mountain View, USA BMW Group Engineering and Emission Test Center, Oxnard, USA BMW Group ConnectedDrive Lab China, Shanghai, China, and BMW Group Designworks Studio Shanghai, China 18 BMW Group Technology Office, Shanghai, China BMW Group Engineering China, Beijing, China BMW Group Engineering Japan, Tokyo, Japan BMW Group Engineering USA, Woodcliff Lake, USA BMW Group IT Technology Office, Greenville, USA BMW Group IT Technology Office, Singapore BMW Group IT DevOps Hub, Rosslyn, South Africa BMW do Brasil, Araquari, Brazil BMW Group Technology Office Tel Aviv, Tel Aviv, Israel BMW Group R&D Center Seoul, Seoul, South Korea 37 BMW Group - Report 2021 To Our Stakeholders BMW Group Designworks, Newbury Park, USA Combined Management Report Overview of the BMW Group Corporate Governance Remuneration Report Other Information ← = Q LOCATIONS IN EUROPE • Sales subsidiaries and Financial Services 1 Germany 8 Ireland 16 Czech Republic 9 Belgium/Luxembourg Group Financial Statements 2 Norway ▲ Research and development network outside Europe Partner plant, Cairo, Egypt ☐ ☐ 10 41 Sales subsidiaries and Financial Services locations worldwide 31 Production and assembly plants 13 Countries with research and development locations *Sales locations Partner plant, Kulim, Malaysia 0.15 ■ Production outside Europe BMW Group plant Araquari, Brazil BMW Group plant Chennai, India BMW Group plant Manaus, Brazil BMW Group plant Rayong, Thailand BMW Group plant Rosslyn, South Africa BMW Group plant San Luis Potosí, Mexico BMW Group plant Spartanburg, USA BMW Brilliance Automotive, China (joint venture - 3 plants) ☑ Partner plants outside Europe Partner plant, Chongqing, China Partner plant, Hosur, India Partner plant, Jakarta, Indonesia ☐ Dividend Position - 1. In the use phase of the vehicle, an average reduction of more than 50 % for every kilometre driven The BMW Group is committed to first-class individual mobil- ity and contributes to sustainable development. It aims to find the right balance between business, the environment and society. The BMW Group combines driving pleasure and responsibility without compromise and, together with its partners, leads the industry in environmental, social and in- tegrity standards. The Company is committed to the Paris Climate Agreement and providing a verifiable track record of continuous improvement. To achieve this and reduce the im- pact on the environment as a whole, the BMW Group is pro- moting as well the reduction of CO2 emissions throughout the whole product life cycle as the principles of the circular economy from the supply chain, to production, the use phase and the recycling of its products. For this reason, BMW has also laid out ambitious targets to reduce CO2 emis- sions by 2030 (reference year 2019), understood as follows: ― 2. In production, a reduction of 80 % for every vehicle produced 3. In the supply chain, a reduction of more than 20 % Measurable science-based targets, initially up until 2030, have been firmly established across the Company, laying the foundation for the reduction of our CO2 emissions. We have joined the Science-Based Targets Initiative (SBTI) for this purpose. This will enable us to guarantee transparency and comparability in the validation and measurement of our tar- gets and, at the same time, ensure they are in line with the latest scientific findings CO₂ and emissions. Control parameters such as life cycle CO₂ emissions and sec- ondary raw material quotas are already important perfor- mance indicators during the development phase of our vehi- cle projects Performance indicators. Position Strategic approach Collaboration To leverage the potential for lowering CO₂ emissions during the use phase, in particular, the BMW Group is actively working on numerous projects and initiatives to improve the framework conditions for electromobility. However, while the ambitious goals of the Paris Climate Agreement are de- signed to tackle climate change in the transport sector, they I can only be achieved through a combination of all modern drive technologies in addition to electromobility that are closely aligned with customer needs and different mobility requirements around the world. Modern combustion-en- gine technology continues to make a meaningful contribu- tion to the effective reduction of CO2 emissions worldwide. For this reason, the BMW Group offers those customers who choose not to buy an electrified vehicle - because of their mobility needs or because the prerequisites are not met vehicles with modern, efficient internal combustion engines that rely on technology that is continuously further developed. Plug-in hybrid (PHEV) concepts also provide a good alternative in these circumstances. Products and mobility solutions. Sustainability is built into individual market strategies across our global sales organisation. Centralised measures are combined with local activities in the markets to imple- ment a holistic programme. Best practices in the fields of environmental protection, social sustainability, corporate citizenship and governance are also shared within an es- tablished international sustainability network. Direction - What drives the BMW Group? Direction is the second strategic element, after position. The BMW Group offers exciting products for current and future generations and secures its independence as a company by maintaining a high level of profitability. The BMW Group is shaping the future of sustainable mobility with its passion and strong capacity for innovation. Thanks to its exciting products, the Company is able to achieve maximum custom- er satisfaction and brand strength, and thus grow its market share. Direction Corporate Governance 45 An integrated approach to target management ensures that the BMW Group's vehicle projects make a positive contribu- tion towards achieving the sustainability targets that have been set. By 2030, the BMW Group intends to drastically broaden the scope of recycling, while further increasing the proportion of secondary raw materials used to manufacture its automobiles. With this point in mind, the BMW Group es- tablished the so-called "Secondary First" approach during the year under report. Non-financial performance indicators such as carbon emissions and secondary raw materials quo- tas are therefore key performance indicators for all new vehi- cle projects. The overall result is a cohesive management model across all aspects of the business. 7 GRI-Index: 102-19 BMW Group Report 2021 To Our Stakeholders Combined Management Report BMW Group Integrated Strategy Group Financial Statements Remuneration Report The financial services business entails specific risks, due to the nature of its products and processes. The focus of com- pliance management is therefore anti-money-laundering, compliance with financial sanctions, information and privacy protection, fraud prevention, legislative and regulatory moni- toring, consumer protection and implementing the require- ments of the Financial Supervisory Authorities. To manage risk in these areas, the Financial Services segment has established its own Compliance and Governance depart- ment, which works closely with the central Group Compli- ance function as a decentralised unit. Based on an annual trend analysis it identifies the possible need for adjustments and defines resulting measures. Implementation by the BMW Group's financial services companies worldwide is continuously reviewed and reported to the management of the Financial Services segment on a quarterly basis. ← = Q Managing operational performance at segment level At segment level, operational performance is managed us- ing an aggregated approach based on returns on capital. Depending on the business model, the segments are meas- ured on the basis of return on total capital or return on equity. Return on capital employed (ROCE) is used for the Automo- tive and Motorcycles segments and return on equity (ROE) for the Financial Services segment. These indicators com- bine a wide range of relevant economic information, such as profitability (return on sales) and capital efficiency (capital turnover) to measure segment performance and the devel- opment of enterprise value. Automotive segment The most comprehensive key performance indicator used for the Automotive segment is RoCE, which is measured on the basis of segment profit/loss before financial result and the average capital employed in the segment. It provides infor- mation on the profitability of capital employed and business operations. Value driver analyses are used to interpret the causes of a change in RoCE and derive suitable measures to influence its development. Up to and including the reporting year 2021, capital em- ployed has been defined as the sum of all current and non-current operational assets less liabilities that were available to the operational business and generally did not incur interest (e.g. trade payables and other provisions). With effect from the reporting year 2022, a simplified defi- nition of capital employed will be applied to make the calcu- lation of RoCE more comprehensible and transparent. More- over, the capital employed figures reflect the focus of the operating segment management. In future, capital employed will be calculated as the sum of intangible assets, property, plant and equipment and net working capital, the latter com- prising inventories and trade receivables less trade pay- ables. The new definition results in a higher level of capital As part of the procedures for managing sustainability on an integrated basis at corporate level, a Group target system has been created, which has been implemented for each of the Board members' areas of responsibility. The BMW Group has set itself the target of decarbonising its vehicle fleet by an average of 40% overall over the entire life cycle by 2030, based on the reference year 2019. In this context, specific targets have been set for the vehicle's use phase, production and the supply chain (7 Position) including emissions reduc- tion targets across the entire value chain (carbon emissions and pollutants). Additionally, specific carbon targets have been set for each vehicle project. employed than previously reported. We also expect the amount of capital employed to increase in light of the acqui- sition of further shares in BMW Brilliance Automotive Ltd. and the resulting full consolidation of that entity in the finan- cial year 2022, whereby the increase will arise primarily due to the capitalisation of reacquired rights in conjunction with the purchase price allocation. The RoCE will be impacted temporarily by the higher capital base as well as the related amortisation expense expected to be recorded. Other Information with the full Board. All topics submitted to the Board of Man- agement for decision-making must also be evaluated from the point of view of sustainability, thereby ensuring that sus- tainability issues are systematically integrated in deci- sion-making processes. Return on sales Expenses The BMW Group's performance management system fol- lows a value-based approach that focuses on profitability, consistent growth, value enhancement for capital providers, sustainability, climate protection and job security. Capital is considered to be employed profitably when the amount of profit generated on a sustained basis exceeds the cost of equity and debt capital. This strategy also secures the de- sired degree of corporate autonomy in the long term. The BMW Group's performance management system is based on a multi layered structure. Operational performance BMW GROUP - VALUE DRIVERS is managed primarily at segment level. In order to manage long-term corporate performance and assess strategic is- sues, additional key performance figures are taken into ac- count within the management system at Group level. In this context, the value added serves as one of several indicators to measure the contribution made to enterprise value during the financial year. This aspiration to add value is measured at both Group and segment level by means of the key finan- cial and non-financial performance indicators (value drivers). The link between value added and the relevant value drivers is presented in a simplified form below. Managing sustainability The BMW Group's long-term corporate strategies are deter- mined by the Board of Management. Responsibility for im- plementing the Group's sustainability goals therefore lies Profit The new strategic target for RoCE is 18% (target under the previous definition: 40%). In substance, the new target is even more ambitious than that previously used to measure the return on capital employed. Value is enhanced for BMW AG shareholders when the RoCE exceeds the cost of capital. Value added Return on capital (ROCE or RoE) Capital turnover Capital employed Cost of capital Average weighted cost of capital rate Revenues ROCE Automotive Furthermore, the Automotive segment manages its compli- ance with fleet carbon emissions requirements in regulated markets. In this context, it also reports on the share of elec- trified vehicles in total deliveries performance indicators. As compliance with regulatory requirements is a significant fac- tor in the BMW Group's success, business decisions relating to vehicle projects also take targets for fleet carbon emis- sions into account. Managing sustainability Average capital employed 2,162 16,486 17,026 59.9 12.7 46 46 BMW Group Report 2021 To Our Stakeholders Combined Management Report BMW Group Integrated Strategy Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Motorcycles segment The Motorcycles segment is largely managed according to the same logic applied to the Automotive segment. The prin- cipal key performance indicator is the return on capital em- ployed (ROCE). The new definition of capital employed adopted by the Automotive segment will also be applied by the Motorcycles segment, beginning with the 2022 reporting period. As in the Automotive segment, the new strategic ROCE target set for the Motorcycles segment is 18%. 9,870 Profit before financial result 2020 2020 Due to the special significance of ROCE for the BMW Group, the Automotive segment is also managed on the basis of a number of additional key performance indicators that have a significant impact on RoCE and hence on segment perfor- DUNAOC GENDER EQUALITY UN ALLIANCE OF CIVILIZATIONS mance. These value drivers are the number of vehicle deliv- eries and the operating return on sales (EBIT margin: seg- ment profit before financial result as a percentage of segment revenues) as the key performance indicator for segment profitability. PERFORMANCE MANAGEMENT RETURN ON CAPITAL EMPLOYED (AUTOMOTIVE SEGMENT) Automotive Profit before financial result in € million Average capital employed in € million Return on capital employed in % 2021 2020 2021 2021 ← = Q M.VE 291E Remuneration Report To make this transformation possible, the BMW Group is pushing ahead, both by restructuring existing plants and by further developing employee competences (Employees and Society). The restructuring of BMW Group Plant Munich pro- vides a clear example of how the BMW Group can success- fully and smoothly transform a full plant, including produc- tion of internal combustion engines, to 100% electromobility during ongoing production by 2026. Production, Purchasing and Supplier network. 7 Consumption and carbon emissions data 42 42 BMW Group Report 2021 To Our Stakeholders Combined Management Report BMW Group Integrated Strategy By 2023, in the middle of the second phase, we will already have at least one fully electric model on the roads in virtually all key model series from the compact segment to the ultra-luxury class. In this context, we are investing additional funds and plan to increase electrified vehicles' share total deliveries to over 30% by 2025. The trend towards electro- mobility will also continue to progress dynamically beyond the year 2025. By 2030, the BMW Group plans to increase the share of fully electric automobiles in its total deliveries to more than 50%. Performance indicators. Corporate Governance Other Information ← = Q In addition to delivering product substance, we also offer our customers a 360° approach to electrification, by creating an appropriate charging ecosystem - because charging is a trailblazer for electromobility. As well as offering charging options at home and at work, we also provide public charg- ing through BMW Charging and MINI Charging Mobility con- cepts and services. The BMW iX is the first BMW Group vehicle to offer automated driving and parking functions from a new technology kit that will enable continuous improvement and expansion of driver assistance functions and highly automated driving in the mid- term (Level 3). These functions will continue to be rolled out and used in the next-generation BMW 7 Series and BMW 5 Series, for instance. Moreover, with the launch of the BMW iX, the BMW Group became the first premium manufacturer to in- clude the 5G mobile communications standard in a series pro- duction vehicle on a worldwide basis. In terms of mobility, this means comprehensive expansion of data-based services in the fields of entertainment and infotainment, automated and assisted driving and, above all, road safety. The third phase of the transformation will begin in 2025 with our global fully electric product line-up, the Neue Klasse. Production of vehicles for the Neue Klasse will get underway at the newly constructed BMW Group Plant Debrecen and then expanded to BMW Group Plant Munich from 2026 on- wards. The Neue Klasse sets the standard for digitalisation, electrification and sustainability. It will be characterised by a New Cluster Architecture (NCAR) geared exclusively towards battery electric vehicles (BEVs), a completely redefined tech stack autonomous driving and a newly developed high-per- formance electric drivetrain generation. The Neue Klasse also makes a significant contribution to sustainability, by re- lying on the concept of circularity Circular design. BMW M is also currently working on various forms of electri- fication and already launched a performance car with a fully electrified drive train, the BMW i4 M50*, in 2021. At the same time, MINI's transition to an all-electric brand underlines its urban identity. Rolls-Royce, the world's leading luxury brand, will also focus on electromobility in the future Automotive segment. BMW Motorrad is continuing to evolve in the direction of electromobility. The "Vision Amby" Vision Vehicle and the fully-electric Concept CE 02 provide a glimpse of the future of urban mobility. In the urban mobility segment, the CE 04 electric scooter is a trailblazer for BMW Motorrad's electro- mobility strategy 7 Motorcycles segment. Remuneration Report The current, second phase of the transformation began in 2020 with our all-electric model offensive, led by the MINI Cooper SE* and the BMW iX3*, and followed in late 2021 with the BMW i4 and BMW iX. Since 2013, the BMW Group has delivered a total of more than 1 million electrified vehi- cles to customers. From 2022 onwards, alongside the BMW X3/iX3, additional models will be available with a choice of fully electric or plug-in hybrid drivetrain, or with a state-of- the-art internal combustion engine - for example, in the next generation of luxury BMW 7 Series and BMW 5 Series se- dans and the BMW X1. Going forward, the BMW Group will continue to meet specific customer needs in individual mar- kets and segments with a broad range of state-of-the-art drive systems. Innovations and customer orientation. We recognised the importance of electromobility early on and began our transformation in this direction accordingly. In the initial phase, the BMW Group introduced electrification into standard production with the launch of the fully electric BMW i3 in 2013. In 2014, the BMW Group launched the BMW 18, with ground breaking technology and a futuristic design. The launch of the My BMW app in July 2020 has given BMW a direct channel to its customers and provided them with a direct link not only to their BMW dealership, but also to the BMW brand as a whole. Customers can use the app to make service appointments, request information on the condition of their vehicle, or receive the latest news on BMW brand products and services. The topic of battery charging has also been fully integrated in this digital ecosystem. The My BMW app can also be used to plan trips and display suitable charging points along the route. The same applies, of course, to the MINI brand with the MINI app. In the BMW Group's Financial Services segment, compli- ance is incorporated into the target management process. Integration of specific targets into strategic steering under- lines the importance of this topic and helps to monitor the implementation. A management system also supports the process of identifying risks arising from non-compliance with internal and external regulations at an early stage. 41 BMW Group Report 2021 To Our Stakeholders Combined Management Report BMW Group Integrated Strategy Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q The focus on profitability is a very important aspect of the BMW Group's corporate management system. All measures and initiatives are aimed at further developing the BMW Group's strong economic base, so it can continue to operate independently and invest in the future. To underline the importance of the BMW Group's economic performance capabilities, our ambitious financial targets are tied to the following strategic key performance indicators: EBIT margin in the Automotive segment (between 8 and 10%), RoCE in the Automotive segment (at least 18%) and Group EBT margin (more than 10%) Performance indicators. As part of our focus on efficiency, we regularly assess ways to utilise synergies and efficiencies across the Company in an effort to reduce the complexity that arises from increas- ingly strict and heterogeneous regulatory requirements. Faster, digitalised processes within lean structures are fun- damental to systematically leveraging efficiencies. In vehicle development, for instance, we see considerable potential for reducing process time through digitalisation. In addition to this, distinguishing the BMW Group from its competitors, we are also taking advantage of the expanded possibilities of digitalisation for customer contact, with integrated product and service offerings, functional upgrades and customer support. The BMW Group is also bolstering its portfolio with attractive new models especially in highly profitable segments. Strategic approach - Where is the BMW Group heading? The BMW Group is focused on its customers worldwide and on meeting their different requirements. It does so by un- derstanding the needs of its current and future customers and exceeding their expectations. It combines ground breaking technologies, emotional products and individual customer care to create a unique overall experience. Creat- ing the best customer experience, both physically and digi- tally, as well as personalised, reliable communication, is of primary importance to us. The BMW Group is making customer experience the focus of all its marketing and sales activities. The aim is to offer the industry's best premium customer experience and to seam- lessly integrate all customer touchpoints, online and offline. In the Financial Services Segment, the strategic approach is geared towards making the product range available to all customer groups across all channels Financial Services segment. How does the BMW Group ensure cooperation? Our ambitious strategic objectives can only be achieved if all employees work together. Diversity is an important compo- nent of our competitiveness Employees and society. The diver- sity metric defines the share of women in management po- sitions as a key performance indicator and a strategic target variable. The aim is to increase the share of women in man- agement positions at the BMW Group to 22% by 2025 7 Per- formance indicators. To anchor strategy within the Company, it is critical to keep em- ployees and managers informed, to strengthen their creativity and to encourage them to actively participate in the implementa- tion and achievement of goals. The results of the Employee Sur- Profit before financial result as a percentage of segment revenues (EBIT margin) Return on capital employed (ROCE) in % Deliveries (in units) Share of electrified cars in total deliveries (in %) CO2 emissions EU new vehicle fleet (in g CO2/km) CO₂ emissions per vehicle produced (in tons) Motorcycles segment - Profit before financial result as a percentage of segment revenues (EBIT margin) Return on capital employed (ROCE) in % Deliveries (in units) Financial Services segment Return on equity (ROE) in % * 7 Consumption and carbon emissions data ROCE Motorcycles 44 44 BMW Group Report 2021 To Our Stakeholders Combined Management Report BMW Group Integrated Strategy Group Financial Statements Corporate Governance Automotive segment Other Information Number of employees at the end of the year Share of women in management positions Group vey confirm high internal acceptance of the BMW Group's strat- egy and sustainability activities, as well as employees' willingness to play their part Employees and Society. BMW Group employees not only work closely together within the Company, but also with external partners. The stable relationships that have grown over time in our partner networks are based on the same values as those at the BMW Group. This has been especially evident during the pandemic years of 2020 and 2021. Even when confronted with the challenges of global lockdowns and the shortage of semiconductor components, our supply chains have held up well and our retail network showed its strength. This is the only way we can maximise our effectiveness and, together, lead the Com- pany to success. We are constantly expanding our collaborations to secure access to new technologies and increase value creation setting cooperation goals and defining strategic fields of co- operation with our partners based on the strategic frame- work. * Consumption and carbon emissions data 43 BMW Group Report 2021 To Our Stakeholders Combined Management Report BMW Group Integrated Strategy Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q PERFORMANCE INDICATORS Once strategic targets have been derived from the findings of the environmental analysis and the ongoing strategy process within the Company, the BMW Group target system trans- lates the strategy into a clear system for measuring perfor- mance. The target system is therefore a key instrument for anchoring strategy throughout the Company. For corporate management purposes, the strategic targets are backed by effective performance indicators. Long-range corporate planning for the Company as a whole and its segments is geared towards the structure of the BMW Group target system. In this way, the targets set out in the planning are regularly compared with the BMW Group's strategic goals. Department strategies are also aligned with the corporate strategy. Once approved by the Board of Management and Super- visory Board, the target figures in the strategic target system form the planning basis for the current reporting year and the target agreements for BMW Group managers. Remuneration report GRI-Index: 102-35. Companies subject to the provisions of German Accounting Standard No. 20 (DRS 20) must define the Company's most effective performance indicators for corporate management during the external reporting period (key performance indicators). The following summarises the strategic targets and key per- formance indicators defined in DRS 20, which also form the basis for Performance Management. GRI-Index: 102-19 Group profit before tax (Group EBT) Profit before financial result Group Financial Statements The main value drivers include the number of deliveries as well as the operating return on sales (corresponding to the EBIT margin: segment profit/loss before financial result as a percentage of segment revenues) as the key performance indicator for segment profitability. Human rights PREVENT Technical compliance Corruption prevention Fraud prevention Antitrust compliance Export control Anti-money- laundering DETECT The Supply Chain Due Diligence Law will take effect on 1 January 2023 in Germany; the adjustments it requires for the human rights compliance programme have been a key focus for Group Compliance during the reporting period. It should be noted that the Board of Management decided in December 2021 to appoint a Human Rights Officer and assign this role to the head of Group Compliance. Concen- trating relevant expertise in this new function will also contribute to the strategic alignment of the Company in the social dimension of sustainability. Other priorities arose in 49 BMW Group Report 2021 protection To Our Stakeholders Data THREE-STAGE APPROACH TO COMPLIANCE MANAGEMENT SYSTEM AND COMPLIANCE TOPICS To Our Stakeholders Combined Management Report BMW Group Integrated Strategy Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q COMPLIANCE AND HUMAN RIGHTS Compliance means much more to the BMW Group than just complying with applicable laws and Company rules: it is part of our identity and our living culture of integrity and creates a binding framework for all our business activities worldwide. As such, compliance lays the foundation for the long-term success of the Company, builds trust in our products and brands, and shapes the public image of the BMW Group. Compliance as a corporate function Compliance is the managerial responsibility of the Board of Management of BMW AG and is primarily executed by creat- ing an appropriate regulatory and supervisory framework, as well as through regular and ad hoc compliance reporting, ac- companied by clear and unambiguous compliance commu- nications. This approach is based on the core belief that compliance with applicable laws and related internal regula- tions is the personal responsibility of each individual em- ployee. As role models, BMW Group managers are also tasked with anchoring compliance culture in their respective area of responsibility and ensuring compliance requirements and processes are implemented accordingly. 7 GRI-Index 102-16 During the reporting period, the Board of Management of BMW AG significantly refined the compliance organisation and created a new Chief Compliance Officer role, which took effect on 1 January 2021 and which serves as head of the Group Compliance. In addition to being responsible for the Compliance Management System (CMS), the Chief Compli- ance Officer manages the Group Compliance division and briefs the Board of Management and Supervisory Board of BMW AG on development and implementation of the CMS at regular intervals. Furthermore, compliance has been an- chored by the Board of Management in the Company's en- hanced understanding of leadership. Compliance Management System (CMS) The BMW Group's Company-wide CMS is based on the Pre- vent, Detect, Respond Model, which defines specific preven- tion, monitoring, control and response measures, on the ba- sis of clearly assigned roles and responsibilities. The CMS is tailored to the Company's specific risk situation. It addresses all relevant compliance topics, including fraud prevention, export control, anti-money laundering, antitrust compliance, corruption prevention and human rights as well as data privacy and technical compliance. These last two topics are the responsibility of the respective specialist departments. An effective and efficient compliance organisation is funda- mental to reducing sanction and liability risks, as well as risks arising from other (non-) financial disadvantages, such as reputational risks. Further development of the CMS During the reporting period, the organisation and content of the CMS were refined according to defined strategic focus topics. The objective is to further strengthen the culture of compliance and integrity at the Company, with the declared aim of avoiding Company-related violations of the law. Further development of the CMS is also taking place against the backdrop of external factors, such as global legal devel- opments and the evolution of compliance at other compa- nies. To this end, the BMW Group is involved in various asso- ciations and interest groups and has been an active corporate member of the German Institute for Compliance (DICO) for many years, at the Board level and through its leadership of the working group "Human Rights/CSR". RESPOND Combined Management Report BMW Group Integrated Strategy Group Financial Statements Corporate Governance 50 BMW Group Report 2021 To Our Stakeholders Combined Management Report BMW Group Integrated Strategy Group Financial Statements Corporate Governance Average capital employed Other Information ← = Q law. So-called Compliance Spot Checks were also carried out in 2021, with a focus on possible corruption risks. Cor- porate Audit also conducts audits focused on compliance requirements. All control checks are geared towards reducing compliance risks for the BMW Group. Any infringements are immediately remedied, with an emphasis on minimising the risk of repeat offenses and strengthening the understanding of compli- ance within the Company. Where incidences of non-compli- ance can be traced to an individual, such persons will be appropriately sanctioned, in accordance with the processes defined for this purpose. Regular compliance reporting to the Board of Management and Supervisory Board The Board of Management and Supervisory Board of BMW AG, the Audit Committee and other executive commit- tees are informed on a regular basis and, if necessary, im- mediately by the Chief Compliance Officer. In 2021, the con- tent reported to committees was focused and the frequency of reports increased – for example, at least twice a year for the Board of Management. - [Global implementation of labour standards and human rights Internationally recognised guidelines for environmental and social compliance set the benchmark for the BMW Group's entire value chain. This applies, in particular, to the Guide- lines for Multinational Companies issued by the Organisa- tion for Economic Cooperation and Development (OECD), the UN Guiding Principles on Business and Human Rights, the Ten Principles of the UN Global Compact, the content of the ICC Business Charter for Sustainable Development, and the United Nations Environment Programme's (UNEP) Dec- laration on Cleaner Production. The BMW Group concen- trates on topics and action areas where it can exert its influ- ence as a company. With the participation of employee representatives, these (supra) national requirements were incorporated into internal company rules and principles through the Joint Declaration on Human Rights and Working Conditions in the BMW Group of 2005 (updated in 2010), clarified in the 7 BMW Group Code on Human Rights and Working Conditions of 2018 and integrated with the human rights compliance programme. The automotive industry is heavily involved in global supply chains. In a collaborative global value creation process such as this, there is a risk that human rights may not be respect- ed throughout the supply chain. Respect for human rights has been incorporated into the BMW Group Supplier Sustainability Policy. To fulfil our environmental and social responsibility, we imple- ment a multistage due diligence process in our Purchasing and Supplier Network division. In addition to the Company's international purchasing terms and conditions, BMW Group dealer and importer contracts include requirements relating to compliance and human rights. Human rights issues also play an important role in the Company's choice of locations and major investment decisions. 1] GRI-Index: 412-3 Compliance management in the Financial Services segment 50 Observance and implementation of compliance regulations and processes are subject to regular audits. The BMW Group CMS provides differentiated monitoring levels for this pur- pose. Compliance Officers are those primarily responsible for performing direct checks in their area of responsibility. Further measures integrated into business processes to help reduce risk generally form part of the ▾ Internal Control System. The central Group Compliance function refined its audit ap- proach in 2021, with the aim of increasing audit frequency by introducing risk-based compliance audits without cause. These compliance audits are currently focused on antitrust CMS monitoring/controls The BMW Group protects information providers in two ways. If they prefer, individuals may provide information without disclosing their identity. Policy also stipulates that no one providing information should face retaliatory action. All com- pliance-related queries and concerns are documented and processed using an electronic Case Management System. If necessary, Corporate Audit, Corporate Security, the legal de- partments or the Works Council may be called upon to assist in processing the case. GRI-Index: 102-34 Remuneration Report Other Information ← = Q the context of export controls from heightened trade rela- tions between the US and China and in connection with efforts to prevent money laundering, due in part to the in- crease in legislative initiatives to tighten multinational anti-money-laundering requirements. A further priority was developing and implementing more ex- tensive preventive measures in response to the antitrust proceedings brought by the European Commission and con- cluded in July 2021, concerning restriction of competition in innovation in certain emissions control systems1. Note 10 to the Group Financial Statements GRI-Index: 205-3 Increasingly strict national legislation to protect personal data, and the higher risks associated with this, shaped com- pliance measures regarding data privacy. In response to the rapid pace of transformation in the auto- motive industry, activities in the field of technical compliance were also significantly expanded during the period under report. Company-wide compliance network BMW Group Report 2021 Business departments at the BMW Group are responsible for lawful conduct during the performance of their assigned tasks. This means they are also responsible for identifying and evaluating any compliance risks that arise in the course of their daily business. Monitoring and reducing these risks also falls under their scope of duties. More than 230 man- agers group-wide perform these tasks. These Compliance Officers form part of the Compliance Organisation. relevant topics within their area of responsibility. Business unit and division compliance functions also perform the task of identifying and implementing specific compliance meas- ures in their area of activity. Expanded training activities The BMW Group continuously refines the Group Compliance training opportunities for specific target groups. For exam- ple, during the year under review, we redesigned our Group- wide mandatory Compliance Essentials online training to create a user-oriented approach with focused content and a high level of interactivity. This training formed part of the mandatory training programme and included human rights topics in the year under report. > GRI-Index: 412-2 In addition to imparting knowledge, online and classroom training options, including practical case studies, play an im- portant part in strengthening the compliance culture and un- derstanding of compliant behaviour at the Company. Online training must be completed every two years by relevant tar- get groups. The training modules include exercises and test questions relating to the BMW Group Legal Compliance Code and corruption prevention, as well as other topics. So far, more than 69,000 employees worldwide have com- pleted the Compliance Essentials training, and over 36,000 employees completed online antitrust compliance training. Department-specific training modules supplement the ex- tensive options - for instance, in the areas of antitrust law or human rights. GRI-Index: 205-1 Digitalisation supports compliance BMW Group employees have used IT-based systems for swift and efficient documentation, assessment and approval of compliance-relevant matters for years. Examples include IT-supported processes to monitor money laundering, sanc- tion lists and exchange activities with competitors as well as to conduct background checks on the reliability of business partners and verify, approve and document the legal admis- sibility of benefits in kind. Measures are implemented to avoid compliance risks on the basis of this evaluation. Reporting system for detecting possible non-compliance with the law and compliance controls Any employee with questions or concerns relating to compli- ance can discuss these matters with their managers and with the relevant departments within the BMW Group: spe- cifically, with Group Compliance, Legal Affairs and Corporate Audit. The BMW Group Compliance Contact serves as a fur- ther point of contact and provides non-employees with a process for reporting compliance concerns. Our employees worldwide can also submit information relating to possible infringements of the law at the Company in several lan- guages via the BMW Group SpeakUP Line. In 2021, an ombudsperson for suppliers was dedicated. Verification of effectiveness Specialist departments are supported in their work by the central Group Compliance function, as well as a Group-wide network of business unit and division compliance functions, supplemented by around 80 local Compliance Officers (heads of local compliance functions) at BMW AG's inter- national subsidiaries. Local Compliance Officers are tasked with implementing the CMS and compliance programmes for 48 Remuneration Report Board of Management remuneration Performance criteria for the short- and long-term variable remuneration of the Board of Management are also based on the main strategic financial and non-financial targets and key performance indicators and contribute towards the BMW Group's long-term development. Non-financial key performance indicators used in this context include the number of vehicles delivered, the share of women in man- agement functions, carbon emissions and sales of electri- fied vehicles. Financial key performance indicators that have an impact on variable remuneration include the return on capital employed for the Automotive segment as well as other key financial performance indicators monitored at Group level. Remuneration Report Profit before tax in € million Average equity capital in € million Return on equity in % 2021 2020 2021 2020 2021 46 Financial Services 3,753 1,725 16,586 15,343 22.6 11.2 47 RETURN ON EQUITY (FINANCIAL SERVICES SEGMENT) 15.0 2020 2021 35.9 Financial Services segment 687 632 2020 2021 2020 103 227 2021 Motorcycles BMW Group Report 2021 in % Average capital employed in € million in € million Profit before financial result RETURN ON CAPITAL EMPLOYED (MOTORCYCLES SEGMENT) Average equity capital Financial Services RoE Profit before tax The performance of the Financial Services segment is meas- ured on the basis of the return on equity (ROE), a key perfor- mance indicator commonly used in the banking sector. With- in the BMW Group, RoE is defined as segment profit/loss before tax, divided by the average amount of equity capital in the Financial Services segment. The target is a return on equity of at least 14%. Return on capital employed To Our Stakeholders 2020 Group Financial Statements 12.0 Combined Management Report BMW Group Integrated Strategy 12.0 12.0 13.4 13.4 Value added Group 2021 2020 2021 2020 2021 16,289 5,464 8,938 8,061 7,351 2020 -2,597 Value-based management for project decisions Operational business in the Automotive and Motorcycles segments is largely shaped by the life-cycle-dependent character of investment projects that have a substantial in- fluence on future performance. Project-related decisions are therefore a crucial element of financial management in the BMW Group. Project decisions are based on calculations de- rived from the expected cash flows of each individual project. Calculations are made for the complete term of a project, in- corporating future years in which the project is expected to generate cash flows. Project decisions are taken on the ba- sis of net present value and the internal rate of return calcu- lated for the project. The net present value indicates the ex- tent to which the project will be able to generate future net cash inflows over and above the cost of capital. A project with a positive net present value enhances future value add- ed and therefore results in an increase in enterprise value. The project's internal rate of return measures the average return on the capital employed in the project. For all project decisions, the project criteria and long-term impact on peri- odic results are measured and incorporated in the long-term Group plan. This approach enables an analysis of the impact of project decisions on periodic earnings and rates of return for each year during the term of the project. 2020 2021 12.0 BMW Group Corporate Governance Remuneration Report Other Information ← = Q Earnings amount Cost of capital (equity + debt capital) The information provided by these key performance indica- tors at Group level is complemented by the two financial per- formance indicators of pre-tax return on sales and value added. Value added, as a highly aggregated performance indicator, also provides an insight into capital efficiency and the (opportunity) cost of capital required to generate Group profit. A positive value added means that a return on invest- ment above the cost of capital has been achieved. Capital employed comprises the amount of Group equity and pension provisions as well as the financial liabilities of the Automotive and Motorcycles segments employed on aver- age at the end of each of the last five quarters. The earnings amount corresponds to Group profit/loss before tax, adjust- ed for interest expense incurred in conjunction with the pen- sion provision and on the financial liabilities of the Automo- tive and Motorcycles segments (profit/loss before interest expense and tax). The cost of capital is the minimum rate of return expected by capital providers in return for the capital employed. Since capital employed comprises an equity cap- ital (e.g. share capital) and a debt capital element (e.g. bonds), the overall cost of capital is determined on the basis of the weighted average rates for equity and debt capital, measured using standard market procedures. The pre-tax average weighted cost of capital for the BMW Group in 2021 was 12%, unchanged from the previous year. In order to determine the internal rate of return, risk-adjusted cost of capital rates are based on the average of actual rates in recent years. In light of the long-term nature of product and investment decisions, the following internal rates of re- turn are used in conjunction with segment management: Value added Group = earnings amount - cost of capital earnings amount - in % Strategic management at Group level Strategic management and the measurement of its financial impact are coordinated primarily at Group level in conjunc- tion with the long-term corporate plan. One of the key perfor- mance indicators used in this context is Group profit/loss before tax, which provides a comprehensive measure of the Group's overall corporate performance after consolidation effects and enables a transparent comparison over time. Other key performance indicators at Group level are the size of the workforce at the year-end and the share of women in management functions. By 2025, the BMW Group aims to increase the share of women in management functions to 22%. = (cost of capital rate x capital employed) Motorcycles Financial Services VALUE ADDED GROUP in € million Automotive [ Following the overall drop in carbon emissions one year earlier due to the coronavirus pandemic, the figure rose again by around 3% to approximately 123 million tonnes in the year under report, mainly driven by renewed growth in production volume. Nonetheless, carbon emissions are 8% down overall compared to the base year 2019, mainly due to lower average fleet emissions worldwide. 1] M.VE 2918 For a detailed version, see 7 Carbon footprint of the BMW Group in "Further GRI information" ]] 2020 8 Decarbonisation during the use phase meets legal requirements 122,539,929 699,713 134,849 121,705,368 2021 118,491,889 678,967 130,090 117,682,832 The carbon emissions generated during the use phase are the subject of numerous regulatory requirements and also a key parameter in our life cycle assessment. With the early serial introduction of electrified vehicles since 2013 and the fleet-wide use of innovative Efficient Dynamics technologies since 2007, we have continuously and permanently reduced both vehicle fuel consumption and emissions. These two param- eters form the basis for us for again meeting mandatory car- bon emissions and fuel consumption requirements in the year under report. SASB-Index JOINING THE INITIATIVE BUSINESS AMBITION FOR 1.5°C As from 2021, average fleet CO₂ emissions in the EU4 must be reported according to the new WLTP5 type test cycle. In the year under report they totalled 115.9 g CO2/km, taking regulatory requirements into account. We have thus signifi- cantly reduced fleet carbon emissions compared with the previous year (2020: 135 g CO₂/km 6,7). We were significantly below the limit of 125.8 g CO2/km applicable for the BMW Group by 9.9 g CO2/km. The reduction is therefore in line with the trend seen in previous decades, driven by the increasing electrification of our vehicle fleet and continuous improvements in the efficiency of our internal combustion engines. On this basis, we continue to work unabated to fur- ther reduce greenhouse gas emissions going forward. 7 GRI-Index: 305-5 In line with the targets set at the Paris Climate Agreement, the BMW Group wants to make its contribution to limiting global warming. We are demonstrating this commitment with our me- dium- and long-term plans for decarbonisation. To emphasise our intention, during the year under report we became the first German automotive manufacturer to join the Business Ambi- tion for 1.5°C initiative of the SBTi. The campaign brings together companies that have set themselves the target of net zero emis- sions in line with the SBTI and are thus following a long-term 1.5 degree pathway. By joining the initiative, the BMW Group is also part of the international Race to Zero campaign organised by the United Nations. With this move, we also want to motivate other companies to take ambitious steps to protect the climate. 1 Excluding carbon emissions relating to disposal. 7 To improve comparability of the previous year's figures with those of the current year under report, the 2020 NEDC figures have been converted to WLTP after ad- justment for the applicable flexibilities - specifically, from 99 g CO2/km according to NEDC (incl. 5 g CO2/km phase-in, 7.5 g CO2/km supercredits and 2.4 g CO₂/km eco-innovations) to 135 g CO2/km according to WLTP (excluding flexibilities). In 2020, a phase-in regulation was accepted, as was the recognition of supercredits. As of 2021, these two simplifications no longer apply for the BMW Group. 87 Consumption and carbon emissions data 6 This is a preliminary internal calculation with a potential variation of +/- 0.5 g CO2/km, as official registration figures have not been provided by the authorities of all EU states. The EU Commission is not expected to publish official figures until November 2022. 5 WLTP stands for the new Worldwide harmonized Light vehicles Test Procedure. Since 2021, the EU Commission has used this procedure as the basis for calculating fleet carbon emissions. " EU-27 countries including Norway and Iceland. 3 Due to the broader extent of reporting on Scope 1 and Scope 2 emissions at BMW Group locations and the changed method for calculating Scope 3 downstream emissions in the use phase, the previous year's figures have been adjusted to enable better comparison. 2 Scope 3 in this case includes emissions from logistics, business travel, employee commuting, upstream supply chain, use phase and waste disposal. EU carbon emissions targets achieved For definition, Glossary: Carbon emissions Scope 1 to Scope 3 [ Mitigating the impact of climate change is one of the great- est challenges of our time and requires a massive effort, not only on the part of society as a whole, but also from policy- makers and the business community. The BMW Group is also involved in these endeavours. By 2050, we intend to achieve the target of net zero in terms of our emissions across the entire value chain. With this aim in mind, in 2020 the BMW Group set itself ambitious, science-based targets for the year 2030, which have been validated by the Science Based Targets initiative (SBTI). We intend to achieve these targets by further reducing the carbon footprint and pollutant emissions of our vehicles, as we have done in the past. Scope 2 An average of 80% carbon reduction at our own produc- tion sites and locations (Scope 1 and 2) per vehicle pro- duced. Decarbonisation at BMW Group locations From 2021, carbon emissions in accordance with Scope 1 and 2 include not only production-specific emissions, but also those generated at locations not directly related to production.6 We have set ourselves the following decarbonisation targets¹ to be achieved by 2030 (base year 2019). These targets were notified to the SBTI and validated in 2020. Measurable, science-based targets that initially extend to 2030 form the basis for our decarbonisation strategy and for this reason we have joined the SBTi. The use of sci- ence-based targets makes the measurability of our targets transparent and at the same time ensures that they are in line with the latest scientific findings. ]] Decarbonisation targets across the value chain encompass the supply chain, production and the subse- quent use of the vehicle by the customer. Our system for 7 measuring performance enables us to ensure that these tar- gets are implemented both rigorously and consistently throughout the entire Group. The strategy allows us to take our decarbonisation targets into account right from the product development stage as well as market-related requirements for our vehicle fleet at the same time. We manage the implementation of our targets and the as- sessment of progress during the development process with the help of a carbon footprint based on ISO stand- ards 14040 and 14044. The BMW Group intends to leverage its holistic manage- ment system to substantially improve its carbon footprint from one vehicle generation to the next across the entire life cycle. In view of the increasing electrification, it is par- ticularly important to be aware that although the trend reduces carbon emissions during the use phase. It in- creases them at the same time in the supply chain. The reason for this lies primarily in the carbon-intensive com- ponents needed to power electric mobility, such as high-voltage batteries in particular. With this point in mind, the BMW Group defines specific decarbonisation targets for all its vehicles right from the outset. The targets Holistic management system The BMW Group is pursuing a clear strategy of decarbonisa- tion across the entire life cycle of its vehicles and has defined specific targets in order to do so. With this holistic approach, we are moving forward on a path in line with the climate pro- tection targets designed to limit global warming enshrined in the Paris Climate Agreement. Decarbonising across the entire life cycle 58 CARBON EMISSIONS AND POLLUTANTS ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Products and Mobility Solutions An average of at least 20 %² carbon reduction in the sup- ply chain (Scope 3 upstream³) per vehicle produced. This data also provides us with a scientifically tested and con- firmed target for reducing carbon emissions in the supply chain. Reducing carbon emissions in the supply chain Carbon reduction during the use phase (Scope 3 down- stream) by an average of at least 50% per kilometre driven. Thus we again significantly raised the original tar- get of more than 40% that we had set ourselves. The main reason for this is the dynamic growth in demand for our electrified vehicles. Electric mobility, 7 Automotive segment The adjusted target of 50% has been submitted and successfully validated by SBTi in february 2022. 1 Scope 3 emissions generated by the upstream value chain, logistics services and well-to-tank emissions are stated in carbon equivalents. When measuring Scope 1 and Scope 2 emissions and the further Scope 3 emissions, climate-impacting gases apart from carbon dioxide have been ignored. 2 Figure rounded for simplification purposes. The target validated in conjunction with the SBTi is 22%. Scope 1 TOTAL EMISSIONS in t CO₂ / CO₂e [ THE BMW GROUP'S CARBON FOOTPRINT (ABRIDGED VERSION)³ With the even more ambitious target of reducing carbon emissions during the use phase by more than 50%, the overall view over the complete life cycle¹ of a vehicle by 2030 results in an average carbon emissions reduction of at least 40%. By 2050, we intend to achieve net zero in terms of our carbon emissions across the entire value chain. As of the year under report, we made the remaining carbon emissions generated at our own plants and locations completely car- bon-neutral through the use of voluntary offsetting certifi- cates. Compensation of site-related carbon emissions ← = Q Other Information Remuneration Report Scope 32 Corporate Governance Combined Management Report Products and Mobility Solutions To Our Stakeholders BMW Group Report 2021 57 57 5 Categories included under Scope 3 downstream: Use phase Carbon footprint. 6 For comparison purposes, the figures for 2019 (base year) and 2020 have been adjusted accordingly. "Based on the well-to-wheel method, which in addition to the tank-to-wheel approach also takes into account the generation and supply of fuel and thus the entire impact chain relating to the driving of vehicles. 3 Categories included under Scope 3 upstream according to the Greenhouse Gas Protocol: 1. Bought-in goods and services and 4. Transport and distribution. Carbon footprint Group Financial Statements BMW Group Report 2021 Corporate Governance Combined Management Report Products and Mobility Solutions Drive system diversity The BMW Group has always focused its business on the needs of its customers, and our product portfolio amply re- flects this enduring ambition. Leveraging the benefits of scalable, modular design and the Group's flexible production systems, customers can now choose between fully electric ve- hicles, plug-in hybrids and efficient conventionally powered models. A prime example of the freedom of choice our cus- tomers enjoy is the BMW X3, which is the first model series to be available as a plug-in hybrid*, a combustion engine version (both diesel and petrol), and as a BMW iX3* with an all-electric drive system. By the year 2030, at least half of the BMW Group's vehicle deliveries worldwide are set to be fully electric models. By offering parallel drive technologies, we are creating a smooth transition to the future of electric mobility, while sim- ultaneously making the best possible use of our existing re- sources. At the same time, we are systematically continuing to electrify our product range, driven by the dual forces of growing customer demand and regulatory requirements. ]] By 2025, the proportion of electrified automobiles in total Group deliveries is projected to rise to at least 30%. By the year 2030, at least half of the BMW Group's vehicle deliver- ies worldwide are set to be fully electric models. Moreover, we intend to put some ten million fully electric vehicles on the road during the next ten years. [t By the early 2030s, the BMW Group plans to offer only all-electric vehicles to its MINI and Rolls-Royce customers. The fact that we are sys- tematically electrifying both brands has to do with their typ- ical user profiles, as MINIs are predominantly used for urban driving, while Rolls-Royce cars are mainly used for shorter distances. 1] 7 Consumption and carbon emissions data. 60 60 BMW Group Report 2021 To Our Stakeholders Combined Management Report Products and Mobility Solutions Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q [Broader offering 1 Battery electric vehicle. 2 Plug-in hybrid electric vehicle. An expanded, customer-friendly charging infrastructure will pave the way for the rapid and widespread use of electric mobility. For this reason, the BMW Group is committed to creating standardised framework conditions and services that enable easy charging. 1] Expanding charging infrastructure and enabling faster charging We are also driving hydrogen fuel cell technology forward at a higher level. For example, we are involved in worldwide or- ganisations and associations, such as the 7 Hydrogen Council. As an associated partner of H2 Mobility Deutschland GmbH, the BMW Group supports the establishing of infrastructure re- quired for hydrogen-powered vehicles. In this context, the BMW Group welcomes the call in the EU's Fit for 55 legisla- tive package to establish a basic infrastructure of 700-bar hydrogen refuelling stations. Our customer-oriented technological diversity approach also includes the further development of fuel cell technology, for which we see considerable potential, depending on the seg- ment. We see electric drive systems that use hydrogen as an energy storage system as a complementary addition to bat- tery electric mobility and as an opportunity to reduce carbon emissions at an even faster rate. In this context, we present- ed the BMW X5 Hydrogen at the IAA Mobility 2021. Hydrogen Our electrified vehicles are making an essential contribution to driving down fleet emissions and thus to meeting our am- bitious strategic decarbonisation targets right across the value chain. For this reason, we are systematically continuing to electrify our model range as a vital ingredient of our product strategy. For these reasons, the MINI Cooper SE6 is designed for ur- ban driving and has a range of more than 200 kilometres (WLTP4), in line with customer requirements. The new BMW iX and i4 models are designed for covering long distances of around 600 kilometres (WLTP4) on just one charge. In view of the customer and usage profiles of both vehicles, we con- sider these ranges to be optimal. Fully electric vehicles will be capable of achieving ranges of more than 600 kilometres (WLTP4), depending on vehicle size and type, as the use of electric mobility continues to become more widespread. [[Increasing range to suit customer needs share of electrified vehicles to total BMW Group deliveries reached 13.0%. In 2021, the BMW Group delivered a total of 328,314 all-elec- tric and plug-in hybrid vehicles (2020: 192,6625] to custom- ers, around 104,000 of them with all-electric drive systems, thus surpassing our self-imposed target of more than doub- ling our sales of electrified vehicles compared with the 2019 figure (146,158 units). Therefore, at the end of 2021, more than one million BMW Group vehicles with fully electric or plug-in hybrid drive systems were on the road worldwide (Automotive segment). In the year under report, the percentage During the year under report, the BMW Group also added further engine variants to its PHEV model range with the BMW 320e6 and the BMW 520e6. Including these innov- ations, we are currently offering 17 plug-in hybrid basic mod- els in a total of 83 markets worldwide. With innovations such as the BMW eDrive Zone, extensive charging options and increased ranges, we are enabling drivers of plug-in hybrids to travel electrically as often and over as long a distance as possible. The BMW 2 Series Active Tourer compact plug-in hybrid model will be launched in 2022 and capable of trav- elling up to 80 kilometres (WLTP4) purely on its own battery power. 1] Apart from the established all-electric BMW i3, MINI Cooper SE6 and BMW iX36 models already available, two key inno- vation drivers were added during the year under report - the BMW X6 and the BMW i46. Over the next two years, the all-electric versions of the BMW 7 Series, the BMW X1, the high-volume 5 Series and the MINI Countryman are set to follow, as will the all-electric Rolls-Royce Spectre. From 2025, we will be rigorously taking the core BMW brand into a new all-electric dimension with the 7 Neue Klasse. The BMW Group's range of electrified products consists of purely battery electric vehicles (BEV¹) and plug-in hybrid models (PHEV²). The BMW Group assesses the increase in electric vehicle ranges from various points of view. We are not aiming to pro- vide the technically greatest possible range across all vehicle segments as a matter of pure principle. It is far more important to adapt the range to suit the intended use of each individual vehicle. At the same time, we also need to consider the eco- logical impact, as a longer range means larger and therefore heavier high-voltage batteries. This relationship has a direct effect on resource consumption, the environmental footprint of the respective supply chain, and vehicle weight, which in turn has a significant influence on the overall consumption of a given vehicle. To Our Stakeholders Driving electric mobility forward ELECTRIC MOBILITY Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Fleet emissions in the USA, China and worldwide In the USA, average fleet emissions¹ for model year (MY] 2021 were calculated at 134.0 g CO2/km for passenger cars (MY 2020: 155.7 g CO2/km) and 150.1 g CO2/km for light trucks (MY 2020: 185.6 g CO2/km). Volume-weighted fleet carbon emissions in the USA averaged 140.9 g CO2/km (MY 2020: 166.8 g CO2/km) (BMW internal calculation). In the 2021 reporting year, legally permissible imputation factors¹ were included for the first time. For this reason, direct com- parability with the previous year is not possible. In China, av- erage fleet carbon emissions² were 163.0 g CO2/km accord- ing to the new WLTC test cycle introduced in the year under report (2020: 151.1 g CO2/km NEDC). Due to the change of cycle, a direct comparison with the previous year is not possible. The BMW Group's global carbon fleet emissions³ averaged 197.9 g CO2/km³ in the year under report (2020: 212.4g CO2/km). The figure represents a reduction of 9.4% com- pared with the 2019 baseline. When calculating these emis- sions, the BMW Group takes into account the average fleet carbon emissions in the EU, the USA and China and stand- ardises them according to WLTP. Accounting for more than 80% of BMW Group deliveries overall, these three core mar- kets and regions are a reliable basis for calculating fleet car- bon emissions worldwide. In line with the SBTI, we add 10% to the figures calculated to cover any possible differences between the figures according to WLTP and actual emis- sions. The figure also includes the upstream supply chain emissions generated by energy sources (fossil fuels and electricity) in accordance with the well-to-wheel approach.4 7 GRI-Index: 305-5 [Legal framework The BMW Group has the clear ambition not only to comply with statutory carbon emissions limits worldwide, but also to significantly undercut them wherever possible. At the same time, we support the development of harmonised reg- ulations both nationally and internationally. Comparable regulations in major markets create reliable, predictable framework conditions that make a key contribution to com- batting climate change and improving air quality. We ad- dress the opportunities and risks associated with increas- ingly strict carbon emissions regulations as part of our 7 climate-related risks. TCFD-Index The BMW Group supports the proposal published by the EU Commission in the year under report for implementing the EU's 2030 climate protection target. The associated goals of Fit for 55 largely coincide with those of the BMW Group. Moreover, we are closely monitoring regulatory develop- ments in the USA. In 2020, the BMW Group entered into a voluntary agreement with the US state of California to reduce its fleet emissions. The bilateral agreement is applicable for all new BMW Group vehicle registrations in every state of the USA. In 2021, the US government announced plans to intro- duce tougher fleet fuel consumption targets at national level. The BMW Group also intends to comply with these future requirements. The US federal requirements regarding Green- house Gas Emissions (GHG) generated by vehicle fleets and the Corporate Average Fuel Economy (CAFE) regulations are applicable in this case. Designing conventional drive systems for greater efficiency and lower emissions The BMW Group expects state-of-the-art, highly efficient combustion engines to continue playing a vital role. As part of our Efficient Dynamics approach, we will therefore con- tinue to work on further reducing the fuel consumption of conventional drive systems in the coming years, thereby in- creasing their efficiency. 7 SASB-Index Technological improvements The BMW Group has been implementing its Efficient Dy- namics package of technological measures across its entire fleet since 2007. The package comprises a range of coordi- nated measures designed to reduce fuel consumption. We will continue to pursue this strategy with innovative ap- proaches to the use of internal combustion engines, aerody- namics and lightweight construction. The broader use of 48- volt technology is a key component in this regard. 48-volt recuperation systems gather the energy recovered during braking to supply the vehicle's electrical system and gener- ate additional power, which reduces fuel consumption and therefore carbon emissions. In the EU, apart from our all-electric and plug-in hybrid models, we are also offering a wide range of new models featuring a 48-volt recuperation system. As from 2022, our modular motors will be fitted with the second, even more efficient generation of 48-volt tech- nology. The continued further development of energy man- agement technologies in our vehicles, supplemented by oth- er measures such as switching to highly efficient tyres, should ensure even greater efficiency and optimise fuel con- sumption. 1] 1 Average volume-weighted fleet emissions including regulatory credit factors (EV multipliers, credits advanced technologies) of 21.6 g CO2/km according to USC (United States Combined). 2 Average volume-weighted fleet emissions including regulatory credit factors of 8.83 g CO2/km (off-cycle technologies, NEV multiplier, phase-in) according to WLTC (Worldwide Harmonized Test Cycle under China-specific test road conditions). 3 The figures are determined using a new calculation method, which was applied retroactively to the year 2019 (2019 prior to adjustment: 140 g/km; 2020 prior to adjustment: 133 g/km). For the defintion see Glossary Carbon emissions of the new vehicle fleet worldwide incl. upstream emissions. 7 GRI-Index: 305-7 Nitrogen oxide levels are a crucial factor determining the quality of air in towns and cities. With this point in mind, since mid-2018 the BMW Group has been using a highly ef- fective combination of a NOx storage catalytic converter (NSC) and a selective catalytic reduction (SCR) system with urea injection (AdBlue) in all diesel-powered BMW vehicles as well as in the larger MINI diesel models. The efficiency of exhaust gas after-treatment has been additionally boosted by the use of an improved oxidation catalytic converter com- bined with a two-stage SCR system. The new technology has been available since 2020 with the revised generation of six-cylinder diesel engines and is due to be rolled out across the entire product range during the coming years. There have already been noticeable reductions in NOx pollution levels in German cities over the past few years, partially driv- en by the ongoing renewal of the vehicle fleets of all automo- tive manufacturers. ]] Since the early 1990s, the BMW Group has significantly re- duced the level of regulated pollutant emissions generated by its vehicles, such as nitrogen oxides (NOx), carbon mon- oxide (CO) and particulate matter (PM), by deploying new technologies and continually improving existing ones. Be- tween 1992 and 2021, in Europe alone we reduced the rele- vant exhaust emissions of our new fleet of diesel cars in line with Euro 1 to Euro 6d exhaust standards by more than 90% compared to the level recorded prior to their introduction. Measures aimed at minimising air pollution have made a significant contribution to these achievements. All BMW Group vehicles offered for sale during the year under report meet the current Euro 6d emissions standard in the European Union as well as similar regulations in Switzer- land, Norway, the United Kingdom and Iceland. [Pollutant emissions ← = Q Other Information [Electric mobility is one of the key topics shaping the future of the BMW Group in terms of sustainable mobility. The in- creasing number of electrified models and continuously growing sales volume figures place the BMW Group firmly among the leading providers of premium electric mobility worldwide. We see electrification from a holistic point of view and consider it essential to promote electric mobility by put- ting in place the necessary charging infrastructure as well as customer-friendly charging solutions. Accordingly, we are continuously expanding our range of products and providing a comprehensive range of charging products and services. Remuneration Report Group Financial Statements Combined Management Report Products and Mobility Solutions To Our Stakeholders BMW Group Report 2021 59 4 The well-to-wheel method takes into account the entire impact chain relating to the movement of vehicles. The method covers everything from the generation and provision of fuel to its conversion into energy and thus also takes into account the environmental impact of producing the required fuel. For example, the BMW Group takes the IEA Energy Report as the basis for calculating emissions in the upstream value chain (Provision of electrical energy). To Our Stakeholders BMW Group Report 2021 MHEV 5057 E Information on the overall scope of the BMW Group's re- search and development activities is provided in the section. 7 Earnings performance [100 % recycled and recyclable. This design study points to what is conceivable as we move forward. ]] 3 GOOD HEALTH AND WELL-BEING W QINDUSTRY INNOVATION CLIMATE ANDINFRASTRUCTURE ACTION 52 BMW Group Report 2021 To Our Stakeholders Combined Management Report Products and Mobility Solutions Group Financial Statements 7 SASB-Index Corporate Governance Other Information ← = Q [Digitalisation - an opportunity for innovation and customer orientation We view digital technologies as an excellent opportunity to further improve our existing processes, come up with new solutions, and engage seamlessly with our customers. For example, in many markets vehicles can be demonstrated live on a screen shared with a customer or configured online to- gether with a member of our sales team. A complete online sales process has already been successfully implemented in some of our markets, with others to follow in the foreseeable future. Furthermore, digitalisation is a vital key to keeping our ve- hicles "fresh" throughout their entire life cycle. Since the launch of Operating System 7 in 2018, remote software up- grades have become a reality for BMW automobiles. Remote software upgrades also provide BMW owners with the option to tap into new digital business models such as "functions on demand". Customers can either purchase additional functions or simply order them for a specific amount of time. The response to these offers has already been highly positive. 7 Online Report In autumn 2021, with the launch of the new, all-electric BMW iX, the BMW Group simultaneously introduced its new BMW Operating System 8 as well as a new display and control system. The principal design focus was on clarity and straightforward, intuitive usability. The large BMW curved display enables drivers to customise the content of their dis- play via a touchscreen. Buttons and switches have been re- duced to a necessary minimum. Digitalisation also enables innovations, simplifications and advances outside the vehicle. The My BMW app and the MINI app for smartphones have been available since 2020. They provide a connection from wherever the user is located to the vehicle - or to the service partner if required. Both apps were equipped with additional new features during the period under report. For example, the My BMW app now also includes a digital tyre diagnosis feature that uses artificial intelligence to assess the condition of the vehicle's tyres. The MINI app now enables users to access a broader range of services, including booking appointments and paying for services contactlessly. In an optionally available service video, they can find out about the vehicle check or opt for a variety of services. Innovative digital solutions are also de- ployed in other areas of the BMW Group, such as in production or development scenarios. When it comes to maintaining production systems, we are switching to what is known as a predictive maintenance strategy. With the help of sensors, cloud-based data analysis and artificial intelli- gence, the system assesses when a particular piece of equipment needs to be serviced in order to prevent unneces- sary production downtime. The technology allows mainten- ance to be planned and components to be replaced before they actually break down. REMOTE SOFTWARE UPGRADES XDrive MPZ 1869 Liptond Remuneration Report Efficient urban mobility is another strategic focus reflected in the vision and concept vehicles that the BMW Group pre- sented in 2021. The Group also demonstrated its ability to develop innovative solutions with design studies such as the 7 BMW Motorrad Vision AMBY and the BMW i Vision AMBY two-wheel- ers. Powered by smart speed and drive system controls, they can be used both on the road and on cycle paths. The 7 MINI Vision Urbanaut shows a facet of the automobile that goes far beyond its core purpose as a means of mobility and can be used in a highly flexible manner. 1] The BMW Group and its brands are well-known for their emotive, forward-thinking design. In the course of the re- porting year we also focused on another key facet of our work: circular design. At the IAA Mobility in September 2021, design geared to promoting sustainability and driven by the circular economy concept 7 Circularity as a Strategic priority found its expression in the BMW i Vision Circular. The design of this vision vehicle has been optimised for closed material loops and shows what a vehicle can look like that is not only made of 100% recycled materials, but is, in fact, itself fully recyclable. Circular design - a topic shaping the future 3 All performance and body variants are counted as basic models. Specifically, these are the following: BMW 225xe*, BMW 320e*, BMW 320e Touring*, BMW 330e*, BMW 330e Touring*, BMW 520e*, BMW 530e*, BMW 530e Touring*, BMW 545e*, BMW 545e Touring*, BMW X1 xDrive25e*, BMW X1 xDrive25Le* (China only), BMW X2 xDrive 25e*, BMW X3 xDrive30e*, BMW X5 xDrive 45e*, BMW 745e/Le/Le xDrive* and MINI Cooper SE Countryman ALL4*. 328,314 decrease in carbon emissions on average per vehicle over its entire life cycle compared with 2019 that is our target by 2030. Decarbonisation targets > 40% AT A GLANCE PRODUCTS AND MOBILITY SOLUTIONS Product Safety and Data Protection 65 Mobility Concepts and Services 62 Electric Mobility 59 Carbon Emissions and Pollutants 56 Innovation and Customer Orientation 51 PRODUCTS AND MOBILITY SOLUTIONS [[An innovation only differs from a mere idea or an invention when successfully applied to create new products, services or processes. In this particular sense, innovation within the BMW Group is inextricably linked with the concept of cus- tomer orientation. During the year under report, innovations again led to processes being optimised, products improved, and new technologies introduced that make everyday life easier for our customers. We see the future as electric, digital and circular. CUSTOMER ORIENTATION INNOVATION AND 7 Range of reliable charging services ]] charging points available to customers in Europe with the BMW and MINI Charging Cards. 51 Drive technologies of the future The BMW Group also focuses on the needs and wishes of its customers worldwide when developing its drive technolo- gies. For this reason, we are constantly enhancing our exist- ing drive technologies in the interests of efficiency, decar- bonisation and resource conservation. At the same time, of course, the BMW Group is researching new drive technolo- gies with the aim of preparing them for series production. 1] BMW Group Report 2021 Combined Management Report Products and Mobility Solutions Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q To Our Stakeholders REMOTE SOFTWARE UPGR Some 30 BMW models are currently upgradeable, which means that suitable vehicles can receive the latest software upgrades "over the air". These remote software upgrades provide BMW vehicles with improvements as well as new digital products and services and keep the software up to date. The BMW Group has already offered automated remote soft- ware upgrades to more than four million of its vehicles, and cus- tomers have successfully installed them more than 2.3 million times. Read more in our online special. Online Report In order to build up an efficient hydrogen-based economy and promote the production of green Hydrogen, the BMW Group supports initiatives right across Europe. Inspiration and cooperation Good ideas often come into being when different partners decide to work together. Accordingly, we focus on cooper- ations in which the strengths of the BMW Group comple- ment those of established partners and innovation drivers such as start-ups. Using this approach, we are constantly developing the innovative strength of the BMW Group. Regional BMW Group Technology Offices are in search of promising business partners worldwide in fields of innova- tion such as sensor technology, artificial intelligence, bat- tery technology, smart materials, natural user interfaces and smart logistics. To maintain this network, the BMW Group also holds an intensive dialogue with selected colleges and universities. For example, numerous Group employees also lecture at universities and higher education institutions and a great many students come to the BMW Group each year to complete an internship or write a scientific thesis, enabling us to ensure the transfer of knowledge between theory and practice and help train highly qualified junior staff. 1] QUANTUM COMPUTING The BMW Group clearly sees quantum computing as a groundbreak- ing technology of the future that has considerable potential for use in a broad range of applications, such as for researching materials, in the field of battery cell chemistry, or to power the future of automated driving with quantum machine learning. However, it is still a long way from achieving technological maturity and that's why it is particularly important for us to provide the best possible support for cutting-edge research and its transfer to industrial applications. The BMW Group is one of ten German companies that formed the Quantum Technology and Application Consortium (QUTAC) in June 2021. The aim of the consortium is to continue developing the existing fundamentals of quantum computing to create truly usable industrial applications. Worldwide culture of innovation The Munich Research and Innovation Centre (FIZ) is the main hub of the BMW Group's international network of re- search and development locations. After the initial construc- tion phase, the extension was first occupied in autumn 2020, the new driving simulation centre was also put into oper- ation during the year under report. In five of a total of 14 sim- ulators and usability labs, LED walls are deployed to create a virtual environment for development purposes, to enable more realistic representations than previous projection systems. The global dialogue with start-ups is another important means for us to bring new impulses into the Company. The dialogue is based on three key pillars: BMW i Ventures through which we invest in technology start-ups, the Accelerator URBAN-X start-up, which was initiated by the MINI brand and In June 2021, the BMW Group and the Technical University of Munich (TUM) jointly announced the establishment of the endowed chair for Quantum Algorithms and Applications. The move was followed in November 2021 by an agreement with RWTH Aachen University also aimed at supporting research into quantum computing. Both of these collaborations are intended to build a bridge between basic research and industrial application. In July 2021, the BMW Group launched the BMW Group Quantum Com- puting Challenge crowd innovation initiative in collaboration with Amazon Web Services Inc. Researchers, start-ups and companies alike are called upon to develop innovative quantum algorithms that serve as solutions to one of four industrial challenges that were an- nounced. The winners will be invited to implement the selected pilot projects together with the BMW Group as their customer. focuses on life in the city, and the BMW Startup Garage, which represents the third and final pillar. In May, the BMW Group opened a so-called "incubation site" in Shanghai in cooper- ation with Alibaba Cloud. This joint innovation base aims to help Chinese tech start-ups scale their innovations. Cooperations and partnerships In order to maintain its long-term success, the BMW Group enters into targeted cooperations and partnerships, not only with companies from the automotive industry, but with tech- nology leaders from other sectors as well. The aim of co- operating with external partners is to pool our common ex- pertise and implement innovations as swiftly as possible. Some of the BMW Group's major collaborations and invest- ments are listed below: 55 BMW Group Report 2021 Moreover, the BMW Group and Solid Power, Inc. have ex- tended the development agreement that has been in place since 2016; the BMW Group intends to purchase solid-state battery cells from Solid Power, Inc. for use in a prototype within the first half of the current decade. In 2021, the BMW Group, together with the Ford Motor Com- pany, Volta Energy Technologies and other investors, invest- ed in Solid Power, Inc., one of the industry's leading develop- ers of solid-state battery cells with high energy density that can also be used to power electric vehicles. This investment and the subsequent IPO provided Solid Power, Inc. with the financial resources to secure its research and development activities for the years to come. Under the brand name YOUR NOW, the BMW Group and Daimler Mobility AG offer innovative, customer-friendly solu- tions for business partners, cities, towns and municipalities that are looking to make their mobility more efficient and sustainable. The cooperation includes the joint ventures FREE NOW (ride-sharing and multimodality), REACH NOW (on-demand mobility and multimodality), SHARE NOW (car sharing) and CHARGE NOW (charging). In 2021, the en- ergy company bp also joined to become the third partner in Digital Charging Solutions GmbH (DCS), which operates the CHARGE NOW brand. Innovative mobility services on offer The BMW Group is a founding partner of the IONITY joint venture, the aim of which is to establish a high-performance, high-power charging network for electric vehicles right across Europe. The joint venture represents a vital step to- wards ensuring that electric mobility also becomes a con- venient means of transport for long-distance travel, thus es- tablishing it firmly on the market. The founding partners, i. e. the BMW Group, Daimler AG, the Ford Motor Company and the Volkswagen Group together with Audi and Porsche, all participated in equal measure. In 2019, the Hyundai Motor Group with its Hyundai and Kia brands joined as an addi- tional partner. In the year under report, the existing partners signed the inclusion of Blackrock as a further investor (clos- ing after approval through anti-trust authorities). The move will enable IONITY to further invest in consolidating and ex- panding the fast charging network. Expanding charging infra- structure and enabling faster charging Since the BMW Group, Daimler and Audi acquired the HERE mapping service in 2015, the three partners have been work- ing on developing high-precision digital maps that can be linked to real-time vehicle data. The maps form the basis for the next generation of location-related services, thereby marking another key step in the evolution of individual mobil- ity as well as building a solid foundation for developing new assistance systems. HERE remains accessible as an inde- pendent platform for the automotive industry as well as for other partners. During the year under report, the location data and technology platform had nine direct and indirect shareholders, i. e. Audi, Bosch, the BMW Group, Continental, Intel, Mitsubishi, Daimler, Nippon Telegraph and Telephone, and Pioneer. Spotlight Automotive Limited (Spotlight), a joint venture be- tween the BMW Group and the Chinese manufacturer Great Wall Motors, will produce all-electric MINIs as well as electric vehicles for Great Wall Motors. Established in December 2019, the joint venture also includes the collaborative devel- opment of battery electric vehicles. The construction of a production plant in Zhangjiagang (Jiangsu Province) is meanwhile in the advanced stages. With this collaboration, the BMW Group is stepping up its commitment in China and significantly increasing its production capacities. [The BMW iX5 Hydrogen is powered by fuel cells that stem from the Group's development cooperation with the Toyota Motor Corporation. However, the fuel cell stack and the over- all drive system are being developed in-house by the BMW Group. The collaborative project, which began in 2013, aims to optimise the everyday suitability of fuel cell technol- ogy and its use in each company's own production vehicles. BMW Brilliance Automotive Ltd. (BBA) is a joint venture founded in 2003 and owned equally by the BMW Group and Brilliance China Automotive Holdings Ltd. (CBA). BMW Bril- liance Automotive manufactures BMW brand models at an engine plant and two automobile plants in Shenyang, China (Liaoning Province). In February 2022, the BMW Group ac- quired a further 25% of the shares in the BMW Brilliance joint venture. Further information on the consolidation of BMW Brilliance Automotive is available in the Notes to the Group Notes to the Financial Statement. Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Products and Mobility Solutions To Our Stakeholders ← = Q 56 ← = Q Remuneration Report 53 BMW Group Report 2021 To Our Stakeholders Combined Management Report Products and Mobility Solutions Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q [Electric-powered future with the Neue Klasse The BMW Group sees the transformation to all-electric, con- nected, sustainable mobility as an opportunity and has de- veloped a clear road map that consists of three phases. In the first phase, the Group began pioneering e-mobility as early as 2007 with project i, enhancing the technology and then developing electrified vehicles for series production. In the second phase, which is currently underway, we are intro- ducing electrification to the product portfolio with a new model initiative Broader offering based on smart vehicle archi- tectures and our highly flexible 7 production network, which is capable of manufacturing the full range of vehicles from all-electric to combustion engine drive systems on the same production line. By the peak of the second transformation phase at the end of 2025, the share of electrified cars in the BMW Group's total deliveries is scheduled to rise to at least 30%. From 2025, the third phase will begin with the Neue Klasse, which will be characterised by three key aspects: a com- pletely redefined IT and software architecture, a new genera- tion of electric drive systems and batteries, and a new level of sustainability across the entire vehicle life cycle. Contributing factors include: the all-electric drive system the use of carbon-free energy in ever larger parts of the supply chain the increasing use of secondary materials closed-loop systems for essential production materials This high technological standard will be integrated in a com- plete vehicle architecture exclusively geared towards electric drive systems. 1] [[Additionally bolstering battery expertise Powerful, sustainable energy storage systems and the de- velopment of new, innovative battery cells are key elements for powering future generations of all-electric vehicles. For the Neue Klasse, we are working on significantly increasing the energy density of the cells, while at the same time cutting material and production costs. Battery recyclability is an- other key consideration that will impact the development of all our future generations of battery cells. Moreover, the BMW Group is already conducting intensive research into solid-state battery technology, which shows great promise for the future. Corporate Governance Group Financial Statements Combined Management Report Products and Mobility Solutions To Our Stakeholders BMW Group Report 2021 54 Other Information ** Consumption and carbon emissions data tween the carbon-free drive system, the chassis technology and the electronic systems under realistic conditions. The BMW iX5 Hydrogen uses hydrogen as a fuel and converts it into electricity via a fuel cell, making the BMW iX5 Hydrogen a fully electrically powered vehicle. A pilot series of this mod- el will be produced at the end of 2022 in order to gain further practical experience in a broadly based field trial. HYDROGEN CONCEPT PROTECTION VRS HYDROGEN During the year under report we began testing the BMW iX5 Hydrogen with its hydrogen fuel cell drive in everyday driving scenarios in Europe. The aim is to test the interaction be- Hydrogen fuel cell technology Hydrogen fuel cell technology has the potential to become a sustainable alternative to battery electric drive systems. The technology really comes into its own when comprehensive electric charging infrastructure is not available and there are also a broad number of applications for this technology on long-distance journeys or in larger classes of vehicle. De- pending on market requirements and other general condi- tions, the BMW Group intends to offer a production vehicle of this type in the second half of the decade. ]] "Range calculated on the basis of the new WLTP test cycle (Worldwide Harmonized Light Vehicles Test Procedure). The actual range achievable depends on a variety of factors, including personal driving style, route characteristics, the outside tem- perature, heating, air conditioning, preheating and precooling. Provisional figure 5 Vehicle delivery figures presented for the year 2020 are not directly comparable with those of previous years. See sales figures for deliveries in the section "Com- parison of Forecasts with Actual Outcomes" for further information. 67 Consumption and carbon emissions data. "> 250,000 electrified vehicles delivered by the BMW Group in 2021 more than twice as many as in 2019. 7 Broader offering Corporate Governance By the end of 2022, every production plant in Germany shall have the capacity to manufacture at least one all-electric model. From the middle of the decade, the 7 Neue Klasse will also feature a cluster architecture consistently geared to pro- ducing electric drive systems. The new architecture will be deployed for the first time at the Group's new plant in Debre- cen, Hungary, as well as at the Munich plant, and will be gradually transferred to the BMW Group's global production network in the coming years. Component production for electrified vehicles The Dingolfing plant now plays a leading role as a compe- tence centre for electric drive systems, producing battery modules, high-voltage batteries and fifth-generation electric motors, which are also produced at the Landshut plant. The BMW Group plants in Spartanburg (USA) and Shenyang (China) also make high-voltage batteries. The Leipzig plant began manufacturing battery modules and other battery components during the year under report. The Regensburg plant also began producing battery components during the same period. In Thailand, the BMW Group collaborates with a partner that makes high-voltage batteries for electrified ve- hicles that are produced locally. * BMW Group production sites, including contract manufacturing at Magna Steyr Fahrzeugteile (Austria), VDL Nedcar (the Netherlands) and Inokom Kulim (Malaysia). Developing expertise for battery cell production The approval process for the planned pilot plant in Parsdorf near Munich for near-series battery cell production came closer to completion during the year under report. The BMW Group intends to further optimise the production of battery cells at the Parsdorf plant in terms of quality, perfor- mance and costs. Since 2019, we have been pooling our knowledge at the Battery Cell Competence Centre in Munich. The entire value chain of battery cell technology is concen- trated at the Centre, including research and development, the composition and design of the battery cell and industrial producibility. CIRCULAR ECONOMY, RESOURCE EFFICIENCY AND RENEWABLE ENERGY [[ Circularity is one of our key strategic priorities. The in- creased use of secondary raw materials is a cornerstone of the BMW Group's long-term decarbonisation strategy. We also see the circular economy concept as an important factor in our efforts to significantly mitigate the social and environ- mental impacts of mining and processing primary raw ma- terials. The use of secondary materials also has economic benefits, as it conserves primary raw materials. Circularity calls for a holistic strategic approach, beginning at the product design stage and encouraging the increased use of second- ary raw materials in our supply chain as well as the recycling of BMW Group vehicles at the end of their life cycle. At the same time, in our own production cycles we are systematically pursuing the strategy of conserving resources, improving energy efficiency and continuously cutting emissions. Since 2019, we have been building up relevant knowledge in this field at the Battery Cell Competence Centre in Munich. Circularity as a strategic priority The responsible and efficient use of resources is of great im- portance to the BMW Group, which takes a targeted ap- proach to the circular economy concept based on the four principles Re:think, Re:duce, Re:use and Re:cycle. We are working hard to further integrate the principle of cir- cularity in all our processes. However, the availability of high-quality secondary raw materials is currently limited and in some cases insufficient to meet demand. Depending on material requirements, adequate amounts of secondary ma- terial are not yet available for every application. As part of its efforts to meet these challenges, the BMW Group is working together with its partners to form closed material loops in the automotive industry. In collaboration with BASF and the ALBA Group, we are currently testing improved methods of recycling automotive plastics as part of a pilot project. 7 Online-Report From product development to recycling The efficient use of resources needs to be considered right from the outset, not only during the design process, but also later at the product development stage, and is therefore an essential requirement. The BMW Group aims to design its vehicles so that as many material cycles as possible are closed. We summarise this principle under the concept of circular design. With the BMW i Vision Circular, we have shown that we are taking a critical look at the trend towards increasingly complex composites of materials and analys- ing new approaches to using compounds of (mono)mater- ials (Innovations). ]] BMW 2 Series, BMW 3 Series Mexico USA BMW X3 South Africa The BMW Group already manufactures automobiles with all-electric or plug-in hybrid drive systems at 13 locations* across its worldwide production network. All-electric mod- els are already part of the production programme in Dingolf- ing, Leipzig, Munich, Oxford and Shenyang, including the BMW iX produced in Dingolfing and the BMW i4, which has been manufactured at the Munich plant since the year under report. PHEV Restructuring production for electric mobility Other Information Partner plants 29,220 26,256 11.3 Total 2,461,269 2,255,637 9.1 1 Includes vehicles produced by the BMW Brilliance Automotive Ltd., Shenyang joint ← = Q venture (2021: 700,777 units; 2020: 602,935 units). 3 Contract manufacturing. 70 70 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Production, Purchasing and Supplier Network Corporate Governance Remuneration Report 2 BMW Brilliance Automotive Ltd., Shenyang joint venture. BMW 1 Series, BMW 2 Series, BMW X1, BMW X2 Germany Rolls-Royce Manufacturing Plant, Goodwood Electrification portfolio Production programme 2021 Country Brazil Berlin Chennai Araquari Location BMW GROUP VEHICLE PLANTS The BMW Group aims to strike a good balance between pro- duction and deliveries in the various regions of the world where it operates. While 20 of its 31 locations are BMW Group plants, three belong to the BMW Brilliance Automotive Ltd. joint venture in Shenyang (China), which is currently being enlarged to create additional production capacity. Further in- formation on the consolidation of BMW Brilliance Automo- tive Ltd. is provided in the 7 Notes to the Group Financial Statements. Eight production sites are operated by Group partners or contract manufacturers. Production sites in key markets Germany India ← = Q Remuneration Report Corporate Governance Combined Management Report Group Financial Statements Production, Purchasing and Supplier Network To Our Stakeholders BMW Group Report 2021 68 69 * BMW Group production sites, including contract manufacturing at Magna Steyr Fahrzeugteile (Austria), VDL Nedcar (the Netherlands) and Inokom Kulim (Malaysia). The restructuring of its plant in Munich amply demonstrates how the BMW Group is transforming itself going forward. Since the launch of the all-electric BMW i4 in November 2021, the BMW Group's main plant has been manufacturing vehicles with all types of drive system on the same production line. From 2023, at least half of all vehicles produced at the Munich plant will be powered by an electrified drive system and the majority of these will be all-electric models. Other Information 52.6 BMW 3 Series, BMW X1, BMW X3, BMW X4, BMW X5 BMW motorcycles Dingolfing San Luis Potosí Spartanburg Rosslyn The BMW Group also awards contracts to external partners (contract manufacturers) to produce its automobiles and motorcycles in series. During the period under report, Magna Steyr Fahrzeugtechnik produced both the BMW 5 Series Se- dan and the BMW Z4 in Graz (Austria). VDL Nedcar in Born (the Netherlands) manufactures the MINI Convertible, the MINI Countryman and the BMW X1. BMW motorcycles are also produced by the TVS Motor Company in Hosur (India) and by Loncin Motor Company in Chongqing (China). PHEV BMW 2 Series, BMW 3 Series, BMW 5 Series, BMW 7 Series, BMW X1, BMW X3, BMW X5, BMW X7 BMW motorcycles BEV BEV, PHEV BMW 3 Series, BMW 4 Series, BMW i4, BMW M MINI, MINI Clubman, MINI Cooper SE* United Kingdom Thailand BEV Rayong BEV, PHEV BEV, PHEV BMW 2 Series, BMW 3 Series, BMW 5 Series, BMW 6 Series, BMW 7 Series, BMW X1, BMW X3, BMW X4, BMW X5, BMW X7, MINI Countryman BMW 3 Series, BMW 4 Series, BMW 5 Series, BMW 6 Series, BMW 7 Series, BMW 8 Series, BMW M; BMW IX BMW 1 Series, BMW 2 Series, BMW i3, BMW M BMW motorcycles Brazil Germany Munich The BMW Group's automotive partner plants in Jakarta (In- donesia), Cairo (Egypt), Kaliningrad (Russia) and Kulim (Ma- laysia) mainly produce BMW and MINI brand models for their respective regional markets. Germany Leipzig Manaus Germany Oxford 35,747 54,547 Graz (Magna Steyr)³ Remuneration Report Other Information ← = Q The BMW Group's production network also includes engine plants in Hams Hall (UK), Munich (Germany), Steyr (Austria) and Shenyang (China), as well as component plants in Ei- senach, Landshut and Wackersdorf (Germany) and Swindon (UK). By 2024, the BMW Group intends to concentrate its production in Europe of combustion engines at the Steyr and Hams Hall plants. Significant growth in production volume The coronavirus pandemic had a lower impact on BMW Group production volumes than one year earlier. However, the limit- ed availability of semiconductor components led to adjust- ments in the production programme. Despite these chal- lenges, the BMW Group achieved significant year-on-year growth during the reporting period with a production volume of 2,461,2691 BMW, MINI and Rolls-Royce brand vehicles (2020: 2,255,6371 units; +9.1%), comprising 2,166,6441 BMW (2020:1,980,740¹ units; +9.4%), 288,713 MINI (2020: 271,121 units; +6.5%) and a record number of 5,912 Rolls- Royce (2020: 3,776 units; +56.6%) brand vehicles. In the reporting year 2021, the number of electrified vehicles pro- duced grew by 51% to 341,097 units (2020: 225,604 units). With 187,500 units produced (2020: 168,104 units), BMW Motorrad recorded growth of 11.5 % year-on-year. BMW GROUP AUTOMOBILE PRODUCTION BY PLANT in units Spartanburg Corporate Governance Dingolfing Regensburg Oxford Munich Rosslyn Rayong Chennai Araquari Goodwood San Luis Potosí Tiexi (BBA)² Leipzig Dadong (BBA)² Group Financial Statements To Our Stakeholders PHEV United Kingdom Rolls-Royce Cullinan, Dawn, Ghost, Phantom, Wraith BEV from 2023 ** Additional information on consumption and carbon emissions data. BMW BRILLIANCE AUTOMOTIVE JOINT VENTURE (VEHICLE PLANTS) Location Dadong (Shenyang) Tiexi (Shenyang) Combined Management Report Production, Purchasing and Supplier Network Country China Production programme 2021 Electrification BMW 5 Series, BMW X3; BMW iX3* BMW 1 Series, BMW 3 Series, BMW X1, BMW X2 BEV, PHEV PHEV 69 BMW Group Report 2021 China Born (VDL Nedcar)³ 2021 2020 6,228 36.0 10,104 8,400 20.3 5,912 3,776 56.6 69,149 8,472 56,081 335,311 311,137 7.8 365,466 291,798 25.2 105,214 125,666 - 16.3 23.3 - 4.4 25,752 24,624 433,810 361,365 Change in % 20.0 244,734 231,970 5.5 183,485 199,991 - 8.3 191,604 200,968 -4.7 186,883 175,984 6.2 151,154 143,758 5.1 61,580 50,760 21.3 MUNICH TRANSFORMING THE MAIN PLANT IN The BMW Group production network comprises 31 locations in 15 countries. The same high standards of quality, safety and sustainability apply at all Group locations* worldwide. Our state-of-the-art production facilities enable us to manu- facture all-electric, plug-in hybrids and conventionally pow- ered automobiles all on one line. Electric mobility is playing an increasingly key role in this regard. For example, at the end of 2021, electrified vehicles already accounted for some 26% of the total number produced at the BMW Group plant in Munich. The BMW Group production network Shaping the future of mobility The BMW Group is currently working together with the three German cities of Munich, Berlin and Hamburg, and at inter- national level with Rotterdam, Los Angeles and Beijing, on cooperative research and implementation projects. In Munich, for example, the BMW Group is currently working with partners from the local business community to develop a new model of collaboration between policymakers, stake- holders and the private sector, building on 25 years of in- volvement in the so-called Inzell-Initiative. The focus is on creating strategic measures for developing sustainable transportation in the region. In the German capital, the BMW Group is involved in the 7 New Mobility Berlin project, which addresses people's chan- ging mobility needs and the shortage of space in a growing city. Against this backdrop, the project aims to make public street space more flexible to use. The project is looking to create shared spaces to provide mobility stations for car sharing or rental bicycles, for example. In the National Platform for the Future of Mobility, which was set up by the previous federal government, the BMW Group chaired the working group on digitalisation for the mobility sector. The group developed measures to make mobility more cli- mate-neutral, efficient, convenient and cost-effective for the future. cooperation In October 2021, the BMW Group extended its with the City of Rotterdam, which has been ongoing since 2018, for a further six years. One successful example of this collaboration is the BMW eDrive Zone technology, which was launched in 2020. BMW eDrive Zone technology The importance of cooperation between cities and energy suppliers was meaningfully demonstrated in the 7 BMW Charge Forward project in California. The project enabled us to demonstrate that intelligently controlled charging coordinat- ed to suit the availability of renewable energy is more envi- ronmentally friendly, more energy-efficient and more cost-ef- fective for the customer. Range of innovative mobility services Together with Daimler Mobility AG, the BMW Group offers mobility services via the joint venture YOUR NOW, which was established in 2019. The YOUR NOW range of services in- cludes car sharing and the use of e-scooters, e-bikes and e-kick scooters (multimodality) as well as driving and char- ging services and provides customers with access to the charging infrastructure as well as to alternative means of transportation apart from their own cars. At the same time, they are promoting the expansion of public charging points with their increasingly electrified range of vehicles. All YOUR NOW subsidiaries continued to consistently develop their activities throughout 2021 against a backdrop of pandem- ic-related restrictions. [The BMW Group aims to make mobility more sustainable and cities more pleasant places to live in. With these aims in mind, we are cooperating with cities around the world and are involved in overarching platforms for mobility, thus mak- ing our contribution to reducing both traffic density and the associated negative impacts. Via BMW Group subsidiaries, we also offer a range of innovative urban mobility services, which include car sharing, driving and charging services, and a digital, multimodal platform that allows users to conveni- ently order, combine and use various modes of transport via their smartphones. To make these services more sustain- able, the YOUR NOW companies FREE NOW and SHARE NOW are gradually electrifying their fleets of vehicles. In addition, the BMW Group is driving forward the connectivity and automation of its vehicles as key elements towards en- suring eco-friendly, safe and free-flowing traffic in cities. As Europe's largest multimodal mobility platform, FREE NOW combines various forms of mobility in one single app. With this strategy, the service brings registered users in European and Latin American cities to their destination quickly and in line with their individual needs. Apart from taxi cabs and private ride services, e-scooters and e-kick scooters, SHARE NOW vehicles have also been bookable via the FREE NOW app since mid-2021. At the same time, FREE NOW is systematically promoting the electrification of the fleet it uses. FREE NOW intends to grow its share of electrically powered trips to 50% by 2025 and go all-electric by 2030. 63 BMW Group Report 2021 To Our Stakeholders Combined Management Report Products and Mobility Solutions Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q SHARE NOW is one of the pioneers in the field of car sharing and offers vehicles for on-demand rental. In 2021, the mobil- ity brand launched its first connection between two metro- politan areas with the route between Rotterdam and Amsterdam. Furthermore, SHARE NOW systematically con- tinued to electrify its vehicle fleet during the year under re- port and more than a quarter of its vehicles are meanwhile powered by electricity. ]] [The joint venture also includes Digital Charging Solutions (DCS) GmbH, one of the leading developers of digital char- ging services for car manufacturers and fleet operators in Europe. Under the CHARGE NOW brand, DCS offers com- prehensive access to public charging points. As a so-called white-label solution, business customers can offer their end customers made-to-measure access to a network of more than 360,000 public charging points from a variety of oper- ators in 30 countries. The BMW Group utilises the DCS offer- ing by giving its customers access to the public charging ser- vices provided by BMW Charging and MINI Charging at competitive tariff rates in both Europe and Japan. The addition of the energy company bp as DCS's third partner will make a sig- nificant contribution towards further expanding the available charging network. AND SERVICES ← = Q We support political initiatives in favour of sector coupling, with the aim of forming smart connections between the mo- bility and the energy sectors. The BMW Group is also con- ducting its own targeted research and development work in this area. For example, as part of a pilot project in California, USA, customers can already use the 7 BMW Charge Forward service to synchronise their charging behaviour with grid capacity utilisation and the use of renewable forms of energy (Collaboration with cities). The further expansion of this tech- nology is planned. Another project aimed at promoting sector coupling is so- called Bidirectional Charging Management (BDL), which is funded by Germany's Federal Ministry for Economic Affairs and Ener- gy. BDL transforms electric vehicles into mobile energy stor- age devices and thus into a part of the energy system in that their batteries are not only able to store electricity, but also simultaneously feed it into the operator's power grid in the opposite direction. Recording electric mobility over the entire life cycle Electrified vehicles need to be as eco-friendly as possible, not only during their use phase, but also in terms of their overall footprint, including the supply chain. 7 Holistic manage- ment system. In the BMW Group's case, for instance, this was confirmed by the environmental report on the BMW iX3³: Over its life cycle, the all-electric vehicle emits around 40% fewer carbon emissions' than the BMW X3 30i reference vehicle. If the battery is charged using renewable energy only, carbon emissions are even around 67% lower. IONITY EUROPEAN FAST-CHARGING NETWORK [ At European level, in collaboration with the joint venture 7 IONITY, the BMW Group is further expanding a comprehen- sive, high-performance, fast-charging network along major road routes. Depending on the vehicle, charging is particularly fast with capacities of up to 350 kW. All IONITY charging points are publicly accessible, regardless of vehicle brand, and designed in accordance with the European Combined Charging System (CCS) standard. A ubiquitous high-power charging network is key to achieving sufficient market penetration and ultimately the suc- cess of electric mobility. All 6,600 IONITY charging points are powered by 100% green electricity. > Cooperations and partnerships ]] The environmental impact of a battery vehicle is predomi- nantly caused in the upstream value chain, where the pur- chasing of raw materials to manufacture battery cells and the carbon-intensive production of the batteries themselves leave a significant footprint. For this reason, the BMW Group sees it as particularly im- portant to produce components such as the electric motor, high-voltage storage systems, and battery cells in a more sustainable manner. Reducing carbon emissions in the supply chain. Other methods of mitigating the environmental impact in- clude recycling and reusing the high-voltage storage units installed in our BEV and PHEV models. The BMW Group al- ready offers all customers that use its battery-powered vehi- cles to take back their high-voltage batteries free of charge at the end of their life cycle. ]] 1 Disclosure in CO₂ equivalents. MOBILITY CONCEPTS 2 The entire value chain was taken into account and standard consumption levels as 37 Consumption and carbon emissions data. 62 BMW Group Report 2021 To Our Stakeholders Combined Management Report Products and Mobility Solutions Group Financial Statements Corporate Governance Remuneration Report Other Information well as the European electricity mix were used as a basis. In 2021, the YOUR NOW holding company sold its digital parking services, which were offered under the PARK NOW brand, among others, to the Swedish company EasyPark. 1] AUTOMATED AND AUTONOMOUS DRIVING At the end of 2021, the all-electric BMW iX was the first BMW Group vehicle to offer automated driving and parking features from a new technology kit that will also be deployed in the upcoming BMW 7 Series. With the introduction of completely new software and state- of-the-art sensor technology - including the use of an 8-megapixel camera for the first time in the automotive sector - customers can now choose from around 40 driver assistance features designed to make their driving experience more pleasant, convenient and ulti- mately safer. Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q [ Digital connectivity and automation Automated features and digitally connected vehicles can help reduce emissions, the risk of accidents and traffic con- gestion. Since 2017, the Group has been pooling the devel- opment of assistance and automation functions at the Au- tonomous Driving Campus, located just north of Munich. It also operates research facilities in both China and the USA, the BMW Group's two largest markets in terms of traffic-re- lated as well as traffic law specifics, the very beginning. In order to develop new technologies to maturity for series pro- duction and expand our testing capacities, we are currently building a new test site in the Czech Republic. Since 2021, the Munich-based research project TEMPUS*, in which the BMW Group is participating, has been following up questions relating to technical feasibility. The project also aims to assess the acceptance of automated traffic systems among the general public. With the all-electric BMW iX, which was launched in 2021, we are also offering state-of-the-art driver assistance systems. The BMW iX is the first BMW Group vehicle to feature auto- mated driving and parking functions from a new modular tech- nology toolkit that will be deployed across the entire product portfolio from next year. With its BMW eDrive Zone technology, the BMW Group is demonstrating how vehicle connectivity can help make urban mobility more sustainable. Plug-in hybrids equipped with the appropriate module can automatically switch to all-electric driving when entering a defined zone, making it easier for cus- tomers to drive emissions-free as often as possible, provided their vehicles are charged with green electricity. BMW eDrive Zone technology is already available in over 138 towns and cities across Europe. Combined Management Report Products and Mobility Solutions Safety of automated and smart systems Artificial intelligence (AI) has been used in BMW driver assistance systems since 2018. It helps to detect dangerous situations, such as other vehicles swerving into traffic, at an early stage so that the driver can react accordingly. The Al's learning is controlled and safeguarded throughout the pro- cess. Here, too, the Group is working to achieve the inter- national harmonisation of Al standards and helped initiate the development of the new ISO Safety and Artificial Intelligence standard in 2021. In this context, as a founding member of the European GAIA-X project, we are committed to establishing a protected, high-performance data infrastructure as the basis for safe, efficient traffic management. ]] $138 European towns and cities are compatible with BMW eDrive Zone technology. ]] * Munich test site, pilot test of automated driving in urban traffic. 65 BMW Group Report 2021 To Our Stakeholders Combined Management Report Products and Mobility Solutions Group Financial Statements The BMW Group gives the safety of its automated systems the highest priority. For that reason, we support the develop- ment of an industry-wide ISO standard for highly and fully automated driving functions. In 2019, the BMW Group, to- gether with 11 leading companies in the field of automated driving, published the white paper Safety First for Automated Driving, which was translated into an ISO Technical Report in 2020. The work is currently being continued in a worldwide ISO working group and scheduled to be published as an ISO Technical Specification in 2023 with the aim of defining uni- form technical standards for safe automated driving. To Our Stakeholders BMW Group Report 2021 64 Around 1,200 engineers are working on developing and testing new, automated driver assistance functions to achieve these aims. Around half of these employees are highly qualified software developers. Ar- tificial intelligence (AI) is a key technology for enabling automated and autonomous driving. A large number of Al-based applications are currently in use and being tested under everyday conditions. Automated driver assistance functions are being rigorously devel- oped at more than 12 locations worldwide (including test sites) in order to allow for local circumstances such as regulatory, road and climatic conditions. Regionally differing customer requirements also play a key role. The recently opened Driving Simulation Centre in Munich is unique worldwide. Visitors can virtually test driver assistance systems and automated driving functions that realistically simulate the product requirements of the future. [[The DCS offering includes 360,000 public charging points in 30 countries. ]] Front camera (8 Mpi). Surround view camera. Full range radar (300 m). M&DI 270E Surround view cameras. O Ultrasonic sensors. Short range radars. Sensor-setup for driving Sensor-setup for parking 49 The BMW Group still sees a need for political action in order to better promote electric mobility in many countries and cities. EU market research data highlight the close correlation between the density of charging infrastructure and the sale of electrified vehicles - both at the level of member states and in a comparison of various regions. Remuneration Report Improving framework conditions Apart from the public charging services they offer, BMW Charging and MINI Charging provide a standard charging solution in the form of the Flexible Fast Charger and other charging products designed for home use. BMW also offers charging solutions for corporate customers in collaboration with partners. The BMW Group itself operates one of the largest company charging networks in Germany. Employee mobility Circular Economy, Resource Efficiency and Renewable Energy 70 67 Production Network SUPPLIER NETWORK PRODUCTION, PURCHASING AND ← = Q Other Information Remuneration Report 74 Corporate Governance Combined Management Report To Our Stakeholders BMW Group Report 2021 67 [ BMW CarData provides BMW and MINI customers with transparency and sovereignty over any data transferred to authorised third parties. 1] DINNER WITH FRIENDS AT 7PM CALENDAR LOCATIONS NAVIGATION IS NOW SET TO ISLA TAPAS NAVIGATION Group Financial Statements Production, Purchasing and Supplier Network The secure transmission of data to third parties was imple- mented with the introduction of BMW CarData in Germany and Europe (2017) and in the USA (2020). CarData provides BMW and MINI customers with complete transparency and sovereignty over any data transferred to authorised third par- ties, allowing them to decide independently at any time which data they release to service providers such as workshops, in- surance companies or fleet managers in order to receive indi- vidual service offers. 1] Purchasing and Supplier Network 80% Electrification, digitalisation, efficiency and sustainability are the key factors shaping the future of the BMW Group's production system and the main guiding principles in the restructuring of its global production network. As production of the all-electric BMW iX and BMW 14 models began in 2021, we rigorously attuned our vehicle assembly systems to suit the requirements of electric mobility. At the same time, we are benefiting from the high flexibility of our pro- duction system. During the year under report, this agility en- abled us to respond both swiftly and specifically to major challenges such as the tense semiconductor supply situ- ation and the ongoing coronavirus pandemic, despite which we still managed to significantly increase production vol- ume year-on-year. PRODUCTION NETWORK SUPPLIER NETWORK PRODUCTION, PURCHASING AND QO AND PRODUCTION CONSUMPTION RESPONSIBLE M AT A GLANCE ECONOMIC GROWTH QINDUSTRY INNOVATION DECENT WORK AND is a network-based system for exchanging information and data that creates greater transparency in the supply chain. * Highlight box ]] "Catena-X 7 Preference for secondary raw materials ]] share of secondary raw materials in our vehicles - and that figure is set to increase. "Up to 30% * Carbon emissions at BMW Group locations decrease in carbon emissions on average per vehicle produced compared with 2019 - that is our target by 2030. ANDINFRASTRUCTURE The BMW Group's responsibility for its products includes the secure transfer of vehicle data to third parties. For this rea- son, BMW Group vehicles are not directly connected to the Internet, but communicate directly and exclusively with the BMW Connected Drive back end via a highly secure connec- tion in a virtual private network. This strategy enables us to minimise the risk of unauthorised third parties gaining ac- cess to either the vehicle or the driver's personal data. The point of access to the Internet is controlled via a gateway. We see this Extended Vehicle Approach in accordance with ISO 20078 as the best solution to ensure an outstanding level of data security and protection and to meet statutory cyber- security requirements (e. g. UN R155). Securely connected The BMW Group collaborates closely with the relevant data protection supervisory authorities particularly regarding fundamental data protection issues, such as those relating to the increasing connectivity of our vehicles. Effective safety systems These actions were all of a voluntary nature and carried out in coordination with the respective authorities. The main technical actions related to exhaust gas recirculation issues and Takata-airbags. GRI-Index: 416-1, 7 SASB-Index The BMW Group operates a comprehensive system of qual- ity management, as we want to ensure that our products are of high quality, safe and compliant with the law. All BMW Group vehicles are therefore subject to stringent test- ing from the development stage right through to production. However, our quality management system goes further and also includes the use of our vehicles after they have been delivered to our customers; if any deviations from the quality standard are observed, they are rigorously followed up. The BMW Group also informs the relevant authorities without delay if required to do so by market-specific regulations. This is especially true for safety-related aspects. If a safety risk is detected, the BMW Group implements any technical meas- ures required in close coordination with the responsible au- thorities. Corresponding committees, processes and organ- isations are in place for this purpose, which are controlled by the Product Support, Technical Actions and Warranty Costs department. In the reporting year 2021, safety- and compli- ance-related technical actions affected 1,920,977 vehicles. Product safety as part of quality management [We aspire to deliver the highest standards of quality and safety for all BMW Group vehicles. In all measures, the safety of people is key. In its manufacturing processes, the BMW Group avoids the use of any substances that pose a health risk. The active and passive safety systems built into our vehicles ensure greater safety on the road. In our driving safety training courses, we instruct customers on all aspects of safety and show them how to recognise and react appro- priately to dangerous situations. Responsibility towards our customers also includes the responsible handling of their data. In this respect we focus on transparency, informational self-determination, data sovereignty and data security. PRODUCT SAFETY AND DATA PROTECTION ← = Q Other Information 61 State-of-the-art safety systems play a major role in reducing the risk of accidents and injuries (active safety) and largely mitigate the consequences of a possible accident (passive safety). Safety begins with key factors such as optimal chas- sis tuning, highly effective braking systems and stable pas- senger compartments, but also includes airbags as standard and digital driver assistance systems such as active cruise control, collision warning, lane guidance and emergency braking assistants. They also promote greater safety for all road users. The connectivity and automation of vehicles also provides a growing number of opportunities to improve safe- ty. The BMW iX sets new standards in this regard, thanks in part to its advanced front collision warning system with brak- ing intervention, which comes as standard. BMW Group Report 2021 Combined Management Report Products and Mobility Solutions Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q [Range of reliable charging services With BMW Charging and MINI Charging, the BMW Group offers a comprehensive range of charging solutions that make electrified vehicles more convenient to use in a variety of situations. These include charging products and services that benefit customers on the road, at home and at work. Customers can use their BMW and MINI charging cards to take advantage of public charging services, providing them with straightforward, transparent access to one of the world's larg- est charging networks with over 250,000 charging points across Europe, of which 48,000 are located in Germany alone, and also include fast-charging stations with a capacity of over 150 kilowatts (kW). The IONITY European high-power charging service can also be accessed via BMW Charging and MINI Charging. In 2021, the BMW Group introduced a standardised tariff structure for public charging in 22 European countries. With the Connected Charging application, available both within the vehicle and as a smartphone app, we also enable MINI and BMW drivers to charge their vehicles in a predictive, convenient and cost-efficient manner. The service provides drivers with comprehensive information at any time, including the remain- ing range of their vehicle and the availability of charging points. To Our Stakeholders We work continuously on improving vehicle safety. The 7 European New Car Assessment Programme (Euro NCAP), a vehicle crash safety assessment scheme, confirms the effective- ness of the safety measures installed in our vehicles. In the 2021 Euro-NCAP-Rating, the BMW iX received the highest rating, just like numerous models did in past years, such as the BMW 4 Series Coupé and BMW 4 Series Convertible, thus demonstrating the Group's premium-level standards in terms of vehicle safety. Pollutants management SASB-Index At the same time, we continuously strive to maintain our high level of data protection and regularly check all applica- tions that process customer data to ensure that they comply with all current and appropriate IT security measures. In the course of this process, we specifically search for any possible weak points and eliminate them with teams of IT specialists. We implement any new insights into mandatory corporate standards as the need arises. [In 2021, more than 100,000 customers worldwide took part in BMW and MINI Driving Experience training courses. 1] At the BMW Group, data and information protection is based on the relevant laws and standards, particularly the EU Gen- eral Data Protection Regulation and the ISO/IEC 27001 in- ternational security standard. The personal data of custom- ers are only collected, processed or used to the extent legally permitted and with the consent of the data subject. However, should customers have any queries or complaints regarding the protection of their personal data, they are wel- come to contact the Customer Interaction Centre or the data protection officer in their respective markets. Customer data protection The BMW Group views data protection as one of the most important tasks in these times of increasing digitalisation. For this reason, the strictest data protection requirements are taken into account at an early stage when developing features and services. Via an individually configurable data protection menu, we provide our customers with transpar- ency, informational self-determination and ultimately data sovereignty. Data protection - an essential task [With its BMW and MINI Driving Experience, the BMW Group offers product experiences and safety training with BMW, MINI and BMW Motorrad brand vehicles in 25 countries. The Driving Experience teaches participants safe vehicle handling and prepares them for any dangerous situations that may occur on the road. In 2021, more than 100,000 customers world- wide took part in these training courses. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Products and Mobility Solutions To Our Stakeholders BMW Group Report 2021 66 The BMW Group provides its customers with extensive infor- mation on the correct use of its products and services. Infor- mation on safety, the proper use of its vehicles, and health protection is available in the integrated operating instruc- tions in printed form, online, or via an app. The information is supplemented by notes and background tips on services, accessories and the vehicle's various components. ]] Customer awareness and empowerment the same time, we are working to reduce emissions in the vehicle interior to an absolute minimum. All BMW, MINI and Rolls-Royce vehicles are equipped with passenger compart- ment air filters as standard, reliably filtering out pollutants and particles such as dust or pollen from the outside air. In 2020, the BMW Group fitted passenger compartment air fil- ters with nanofibre filter technology, which keeps certain micro- bial particles and allergens from entering the vehicle's interior. Since 2021, we have been gradually introducing this technol- ogy in a range of other BMW Group models. [ All BMW Group vehicles are subject to stringent quality, safety and legal compliance tests, right from the develop- ment stage through to production. 1] The BMW Group endeavours to meet legal requirements re- garding the use and handling of pollutants at every stage of the value chain. Right from the design stage, the BMW Group is careful to exclude any substances of concern from its ve- hicles to the greatest extent possible. In doing so, we use the 7 Global Automotive Declarable Substance List (GADSL) as a guide. At In addition to the BMW Charging and MINI Charging ser- vices, we offer green electricity tariffs and attractive solar power services for the home in certain countries, and plans are being put in place to expand this offering to other markets. Regensburg PHEV BMW X3, BMW X4, BMW X5, BMW X6, BMW X7, BMW M Strategic personnel planning serves as a tool for identifying the need to readjust personnel and competence structures at an early stage. The BMW Group uses this information as the basis for making targeted improvements in the fields of vocational and further training, personnel development, HR marketing, recruiting and training programmes for future tal- ents. 7 GRI-Index: Employee development, vocational and further training Further GRI information GRI-Index: 308-1, 414-1 SASB-Index Management system and mission statement The BMW Group is committed to respecting internationally recognised human rights and is guided, among other things, by the UN Guiding Principles on Business and Human Rights, the OECD Due Diligence Guidance for Responsible Business, and the German government's National Action Plan as well as the Supply Chain Due Diligence Act derived from it Worldwide Implementation of Labour Standards and Human Rights. REGIONAL DISTRIBUTION OF BMW GROUP PURCHASE VOLUMES¹ in € billion Asia/Australia 6.9% Rest of Western Europe 15% North America 20.1% IMPLEMENTATION OF THE SUPPLY CHAIN DUE DILIGENCE ACT Total € 64.1 billion Other 1.3% Germany 38.4% Eastern Europe 18.3% [[ In 2021, the German Bundestag passed the Supply Chain Due Diligence Act, in which the BMW Group actively participated through its involvement in the National Action Plan "Business and Human Rights". We very much welcome the regulation that has now been adopted and are also advocating for Europe-wide directives that ensure fair competitive conditions. Our sustainability programme has fulfilled key due diligence re- quirements since 2014. For example, as a preventive measure, the BMW Group requires its suppliers to draw up a guideline on work- ing conditions and human rights. Since 2019, we only commission suppliers with more than 500 employees if they have a certified occupational health and safety management system in place in accordance with ISO 45001. Our suppliers are also trained as part of the certification process. Moreover, if we identify high-risk suppliers, we conduct additional audits at the supplier's premises with the help of our own assessors and external auditors. In the year under report, we reviewed approximately 200 potential and active supplier locations via this method². Auditing, however, was hampered by pandemic-related travel restrictions and is thus be- low the level of the previous year (2020:313). 1] 1 Direct and indirect procurement; without BMW Brilliance Automotive Ltd., Shenyang joint venture. 2 The audits conducted worldwide were in accordance with the standards of the Responsible Business Alliance (RBA) and the United States Environmental Protection Agency (EPA). 76 76 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Production, Purchasing and Supplier Network Corporate Governance requirements are set out in the BMW Group Supplier Sustainability Policy, the order documents and the contract documents. These requirements must be implemented prior to the start of production or by the agreed target date. In 2014, we extended our standards to include a multistage due diligence process. Since then, the process has included the procurement of production materials for vehicle models as well as risk-based, non-production-related goods and services. Every supplier who has a direct business relation- ship with the BMW Group is obliged to sign these require- ments for its manufacturing and delivery locations and pass them on contractually to its respective sub-suppliers. Specific Taking ecological and social responsibility The BMW Group sees itself as a pioneer in terms of corpo- rate due diligence in its supplier network. Back in 2008, we defined a comprehensive draft of preventive measures, in- cluding contractual obligations to comply with environmental and social standards, and stipulated them for the first time when selecting suppliers for the BMW i3. We have also de- fined and implemented raw-material-specific sustainability requirements for certain components. [t The department Purchasing and Supplier Network is re- sponsible for the worldwide procurement and quality assur- ance of production materials, raw materials, capital goods and services as well as the production of vehicle components manufactured in-house. The BMW Group follows the princi- ple of sourcing vehicle components as closely as possible to its production sites. Efficient teams are in place in all major purchasing markets in order to identify risks swiftly and re- spond flexibly and at short notice to changing market situa- tions. Close cooperation with our suppliers in a spirit of part- nership was one of the factors that enabled us, for example, to cushion the effects of the global semiconductor shortage to a large extent. In order to secure long-term supplies in this area, the BMW Group concluded a direct agreement with semiconductor suppliers for the first time at the end of 2021. The agreement enables the BMW Group to secure the supply of several million semiconductors per year. Overall, however, the supply situation for semiconductor components will again remain tight in 2022. 3 As of 2021, this figure also includes the carbon emissions of all other BMW Group locations in addition to those generated by production processes. For comparison purposes, the figure for 2020 has been adjusted accordingly (2020 before adjustment: 652,795). "Figure rounded for simplification purposes. The target percentage validated in conjunction with the SBTi is 22%. CO2 EMISSIONS PER VEHICLE PRODUCED 1,2 in t 0.40 0.35 0.33 0 2019 2020 2021 [Carbon emissions relating to transport logistics As part of the Green Transport Logistics project, the BMW Group is aiming to make transport logistics cli- mate-neutral, both within the production network and for ve- hicle deliveries. The carbon footprint and the use of car- bon-efficient energy and modes of transport play a significant role in this regard. We are therefore making a major contribu- tion to transforming the transport sector, pursuing a techno- logically open, innovative approach across all modes of transport. In order to ensure sufficient supplies between our plants, however, we were compelled to increase the year-on- year use of air freight during the reporting year due to issues relating to the supply of semiconductors. Since the beginning of 2021, in cooperation with transport service providers, the BMW Group has been using low-car- bon liquefied natural gas (LNG) on certain European trans- port routes to cover its production requirements. Depending on availability, we are gradually increasing the biogenic con- tent of the LNG fuel we use. At the same time, we are in- creasing the volume of products transported by rail: around half of the vehicles produced leave our plants by rail. PURCHASING AND SUPPLIER NETWORK The BMW Group's supplier network comprises over 32,000 direct supplier locations worldwide, with whom we maintain direct supplier relationships. Our rigorous partner selection process is based on the criteria of quality, innovation, flexi- bility, cost and sustainability. To meet the respective due dili- gence requirements in terms of environmental and social standards, we rely on systematic risk analyses as well as prevention, empowerment and remediation measures. We also use standardised online assessments and audits that are integrated in our business processes. Moreover, the BMW Group enshrines its obligatory sustainability standards in all its supply contracts. 1] We have set ourselves the goal of reducing carbon emissions in the supply chain by at least 20% by 2030 (base year 2019), while simultaneously in- creasing the use of secondary materials. [t Global network and local procurement Global purchasing, the management of international suppli- er relationships, in-house component production and the efficient management of challenges within the supplier net- work are key factors in ensuring stable supplies to our pro- duction sites. At the same time, Purchasing ensures the fu- ture viability of the BMW Group by rigorously aligning the supplier network with strategic future topics such as digital- isation and electric mobility, while securing the required pur- chasing volume. 1] 75 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Production, Purchasing and Supplier Network Corporate Governance Remuneration Report Other Information ← = Q Remuneration Report Other Information ← = Q [ Obligatory sustainability standards apply to all BMW Group suppliers and are incorporated in the supply contracts. 1] Any information received regarding potential breaches of the BMW Group's sustainability standards in the supplier network is processed by the internal Human Rights Contact Supply Chain function, where tips can be submitted anony- mously by telephone or email. In addition, suppliers and their employees have the option of reporting potential hu- man rights or environmental violations to our Compliance Ombudsman for the supplier network. Whistle-blower systems to uncover possible violations of the law and compliance controls. A human rights officer was appointed for the first time during the year under report. Compliance and human rights Standardisation and cooperation At the instigation of the BMW Group and with the support of other automotive manufacturers in the Drive Sustainability initiative, in 2017 an analysis of the 37 most important raw materials was conducted at the European business network CSR Europe. Since then, the resulting Material Change Report has served as the basis for potential improvements and the development of both BMW-Group-specific and common solutions for the automotive and electronics industries. In 2021, further improvements were made to the report on the TRAINING FOR THE SUPPLY CHAIN [[ Alongside the required prevention measures, the BMW Group has been offering training courses aimed at buyers, internal process partners and suppliers since 2012. To raise awareness of social and environmental standards in the supply chain, we explain interdependencies and clearly describe what we expect of the companies we work together with. Moreover, together with partner companies, in selected cases we are breaking new ground with the aim of taking action at the very beginning of the supply chain. Further GRI information GRI-Index: 412-21] 7 Raw Material Outlook Platform. The platform currently contains risk profiles for ten raw materials. In the automotive supply chain, which is particularly complex by industry standards, traceability right back to the raw ma- terial extraction stage can be significantly improved with new digital tools. The BMW Group is committed to driving improvements within the framework of initiatives such as the Catena-X Automotive Network - and is working with partner companies to standardise data and information flows in the automotive value chain in order to comply with antitrust-re- lated and legal requirements. Together with partners at Cat- ena-X and the WBCSD, we are working on solutions to measure actual carbon emissions data in the supply chain and make it comparable, with the aim of effectively reducing carbon emissions in our supply chain. 1] 18 78 BMW Group Report 2021 To Our Stakeholders Combined Management Report * With effect from the reporting year 2020, a new definition of the term "employee" is applied (see the Glossary for the definition). For the periods 2018 and older, the percentage of employees no longer reported was between 7.5% and 8.0 %. Group Financial Statements Remuneration Report Other Information ← = Q Production, Purchasing and Supplier Network [[Rigorous reduction and traceability of critical raw materials Due to the complexity of multilayered, dynamic, globalised value chains and customer-supplier relationships, it is a major challenge to ensure sustainability standards right from the raw materials extraction stage. We have a clear aspiration to comply with environmental and human rights standards at every level of our supply chains. Sourcing the raw materials required to produce battery cells, such as lithium and cobalt, is generally a highly challenging task. In order to establish trace- ability and transparency across the supply chain for both of these raw materials and to minimise the identified risks, the BMW Group sources them directly from the producers, and ALLIANCE FOR CROSS-COMPANY, DECENTRALISED DATA EXCHANGE [[ As part of the Catena-X Automotive Network initiative, the BMW Group is working to establish an open, scalable, decentral- ised network for the secure exchange of information and data across companies in the automotive value chain. The network is based on an industry consortium funded by the Federal Min- istry for Economic Affairs and Energy (BMWK)* consisting of national and international partners from the automotive value chain. Continuously connected data chains will make it possible to create completely digital images of automobiles and the core processes of automotive value creation, so-called digital twins. New business processes and services can be either made pos- sible or collaboratively enhanced, based on these digital twins. By using the European GAIA-X and International Data Spaces Frameworks as the architectural basis for the Catena-X network, the companies involved have already agreed on the essential in- frastructural principles for project implementation.]] makes them available to its own suppliers in order to produce the current generation of battery cells. The strategy allows us to fully document both the origin and the path of the lithium and cobalt we use, while creating transparency regarding mining methods at the same time. Further measures that serve to meet our due diligence require- ments include reducing or eliminating the use of so-called high-risk primary raw materials. For example, we have re- duced the use of cobalt in the cathodes of our current gener- ation of battery cells to less than 10%. Our latest generation of electric motors is made without the need for any rare earths. The BMW Group also keeps a close eye on raw materials that are classified as so-called "conflict minerals". These in- clude ores whose mining and trade are frequently associ- ated with violations of environmental and social standards. By using standardised applications such as the Conflict Min- erals Reporting Template (CMRT) of the Responsible Miner- als Initiative (RMI), the BMW Group ensures the traceability of the raw materials it uses, right from the direct supplier to the certified smelter. SASB-Index Mitigating risks through industry initiatives and partnerships Apart from eliminating, substituting or reducing the use of risk-related primary raw materials, we rely on close cooper- ation with our partners in the supplier network. Our aim is to continue reducing the potential negative impacts of our busi- ness activities in our raw materials supply chains. [t Traceability of conflict minerals back to the certified mine. ]] Corporate Governance 2 As of 2021, this figure also includes the carbon emissions of all other BMW Group locations in addition to those generated by production processes. For comparison purposes, the figure for 2020 has been adjusted accordingly (2019 before adjust- ment: 0.30 t; 2020 before adjustment: 0.23 t). standards at supplier locations in high-risk regions or for high-risk product groups. For this reason, we are members of the Responsible Business Alliance (RBA) and the German Association of the Automotive Industry (VDA). Together with other automotive manufacturers and suppliers in the VDA, we have developed the Responsible Supply Chain Initiative (RSCI), an assessment programme newly established for this purpose that we will implement as of 2022. Checking effectiveness The respective demands placed on us and our suppliers are integrated throughout the Group by means of the following internal standards: The BMW Group Code of Conduct on Human Rights and Working Conditions explains how we promote human rights and good working conditions and implement the core working standards of the International Labour Organisation (ILO). The BMW Group Supplier Sustainability Policy summarises the BMW Group's principles governing the global supplier network in accordance with internationally acknowl- edged standards and guidelines. We regularly update the risks we have identified in our supplier network. Risk analyses on ecological and social responsibility The BMW Group monitors and assesses human rights risks and impacts in its supplier network, both in its existing busi- ness relationships and whenever it enters a new market or field of business. The BMW Group Due Diligence Programme within the Purchasing and Supplier Network consists of vari- ous coordinated procedures, measures and standardised applications that are integrated in business processes such as procurement. The BMW Group has been using a risk filter to identify human rights risks at the locations of direct and indirect suppliers* since 2012. In a dynamic, location-specific risk analysis, it draws on various country- and commodity-group-specific risk databases and standardised risk maps, and includes all sup- plier locations that have already been awarded orders as well as all potential supplier locations. Since 2020, the risk filter has also included risk databases and standardised risk maps provided by the Responsible Business Alliance (RBA). This view of risks is supplemented by commodity-group-specific assessments provided by our internal purchasing experts. Another component when assessing the potential negative impacts of business activities is the Drive Sustainability questionnaire, which is subject to continuous improvement. In this context, both direct and indirect suppliers are required to provide information on their sustainability performance and the preventive and remedial measures they have imple- mented. The information provided is checked for accuracy and completeness by an independent third party. The infor- mation is obtained from new suppliers as part of the contract awarding process. Existing business relationships are audit- ed and updated on a continual basis. Further GRI information. In order to minimise the risks, we pay close attention to imple- menting preventive measures. Further information is availa- ble 7 online. Our aim is to check compliance with our sustainability stand- ards in the intermediate stages of the value chain on an ad hoc basis. The audit is partially conducted via the supply chain mapping of suppliers for whom an indirect risk has been identified. Moreover, the BMW Group develops raw-material-specific sustainability strategies and derives so-called empowerment activities and pilot projects from them to both ensure and improve compliance with environ- mental and social standards. 7 GRI-Index: 308-1, 412-1, 412-3, 414-1 Preventive and remedial measures In 2014, we agreed upon preventive measures with our direct suppliers concerning working conditions, occupational health and safety, human rights and the environment. The extent of these measures is based on the size of the supplier In addition to the preventive measures mentioned above, the BMW Group conducts audits of environmental and social and the potential risks. Direct suppliers with more than 50 employees are required to implement preventive measures such as guidelines regarding child labour, freedom of associ- ation, and collective bargaining as well as occupational safe- ty and environmental protection. We require suppliers with more than 100 employees to communicate our sustainability standards to their suppliers and have a control mechanism in place in the form of externally audited and certified envi- ronmental management systems. If a supplier employs more than 500 people, we require, among other things, the publi- cation of a sustainability report, a code of conduct, and ex- ternally audited and certified occupational safety and envi- ronmental protection management systems as additional control mechanisms. * Direct suppliers are tier-1 suppliers of the BMW Group. Indirect suppliers operate downstream in the value chain between tier-1 suppliers and raw materials suppliers. 77 BMW Group Report 2021 To Our Stakeholders Combined Management Report Production, Purchasing and Supplier Network Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q [ We require suppliers with more than 100 employees to have externally audited and certified environmental protection man- agement systems in place. 1] [By signing a contract with the BMW Group, the supplier un- dertakes to implement and apply the preventive measures prior to the start of production or by an agreed target date. The supplier undertakes to demand compliance with these agreements from his subcontractors and to follow them up. All BMW Group supplier contracts include resource efficiency requirements and demand compliance with the principles of the UN Global Compact and the International Labour Organ- isation (ILO). For this reason, the BMW Group has set itself the goal of ensuring compliance with these commitments. 7 GRI-Index: 308-2, 412-2, 414-2 During the year under report, the BMW Group identified sus- tainability deficits at 61% of its suppliers (2020: 64%) and agreed on corrective preventive measures. The measures related to subcontractor management, reporting, control mechanisms and mission statements. 1] Efficiency indicator calculated from the absolute energy consumption (adjusted for CHP losses) of automobile production (BMW Group plants incl. BMW Brilliance Automotive Ltd. joint venture, excluding partner plants and contract manufacturing) divided by the number of vehicles produced in automobile production (BMW Group plants incl. BMW Brilliance Automotive Ltd. joint venture and partner plants, exclud- ing contract manufacturing). The main reason for the drop in relative carbon emissions per vehicle produced was improved energy efficiency on the back of higher production volumes following the pandem- ic-related restrictions. From mid-2021, however, supply bottlenecks for semiconductor components and the necessary adjustments to the production programme dampened the positive trend. As a result, absolute carbon emissions³ at BMW Group locations increased to 766,153 t of CO₂ (2020: 734,710 t of CO2) due to the overall increase in energy con- sumption relating to higher production volumes. In the previ- ous year, consumption and production volumes were signifi- cantly lower due to pandemic-related restrictions. In the first half of 2021, the cold weather in Germany also led to greater energy requirements for heating and thus to an increase in carbon emissions. GRI-Index: 305-1, 305-2, 305-3, 305-5 Carbon emissions at BMW Group locations Year-on-year, the carbon emissions per vehicle 12 generated at BMW Group locations fell by 5.7% to 0.33 t of CO₂ (2020: 0.35 t of CO₂), i. e. a reduction of 17.5% compared with the 2019 base year. 8,6% 1,4% RE:CYCLE be 13,9% With this point in mind, through BMW i Ventures we have been investing in the US start-up Lilac Solutions since 2021. Lilac is pursuing the goal of extracting lithium from the brine of saltwater deposits using ion exchangers, deploying a far more eco-friendly method that conserves resources more effectively than conventional processes. Since the year un- der report, our investments through BMW i Ventures have additionally focused on an innovative process developed by the US start-up Boston Metal for producing steel without generating carbon emissions. We have also entered into an agreement with the Swedish start-up H2 Green Steel to pur- chase hydrogen steel produced using green electricity. Resource management at every location The BMW Group wants to lead the way by keeping resource consumption and carbon emissions in its production pro- cesses to an absolute minimum. Apart from carbon emissions, the other relevant variables are energy and water consump- tion, waste for disposal, the use of solvents and the reduction of solvent emissions (VOC). ]] 1 Based on vehicle weight, calculated on the basis of actual supplier feedback, studies and expert assessments. 2 Based on the Gabi database. 72 BMW Group Report 2021 To Our Stakeholders Combined Management Report Production, Purchasing and Supplier Network Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q [ Controlling resource consumption is an integral part of en- vironmental management in the BMW Group's global pro- duction network and managed by a dedicated steering com- mittee for the international environmental protection network. Each facility, area and building is assigned to an internal op- erator, who is responsible not only for the technical systems and the smooth running of processes and procedures, but also for their environmental impacts'. A certified environmental management system in accord- ance with ISO 14001 is implemented at every BMW Group production site. A total of five competence centres, i. e. Emis- sions, Water, Waste, Qualification and the Environmental Management System, coordinate environmental protection measures throughout the BMW Group worldwide. According- ly, any ecological improvements that have proven to be effec- tive at one location are implemented at other locations to the extent possible. Continuous training and the exchange of ex- periences among employees ensure the transfer of know- ledge and the Group-wide application of the latest findings. In the year under report, our environmental management system again made a major contribution to ensuring that there were no significant environmental incidents involving the payment of fines throughout the production network. Water The BMW Group pursues the aim of continuously reducing the amount of water used in its production processes. Ac- cordingly, its production plants optimise their circulation sys- tems, for example by treating wastewater and putting water-saving processes in place. One example is the dry separation system used in the paint shop. Other closed-loop 1 In accordance with the BMW Group's environmental management system, each operator is required to describe the environmental impacts in the aspects register and identify measures for improvement (e. g. long-term targets). ² Related to the total weight of the waste. 3 VOC (volatile organic compounds) emissions are mostly generated during the WIEDERVER- 54,2% IM AKTUELLEN BMW 3ER MATERIALVERTEILUNG 71 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Production, Purchasing and Supplier Network Corporate Governance Remuneration Report Other Information ← = Q Re:think, Re:duce, Re:use, - Re:cycle our circular economy principles. painting process and can be reduced through the use of new painting technologies. [At the end of a product's life cycle, it needs to be possible to increasingly separate and recycle key groups of materials at a high degree of purity so that they can be reused in the automotive industry in so-called closed loops. The strategy reduces the need for primary materials and thus the neces- sity to source potentially critical raw materials. In this context, the BMW Group regards end-of-life vehicles as a source of secondary materials. We therefore promote the recovery of end-of-life vehicles, components and mater- ials in order to reintegrate them in the raw materials cycle. Together with its national sales organisations, the BMW Group has already introduced take-back systems for end-of-life vehicles in 30 countries and offers eco-friendly vehicle recycling at more than 2,800 take-back points. All BMW Group vehicles sold since 2008 meet the currently ap- plicable worldwide requirements for the recycling of end-of- life vehicles, components and materials. Vehicles are already currently required to be 95% recyclable (based on vehicle weight). GRI-Index: 301-3 SASB-Index Preference for secondary materials The BMW Group not only wants to create the basic condi- tions for recycling vehicles, it is also looking to reduce the use of primary raw materials in the automotive value chain. This means closing loops in the production chain, i.e. by re- turning production remnants to the material supplier or re- covering materials at the end of a product's life cycle. In doing so, we take special care to avoid downcycling these materials into inferior secondary materials. By 2030, the BMW Group aims to take the recycling process to a new level, while at the same time further increasing the proportion of secondary materials it uses to manufacture its vehicles. To achieve this aim, the BMW Group established the "Second- ary First" approach during the year under report, which gen- erally gives preference to the use of secondary materials when stipulating specifications for products, materials and suppliers. This principle can only be deviated from in justi- fied exceptional cases. Currently, an average of up to 30% of the components used in vehicle manufacture across Europe originate from recycled and reused materials. However, the percentage of material recycled differs considerably, depending on the group. While the recycled proportion of many plastics, for example, is in the single-digit percentage range, secondary cast aluminium is already used at a rate of over 50% in cer- tain components. The use of secondary raw materials also significantly re- duces carbon emissions compared with primary materials – for example around 80% of aluminium and up to 70% of steel² are recycled. At the same time, this strategy reduces the amount of natural resources and critical raw materials that need to be extracted. The circularity principle also helps to more effectively mitigate risks that can be associated with the extraction of primary raw materials from market- related or even political availability risks to those relating to environmental and social standards. - In general, any secondary raw materials used have to meet the same strict requirements as primary materials in terms of quality, safety and reliability. Therefore, the market avail- ability of these high-quality materials needs to increase sig- nificantly. In order to improve the structural framework condi- tions required to achieve this aim, both cross-industry approaches and political initiatives are necessary. 7 SASB-Index Investments in resource-friendly technologies The BMW Group invests, partly through its own venture capital fund, in key technologies that can make a decisive contribu- tion to achieving carbon neutrality and conserving resources. WERTUNG RECYCLING 7 Average distribution of materials in BMW Group vehicles systems are also currently being tested in the painting pro- cess and gradually introduced throughout the Group's pro- duction network. Specific water consumption in production was improved slightly to 2.15 m³ (2020: 2.25 m³) per vehicle pro- duced during the year under report. Waste In its efforts to reduce the volume of waste it generates, the BMW Group deploys coordinated recycling and treatment concepts adapted to the waste streams in its various plants, to regionally applicable regulations and to locally existing waste disposal structures. In 2021, 99.2%² of the waste generated by production processes was either recycled or recovered. During the year under report, the volume of waste for disposal per vehicle produced decreased to 2.90 kg, 12.9% lower than the 2020 figure. We aim to maintain this high recycling and recovery rate within the BMW Group as we increasingly transition to electric mobility. We are therefore integrating the newly generated waste streams in our recycling and treatment systems. SASB-Index 2020 2021 Renewable energy The BMW Group is committed to the use of renewable ener- gy at all its locations. Worldwide, all BMW Group production sites and the vast majority of its other locations procure their electricity from renewable self-generation plants, direct supply contracts for green electricity, and electricity of certi- fied origin. We also made additional use of biogas certifi- cates in the year under report. Moreover, we are increasing the amount of renewable energy generated at our own sites. Additions made during the reporting year included large- scale photovoltaic installations at our plant in Araquari, Bra- zil, which generate some of the electricity required for pro- duction at the site. At present, however, the BMW Group is unable to entirely cover its electricity requirements by producing its own re- newable energy, and therefore purchases additional power from renewable and predominantly local or regional sources. We cover an increasing proportion of our electricity require- ments through so-called Power Purchase Agreements (PPAs), i. e. direct purchases from defined renewable energy generation plants, such as the regional green electricity bought in to manufacture the BMW iX and the BMW i4. report, which also negatively impacted energy consumption per vehicle at some of its plants. For this reason, absolute consumption³ within the BMW Group increased to 6,476,955 MWh during the year under report (2020: 6,040,824 MWh). However, at 2.10 MWh per vehicle produced, specific energy consumption in the BMW Group's vehicle production fell by 0.9% in 2021 compared to 2020. This fact is attributable to various energy efficiency measures as well as improved pro- duction capacity utilisation. 7 GRI-Index: 302-1, 302-3, 302-4 Energy consumption in detail COMPENSATION OF SITE-RELATED CARBON EMISSIONS 1 Efficiency indicator calculated from the absolute energy consumption (adjusted for CHP losses) of automobile production (BMW Group plants incl. BMW Brilliance Automotive Ltd. joint venture, excluding partner plants and contract manufacturing) divided by the number of units produced in automobile production (BMW Group plants incl. BMW Brilliance Automotive Ltd. joint venture and partner plants, excluding contract manufacturing). 2 Figures for 2017 and 2018 figures were subjected to a limited assurance review. 3 As of 2021, this figure also includes energy consumption at further BMW Group loca- 2019 tions as well as energy consumption in production. For comparison purposes, the figure 5 To the extent recordable in the carbon footpring; market-based-method according to GHG-Protocol. [[ The carbon emissions generated within its own production network are already below the 1.5°C path calculated for the BMW Group. Since the year under report, the BMW Group has been making the remaining carbon footprint generated by its plants and other locations carbon-neutral on the energy bal- ance sheet, including company cars and business trips, through the use of voluntary offsetting certificates. Via this method, we are demonstrably offsetting the associated carbon emissions by supporting external projects. In collaboration with experienced partners such as atmosfair and First Climate, we support climate protection projects that meet strict criteria. As part of the certifi- cation process, projects are required to demonstrate, for exam- ple, the permanence of the decarbonisation impact they achieve. Another vital criterion is additionality, i. e. proof that the project in question would not have come about without financing via carbon offsetting certificates. Furthermore, for the post-Kyoto phase of the carbon offsetting market, we emphasise the import- ance of ensuring that there is no double counting of the emissions saved alongside the nationally determined contributions of the affected countries named in the Paris Climate Agreement. We also ensure that the projects additionally generate a social ben- efit. 7 GRI-Index: 305-51] 74 BMW Group Report 2021 To Our Stakeholders Combined Management Report Production, Purchasing and Supplier Network Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q for 2020 has been adjusted accordingly (2020 prior to adjustment: 5,714,610 MWh). "Including BMW Brilliance Automotive Ltd., Shenyang. We also expect our direct suppliers to demand minimum standards in their chain of upstream suppliers, which has been done for all the 37 raw materials we analysed. The BMW Group even goes one step further in this regard be- cause, as a precautionary measure, we are committed to not using minerals such as cobalt that are extracted from the deep sea. Together with other companies, we have de- clared this in a 7 moratorium. ]] 2018 0 Solvents The BMW Group reduced its emissions of volatile organic compounds (VOC³) per vehicle produced by 13.6% to 0.70 kg during the period under report. The year-on-year improve- ment was mainly due to the use of solvent-free cleaning agents and the new thermal afterburners deployed in the paint shops at the Group's plants in Shenyang (China) (* Sol- vents per vehicle produced). Due to the progress made in the use of solvent-free substances and the optimisation of our paint shops, we expect to see a further reduction in emissions lev- els going forward. GRI-Index: 305-71] Carbon emissions at BMW Group locations Compared with the base year 2019, the BMW Group intends to reduce the average amount of carbon emissions per ve- hicle produced by a further 80% by 2030. [[ Production accounts for biggest share of the 7 Scope 1 and Scope 2 emissions generated by the BMW Group and this is where the greatest An 80% average reduction of carbon emissions per vehicle produced by 2030. opportunities to further reduce these emissions lie. As in the past, we are focusing on additional energy efficiency meas- ures, the increasing generation of our own electricity from renewable sources, the purchasing of green electricity from supply contracts, and the use of certificates of origin. The remaining emissions are largely due to the use of nat- ural gas. Here we face the challenge of replacing natural gas with non-fossil energy sources such as biogas, hydrogen or renewable electricity. The "heat transition" required to do so is made more complicated by the physical availability of al- ternative energy sources, the technical retrofitting of plants, and political framework conditions. Energy management and efficiency It is vitally important to use energy in an efficient, responsible manner in order to conserve resources. The BMW Group has processes in place throughout the organisation to plan and implement energy management measures with the aim of continuously optimising its use. Clear roles are assigned with corresponding responsibilities, targets and reporting obligations to the central strategy departments, the regional controlling bodies and the various production plants at local level. ]] The BMW Group invests systematically in the energy effi- ciency of its global production network, enabling it to cut the energy consumption of machines to a minimum, such as those deployed to generate the required processing heat in its paint shops. The limited availability of semiconductor components compelled the BMW Group to make adjust- ments to its production programme during the year under 73 BMW Group Report 2021 To Our Stakeholders 2017 Combined Management Report Corporate Governance Remuneration Report Other Information ← = Q ENERGY CONSUMPTION PER VEHICLE PRODUCED 1,2 in MWh 2.17 2.12 2.04 2.12 | 2.10 | Group Financial Statements Production, Purchasing and Supplier Network CONFLICT MINERAL TUNGSTEN: CLOSING MATERIAL CYCLES Since September 2021, we have supplemented our preven- tion and remediation review methods with the standard- ised use of RBA Voices, a grievance mechanism for em- ployees of the companies we audit. RBA Voices will be applied to all high-risk suppliers that are part of the RBA's audit programme and do not yet have their own grievance mechanism. Corporate Citizenship Direct link to section "€ 35 million spent by the BMW Group in 2021 on social pro- jects and other activities in conjunction with its corporate citizenship responsibilities. 7 Direct link to section ]] 8 DECENT WORK AND ECONOMIC GROWTH M EMPLOYER ATTRACTIVE- NESS AND EMPLOYEE DEVELOPMENT of management positions at BMW Group held by women at the end of 2021. By 2025, the share is expected to rise to 22%. [The personal commitment and technical expertise of our employees are crucial to the success of the BMW Group. With a broad range of interesting and future-oriented jobs at attractive conditions, we offer our employees secure pros- pects and the opportunity to develop personally as well as help shape the BMW Group's future. The objectives of our Human Resources (HR) strategy have been defined with a view to attracting skilled employees, optimising their deploy- ment and providing them with opportunities to develop their potential, thereby ensuring that all their skills and expertise are available to meet the future needs of the BMW Group. The success of this approach is borne out by the results of employee satisfaction surveys and the outstanding positions consistently achieved in employer rankings. 1] At 31 December 2021, the BMW Group employed a total of 118,909 people worldwide*, slightly below the headcount at the end of the previous year (2020: 120,726; -1.5%). Further GRI information This reduction was achieved through a combi- nation of natural employee fluctuation and voluntary agree- ments in line with planned workforce restructuring meas- ures. For this purpose, appropriate provisions were made which were taken into account in personnel expenses. Notes to the Group Financial Statements, no. 15. At the same time, we stepped up our recruitment efforts in 2021 with a view to en- suring the continued availability of all the required expertise within the workforce to ensure the planned future growth of the BMW Group. 7 GRI-Index: 102-8 7 GRI-Index: 308-1, 308-2, 414-21] The BMW Group has integrated the assessments of the CDP Supply Chain Programme in its key purchasing processes. The results are used in supplier discussions, in strategic management discussions and in the overall supplier strat- egies to point out potential for improvement. They also form a basis for determining the group of bidders in purchasing strategies when awarding contracts. The BMW Group uses the CDP's assessment to support and further encourage its own suppliers to implement the Paris Climate Agreement. Suppliers who have participated for some time generally at- tain a significantly improved CDP rating. Supply Chain Programme increased from 218 to 250 sup- pliers, which covers 80% (2020: 79%) of the BMW Group's production-relevant purchasing volume. Some 34% of sup- pliers (2020: 29%) had at least a 2-degree-compliant target system in place and 38% (2020: 35%) of suppliers received at least a B rating. As in previous years, in 2021 the average CDP rating among the BMW Group's participating suppliers was a score of C. at least 20% by 2030 (base year 2019). We aim to reduce carbon emissions in the supply chain by Carbon Disclosure Project (CDP) for supplier empowerment Through its participation in the CDP Supply Chain Pro- gramme, the BMW Group has been motivating its suppliers to operate sustainably since 2014 and, for example, to use renewable energy in their production processes. The core of the programme is an annual report, which includes a variety of climate-related aspects such as decarbonisation and in- creasing the percentage of renewable energy used. The BMW Group strongly encourages its suppliers to set targets in line with the Paris Climate Agreement in their efforts to help limit global warming. Together with the BMW Group's specified target for decarbonising the supply chain, this led to a further significant increase in supplier commitment. For example, year-on-year, supplier participation in the CDP These measures have already enabled the Group to reach agreements that cut carbon emissions² by well over 20 million tonnes during the period from 2021 to 2030. For example, car- bon emissions generated in the supply chain to produce bat- tery cells for the BMW iX have been reduced by up to 1.5 t CO₂ per vehicle, simply by agreeing to use green electricity to man- ufacture them. The implementation of the strategic target was incorporated in the necessary areas across the Group in 2021 and will be measured and reported in future by using the key parameter of carbon emissions per vehicle produced. The BMW Group's attractiveness as an employer 18.8% Direct link to section invested in vocational and further training of BMW Group employees in 2021. BMW Group Report 2021 To Our Stakeholders Combined Management Report Employees and Society Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q EMPLOYEES AND SOCIETY 80 Employer Attractiveness and Employee Development 83 Health and Performance 86 Diversity 89 1 Average per vehicle produced; figure rounded for simplification purposes. The target validated in conjunction with the SBTi is 22%. EMPLOYEES AND SOCIETY AT A GLANCE € 389 million - One of the most effective ways of decarbonising the supply chain is the use of green electricity. For this reason, in 2020, we entered into contractual agreements with battery cell manufacturers to use only energy generated from renewable sources to produce the current generation of battery cells. In 2021, the BMW Group also introduced green electricity as a mandatory criterion for awarding new contracts in its supply chain and has already concluded green electricity agree- ments in the awarding of 427 orders, particularly with up- stream suppliers of energy-intensive products. framework, we bindingly agreed corresponding measures for 429 contracts awarded in the course of 2021. [I In 2021, the BMW Group introduced the use of FSC-certified tyres on a first vehicle model - the BMW X5 xDrive45e plug-in hybrid² FSC-certified tyres made of natural rubber, making the BMW Group the first automotive manufacturer in the world to equip its vehicles with tyres based on sustainable, certified natural rubber and rayon - a wood-based material used to re- inforce tyres. ]] 80 [[ The circular economy concept is a key method for ensuring the responsible use of raw materials and resources. For example, since the year under report, the BMW Group has been reducing the amount of the primary raw tungsten it requires by introducing a closed material cycle. To achieve this aim, we collect discarded drill and screw inserts in our German and Austrian plants, recycle them, and have new tools manufactured from the secondary raw material obtained. Apart from reducing our consumption of primary raw materials, the strategy also cuts carbon emissions. 7 SASB-Index ]] * Since the end of 2021: Federal Ministry for Economic Affairs and Climate Protection (BMWK). 79 BMW Group Report 2021 To Our Stakeholders Combined Management Report Production, Purchasing and Supplier Network Group Financial Statements 27 Consumption and carbon emissions data. Remuneration Report Other Information ← = Q [The BMW Group is actively involved in multi-stakeholder initiatives such as the Initiative for Responsible Mining Assurance (IRMA), the Aluminium Stewardship Initiative (ASI), the Global Plat- form for Sustainable Natural Rubber (GPSNR) and the > Responsible Mica Initiative (RMI) with the aim of establishing and further de- veloping certification systems for suppliers. We therefore re- quire certification in accordance with these standards for prioritised raw materials in our supplier network. Online - Reducing carbon emissions in the supply chain With the growing demand for electrified vehicles, the need for suitable components and parts in production is also increas- ing and with it the volume of carbon emissions they gener- ate. If no countermeasures are taken, the supply chain foot- print of an all-electric vehicle could be nearly twice that of a conventional combustion engine model, practically eroding part of the benefit of electric driving during the use phase. ]] The BMW Group is reversing this trend and also intends to reduce the volume of carbon emissions generated in the sup- ply chain by at least 20% per vehicle by 2030 compared to the base year 2019. [ To achieve this aim, we have been es- tablishing decarbonisation as well as other measures among our suppliers as an award criterion since 2020. Within this Corporate Governance TYRES MADE OF FSC-CERTIFIED NATURAL RUBBER [[The BMW Group offers its employees a variety of eco-friend- ly mobility and commuting solutions. The creation of one of Germany's largest corporate charging networks marks a spe- cial milestone. The network of some 5,000 charging points at numerous locations in Germany is available to charge not only company and fleet vehicles, but employees' private electric ve- hicles, too. More than 1,000 e-roaming³ charging points are also available for use by the general public. All charging points are powered entirely by renewable electricity sources. EMPLOYEE MOBILITY cant progress was evident in all areas surveyed. For in- stance, the BMW Group's corporate strategy received a very high level of approval from the workforce. Particularly noteworthy was the fact that 84% of participants were convinced by the strategy of integrating sustainability and setting ambitious targets in this respect. They also sig- nalled a high level of willingness and motivation to play an active role in this process, with some 82% of respondents concluding that they are optimistic about the future of the BMW Group. 1] [The survey conducted in autumn 2021 showed a signifi- cant improvement in the HPO-I compared with two years earlier. At the same time, the participation rate rose to a record high, with some 100,000 employees or 79% of the total workforce² taking part in the survey. Moreover, signifi- The Group-wide survey of the workforce conducted every two years enables employees to assess the organisation's performance on a regular basis and from their own perspec- tive. The assessment is performed with the aid of the High- Performance Index (HPOI). Employer rankings and awards Highly regarded employer ratings once again ranked the BMW Group as one of the world's most attractive employers. In 2021, for instance, the BMW Group was again the world's top-ranked automotive manufacturer in the current ranking of the World's Most Attractive Employers 2021 as rated by Universum, a well-known study provider. Among aspiring engineers, the BMW Group ranked third worldwide, directly after Google and Microsoft. For IT students, the BMW Group is the only auto- motive company among the world's top 10 employers, mostly in competition with prestigious technology enterprises. The BMW Group again achieved the top spot in the Trendence Professionals Barometer for Germany in 2021. At the same time, we encourage our employees to use alterna- tive means of transport such as bicycles, including BMW Lease- Rad arrangements. The Munich location is also served by a net- work of Group-owned shuttle buses -30% of which are already fully electric - that operate between the Group's various sites. The BMW Group also subsidises the use of public transport with the BMW JobTicket in Munich. ]] Employees have varying needs when it comes to organising their work and their working hours. For this reason, the BMW Group offers a great deal of individual personal scope in the form of working time arrangements, including flexible working hours, remote working, additional holidays in return for a corresponding reduction in salary, sabbaticals, and temporary or permanent part-time solutions. Further GRI infor- mation During the reporting year, under the title Connected- Works, we continued to develop a process that was started back in 2013 to implement a diverse range of options for em- ployees to work within a spatially flexible, autonomous and needs-oriented environment.]] the latest ranking of the World's Most Attractive Employers 2021. The BMW Group confirmed its position as the most popular automotive manufacturer in As a key factor for the BMW Group's attractiveness as an employer, we aim to ensure that, based on their overall re- muneration package, our employees earn above average for the respective labour markets. To confirm this, we conduct remuneration studies each year on a worldwide basis. The total salary package consists of a monthly remuneration and a variable component dependent on the BMW Group's overall performance. We also offer additional benefits such as Company pension schemes and an attractive range of mobility benefits, which can differ from country to country. 7 GRI-Index: 102-35, 102-38, 102-39, 401-2, SASB-Index Results of the employee survey 1 BMW AG; departures of employees with permanent employment contracts. BMW Group Report 2021 3 E-roaming enables electric vehicles to be charged irrespective of the provider. 82 To Our Stakeholders Combined Management Report Employees and Society Group Financial Statements Corporate Governance Other Information ← = Q [ Despite the good progress, however, employees also identified a number of potential areas for optimising busi- ness processes. The results of the survey will form the ba- sis for concrete measures that are scheduled for implemen- tation by mid-2022. GRI-Index: 102-43 Employee involvement Our employees represent a crucial stakeholder group for the BMW Group. As such, we actively involve them in our cor- porate strategy development. The internal dialogues on the topic of sustainability, first introduced in 2020, have become one of the main platforms used to achieve this end. At the two dialogue events held in 2021, we provided information and findings on sustainability topics such as decarbonisa- tion and the social dimension of sustainability. Dialogue with the stakeholders The BMW Group's ideas management system as a further opportunity for employee involvement encourages employ- ees to contribute ideas on matters that do not fall within their normal remit. Employee ideas that generate a positive finan- cial effect for the BMW Group are rewarded with the pay- ment of a bonus. In 2021, 4,810 ideas were submitted (2020: 5,980), more than a quarter of which were directly related to sustainability - similar to one year earlier. A total of 1,318 ideas were implemented during the year under report (2020: 1,561), resulting in first-year benefits totalling € 30.4 million (2020: €18.2 million). GRI-Index: 102-42 Developing expertise for the future The transformation of the automotive industry entails nu- merous far-reaching changes. The BMW Group takes a for- ward-looking approach to the related challenges for the workforce structure, equally considering social, economic and technological developments. Against this backdrop, we strive continuously to ensure our employees have the neces- sary skill sets, for both the present and the future. The BMW Group is combining the transformation of expertise 2 All BMW Group employees on fixed contracts at 1 August 2021. Remuneration Report People from over 110 countries work successfully together at the BMW Group. Further GRI Information A broad range of op- portunities for personnel development, qualification and fur- ther training helps to promote intercultural understanding. For example, the BMW Group deliberately gears the Global Leader Development Programme towards international par- ticipants. As in the previous year, new employees from eight countries took part in the programme. Moreover, the BMW Group uses various dialogue formats to ensure an un- prejudiced working environment in a spirit of mutual respect. necessitated by electrification with substantial levels of in- vestment at its various 2020 2021 ]] 1 Further training of BMW Group employees in consolidated and non-consolidated 100% subsidiaries worldwide. Data are collated on the basis of direct inputs of participants and, to a small extent, by extrapolation. Data also include e-learn- ing formats. 2 Vocational and further training comprises the in-house training of all BMW Group apprentices (Glossary [Apprentices]) as well as the further training of BMW Group employees and temporary staff at consolidated companies worldwide. 83 BMW Group Report 2021 To Our Stakeholders Combined Management Report Employees and Society Group Financial Statements Corporate Governance Remuneration Report 2019 Other Information [Key role for managers in the transformation process BMW Group managers have a key role to play in shaping the ongoing transformation process. For this reason, the BMW Group promotes personalities who have the right atti- tude and willingness to perform, joint leadership skills and a high degree of identification with the organisation. We en- courage leadership skills by means of strategically aligned management training programmes based on a uniform un- derstanding of leadership. Apart from careers in manage- ment, the BMW Group also offers the so-called "Expert Career", which does not generally involve disciplinary re- sponsibility for other employees. It focuses instead on tech- nical, project-related or corporate topics as well as other tasks driving the transformation process. Recruiting and promoting new staff Through its comprehensive range of apprenticeships, the BMW Group creates a broad range of attractive employment prospects for young people. Promoting future talents also plays a key role in building up expertise within the Group. 1] [The recruitment and promotion of future talents is increasingly focused on the future-oriented topics of electrification, automation and artificial intelligence. 1] APPRENTICES AND PARTICIPANTS IN YOUNG TALENT PROGRAMMES¹ Number The BMW Group covers its recruiting requirements with the help of future talents programmes, either with an academic emphasis or through qualified vocational training. Trainees are currently preparing for their future occupations within the BMW Group in 30 skilled trades and 18 dual study pro- grammes at 19 training locations around the world. The total number of apprentices, dual study students and participants in future talents programmes* remained at the high level of 4,517 in the year under report (2020: 4,672; -3.3%). In Ger- many, some 1,200 young people began an apprenticeship or a dual study programme in 2021 (2020: 1,200). A similar number of apprenticeships and study places has been an- nounced for the coming year. BMW AG continues to offer its apprentices and dual study students permanent employ- ment at the BMW Group's plants and headquarters after they have completed their vocational training. [Focus on future-oriented fields Electrification, automation and connectivity as well as artifi- cial intelligence (AI) are shaping and influencing apprentice- ship and future talents training programmes offered by the BMW Group. The relevant programme contents are therefore updated annually to ensure that our expertise needs for the future are adequately covered. In the year under report, for instance, training for all vocational fields was expanded to include fundamental aspects of cloud computing, 3D print- ing and data analytics. At the same time, further vocational profiles were added in 2021, such as IT specialist for data and process analysis. HEALTH AND PERFORMANCE The health and performance of employees are key factors in the success of the BMW Group. We are therefore committed not only to maintaining the status quo, but also to conscious- ly encouraging improvement. Despite the coronavirus pan- demic and the challenges it has posed, we continued to make good progress in terms of the various health manage- ment and occupational safety measures in place throughout the BMW Group. Overall, for example, the accident frequency rate decreased. ← = Q 2021 2018 200 locations. Largest training initiative in the BMW Group's history In 2021, the BMW Group launched the largest training initia- tive in its history, aimed at promoting and maintaining the ability of its workforce to perform with the requisite expertise and ensuring the Group's long-term competitiveness. Apart from electric mobility and digitalisation, the BMW Group is also focusing on a number of future-oriented fields, such as electrics and electronics, data analytics, innovative produc- tion technologies and new working methods. The scale of the training initiative is reflected in the signifi- cant increase in the number of participants compared with the previous year. Training measures undertaken across the BMW Group in 2021 involved a total of 1.1 million participants (2020: 770,000). Each member of the BMW Group work- force received an average of 23.1 hours of training during the year under report (2020: 16.0 hours). Further GRI Information. ]] In total, the BMW Group invested € 388.6 million (2020: € 279.0 million) in training and further education in the fi- nancial year 2021. The total expense for the years 2020 and 2021 therefore exceeds half a billion euros. GRI-Index: 404-2 [AVERAGE HOURS OF FURTHER TRAINING1 Number of hours 27.1 26.6 26.0 16.0 Illi 23.1 2017 0 2018 2019 2020 2021 INVESTMENT IN TRAINING AND FURTHER EDUCATION² in € million 389 373 370 349 279 illil 2017 [Attractive employment conditions 4,964 2019 To Our Stakeholders BMW Group Report 2021 90 90 3 The BMW Group's corporate citizenship activities are divided into three main areas: donations (comprising cash and non-cash contributions), community in- vestments (including expenditure on our own project initiatives and partnerships as well as corporate volunteering) and commercial activities (covering activity and event sponsoring undertaken to promote culture, sports and sustainability). Commercial activities also include cause-related marketing. "In the form of cash and non-cash contributions. 2 Of which approximately €900,000 was called upon in 2021. 1 The number of people supported by projects is provided by the award winners at the end of each year. It is calculated based on combined data from media and sources. The figure reported relates only to the people who benefit directly from the projects concerned. lasting contribution towards more equal opportunity. The BMW Group bases its funding approach on the specific needs and requirements at each location. During the year under report, the BMW Group supported a range of educa- tional projects for example in China, India, South Korea, Russia and the USA. Further information is provided and ad- ditional projects described on the website 7 BMW Group Cor- porate Citizenship. ]] Science / Education 57.8% Politics 0.1% € 16.6 million Total 24.9% Society / Community 9.6% Culture 1.4% Sports 6.2% Environment / Sustainability in € million Combined Management Report [[DONATIONS WORLDWIDE Group Financial Statements Remuneration Report 2 The BMW Foundation Herbert Quandt is a corporate foundation of BMW AG. The Foundation implements its programme with the income earned on endowment assets or received in the form of regular financial contributions from the bene- factor. In accordance with its statutes, the independent foundation is advised by a board of trustees, on which the Chairman of the Supervisory Board and one member each of the Supervisory Board and the Board of Management of BMW AG are represented. 1 Designation until 2020: BMW Group Award for Social Commitment. engagement on the part of our employees. 1] [The BMW Group Award honours particularly dedicated social we support young employees who are making a valuable social or ecological contribution with innova- tive technologies. 1] [With our accelerator programme, [[The mission statement of the 7 One Young World network is to meet global challenges together, while creating lasting, global connections. This guiding principle brings together young people from all over the world who are committed to social responsibility. The BMW Group has been sending a delegation to the One Young World Summit since 2016. In 2021, around 60 young employees from the BMW Group took part in the event. ]] CREATING A FORUM FOR YOUNG TALENT ACROSS THE WORLD Inspiring Responsible Leadership - the BMW Foundation Herbert Quandt The BMW Foundation Herbert Quandt2 is an independent corpor- ate foundation and, as an important partner, contributes with its activities to the social responsibility aspirations of the BMW Group. At the same time, the Foundation encour- ages leaders worldwide to take action as "Responsible Leaders" and is committed to help shape a peaceful, just and sustainable future. The Foundation strives to promote the UN Sustainable Development Goals. These goals also play a key role in the Foundation's grants, collaborations and investments, with social and sustainability-related impacts taken into account in every investment decision. Detailed in- formation on this process is provided in the latest Impact In- vesting Report. Significant activities during the year under re- port included the 7 RESPOND Accelerator programme, the Equity, Diversity, and Belonging Week and a Responsible Leaders Lab on the topic of Reshaping Mobility to Serve Citizens' Needs. 1] We encourage young talented people within the BMW Group to use their know-how to set up their own projects to help solve the social and ecological challenges of our day. In the "Innovation for Impact" accelerator programme, we support young employees who are making a valuable contribution with innovative technologies. Promoting innovation The BMW Group actively involves its employees in its social engagement activities. Over the past ten years, particularly dedicated charitable work has been recognised with the BMW Group Award for Social Engagement. In 2021, the BMW Group honoured four employees for their social en- gagement, in one case even with a special prize sponsored by the Doppelfeld Foundation. The BMW Group Awards for social engagement are each endowed with € 10,000 and di- rectly benefit the projects concerned. Awards for social engagement - A great number of BMW Group employees around the world are committed to social and environmental issues in a va- riety of ways. This includes, above all, supporting education- al projects and campaigns for the benefit of the communities at the locations where we have operations. In order to make it easier for employees to become involved in such activities, the BMW Group launched a so-called Social Week in 2021, comprising a lecture series as well as introductory events. In addition, the creation of a Social Marketplace provides em- ployees with a digital platform on which they are able to ob- tain information about charitable projects and exchange ideas with like-minded people. Environment-related initia- tives such as collecting plastic waste, planting trees or growing vegetables - are also a recurring feature of the pro- jects pursued by our employees. [Strengthening employee engagement Employees and Society ← = Q Other Information Corporate Governance 2021 2020 2019 81 BMW Group Report 2021 To Our Stakeholders Combined Management Report Employees and Society Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q EMPLOYEE ATTRITION RATE1 as a percentage of workforce 3.39 2.64 2.78 5.51 4.71 0 2017 2018 Securing future talents 2021 2020 2019 2018 2017 0 34,646 33,229 33,631 33,436 37,242 Donations/ payments in kind → Commercial Activities → Community Investment → 2020 in € thousand Centralised health and occupational safety management Health and occupational safety activities within the BMW Group are combined in the Work Environment, Health, Group Safety and Group Data Protection unit and allocated to the Board of Management's Human Resources and Social Affairs area of responsibility. The managers in the various specialist departments are responsible for all related pro- cesses, supported and advised by the centralised health management and occupational safety teams. ]] 4,801 4,750 4,672 4,517 iliii 4,000 2017 2018 [[TOTAL EXPENDITURE ON CORPORATE CITIZENSHIP BY TYPE OF ACTIVITY3 * Includes SpeedUp (an undergraduate programme) and Fastlane (a master's programme). 84 BMW Group Report 2021 Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 89 1 Regarding the term "management function" please see the Glossary. 2 The new definition of the term "employee" is provided in the Glossary. [The BMW Group is also aware of the need to achieve a high percentage of women in our future talents programmes. The aim is to ensure that the share of women in the total workforce and in management functions continues to rise in the future. The share of women participating in the trainee programme (Global Leader Development Programme) in- creased to around 47% in 2021 (2020: 42%). By contrast, the percentage in student proportion programmes (Fastlane, Speed Up) fell slightly to around 32% (2020: 33%). 1] Entire workforce 2021 2020 2019 2018 Management positions 2017 The share of women in the BMW Group workforce as a whole reached 19.7% (2020: 19.5%). At BMW AG, women ac- counted for 16.0% of the total workforce (2020: 15.9%) Further GRI Information. The share of women in management functions¹ within the BMW Group has been rising steadily for many years. Global- ly, the share of female managers in the BMW Group stood at 18.8% at the end of 2021 (2020: 17.8%). At BMW AG, the number of women in management functions has more than doubled between 2011 and the present day. Expressed as a percentage, the share of female managers at BMW AG was 17.5% at the end of the period under report (2020:16.2%). by 2025, namely to 22% for the BMW Group and 20% for BMW AG. By 2025, we aim to increase the share of women in the BMW Group workforce as a whole to between 20 and 22% and to between 17 to 19% for the BMW AG. Entire workforce Management positions 2021 2020 2019 2018 2017 0 19.7 18.8 Remuneration Report Other Information ← = Q Employees and Society 59.9 30.3 direct¹ 13.3 53.6 33.1 indirect² 7.8 63.6 28.6 male 8.8 59.2 19.5 17.8 31.9 15.2 63.4 21.4 ]] Improving prospects for life with educational projects At its various locations, the BMW Group develops education- al projects that facilitate young people's first steps into the labour market and, in this way, offer them better prospects for life. With its programmes from primary school level through to higher education, the BMW Group is making a The BMW Group's expenditure on corporate citizenship ac- tivities in 2021 totalled € 34.6 million (2020: € 33.6 million). These include social projects, communication activities, sponsorship of cultural and sporting events, and donations of various kinds. The BMW Group aspires to address concrete needs and achieve a long-term impact by means of its corporate citi- zenship activities. We therefore focus primarily on projects where our expertise can be best leveraged to make a pur- poseful contribution. In the event of a crisis, we also provide fast and unbureaucratic assistance. During the year under report, for instance, the BMW Group made € 1.5 million available for rescue services in connection with the flood dis- aster in Germany.² Our aspiration The BMW Group's target is to reach a total of six million people by 2025 with the award-winning projects. By the end of 2021, the award-winning projects will already have benefited around 5.7 million people (2020: 5.1 million people).' The BMW Group therefore considers it is well on the way to exceeding the target it has set itself. ]] [[ As an enterprise with global operations and a highly diverse workforce, we have a keen interest in encouraging tolerance and understanding between various nations, cultures and reli- gions. Together with the United Nations Alliance of Civilisations (UNAOC), since 2011 we have regularly presented the Intercul- tural Innovation Award. The Award is given in recognition of pro- jects that seek constructive solutions to intercultural tensions and conflict. BUILDING BRIDGES BETWEEN CULTURES [As a corporation with a multinational workforce and loca- tions on six continents, we are very much a part of society. For this reason, our ecological, economic and social respon- sibility extends beyond our core business. The main focus of our corporate citizen activities at our international locations is to make a contribution towards achieving better living con- ditions, educational opportunities and greater intercultural understanding. Through a broad range of activities, we also contribute towards the attainment of the UN's Sustainable Development Goals. CORPORATE CITIZENSHIP female 9.8 19.3 17.2 16.0 2 All employees without clock control. 1 Clock-controlled and production employees. ]] 2021 2020 2019 2018 2017 4.0 ||||| work successfully together at the BMW Group. 1] [t People from over 110 countries In 2021, the BMW Group systematically implemented the measures decided upon in 2020 aimed at promoting women in the workforce. One focus was placed on future talents and executive management training programmes. Increasing the share of women at all levels. In the Inspired Lead leadership pro- gramme, for example, gender diversity is taken into account in both the selection of participants and the learning content. The option of filling management functions in tandem (joint leadership) was also well received by employees in the first year after the programme was introduced. In 2021, our measures relating to the promotion of women were evaluat- ed externally on the basis of the Women's Career Index. This assessment confirmed the effectiveness of the measures taken and the progress we have made. Gender The focus we place on sexual orientation and identity is a clear reflection of diversity in action within the BMW Group. An open-minded, unprejudiced and respectful working envi- ronment is a prerequisite for LGBT+ employees to be able to contribute their full potential. For this reason, the BMW Group uses a range of informational events and dia- logue formats to raise awareness of LGBT+ issues among employees and managers. We are supported in the imple- mentation of measures by the internal network BMW Group PRIDE. We also send a clear signal to the outside world: in 2021, for instance, we joined the PROUT EMPLOYER net- work of the Prout at Work Foundation and signed the UN Stand- ards of Conduct for Business for Tackling Discrimination against LGBTI people. Sexual orientation and identity 6.5 6.6 | 6.4 6.3 6.5 in % [[SHARE OF EMPLOYEES WITH SEVERE DISABILITIES AT BMW AG³ In line with its core values, the BMW Group is convinced of the need to offer an inclusive and barrier-free working envi- ronment for employees with physical or mental disabilities. This begins with providing training opportunities for severe- ly disabled young people and continues by designing work- places that meet their needs. We have reaffirmed this as- piration in 2021 by joining the international initiative The Valuable 500. Furthermore, in the year under report BMW AG awarded contracts amounting to around € 24.2 million (2020: € 25 million) to workshops staffed by people with severe restrictions. Physical and mental abilities The BMW Group sees demographic change as both a chal- lenge and an opportunity. Since 2019, as part of the Senior Expert Programme, retired employees have been passing on their knowledge and experience to their younger colleagues. Conversely, within the Reverse Mentoring Programme or- ganised by the BMW Group, older employees benefit from the new knowledge of the younger generation. We train our managers to recognise and leverage the opportunities that mixed-age teams offer. GRI-Index: 404-2 Age and experience 3 The share of employees with severe disabilities is based on the statutory require- ments in accordance with the German Social Code (SGB IX). "The figure for 2021 comprises all orders completed and billed by 31 December 2021. 88 19.9 19.3 16.0 17.5 15.9 16.2 15.7 15.5 16.5 15.1 14.0 16.1 in % POSITIONS AND IN THE TOTAL WORKFORCE OF THE BMW GROUP² PERCENTAGE OF WOMEN IN MANAGEMENT in % PERCENTAGE OF WOMEN IN MANAGEMENT POSITIONS AND IN THE TOTAL WORKFORCE AT BMW AG² 17.2 BMW Group at 18.8 %. The BMW Group has set targets for the percentage share of women at all levels of the Company. We have raised our tar- gets for the percentage of women in management functions The BMW Group is working continuously to increase the share of women in the workforce as a whole and in manage- ment functions in particular. This remains a challenging task in that it is still the case that more men go through the pro- cess of vocational training, particularly in technical fields, and are therefore in the majority on the labour market. Increasing the share of women BMW AG regularly compares the monthly salary levels and variable remuneration of women and men employed by the Company. The respective degree of employment and func- tional level are also taken into account. The objective of the audit is to ensure that the remuneration structures result in fair pay. There were no significant differences in the overall remuneration package between the genders within BMW AG in the year under review. GRI-Index: 405-21] ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Employees and Society To Our Stakeholders BMW Group Report 2021 88 Share of women in manage- ment functions in the 2021 total 29.7 59.9 Certified occupational health and safety management system In addition to international cooperation arrangements, occu- pational health and safety activities throughout BMW Group are coordinated on a global basis in line with a corresponding management system that is certified to ISO 45001 or OHRIS2 level at 28 out of 31 plants. This means that 70,459 (2020: 69,092) or 99.72% (2020: 99.7%) of permanent employees and 14,772 or 98.98% of temporary employees³ at BMW Group plants work at a site covered by an international occupational health and safety management system. It is the stated aim of the BMW Group to obtain certification to one of these inter- national standards for all of its plants by 2025. The only plants for which this remains to be done are the Manaus plant (Bra- zil), the partner plant in Kaliningrad (Russia) and the contract manufacturing facility in Born (the Netherlands). Employer and employee representatives work together at nearly all locations to bring about a continual improvement in health and safety standards. GRI-Index: 403-1, 403-41] 1 BMW AG; number of hours of absence due to paid sick leave divided by the con- tractually agreed number of working hours; up to 2018, absence due to unpaid was also taken into account. Figures up to 2018 are not comparable. 2 Occupational Health and Risk Management System. 3 Figures excluding temporary employees included in the management system. 85 BMW Group Report 2021 To Our Stakeholders Combined Management Report Employees and Society Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q [[ACCIDENT FREQUENCY RATE¹ 3.6 3.5 3.5 3.2 2.8 ||||| 0 2017 2018 2019 2020 [ Accident frequency 2021 [ 99.72% of employees at BMW Group plants work at a site covered by an international occupational health and safety management system certified to either ISO 45001 or OHRIS level. 1] Occupational safety and ergonomics at Group sites Preventive measures such as safe and ergonomically fa- vourable workplaces are well-established aspects of the BMW Group's approach to health protection. The right to health and safety in the workplace is also a key feature firm- ly embedded in the BMW Group's Code on Human Rights and Working Conditions, which includes a commitment to comply with cur- rently applicable occupational health and safety legislation worldwide. Furthermore, uniform standards applying to all sites are constantly improved, and help to ensure that health and safety requirements are consistent throughout the Group. ]] One of the parameters the BMW Group uses to quantify the success of its health management measures is the sickness rate. At 3.4%, the sickness rate at BMW AG was at the same level to one year earlier (2020: 3.4%). The Group continu- ously strives to improve this figure. 7 GRI-Index: 403-10 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Employees and Society [Health management on a holistic basis The BMW Group bundles all measures aimed at promoting the health and performance of its workforce within its Health Initiative programme. Current health-related topics such as nutrition, exercise and fitness as well as behavioural ergo- nomics, cancer prevention or mental resilience are ad- dressed in action days, dialogue events and training courses, with the aim of raising employee awareness for these impor- tant issues. Global approach The BMW Group places great emphasis of ensuring that all employees have access to its in-house health services. In Germany, these services focus on providing acute care for employees and temporary workers during working hours. In certain countries, however, the Group's health service also takes on primary care tasks, such as at the sites in Thailand, India or Mexico. The BMW Group's Company doctors also advise employees on individual preventive measures if re- quested to do so, and help them adapt their work environ- MEASURES ADOPTED IN LIGHT OF THE CORONAVIRUS PANDEMIC The measures implemented by the BMW Group are also helping in accident prevention terms. The accident frequency rate dropped further to 2.8 accidents per million hours worked (2020: 3.2). There were no fatal accidents during the year under report (2020: one) 7 Further GRI information. The stated goal is to have occupational health and safety stand- ards in place throughout the Group. The success of the plants of our joint venture BMW Brilliance Automotive Ltd., Shenyang, China, in this respect with their very low acci- dent frequency rate – is a good example. 7 GRI-Index: 403-9 [[ The SARS-CoV-2 occupational health and safety regulations applicable for Germany and the Works Agreement concluded in 2020 continued to apply in 2021. A Group-wide "Corona Manual", which is updated regularly, provides guidelines for implementing infection control measures. In addition to protection and hygiene concepts, the emphasis of the prevention efforts made during the year under report was on the vaccination of employees. The BMW Group's health service teams carried out Covid-19 vacci- nations at numerous international plant locations. In Germany alone, the BMW Group carried out almost 50,000 vaccinations in 2021. 1] in % 4.9 4.6 3.7 3.4 3.4 سال 2.0 2017 2018 2020 2021 ment to ensure that their health and performance are main- tained in the long term. GRI-Index: 403-3, 403-6 [[ SICKNESS RATE¹ Recognising and avoiding risks - The BMW Group conducts comprehensive risk and stress analyses in order to identify potential work-related risks in both production and office workplaces. Pilot work continues on the so-called Digital Workplace Stress Management sys- tem which is used to assess ergonomic aspects of work- Group-wide initiatives The BMW Group is committed to raising awareness for di- versity throughout the organisation. In this context, for in- stance, we organise an annual Diversity Week, which in 2021 involved 170 activities aimed at motivating employees world- wide to address the issue of diversity. The international com- munication campaign Driven by Diversity was also launched at the same time. The aim of the internal campaign is to make the diverse identities, ways of thinking and experi- ences of our employees visible and to embed diversity even deeper in the corporate culture of the BMW Group and in the mindset of its employees. Employee engagement Employee initiatives play a key role in ensuring that diversity is actively practised. For example, two teams from the future talents programme took part in the Germany-wide Diversity Challenge of the Diversity Charter during the year under report. One of the teams was awarded first place for developing a diversity app. Many other employees are involved in internal networks that have been set up, including a number of women's networks at various locations and the BMW Group PRIDE group, which campaigns across borders for the interests of the LGBT+* community. Sexual Orientation and Identity The dialogue generat- ed by the aforementioned internal networks creates further momentum for the BMW Group's commitment to support diversity. Promoting diversity The BMW Group takes an holistic approach to the subject of diversity, focusing primarily on five key dimensions, namely cultural background; age and experience; sexual orientation and identity; physical and mental ability; and gender. The two departments, HR Policy and Strategy and HR Oper- ations, working together with the relevant disciplinary line managers, are responsible for implementing the measures decided upon. 1] *Abbreviation for all sexual orientations and forms of identity. 87 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Diversity-promoting concepts have also been developed in relation to the composition of the Board of Management and Supervisory Board. Information on the stipulated diversity criteria and their implementation is provided in the Corporate Governance Statement. GRI-Index: Diversity and equal opportunity Corporate Governance Other Information ← = Q Employees and Society > 50 years old 29.2 [ BMW AG EMPLOYEES ACCORDING TO AGE GROUP, DIVIDED INTO FUNCTIONS AND GENDER in % <30 years old 30-50 years old 2019 total 11.6 59.2 2020 total 10.4 Remuneration Report [Cultural background Using a variety of training events, presentations and dia- logue formats, we endeavour to sensitize employees and managers to the positive contribution that diversity can make to the business. The BMW Group also promotes diver- sity and equal opportunity in its recruiting and personnel de- velopment strategies. [ A diverse workforce brings with it different perspectives, experiences and competen- cies – making the BMW Group more innovative and competitive. ]] places on a fully automated basis. With this project, the BMW Group is going beyond current legal requirements and setting the benchmark for the automotive industry. The range of risk assessments was expanded to include a mobile workplace analysis in view of the increased scale of working from home. The BMW Group uses various management systems to as- sess the methods and tools deployed across the Group. The results of the assessments are subsequently used to en- hance internal norms. As part of co-determination arrange- ments, the Works Council and, if necessary, the representa- tives of severely disabled employees and HR management are involved. The BMW Group ensures the quality of its processes by means of annual internal audits. Audits and certifications of sites are conducted by external service providers. All neces- sary audits were again successfully performed in 2021, re- sulting, for example, in the elimination of defects identified in plant and equipment. 7 GRI-Index: 403-2 Regular training for employees An important prerequisite for ensuring that its occupational safety and health procedures work well at all locations is the provision of regular training to employees. Responsibility for the training measures implemented in this field lies with the Training Competence Centre, which comprises staff from the occupational safety, ergonomics, environmental protection and health management departments. The seminar curricu- lum is drawn up in collaboration with safety specialists, Company doctors and the BMW Group Academy. The spe- cialised departments can also be called on to provide solu- tions to help meet short-term needs. [The BMW Group requires its suppliers to comply with internationally recognised occupational health and safety requirements. 1] Occupational safety along the value chain It is extremely important for the BMW Group that external partners and their employees also find a safe work environ- ment at our locations and take advantage of the available safety measures. For this purpose, cooperation with con- tractual parties is regulated in a separate contractor declar- ation, enabling potential hazards to be identified and appro- priate protective measures to be taken on this basis. On large-scale construction sites of the BMW Group, all employ- ees of partner companies are given safety briefings by BMW Group experts. In the case of smaller contracts, the contractor is responsible for performing this duty. The de- partment responsible for placing the order monitors compli- ance with the occupational health and safety regulations, supported by the relevant occupational health and safety unit as required. In order to improve occupational safety at the upstream stages of the value chain, too, the BMW Group requires its suppliers via the agreed purchasing terms and conditions to comply with internationally recognised occupational health and safety requirements.² GRI-Index: 403-71] - [12.8 accidents per million hours worked. ]] 1 Number of occupational accidents with at least one day of absence from work per one million hours worked. specialist departments, the HR department or the Works Council if they have any pertinent concerns. The BMW Group SpeakUP Line is a telephone service available in over 30 languages that gives employees worldwide the opportunity to report possible violations both anonymously and confi- dentially (Whistleblower Systems for Detecting Possible Legal Violations and Compliance Controls). GRI-Index: 406-1 2 Management systems in accordance with ISO 45001 and derived from the Interna- tional Labour Organization (ILO) or UNGC (United Nations Global Compact). BMW Group Report 2021 To Our Stakeholders Combined Management Report Employees and Society Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q DIVERSITY - [ The BMW Group sees diversity as a strength. A diverse workforce brings with it different perspectives, experiences and competencies – and can therefore make us more in- novative and competitive as a company. For this reason, we encourage a working environment that actively incorporates different perspectives. We embrace diversity in all its facets on the basis of our diversity concept. Our guiding principle is to create “a sense of community" in which people can work together in a spirit characterised by appreciation, mutual un- derstanding, openness and fairness. Embedding diversity The BMW Group places great emphasis on an unprejudiced, appreciative and inclusive working environment for all its employees. Key principles such as protection against dis- crimination, equal treatment of all employees and respect at all times are firmly embedded in the BMW Legal Compliance Code and the BMW Group Code of Human Rights and Working Conditions. All employees can contact their line managers, the relevant 86 2019 -235 - 33.3 6- Other Information - 5 Remuneration Report 4- Responsibility Statement and Auditor's Report 3- Group Financial Statements 2 Combined Management Report Reporting Outlook for 2024 Non-financial disclosure requirements are continuing to evolve. From the 2024 reporting year onwards, the BMW Group will be subject to the transparency requirements of the Corporate Sus- tainability Reporting Directive (CSRD) and the European Sustain- ability Reporting Standards (ESRS). We are currently implement- ing the new sustainability reporting standards and assessing their impact on the structure and scope of the BMW Group's reporting with a particular focus on the management report. GRI Index: 2-4 1 To Our Stakeholders On 12 March 2024, the Financial Statements of BMW AG were authorised for issue by the Board of Management and the Group Financial Statements approved for publication. The BMW Group Report (hereinafter also "the Report") combines the manage- ment reports of Bayerische Motoren Werke Aktiengesellschaft (BMW AG) and the BMW Group in a Combined Management Report. The BMW Group regards its balance of economic, ecological and social interests as the basis for its commercial success. This re- port is intended to provide qualified insight into the BMW Group and explain our activities in a transparent, comprehensible and measurable manner. We are keen to demonstrate to our stake- holders how economic, ecological and social issues complement one another and are mutually dependent, and to identify the gen- eral external conditions that influence the Company. For these reasons, we explain the BMW Group's strategy as well as the latest developments and the way in which the business is managed on the basis of key financial and non-financial indicators and tar- gets. Dashboard Integrated reporting and corporate strategy REPORTING CONCEPT ABOUT THIS REPORT* About This Report The report is divided into the following sections: FRAMEWORKS APPLIED The BMW Group Report is based on the following reporting and accounting standards. Combined Management Report The Combined Management Report is also based on: ← = Q Other Information Remuneration Report BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report About This Report 6 * Part of the Combined Management Report. Taxonomy Regulation (Regulation (EU) 2020/852 of the European Council and of the European Parliament on the Establishment of a Framework to Facilitate Sustainable Investment, and amending Regulation (EU) 2019/2088) and its delegated acts ( EU Taxonomy) German Stock Corporation Act (AktG) German Accounting Standards (GAS 20) underpinning HGB requirements Combined Non-Financial Statement (NFS) at Group and Company level in accordance with § 289 b and § 315 b HGB (NFS Index) Content of the Management Report in accordance with §§ 289 and 315 HGB German Commercial Code (HGB) (among other relevant legislation) - The Combined Management Report is based on the following le- gal frameworks: ← = Q Guidelines on Alternative Performance Measures issued by the European Securities and Markets Authority (ESMA) German Corporate Governance Code (GCGC) Furthermore, the Combined Management Report makes refer- ence to the following reporting standards and transparency requirements: Other Information Group Financial Statements Responsibility Statement and Auditor's Report 123 Outlook 115 Employees and Society 104 Production and Supplier Network Products 90 EU Taxonomy 126 Appropriateness and Effectivness of the Internal Control System and Risk Management System 78 52 The BMW Group Strategy 42 Overview of the BMW Group 38 252 Independent Practitioner's Report Financial Performance 127 Risks and Opportunities 142 Compliance and Human Rights 146 Internal Control System To Our Stakeholders Combined Management Report BMW Group Report 2023 5 CONTENTS 个 三 305 Auditor's Report 304 Other Considerations Remuneration of the Members of the Board of Management 297 Remuneration of the Members of the Supervisory Board 300 Comparison of Change in Remuneration and Earnings pursuant to § 162 (1) Sentence 2 No. 2 of the German Stock Corporation Act (AktG) 258 257 Outlook for the 2024 Financial Year 256 Review of the 2023 Financial Year from a Remuneration Perspective 256 Remuneration Report 5 - REMUNERATION REPORT 147 Disclosures Relevant for Takeovers and Explanatory Comments Remuneration Report 245 Independent Auditor's Report - SASB Standards according to the Sustainable Accounting Standards Board ( SASB Index) The Board of Management 27 Statement of the Chairman of the Board of Management 20 Report of the Supervisory Board 12 29 BMW Group in Figures ← 三〇 Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report To Our Stakeholders 9 Composition of the Board of Management and Supervisory Board 32 Dialogue with Stakeholders BMW Group in Figures ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2023 9 STAKEHOLDERS TO OUR 01 BMW Group and Capital Markets 35 BMW Group Report 2023 GRI Standards 2021 of the Global Reporting Initiative (GRI) (GRI Index) 8 Summarised disclosures of fuel consumption, carbon emissions and electricity consumption are provided in the section 7 Consumption and Carbon Disclosures. 7 The material topics covered in our non-financial reporting for the reporting year are derived from the materiality analysis which the BMW Group performed in 2022 in accordance with § 289 c and § 315 c HGB and validated for the 2023 reporting year. The top- ics that were categorised as material remain those where the ac- tions of the BMW Group may have a significant sustainability im- pact on the environment and society (inside-out) and which may be of high business relevance to the BMW Group (outside-in). As a result, our focus is on alternative drive systems Electromobility, decarbonisation along the value chain Carbon emissions, respon- sible sourcing Purchasing and Supplier Network, resource manage- ment in line with the principle of the circular economy Circular Economy, Resource Efficiency and Renewable Energy as well as compli- ance Compliance and Human Rights. Employee diversity and equal opportunity Diversity, Equal Opportunity and Inclusion as well as an at- tractive workplace Employer Attractiveness and Employee Development are also given high priority within the BMW Group. Our reporting under the GRI standards also covers topics which are considered material from a double materiality perspective because they have a significant environmental impact (inside-out) or are of high business relevance to the BMW Group (outside-in). This concept must be applied from 2024 onwards in accordance with the Corporate Sustainability Reporting Directive. The topics cov- ered in this context are responsible digitalisation ▾ Innovation, Digitalisation and Customer Orientation, Product and Road Safety 7 Product Quality and Safety, Occupational Health and Safety Health and Performance and Sustainable Governance Performance Management. Materiality analysis assurance and are denoted with the symbol [[ ]]. The section 7 Dialogue with Stakeholders and the additional information provided in the section Further GRI Information were also subjected to a lim- ited assurance engagement. Information provided in the SASB Index is also subjected to a limited assurance review on a volun- tary basis. The TCFD Index indicates the sections in which the depth of the audit is identified. Certain individual parts of the 7 NFS as well as the remainder of the Combined Management Report were also subjected to a reasonable assurance engage- ment. PwC has audited the Group Financial Statements and the Com- bined Management Report for the 2023 reporting year and is- sued an unqualified audit opinion thereupon. Further information is provided in the Independent Auditor's Report and the Independent Practitioner's Report on Non-financial Disclosures. The report, comprising the Combined Management Report, the Group Financial Statements and the additional GRI information, has been subject to an annual independent audit by Pricewater- houseCoopers GmbH Wirtschaftsprüfungsgesellschaft ("PwC" or "Auditor"). Unaudited sections are marked accordingly. The ex- ternal audit serves to underpin the reliability and trustworthiness of the information contained therein for the public. The external audit supports the Supervisory Board of BMW AG in fulfilling its auditing duties. Any links and disclosures that refer to infor- mation outside the BMW Group Report and the GRI Index are not part of the audit. The Remuneration Report 2023 was prepared in accordance with the requirements of § 162 of the German Stock Corporation Act (AktG) and its content audited by PwC. BMW Group Report 2023 About This Report External audit The BMW Group Report is published annually to coincide with the BMW Group Annual Conference - most recently held on 15 March 2023 and is subsequently available in both German and English on the BMW Group website. The GRI Index is also avail- able on the website as a separate document. The reporting pe- riod covers the financial year from 1 January to 31 December 2023. The statements made in the report generally relate to the BMW Group reporting entity. Any deviations are marked accord- ingly. The BMW Group Report 2024 will be published in March 2025. Publication and scope ADDITIONAL INFORMATION ON THE REPORT The Group Financial Statements of Bayerische Motoren Werke Aktiengesellschaft for the year ended 31 December 2023 have been prepared in accordance with International Financial Re- porting Standards (IFRS) as endorsed by the European Union (EU) and the supplementary requirements of § 315 e HGB. Group Financial Statements Recommendations of the Task Force on Climate-related Financial Disclosures (TCFD) (TCFD Index) 7 GRI Index: 2-2, 2-3, 2-4 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Key figures presented in the report have been rounded in accord- ance with standard commercial practice. In individual cases, this may mean that figures do not add up exactly to the stated total and that percentages cannot be derived from the values shown. Editorial comments The Board of Management and the Supervisory Board of BMW AG prepare a yearly combined Statement on Corporate Govern- ance in accordance with § 289 f and § 315 d HGB to report on corporate governance within the BMW Group. The Statement on Corporate Governance is published on BMW AG's website at 7 www.bmwgroup.com/ezu. It also includes the Declaration of Com- pliance pursuant to § 161 AktG. Statement on Corporate Governance The BMW Group is also required to ensure that third parties re- port relevant data to the BMW Group correctly. These third par- ties include independent dealerships - the overwhelming major- ity of which report vehicle delivery figures to the BMW Group - and suppliers, which provide the BMW Group with data on the implementation of agreed measures designed to reduce carbon emissions. Certain non-financial performance figures reported by the BMW Group are based on a significant number of estimates and valuations. Some are complex and subjective in nature, or sub- ject to uncertainty for other reasons. The BMW Group is also con- tinuously updating the policies and procedures used to calculate its non-financial performance figures. It is not always practical to apply new policies and procedures to prior reporting periods. Alt- hough the methodology used to calculate indicators is in line with standard practice, some indicators are not directly comparable with the values reported by other companies. Preparation of non-financial performance figures This report contains various forward-looking statements con- cerning future developments that are based on the current status of the BMW Group's assumptions and forecasts. These state- ments are therefore subject to a variety of predictable and unpre- dictable risks, uncertainties and other factors, which means that the actual outcome, including that of the BMW Group's net as- sets, financial position and results of operations, its development or performance, could differ considerably from those statements. Forward-looking statements With its business operations, the BMW Group is in a position to contribute directly to the achievement of Sustainable Develop- ment Goals (SDGs), in particular SDG 3, 8, 9, 12 and 13. Infor- mation about the importance of these goals for the BMW Group is provided on our website. Sustainable Development Goals Connection to figures in the Group Financial Statements For each topic, an assessment was carried out to identify figures reported in the Group financial statements that enable a better understanding of the NFS, and which therefore need to be dis- closed and explained. ← = Q Other Information Remuneration Report * See Glossary for a definition of deliveries. 244 Responsibility Statement by the Company's Legal Representatives 2 COMBINED MANAGEMENT REPORT Part of the Combined Management Report. 209,066 2,554,183 154,950 in % SHARE OF ALL-ELECTRIC CARS IN DELIVERIES in units 14.7 DELIVERIES IN THE MOTORCYCLES SEGMENT DELIVERIES IN THE AUTOMOTIVE SEGMENT at year-end GROUP WORKFORCE Within the corridor of 17 to 20% Within the corridor of 8 to 10% Within the corridor of 8 to 10% in units Slight increase over previous year 7 Slight increase over previous year THE BMW GROUP'S STRATEGIC GOALS ← = a Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report BMW Group Report 2023 To Our Stakeholders Combined Management Report 3 The BMW Group Strategy LINK TO CHAPTER → This is a simplified presentation of the data. Detailed information on the performance figures as well as the identification of the depth of the audit can be found in the respective chapters. ↑ Significant increase over previous year 7 Slight increase over previous year 7 ↓ FINANCIAL GOALS 17.2 9.8 BMW Group Report 2023 To Our Stakeholders Combined Management Report 2 NEXT ERA Link to the online report On the path to electric and digitalised mobility in a sustainable circular economy. Report on the economic performance of the BMW Group and its environmental and social contribution. BMW GROUP REPORT 2023 Group Financial Statements Responsibility Statement and Auditor's Report DRIVING THE MOTOR CARS LTD ROLLS-ROYCE MINI W M BMW GROUP Neue Klasse Remuneration Report Other Information ← = a in % ROE IN THE FINANCIAL SERVICES SEGMENT in % EBIT MARGIN IN THE MOTORCYCLES SEGMENT in % EBIT MARGIN IN THE AUTOMOTIVE SEGMENT in € million Significant decrease from previous year 17,096 BEFORE TAX GROUP PROFIT/LOSS KEY PERFORMANCE INDICATORS You can find more information on the BMW Group and reporting year 2023 in the following report. The BMW Group can look back on a successful year 2023. The company is growing and also profitable. BMW is once again number one in the premium segment, with a highly attractive, innovative range of products available to our customers across all brands, segments and drivetrain technologies. Vehicles with all-electric drivetrain systems are our biggest growth drivers. At the same time, our Vision Vehicles demonstrate how we are setting up the NEUE KLASSE as our next innovative leap. Strong performance figures show that we are on track despite the numerous challenges in our environment. BMW GROUP REPORT 2023 8.1 Group EBT margin > 10% EBIT margin in the 35 Dialogue with Stakeholders 32 Composition of the Board of Management and Supervisory Board The Board of Management Statement of the Chairman of the Board of Management BMW Group and Capital Markets 29 20 Report of the Supervisory Board 12 BMW Group in Figures 9 1 TO OUR STAKEHOLDERS 27 3 - GROUP FINANCIAL STATEMENTS 152 Income Statement for Group and Segments 153 Statement of Comprehensive Income for Group 338 Contacts 330 Glossary and Explanation of Key Figures* 337 Financial Calender 328 BMW Group Ten-year Comparison 326 Consumption and Carbon Disclosures 325 NFS Index 321 TCFD Index 318 SASB Index 307 Further GRI Information 6 - OTHER INFORMATION REPORT 4 - RESPONSIBILITY STATEMENT AND AUDITOR'S 160 Notes to the Group Financial Statements 158 Statement of Changes in Equity for Group 156 Cash Flow Statement for Group and Segments 154 Balance Sheet for Group and Segments at 31 December 2023 About This Report* 5 ← = Q Other Information cars in deliveries Share of all-electric NON-FINANCIAL GOALS - TARGETS FOR THE PERIOD UP TO 2030 ↑ 22% in management positions Å% | % Share of women NON-FINANCIAL GOALS - TARGETS FOR THE PERIOD UP TO 2025 This is a simplified presentation of the data. Detailed information on the performance figures as well as the identification of the depth of the audit can be found in the respective chapters. ≥ 18% of Automotive segment Return on capital employed 8-10% Automotive segment > 50% BMW GROUP IN FIGURES Reduction in carbon emissions > 50% Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report BMW Group Report 2023 Contents 4 The BMW Group Strategy LINK TO CHAPTER → ↓ > 20% ↓ in the supply chain Reduction in carbon emissions 80% ↑ Reduction in carbon emissions per vehicle in production during a vehicle's use phase KEY PERFORMANCE INDICATORS The contents of the NFS, in accordance with § 289 b ff. and § 315 b ff. HGB, were subjected to an audit to obtain limited 2019 13,999 13,400 4,830 7,411 - 15.9 - 16,231 18,482 - 19,298 - 14,194 -19,443 37.5 11 8 5 - 19,857 32.0 4,499 2,162 3,055 3,163 3,701 1,721 2,312 0.8 259 257 227 GROUP 194 22.1 12,981 10,635 9,870 3 - 3.4 5 36,227 111,239 98,990 104,210 - 37.3 6,942 11,071 142,610 6,354 2,567 4.8 8,974 8,566 6,495 6,143 3,395 155,498 9.0 91,682 35,122 32,867 30,044 29,598 1.2 3,214 3,176 2,748 2,284 2,368 7.0 132,277 123,602 95,476 80,853 3.1 29 36 8 12,165 18,582 12,463 3,857 4,978 0.1 - 34.5 - 4,931 - 3,597 - 1,365 - 2,140 1,334 122 -257 - 4,927 44 7.47/7.49 6.8 11.0 16.5 14.4 5.3 - 35.3/-35.3 17.67/17.69 27.31/27.33 18.77/18.79 - 34.5 12,165 18,582 12,463 3,857 5.73/5.75 5,022 910 288 - 100 995 4,467 - 27.3 17,096 23,509 16,060 5,222 7,118 2,200 147 - 390 808 377 - 93.6 -13 - 203 2,722 6,017 11,805 12,642 531 -96 -7.6 2,962 3,205 3,753 1,725 2,272 - 4.1 258 269 228 100 187 - 33.2 18,918 7.8 103 10,610 2,399,632 2,521,514 2,325,179 2,537,504 11.6 20.2 2,554,183 18.1 12.7 29.0 14.0 9.8 8.6 10.3 24.0 6.4 1.6 1.9 0.28 0.32 0.33 0.35 0.40 - 2.8 102.1 105.0 115.9 99.1 (135.0)8 127.0 63.3 14.7 9.0 4.1 2.7 - 12.5 4.9 RoE in % 17.2 Share of women in management positions in the BMW Group (in %)² 16,060 118,909 11,440 126,016 Employees at year-end¹ 17.8 5,222 Profit/loss before tax in € million Change in % 2023 2022 2021 2020 7,118 18.8 23,509 149,475 20.2 17,096 154,950 20.8 FINANCIAL SERVICES SEGMENT Deliveries ROCE in %10 EBIT margin in % MOTORCYCLES SEGMENT CO₂ emissions per vehicle produced (in tonnes) CO2 emissions of the EU new vehicle fleet (in g/km) 5,6,7 Share of all-electric cars in deliveries (in %) Deliveries RoCE in %3 EBIT margin in % AUTOMOTIVE SEGMENT 3.0 3.7 - 27.3 1 The term "employee" has been redefined with effect from the reporting year 2020 (for definition, see Glossary). 8.2 120,726 8.3 Financial Services Motorcycles Automotive Group profit/loss before tax (EBT) Eliminations Other Entities Financial Services Motorcycles Automotive Group profit/loss before financial result (EBIT) Eliminations Other Entities Financial Services Motorcycles Automotive Other Entities Group revenues Eliminations Profit/loss from continuing operations 4.5 7,518 6,222 7,784 Change in % 2023 2021 2020 2019 2 Group profit/loss before tax as a percentage of Group revenues. 1 Expenditure for capitalised development costs, other intangible assets and property, plant and equipment. Pre-tax return on sales² in % Earnings in € per share of common stock/preferred stock Group net profit/loss Profit/loss from discontinued operations Group income taxes Free cash flow Automotive segment 2022 Total capital expenditure¹ 3.0 209,066 202,895 194,261 169,272 175,162 15.0 - 11.2 24.9 21.9 29.4 8.1 Depreciation and amortisation 8.1 22.1 11.2 15.0 17.9 22.6 ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report in € million Combined Management Report To Our Stakeholders BMW Group in Figures OTHER FINANCIAL PERFORMANCE FIGURES 10 9 Efficiency ratio calculated on the basis of Scope 1 and Scope 2 carbon emissions (i.e. a market-based method according to GHG Protocol Scope 2 guidance; mainly based on the use of emissions factors for electricity, district heating and fuels of the VDA (each in the most current valid version: 12/2023) and occasionally using local emissions factors; excluding climate-changing gases other than carbon dioxide from vehicle production (BMW Group manufacturing sites and Motorrad, but excluding partner plants and contract manufacturers), as well as BMW Group non-manufacturing sites (e.g. research centres, sales centres, office buildings) divided by the number of vehicles produced (BMW Group manufacturing sites and partner plants, but excluding contract manufacturers). 10 The term "ROCE" has been redefined with effect from the reporting year 2022 (for definition, see Glossary). The 2021 figure was adjusted accordingly for comparison purposes (2021 before adjustment: 35.9%). 8 To improve comparability, the 2020 NEDC figures were converted to WLTP after adjusting for permissible flexibilities - specifically from 99 g CO2/km according to NEDC (including 5 g CO2/km phase-in, 7.5 g CO2/km supercredits and 2.4 g CO2/km eco-innovations) to 135 g CO2/km according to WLTP (excluding flexibilities). In 2020, a phase-in regulation was accepted, as was the recognition of supercredits, which ceased in 2021. 2 The new definition of the term "employee" (see footnote 1) also has an impact on disclosures relating to the percentage of female employees. 3 The term "ROCE" has been redefined with effect from the reporting year 2022 (for definition, see Glossary). The 2021 figure was adjusted accordingly for comparison purposes (2021 before adjustment: 59.9%). "Deliveries including BMW Brilliance Automotive Ltd., also for the period prior to full consolidation in the Group Financial Statements (2019: 538,612 units, 2020: 602,247 units, 2021: 651,236 units, 1 January to 10 February 2022: 96,133 units). 5 EU-27 countries including Norway and Iceland; with effect from 2021, values are calculated on a converted basis in line with WLTP (Worldwide Harmonised Light Vehicles Test Procedure), values for 2018 to 2020 were calculated based on the New European Driving Cycle (NEDC). 6 This is a preliminary internal calculation with a potential variation of +/- 0.5 g CO2/km, as official registration figures from the authorities are not available for all EU states. Figures officially published by the EU Commission are not expected to be available until November of the following year. 7 Including an allowance for eco-innovations (amounts of clearly minor significance). - 3.9 BMW Group Report 2023 17.2 94 BMW Group Report 2023 To Our Stakeholders Combined Management Report Products Group Financial Statements Other Information Remuneration Report ← = Q [[Inspiration and a culture of innovation 94 These offices are strategically positioned worldwide and focus on key hotspots of technology and innovation. The potential of new technologies is therefore being explored in pilot projects and transferred to the Group's centralised teams. Whether manufac- turing, developing smart city solutions or the mobility of the fu- ture, these Technology Offices are driving forward innovations that benefit the Group in all its lines of business. Responsibility Statement and Auditor's Report Good ideas often emerge when different partners work together. According to this principle, we focus on collaborations in which the BMW Group complements its strengths with those of estab- lished partners and innovation drivers such as start-ups, ena- bling us to continue developing our innovative strengths. The global network of BMW Group Technology Offices is also making an essential contribution to maintaining the Group's leading role in terms of innovation. Market and sales communication, e.g. generated marketing texts The BMW Group is involved in numerous research and imple- mentation projects for developing new mobility concepts. The main focus is on pilot projects that improve the quality of life and promote more sustainable urban mobility. In Munich, we are co- initiators of the new Mobile Future Alliance Munich. Together with policymakers, the Technical University of Munich and the Munich Transport and Tariff Association, a strategy for sustainable mo- bility in the greater Munich area is to be developed. Specifically, it is about using street space more efficiently, creating open spaces for liveable urban areas, establishing new mobility solu- tions and promoting parking space management, among other things. Shaping the future of mobility Testing and comparison of vehicle specifications Coding support for IT and vehicle development Knowledge management or comparison of offers in purchasing Knowledge management for customer interaction in call centres Application of generative Al in various processes at the BMW Group, such as: Text and image generation applications, as well as knowledge management based on large language models for exploration for all employees Large language models, such as those on which ChatGPT is based, for voice applications within the vehicle Image-generating Al for end-to-end support of our design and vehicle construction processes The development of generative Al is still in its infancy and indus- trialisation has only just begun. We are already using the first tools based on this technology or investigating its potential for specific applications, such as: In recent years, artificial intelligence (AI) has been increasingly developed and performs ever more comprehensive tasks. GPTs (Generative Pretrained Transformers) support and accelerate operational processes, including creative tasks. The technology holds considerable potential for the way we work, collaborate, develop, share knowledge and interact with our customers and how the future experience within our vehicles will be designed. Global dialogue with start-ups is an important means for the BMW Group to gain impetus. This is based on three pillars, com- prising BMW i Ventures (through which we invest in technology start-ups), the start-up Platform URBAN-X (a MINI brand-initiated start-up that focuses primarily on urban living) and the 7 BMW Startup Garage. The latter serves as the BMW Group's venture cli- ent unit and is tasked with searching for innovations that repre- sent a significant benefit for products, services, systems and pro- cesses. The aim of the programme is to evaluate and empower start-ups to become suppliers and partners. Artificial intelligence With the M Mixed Reality approach, for example, a team of engineers at BMW M GmbH has developed an immersive driving experience for the BMW M2 and M4, which is now being made available to Driving Experience customers for the first time. Wearing VR goggles, drivers can be immersed in a virtual world while driving the real vehicle. In addition, the BMW Group has made further inroads into the gaming scene with the launch of Air Console, i.e. casual gaming in numerous current BMW and MINI models. In Rotterdam, we are working with the city authorities, Erasmus University and other local partners on various pilot projects, in- cluding the improved interconnectedness of different modes of transport (intermodality), visionary urban vehicle concepts and the more efficient use of charging infrastructure. The BMW Group also held a stakeholder dialogue together with the City of Rotter- dam in the reporting year. Over 100 participants from city admin- istrations, the scientific community, industry and start-ups from Europe, the USA and China discussed the urban mobility of the future. The findings are now being incorporated into other pro- jects.]] The trend research conducted by the technology offices enables the BMW Group to anticipate the technological developments of tomorrow. The results are made publicly available in the Trend Radar where scientific institutions, start-ups, but also potential partners can make use of them. Group Financial Statements Responsibility Statement and Auditor's Report based in Palo Alto, the BMW tech office moved to its current lo- cation in Mountain View in 2011. Today, the Mountain View team is part of a global network of BMW tech offices strategically located in key technology hotspots around the world. They all play a crucial role in the BMW Group's open approach to innova- tion. Apart from the locations in Silicon Valley and Munich, the worldwide network also includes Seoul, Shanghai, Tel Aviv and Tokyo. If a safety risk or a compliance-related defect is found, the BMW Group implements all the measures required to remedy the issue following detailed discussions with the relevant authorities. In 2023, safety- and compliance-related technical campaigns af- fected around 1.8 million vehicles (2022: 3.4 million vehicles). All these actions were voluntary and carried out in coordination with the authorities concerned. The BMW Group works according to the principle of prevention. To avoid technical campaigns of this type going forward, the BMW Group has also developed a com- prehensive programme that has been in place since 2023. In-car experiences: Enhancing the quality of experience with a focus on infotainment, productivity and gaming. In addition to its high quality and compliance with statutory reg- ulations and standards, the BMW Group's comprehensive quality management system also focuses on ensuring the safety of its products. From the development stage to manufacturing, they are therefore subject to rigorous testing procedures. Further- more, any information received from customers regarding poten- tial deviations from quality standards are systematically followed up. Quality management We are also working continuously to further improve the safety of our vehicles. In 2023, the new BMW 5 Series achieved top marks in the European New Car Assessment Programme (Euro NCAP). The new BMW i5* was also named "Safest car of the year" by the Korean New Car Assessment Programme (KNCAP). Further awards gained in 2023 included the "Top Safety Pick+" from the Insurance Institute for Highway Safety (IIHS, USA) for the new BMW 5 Series, the BMW X3 and the BMW X1, as well as a triple "Good" rating in the China Insurance Automotive Safety Index (C- IASI) for the BMW X1. GRI Index: 416-1 SASB Index [[All BMW Group products and services are required to meet the highest standards in terms of quality and safety, People's safety has top priority, right from the product development stage. With this point in mind, optimum chassis tuning, highly effective brak- ing systems and stable passenger compartments are key fac- tors. Moreover, BMW Group vehicles are equipped with state-of- the-art safety systems that reduce the risk of accidents and inju- ries (active safety systems such as collision warning or lane de- parture warning systems) as well as mitigate the consequences in the event of an accident (passive safety systems such as air- bags or seat belts). SAFETY PRODUCT QUALITY AND The BMW Group offers a range of additional mobility services in the MyBMW app. It provides customers with access to exclusive FREE NOW services and, in cooperation with SIXT, to rental cars with exclusive specialised services. This BMW add-on mobility offering is currently available to BMW and MINI customers in a growing number of markets. For business customers and fleet operators, among other services the BMW Group offers keyless vehicle use for flexible fleet concepts or digital and efficient vehi- cle management options. The BMW Group's range of services also includes comprehensive charging solutions for the home, the workplace and on the road. 7 Reliable and comprehensive charging opportunities]] As Europe's largest multimodal mobility platform, FREE NOW combines the entire range of various forms of mobility in one app. Apart from taxi cabs and private ride services, various types of e- scooters as well as car-sharing vehicles can also be booked via the FREE NOW app. By 2025, the share of electrically powered trips is projected to increase to 50% and users are set to travel fully electrically as of 2030. Together with Mercedes-Benz, the BMW Group offers innovative mobility services via the YOUR NOW joint venture. The range of services provides customers with access to various modes of transport other than their own vehicle. [[Mobility services offered by the BMW Group ← = Q When it opened in Silicon Valley in 1998, the BMW Group Tech- nology Office USA was the Group's first research and develop- ment facility to be established outside of Munich. Originally Other Information Combined Management Report Products To Our Stakeholders BMW Group Report 2023 95 On 6 November 2023, the BMW Group signed an agreement with Mercedes-Benz to establish a company based in China with the objective of building charging infrastructure in that market. The approval by the antitrust authorities has already been given. The BMW Group holds a 50% stake in the recently founded company. Reliable and comprehensive charging opportunities]] On 19 October 2023, the BMW Group jointly founded a com- pany together with General Motors, Honda, Hyundai, Kia, Mer- cedes-Benz and Stellantis. The partners are working together with the aim of establishing a public charging network in the USA and Canada. The BMW Group is continuously building on its various coopera- tion arrangements aimed at expanding charging infrastructure in general. In addition to the BMW Group, Mercedes-Benz, Ford, Porsche, Volkswagen, Audi, Hyundai/Kia and BlackRock are all involved in the long-established IONITY joint venture. The aim is to set up an efficient, high-power charging network for electric vehicles right across Europe. Since the launch of the first BMW voice assistant (BMW Intelli- gent Personal Assistant) in 2018, voice interaction has become an increasingly important part of the BMW iDrive display and op- erating concept. The next generation of the voice assistant will be based on Amazon's Alexa technology, thus enabling an even more natural dialogue between driver and vehicle. In collaboration with Amazon Web Services (AWS), the BMW Group is developing innovative cloud technologies for pro- cessing vehicle data. The two companies are also working to- gether to develop commercial standard cloud solutions for the secure handling of vehicle data. The agreement is a continuation of the partnership in the field of vehicle data that began back in 2015. As in all previous collaborations with AWS, the BMW Group retains full and exclusive control over the data and complies with the data protection regulations applicable in its re- spective markets. The HERE mapping service was acquired by BMW, Mercedes- Benz and Audi in 2015. Continental, Intel, Mitsubishi, Nippon Telegraph and Telephone, and Pioneer are also current share- holders. The participation in HERE ensures long-term access to scalable, high-resolution maps. The development of a central- ised, more efficient geo-database, from which all HERE products (including the currently used SD navigation map and HD maps) can be fed and continuously updated, was completed in 2023. Since 2022, the BMW Group and Qualcomm Technologies have been working together to develop solutions for the next genera- tion of automated driving. The three companies aim to develop technologies ranging from New Car Assessment Program (NCAP) solutions and advanced Level 2 driving assistance sys- tems to the Level 3 functionalities of highly automated driving. The joint development of software functions is based on BMW's current software toolkit for automated driving. Within the terms of the cooperation, ultimately some 1,300 specialists will work together at various locations worldwide, including sites in Ger- many, the USA, Sweden, China, Romania and the BMW Test Centre in Sokolov in the Czech Republic. To ensure its long-term success, the BMW Group enters into tar- geted cooperations and partnerships with companies from vari- ous industries Several of the Group's largest collaborations and investments are listed below: Worldwide cooperations and partnerships Remuneration Report Engagement on digital platforms enables experience- oriented interaction with young target groups (Gen Z) within their digital ecosystems with the aim of enhancing brand image and developing long-term customer loyalty. In dedicated virtual worlds such as the BMW Motorrad MetaRide, innovative products can be experienced in a new way and supported throughout the entire customer journey. 3 SAE (Society of Automotive Engineers) levels categorise the degree of automation from manual For example, as part of the iFactory, planners can use vir- tual reality to virtually assess buildings, systems, logistics and the assembly of new production areas and test pro- cesses in 3D, long before construction is scheduled to begin. to autonomous driving in five stages. 2 The use of OS 8.5 and OS 9 depends on the vehicle class and the production period. 1 The availability and contents of remote software upgrades depends on the country, model, equip- ment and software version installed. double sin (angle) cos (angle) Y, 2) = tay, b +z+d): Por (T d) con 2*p. xxxp. y y D. double theta const expli Point30 Paint30 M.DI 351E To ensure the safety of automated systems, the BMW Group is promoting the development of industry-wide ISO standards for partially, highly and fully automated driving functions. The work on classifying the standardisation of SAE³ Level 3 and Level 4 functions has resulted in an ISO technical report that is due to be published as an ISO technical specification in 2024. Further- more, in 2023 an ISO PAS standard was published that supports the introduction of Level 2 systems with innovative driver inte- gration. The documents define uniform technical standards for safe assisted and automated driving.]] Digital connectivity and automation Automated functions and digitally connected vehicles can help cut emissions, reduce the risk of accidents and ease traffic con- gestion. That's why the BMW Group is consistently driving this issue forward - with a sharp focus on customer convenience and safety. More than twenty years ago, with the founding of BMW Car IT the BMW Group began developing its own software Since then, the company has continued to expand its teams of developers to form a global network. Beginning with the Ulm site in southern Germany, its software expertise has been bolstered by the joint ventures Critical TechWorks in Portugal and BA TechWorks in China. Software expertise at the BMW Group The latest MINI vehicles in the "New MINI Family" also incorpo- rate these technology modules and, with the MINI Operating System 9, offer their customers an unmistakable digital user ex- perience typical for the MINI brand. The iconic, round OLED dis- play takes centre stage in this concept. With the further development of the BMW iDrive in 2023 and the "QuickSelect" fast access concept, an improved menu structure based on devices from the consumer electronics sector is being added to the system. With the right information in the right place, the new BMW iDrive provides users with a concentrated, confi- dent driving experience. The latest BMW iDrive generation is based on the BMW Operating System 8.5 and BMW Operating System 9.2 47 Consumption and Carbon Disclosures. The latest generation of BMW Group vehicles offers customers a maximum of interaction, infotainment and connectivity. State-of- the-art on- and off-board technologies such as 5G connectivity and cloud services make the latest BMW vehicles an integral part of their users' digital ecosystems. The comprehensive connectiv- ity enables a whole host of digital services and functions, from smart and learning navigation to in-car gaming and video streaming. The vehicle is thus becoming the "next living space" for its users. BMW ConnectedDrive upgrades also allow additional functions to be either bought or simply booked for a specific period after the vehicle has been initially purchased. Digitalisation stands for innovation and customer focus Digitalisation is a key element in keeping the vehicle constantly up to date for customers long after they have taken delivery of their new automobile. Since the launch of Operating System 7 in 2018, remote software upgrades' have been available for BMW vehicles. Apart from these software upgrades, the BMW Group also releases new functions and features on an ongoing basis. At the end of 2023, over six million BMW vehicles worldwide were already fully updatable. In other words, these vehicles can be updated in every respect, including infotainment, the drive system, driver assistance, convenience and safety. The BMW Group can currently update over 30 derivatives of all its drive var- iants remotely over the air. The BMW VISION Neue Klasse represents the entire range of technological innovations with which the BMW Group is under- lining its future entrepreneurial viability. It stands for the dawn of a new era of individual mobility: electric, digital and circular. The BMW VISION Neue Klasse is also characterised by the in- creased use of secondary raw materials, resource-friendly pro- duction methods and an electric drive system featuring sixth- generation BMW eDrive technology. [[In the interior, the next generation of the BMW iDrive provides a unique digital user experience: analogue controls are reduced to a minimum in the BMW VISION Neue Klasse. The driver interacts with the vehicle via the BMW Panoramic Vision, the central dis- play unit and multifunctional buttons on the steering wheel. The user experience is complemented by the tried-and-tested voice control system via the BMW Intelligent Personal Assistant. The next generation of the BMW iDrive thus offers a modern interpre- tation of the brand's typical driver-oriented focus. Similar to the BMW iDrive controller that was formerly on the centre console or the BMW head-up display, the brand is setting new standards with the BMW Panoramic Vision, which will be available for the first time in the NEUE KLASSE. It projects information at a height ideally aligned with the driver's line of sight and, for the first time, across the entire width of the windscreen. This innovation will complement the enhanced BMW head-up display in the NEUE KLASSE series models. ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Products BMW Group Report 2023 To Our Stakeholders 91 Pollutants management The vehicle as a digital experience 92 92 BMW Group Report 2023 Corporate: The virtualisation of internal processes, methods and products with real-time collaboration, regardless of location For the BMW Group, the virtualisation of products, processes and interaction spaces are a catalyst for digitalisation, reflecting the fact that the combination of rapidly developing technologies such as Web 3.0, artificial intelligence, X-reality (virtual reality, aug- mented reality, mixed reality) and spatial computing generates benefits across all areas of the value chain. Our holistic activities comprise the following three pillars and underline the BMW Group's commitment to innovation: [[Virtualisation ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report Products BMW Group Report 2023 93 * Munich test site - pilot test of automated driving in urban traffic. The BMW Group is conducting its own research and develop- ment work with the aim of integrating electrified vehicles in the power grid. The focus is on technologies such as smart charging, a key component of the 7 BMW Charge Forward service, which en- ables customers to synchronise their charging behaviour with the current grid load and the use of renewable energy. The technol- ogy has been available to all drivers of electrified vehicles in the USA since November 2023. Another cross-sectoral project known as Bidirectional Charging Management (BCM) was successfully completed at the end of 2022. Over a period of three years, BMW Group, together with grid operators and universities, tested how electric vehicles can become mobile energy storage units and thus part of the power grid system. The results of the project underline the great potential of bidirectional charging and were incorporated in an initial customer offering, Connected Home Charging, in 2023. The project is a strategic cooperation with the grid operator E.ON, which aims to establish a Europe-wide eco- system for smart charging at home. The innovation enables cus- tomers to connect their electrified BMW or MINI vehicle with their smart home and the power grid. The service has been available in an initial expansion stage in several European countries since late 2023. In the coming years, it is to be expanded and ex- tended to include additional scope with the ultimate aim of ena- bling bidirectional charging as well.]] the Electrified vehicles as part of the power grid New generation of battery cells High-performance, innovative and sustainably produced battery cells are the key to success for individual electric mobility. With its NEUE KLASSE models, as of 2025 the BMW Group will be using newly developed, round battery cells for the first time, which are optimally coordinated to suit the new architecture. The sixth gen- eration of our lithium-ion cells represents a giant technological leap forward compared with the previous generation, effectively increasing energy density by more than 20%, charging speed by up to 30% and range by around 30%. The carbon emissions generated by cell production will be reduced by up to 60%. When developing drive system technologies, the BMW Group considers the needs of its customers worldwide. For this reason we are constantly developing existing drivetrain technologies in the interests of efficiency, decarbonisation and resource conser- vation. At the same time, we continue to research new drivetrain technologies with the ultimate aim of developing them for series production. Drivetrain technologies of the future Following recent approval by the Federal Motor Transport Au- thority, the new BMW 7 Series will be equipped with Level 3 func- tions for the first time. The option will be available as of March 2024, making the BMW Group one of the leading automobile manufacturers in the field of highly automated driving. The new BMW 5 Series sets new standards in terms of digital connectivity and automation. Among other things, the vehicle can be optionally equipped with a highway assistant, which per- manently takes over distance control and steering tasks and, for the first time, actively changes lanes when confirmed by the driver's gaze. [[During the year under report, the BMW Group opened a new test site, the Future Mobility Development Centre in Sokolov, Czech Republic, where we are currently testing automated driving and parking functions and even fully automated driving (Level 4) on an area of 600 hectares. With the help of virtual simulations and real-life testing, all driving situations are covered, whether in the city, in the country, on the highway or when parking. We are thus creating the basis for meeting our customers' high safety stand- ards when it comes to automated driving. We also operate re- search facilities in Munich, where we were involved in the 7 TEMPUS* research project in collaboration with the city authori- ties. Between 2021 and 2023, we gathered practical experience on a wide range of use cases relating to automated driving func- tions and innovative mobility services in urban areas. The BMW Group also has research facilities located in China and the USA, enabling it to integrate its two largest markets with regard to road- and traffic law-related issues right from the outset. Take your hands off the steering wheel and temporarily turn your at- tention away from the traffic situation – this is highly automated driving at Level 3 and can be experienced in new BMW 7 Series models as of March 2024. BMW Personal Pilot L3 is the name of the new function that relieves customers of the task of driving in defined traffic situa- tions and regulates speed, distance and lane guidance for them. The innovative system enables drivers to engage in secondary activities (such as writing messages or watching video streaming) on highways with structurally separated lanes and at speeds of up to 60 km/h. ]] In the new BMW 5 Series Sedan, customers can use the BMW Highway Assistant and Active Lane Change feature for the first time. The BMW Highway Assistant enables drivers to take their hands off the steering wheel and place them in a comfortable position when driving for pro- longed distances. The function is also supplemented by a new feature: the Active Lane Change assistant with driver's gaze confirmation, which enables the vehicle to change lanes automatically without the driver having to touch the steering wheel. All the driver needs to do is glance at the wing mirrors to confirm the lane change. The prerequi- sites for this technology include high-precision sensors, a powerful computing platform and connection to the BMW Cloud. [[BMW Highway Assistant and Active Lane Change ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Products To Our Stakeholders Commercial: Interaction with both new and existing tech- savvy target groups in virtual spaces and virtual worlds. To the extent possible, the BMW Group excludes the use of prob- lematic substances right from the vehicle design stage and sets out corresponding stipulations for its suppliers. Guidance is pro- vided in the form of the Global Automotive Declarable Substance List (GADSL). At the same time, we are working to reduce pollutant emissions in the interior of our vehicles to an absolute minimum. All BMW, MINI and Rolls-Royce brand vehicles are equipped as standard with interior air filters that prevent exterior pollutants and particles such as dust or pollen from entering the vehicle. Since 2020, the BMW Group has been using air filters equipped with nanofibre technology that are specially designed to prevent certain microbial particles and allergens as well as ultra-fine par- ticulate matter from entering the vehicle.]] All type-approved BMW Group internal combustion engine vehi- cles currently on sale in the EU comply with the latest Euro 6d or Euro 6e emissions standards. The same applies to non-EU countries as for example Switzerland, Norway, the UK and Ice- land, where comparable regulations apply. At the same time, the BMW Group is already preparing for the introduction of the up- coming Euro 7 emissions standard, which is currently undergo- ing the legislative process and will include for the first time limits for brake particle emissions and tyre abrasion amongst other things. 96 their emissions The BMW Group pays close attention to carbon emissions legis- lation in its various markets. Current developments in the year under report included the adoption of fleet-wide carbon emis- sions limits in the EU for the years 2030 and 2035 and the pub- lication of draft legislation for GHG fleet-wide consumption tar- gets in the USA for the period from 2027 to 2032. The statutory framework for China's Zero Emission Vehicle (ZEV) mandate was amended in the year under review. The amendment covers the years 2024 to 2025 and increased the quota set for the number of zero emissions vehicles. The BMW Group supports the development of harmonised regulations - both nationally and internationally. Comparable specifications in large markets create reliable and predictable framework conditions and make a vital contribution to combating climate change effectively. We provide information on the BMW Group's most important climate policy positions and activities in our Climate Commitment Report. 6 Carbon emissions generated in the use phase are not only an important metric in our life cycle assessment, but also subject to numerous regulatory requirements. Average fleet carbon emis- sions within the EU¹, taking into account regulatory require- ments² and in accordance with WLTP³, were 102.1 g CO2/km². We have thus further reduced the carbon emissions generated by our new vehicles within the EU5 fleet by 2.9 g year on year (2022: 105.0 g CO2/km 4). In the year under report, we remained significantly below the legal limit applicable to the BMW Group (128.6 g CO2/km²) by 26.5 g CO2/km, thus continuing the trend seen in recent decades, driven by the electrification of the vehicle fleet and the fleet-wide use of innovative Efficient Dynamics technologies. As in previous years, statutory carbon emissions limits during the use phase are met again ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Combined Management Report Products To Our Stakeholders BMW Group Report 2023 Regulatory GHG-based fleet consumption targets were met in the US market during the year under report. In the USA, fleet [[ Making conventional drivetrains more efficient and lowering GHG emissions 7 averaged 116.5 g CO2/km for model year (MY) 2023 in the Passenger Cars category (MY 2022: 137.3 g CO2/km) and 137.6 g CO2/km (MY 2022: 154.9 g CO2/km) in the Light Trucks category. Volume-weighted fleet-wide carbon emissions came to 126.5 g CO2/km on average in the USA (MY 2022: 145.9 g CO2/km). The significant year on year reduction in fleet-wide carbon emissions in the US market was driven by an upturn in all-electric vehicle sales in MY 2023. In China, aver- age fleet carbon emissions were 146.4 g CO2/km in accord- ance with the WLTC test cycle (2022: 150.6 g CO2/km WLTC). Thus, we also met the regulatory CAFC fleet-wide consumption requirements applicable during the year under report. 10 99 ]] 4 The methodology used to calculate carbon emissions changed in the 2023 reporting year for the items "Purchased Goods and Services" and "Logistics - material supply of the plants and distri- bution of vehicles". The prior-year figure has been retrospectively adjusted. Figure before change in methodology: 117.4 million t CO2. 2 In-house generation, direct purchase or Energy Attributes Certificates (e.g. guarantees of origin). 37 Consumption and Carbon Disclosures. 1 Not including carbon emissions generated through waste disposal. in the technology clusters for all scopes to meet targets and implementation Development of measures Development and Production depart- ments (t CO₂/vehicle) of the Purchasing, Targets for product projects and anchoring in the periodic targets Steering CO₂ M 99 Target guidance and target control through ongoing evaluation of contribution to the measures (avoidance of carbon emissions) The BMW Group's global fleet-wide carbon emissions¹¹ aver- aged 185.4 g CO2/km¹² (2022: 193.7 g CO2/km) in the year un- der report. These figures correspond to a decrease of 15.1% compared to the base year 2019 (2019: 218.5 g CO2/km). As in previous years, when calculating the emissions figure, the BMW Group takes into account average fleet-wide carbon emis- sions (including upstream emissions for fuel and electric charg- ing) in the EU, the USA and China and standardises them in ac- cordance with the WLTP. With a share of more than 80% of BMW Group deliveries, these three core markets and regions form a reliable basis for calculating global carbon fleet emissions. 1 EU-27 countries including Norway and Iceland. ** Consumption and Carbon Disclosures. 1 The other non-EU countries to which this statement applies are Albania, Andorra, Bosnia and Herzegovina, Liechtenstein, Macau, North Macedonia, Montenegro and Turkey. 27 Consumption and Carbon Disclosures. As of 2025, the Group will take its core BMW brand into a new, consistently all-electric era with the NEUE KLASSE. By the early 2030s, the MINI and Rolls-Royce brands will have an exclusively all-electric product portfolio. The strategy will help to achieve a share of more than 50% of the BMW Group's global sales with all-electric vehicles - depending on certain framework conditions such as the development of a comprehensive charging infra- structure by 2030. The BMW Group aims to have delivered more than 10 million all-electric vehicles to customers by 2030. With our growing range of all-electric models, we are serving a rapidly increasing level of demand. Deliveries of all-electric cars increased significantly again year on year to 375,716 units (2022: 215,752 units/+74.1%). The share of all-electric vehi- cles to total deliveries was 14.7%, also significantly higher than in the previous year (2022: 9.0%/+63.3%). Since the 2023 fi- nancial year, this key figure has replaced the proportion of elec- trified vehicles, including PHEV vehicles, which was reported as a key performance indicator up to 2022. Demand for all-electric vehicles rising We already provide our customers with an extensive range of all- electric, battery-powered vehicles (BEV). In 2023, another high- volume model, the all-electric BMW i52 business sedan, went on sale. MINI presented the new all-electric MINI Cooper SE² to the public during the year under report. The Rolls-Royce brand launched its first all-electric model, the Rolls-Royce Spectre², in 2023. The BMW Group therefore has at least one all-electric model in its range for all three premium brands and in all seg- ments. At the end of the reporting period, a total of 20 all-electric models in ten different series were available to order from the BMW Group. [[The BMW Group sees the electrification of its model range as a key component of its product strategy to reduce fleet emissions and thus achieve its ambitious strategic decarbonisation targets.]] ELECTROMOBILITY The level of nitrogen oxides is a crucial factor for air quality in cities. For this reason, since mid-2018 the BMW Group has been using a highly effective combination of nitrogen oxide storage catalytic converters (NSCs) and selective catalytic reduction (SCR) systems that include urea injection (AdBlue) in all BMW vehicles as well as in the larger diesel-powered MINI models. The efficiency of exhaust gas aftertreatment has been further in- creased by the use of an improved oxidation catalyst in combi- nation with a two-stage SCR system. The new technology has been available since 2020 with the revised generation of six-cyl- inder diesel engines and is currently being rolled out to other models. There have already been signs of a reduction in NOx pollution in German cities over the last few years. Apart from var- ious measures taken to reduce pollutants, the ongoing renewal of the vehicle fleets of all automobile manufacturers has also contributed to the improvement. GRI Index: 305-71] [[ Further reduction in pollutant emissions ← = Q Other Information Remuneration Report Vehicles powered by modern, efficient internal combustion en- gines continue to play a major role for our customers. This fact is particularly true in regions where unrestricted access to charging infrastructure is not yet available nationwide. For this reason, the BMW Group will continue to work on improving the already high efficiency of its conventional drivetrains going forward through the use of innovative technologies as part of the Efficient Dynam- ics technology package. A key component in this respect is the broader use of 48-volt technology. 48-volt recuperation systems use the energy recovered when braking to supply the vehicle's electrical system and generate additional propulsion, thereby re- ducing fuel consumption and carbon emissions. In Europe, in ad- dition to our all-electric models and plug-in hybrids, we offer nu- merous new model series that feature a 48-volt recuperation system. Since 2022, our modular engines have been fitted with the second, even more efficient generation of 48-volt technology. The further development of energy management in BMW Group vehicles, alongside other measures such as switching to highly efficient tyres, is designed to ensure additional efficiency and op- timised consumption figures.]] Responsibility Statement and Auditor's Report Combined Management Report Products To Our Stakeholders BMW Group Report 2023 100 9 Average volume-weighted fleet-wide emissions, including regulatory allowable crediting factors (off-cycle technologies, NEV multipliers, phase-in) in accordance with WLTC (Worldwide Harmo- nised Test Cycle under China-specific test boundary conditions). Preliminary internal calculation. 10 On the Chinese market, manufacturers receive positive credits for undercutting regulatory CAFC (Corporate Average Fuel Consumption) fleet limits. Failure to remain below the regulatory limits results in negative credits. In addition, manufacturers receive positive credits for meeting or un- dercutting the ZEV quota specifications (Zero Emissions Vehicle quota). At the end of a calendar year, a positive CAFC/ZEV credit balance must be achieved in order to meet regulatory require- ments. As CAFC/ZEV credits are valid for five years on the Chinese market, a short-term failure to meet fleet limit targets in one year can be compensated by undercutting them in a previous year. Moreover, it is possible to purchase credits from other manufacturers. In 2023, the BMW Group drew on existing credits from previous years. However, it did not purchase any external credits from other manufacturers. The requirements were therefore met without exception by using self- generated and existing credits. A settlement between CAFC and ZEV remains in place. 11 For a definition, see Glossary. 8 Average volume-weighted fleet-wide emissions, including regulatory allowable crediting factors (EV multipliers, credits for advanced technologies) in accordance with USC (United States Com- bined). Preliminary internal calculation. 7 Converted from g/mi to g/km for comparison purposes. 6 In the US market, manufacturers receive positive credits for undercutting regulatory GHG (Green- house Gas) fleet limits. Failure to remain below the regulatory limits results in negative credits. At the end of a model year, a positive GHG credit balance must be achieved in order to meet regula- tory requirements. As GHG credits are valid for five years on the US market, a short-term failure to meet fleet-wide limit targets in one year can be compensated by undercutting them in a previous year. Moreover, it is possible to purchase credits from other manufacturers. In 2023, the BMW Group drew on existing credits from previous years. However, it did not purchase any external credits from other manufacturers. The requirements were therefore met without exception by us- ing self-generated and existing credits. Glossary. 5 For a definition, see "This is a preliminary internal calculation with a potential variation of +/- 0.5 g CO2/km, as official registration figures from the authorities are not available for all EU states. Figures officially pub- lished by the EU Commission are not expected to be available until November of the following year. Prior-year figures have not been retrospectively adjusted. 3 Average carbon emissions fleet-wide within the EU (including Norway and Iceland) are required to be reported in accordance with the new Worldwide Harmonised Light Vehicles Test Procedure (WLTP) type test cycle as of 2021. Since 2021, this metric has been used by the EU Commission as the basis for calculating carbon fleet emissions. 2 Including an allowance for eco-innovations (with minor significance). Group Financial Statements N 12 Takes into account an additional 10 % in line with SBTi to cover possible differences between WLTP figures and real driving emissions. The upstream supply chain emissions generated by var- ious energy sources (fossil fuels and electricity) according to the well-to-wheel approach are also included. The assumed average mileage is 200,000 km (in accordance with VDA 900-100). For definition and further information, see Glossary. (Scope 1, 2, 3) and SBTi commitment [[The BMW Group is fully committed to the climate protection tar- gets set out in the Paris Agreement. We are taking ambitious steps to contribute to progressive decarbonisation, and have therefore developed a carbon reduction strategy based on a ho- listic approach. CARBON EMISSIONS ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Products To Our Stakeholders BMW Group Report 2023 97 7 CarData provides BMW and MINI customers with transparency and sovereignty over the transfer of data to authorised third par- ties. With the introduction of the service in Germany and Europe in 2017 and the USA in 2020, the BMW Group is fully imple- menting the current requirements of the EU General Data Pro- tection Regulation (EU GDPR) and the California Consumer Pri- vacy Act (CCPA). The BMW Group deploys state-of-the-art tech- nologies to prevent vehicle theft. The new BMW 5 Series and 7 Series also feature the latest ultrawide-band technology, which further raises the level of vehicle safety.]] The BMW Group's responsibility for its products includes the se- cure transmission of vehicle data to third parties. For example, Group vehicles are not directly connected to the Internet, but communicate directly and exclusively with the BMW Connect- edDrive back-end facilities via a secure connection within a vir- tual private network. The strategy enables the BMW Group to minimise the risk of unauthorised third parties accessing either the vehicle itself or any of its sensitive data. The access point to the Internet is controlled via a gateway. We currently see this ex- tended vehicle approach in accordance with ISO 20078 as the best solution for offering an outstanding level of data security and data protection and meeting the statutory cybersecurity require- ments (e.g. UN R155). Secure connectivity For the BMW Group, holistic means decarbonising the emissions generated by its vehicles over their entire life cycle. Although the gradual electrification of the Group's fleet is contributing towards decarbonisation during the use phase, emissions are also in- creasing at the same time, particularly in the supply chain. The main reason for this is the carbon-intensive production of com- ponents such as high-voltage batteries. Reducing carbon emis- sions within the supply chain is therefore one of our main selec- tion criteria when awarding contracts to suppliers. With this strat- egy, the BMW Group is making a vital contribution to decarbon- ising the entire life cycle of its products, including energy-inten- sive raw materials such as steel, light metals and plastics. The approach also helps reduce carbon emissions across various sectors. Carbon emissions in the supply chain The BMW Group collaborates closely with the relevant data pro- tection supervisory authorities particularly regarding funda- mental data protection issues such as those arising from the in- creasing connectivity of vehicles. 7 GRI Index: 3-3,418-1 In order to ensure the protection of customer data, despite the challenge posed by the growing number of digitalised services, we are constantly developing our data management systems and respond promptly to any information received regarding data protection risks. If customers have any queries regarding the processing of their personal data, they can contact the Cus- tomer Interaction Centre or the Data Protection Officer in their re- spective market. With the aim of maintaining our high level of data protection, we regularly check all applications that process customer data to ensure full implementation of all current and appropriate IT security measures. Teams of experts also search specifically for any vulnerabilities in existing applications. We also translate any new findings into binding, Group-wide standards. Right from the early stages of developing its functions and ser- vices, the BMW Group sets out strict requirements for data pro- tection due to the growing IT risks. Any personal data required in the course of contact with our customers are only collected, pro- cessed or used to the extent legally permitted and with the active consent of the data subject. With the BMW M Driving Experience, the BMW Group offers driver and rider safety training for BMW, MINI and BMW Motorrad brand vehicles in 25 countries. Participants learn how to handle their vehicles in a safe manner and are sensitised to recognise dangerous situations in road traffic. In 2023, more than 110,000 customers worldwide took part in these training courses. [[Sensitising and empowering customers to drive safely The BMW Group provides its customers with a broad range of information regarding the proper use of its products and services. Information on safety, the correct operation of vehicles, and health protection is available in both printed and digital form. The information is supplemented by detailed notes and background information on the services, accessories and components per- taining to each individual vehicle. ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Products To Our Stakeholders Monitoring & Reporting - Governance (Group reporting, publications) BMW Group Report 2023 96 - The BMW Group's decarbonisation targets are part of its inte- grated corporate target system and validated by the Science Based Targets initiative (SBTi). They are being implemented under the responsibility of the Board of Management in the BMW Group's various departments and thus throughout the organisa- tion Performance Indicators and Performance Management. Specific de- carbonisation targets are derived from the overarching objectives for each vehicle project, with the aim of achieving substantial im- provements from one vehicle generation to the next. The respon- sibility for achieving these goals lies with specialist units in the management areas of Development, Purchasing, Supplier Net- work, Production and Logistics. Internal control and reporting systems take into account the various stages in the value chain, comprising the supply chain, development, production and the use phase. Among other factors, our decarbonisation measures are based on emissions specifications at material and compo- nent level. Target management and the monitoring of target Customer data protection We explain how the BMW Group manages the topic of sustaina- bility across the organisation in the chapter 7 The BMW Group Strategy. We also report on the management of climate-related opportunities and risks in the chapters Outlook and 7 Risks and Opportunities. Consistency with the objectives of the Paris Agreement BMW Group Strategy achievement are performed at vehicle level and subsequently aggregated for reporting at Group level. [[Carbon steering Absolute carbon emissions rose by 3.0% to around 134.7 mil- lion t CO2 during the year under report (2022: around 130.7 mil- lion t CO₂), driven mainly by increased vehicle volumes and a rise in emissions in the supply chain due to the increasing electrifica- tion of the BMW Group's product portfolio. On the other hand, electrification had a proportionate positive effect in the use phase. Comprehensive information on the BMW Group's carbon footprint is provided in the chapter Further GRI Information.]] [[We reviewed our carbon targets in 2023, as previously an- nounced. The aim of this process was to set absolute targets for reducing carbon emissions by 2030. The targets are expected to be revalidated in the course of 2024. At the same time, we also improved the quality of carbon-emissions-related data in our supply chain (Scope 3 upstream) in 2023. In addition, greater transparency was achieved with the first-time publication of a Vehicle Footprint for the new BMW i5³, providing stakeholders with useful information, including the greenhouse gas potential of the vehicle over its entire life cycle. New level of transparency achieved for vehicle data Across the entire the life cycle of a vehicle, the above-mentioned individual targets will result in an average carbon reduction of at least 40% by 2030 compared to 2019. In order to achieve this target, we are committed to promoting decarbonisation measures such as the use of green electricity² in our own opera- tions and those of our suppliers, without compensation measures being taken into account. The combination of a signif- icant increase in the sale of electrified vehicles, efficiency im- provements in all drivetrain technologies and effective measures to reduce carbon emissions in the supply chain are expected to help achieve the targets that have been set. ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Combined Management Report Group Financial Statements To Our Stakeholders Products 88 BMW Group Report 2023 Decarbonisation by an average of 80% per vehicle produced at our own plants and sites (Scope 1 and 2)³. These targets can be achieved, for example, by reducing our energy requirements and simultaneously increasing the use of renewable energy." Carbon emissions of BMW Group locations Decarbonisation in the use phase of the vehicle (Scope 3 downstream) by an average of more than 50% per kilometre driven. To accomplish this target, we are driving the electrification of the entire product portfolio forward and using new, efficiency-enhancing technologies. Efficient Dynamics technologies 1 In this context the entire value chain is to be understood as Scope 1 and 2 as well as the Scope 3 categories applicable to the BMW Group (categories 1, 4 and 11) in accordance with the Green- house Gas Protocol. 2 Scope 3 emissions (upstream) in the supply chain and transport logistics, as well as well-to-tank emissions from the supply of fuel in the use phase, take into account not only carbon dioxide but also other climate-impacting greenhouse gases such as methane and are stated in carbon equiv- alents (CO₂e). The measurement of Scope 1 and Scope 2 emissions, as well as the additional Scope 3 emissions, does not include climate-impacting gases other than carbon dioxide. 7 Glossary. Decarbonisation by an average of more than 20% per vehicle produced in the supply chain (Scope 3 upstream³). Thus we also have a scientifically approved and confirmed target for reducing carbon emissions in the supply chain. The use of green electricity as a criterion when awarding contracts to suppliers, a continuously increasing secondary raw materials quota as well as innovations in the production of primary raw materials contribute in particular to achieving the target. Carbon emissions in the supply chain "In-house generation, direct purchase or Energy Attributes Certificates (e.g. guarantees of origin). 5 Takes into account an additional 10% in line with SBTI to cover possible differences between WLTP figures and real driving emissions. The upstream supply chain emissions generated by var- ious energy sources (fossil fuels and electricity) according to the well-to-wheel approach are also included. The assumed average mileage is 200,000 km (in accordance with VDA 900-100). For definition and further information, see Glossary We have set ourselves the following decarbonisation targets² to be achieved by 2030 (base year 2019 for each scope): 3 In addition to production emissions, Scope 1 and 2 carbon emissions also include those gener- ated at non-manufacturing sites. Reducing carbon emissions across the entire value chain The BMW Group aims to achieve Net zero carbon emissions across the entire value chain¹ by no later than 2050. This objec- tive is based on decarbonisation targets up to 2030 that were validated in 2021 by the SBTI and are in line with the climate targets set out in the Paris Agreement to limit global warming. Based on this commitment, we are part of the SBTI and the in- ternational Race to Zero Campaign led by the United Nations.]] 7 This figure has been rounded. The target validated under SBTI is 22%. 8 Categories included under Scope 3 upstream according to the Greenhouse Gas Protocol: Cate- gory 1: Purchased goods and services; Category 4: Transportation and distribution. Further GRI Information. 98 6 Categories included under Scope 3 downstream according to the Greenhouse Gas Protocol: Cat- egory 11: Use phase. Further GRI Information. 107 BMW Group Report 2023 To Our Stakeholders Combined Management Report Production and Supplier Network 2 Contract manufacturing. 17 Consumption and Carbon Disclosures. 11.7 2,382,305 2,661,922 - 41.4 18,612 20,808 45,184 26,461 21.3 Group Financial Statements Responsibility Statement and Auditor's Report 2,871 99,126 120,235 11.8 Remuneration Report Investments in resource-friendly technologies ← = Q Remuneration Report - 1.0 Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Production and Supplier Network To Our Stakeholders BMW Group Report 2023 108 The BMW Group is also investing in research and innovation pro- jects such as Circular Republic to implement closed material cycles for certain product groups. The joint initiative of the organ- isation "UnternehmerTUM" and the BMW Group focuses on the transfer of knowledge between the world of science and compa- nies to promote the circular economy.]] Via the BMW i Ventures venture capital fund, the BMW Group in- vests in fast-growing technology start-ups. One focus of the in- vestment activity is on businesses that can make a strong con- tribution to achieving carbon neutrality and conserving re- sources. One example is the Swiss company Bcomp, which the BMW Group has held a share in since 2022. Bcomp uses flax to create structural components made from natural fibre compo- sites as an alternative to plastic composites. By increasing our stake in the US start-up Boston Metal in April 2023, we are scal- ing up our investment in innovative processes for the manufac- ture of carbon-reduced steel. In April 2023, BMW i Ventures also acquired a stake in Cyclic Materials, a company developing a re- cycling technology that extracts rare earths and base metals from end-of-life products. The Car2 Car project focuses on the recycling of aluminium, steel, glass, copper and plastic. Together with representatives of the recycling in- dustry, raw materials processors and the scientific community, the BMW Group is leading a project to improve the quality of secondary raw materials obtained from the recycling of end-of-life vehicles. Inno- vative dismantling and automated sorting processes will enable reus- able materials to be extracted to a far greater extent than previously. As part of the funding project, the BMW Group is providing 433 end- of-life vehicles. In order to cover a representative range, various mod- els out of the Company's own inventories are being used – from MINI to Rolls-Royce - with combustion engines, plug-in hybrid systems and all-electric drives. ]] [[ From scrap to raw material: the Car2Car funding project At the same time, we promote the recovery of end-of-life vehi- cles, components and materials in order to retain them in various material cycles as a source of secondary raw material. Together with its national sales companies and importers, the BMW Group has already organised the return of end-of-life vehicles in 32 countries and offers environmentally friendly recycling at more than 2,800 points of return. GRI Index: 301-1, 301-3, 7 SASB Index Compared to primary raw materials, the use of secondary mate- rials also helps reduce carbon emissions - by up to 80% for al- uminium and up to 70% for steel to name two examples. At the same time, potential risks associated with the extraction of pri- mary materials, such as high levels of energy consumption and therefore carbon emissions, long transportation routes, environ- mental damage and risks arising due to a lack of social standards are being mitigated. As a result, the increased use of secondary materials also promotes resilience throughout the value chain. Purchasing and Supplier Network The BMW i Vision Circular vehicle is emblematic of our ambitions and made entirely from recycled or renewable raw materials. The NEUE KLASSE is also consistent with this vision in that the com- ponents cobalt, lithium and nickel used to produce battery cells will in future contain a certain percentage of secondary materials, thus reducing the volume of primary materials needed and miti- gating the associated negative environmental impacts. The NEUE KLASSE will also contain a higher proportion of secondary materials in other material groups such as steel and aluminium. materials used bythe BMW Group must meet the same high standards of quality, safety and reliability. GRI Index: 3-37 Average distribution of materials in BMW Group vehicles The BMW Group already uses a certain extent, depending on the vehicle, of recycled and reused materials to manufacture its ve- hicles. In line with the "Secondary First" approach, we aim to in- crease the use of secondary materials going forward, taking both technical feasibility and market availability into account. Within the framework of selected product, material and supplier require- ments, we have therefore decided to give preference to second- ary materials in our future vehicles. All secondary and primary The BMW Group pursues the strategic aim of reducing the pro- portion of primary materials in its value chain. An important start- ing point in this endeavour is to close cycles for certain materials and components. With this objective in mind, the BMW Group re- turns selected production residues to the supplier, enabling those materials to be recovered and reused in a new production process. At the BMW Group, the circular economy principle ("De- sign for Circularity") is already being implemented as an opera- tional concept in the design of the NEUE KLASSE by the corpo- rate function "Total Vehicle Development" and systematically applied in the development of new vehicle models. Closing material loops [[The significance of the circular economy concept continues to grow against a backdrop of increasingly scarce resources, up- ward price trends on raw materials markets, geopolitical tensions and the need to meet sustainability targets. For these reasons, the BMW Group is taking further steps to increase the proportion of recycled materials in its products and thus reduce its depend- ence on primary raw materials. The BMW Group is also continu- ally enhancing its local supply chains in line with the "local for local" principle. At all levels of in-house production, we remain committed to consistently conserving resources, continuously improving energy efficiency and further reducing carbon emis- sions. CIRCULAR ECONOMY, RESOURCE EFFICIENCY AND RENEWABLE ENERGY Other Information 6,239 3.3 29.2 65.9 143,654 238,301 282,661 291,907 - 1.3 10.1 279,645 307,972 217,480 416,301 6.5 395,021 420,586 Change in % 2022 2023 high level of 613,640 units (2022: 462,396 units; +32.7%) in the 2023 reporting year, of which 415,692 were all-electric (2022: 252,077 units; +64.9%). The number of motorcycles produced by BMW Motorrad rose by 2.8% to 221,988 units (2022: 215,932 units) over the 12-month period. Other Information 410,793 201,323 8.0 188,199 8,208 10,608 1.0 12,912 13,044 53.3 9,960 15,264 10.8 61,609 68,238 84.9 63,600 117,576 - 0.5 186,301 185,400 23.9 151,949 6,179 ← = Q Combined Management Report Production and Supplier Network A steering committee manages the international environmental protection network within the BMW Group. Each individual facil- ity, area and building is assigned to an internal operator, who, within their area, is responsible for the technical systems, the smooth running of processes and workflows and their environ- mental impacts. Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Total To Our Stakeholders BMW Group Report 2023 110 5 Value of the base year 2016 to the target reduction of -25% by 2030: 2.21 These figures have been subjected to a limited assurance review. ← = Q 4 Efficiency indicator calculated on the basis of total energy consumption (adjusted for CHP losses) of automobile production (BMW Group plants, excluding partner plants and contract manufactur- ing) divided by the number of vehicles produced in automobile production (BMW Group plants and partner plants, excluding contract manufacturing). 37 Consumption and Carbon Disclosure. 2 For a definition of beyond value chain mitigation (contribution to climate protection outside the BMW Group's own value chain), see the 'To the degree recordable within the carbon footprint; market-based method in accordance with the GHG Protocol. The BMW Group is pursuing the goal of reducing its dependence on fossil energy sources. With this aim in mind, we are currently in the process of investigating all our production sites to ascertain whether natural gas can be fully dispensed with and replaced by sources such as electricity, biogas, hydrogen or geothermal en- ergy. 2023 2022 2021 2020 Glossary. Carbon emissions from the BMW Group locations per vehicle produced¹ in tonnes 0.40 Carbon emissions generated by transport logistics [[With its Green Transport Logistics project, the BMW Group has been pursuing the aim of continuing emissions-reduced trans- portation within its global production and sales network since 2015. In addition to second-generation biofuels (e.g. HVO 100, produced from residual and waste materials), battery-powered, heavy-duty commercial vehicles have been increasingly de- ployed for transporting goods at the Group's main plant in Mu- nich since 2023. For the first time, the use of bio-LNG on public roads was tested in Germany to supply production. Moreover, the BMW Group has been involved in the "H2Haul" research pro- ject since 2019 and the "HyCET" research project since 2022 in order to gain early experience in the use of hydrogen trucks. In collaboration with partners such as atmosfair and First Cli- mate, we support climate protection projects operating in the vol- untary market for the full extent of our Scope 1 and Scope 2 car- bon footprint and our Scope 3 category "business travel" emis- sions. These projects are certified by independent institutions in line with international standards and have to meet a set of strict criteria such as additionality, permanence and other factors. It is also important to us that the projects in the global South gener- ate social benefits in line with applicable sustainable develop- ment goals (SDGs). These include, for example, initiatives that enable people to earn an income or programmes that prevent illness. GRI Index: 305-5 these initiatives without them counting towards the the BMW Group's CO₂ reduction targets. The BMW Group is committed to achieve a technically feasible, substantial reduction in Scope 1 and Scope 2 emissions in order to continue meeting this target for each financial year. Further- more, the BMW Group also supports projects dedicated to de- carbonisation outside its own value chain. We voluntarily back The carbon emissions generated directly and indirectly by BMW Group locations are already within the 1.5°C pathway cal- culated for the enterprise as a whole. Reducing carbon emissions across the entire value chain Contribution to climate protection outside the BMW Group's own value chain 7 Carbon footprint, 7 GRI Index: 305-1, 305-2, 305-3, 305-5 At 705,398 t CO2, total carbon emissions generated at BMW Group locations were on a par with the previous year (2022: 705,417 t CO₂). In a contrasting trend, the mild temper- atures led to a reduction in the use of natural gas for heating pur- poses. Carbon emissions generated at BMW Group locations By reducing energy consumption while simultaneously increas- ing production volumes, carbon emissions generated per vehicle produced at BMW Group locations fell by 12.5% to 0.28 t CO₂ (2022: 0.32 CO₂). The figure corresponds to a reduction of 30.0% compared to the base year 2019. 2023 2022 2021 2020 2019 0 0.28 0.32 0.33 0.35 2019 [[Resource management at all BMW Group locations Within the BMW Group's global production network, resource ef- ficiency and the control of resource consumption have been inte- gral parts in the environmental management system for dec- ades. Alongside 7 Carbon Emissions, the other key indicators for managing resource efficiency and controlling resource consump- tion within the BMW Group are energy consumption, potable water consumption, the amount of waste generated and the use of VOC solvents. The BMW Group intends to reduce its energy and pota- ble water consumption, waste for disposal, and the amount of solvents used per vehicle produced by 25% in each category by 2030 (base year: 2016). | | || 2.13 109 7 Efficiency indicator calculated from solvent emissions generated in automobile production (BMW Group plants, excluding partner plants and contract manufacturing) divided by the number of vehicles produced in automobile production (BMW Group plants and partner plants, excluding contract manufacturing). 6 Solvent emissions (volatile organic compounds = VOC) are especially generated during the paint- ing process and can be reduced by deploying new painting technologies. 5 Efficiency indicator calculated from the waste for disposal in automobile production (BMW Group plants, excluding partner plants and contract manufacturing) divided by the number of vehicles produced in automobile production (BMW Group plants and partner plants, excluding contract manufacturing). 3 Potable water consumption refers to water purchased from external water suppliers. If a BMW Group site does not purchase water from an external supplier, the primary source of supply is counted as potable water. This method of measurement applies to the BMW Group plants in San Luis Potosí (Mexico) and Araquari (Brazil) where groundwater is the main source of supply. 4 Waste for disposal in relation to the total weight of waste. 2 Efficiency indicator calculated from the potable water consumption measured for automobile pro- duction (BMW Group plants, excluding partner plants and contract manufacturing) divided by the number of vehicles produced in automobile production (BMW Group plants and partner plants, excluding contract manufacturing). 1 In accordance with the environmental management system, each operator is required to describe the environmental impacts in the aspects register and identify measures for improvement (e.g. long-term targets). biodiversity in countries where our renewable raw materials are grown. In Indonesia, for instance, we therefore support local na- ture conservation initiatives that are dedicated to preserving nat- ural biodiversity via the "Living Rubber" project. We are also cur- rently analysing biodiversity-related impacts as well as the op- portunities and risks in order to develop corresponding targets and the next steps moving forward. 7 GRI Index: 304-2]] BMW Group Report 2023 The BMW Group also takes biodiversity into account at its vari- ous locations worldwide. It assesses biodiversity in the context of its plants, using a biodiversity indicator as an example within the framework of ecological verification procedures. Based on this assessment, measures to improve these habitats are then pro- posed accordingly. We are also committed to protecting The VOC solvent emissions per vehicle produced 6,7 fell again signifi- cantly by 14.8% to 0.52 kg (2022: 0.61 kg) during the year un- der report. Due to the progress made in the use of solvent-free substances and the constant optimisation of painting processes, we expect to see a further slight decrease in emissions levels in the coming year. GRI Index: 305-7 VOC solvent emissions To minimise the total volume of waste generated, the BMW Group utilises coordinated recycling and processing con- cepts that are adapted to the specific waste streams at its vari- ous plants, regionally applicable statutory regulations and local waste management structures. In 2023, a total of 99.4% 4 (2022: 99.3%) of the waste generated by production was either recycled or recovered. The amount of waste for disposal per vehicle produced in the automobile production fell significantly by 22.6% year on year to 2.12 kg (2022: 2.74 kg). The BMW Group in- tends to maintain its high rates of recycling and recovery as it gradually transitions to electric mobility. 7 GRI Index: 306-4, 306-5, 7 Waste generation in detail, 7 SASB Index Waste paint shops and washing facilities at the assembly plants is re- cycled. Moreover, slightly contaminated water (so-called "grey water") is used as process water at the BMW Group's Dadong vehicle plant (Shenyang, China). In regions where water is scarce, the BMW Group ensures that it is used as sparingly as possible. At the BMW manufacturing plant in Chennai, India, for example, rainwater is collected during the monsoon season that covers up to 100% of its water demand. vAt 1.78 m³ per vehicle produced, specific potable water consumption²,³ in automobile pro- duction was moderately below the previous year's level due to the higher production volume (2022: 1.90 m³/-6.3%). 7 Water consumption in detail The BMW Group also aims to continuously reduce water con- sumption at its production plants in order to prevent potential water supply risks. With this point in mind, wastewater from the Water A certified environmental management system in accordance with ISO 14001 has been implemented at all BMW Group pro- duction sites. Moreover, all the Group's German plants are certi- fied under the EMAS environmental management system. The BMW Group coordinates its worldwide environmental protection measures relating to imissions, water, waste, qualification stand- ards, environmental management system in a total of five cen- tralised competence centres. Environmental improvements that have proven effective at one location are then implemented at other locations to the extent possible. Regular further training courses and the exchange of experiences within the workforce ensure that relevant knowledge is effectively applied throughout the organisation. During the year under report, our proactive en- vironmental management system again made a major contribu- tion to ensuring that there were no significant environmental in- cidents involving the payment of fines throughout the global pro- duction network. Biodiversity To Our Stakeholders Combined Management Report Production and Supplier Network Group Financial Statements Responsibility Statement and Auditor's Report 2.10 2.12 2.04 0 in MWh Energy consumption per vehicle produced 4,5 At present, the BMW Group is unable to entirely cover its energy needs by generating its own renewable energy and therefore purchases from renewable sources, for example via power pur- chase agreements (PPAs). The directly sourced green electricity from defined generation plants is used, for example, to produce the BMW iX3 and BMW i4³ models. All BMW Group production sites worldwide and the majority of other BMW Group locations use green electricity, which is either generated in-house, procured directly or using Energy Attribute Certificates (e.g. guarantees of origin). Renewable energy 6,295,990 MWh; +1.3%). Energy consumption in detail, ▾ GRI Index: 302-1, 302-4 The BMW Group continuously invests in improving the energy ef- ficiency of its worldwide production network. In this context, clear roles in each case with corresponding responsibilities, targets and reporting obligations - are assigned to central strategy de- partments, regional management units and plants at local level. After the persistent restrictions put in place due to the corona- virus pandemic and the impact of the war in Ukraine, production volumes increased again significantly in 2023. Due to the asso- ciated improvement in plant capacity utilisation, specific energy consumption in automobile production fell to 1.97 MWh per ve- hicle produced (2022: 2.13 MWh; -7.5%) for the year under re- port. At 6,380,652 MWh, the total amount of energy consumed by the BMW Group during the period under report was higher than the previous year due to production volume factors (2022: 7 Contribution to climate protection outside the BMW Group's own value chain Energy management and efficiency As a further contribution to protecting the climate, the BMW Group finances various climate protection projects outside its own value chain, equivalent to the amount of Scope 1 and Scope 2 emissions remaining in 2023 as well as Scope 3 emis- sions from the category "business travel".² The remaining emissions are largely attributable to the use of natural gas. In this respect, the BMW Group faces the challenge of replacing natural gas with non-fossil energy sources such as biogas, green hydrogen or green electricity. However, the transi- tion to alternative energy sources depends largely on their avail- ability, the technical retrofitting of the systems and the political framework conditions. The BMW Group intends to reduce carbon emissions per vehicle produced (Scope 1 and Scope 2) by an average of 80% by 2030 compared to the base year 2019. Production accounts for the majority of Scope 1 and Scope 2 emissions within the BMW Group. As in the past, we remain committed to energy efficiency measures, electricity generated in-house from renewable sources, the purchase of green electricity from Power Purchase Agreements and the use of Energy Attribute Certificates (e.g. guarantees of origin). Energy use and carbon emissions ← = Q Other Information Remuneration Report 1.97 Partner plants BMW 2 Series, BMW 3 Series, BMW 5 Series, BMW 7 Series, BMW X1, BMW X3, BMW X5, BMW X6, BMW X7 BMW motorcycles Born (VDL Nedcar] NETWORK PRODUCTION AND SUPPLIER ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Production and Supplier Network BMW Group Report 2023 To Our Stakeholders 104 Production Network 104 * Consumption and Carbon Disclosures. HAJDROGEN FUEL CELL M DH1024E The BMW Group is also committed to promoting hydrogen tech- nology at a higher level, including involvement in global organi- sations and associations such as the ▾ Hydrogen Council. As an as- sociated partner of H2 Mobility Deutschland GmbH, the BMW Group is also supporting the development of hydrogen infrastructure in Germany.]] Firstly, the findings from the pilot project are being incorporated into the development of a potential series product. Secondly, we are using them to promote initiatives for the construction of hy- drogen filling stations worldwide. In this context, the Alternative Fuel and Infrastructure Regulation (AFIR) will provide new impe- tus at EU level. Among other things, it provides for the establish- ment of a basic network of hydrogen filling stations along the main European transport routes. Hydrogen-powered pilot fleet operating successfully Since the beginning of 2023, a pilot fleet of the hydrogen-pow- ered BMW iX5 Hydrogen has been driven on roads worldwide. The aim is to ascertain whether the product is ready for series production and to obtain initial customer feedback. On the one hand, we are focusing on countries where the hydrogen industry is developing positively, for example with the establishment of a filling station network. On the other hand, we are also active in areas where the production of preferably green hydrogen and its distribution and use in various applications are gaining in im- portance. These areas currently include parts of Europe, Japan, South Korea, China, the USA and the Middle East. The BMW Group also promotes the use of renewable energy. Since 2022, for each charging process conducted via BMW and MINI Charging, the equivalent amount of energy consumed is fed into the power grid as green electricity, which is certified via En- ergy Attribute Certificates (EACs) as recognised proofs of origin. Moreover, we are working continuously on integrating electric ve- hicles with their high-voltage storage systems in the public power grid. In 2023, we launched Connected Home Charging, the first customer-oriented solution on the European market in collabo- ration with E.ON. Electrified vehicles as part of the power grid [[Solutions for simple, eco-friendly charging Charging should be as easy as conventional refuelling and we are working on digital solutions in particular to meet this demand. Via the Connected Charging app, drivers not only receive up-to- date charging information, they can also control the charging process at the touch of a button. Customers can use the eRoute function to plan charging stops on long journeys. In 2023, the first BMW models, such as the BMW i7* and the BMW iX1*, were equipped with a Plug&Charge function in which both authentica- tion and billing are carried out automatically by connecting the vehicle to the charging system. Using the so-called multi-con- tract functionality, individual driving electricity tariff contracts from various providers can also be stored digitally within the ve- hicleto facilitate the use of charging stations from different oper- ators. MCI 3790 ← = Q 107 Circular Economy, Resource Efficiency and Renewable Energy PRODUCTION AND SUPPLIER NETWORK BMW Group vehicle plants Location From 2025, the NCAR will feature a vehicle architecture system- atically geared to suit electric drive systems. The vehicle is due to be manufactured initially at the new Debrecen plant in Hungary as well as in Munich as of 2026. We aim to gradually transfer the new vehicle architecture to the global production network in the years that follow. We also plan to produce all-electric vehicles at our plant in Spartanburg (USA), and at least six all-electric X models are scheduled to be manufactured there by 2030. Electric mobility has been growing in importance for the BMW Group for many years. With the start of production of the BMW 151 at the Dingolfing plant and the BMW iX21 at the Regensburg plant, the BMW Group has continued to expand the production of all-electric models at its German plants. Production has also started in Zhangjiagang at the Spotlight plant, a joint venture with Great Wall Motors. The site has been manufacturing the all- electric MINI for the global market since November 2023. We are therefore currently producing automobiles and motorcycles with electrified drive systems at 15 7 BMW Group locations and at two partner plants within our global production network. In 2023, all- electric cars rolled off production lines in Dingolfing, Goodwood, Munich, Regensburg, Oxford, Shenyang, at VDL Nedcar² in Born, and in Zhangjiagang. Moreover, all-electric motorcycles were manufactured both in Berlin and at our partner plant in Hosur (India). Electric mobility globally integrated ← = Q Other Information Remuneration Report 111 Purchasing and Supplier Network Group Financial Statements Responsibility Statement and Auditor's Report BMW Group Report 2023 To Our Stakeholders 105 The new Cell Manufacturing Competence Centre (CMCC) in Pars- dorf near Munich plays a key role for the BMW Group. Using a pilot production approach, the CMCC's experts can accurately replicate the value-added processes involved in manufacturing battery cells The BMW Group will take the findings of this pilot scheme and apply them in close collaboration with its mass pro- duction partners for battery cells at a later stage. The strategy enables the BMW Group to set new standards regarding the quality, performance, cost and ecological sustainability of battery cells. In line with the "local for local" principle, the BMW Group's high- voltage battery assembly facilities worldwide are set up close to the Group's vehicle plants with a view to increasing the resilience of supply chains. Production facilities for the sixth generation of the high-voltage battery are being established in Debrecen (Hun- gary), Woodruff near Spartanburg (USA), San Luis Potosí (Mex- ico) and Shenyang (China). The BMW Group is also planning to produce sixth-generation high-voltage batteries in Germany at the Irlbach-Straßkirchen site to supply German vehicle plants. Integrated component production for electrified vehicles The competence centre in Dingolfing plays a leading role in the production of electrified drive systems, as battery modules, high- voltage batteries and fifth-generation electric motors are all pro- duced at the site. At the same time, we are preparing the BMW Group's network to produce next-generation electrified drive sys- tems. For this reason, the Steyr engine manufacturing plant in Austria is to be expanded and the new drive systems will be pro- duced there alongside diesel and petrol engines. Production is scheduled to begin in the course of 2025. The production system is based on the strategic vision of the BMW iFACTORY, with a keen focus on sustainability, electrifica- tion, digitalisation and profitability. The BMW iFACTORY utilises innovative technologies that facilitate flexible, efficient production with the aim of minimising the use of resources and promoting digital solutions in the fields of data science, Al, virtual planning and development. With its flexible production network, the BMW Group is capable of manufacturing vehicles with both all-electric and plug-in hybrid drive systems as well as conventional combustion engines on one single line, making it far easier to tailor the product range to suit a wide variety of customer wishes and needs. PRODUCTION NETWORK Combined Management Report Production and Supplier Network Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report With BMW and MINI Charging, we offer attractive electricity tariffs and convenient charging solutions whether on the road, at home or at work. Customers can use a large number of public charging points via their BMW or MINI charging card and the My BMW and/or MINI app. Digital Charging Solutions GmbH (DCS) provides broad access to various charging networks throughout Europe. DCS is one of Europe's leading providers of digital charg- ing solutions and a joint venture between the BMW Group, Mer- cedes-Benz and bp.]] - Reliable, comprehensive charging opportunities It is therefore particularly important to the BMW Group to include environmental and social aspects in the production of compo- nents such as electric motors, high-voltage storage systems and battery cells. Carbon emissions in the supply chain, Social and ecological responsibility. Other approaches to mitigating the environmental impacts include increasing the use of recycling and reusing high- voltage storage units from our BEV and PHEV models in an ap- propriate manner. The BMW Group offers customers who pur- chase its battery-powered vehicles the option to take back their high-voltage batteries free of charge. The offer also applies to markets where take-back is not mandatory by law. The BMW Group's electrified vehicles are characterised by their high efficiency and low consumption. However, the BMW Group has greater aspirations: its vehicles need to be as eco-friendly as possible, not only during their locally carbon-free use phase, but also in terms of their overall footprint, including the supply chain and production. Carbon Emissions Unlike conventional com- bustion engine-powered vehicles, the environmental impact of battery-powered automobiles lies predominantly in the up- stream value chain. Where the use of natural raw materials to manufacture battery cells and the carbon-intensive production of batteries make a significant impact. Thinking holistically about electric mobility compact segment can cover up to 110 kilometres (WLTP²) solely on battery power. The new all-electric MINI Cooper SE1, which is mainly designed for urban use, has a customer-focused range of around 400 kil- ometres (WLTP2). The new BMW i51 can achieve a range of up to 582 km in the statutory WLTP test cycle, depending on factors such as equipment and type of motor. With offers such as the BMW eDrive Zone, attractive electricity tariffs for driving, charg- ing equipment, the integration of charging in the vehicle app and increased ranges, we are helping drivers of plug-in hybrids to drive electrically as frequently and over as long a distance as possible. For instance, the BMW X5 Plug-in-Hybrid from the 17 Consumption and Carbon Disclosures. Designing electric vehicle ranges to match user behaviour The BMW Group assesses the increase in the electric ranges of its vehicles from various points of view. Our main approach is to optimally adapt vehicle ranges to the respective purpose of use and user behaviour. With this strategy we also take into account the environmental impact, as greater range also means deploy- ing larger and therefore heavier high-voltage batteries. This re- lationship has an effect on resource consumption and the carbon footprint of the supply chain as well as the vehicle's weight and therefore its electricity consumption. Our product portfolio serves the growing level of demand for electrified models and at the same time takes into account the varying framework conditions and customer needs in each indi- vidual market. In addition to all-electric vehicles, our customers can therefore choose from a wide range of plug-in hybrids and vehicles powered by efficient combustion engines. Our flexible production systems and scalable modular vehicle system reflect our rigorous focus on customer needs. With the launch of the new BMW i51, a further model series is now available with all three types of drive system, which previously applied to the BMW X1, BMW X3, BMW 3 Series and the BMW 7 Series. [[Offering with consistently dedicated customer focus ← = Q Remuneration Report Other Information Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Products BMW Group Report 2023 To Our Stakeholders 101 About half of the vehicles produced by the BMW Group leave its plants by rail. In Germany, a significant volume of rail transport relating to production and the sale of spare parts is already pow- ered by green electricity.]] At the BMW Group, customer-oriented technological diversity also includes the ongoing development of fuel cell technology. Depending on the segment, we see hydrogen-powered electric vehicles as a potentially key alternative to battery-powered elec- tric mobility and thus as an opportunity to reduce carbon emis- sions even more quickly. Hydrogen-powered pilot fleet operating successfully 2 Range calculated based on the new WLTP test cycle (Worldwide Harmonised Light Vehicles Test Procedure). However, the actual range possible depends on a variety of factors, particularly varia- bles such as personal driving style, route conditions, outside temperatures, heating, air condition- ing and pre-heating. Preliminary figure. 102 BMW Group Report 2023 Combined Management Report Products BMW Group Report 2023 To Our Stakeholders 103 2 Primarily via direct purchase and Energy Attributes Certificates (e.g. certificates of origin). 37 Consumption and Carbon Disclosures. 1 Total number of charging points displayed on BMW front-ends (vehicle & app). The network can be accessed by registered customers wherever a local partner is available. 3 HDC 4628E With the publication of the Vehicle Footprint for the BMW 153, the BMW Group is further enhancing transparency at product level. The innova- tion provides customers and other interested parties with comprehensive in- formation on the vehicle's key sustainability-related performance data. These data include the four core CO₂e emissions indicators over the vehicle's entire life cycle, including raw materials procurement, production, the supply chain, recycling, energy consumption in the use phase, the secondary raw material quota and key aspects of social sustainability in the supply chain. The vehicle footprint includes a life cycle assessment performed in accord- ance with DIN EN ISO 14040:2021 and DIN EN ISO 14044:2021 and au- dited by TÜV Rheinland Energy. Going forward, the BMW Group will publish analogous reports for vehicle start-ups based on a representative model per drivetrain type. ]] [[ New level of transparency achieved for vehicle data BMW and MINI Charging provide the Flexible Fast Charger and other charging products for use both on the move and at home. We also offer charging solutions for corporate customers in co- operation with our partners. The BMW Group itself operates one of the largest company charging networks in Germany. ]] With the new charging infrastructure under the terms of a coop- eration with Mercedes-Benz in China, the BMW Group is meeting its charging commitment in its three most important markets. With this aim in mind, at least 1,000 charging stations with around 7,000 charging points are to be installed by the end of 2026. The network will be open to drivers of all brands. The first charging stations will go into operation as early as 2024 in regions with a high density of electrified vehicles. In the year under report, the BMW Group also announced the es- tablishment of a charging network in the USA and Canada to- gether with six other manufacturers. The aim is to install at least 30,000 charging points in cities, towns and along major transport routes. The first charging stations are scheduled to open in summer 2024. [[BMW and MINI customers have access to over two million charg- ing points worldwide¹ through the navigation system or the rele- vant vehicle app. In Europe alone, we provide easy access to a network with over 588,000 charging points through the public BMW/MINI Charging service. These also include fast-charging stations from IONITY, a company launched by the BMW Group, with a charging capacity of up to 350 kilowatts (kW). IONITY cur- rently operates 590 stations with more than 3,300 charging points in a total of 24 countries, which are publicly accessible, brand-independent and designed in accordance with the Euro- pean Combined Charging System (CCS) charging standard. Fur- thermore, they are all powered by 100% green electricity². ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Products To Our Stakeholders Country Brazil Production programme 2023 Germany BMW Series, BMW X1, BMW X3, BMW X4 BMW motorcycles To Our Stakeholders Combined Management Report Production and Supplier Network BMW Group Report 2023 106 BEV Electrification portfolio Including Lydia extension since June 2022. 2 Contract manufacturing. 17 Consumption and Carbon Disclosures. Group Financial Statements Responsibility Statement and Auditor's Report MINI Cooper Production programme 2023 Country Zhangjiagang (Spotlight) Location Jointly controlled vehicle plants Regensburg Rosslyn PHEV BMW X3, BMW X4, BMW X5, BMW X6, BMW X7, BMW XM1, BMW M China Remuneration Report Other Information ← = Q Zhangjiagang (Spotlight) Goodwood Araquari Rayong Chennai Rosslyn San Luis Potosí Leipzig Oxford Regensburg Munich Dingolfing Tiexi Dadong Spartanburg in units BMW Group automobile production by plant Production volume record despite challenging environment The BMW Group manufactured a total of 2,661,922 BMW, MINI and Rolls-Royce brand vehicles in the year under report (2022: 2,382,305 units; +11.7%). BMW brand models accounted for 2,340,547 units (2022: 2,089,801 units; +12.0%), MINI for 315,196 units (2022: 286,265 units; +10.1%), and Rolls- Royce Motor Cars for 6,179 units (2022: 6,239 units; -1.0%). Production of electrified vehicles increased to a new The BMW Group's production network also includes engine plants in Hams Hall (UK), Steyr (Austria) and Shenyang (China), as well as component plants at sites in Eisenach, Landshut and Wackersdorf (all in Germany) and Swindon (UK). Engine produc- tion in Munich (Germany) was discontinued in 2023. The pro- duction network currently comprises a total of 32 plants in 15 countries. The BMW Group manufactures BMW motorcycles, components and scooters at its Berlin plant and also at international locations in Ma-naus (Brazil) and Rayong (Thailand), where motorcycle components are also produced. Components for motorcycles are also produced in Rayong. BMW motorcycles and scooters are also produced by the partner companies TVS Motor Company in Hosur (India) and Loncin Motor Co., Ltd in Chongqing (China). The BMW Group plants in Europe, South Africa, the USA and Mexico manufacture for the global market. Production of the all- electric MINI for the global market also began at the Spotlight joint venture plant in China in November 2023. The BMW Bril- liance plants in China mainly manufacture for the local market. The BMW Group plants in Araquari (Brazil), Rayong (Thailand) and Chennai (India) primarily serve their respective regional mar- kets and produce BMW and MINI brand models. The same ap- plies to the BMW Group's automotive partner plants in Jakarta (Indonesia), Cairo (Egypt), Kulim (Malaysia) and Chu Lai (Vi- etnam). The Group also awards contracts for the series produc- tion of automobiles and motorcycles to external partners (con- tract manufacturers). During the period under report, Magna Steyr Fahrzeugtechnik produced both the BMW 5 Series Sedan (up to May 2023) and the BMW Z41 in Graz (Austria). VDL Ned- car2 in Born (the Netherlands) has continued to produce the MINI Convertible and the MINI Countryman until the beginning of 2024. Production sites in key markets USA Graz (Magna Steyr) Spartanburg BMW 1 Series, BMW 3 Series, BMW X1, BMW iX11, BMW X2, BMW i3 (extended-wheelbase version of BMW 3 Series), BEV Rolls-Royce Cullinan', Dawn', Ghost¹, Phantom', Wraith¹, Spectre¹ UK BEV, PHEV BEV Electrification portfolio BMW 4 Series, BMW 5 Series, BMW i5¹, BMW 6 Series, BMW 7 Series, BMW i7¹, BMW 8 Series, BMW M, BMW iX1 BMW 2 Series, BMW 3 Series, BMW 5 Series, BMW 6 Series, BMW 7 Series, BMW X1, BMW X3, BMW X5, BMW X7, MINI Countryman Germany Brazil Germany Germany Rayong Oxford Manaus Munich Goodwood (Rolls-Royce Manufacturing) Leipzig Dingolfing Chennai Berlin Araquari India BMW 1 Series, BMW 2 Series, MINI Countryman BMW motorcycles PHEV UK China Shenyang (Tiexi)³ BEV, PHEV BMW 5 Series, BMW X3, BMW iX31, BMW X5 China Shenyang (Dadong) PHEV BMW 2 Series, BMW 3 Series, BMW M Mexico San Luis Potosí BMW X3 South Africa BMW 1 Series, BMW X1, BMW iX11, BMW X2, BMW iX21 BEV, PHEV Germany PHEV Thailand BEV BEV, PHEV BMW 3 Series, BMW 4 Series, BMW ¡41, BMW M MINI, MINI Clubman, MINI Cooper SE¹ BEV 1 Efficiency indicator calculated on the basis of Scope 1 and Scope 2 carbon emissions (market- based method according to GHG Protocol Scope 2 guidance; mainly based on the use of emis- sion factors for electricity, district heating and fuels of the VDA, each in the most current valid ver- sion: 12/2023) and occasionally using local emissions factors; excluding climate-impacting gases other than carbon dioxide from vehicle production (BMW Group plants including Motorcycle, but excluding partner plants and contract manufacturing), as well as BMW Group non-manufacturing sites (e.g. research centres, sales centres, offices) divided by the number of vehicles produced (BMW Group plants and partner plants, but excluding contract manufacturing). Glossary. 2 Using the market-based method in accordance with the GHG Protocol Scope 2 guidance. An expanded, customer-friendly charging infrastructure will pave the way for the rapid and widespread use of electric mobility. With the adoption of the Alternative Fuels Infrastructure Regulation (AFIR) in 2023, the EU resolved to set up a basic network of both electric charging stations and hydrogen filling stations by the end of 2030. From the BMW Group's point of view, this is a first key step towards providing a customer-friendly charging infrastruc- ture. The BMW Group remains committed to achieving standard- ised framework conditions and encourages offers that enable customer-friendly charging on a broad basis. An expanded, cus- tomer-friendly charging infrastructure will pave the way for the rapid and widespread use of electric mobility. The BMW Group aims to actively promote decarbonisation in its own supply chain and reduce carbon emissions along the entire value chain. For this reason, one of our sourcing criteria requires that suppliers commit to undertaking decarbonisation measures. We specifically enable our suppliers with online training via the BMW Group Partner Academy and additionally provide face-to- face formats for partner workshops at the BMW Group plant in Landshut (Germany) as well as other locations. GRI Index: 3-3 In 2023, a total of 1,200 young people started an apprenticeship or dual study programme at BMW AG (2022: 1,200). The same number of vocational training and study places were advertised for the coming year. In the reporting year, the apprenticeships on offer were expanded to include dual study programmes in Cyber Security and Environmental Protection. BMW AG continues to of- fer its apprentices and dual study students permanent employ- ment at the BMW plants and headquarters after they have com- pleted their vocational training. 7 GRI Index: 401-1 Specifically, we offer young people approximately 30 apprentice- ships and 20 dual study programmes at 20 training locations and 20 branches worldwide, in order to prepare them for their future career at the BMW Group. The focus is on the future topics of electrification, digitalisation, automation and sustainability. The total number of apprentices, dual study students and partici- pants in the young talent programmes² rose solidly to 5,007³ during the reporting year (2022: 4,690/+6.8%). In 2023, the training cohort started at the new production site in Debrecen in Hungary. The BMW Group has now established the successful model of dual vocational training and instruction in nine countries outside of Germany. We promote cross-location networking through the MOVE exchange programme. Apprentices and dual students are given the opportunity to gain practical experience both in Germany and abroad. The BMW Group offers a comprehensive programme with a va- riety of entry opportunities to attract and promote young talent and ensure the development of skills within the BMW Group. The basis for this is the vocational training approach that has grown over the years, the opportunities to pursue a dual study pro- gramme and other student development programmes.]] The BMW Group's preventive measures continue to have an im- pact. In 2023, these also meant that the accident frequency rate remained at a low level of 2.0 (2022: 1.93). There were no fatal accidents during the reporting year (2022: no fatal accidents). 7 Further GRI Information, GRI -Index: 403-9 [[Accident frequency rate❝ 3.5 3.2 2.8 2.0 1.93 0 2019 2020 2021 2022 2023 ]] In addition to the wide range of vocational training options, the BMW Group also offers programmes for top talents: participants in the "ProMotion" doctoral programme go on to write their doc- toral dissertations in cooperation with the BMW Group and thus contribute valuable innovations to the Company. Our trainee pro- gramme AcceleratiON4 aims to prepare future managers for the tasks that await them in the future. Number 4,000 4,801 3.73 4.00 4.71 5.51 3.39 in % of workforce size Employee attrition rate BMW AG6 The BMW Group is one of the most attractive employers world- wide. A positive perception of the Company, challenging and fu- ture-oriented tasks, individual opportunities for personal devel- opment, attractive remuneration and additional benefits, and a modern working environment contribute to this.]] Occupational safety along the value chain Cooperation with contractual partners on safety-related aspects at the sites is regulated by way of a separate contractor declara- tion. At major BMW Group construction sites, all employees of partner companies receive safety briefings from BMW Group ex- perts. In the case of smaller orders, the contractor is responsible for the process of familiarisation. The commissioning specialist department monitors compliance with the occupational health and safety requirements, and is supported by the relevant spe- cialist department for occupational safety and ergonomics. [[Attractive employment conditions 2022 2021 2020 2019 5,007 4,517 4,690 4,672 2023 illi Suppliers to the BMW Group are obligated to comply with inter- nationally recognised occupational health and safety require- ments via the Purchasing Terms and Conditions.5 1 Occupational Health and Risk Management System. Sexual orientation and identity The BMW Group provides information about its commitment to these categories on our website. [[BMW AG employees by age group divided into functions and gender in % <30 years 30-50 years 2021 in total 9.8 59.9 > 50 years 30.3 2022 in total 10.8 59.8 29.4 2023 in total 11.3 60.0 Physical and mental ability Cultural background Age and experience Gender Our Company-wide concept for diversity, equal opportunities and inclusion forms the basis of our holistic commitment. The HR de- partment manages the content and implementation together with Diversity Officers and disciplinary managers. The concept contains aims and measures that focus on five key dimensions: 2 The calculation takes into account apprentices, interns, temporary staff, doctoral students, long- term sick-leave and people on sabbatical. 3 Previous year's value adjusted due to a correction in working hours. 4 Number of workplace accidents resulting in at least 1 lost day per million working hours. 5 Management systems in accordance with ISO 45001 and derived from the International Labour Organization (ILO) or United Nations Global Compact (UNGC). 120 BMW Group Report 2023 To Our Stakeholders Combined Management Report Employees and Society Group Financial Statements Responsibility Statement and Auditor's Report 7 GRI Index: 403-7]] Remuneration Report ← = Q DIVERSITY, EQUAL OPPORTUNITY AND INCLUSION [[An appreciative, unprejudiced and inclusive working environment for all employees is a fundamental prerequisite for successful collaboration at the BMW Group. People from over 110 nations bring different perspectives, experiences and competencies to their daily work at the BMW Group, thereby strengthening the Company's innovative power and competitive ability. Key princi- ples such as protection against discrimination, equal treatment of all employees and respect at all times are firmly embedded in the BMW Group Code of Conduct and the BMW Group Code of Human Rights and Working Conditions. Equal opportunities at the BMW Group are also expressed in a remuneration system that is designed to be independent of gen- der, religious denomination, origin, age, disability, sexual orien- tation or country-specific characteristics. In the reporting year, BMW AG was the first German company to be certified as a Fair Pay Leader by the Fair Pay Innovation Lab (FPI). The certifica- tion is evidence that BMW AG's remuneration structures are ef- fective in ensuring equal salaries between women and men. This is supported by annual, science-based equal pay analyses, a practice which the BMW Group also aims to expand to interna- tional locations in the future. GRI Index: 405-2 All employees can contact their managers, the relevant specialist departments, the HR department, the Works council and the rep- resentative body for employees with disabilities with concerns relating to diversity, equal opportunities and inclusion. The BMW Group SpeakUP Line is a telephone service available in over 30 lan- guages that gives employees worldwide the opportunity to report possible violations both anonymously and confidentially. Compliance and Whistleblower Systems Controls Employees in Ger- many also have access to the "Zero Tolerance" hotline, a free, anonymous and professional advice centre for discrimination, bullying and sexual harassment in the workplace. 7 GRI Index: 406-1 Promoting diversity Other Information 28.7 0 2020 2021 2020 2019 2.0 أنني 3.8 4.2 3.4 3.4 3.7 in % [[Sickness rate BMW AG* Nevertheless, we aim to reduce this level, for example, with tar- geted measures in accordance with our "Attendance Manage- ment Works Agreement" (BAM) and the relevant health manage- ment initiatives. BAM is a service provided by the BMW Group to promote the health of employees and increase their attendance. Health-preserving and health-promoting measures and offers from the Company are also suggested to employees. The dis- cussions are conducted by managers regularly or as needed. 7 GRI Index: 403-10]] sickness rate in Germany remained at a high level until the mid- dle of 2023 and normalised over the course of the year. One of the ways in which the Company measures the success of health management is by its sickness rate, which at 3.8% at BMW AG was below the previous year (2022: 4.2%). The It is important to the BMW Group that all employees have access to the Company's own health services. In Germany, these ser- vices focus on providing acute care to employees and temporary employees during working times. At some locations such as South Africa, Thailand, India and Mexico - health management also involves the provision of basic healthcare. The BMW Group's occupational physicians advise employees on in- dividual preventive measures on request. They also help to or- ganise the respective working environment in such a way that health and performance can be maintained over the long term. The provision of occupational healthcare and medical advice helps to prevent work-related health problems at an early stage and avoid accidents at work. GRI Index: 3-3, 401-2, 403-3, 403-6 - 2022 2023 * Number of hours of absence due to paid sick leave divided by the contractually agreed number of working hours. 119 Carbon emissions in the supply chain Accident frequency at a low level The BMW Group ensures the quality of its processes by means of annual internal audits. Audits and certifications of sites are conducted by external service providers. All necessary audits were again successfully performed in 2023. The results and re- sulting measures are made available to all BMW Group locations. 7 GRI Index: 403-2, 403-7 The BMW Group regularly assesses all methods and instru- ments used within the Company. The results of the assessments are subsequently used to enhance internal norms. The Works Council and, if necessary, the representatives of severely disa- bled employees and HR management are involved. The BMW Group conducts comprehensive risk and stress ana- lyses in order to identify potential work-related risks in both pro- duction and office workplaces. With the Digital Workplace Stress Management (DWSM) project - a fully automated ergonomics assessment - the BMW Group continues to set standards in the automotive industry. Over the last two years, ergonomics spe- cialists from the BMW Group have been training employees in the use of DWSM at all assembly locations in Germany. Prepa- rations have also been made at the locations in Mexico, the UK, the USA and South Africa for the implementation of DWSM. Recognising and avoiding risks The BMW Group has set the goal of obtaining certification to one of the aforementioned international standards for all of its plants by 2025. Employer and employee representatives work together at nearly all locations to bring about a continual improvement in health and safety standards. GRI Index: 403-1, 403-4, 403-8 The BMW Group follows the globally recognised ISO 45001 standard for occupational health and safety. Occupational health and safety management systems are in place at all production sites, and 29 of the 32 plants are certified in accordance with this standard or OHRIS¹, which is based on ISO 45001. This means that 99.80% (2022: 99.79%) of employees and 100% (2022: 99.98%) of temporary employees at BMW Group plants work at a site covered by an international occupational health and safety management system. The BMW Group plant in Manaus (Brazil, certification planned for 2024), the contract manufacturing facil- ities in Born (the Netherlands, production will end in 2024) and the jointly managed Spotlight plant in Zhangjiagang (certification planned for 2024) are not currently certified. To help promote a balanced diet, BMW AG runs company can- teens in Germany. We focus on regional and sustainably pro- duced food. The sustainability criteria used in supplier audits in- clude sustainable water management during production, the use of renewable energy and compliance with product-group-spe- cific regulations. Since 2023, the "Sustainable Catering" guide- lines have also been in place at most international locations, aimed at further improving the environmental impact of BMW's catering services. Certified occupational health and safety management system [[Regular training for employees ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Employees and Society To Our Stakeholders BMW Group Report 2023 BMW Group employees at all locations are trained in occupa- tional health and safety as part of qualification programmes. The necessary qualification requirements for occupational safety are determined in coordination with the specialist department for oc- cupational safety and ergonomics. The seminar curriculum is drawn up in collaboration with safety specialists, Company doc- tors and the BMW Group Academy. 2019 We use regular action days, dialogue events and training courses to inform our employees and raise awareness of current health- related topics such as nutrition, exercise and fitness, behavioural ergonomics and cancer prevention. Responsibility for the topics of health and occupational safety is enshrined in the Work Environment, Group Safety and Group Data Protection division. 7 GRI Index: 403-1 ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Combined Management Report Employees and Society BMW Group Report 2023 To Our Stakeholders 117 6 Departures of employees with permanent employment contracts. 5 Since 2022 including BMW Brilliance. 4 The trainee programme was launched in April 2023 under its new name "AcceleratiON" (formerly the Global Leader Development Programme, GLDP). 3 Including the BMW Group plant in Debrecen, Hungary, for the first time in 2023. 2 Includes the programmes "Speed Up" (an undergraduate programme) and "Fastlane" (a master's programme). These programmes vary by country, and are adapted to local market requirements and university curricula. 1 The key figure "Spending on employee training and development" includes the BMW Group's in- vestments in vocational training, instruction and further education (for definition see Glossary), limited to consolidated BMW Group subsidiaries. 2023 2022 2021 [[In terms of total remuneration, we aim to ensure that our em- ployees earn above average for the respective labour market. To confirm this, we conduct remuneration studies each year on a worldwide basis. The BMW Group also consistently applies the principles of performance-related compensation. The total salary package consists of a monthly remuneration and a variable com- ponent dependent on the Company's overall performance. We also offer additional benefits such as Company pension schemes and an attractive range of mobility benefits, including subsidised tickets for local public transport. For example, the BMW Group subsidises the purchase of the "Deutschlandticket" for the ma- jority of its scale-wage employees in Germany. Apprentices and dual study students receive the ticket free of charge. 7 GRI Index: 2-21, 401-1, 401-2 The BMW Group offers its employees an individual scope of free- dom to organise their work and their working hours. The tools used include flexible working times, remote work, additional leave with corresponding reductions in pay, sabbaticals, and temporary or permanent part-time solutions. Further GRI information As part of our "ConnectedWorks" initiative, we ad- vanced the methodological, technical and spatial foundations for flexible and collaborative work in the reporting year. Involving employees The employees of the BMW Group are one of the most important stakeholder groups for the Company, and are actively involved in shaping the future direction of the Company. Dialogue with Stakeholders The use of management systems and certifications (e.g. Occu- pational Health and Safety Assessment Series, OHSAS 18001) is aimed at continuously developing internal guidelines for occu- pational safety and the ergonomic design of the workplace. measures. The BMW Group also applies additional safety standards that go beyond the legal obligations. The digital safety and ergonomic risk analysis (SERA) records threats and sources of stress for production workplaces and production-related areas worldwide. The SERA takes into account the stricter US regulations and re- quirements in addition to the German legal regulations. In pro- duction, the use of laser scanners for presence monitoring in small robot cells serves as another example of increased safety [[The health and performance of people employed by the BMW Group enjoys top priority. The different activities at the op- erating sites result in extensive requirements for occupational health and safety. The Company is committed to complying with applicable occupational health and safety laws worldwide. The right to health and safety in the workplace is also enshrined in the BMW Group's Code on Human Rights and Working Conditions. HEALTH AND PERFORMANCE ← = Q Other Information Remuneration Report Health management on a holistic basis The BMW Group bundles all measures to maintain health and performance in the "Health Initiative". In the reporting year, the focus of health management was on psychological and mental health. We discussed various mental health topics in expert pan- els in the new "Health Talks" format. Our "Health and Leader- ship" programme also focuses on managers' responsibility for the mental health of our employees. Group Financial Statements Responsibility Statement and Auditor's Report To Our Stakeholders BMW Group Report 2023 118 *All BMW Group employees on permanent contracts at 1 August 2023 were surveyed. In 2023, this included the employees of BMW Brilliance Automotive Ltd. for the first time. Also, in 2023, highly regarded employer ratings once again ranked the BMW Group as one of the world's most attractive employers: the BMW Group again achieved the top spot in the Trendence Profession- als Barometer for Germany in 2023 for the 12th time in a row. In the current ranking of the World's Most Attractive Employers 2023 of the study provider Universum, the BMW Group moved up to third place worldwide among prospective engineers, directly behind the technol- ogy companies Google and Microsoft. The BMW Group is one of the top 15 employers globally among students in the fields of IT and business. Excellent results in employer rankings Employees also have a central opportunity to participate through idea management, which allows employees to contribute ideas outside of their area of responsibility. If the proposals have a pos- itive impact on the BMW Group in terms of efficiency or sustain- ability, they will be honoured accordingly. In 2023, numerous employees submitted a total of 5,470 ideas (2022: 5,028). At the same time, a total of 1,267 ideas (2022: 1,188) were imple- mented, resulting in first-year benefits totalling € 52.0 million (2022: € 20.5 million). More than a fifth of these had their pri- mary impact in the area of sustainability. GRI Index: 2-29]] The BMW Group measures the general mood in the workforce and the performance of the organisation every two years as part of a Company-wide employee survey*. This is measured using the "High Performance Organisation Index" (HPO-I). In the sur- vey in autumn 2023, the participation rate was higher than ever before at 84%. At the same time, the HPO-I improved again when compared to the last survey in 2021. 88% of the workforce would recommend the BMW Group as an employer. 86% of em- ployees were convinced by the strategy of integrating sustain- ability and setting ambitious targets in this respect. They also signalled a high level of willingness and motivation to play an ac- tive role in this process, This contributes significantly to the fact that approximately 85% of respondents are optimistic about the future of the BMW Group. The topic of Compliance also scores well among the workforce, with 88% approval. Despite progress compared to the last survey, employees identified room for im- provement in the optimisation of processes. The results of the survey will form the basis for concrete measures that are sched- uled for implementation by mid-2024. Combined Management Report Employees and Society direct¹ Apprentices and participants in future talent programmes 54.6 In order to avoid cyber risks and deal effectively with an increas- ing number of supplier-related incidents, the BMW Group contin- ues to rely on supplier certification in accordance with the TISAX automotive standard. When it comes to purchasing materials both directly and indirectly, TISAX is an integral part of the pro- curement process and an inherent component of contracts with suppliers that meet the specific relevance criteria. The initiative for joint IT security analyses and the regular exchange of infor- mation via a B2B portal also enable us to make the supplier net- work more resilient.]] 112 BMW Group Report 2023 To Our Stakeholders Combined Management Report Production and Supplier Network Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q [[An increasing number of training courses and informational events are being organised both internally and externally to raise awareness of the rapidly growing level of cyber risk. Raw materials security and strategy The volatile situation on energy and raw materials markets had a major impact on purchasing over the course of 2023. The long- term supply of critical raw materials required for electric mobility remains a strategic challenge. Measures taken by the BMW Group to increase supply security and promote the pro- curement of raw materials from responsible sources include, among other things, sourcing lithium and cobalt directly. Further- more, the BMW Group analyses the development of raw materi- als prices and hedges against price fluctuations - provided the capital market offers the opportunity to do so. 7 Raw materials price risks and opportunities For the BMW Group, the responsible procurement of raw mate- rials is the result of a holistic approach that takes economic, eco- logical and social aspects equally into account. Our commitment to upholding environmental and social standards as well as hu- man rights throughout our raw materials supply chains is set out in, among other places, the 7 BMW Group Supplier Code of Conduct in which we oblige our Tier 1 suppliers to pass on our requirements to their upstream sub-suppliers. There are also raw-materials- specific statements such as the High Level Commitment for sustainable natural rubber. Annual risk analyses form the basis for implementing raw-mate- rials-related preventive and remedial measures to reduce envi- ronmental and human rights risks. Key levers in this respect are to forgo, substitute or reduce the use of primary raw materials that entail a high level of risk. The BMW Group's secondary raw materials strategy is of vital significance in this context: > Circular economy, resource efficiency and renewable energy. We also focus in par- ticular on collaborating closely with our partners in the supplier network as well as in multistakeholder initiatives and projects. We use scientific findings to gain an even better understanding of the extraction processes of raw materials and take them into account accordingly when analysing the level of risk. 7 Lithium Study Among other things, the BMW Group focuses on the conflict min- erals tin, tantalum, tungsten and gold (3TG) and uses standard- ised tools of the Responsible Minerals Initiative (RMI) to trace raw materials back to the smelter. We use existing certifications for other raw materials. The BMW Group is also involved in develop- ing certified standards for critical stages of the value chain, for example as part of the Initiative for Responsible Mining Assur- ance (IRMA), and is engaged in their implementation by suppli- ers. Further details and raw materials profiles are available 7 online. SASB Index Moreover, the BMW Group has set itself the goal of generating a positive impact for selected raw materials through our involve- ment in local development projects. This currently applies to the raw materials lithium, mica, cobalt and natural rubber. Purchasing battery cells An interconnected risk management system is fundamental for managing the supplier network. It takes preventative action when nominating suppliers, while also reacting quickly in order to iden- tify and analyse impending supply bottlenecks. The BMW Group's RiskHub analyses information from external, pub- lic-ly available data sources with regard to potential risks such as natural disasters or financial risks. We also employ state-of-the- art methods derived from the fields of Al and big data analytics. For selected topics such as the reliable supply of semiconductor components, we also take the locations of sub-suppliers into ac- count when assessing overall risk. Eastern Europe 19.4 Risk management in purchasing *Direct and indirect purchasing. Procuring high-quality components at competitive prices Recognising innovative solutions at an early stage Further digitalising processes within the supplier network Integrating social and ecological standards within the supplier network Supply security The year 2023 was characterised by improved supply chain sta- bility on the one hand, but also by rising material prices driven by rampant worldwide inflation on the other. The latter resulted in higher costs for the BMW Group, primarily for raw materials, semiconductors, energy and transportation. The overall supply situation also remained challenging in 2023. The supply situa- tion for semiconductors in particular will remain challenging for certain technologies in the current financial year. 7 Outlook, Risks and Opportunities Natural disasters pose an additional risk. Extensive flooding in Slovenia led to delivery difficulties during the year under report. The prospect of climate change and the increasing number of extreme weather events are likely to make planning more difficult going forward. However, the BMW Group is able to mitigate the effects of these unexpected events through its flexible supply network and thus largely ensure its ability to deliver vehicles. To lessen the impact of the war in Ukraine on its European plants, since 2022 extensive measures have been in place, and therefore continues to source components from western Ukraine. At the same time, our partners have established additional pro- duction sites outside Ukraine. As a result of these various measures the supply of wiring harnesses to our plants has largely returned to normal. The situation is, however, being mon- itored continually. Expanding resilient supply chains During the year under report, the BMW Group was generally able to rely on the stability of its supply chains, despite the problems caused by geopolitical crises and the availability of critical raw materials. Price increases on global markets also tended to in- tensify the tense purchasing situation. The BMW Group RiskHub plays a key role in making our global supply chains more resilient. For example, it helps to identify risks at an earlier stage through the use of artificial intelligence (AI). We see the development of the Catena-X digital ecosystem as the key to standardised data transfers throughout our supplier network. As of 2025, the BMW Group plans to deploy a new generation of battery cells. Against this backdrop, we have concluded contracts with our partners that guarantee us annual production capacities in Europe, China and the USA. We are strategically establishing supply chains for battery cells close to our production sites, thereby underpinning the "local for local" approach. During the year under report, we entered into a new partnership in North America to make the battery cell supply chain more resilient. The BMW Group follows the principle of procuring vehicle com- ponents close to its production sites, wherever possible. We are therefore represented by local purchasing teams in all key mar- kets in order to quickly identify local risks and opportunities and respond flexibly to the respective market conditions. In the face of geostrategic aspects, a resilient strategy for the Group's sup- ply chains is also becoming increasingly important and the BMW Group takes this fact increasingly into account when se- lecting its partners. in % China 17.4 Other 3.3 Other Western Europe 11.9 Total 96.1 Mrd. € Germany 32.5 North America 15.5 Regional distribution of the BMW Group's purchased volumes* Ensuring security of supply to the production plants Expanding resilient supply chains within a highly challenging geopolitical environment To strengthen this resilience even further, we plan to anchor the upstream value chain for critical components in the respective re- gions while accounting for geopolitical risks and economic effi- ciency. Through this, the BMW Group also aims to improve its resilience in the face of external events while reducing its de- pendence on geopolitical factors and its exposure to related risks. In-house production as a strategic competitive advantage The BMW Group regularly examines its range of products in terms of their profitability and strategic significance. The main fo- cus is being directed at electric mobility, digitalisation and sus- tainability. In these key areas of transformation, the BMW Group is expanding its in-house expertise on a targeted and long-term basis on matters relating to strategically important components. At the same time, in-house production aims to improve both se- curity of supply and the ability to innovate. The benefits of this approach have already been seen, for example, with the control unit of the high-voltage storage system and scopes of the electric drive equipment. At the same time, we are looking to strengthen our process competencies in technologies relevant for quality management and enablement within the supplier network. Risk analysis The BMW Group monitors and assesses the sustainability risks in its supplier network in business relationships at both potential and active supplier locations. In order to identify and assess ab- stract environmental and human rights risks, various internal and external data sources such as country- and product-group-spe- cific indicators as well as media analyses at Group and location level are drawn upon. The BMW Group uses standardised sus- tainability surveys and commissions external on-site audits (as- sessments) to conduct in-depth risk analyses for its Tier 1 sup- pliers. Supply chain mapping forms the basis for analysing risks at n-Tier suppliers. The BMW Group continuously endeavours to increase transparency along the entire supply chain. 7 GRI Index: 2-24, 308-1,414-1 Prevention and remediation Prior to signing a contract with the BMW Group, if any risks are identified in the course of the specific risk analysis, our suppliers are required to implement or expand the necessary preventive or remediation and control measures by an agreed target date. Our suppliers are also required to request these from their subcon- tractors based on their respective risks. The measures, which are queried, validated and evaluated as part of the sourcing process using the industry-wide questionnaire from Drive Sustainability, serve to minimise potential risks or eliminate existing deficien- cies. Further GRI information, ▾ Sustainability assessment of relevant supplier locations This online assessment is performed for suppliers of production-related goods and services with a contract volume over a certain threshold. Different modules are used depending on the size of the company being assessed. Implementation must be successfully completed prior to the start of production. For suppliers of non-production-related goods and services, this procedure is also carried out depending on country- and product- group-specific risks. The extent of the preventive measures is based on the potential risks, the nature and scope of the busi- ness activity and the size of the supplier. In addition, we offer training courses on sustainability in the supply chain, some of which are mandatory for internal purchasers. These trainings also address process partners and suppliers on a voluntary ba- sis. The BMW Group has put additional control mechanisms in place for suppliers in high-risk regions or high-risk product groups. Key instruments in this respect are audits of environmental and social standards at supplier locations using cross-industry assessment programmes provided by the Responsible Business Alliance (RBA) and the Responsible Supply Chain Initiative (RSCI) of the VDA. The BMW Group reviewed a total of 95 potential and active supplier locations using this method during the reporting year (2022:49). The BMW Group has set itself the goal that all Tier 1 supplier sites that have been assessed meet the locally applica- ble statutory requirements for sustainability as well as interna- tional human rights standards (BMW Group minimum require- ments). In 2023, 17 of the 19 closure assessments confirmed that all cases of non-compliance with minimum requirements (priority non-conformities) that were identified in initial ]] 114 BMW Group Report 2023 To Our Stakeholders Combined Management Report Production and Supplier Network Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q [[assessments had been redressed. In two cases, the closure as- sessment carried out was not immediately able to confirm that the agreed measures had been implemented. However, together with the suppliers the BMW Group has now implemented these measures, which will be reviewed by means of a new assess- ment in 2024. GRI Index: 2-24, 308-2,414-2 Effectiveness and complaint mechanisms Information on possible violations of the BMW Group's sustaina- bility requirements in the supplier network can be submitted via the BMW Group Human Rights Contact Supply Chain, among other options. We also use the standardised RBA Voices com- plaint mechanism as a complementary measure. Moreover, whistle-blower systems are in place to detect and report possible statutory violations. Our aim is to ensure that all substantiated reports of environmental or human rights violations are rectified by agreeing on remediation measures. Further information on whistle-blower systems at the BMW Group can be found in the chapter Compliance and Human Rights and on the website. If necessary, the BMW Group temporarily suspends a given busi- ness relationship during efforts to mitigate the detected risk. However, the business relationship will only be terminated if no other effective means are available and we are unable to further leverage our ability to exert influence. We endeavour to avoid this latter situation by carefully selecting our suppliers and empower- ing and working with them to improve their sustainability perfor- mance. No existing supplier relationships needed to be termi- nated due to serious sustainability violations during the year un- der report. GRI Index: 2-24, 3-3, 308-1, 414-1 Our corporate responsibility for environmental and social stand- ards in the supply chain is institutionalised as part of a multi- stage due diligence process. We mainly use standardised control procedures to carry out the due diligence obligations incorpo- rated in our business processes. The BMW Group also cooper- ates with initiatives and associations such as the Responsible Business Alliance (RBA) and Drive Sustainability. In this context, we follow the guidelines developed by the German Automotive Industry Dialogue. We also remain committed to establishing an industry-wide complaints mechanism, among other things. Due diligence in the supplier network The BMW Group's overarching approach to respecting human rights and upholding social standards along the entire value chain is provided in the chapter on 7 Compliance and Human Rights. The BMW Group views responsible supply chain management as an integral part of good corporate governance The develop- ment of established processes was continued throughout the year under report. The BMW Group's requirements and the ex- pectations it places on its suppliers are set out in the 7 BMW Group Supplier Code of Conduct and contractually enshrined as an integral part of the BMW Group's Terms and Conditions of Purchase. 7 GRI Index: 2-23, 3-3, 407-1, 408-1 Quality assurance Quality is a promise we make to our customers as well as a de- cisive competitive advantage and an essential factor for the en- during success of the BMW Group. The quality management sys- tem is the basis for continuously improving the quality of our products, processes and services. It consists of an intercon- nected, comprehensive system that encompasses the entire product development process, industrialisation and series pro- duction with respect to both in-house production and the supplier network. The various steps are supported based on need by our teams of quality experts when necessary. The ultimate aim is to ensure - both preventatively and systematically - that all quality requirements are met at all times. Innovations Collaboration with technology partners and the establishment of new networks enables us to implement innovations in our vehi- cles within a very short time. In this context, we work closely with the BMW Startup Garage and BMW i Ventures. The specialist teams cooperate in technology clusters to sharpen the focus on innovation screening, which is implemented through strategic supplier dialogue formats (Future Vision Deep Dive) and other means. Findings from the supplier network are systemati- cally processed within the technology clusters.]] 113 BMW Group Report 2023 To Our Stakeholders Secondary raw materials will be increasingly deployed to cover the BMW Group's cobalt, lithium and nickel requirements, to- gether with purchased green electricity for the latest generation of battery cells. Contracts and framework agreements have al- ready been concluded with suppliers to this end. This will help further reduce our carbon footprint from the new battery cell in the supply chain compared to the previous generation. 7 Carbon emissions in the supply chain Combined Management Report Production and Supplier Network Remuneration Report Other Information ← = Q [[Digitalisation in the supply chain For the BMW Group, a digital flow of information throughout the supply chain is an essential prerequisite for establishing more re- silient and flexible supply chain management. Catena-X is the pioneering initiative within the automotive indus- try for digitalising the supply and value chains between automo- bile manufacturers, suppliers, sub-suppliers and, in the future, recycling companies. The digital platform enables partners within value chains to tackle key challenges facing the industry, such as enhancing resilience, meeting sustainability goals and regulatory matters through digital collaboration. After two years of development work, including a significant contribution from the BMW Group as consortium leader, a beta test phase was suc- cessfully conducted in 2023. Among other things, pilot projects were carried out in conjunction with BMW component produc- tion, providing valuable insights that will serve to promote inno- vative data processing methods in a production environment. Catena-X has been in the rollout phase since October 2023. The BMW Group is focusing mainly on component traceability along multistage supply chains, cooperative root cause analysis to combat any potential quality problems and the collection of carbon-emissions-related data in the supply chains. In 2024, ef- forts will be scaled up with suppliers with the aim of further im- plementing and developing additional "use cases" as well as scaling these for strategic relevant components through the in- dustry network. Another key advancement is the provision of dig- ital product passports, which contain product-specific data for components such as batteries or even for entire vehicles. Based on information from the n-tier supply chain via Catena-X, data are available in particular regarding origin, material composition and recycling. 14.4 Group Financial Statements Responsibility Statement and Auditor's Report When it comes to purchasing and the supplier network, the main focus areas are: Social and environmental responsibility [[Supply chains and supplier network 2021 2020 2019 200 469 389 416 279 370 in € million Spending on employee training and development¹ ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Combined Management Report Employees and Society 2022 2023 [[Recruiting and supporting new staff 3 Abbreviation for all sexual orientations and forms of identity. 30.9 The BMW Group's Purchasing and Supplier Network is respon- sible for the global procurement and quality assurance of produc- tion materials, raw materials, components, capital goods and services as well as the in-house production of vehicle compo- nents. indirect² 9.5 63.2 27.3 male 10.4 BMW Group Report 2023 To Our Stakeholders 59.2 female 15.6 20.3 The aim of diversity management is to anchor the importance of diversity in thought and action. A key component is web-based training against discrimination in the workplace. This training has been mandatory for all employees in Germany since 2023. From 2024, all BMW Group employees will be offered anti-discrimina- tion training. We have also introduced measures such as the 7 Senior Expert Programme and the Joint Leadership Programme, which were used with increasing frequency in 2023. The BMW Group also commissioned an external analysis of its existing commitments, with a focus on the dimensions of sexual orienta- tion and identity. This took place within the framework of our membership with "PROUT AT WORK", a leading foundation and consultancy in Germany focusing on LGBTIQ+3 issues in the workplace, aimed at promoting equality for individuals within the queer community. We will use this as the basis for specific measures in the next step. - The established "Diversity Week" was expanded in 2023 to be- come the international "Days of Diversity" for the first time. Throughout the year, numerous activities such as lectures, workshops and interactive events for employees - took place at our locations worldwide, including special events on International Women's Day and the International Days of Cultural Diversity and Tolerance. In the reporting year, we also implemented measures that were adopted in 2022 as part of the revised ver- sion of BMW AG's general operating and inclusion agreement for employees with disabilities. Examples of this include our require- ments for barrier-free access in the areas of Manufacture and IT. As in previous years, BMW AG in Germany awarded contracts amounting to around € 42.7 million (2022: € 41.1 million) in 2023 to workshops staffed by people with disabilities.]] 1 Direct: Clock-controlled and production employees. 2 Indirect: All employees not engaged in clock-controlled work. 30.4 116 64.0 The progress of our Company-wide qualification measures is also reflected in the number of participants* which, at around 1.4 million, was significantly higher than the previous year (2022: 1 million). The number of training hours per employee also in- creased in 2023 to an average of 23.7 hours (2022: 21.6). ▾ Further GRI information ]] Standing at a total of € 469 million, in- vestments in training and further education for employees were once again higher than the previous year (2022: € 416 million). 7 GRI Index: 404-1,404-2 To Our Stakeholders BMW Group Report 2023 115 2 In-house generation, direct purchase or Energy Attribute Certificates (e.g. guarantees of origin). 3 The procedure for determining the key figures is explained in the glossary. The methodology used to calculate carbon emissions in the supply chain and related to logistics changed in the 2023 re- porting year. Glossary. 1 The BMW Group includes measures that reduce carbon emissions, such as the use of green elec- tricity, the use of secondary raw materials, new manufacturing processes for raw materials, and product and material innovations such as biomaterials. Accordingly, compensation measures are not included. [[We continue to rely on the Carbon Disclosure Project (CDP) Sup- ply Chain Programme to assess the performance of the supply chain in terms of its decarbonisation. This helps suppliers to de- fine their decarbonisation targets, integrate these into their busi- ness processes and report on the actual reductions achieved. Their efforts are linked to a rating from which we derive measures for supplier development and empowerment. In 2023, 282 sup- pliers took part in the rating (84% of the production-relevant pur- chasing volume).]] current upward trend will reverse by 2026 at the latest thanks to the implementation of carbon-reducing measures. Furthermore, we continue to engage an external service provider to carry out annual reviews relating to decarbonisation measures in series production. In the course of 2023, the BMW Group re- viewed compliance with contractually agreed decarbonisation measures in the supply chain at 72 suppliers (2022: 23). As a result, the BMW Group reduced the volume of carbon emissions generated in the supply chain by around 1.7 million t CO₂e during the reporting period. In 2023, carbon emissions generated in the supply chain and via logistics on behalf of the BMW Group world- wide averaged 13.9 t CO₂e per vehicle produced (t CO₂e)³. As ex- pected, the gradual electrification of the fleet leads to a rise in emissions generated in the supply chain. We assume that the Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Employees and Society In 2023, the number of contractual agreements with suppliers that specified decarbonisation measures rose to 707 (2022: 468), Including those specifying the use of secondary raw mate- rials, biomaterials and carbon-reduced steel. In our view, how- ever, the use of green electricity has the greatest impact on de- carbonising the supply chain². Accordingly, the BMW Group specifies its use by direct suppliers (Tier 1) and for energy-inten- sive processes in the upstream supply chain (n-Tier) as a crite- rion for awarding new contracts to supply carbon-intensive com- ponents and materials. During the year under report, we con- cluded agreements of this kind for 676 contracts (2022: 343 contracts). In addition, since mid-2021 the BMW Group has con- cluded numerous framework agreements with suppliers regard- ing the use of green electricity.² In 2023, the BMW Group had 72 valid green electricity framework agreements in place with its largest suppliers (2022: 46). During the year under report, we developed an approach to review suppliers' concepts for the use of green electricity even prior to series production.]] Combined Management Report Production and Supplier Network Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information * The number of participants takes into account the fact that there are employees who attended several training events within the reporting year. ← = Q PURCHASING AND SUPPLIER NETWORK 111 Remuneration Report BMW Group Report 2023 To Our Stakeholders ATTRACTIVENESS AND EMPLOYEE DEVELOPMENT measures. In 2023, the BMW Group accelerated the comprehensive devel- opment of digital skills across the Company with the "Digital Boost" training campaign. Further training measures in the re- porting year also focused on the future-oriented fields of electrics and electronics, data analytics, artificial intelligence, innovative production technologies and new working methods. At 31 December 2023, the BMW Group employed a total work- force of 154,950 people worldwide. This represents a slight in- crease compared to the previous year (2022: 149,475/+3.7%). Further GRI information We are, therefore, continuing to build up employment, particularly in Development and IT, as well as in our global production network. GRI Index: 2-7, 2-8 [[ Sustainable employment with appealing general conditions is a cornerstone for individuals who decide to join the BMW Group. We aim to provide a stable outlook, fostering personal growth opportunities and empowering individuals to contribute to shap- ing the Company's future. This forms the basis for the BMW Group's long-term success when competing for talented profes- sionals.]] EMPLOYER EMPLOYEES AND SOCIETY GROUP BMW GROUP Unchen Developing expertise for the future [[The transformation shaping the automotive industry, particularly with regard to electrification and digitalisation, is associated with far-reaching changes. The BMW Group is adopting a forward- looking approach to the associated challenges facing its employ- ment structure, by systematically building up and transforming expertise. As part of our integrative "Just Transition" approach, we actively facilitate a socially responsible transformation of our employees through comprehensive qualification and training 120 Diversity, Equal Opportunity and Inclusion 118 Health and Performance Development 115 Employer Attractiveness and Employee EMPLOYEES AND SOCIETY ← = Q 122 Corporate Citizenship Other Information Responsible Leadership for sustainable development The BMW Group wants to support and bring together people who are committed to societal needs. The annual One Young World Summit represents an international networking oppor- tunity. The BMW Group has been sending a delegation of young managers to the global forum for sustainable development since 2016, including in 2023. Selected IIH organisations also had the opportunity to take part in the international event. [[As part of its social commitment, the BMW Group is committed to environmental, economic and social issues outside its core business. As such, we not only live up to our own aspirations but also the expectations of society and our stakeholders worldwide. The BMW Group aims to act in a targeted, long-term and effec- tive manner. We also provide quick and unbureaucratic assis- tance in the event of a crisis. We have defined four key topics that are reflected in our projects on the basis of our core business and skill sets: Inclusion for equal opportunities The BMW Group is a partner of the Intercultural Innovation Hub (IIH). This platform has emerged from our long-standing partnership with the UN Alliance of Civilizations and supports selected organ- isations around the world that are engaged in concrete projects promoting intercultural dialogue, peace and diversity, among other initiatives. For this purpose, they receive support for over a year in the form of expertise, networking opportunities and finan- cial resources. The currently funded projects were honoured at an event in Berlin in May 2023. We also contribute, for example, by supporting the 7 JOBLINGE programme. The initiative helps people with a difficult start in life to begin their professional lives. 1 The share of employees with severe disabilities is based on the statutory requirements in accord- ance with the German Social Code (SGB IX). the BMW Foundation Herbert Quandt expands our network with more than 2,300 Responsible Leaders from over 100 countries on all continents. As an important partner, the independent corporate foundation contributes with its activities to the perception of so- cial responsibility at the BMW Group. Education for future generations CORPORATE CITIZENSHIP The BMW Group has been supporting educational projects at its locations worldwide for many years. With BRIDGE. We are taking the next step with Educating young people for tomorrow, today - a global and long-term collaboration with UNICEF that started in 2023. The collaboration aims to qualify young people in Brazil, China, India, Mexico and South Africa for careers in the mathematical and technical fields, while also collecting donations for the education of children and adolescents in crisis areas within existing plat- forms, and with the involvement of international subsidiaries and stakeholders. The BMW Group is thereby making a long-term contribution to UNICEF's goal of reaching more than ten million children and adolescents through education. By undertaking this commitment, we are simultaneously implementing our corporate citizenship strategy at the local level, for example, through men- toring and internship opportunities directly at our locations. Culture and Sports for a united world To support young talent, the BMW Group awards full-time schol- arships for the Global Online Master in Business Administration (MBA) at the European School of Management and Technology (ESMT) Berlin as part of the BMW Group Change Maker Fellowships. In addition, ← = Q 122 Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Combined Management Report Employees and Society To Our Stakeholders BMW Group Report 2023 6 Excluding sales companies. training and instruction (MINT areas) was reported. 5 Up to and including the reporting year 2022, only the proportion of women in technical vocational "The trainee programme was launched in April 2023 under its new name "AcceleratiON". 3 For a definition of the term employee, please refer to the Glossary. The BMW Group supports numerous sports and cultural activi- ties worldwide. For example, the "Opera for All" initiative pro- vides free access to opera and classical music in Munich, Berlin, Melbourne and London. In the context of our sports sponsor- ships, we also contribute, for example, through the scholarship programme of the Evans Scholars Foundation in conjunction with the BMW Championships golf tournament. 2 For a definition of the term management positions, please refer to the Glossary. Other Information Valuing and supporting employee commitment The BMW Group promotes and encourages employees to sup- port social issues around the world in various ways through its SOCIAL DRIVE initiative. The first pillar is the annual BMW Group AWARD for social commitment, which has recognised the out- standing commitment of individual employees for 12 years. Of the ten finalists in 2023, four emerged as winners - one of whom also won the special Doppelfeld Foundation prize. The prize money of € 10,000 each will be used to fund the relevant charity projects. The second pillar is the SOCIAL DRIVE IT platform, which informs employees about specific support needs. The platform launched in Germany in 2022 and is currently being rolled out internationally. With our employees' help, we can also provide more comprehensive support for existing projects, for ex- ample through volunteer work and monetary donations. The third pillar is the SOCIAL DRIVE DAYS, which are intended to strengthen our employees' interest in social commitment. The growth rate in the USA is expected to slow to 1.8% in 2024. Higher interest rates are burdening companies and private households in that country as well, while continually low unem- ployment levels are supporting the economy. The BMW Group's expenditure within the strategic focus areas in 2023 totalled € 44.2 million (2022: € 38.7 million). This in- cludes donations for those affected by earthquakes in Turkey, Syria and China, as well as fires in Hawaii and the floods in Italy. Beyond financial support, the BMW Group also provides assis- tance in the form of knowledge transfer, networking opportuni- ties, projects to promote public infrastructure, and the engage- ment of its own workforce. We also generate additional societal impact through memberships in associations and institutions, the provision of vehicles, including for vocational schools, and participation in projects aimed at promoting more sustainable mobility in cities. Shaping the future of mobility In doing so, we aim International motorcycle markets in the total workforce The generally stable macroeconomic conditions should allow for slight growth on international automobile markets in 2024 (+3.9%). Growth is expected to be spread across many mar- kets, particularly the US and China. A higher global supply of new vehicles is, however, expected to give rise to increasing price competition, which will also have an effect on prices for pre- owned vehicles. International automobile markets The currencies of emerging countries such as India and Brazil may benefit from the monetary policies of the EU and USA sta- bilising in 2024. No further devaluations against the euro and US dollar are therefore expected at present. Low inflation in China could lead to a more expansionary mone- tary policy on the part of the central bank of China, potentially resulting in a depreciation of the renminbi against the euro. It is possible that Japan's highly expansionary monetary policy may come to an end in 2024. If it does, the yen would appreciate somewhat against the euro compared to its current very low level. It is expected that inflation in the US and in Europe will continue to fall, and the BMW Group therefore does not expect any further interest rate hikes from central banks. Accordingly, the US dollar is expected to move sideways against the euro in 2024, with the pound/euro exchange rate also expected to remain stable. won. Currencies of particular importance for the international opera- tions of the BMW Group are the Chinese renminbi, the British pound, the US dollar, the Japanese yen and the South Korean Currency markets and international interest rate environment The Japanese economy is expected to see slower growth in 2024 than in the previous year (+0.8%). Growth is expected to reach 4.6% in China, where continued up- heaval in the real estate sector and the resulting drop in con- sumer confidence are dampening expectations. A slight uptick in economic output (+0.4%) is forecast for the UK, where higher interest rates and continued higher inflation are slowing growth. Forecasts for the eurozone as a whole indicate slight growth (+0.6%). France (+0.7%), Italy (+0.5%) and Spain (+1.6%) are expected to meet or outstrip the average for the eurozone. Ger- many is expected to record at least a slight increase in economic output in 2024 (+0.3%), although the continued modest growth in the global economy is dampening the country's export econ- omy. The International Monetary Fund anticipates global growth of 3.1% in 2024. Geopolitical conflicts and the effects of tighter monetary policy in many countries will be the greatest burdens on the global economy in 2024. Higher interest rates are affect- ing consumer spending and investment, with a corresponding ef- fect on the economy. Further information on political and global economic risks is also available in the Risks and Opportunities sec- tion. Economic outlook The continuous forecasting process applied within the BMW Group ensures that it is constantly ready to take advantage of opportunities as they arise, but also to react appropriately to any unexpected risks. The principal Risks and Opportunities are de- scribed in detail in the section of the same name and concern all performance indicators. Actual outcomes may, however, deviate from the outlook due to unexpected events. The outlook and Risks and opportunities of the BMW Group pre- sented in this report reflect the expected development in 2024 from the perspective of Group management. In line with the Group's performance management, the outlook covers a period of one year. Short-term risks and opportunities are managed on the basis of a two-year assessment period. In addition, we report on medium- and long-term risks and opportunities arising in con- nection with climate change. OUTLOOK ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Outlook To Our Stakeholders BMW Group Report 2023 123 to contribute as corporate citizens and play our part in address- ing major future questions and challenges.]] Corporate citizenship with impact in management functions [[The BMW Group is also aware of the need to achieve a high per- centage of women in our future talents programmes. By doing so, we aim to ensure that the share of women in the total work- force and in management positions continues to rise in the fu- ture. The proportion remained high in the trainee programme Ac- celeratiON in 2023 at 41% (2022: 45%). The same applied to the student support programmes (Fastlane, SpeedUp), with a proportion of around 28% (2022: 31%). For our regular voca- tional training and instructions, the share of women at BMW AG in 2023 was 21.9%, and 22.1% in the BMW Group6. in management functions The BMW Group has set targets for the percentage share of women at all levels of the Company. By 2025, we aim to increase the share of women in the BMW Group workforce as a whole to between 20 and 22% and to between 17 to 19% for BMW AG. We aim to boost the share of women holding management posi- tions in the BMW Group to 22% by 2025, and to 20% for BMW AG. The BMW Group is working continuously to increase the share of women in the workforce as a whole, and in management func- tions, in particular. This remains a challenging task in that it is still the case that more men go through the process of vocational training, particularly in technical fields, and are, therefore, in the majority on the labour market. Increasing the share of women [[Our employees play a key role in ensuring that diversity, equal opportunity and inclusion are actively practised. To this end, many are involved and networked via internal networks. These include family and women's networks at numerous locations, and the BMW Group PRIDE association. This association advo- cates for the interests of the LGBTIQ+ community across coun- tries. The spirit of cooperation and dialogue with the internal net- works provides the BMW Group with important impetus and sup- port for the further development of its commitment.]] Concepts to promote diversity, equal opportunity and inclusion have also been developed by the BMW Group in relation to the composition of the Board of Management and Supervisory Board. Information on the stipulated diversity criteria and their implementation is provided in the Corporate Governance Statement. 7 GRI Index: 3-3, 405-1]] The share of women in the BMW Group workforce as a whole reached 19.2% (2022: 18.6%). For BMW AG, the share was 17.1% (2022: 16.5%). The share of women in management positions within the BMW Group has been rising steadily for many years. Globally, the share of female managers in the BMW Group stood at 20.8% at the end of the reporting year (2022: 20.2%). In the last ten years, the number of women in management positions in BMW AG has almost doubled. When expressed as a percentage, the share of female managers at BMW AG was 18.7% at the end of 2023 (2022: 18.2%). 7 Further GRI Information 2023 2022 2021 2020 2019 4.0 6.0 Share of women in management positions and in the total workforce (BMW AG)² 6.2 6.5 6.6 in % [[Share of employees with severe disabilities at BMW AG¹ ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Employees and Society To Our Stakeholders BMW Group Report 2023 121 The BMW Group expects the world's motorcycle markets in the 500 cc plus class to remain in line with the previous year overall in 2024. In Europe, market growth is also expected to be in line with last year's level, with a slight decrease forecast in the USA. Economic expectations will influence the motorcycle market in China, while the motorcycle market in Brazil is expected to re- main in a stable condition in 2024, as in the previous year. 6.5 in % 18.2 18.7 2023 2022 2021 2020 2019 2023 2022 2021 2020 2019 0 0 19.2 18.6 20.8 20.2 18.819.7 17.8 17.2 19.5 19.3 in % Share of women in management positions and in the total workforce (BMW Group)² 17.1 16.5 16.0 16.215.9 15.515.7 17.5 in the total workforce 124 Group Financial Statements Responsibility Statement and Auditor's Report Group Financial Statements Performance Management Risk Management Supervisory Board Internal and external audit 129 BMW Group Report 2023 To Our Stakeholders Combined Management Report Risks and Opportunities Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information Steering Committee ← = Q The impact of risks and opportunities is presented separately without offsetting against each other. Group-wide effects and trends can be identified by aggregating all material short-term risks at Group level. For this purpose, the potential earnings impact of the risks is aggregated, taking cor- relation effects into account. In order to assess the risk-bearing capacity of the BMW Group, the aggregated amount of risks is compared with the risk cover amount (the equity of the BMW Group recognised for accounting purposes). A limit system for various risks helps monitor the risk-bearing capacity. Reputational risks Quite apart from the financial consequences, risks can also have an impact on the BMW Group's reputation. For these purposes, the BMW Group assesses all material risks with regard to their impact on its reputation using a scoring model. Moreover, other overarching topics are monitored by means of regular media analysis. Any material reputational repercussions are described in the section Material Short-Term Risks and Opportunities. Climate-related risks Risks associated with climate change are presented in the sec- tion Climate-Related Risks and Opportunities. Climate-related risks are evaluated as physical and transitory risks in accordance with the recommendations of the Task Force on Climate-related Finan- cial Disclosures (TCFD). Transitory risks arise from the transition to a low-carbon economy and are evaluated with the help of cli- mate-related risk drivers and qualitative expert assessments. Physical risks arise due to climate change and are evaluated us- ing external data on potential natural hazards. Potential short- term impacts of climate change are already included in the short- term risks. All short-term risks are evaluated for their climate im- pact. If a risk is categorised as climate-relevant, the climate-re- lated portion of the risk is determined. The potential development of climate-related risks is evaluated for two reporting periods (medium-term until 2035 and long-term until 2050) and for three global warming scenarios. Non-financial risks as reported in the non-financial statement (NFS) Alongside the maintenance of a comprehensive system of risk management, sustainability constitutes a core strategic principle of the BMW Group. Risks resulting from sustainability issues are generally identified via the Group-wide risk management network. In accordance with § 289c of the German Commercial Code (HGB), risks that could have an impact on the non-financial as- pects referred to in the relevant legislation are reviewed as part of the reporting process. Material risks in this context are defined as those stemming from business activities, business relation- ships and products and services provided by the BMW Group that are highly likely to have a seriously adverse impact. No ma- terial non-financial risks were identified during the reporting year. Opportunity management Identifying opportunities is an integral part of the BMW Group's strategic planning process. The Group's range of products and services is continually reviewed on the basis of these analyses. The continuous monitoring of key business processes and strict cost controls are also essential factors for ensuring high levels of profitability and returns on capital employed. Risks are classified according to the risk amount (average earn- ings impact, taking into account the probability of occurrence). The earnings impact may be significantly higher if the risk actu- ally materialises (worst-case scenario, confidence level: 99%). The importance of short-term opportunities for the BMW Group is classified on a qualitative basis in the categories “material” and "immaterial". Probable measures aimed at increasing profitabil- ity are already incorporated in the outlook. Board of Management Short-term risks The aim of our risk management system (RMS) is to identify, measure and actively manage risks, both individual and cumula- tive, that could pose a threat to the success of the business. Risks and opportunities (including risks to reputation and cli- mate-related risks) are considered for the current and subse- quent financial year. Material Short-Term Risks and Opportunities In addition, medium-term and long-term risks and opportunities are also presented in connection with climate change. Climate- Related Risks and Opportunities Organisation of risk management Risk management is organised as a decentralised, Group-wide network and steered by a centralised risk management function. The various BMW Group divisions are represented by Network Representatives. We draw on the expertise of climate experts in order to evaluate climate-related risks and opportunities. The re- sponsibilities and tasks of the centralised risk management func- tion, Network Representatives and climate experts are docu- mented and accepted. All material risks are firstly presented for review to the Risk Management Steering Committee, which is chaired by Group Controlling. Any material risks are then re- ported to both the Board of Management and the Supervisory Board's Audit Committee. Other functions such as Group Compliance and the Internal Con- trol System (ICS) form key interfaces to the risk management system. In its capacity as an independent control body, Corporate Audit reviews the RMS established by the Board of Management on an annual basis. 128 BMW Group Report 2023 To Our Stakeholders Combined Management Report Risks and Opportunities Remuneration Report Other Information ← = Q According to our Group-wide guidelines, all employees and man- agers have a duty to report risks through the designated report- ing channels. The key elements of the risk management pro- cesses and an appropriate risk culture are embedded in the BMW Group's core values, the Group's extensive rules and reg- ulations on risk management and in its overall risk strategy. Fur- thermore, the BMW Group's risk management strategy is contin- ually being refined in order to reflect new findings and require- ments. Training programmes and informational events are reg- ularly conducted throughout the BMW Group, particularly within the risk management network. Risks relating to the current and subsequent financial year are shown in the section Material Short-Term Risks and Opportunities. These risks are evaluated using value-at-risk models and as- sessed on the basis of uniform loss distribution metrics, thereby enabling better comparability of risks for both internal and exter- nal reporting purposes. Risks are evaluated net of any effective risk mitigation measures (net basis). The risk management process is applicable across the entire Group and comprises the early identification, analysis and eval- uation of risks, the use of appropriate risk management tools and the monitoring and assessment of the measures taken. If no spe- cific reference is made, risks and opportunities relate to the Au- tomotive segment. Risk Management in the BMW Group Internal Control System Risk Management System Reporting/ Monitoring Appropriateness Identification Analysis and Evaluation Measures The BMW Group uses standardised, suitable methods for meas- uring all short-term risks, reputational risks and medium to long- term climate-related risks. Compliance Management System Effectiveness Risk Evaluation The foundation of BMW Group's business success lies in effec- tively managing risks and making use of any opportunities. This is based on an effective risk and opportunity management strat- egy, which puts us in a position to be able to react quickly and flexibly to changes in political, economic, environmental, social, technical or legal conditions. The general risk situation is regu- larly evaluated as part of this. Climate-related opportunities are identified progressively as part of the strategy development process and described in the section * Climate-Related Risks and Opportunities. BMW Group Report 2023 To Our Stakeholders High Immaterial High Immaterial Low Immaterial Information security, data protection and IT Financial risks and opportunities High Immaterial Foreign currencies Raw materials Liquidity Immaterial Other financial risks Legal risks High Increased Medium Decreased Material Material Low Medium Medium Immaterial Material Medium Pension obligations 130 Immaterial to prior year Combined Management Report Risks and Opportunities Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q MATERIAL SHORT-TERM RISKS AND OPPORTUNITIES The overall risk situation for the BMW Group deteriorated mod- erately year-on-year. Consistently high inflation with high interest rates and lower real incomes along with a corresponding widespread drop in demand may have a negative impact on sales volumes and result in un- favourable price and product mix effects. A prolonged war be- tween Russia and Ukraine as well as further escalation of the conflict in the Middle East could also significantly strain the global economy. The present fragility of the Chinese economy poses an extra risk to sales. On balance, neither the Board of Management nor the Supervi- sory Board see any threat to the BMW Group's status as a going concern at the balance sheet date or at the date on which the Group Financial Statements were drawn up. As in the previous year, the current set of risks to the BMW Group are considered to be manageable. All risks and opportunities that are expected to materialise have already been addressed in the Outlook Report as well as in the long-term corporate planning and are accord- ingly not included in the risk and opportunity assessment below. Liquidity requirements are currently covered by existing liquidity as well as the various financing instruments available. The following sections illustrate potential future developments or events that could result in a negative (risk) or a positive (oppor- tunity) deviation from the outlook for 2024 and 2025 and indi- cate their significance to the BMW Group. In addition, unforeseen events could affect business operations and hence the BMW Group's results of operations, financial po- sition and net assets as well as its reputation. The following overview provides a summary of the material short-term risks and opportunities: Immaterial BMW Group Report 2023 To Our Stakeholders Combined Management Report Risks and opportunities relating to operations Production and technology Purchasing Sales network Classification of the risk level High High High Risks Change compared to prior year Opportunities Change compared Classification Strategic and sector-specific risks and opportunities Changes in legislation and regulatory requirements Market developments RISK AND OPPORTUNITY MANAGEMENT Macroeconomic risks and opportunities 141 Summary and Outlook The RoE in the Financial Services segment is predicted to finish between 14% and 17%. As expected, the supply of and demand for pre-owned vehicles is continuing to stabilise. It is therefore to be expected that revenues from remarketing lease returns will fall further as compared to 2023. Group profit before tax will decrease slightly. As the BMW Group continues to take a leading role among its competitors in the dig- italisation and electrification of the vehicle fleet and intends to strengthen this position, expenses associated with future pro- jects will remain high in the Automotive segment in 2024. The production network will also be expanded in 2024 in connection with the NEUE KLASSE. The decrease in the financial services business will also contribute to the fall in Group profit before tax. The aforementioned targets are to be met with a slight growth in the size of the workforce. Likewise, the share of women in man- agement positions in the BMW Group is expected to increase slightly. The BMW Group's actual business performance may also devi- ate from current expectations due to the risks and opportunities discussed below in the Risks and Opportunities section. BMW Group key performance indicators GROUP Profit before tax Workforce at year-end AUTOMOTIVE SEGMENT EBIT margin Return on capital employed (ROCE) Deliveries Share of all-electric vehicles in deliveries CO2 emissions EU new vehicle fleet 1,2 The stable demand situation can also be seen in the Motorcycles segment, where deliveries are predicted to increase slightly owing to the full availability of models, including the BMW R 1300 GS. The EBIT margin is expected to be between 8% and 10% and the segment RoCE between 21% and 26%. CO2 emissions BMW Group locations per vehicle produced³ EBIT margin Return on capital employed (ROCE) Deliveries FINANCIAL SERVICES SEGMENT Return on equity (ROE) 2023 Reported 2024 Outlook € million 17,096 154,950 Slight decrease Slight increase % 20.8 Slight increase MOTORCYCLES SEGMENT ← = Q Other Information Remuneration Report RISKS AND OPPORTUNITIES Responsibility Statement and Auditor's Report Remuneration Report Other Information Outlook ← = Q Expected consequences for the BMW Group Future developments on international automobile markets have a direct impact on the BMW Group. A challenging competitive en- vironment and macroeconomic and geopolitical developments could all have a significant impact on business performance. The close cooperation between our sales network and our production network and our flexible vehicle architecture allow us to respond to even unforeseeable developments effectively. 7 Risks and Opportunities Assumptions used in the outlook The outlook contains forward-looking statements based on the BMW Group's expectations and assessments and may be influ- enced by unforeseeable events. As a result, actual outcomes can deviate either positively or negatively from the expectations de- scribed below due to changes in the political and economic envi- ronment as well as other factors. The following outlook covers a forecast period of one year and is based on the composition of the BMW Group during that time. The outlook takes account of all information available at the time of reporting that could have an impact on the BMW Group's performance. The expectations contained in the outlook are based on the BMW Group's forecast for 2024 and reflect its status at the time of preparation of the Group Financial Statements. The basis for the preparation of and the principal assumptions used in the forecasts which consider the consensual opinions of leading organisations, such as economic research institutes and banks - are set out below. The BMW Group's outlook takes account of these assumptions. - It is expected that a fall in inflation and stabilised interest rates in many countries will allow for a slight increase in demand in 2024. The number of vehicle deliveries is set to increase slightly against this backdrop and in light of the full availability of new models such as the BMW 7 Series and the BMW 5 Series, model launches such as the BMW X2 and BMW X3, and the renewal of the MINI product range. Pricing across the product portfolio is ex- pected to remain at prior year's level. The BMW Group anticipates an improved situation on the com- modity markets in 2024 in light of the downward price trend for precious metals and battery materials in the second half of 2023. The continued rise in all-electric and electrified vehicle numbers does, however, mean that expenditure will remain at a high level. Higher costs for employees are expected in 2024, along with higher costs from the supply chain, owing to high inflation in pre- vious years. In addition, the continued implementation of the electrification and digitalisation strategy will lead to greater research and de- velopment costs in 2024. Expenditure related to the NEUE KLASSE, such as the further development of the sixth generation of battery technology and manufacturing preparations in the pro- duction network, will also impact the Group's earnings and result in greater capital expenditure. The situation in the Middle East became increasingly volatile at the end of 2023. The conflict between Israel and Palestine is not having a significant effect on the BMW Group's business at pre- sent as the Group does not operate directly in that region. How- ever, it must be assumed that the threat posed in the Red Sea by the Houthi militia will cause some logistical challenges in 2024. Our outlook does not account for any further escalation of the sit- uation. The BMW Group is monitoring developments. The war in Ukraine and its potential implications for the BMW Group's course of business are also being closely moni- tored. All applicable restrictions resulting from sanctions have been factored into the outlook. In view of the growing unpredictability of political developments, actual macroeconomic and geopolitical developments in some regions may deviate from expected trends and outcomes. Poten- tial sources of political uncertainty include policies affecting trade and customs tariffs, security developments and a possible wors- ening of international trade conflicts. Outlook for the BMW Group - key performance indicators Deliveries of BMW, MINI and Rolls-Royce brand vehicles in the Automotive segment are expected to rise slightly year-on-year due to a slight increase in demand, full availability of new models and model launches. In this context, the share of all-electric ve- hicles relative to total deliveries is expected to increase signifi- cantly compared to 2023. An EBIT margin of between 8 and 10% is forecast for the Auto- motive segment in 2024. The RoCE for the Automotive segment is also being affected by the increasing investment in electrifica- tion and digitalisation, and expected to be between 15 and 20%. The BMW Group expects to achieve its target of slightly reducing the carbon emissions generated by its EU new vehicle fleet by further improving the overall fuel consumption of its products and deploying an increasing number of vehicles with electric drivetrain systems. It is therefore expected that we will continue to remain significantly under the legal limits. A moderate reduction is expected in carbon emissions from BMW Group plants per vehicle produced (Scope 1 and 2) due to increased production volumes and BMW making greater use of green energy. 125 BMW Group Report 2023 To Our Stakeholders Combined Management Report Outlook Group Financial Statements Responsibility Statement and Auditor's Report 2,554,183 % Share of women in management positions in the BMW Group Between 8 and 10 ← = Q APPROPRIATENESS AND EFFECTIVENESS OF THE INTERNAL CONTROL SYSTEM AND RISK MANAGEMENT SYSTEM* The BMW Group complies with recommendation A.5 of the Ger- man Corporate Governance Code and accordingly provided its statement in accordance with § 161 of the Stock Corporation Act www.bmwgroup.com/ezu in December 2023 on the following basis: The BMW Group has set up an internal control system and a risk management system in accordance with the German Corporate Governance Code. The internal control system includes all the principles, instruc- tions and measures introduced by the Board of Management to ensure: the effectiveness and efficiency of business operations the propriety of accounting and financial reporting compliance with the statutory regulations relevant to the BMW Group The BMW Group's internal control system comprises the follow- ing: the internal control system for accounting and financial re- porting, the internal control system for reporting selected non- financial key figures Internal Control System (ICS in the narrower sense), the Compliance Management System Compliance Management System (CMS) and the Internal Audit Function (IAF). The Risk Management System (RMS) comprises the entire set of organisational rules and measures in place to identify, assess, manage and communicate risks, including system monitoring. 7 Risk and Opportunity Management The ICS (in the narrower sense), the RMS and the CMS are au- dited independently on a risk-oriented basis by Internal Audit as part of the "Three Lines" model, with all systems interconnected by overarching structural elements. Internal Audit's findings are reported to the Board of Management and the Supervisory Board on a regular basis. Other Information The design and implementation of the internal control system and the risk management system take into account the size, structure and complexity of the BMW Group in particular. These systems are intended to detect, manage and mitigate significant risks. However, despite the comprehensive analysis of risks in general, any control and risk management system has inherent limitations. For this reason, the occurrence of risks cannot be ruled out in all circumstances. 127 BMW Group Report 2023 To Our Stakeholders Combined Management Report Risks and Opportunities Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q RISKS AND OPPORTUNITIES 127 Risk and Opportunity Management 130 Material Short-Term Risks and Opportunities 137 Climate-Related Risks and Opportunities 9.8 Taking this into account, the Board of Management is not aware of any circumstances that give rise to doubts regarding the ap- propriateness and effectiveness of the systems. In particular, no material cases of non-compliance or systemic weakness were identified that preclude such appropriateness and effectiveness. Remuneration Report * The information provided in this section is extraneous to management reports which are not cov- ered by PwC's audit. To Our Stakeholders % Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Appropriateness and Effectiveness of the Internal Control System and Risk Management System Between 15 and 20 units % 14.7 20.2 102.1 tons 0.28 Slight increase Significant increase Slight reduction Moderate reduction % g/km % 126 8.1 3 Efficiency ratio calculated on the basis of Scope 1 and Scope 2 carbon emissions (i.e. a market-based method according to GHG Protocol Scope 2 guidance; mainly based on the use of emissions factors for electricity, district heating and fuels of the VDA, each in the most current valid version: 12/2023) and occasionally using local emissions factors; excluding climate-changing gases other than carbon dioxide from vehicle production (BMW Group manufacturing sites and Motorrad, but excluding partner plants and contract manufacturers), as well as BMW Group non-manufacturing sites (e.g. research centres, sales centres, offices) divided by the number of vehicles produced (BMW Group manufacturing sites and partner plants, but excluding contract manufacturers). BMW Group Report 2023 Between 14 and 17 17.2 1 EU-27 countries including Norway and Iceland; with effect from 2021, values are calculated on a converted basis in line with WLTP (Worldwide Harmonised Light Vehicles Test Procedure). 2 Including an allowance for eco-innovations (amounts of minor significance). Slight increase 209,066 units Between 8 and 10 Between 21 and 26 22.1 % The greatest risk relating to purchasing comes from supply shortages due to supplier bottlenecks. Production problems at the supplier level could lead to consequences caused by in- creased expenditure for the BMW Group due to production inter- ruptions and a corresponding reduction in vehicle sales. Supply bottlenecks may also have a negative impact on the reputation of the BMW Group if customer demand cannot be met as expected. Risks and opportunities relating to purchasing The BMW Group sees opportunities relating to production pro- cesses primarily in the competitive edge gained from mastering new and complex technologies. Given the long lead times in- volved in developing new products, additional opportunities are not expected to have a significant earnings impact on the BMW Group. Potential reasons for the failure of suppliers to deliver include the lack of availability of raw materials, energy and other input ma- terials, the occurrence of natural hazards and/or fires, develop- ments in the security situation of a country, IT-related risks and Product recalls can lead to additional costs. The BMW Group es- tablishes appropriate provisions for statutory and non-statutory warranty obligations. It cannot be ruled out, however, that addi- tional costs could be incurred that are either not covered or not fully covered by these provisions. Despite the deployment of thorough quality assurance processes, such risks can always arise if the materials and/or processing procedures used prove insufficient - in some cases years after a product has been launched. A high number of recalls could also have a negative impact on the BMW Group's reputation. Further information on risks in conjunction with provisions for statutory and non-statu- tory warranty obligations is provided in 7 Note [34] to the Group Financial Statements. time and, in extreme cases, may lead to the non-admission of a vehicle derivative, sub-market or even a complete market. This, along with a delayed start of production for new models, could lead to sales losses. Numerous control points have been imple- mented as part of the homologation process in order to identify and mitigate risks. Potential short-term changes to the relevant legislation and reg- ulations or changes in their national interpretation by the author- ities may jeopardise our ability to receive type approvals in good Risks and opportunities relating to production and technologies Plant downtime is the main risk affecting production. Disruptions to production can have various causes, including equipment and tool shortages, supplier bottlenecks, scarcity or shortages of pro- duction resources such as gas or electricity, as well as problems with logistics. Furthermore, IT disruptions caused by cyber- attacks, for example, are playing an increasingly significant role in disruptions to the supply chain and production. Damage to the factory infrastructure, caused by fire or natural events such as hail, storms or heavy rainfall, can lead to production downtime. The risk level for the occurrence of such risks is assessed as high. Potential natural hazards are already taken into account when selecting a site and through the implementation of measures during construction. The risk posed by natural hazards or fire is reduced by the use of on-site fire services and employee training. A variety of measures are also being taken to prevent and coun- teract longer downtimes of manufacturing equipment due to tar- geted cyberattacks. All BMW Group plants have implemented measures for risk avoidance and reduction. These include, for example, predictive maintenance. The risk of production downtime due to parts sup- ply is reduced via measures related to logistics, purchasing and the use of the production network. the same time, capitalise on opportunities in terms of sales growth and pricing. Opportunities arising as a result are classified as immaterial. ← = Q Other Information Risks resulting from property-related damage and damage due to downtime, as well as transport damage to vehicles already manufactured, are transferred to highly solvent insurance com- panies. Due to the volatility of the international insurance mar- kets, the BMW Group itself bears significant risks today. This so- lution may become increasingly relevant if premiums and de- ductibles continue to rise. non-compliance with sustainability or quality standards. The risk is categorised as high. Remuneration Report An increasing complexity within the supplier network, particularly with sub-suppliers over which the BMW Group has only an indi- rect influence, as well as a lack of solvency on the part of suppli- ers, may influence the delivery of supplies to plants. A prevention programme was put in place in order to identify relevant devel- opments early on and define individual measures. Remuneration Report The BMW Group continuously strives to align its sales strategies with future trends, prioritising the needs of both prospective and current customers as the focal point of its operations. Opportuni- ties arising as a result are classified as immaterial. Overall, the risks arising from the sales network can be catego- rised as low. ← = Q Other Information Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Risks and Opportunities To Our Stakeholders BMW Group Report 2023 133 In order to sell its products and services, the BMW Group oper- ates a global sales network comprising subsidiaries, importers, branches and independent dealerships. The insolvency of deal- erships may have a negative impact on global vehicle sales and the range of services available to our customers. Risks and opportunities relating to the sales network Cost advantages gained by developing local supplier structures near BMW plants in addition to innovative manufacturing tech- nologies could lead to lower material expenses for the BMW Group. Opportunities arising as a result are classified as immaterial. The rising threat of cyberattacks along the entire value chain af- fects both the security of supply and the protection of expertise relevant to the BMW Group. In order to optimise the level of in- formation security throughout the entire value and supply chain, the BMW Group requires its suppliers to provide proof of ade- quate information security certification. Purchasing and Supplier Network Additional risks arise from the inflation-related price increases of recent years and the resulting demands from suppliers, which can have a negative impact on earnings. In addition to price risks, the number of suppliers at risk of insolvency which the BMW Group must support to maintain supplier operations is increasing. During the selection of suppliers a standardised assessment of risk criteria is part of the sourcing process. Group Financial Statements Responsibility Statement and Auditor's Report The following ranges apply for the purpose of classifying the risk amount for material short-term risks: To Our Stakeholders Due to the particular features of the business model, material risks and opportunities relating to the Financial Services seg- ment are presented separately in the section 7 Risk management system in the Financial Services segment. > € 200-1,000 million > € 1,000 million Risk amount € 0-200 million Medium High Low Class Information security, data protection and IT ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Risks and Opportunities To Our Stakeholders BMW Group Report 2023 131 Macroeconomic risks and opportunities Combined Management Report Risks and Opportunities Economic conditions have an impact on business performance and hence on the level of earnings generated by the BMW Group. Unforeseen disruptions in global economic relations can have highly unpredictable effects. The level of risk continues to be classified as high. Further escalation of the conflict in the Middle East could nega- tively impact the price of oil, which in turn could lead to rising in- flation rates. BMW Group Report 2023 132 The sales markets of the BMW Group are constantly monitored in order to minimise risks, meet customer requirements and, at The constant change in consumer preferences or an altered brand perception pose both risks and opportunities. For instance, the BMW Group could be confronted with short-term disruptions in both supply and demand during the transition from conven- tionally powered vehicles to alternative drive systems. The likeli- hood of market risks occurring may be categorised as high. Market developments Changes in trade policies could also have a positive impact on the BMW Group's earnings in the short to medium term. Any re- duction in tariff barriers, import restrictions or direct excise duties could result in lower manufacturing costs or enable products and services to be offered to customers at more attractive prices. Op- portunities potentially arising from changes in legislation and regulations are classified as immaterial. The legally required fleet-wide carbon emissions target in the EU has been reduced to 0 g/km for 2035, thus requiring complete electrification of the passenger car new vehicle fleet by 2035. Moreover, the European Commission is working on a proposal to determine if and how vehicles powered exclusively by e-fuels can be recognised as zero-emission vehicles. In 2026, a review will take place during which the necessary framework conditions to achieve the zero emissions target in 2035 will be analysed. Risks can arise from the availability of renewable energies, inadequate private and public charging infrastructure as well as limited ac- cess to resources for the construction of electric drives. A discus- sion of consumption values and carbon emissions may have an impact on the Company's reputation. The BMW Group is seeing increasingly stringent vehicle emis- sions regulations for conventional drive systems. In December 2023, a political deal was reached in the EU on the Euro 7 reg- ulation. Risks may arise from the details of the regulation still to be finalised by the European Commission. In addition to pollutant emissions, brake particle emissions, tyre abrasion and high-volt- age battery durability (BEV, PHEV) are also being regulated for the first time. Following the implementation of Euro 7, additional targeted tightening measures are anticipated around 2030. Country- and sector-specific trade barriers can also be subject to change at short notice. Any tightening up of regulations could ne- cessitate significantly increased investments and costs, influence customer behaviour, and lead to interruptions in supply. The risk is categorised as high. Strategic and sector-specific risks and opportunities Changes in legislation and regulatory requirements The introduction of more stringent legislation and regulations, particularly regarding emissions, safety and consumer protection as well as regional vehicle-related purchase and usage taxes, poses a significant risk for the automobile industry. At the moment, macroeconomic opportunities that could influ- ence the earnings situation of the BMW Group positively in the long term are rather unlikely to materialise. If significantly more positive economic development were to occur in a market due to stronger fiscal or monetary policy measures, this could certainly have a positive impact. To mitigate the effects, sales markets are being monitored on an ongoing basis, and individual measures are being defined by standardised processes and committees. Another risk is of recession in Europe and the United States. In both regions, interest rates were raised considerably in order to curb inflation. Inflation rates have significantly decreased by this point and the majority of economies have continued to grow de- spite the interest rate hikes - labour markets have shown partic- ular resilience. However, monetary policy measures such as in- terest rate hikes often take effect with some delay and could therefore slow down the economy in 2024, posing a risk to sales. The present fragility of the Chinese economy also represents a risk to sales. If the situation in the real estate sector were to de- teriorate further, the potential impacts on the economy would be significantly felt. could have negative consequences for trade between Europe and China, resulting in both sales risks and risks in the supply chain. In the trade war between the US and China, the focus is currently shifting from simple tariff increases to further import and export restrictions on specific technologies. This could also lead to less favourable import and export conditions for the BMW Group. With the recent anti-dumping and anti-subsidy probe launched against China (the EU is examining, among other things, whether subsidies for electric vehicles produced in China lead to distorted competition), the EU is also considering imposing punitive tariffs on the People's Republic, which in turn increases the risk of a trade war between the two parties. An escalation of the conflict With regard to the war in Ukraine, there is a risk of a further es- calation of the conflict and therefore of further sanctions imposed by Western countries on Russia as well as possible counter- sanctions and/or retaliatory measures by Russia. Withdrawal of US support for Ukraine could have major ramifications for the course of the war. Digitalisation and automation across all areas of the business and its products offer a wide range of opportunities for the BMW Group. Especially in the field of artificial intelligence, poten- tial uses as well as risks are evaluated on a continuous basis. At the same time, information technology (IT) requirements regard- ing the confidentiality, integrity and availability of information are becoming increasingly strict. The threat level has continued to rise over recent years. Increasing geopolitical conflicts also con- tribute to the rise in cyberattacks. Moreover, legal and regulatory requirements are becoming ever stricter worldwide, which could also necessitate higher investments in hardware and software. The BMW Group works together with banks to ensure that the available liquidity is optimally invested in order to hedge against financial market risks (particularly currency, commodity and in- terest rate risks) using derivative financial instruments and to protect payments made in advance. Counterparty risk denotes the risk that the BMW Group will not receive, or not receive in full, the payments due to it in connection with the investment and hedging transactions referred to above. A value-at-risk model is employed to measure counterparty risk, taking into account the creditworthiness of the banks and the business volumes in- volved. Risk is managed using a limit system, which includes daily monitoring of the extent to which limits are being utilised at the level of the individual counterparties. In order to protect vehicle functions from manipulation, we have introduced processes such as standardised safety assessments and regular penetration tests. However, risks in this regard can never be fully ruled out due to the high complexity and increasing connectivity. Risk management system in the Financial Services segment Risk management in the Financial Services segment is based on various pillars; namely, the prevailing risk culture, the risk strat- egy and the defined risk appetite for the various types of risk. In addition to this, there are a wide range of guidelines in place worldwide that are implemented by the individual companies in the Group. A Compliance Management System is in place across the BMW Group to, among other things, encourage its representa- tive bodies, executives and staff members worldwide to consist- ently act in a lawful manner. Further information on this can be found in the chapter 7 Compliance and Human Rights. ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Combined Management Report Risks and Opportunities To Our Stakeholders BMW Group Report 2023 135 The BMW Group recognises appropriate levels of provision for lawsuits and risks. In addition, a part of these risks is insured to an economically reasonable extent. Nevertheless, it cannot be ruled out that damages may occur in excess of the insured amounts. In accordance with International Financial Reporting Standards (IFRS), the required information is not provided if the BMW Group concludes that disclosure of the information could seriously prejudice the outcome of the relevant legal proceed- ings. Further information on contingent liabilities is provided in Note [39] to the Group Financial Statements. BMW Group companies are subject to governmental tax and customs audits in each country where they operate, potentially resulting in back taxes, retrospective customs duties, interest, penalties and similar payments. Payments of this nature may, for instance, result from the non-recognition of inter-company trans- fer prices in the countries concerned. Further substantial legal risks may emerge from contested interpretations of tax or cus- toms legislation. The findings of the tax audit in the countries are effective for the audit period and, if applicable, in subsequent years. Risk management relating to tax and customs legislation is enshrined in the BMW Group's RMS. In order to minimise ma- terial procedural tax and customs risks, the BMW Group has set up a comprehensive Tax Compliance Management System (Tax CMS) that is already being applied in its major entities in Ger- many, China and, since the end of 2023, Austria, and will be rolled out successively in other major countries. International movements of goods require compliance with ex- tensive export control regulations. In addition to goods-related restrictions, international trading may also involve personal, country-specific and end-use-related restrictions. In particular, non-compliance with applicable EU and US export control regu- lations could result in significant legal consequences for the BMW Group. In light of its strong presence in the USA and China, any intensification of the trade dispute between the two countries could be a potential source of additional risk exposure. The potential financial impact of the matters covered under con- tingent liabilities, including those related to legal and warranty risks, cannot be conclusively assessed at this stage. The central goal of risk management in the Financial Services segment is the continuous assurance of risk-bearing capacity. Limits are assigned depending on the type of risk. Various value- at-risk models are used for this purpose, which are validated at regular intervals. The confidence level used in this model is con- servative. Care is always taken to ensure that the coverage amounts based on the equity of the Financial Services segment are sufficient. The level of risk from legal risks is classified as medium. Regular stress tests are carried out to support this model. These are another indicator of potential risk management measures and create a high degree of transparency with regard to extreme, realistic events, particularly in volatile times. BMW Group Report 2023 To Our Stakeholders Low High Medium of the risk level Classification Operational risks Interest rate changes Residual value Credit risk The following table provides an overview of the material short- term risks and opportunities in the Financial Services segment: ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Risks and Opportunities Risk management in the Financial Services segment is based on the requirements of the supervisory authorities, which are imple- mented consistently worldwide. Climate-related risks are also taken into account and analysed at regular intervals, thereby considering a medium-term period in the future. > Climate-Related Risks and Opportunities In view of the higher incidence of observed attacks, the risk amount - despite extensive security measures - is still classified as high. Like all entities with international operations, the BMW Group is confronted with legal disputes, alleged claims relating in particu- lar to warranty and product liability or intellectual property rights infringements and proceedings initiated by government agen- cies. Any of these could, amongst other consequences, have an adverse impact on the Group's reputation. Such proceedings are typical for the sector, may result as a consequence of realigning product or purchasing strategies to changed market conditions, or are antitrust related. Particularly in the US market, class action lawsuits and product liability risks can have substantial financial consequences and cause damage to the Group's reputation. More rigorous application, interpretation of, or changes to, exist- ing regulations could result in a greater number of recalls. Reevaluations on the liabilities and assets sides are recognised net of deferred taxes through other comprehensive income and hence directly in equity of the BMW Group (within revenue re- serves). Further information on risks in conjunction with pension provisions is provided in 7 Note [33] to the Group Financial State- ments. The liquidity concept, based on the experience gained during the global financial crisis, is rigorously adhered to and continuously developed. In the Financial Services segment, the use of the "matched funding principle" ensures that liquidity risks are gen- erally avoided. The major part of the Financial Services segment's credit financ- ing and leasing business is refinanced on capital markets. The risk of restricted access to funds is deemed low. Liquidity risks The prices of many raw materials continue to be subject to un- certainty on commodity markets. Accordingly, the risk amount associated with raw materials prices is classified as medium, but there are also material opportunities. This risk is lower than in the previous year due to the decline in prices of raw materials. The analysis of raw materials price risks is based on planned pur- chases of raw materials and components containing those prod- ucts. A cash-flow-at-risk model is deployed to measure risks re- lating to raw materials prices. Price fluctuations for raw materials such as precious metals, non-ferrous metals, raw materials for batteries and steel, and also energy, are hedged using financial derivatives and supply contracts with fixed pricing arrangements. Risks and opportunities relating to raw materials prices As a manufacturing company, the BMW Group is subject to price risks, particularly in relation to the raw materials used in vehicle production. Depending on exchange rate fluctuations, opportunities may also arise, which means they can be considered material. The BMW Group manages currency risks at both the strategic (medium to long term) and operational level (short to medium term). Over the medium and long term, it is possible to ramp up production or purchase volumes in foreign currency regions (nat- ural hedging). Currency risks are managed in the short to me- dium term and for operational purposes by means of hedging on financial markets, the primary objective of which is to improve planning reliability for the BMW Group as a whole. Regularly up- dated cash-flow-at-risk models are used to limit currency risks and identify opportunities. The risk amount associated with cur- rency risks is classified as high. The strengthening of the euro in 2023 has led to an increased level of risk compared to the pre- vious year. As an internationally operating enterprise, the BMW Group con- ducts business in a variety of currencies, thus giving rise to cur- rency risks and opportunities. A substantial portion of Group rev- enues, production, other purchases and funding occur outside the eurozone. Currency risks and opportunities Financial risks and risks relating to the use of financial instruments However, despite continuous testing and preventive security measures, it is impossible to completely eliminate risks in this area. All authorised persons are required to treat information such as confidential business, customer and employee data with great care, use information systems securely and handle risks in a transparent manner. Uniform requirements that apply through- out the Group are documented in a comprehensive set of rules and guidelines. A consistently applied policy of updating such rules and regulations to the current situation, coupled with regu- lar communication, awareness-raising and training measures, form the basis for a high level of security and risk awareness in general. protection and IT are systematically documented, allocated ap- propriate measures by the departments concerned and continu- ously monitored with regard to threat level and risk mitigation. Regular analyses and controls as well as tight security manage- ment policies ensure an appropriate level of security. Protecting information, for example from unauthorised access or misuse, has the highest priority. In conjunction with risk manage- ment requirements, risks relating to information security, data Information and data can also be compromised by a lack of risk awareness and inappropriate behaviour. The main direct conse- quences would be negative effects on Group revenues, disrup- tion in production, or reputational damage. For this reason, the BMW Group has launched an interactive programme to provide regular training for every employee on the correct way to handle dangerous emails. Solvency is assured at all times throughout the BMW Group by adhering to liquidity ratios and using a broadly diversified range of refinancing sources. Legal risks The liquidity position is monitored continuously and managed through the Group-wide planning of financial requirements and funding. Further information on risks in conjunction with financial instruments is provided in 7 Note [40] to the Group Financial State- ments. BMW Group Report 2023 The fluctuation of pension assets reflects the volatility of various asset classes on capital markets. Investments are broadly diver- sified (interest-bearing securities, equities, real estate and other asset classes). Pension obligations are chiefly measured by projecting future payouts, gauged with a current discount rate derived from mar- ket yields from top-rated corporate bonds. This discount rate is subject to market fluctuations and therefore influences the level of pension obligations in terms of present value. Changes in other parameters, such as inflation rates and life expectancy, also impact the amount as well as the duration of future pension payments. Regulatory requirements may also affect the amount of pension obligations. arise if the value of pension assets on the capital markets devel- ops favourably or if pension provisions decreased at a more pro- nounced rate than the related assets. The risk associated with pension provisions based on IFRS val- uations is categorised as medium. Material opportunities can Risks and opportunities relating to pension obligations Future pension obligations are financed largely via external pen- sion funds or trust constructs that are legally separate from the BMW Group. Externally managed funds are invested on capital markets in a broadly diversified portfolio with a view to enabling future pension payments to be disbursed out of pension assets. These arrangements greatly reduce the need to fund pension payments out of ongoing operations. Fluctuations in pension provisions and the related pension assets give rise to risks that may have varying effects due to the differences in accounting standards between IFRS and HGB. The risk associated with other financial risks is classified as me- dium. Potential opportunities resulting from the revaluation of in- vestments are evaluated as immaterial. The BMW Group holds equity investments of varying amounts in numerous entities. The recoverability of these investments is monitored on an ongoing basis as part of a standardised pro- cess. However, risks from impairment losses could still arise. Other financial risks worth mentioning include counterparty risks as well as those arising in connection with investments in other entities. Other financial risks ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Risks and Opportunities To Our Stakeholders 134 136 Fossil development Risks Risk profile low high Short-term Scenarios medium-term (2035) Scenarios long-term (2050) "today" Society Risk dimension The middle of the road Fossil development Paris Agreement The middle of the road Production/ distribution Paris Agreement and regulations Politics, law financial market Scenarios medium-term (2035) Short-term "today" Risk dimension Paris Agreement The middle of the road Fossil development Technology Physical climate risks In addition to the transitory risks, the BMW Group also evaluates physical risks. In doing so, the increasing frequency and intensity of acute extreme weather events, such as heatwaves, storms and floods, are taken into account, along with longer-term changes such as in terms of temperature and rainfall. In order to measure such risks, we draw on external data that evaluate the development of acute and persistent natural phe- nomena across the global warming scenarios and across time. For the BMW Group, this may result in damage to assets such as buildings, vehicles or parts on the one hand, and on the other hand, such events may lead to downtime at BMW Group sites or at suppliers' sites. Physical climate risks also increase for the BMW Group particu- larly in the long-term >+4 °C scenario. This leads to a higher risk both for the BMW Group's production sites and also for suppliers' sites. The risks regarding interruptions to production and distri- bution as well as risks in the supply chain are shown in the con- text of global warming scenarios over a medium-term (2035) and long-term (2050) period:]] [[ Physical climate risks Market and competition Capital and disruption Supply chain Risk profile low Mitigation measures (Scope 1 and 2) can help to reduce energy consumption and operating costs. - With its flexible vehicle architectures and production systems, opportunities arise for the BMW Group in terms of its ability to respond quickly and flexibly to fluctuating customer demand as well as regulatory and infrastructural differences in its markets. - Due to the convincing sustainability performance of its offered products and the acceleration towards a circular economy, the BMW Group may experience advantages arising from higher customer demand. Differentiation through the consistent reduction of carbon emissions in the vehicle portfolio by means of the electrification and highly efficient combustion engines can further increase the BMW Group's market share. Leveraging BMW tools and other offers to manage carbon emission reduction efforts among Tier 1 suppliers has the potential to be a distinguishing feature for both investors and customers, raising brand reputation in the process. Further diversification of the investor base by proactively managing the risks posed by climate change. An excellent ESG rating for the BMW Group could further enhance the Group's appeal to investors. An above-average performance compared to industry benchmarks in terms of ESG indicators could lead to heightened appeal to investors. Improvements in the tax environment and incentives for customers, along with investment grants and easements for climate protection measures in production may accelerate progress in terms of reducing carbon emissions. Significantly higher investments in charging infrastructure and in the generation and distribution of hydrogen may give the demand for low-emission vehicles a significant boost and make it easier to replace the fossil source in production. - Eligibility to participate in global government initiatives and grants which facilitate the continued acceleration of climate change adaptation efforts (Scope 1 and 2), encompassing tax reforms, green and digital stimulus packages as well as research and development incentives. Implementing early-stage adjustments to the supply chain to address climate change enhances its long-term resilience, thereby ensuring business continuity. Subsidy programmes for alternative drivetrain technologies are helping to increase sales. Together with its suppliers, the BMW Group helps to reduce carbon emissions along the value chain and to work towards implementing decarbonisation measures. By taking action at an early stage, the BMW Group will be prepared and also will benefit from a business perspective. Thanks to its focus on sustainability, the BMW Group can make a valuable social contribution to the prevention of global warming. Medium By embracing the circular economy, the BMW Group is contributing towards achieving its decarbonisation target within the supply chain and reducing its dependence on primary materials, also in terms of their availability, costs and ESG risks. [[Transitory climate risks By expanding the portfolio of electrified products and developing and producing our own electric drivetrains, batteries and battery cell prototypes, we will be able to safeguard know-how and system expertise early on. This may result in competitive advantages. Transitory opportunities | high ]] 140 BMW Group Report 2023 To Our Stakeholders Combined Management Report Risks and Opportunities Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q [[Climate-related opportunities The BMW Group also sees economic opportunities on the 1.5°C trajectory arising from adjustments to products, production pro- cesses and the value chain required to reach this goal. The op- portunities identified are also distributed across the five dimen- sions.]] Technology Market and competition Capital and financial market Politics, legal affairs and regulatory framework Society - In the Paris Agreement global warming scenario, the potential transitory risks are deemed the highest over the medium term as a result of the fast-paced, sometimes unforeseeable develop- ments. It cannot be ruled out that more decisive measures will have to be taken globally in the next few years in order to achieve the <+1.5°C target. For the BMW Group, this is reflected primar- ily in the risk dimensions of "Politics, legal affairs and regulatory framework", as well as "Market and competition". Regulatory re- quirements introduced at short notice may enter into force, which could have an impact on products, production and supply chains. In the "Market and competition" risk dimension, risks may also increase due to higher demand and the resulting higher prices for select (scarce) raw materials on the one hand and due to rising energy prices on the other. [[DIMENSION ← = Q Remuneration Report Other Information ← = Q Risks and Opportunities CLIMATE-RELATED RISKS AND OPPORTUNITIES [[Climate changes may have an impact on the BMW Group busi- ness model. Consequently, the company analyses a range of cli- mate scenarios, identifies and evaluates climate-related risks and opportunities and takes the relevant measures. 7 GRI Index: 201-2 The BMW Group follows the recommendations of the TCFD by continuously refining processes for reporting and the internal steering of climate-related risks and opportunities. During the 2023 reporting year, all material risks and opportuni- ties for the BMW Group were analysed in terms of their sensitivity regarding three different climate scenarios in accordance with the TCFD. For the medium-term period until 2035, we distin- guish between transitory and physical climate risks. For the long- term period until 2050, the evaluation focuses on the physical climate risks. Climate scenarios The BMW Group uses three scenarios to identify and evaluate climate-related risks, which are based on the scenarios of the Shared Socioeconomic Pathways (SSP) of the Intergovernmen- tal Panel on Climate Change (IPCC). These climate scenarios range from a low-emissions scenario with global warming of <+1.5 °C (Paris Agreement, SSP1-2.6), a medium scenario with warming of an average of +2.5 °C (mid- dle of the road, SSP2-4.5) to >+4 °C (fossil-fuelled development, SSP5-8.5). The BMW Group has committed to aligning its business activities with the low-emissions scenario of the Paris Agreement and has consistently based its long-term corporate planning on this. 7 Carbon Emissions Transitory climate risks Transitory climate risks arise from the transition to a low-emis- sions economy across all sectors that is necessary in order to mitigate climate change. These risks become particularly appar- ent when conditions change more quickly and/or differently than expected. The transitory climate risks were identified and evalu- ated along five different risk dimensions.]] 138 BMW Group Report 2023 To Our Stakeholders Combined Management Report Risks and Opportunities Responsibility Statement and Auditor's Report Group Financial Statements Group Financial Statements BMW Group Report 2023 To Our Stakeholders Change compared to prior year [[The following graphic juxtaposes the risk dimensions of the tran- sitory risks with the global warming scenarios. Potential impacts are grouped into five different levels. Classification Immaterial Material Material Opportunities Change compared to prior year Credit risks and opportunities In the Financial Services segment, the risk of default is factored into the interest rate when concluding an agreement. Further- more, the credit portfolio is evaluated on an ongoing basis with the aim of determining if any impairment allowances need to be made for financial receivables. This evaluation is based on sta- tistical methods and takes into account the following aspects, among others: the creditworthiness of the customer, the cus- tomer's payment history and the economic context in the cus- tomer's region. The amount allocated to credit risks remains cat- egorised as medium. There may be positive effects in the ongoing assessment of the portfolio's creditworthiness that lead to a reduction of the overall risk and therefore constitute an opportunity. The BMW Group continues to classify potential opportunities in this area as imma- terial. In order to take account of the volatile economic environ- ment, parameters within the credit awarding process were re- viewed and adjusted to factor in or not accept declining credit ratings. Residual value risks and opportunities Residual value risks are classified as high in terms of their risk level, while residual value opportunities are deemed significant. They arise primarily when leased vehicles are sold after they are returned at the end of the leasing period. A negative deviation from the residual value forecast results in a residual value risk, while a positive deviation represents a residual value oppor- tunity. Each lease contract is assigned a forecasted sales value for the vehicle at the end of the lease term. Current market trends are taken into consideration within the routine portfolio evaluation. In addition, the portfolio composition (e.g. by drivetrain type) is an- alysed on an ongoing basis. Relevant changes and their impacts are incorporated into the portfolio evaluation. The residual value calculation models, as well as the portfolio evaluation models, are continually being refined. Interest rate risks Operational risks Operational risks result from any form of ineffective or defective internal processes, systems, external events or human error. The aim is to systematically record and quantify all risks except for those listed in the paragraphs above. Because the risks arise in a wide range of areas of the Company, such as IT security or sup- plier management, the close dovetailing of these areas is essen- tial and ensures that there is adequate transparency regarding the current risk situation of the entire division. All individual oper- ational risks are recorded in a system and appropriate mititgation measures are implemented. The risk amount is categorised as medium. 137 Combined Management Report Responsibility Statement and Auditor's Report To a limited degree, interest rate risks are deliberately accepted in order to make use of the associated return potential. Risks thereby result when there is a partial mismatch between fixed in- terest rate periods, which means they are rated as low. The as- sociated opportunities are classed as material. Other Information This may impact the credit rating and refinancing costs of the BMW Group. The short-notice termination of government subsidies to promote low-carbon mobility may reduce the demand for electrified vehicles. Uneven adjustments of prices for carbon emissions could have a negative impact on the macro- and microeconomic situation of a national economy, causing distortions in the credit risk, for example. Any short-notice tightening of legislation or regulations in the BMW Group's main markets (EU, US, China) may exceed the speed at which BMW Group and its suppliers can respond and pose risks in terms of delivery volume, costs and residual values. Production processes must quickly be changed to green energy sources and resource-friendly facilities. The BMW Group already consistently implements known requirements. However, additional costs may result if additional requirements are announced at short notice. For suppliers, stricter requirements regarding circular economy, recycling and avoiding the use of resources may lead to higher costs in the short term. Fast rising and/or selectively discriminating regional vehicle-related purchase and usage taxes may lead to higher costs or a decrease in deliveries. 139 BMW Group Report 2023 To Our Stakeholders Combined Management Report Risks and Opportunities Group Financial Statements Responsibility Statement and Auditor's Report Other Information Remuneration Report Remuneration Report A good ranking in the ESG ratings has a positive effect on the perception of a company on the capital market and has a favourable effect on investment decisions. Investment and financing decisions by investors or lenders depend on a good ESG rating. Short-term and unforeseeable regulatory changes may reduce the appeal of a company on the capital market and increase refinancing costs if it is not possible to react to the changes in the regulatory framework in time. Any serious failure to comply with sustainability or quality standards and providing incorrect information accordingly, could cause disruptions in the supply chain or a shortfall of individual suppliers to deliver. Around the world, people's environmental awareness is increasing. Social discussions arising from a perceived worsening of the climate's health may lead to changes in mobility patterns and/or customer preferences that may vary by region. This may require us to adapt the product portfolio, which may impact deliveries and residual values for vehicles. Due to a global focus on sustainable products, energy prices and commodities costs are rising. This has a direct impact on manufacturing costs for the BMW Group and may go on to affect deliveries. Furthermore, credit and residual value risks in the Financial Services segment may also be impacted. The following table illustrates the transitory climate risks for the ← = Q Existing and new competitors are accelerating the production of electrified vehicles. If products and business models are perceived as being more attractive by customers, this may have the corresponding impact on deliveries by the BMW Group. BMW Group: [[RISK DIMENSION Technology Capital and financial market Politics, legal affairs and regulatory framework Society Market and competition - they may jeopardise the availability and acceptance of planned or expected conditions for the customer. - Innovations in sustainable technologies are fostered, accelerating the prevalence of electromobility. For the BMW Group, this may have a negative impact on deliveries and the residual value of existing products. In the areas of Production and Purchasing, remanence costs and impairment risks may result from changing processes and equipment. The digital connectivity between companies and products to support decarbonisation is increasing in order to streamline processes and better manage emissions. Risks for the BMW Group result from the time delay until such technologies can be used if, for example, some areas of the supply chain cannot provide the relevant Significant technological innovations may make product and production technologies, which are in use or in the pipeline today (from energy storage to recycling), as well as investments in these innovations, obsolete or challenge their efficiency. In terms of infrastructure (such as new fuel options, charging technologies for electric vehicles), Transitory climate risks standards and interfaces quickly enough. (b) payment of an advance dividend of € 0.02 per € 1 par value on non-voting preferred shares, and * Information according to § 289a and § 315a HGB. Contractual holding period arrangements also apply to ordinary shares acquired by Board of Management members and certain senior vice presidents in conjunction with share-based remuner- ation programmes. 7 Remuneration Report (on shareholding periods for members of the Board of Managers) When the Company issues non-voting preferred shares or ordi- nary shares to employees in conjunction with its Employee Share Programme, these shares are generally subject to a Company- imposed blocking period of four years in compliance with private law, calculated from the beginning of the calendar year in which the shares were issued. Restrictions affecting voting rights or the transfer of shares In addition to ordinary shares, the Company has also issued non- voting preferred shares. Further information can be found in the section Composition of subscribed capital. (c) uniform payment of any other dividends on ordinary and preferred shares, provided the shareholders do not resolve otherwise at the Annual General Meeting. The Company's non-voting preferred shares are shares as de- fined in §§ 139 et seq. AktG, which carry a cumulative preferen- tial right in terms of the allocation of profit and for which voting rights are excluded. These shares confer voting rights only in ex- ceptional cases stipulated by law, in particular if the preference amount has either not been paid or not been paid in full within one year and the arrears are not paid in the subsequent year alongside the full preference amount due for that year. With the exception of voting rights, holders of preferred shares are entitled to the same rights as holders of ordinary shares. In addition, § 25 (3) of the Articles of Incorporation confers preferential treatment to the non-voting preferred shares with regard to the appropri- ation of the Company's unappropriated profit. Accordingly, the unappropriated profit is required to be appropriated in the follow- ing order: 148 (a) subsequent payment of any arrears on dividends on non- voting preferred shares in the order of accruement, As of 31 December 2023, the Company owned a total of 5,161,255 ordinary and preferred treasury shares (2022: 16,760,957), from which the Company has no rights pursuant to § 71 b AktG. The Company regularly provides information about the current status of the share buyback on its website. BMW Group Report 2023 To Our Stakeholders Susanne Klatten Beteiligungs GmbH, Bad Homburg v. d. Höhe, Germany Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Direct or indirect investments in capital exceeding 10% of voting rights Based on the information available to the Company, the follow- ing direct or indirect shareholdings exceeded 10% of the voting rights at the end of the reporting period:1 in % Stefan Quandt, Germany AQTON SE, Bad Homburg v. d. Höhe, Germany The rights and duties of shareholders derive from the German Stock Corporation Act (AktG) in conjunction with the Group's Ar- ticles of Incorporation, the full text of which is available at 7 www.bmwgroup.com. The right of shareholders to have their shares individually certified is excluded in accordance with the Articles of Incorporation. The voting power attached to each share corresponds to its par value. Each € 1 of par value of share capital represented in a vote entitles the holder to one vote (§ 19 no. 1 of the Articles of Incorporation). AQTON GmbH & Co. KG für Automobilwerte, Bad Homburg v. d. Höhe, Germany Susanne Klatten, Germany AQTON Verwaltung GmbH, Bad Homburg v. d. Höhe, Germany Combined Management Report Group Financial Statements Disclosures Relevant for Takeovers and Explanatory Comments € 662,839,475) and, in accordance with § 5 of the Articles of Incorporation, is subdivided into 579,795,667 ordinary shares (90.78%) (2022: 601,995,196/90.82%), each with a par value of € 1 and 58,920,408 (9.22%) (2022: 60,844,279/9.18%) non-voting preferred shares, each with a par value of € 1. The Company's shares are issued to the bearer. The principal features of the BMW Group's ICS are a role-based approach embedded throughout the organisation, a clearly de- fined control environment that is underpinned by a combination of risk assessment procedures, control activities, information and communication, and monitoring activities. Composition of subscribed capital Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Internal Control System Remuneration Report Based on voluntary notifications provided by the listed shareholders as at 31 December 2023. Other Information ← = Q INTERNAL CONTROL SYSTEM The Internal Control System (ICS) is part of the BMW Group's overall system of internal governance and based on a set of monitoring measures and control activities that are integrated in processes and organisational structures with a view to ensuring the accuracy of external financial and non-financial reporting. The requirements for the design and structure of ICS procedures incorporated in accounting and financial reporting processes as well as those used to generate selected non-financial infor- mation included in the BMW Group Report are defined on a Group-wide basis. The ICS for financial reporting has the task of ensuring that sig- nificant accounting and financial reporting processes deployed within the BMW Group are both accurate and reliable. The ICS for non-financial reporting focuses primarily on the further devel- opment of the processes used to gather data as the basis for re- porting the non-financial performance indicators disclosed in the BMW Group Report. The ICS is based on the "three lines" model, including a clear def- inition of how the various functions are required to interact with one another in order to manage risks. As a component of the second line, the ICS serves as the link between the operating units (first line) and Corporate Audit (third line). In principle, the aim of every appropriate and effective ICS is to prevent potential risks in external financial and non-financial re- porting or reduce the likelihood of potential risks materialising. Internationally acknowledged standards for internal control sys- tems were taken into account when designing the various ele- ments of the ICS deployed by the BMW Group (e.g. COSO model²). Both the system itself and the methods applied are subject to continuous improvement, with its functionality being assessed on a regular basis. Notwithstanding the measures taken, every control system is subject to inherent limitations, given that it is not possible to prevent all incorrect disclosures or detect them in a timely manner. As of 31 December 2023, the subscribed capital (share capital) of BMW AG amounted to € 638,716,075 (2022: Relevant BMW Group working instructions and guidelines for recognising, measuring and allocating items to accounts as well as definitions of non-financial performance indicators are avail- able to all employees via the BMW Group's intranet system. New reporting standards are assessed for their potential impact on the BMW Group's reporting. Responsibilities for ensuring the appropriateness and effective- ness of ICS procedures for accounting and financial reporting processes as well as those relating to non-financial performance indicators are clearly defined in a role-based model and allocated to the relevant line and process managers. They report annually on their assessment of the ICS for accounting and financial re- porting processes and the processes for non-financial perfor- mance indicators. The assessment takes into account the results of internal and external audits as well as the results of continuous monitoring. The results of the assessment are gathered and doc- umented in a centralised IT system. Both the Board of Manage- ment and the Audit Committee are informed about the status of the ICS on an annual basis. The Board of Management and, where appropriate, the Supervisory Board, are promptly in- formed in the event of any significant changes to the ICS. 1 Disclosures pursuant to § 289 and § 315 HGB. 2 Committee of Sponsoring Organizations of the Treadway Commission. 147 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Disclosures Relevant for Takeovers and Explanatory Comments Remuneration Report Other Information ← = Q DISCLOSURES RELEVANT FOR TAKEOVERS* AND EXPLANATORY COMMENTS The principle of segregation of duties is taken into account for all IT systems that are relevant for accounting and financial report- ing. ICS requirements are also embedded in the ongoing devel- opment of all IT systems used in these areas. Furthermore, the BMW Group deploys data analysis tools to identify and subse- quently eliminate any weaknesses detected in its processes and/or control systems. 2 Controlled entities, of which 3% or more are attributed: AQTON SE, AQTON Verwaltung GmbH, AQTON GmbH & Co. KG für Automobilwerte. - 4 Controlled entities, of which 3% or more are attributed: AQTON GmbH & Co. KG für Automobilwerte. According to § 5 (5) of the Articles of Incorporation, the Board of Management is authorised, with the approval of the Supervisory Board, to increase the share capital during the period up to and including 15 May 2024 by up to € 282,625 for the purposes of an Employee Share Programme by issuing new non-voting shares of preferred stock, which carry the same rights as existing non-voting shares of preferred stock (Authorised Capital 2019). The subscription rights of existing shareholders are excluded. No conditional capital was in place at the reporting date. Significant agreements of the Company which are subject to a change of control provision following a takeover bid BMW AG is party to the following major agreements, which con- tain provisions that would apply in the event of a change of con- trol or the acquisition of control as a result of a takeover bid: An agreement concluded with an international consortium of banks relating to a syndicated credit line, which was not being utilised at the balance sheet date, entitles the lending banks to give extraordinary notice to terminate the credit line, such that all outstanding amounts, including interest, would fall due with immediate effect if one or more parties jointly acquire direct or indirect control of BMW AG. The term "control" is defined as the acquisition of more than 50% of the share capital of BMW AG, the right to receive more than 50% of the dividend, or the right to direct the affairs of the Company or appoint the majority of members of the Supervisory Board. BMW AG is the guarantor for all obligations under the agreement regarding the joint venture BMW Brilliance Automotive Ltd. in China. This agreement generally grants an extraordinary right of termination to either joint venture partner in the event of a change of control at either one of the parties, or if more than 25% of the shares of the other party are acquired by a third party either directly or indirectly or if the other party is merged with another legal entity. Termination of the joint venture agreement may lead to the dissolution of the joint venture, with an optional purchase right for BMW AG (or the partner) to acquire the shares of the other partner or to the liquidation of the joint venture company. - BMW AG has entered into framework agreements with credit institutions for trading in derivative financial instruments (ISDA Master Agreements). In the event of a significant deterioration in creditworthiness, the contracting parties are entitled to terminate the agreement with immediate effect if the deterioration in creditworthiness results from a direct or indirect acquisition of the majority of the capital in a contracting party, which confers the right to elect the majority of the Supervisory Board members (or a comparable body) on a contracting party, from any other transaction that enables control over a contracting party or from a merger or transfer of assets. In the event of extraordinary termination, all current transactions will be settled. BMW AG and Mercedes-Benz Group AG have entered into a joint venture agreement relating to mobility services, which includes the areas of ride-hailing and vehicle charging, and entitles both Mercedes-Benz Group AG and BMW AG (hereafter referred to as "principals") to initiate a bidding procedure in the event that (i) the other principal receives notice in accordance with § 33 of the German Securities Trading Act (WpHG) that including shares attributed pursuant to § 34 WpHG - a shareholding of more than 50% has been attained or, in accordance with § 20 of the German Stock Corporation Act (AktG) that a shareholding of more than 50% has been attained, or (ii) a shareholder or a third party including shares attributed pursuant to § 30 WpHG - holds more than 50% of the voting rights or shares in the other principal, or (iii) the other principal has concluded a control agreement as a dependent company. The outcome of such a bidding procedure is that the joint venture will go to the principal making the highest bid. - Several supply and development contracts between BMW AG and various industrial customers relating to the sale of components for drivetrain systems, grant an extraordinary right of termination to the relevant industrial customer in specified cases of a change in control at BMW AG (for example if BMW AG merges with a third party or is taken over by a third party; an automobile manufacturer acquires more than 50% of the voting rights or share capital of BMW AG). BMW AG is party to the shareholder agreement relating to There Holding B.V., which is the majority shareholder of the HERE Group. In accordance with the shareholder agreement, each contracting party is required to offer its directly or indirectly held shares in There Holding B.V. for sale to the other shareholders in the event of a change of control. A change of control of BMW AG arises if a person 150 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Disclosures Relevant for Takeovers and Explanatory Comments Remuneration Report Other Information ← = Q takes over or loses control of BMW AG, with control defined as (i) holding or having control over more than 50% of the voting rights, (ii) the possibility to control more than 50% of voting rights exercisable at Annual General Meetings on all or nearly all matters, or (iii) the right to determine the majority of members of the Board of Management or the Supervisory Board. Furthermore, a change in control occurs if competitors of the HERE Group, or certain potential competitors of the HERE Group from the technology sector, acquire at least 25% of the share capital or voting rights of BMW AG. If none of the other shareholders acquire these shares, the other shareholders are entitled to resolve that There Holding B.V. be dissolved. The development collaboration agreement between BMW AG, FCA US LLC and FCA Italy S.p.A., relating to the development of technologies used in conjunction with automated vehicles, may be terminated by any of the contracting parties if certain competitors in the technology sector acquire and subsequently hold at least 30% of the voting shares of one of the other contractual parties. BMW AG has entered into an agreement with Great Wall Motor Company Limited to establish the joint venture Spotlight Automotive Ltd. in China. The underlying joint venture agreement generally grants an extraordinary right of termination to either joint venture partner in the event that - either directly or indirectly - more than 25% of the shares of the other party are acquired by a third party or the other party is merged with another legal entity. The termination of the joint venture agreement may result in the sale of the shares to the other joint venture partner, or in the liquidation of the joint venture entity. The software licence agreements concluded between BMW AG and Google LLC for the use of "Projected Mode" in BMW vehicles' head units grant both parties the right to extraordinary termination in the event of a change of control (not further defined in the agreement). Compensation agreements with members of the Board of Management or with employees in the event of a takeover To Our Stakeholders bid In accordance with the resolution taken at the Annual General Meeting on 11 May 2022, the Board of Management is author- ised until 10 May 2027 to acquire treasury shares (ordinary and/or non-voting preferred shares) representing a total of up to 10% of the share capital in place at the date on which the reso- lution was adopted or if lower - at the date on which the au- thorisation is exercised. 3 Controlled entities, of which 3% or more are attributed: AQTON Verwaltung GmbH, AQTON GmbH & Co. KG für Automobilwerte. The Board of Management is authorised to buy back shares and sell repurchased shares in situations specified in § 71 AktG, for example to avert serious and imminent damage to the Company and/or to offer shares to persons either currently or previously employed by BMW AG or one of its affiliated companies. ← = Q 5 Controlled entities, of which 3% or more are attributed: Susanne Klatten Beteiligungs GmbH. Direct share Indirect share of voting rights 0.2 of voting rights 26.62 9.4 17.23 17.24 17.2 0.2 21.55 21.5 The percentages of the shareholdings with voting rights dis- closed above may have changed subsequent to the stated date if these changes were not required to be reported to the Com- pany. As the Company's shares are issued to bearer, the Com- pany is generally aware of changes in shareholdings only if such changes are subject to mandatory notification requirements. Shares with special rights that confer control rights There are no shares with special rights that confer control rights. Control of voting rights when employees participate in capital and do not directly exercise their control rights Like all other shareholders, employees exercise their control rights pertaining to any shares they have acquired in conjunction with the Employee Share Programme and/or the share-based remuneration programme directly on the basis of relevant legal provisions and the Company's Articles of Incorporation. Statutory regulations and provisions contained in the Articles of Incorporation governing the appointment and removal of members of the Board of Management and changes to the Articles of Incorporation The appointment or removal of members of the Board of Man- agement is based on the rules contained in §§ 84 et seq. AktG in conjunction with § 31 of the German Co-Determination Act (MitbestG). Amendments to the Articles of Incorporation must comply with §§ 179 et seq. AktG. Amendments must be decided upon by the shareholders at the Annual General Meeting (§ 119 (1) no. 6, § 179 (1) sentence 2 AktG). The Supervisory Board is authorised to adopt amendments to the Articles of Incorporation that only concern the wording (§ 179 (1) sentence 2 in conjunction with § 15 (3) of the Articles of Incorporation). Resolutions are passed at the Annual General Meeting by a simple majority of shares cast unless otherwise explicitly required by binding provisions of law or, if a majority of share capital is required, by a simple ma- jority of shares represented in the vote (§ 21 (1) of the Articles of Incorporation). 149 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Disclosures Relevant for Takeovers and Explanatory Comments Responsibility Statement and Auditor's Report Remuneration Report Other Information Authorisations of the Board of Management, in particular with respect to the issuing or buying back of shares BMW Group Report 2023 The compliance programme Compliance for Regulated Financial Services Units takes into account the particularities of the 7 GRI Index: 2-23, 2-241] The Quality Management department is responsible for Product Compliance as part of the CMS with a focus on preventing in- fringements of product-related laws and official regulations as well as ensuring compliance with directly associated require- ments for products within the BMW Group's Automotive and Mo- torcycles segments. During the reporting year, there was a ex- pansion of the Detect processes in particular, aimed at enhanc- ing preventive activities. This expansion was accompanied by the implementation of new training and communication formats. 143 BMW Group Report 2023 To Our Stakeholders Combined Management Report Compliance and Human Rights Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q As part of the CMS, the Group's HR department oversees the Ex- ternal Workforce Compliance programme, which is designed to safeguard the BMW Group from the repercussions of collabora- tions with employees from external entities that are not compli- ant with labour law. In the reporting period, External Workforce Compliance was restructured to ensure that the requirements for Three-Stage Approach of the Compliance Management System Risk-reducing compliance measures("remediation") 146 Compliance reporting 9 10 RESPOND compliant contracts for work and labour are even more firmly rooted in the procurement of services and cooperation with ser- vice providers. Compliance risk assessment Legal Compliance Code and compliance regulations Compliance communication and training 1 2 3 4 One component of the CMS is the compliance programme Data Privacy Protection, which is the responsibility of the department Group Data Privacy Protection. This is based on the directive Pri- vacy Corporate Rules and the so-called Binding Corporate Rules, which contractually protect the transfer of employee data within the BMW Group. Implementation of the programme is validated through regular reporting by affiliated companies and independ- ent audits carried out by Group Data Privacy Protection. Compliance IT system and processes During the reporting period, a key area of focus was the updating and further development of the compliance regulatory land- scape. This included an update of the BMW Group Code of Conduct as the central policy for the BMW Group's expectations of its em- ployees in terms of compliance with applicable legal provisions and internal regulations. An analysis of the BMW Group's activi- ties to further improve antitrust compliance was also carried out. Further priority areas emerged in the context of export control, due to the war in Ukraine, and in anti-money-laundering efforts, due to the increase in legislative initiatives as well as in anticipa- tion of changes to the business model aiming to intensify direct sales. Further development of CMS 141 BMW Group Report 2023 To Our Stakeholders Combined Management Report Risks and Opportunities Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q SUMMARY AND OUTLOOK [[The material short-term risks, reputational risks and climate-re- lated risks may point towards potential challenges for the BMW Group. The BMW Group actively considers the risks and corresponding opportunities and takes them into account in de- cision-making and planning processes. Drawing on internal and external momentum, the risk management system is being con- tinuously refined.]] 142 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Compliance and Human Rights Remuneration Report Other Information ← = Q COMPLIANCE AND HUMAN RIGHTS Compliance lays the foundation for the long-term success of the BMW Group. Compliance builds trust in our products and brands and shapes our public image. Compliance means much more to the BMW Group than simply complying with applicable laws and BMW Group directives around the globe. It forms part of our iden- tity, our understanding of leadership and our living culture of in- tegrity. Compliance creates a binding framework for all our busi- ness activities worldwide. Compliance as a corporate function Compliance is the managerial responsibility of the Board of Man- agement of BMW AG, executed by creating an appropriate regu- latory and supervisory framework, as well as through regular and ad hoc reporting, accompanied by clear communications. This approach is based on the core belief that compliance with applic- able laws and related internal regulations is the responsibility of all employees. As role models, managers are tasked with an- choring compliance culture in their area of responsibility and en- suring compliance requirements and processes are imple- mented accordingly. GRI Index: 2-23 In addition to being responsible for the Company-wide Compli- ance Management System, the Chief Compliance Officer also manages the Group Compliance division and briefs the Board of Management and Supervisory Board of BMW AG at regular intervals. Compliance Management System (CMS) The BMW Group's Company-wide Compliance Management System (CMS) reinforces the culture of compliance and integrity and helps reduce sanction and liability risks, as well as risks aris- ing from other (non-) financial disadvantages, such as reputa- tional risks. The CMS focuses on adequacy and effectiveness and is based on the Prevent, Detect, Respond model, which de- fines specific preventive, monitoring, control and response measures. Clear assignment of roles and responsibilities is also essential. The CMS is tailored to the BMW Group's risk situation and ad- dresses all relevant compliance topics. Group-wide, these in- clude anti corruption and fraud prevention, anti-money-launder- ing, antitrust and human rights compliance, export control com- pliance, data privacy protection and product compliance. In the reporting year, the already established compliance programmes External Workforce Compliance and Compliance for regulated Fi- nancial Services Units were incorporated into the CMS. Respon- sibility for Data Privacy Protection, Product Compliance, External Workforce Compliance and Compliance for Regulated Financial Services Units outside Group Compliance lies with independent departments. GRI Index: 2-27, 205-1, 205-3, 206-1 The CMS is reviewed on a regular basis and refined as needed. This primarily involves evaluating strategic focus topics, legal and regulatory requirements and trends, best practices as well as industry standards, all of which are taken into account from a risk perspective. The objective is to consistently improve the CMS. The BMW Group is an active member of various associa- tions and interest groups, including the German Institute for Compliance e. V. (DICO), at Board level. 5 including sanctions 6 CMS monitoring and controls The CMS provides differentiated monitoring levels for reviewing observance and implementation of compliance rules and pro- cesses at regular intervals. In addition to the direct checks per- formed by Compliance Responsibles as business managers, risks are further reduced by additional measures integrated into business processes, which generally form part of the Internal Control System. Compliance investigations are carried out when the need arises or ad hoc as part of the Detect function of central Group Compli- ance. These include internal investigations in connection with of- ficial investigations, which serve to clarify the facts internally. Risk-based compliance audits aimed at identifying specific com- pliance risks are focused on antitrust law. In 2023, export control and anti-money-laundering efforts were incorporated as new topics. Corporate Audit also monitors adherence to compliance requirements by business managers, as well as selected ele- ments of the CMS. All control checks are geared towards reducing compliance risks. Any infringements are immediately remedied, with an emphasis on reducing the risk of repeat offences as far as possible. Where infringements can be traced to an individual, that person will be appropriately sanctioned, in accordance with the processes de- fined for this purpose. As part of the annual review of the BMW Group CMS, its appro- priateness and effectiveness are assessed on the basis of de- fined criteria. In addition to the assessment of the Compliance Responsibles, the measurement also takes into account the as- sessment of compliance and other governance functions. Our overall statement on the adequacy and effectiveness of the In- ternal Control and Risk Management System, including the CMS, can be found in the section 7 Appropriateness and Effectiveness of the Internal Control System and Risk Management System. Regular compliance reporting to the Board of Management and Supervisory Board The Board of Management and Supervisory Board of BMW AG, the Audit Committee (a committee of the Supervisory Board) and the Company's other executive committees are briefed regularly (at least twice a year), as well as on a case-by-case basis, by the CCO. 145 BMW Group Report 2023 To Our Stakeholders Combined Management Report Compliance and Human Rights Compliance consulting Remuneration Report Other Information ← = Q [[ Respect for human rights The BMW Group fulfils its social responsibility to protect human rights. Our Group-wide approach, which is subject to continuous improvement, is based on established due diligence processes that encompass our own business operations, our supply chains as well as other business partners. The individual steps include a risk analysis, prevention, control and mitigation measures, 7 Complaint mechanisms, review of effectiveness and reporting. The focus is on topics where the BMW Group has identified high risks in terms of human rights and environmental aspects and where it has a certain level of influence. We place particular em- phasis on our global, extensive and highly complex supply chain. We offer comprehensive details about the multistage due dili- gence process for upholding human rights within the supplier network in the section Purchasing and Supplier Network. Internationally recognised guidelines for the protection of human rights set the benchmark for the BMW Group's entire value chain. We regard them as specific demands placed on ourselves, our supply chain and other business partners. They are closely inter- linked with the Human rights compliance programme and the 7 BMW Group Code of Conduct and anchored in the following specific Company-wide policies: Joint Declaration on Human Rights and Working Conditions: Commitment to value-driven corporate governance, formulated in collaboration with employee representatives and the trade union. 7 BMW Group Code on Human Rights and Working Conditions: Guidance for employees, suppliers and authorised sales partners regarding the BMW Group's efforts to safeguard human rights and ensure fair working conditions. 7 Declaration of Principles on Respect for Human Rights and Related Environmental Standards: Approach and processes regarding the implementation of the German Supply Chain Due Diligence Act (LkSG). 7 BMW Group Supplier Code of Conduct: The BMW Group's requirements and expectations for its global supplier network in accordance with internationally recognised sustainability standards and guidelines. The BMW Group has established clear responsibilities across the organization for implementing and monitoring due diligence ob- ligations. Within the BMW Group, responsibility rests with the re- spective departments and the management of the Group enti- ties, while outside the BMW Group it lies with the relevant busi- ness partners and suppliers. Central functions such as Group Compliance and Sustainability in the Supply Chain oversee and monitor compliance with due diligence obligations in the relevant area. The BMW Group Human Rights Officer, who was ap- pointed by the Board of Management of BMW AG at the end of 2021 as one of the requirements of the LKSG, also assumes a support and monitoring function. In the reporting period, we focused on further developing the ex- isting due diligence processes following the first-time application of the LkSG. In addition to the policy statement published at the end of 2022, this includes the further development of the risk analysis for our own business operations. In 2023, we have also updated the Human Rights Code and integrated the topic of hu- man rights into the BMW Group Code of Conduct. The BMW Group protects information providers in two ways: first, individuals may provide information without disclosing their identity; second, no one providing information faces retaliatory action. All queries and concerns relating to compliance are doc- umented and processed using a Group-wide electronic case management system. If necessary, Corporate Audit, Corporate Security, the legal departments or the Works Council may be brought in. GRI Index: 2-16 Reports regarding potential compliance violations can also be submitted anonymously and confidentially in several languages via the BMW Group SpeakUP Line notification system or via the ombudsperson. Checking effectiveness Group Financial Statements Responsibility Statement and Auditor's Report Compliance and notification systems Employees with questions or concerns relating to compliance can discuss these matters with their managers or relevant de- partments and, specifically, with the Compliance functions. The Compliance contact serves as a further point of contact for both employees and external parties. Compliance monitoring PREV financial services business and the risks and regulations in- volved. The specific focus of the programme – in addition to the proper implementation of other compliance topics - is on legis- lative and regulatory monitoring, consumer protection and the implementation of financial services supervisory requirements. The Financial Services segment has established its own dedi- cated risk management unit, which works closely with the central Group Compliance function as part of the CMS. On the basis of an annual analysis, it identifies the possible need for adjustments and defines appropriate measures. Group-wide implementation by the BMW Group's financial services companies is continu- ously reviewed and reported on to the management of the Fi- nancial Services segment on a quarterly basis. In the Financial Services segment, compliance is incorporated into the target management process. Integration of specific tar- gets into strategic steering helps monitor implementation. A management system also supports the process of identifying risks arising from non-compliance with internal and external reg- ulations at an early stage. 7 GRI Index: 3-3 DETECT Compliance investigations 8 7 Notification system COMPLIANCE CULTURE 144 The BMW Group has not concluded any compensation agree- ments with members of the Board of Management or with em- ployees for situations involving a takeover offer. Combined Management Report Compliance and Human Rights BMW Group Report 2023 To Our Stakeholders IT-based compliance systems are used for transparent and effi- cient documentation, assessment and approval of compliance- relevant matters Group-wide. This includes topics such as money laundering and sanctions lists, exchange activities with competitors, business partner due diligence and verifying the le- gal admissibility of benefits in kind. The data collected in this way forms the basis for the compliance risk assessment. Digitalisation supports compliance Compliance training opportunities are continuously refined for specific target groups. The online training courses with case studies and test questions, repeated every two years, strength- ens the compliance culture and reinforces compliant behaviour. More than 95,500 staff and managers worldwide have so far completed the Compliance Essentials training and 51,500 have received the Antitrust Compliance training. This offering is sup- plemented by target-group-specific classroom training on anti- trust compliance as well as online training courses on data pri- vacy and product compliance. 7 GRI Index: 205-2 Specialist departments worldwide are supported in their work by the central Group Compliance function, as well as the network of business unit and division Compliance Officers (heads of relevant compliance functions), supplemented by around 80 local Com- pliance Officers (heads of local compliance functions) at BMW AG's international subsidiaries. Every Compliance Officer is tasked with implementing the CMS and compliance pro- grammes for defined topics in their area of activity, as well as identifying and realising division-specific compliance measures. Compliance training Company-wide compliance network ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Relevant compliance risks are identified in the business depart- ments on the basis of internal guidelines; an initial assessment is then made and measures taken to mitigate them. Around 200 managers Group-wide perform these tasks for their area of re- sponsibility as operational Compliance Responsibles. 153 Statement of Comprehensive Income for Group Other Information ← EQ 152 Income Statement for Group and Segments 154 Balance Sheet for Group and Segments at 31 December 2023 173 Notes to the Income Statement 158 Statement of Changes in Equity for Group 160 Notes to the Group Financial Statements 160 Principles Remuneration Report 180 Notes to the Statement of Comprehensive Income 156 Cash Flow Statement for Group and Segments Responsibility Statement and Auditor's Report 18 To Our Stakeholders BMW Group Report 2023 151 184 204 18 15 15 20 187 207 When assessing whether an investment gives rise to a controlled entity, an associated company, a joint operation or a joint ven- ture, the BMW Group considers contractual arrangements and other circumstances, as well as the structure and legal form of the entity. Discretionary decisions may also be required. If indi- cations exist of a change in the judgement of (joint) control, the BMW Group undertakes a new assessment. 182 Notes to the Balance Sheet Combined Management Report Group Financial Statements All consolidated subsidiaries have the same year-end as BMW AG with the exception of BMW India Private Ltd. and BMW India Financial Services Private Ltd., whose year-ends are 31 March in accordance with local legal requirements. Interim financial statements are prepared as at 31 December for the two compa- nies with divergent reporting dates. 203 Other Disclosures 231 List of Investments at 31 December 2023 103 - 7,392 179 32 32 8,433 8,826 - 7,433 8,566 2 5 -228 -350 -206 -515 6 8,974 3 -11 159 - 31 - 310 -2,674 -523 - 2,715 1,870 - 3,649 8 1,888 3,236 - 1,346 2,794 - 999 100 159 100 -3,622 - 130 718 453 Group Financial Services Automotive Cash inflow/outflow from investing activities Proceeds from the sale of marketable securities and investment funds Investments in marketable securities and investment funds Proceeds from the disposal of investment assets and other business units (unaudited supplementary information) Proceeds from subsidies for intangible assets and property, plant and equipment Proceeds from the disposal of intangible assets and property, plant and equipment Expenditure for acquisitions, net of cash acquired Expenditure for investment assets Cash inflow/outflow from operating activities Change in other operating assets and liabilities Change in provisions Change in trade payables Change in trade receivables Change in inventories Changes in working capital Total investment in intangible assets and property, plant and equipment 1,417 (unaudited supplementary information) 17,096 683 -487 -698 - 4,229 - 3,472 - 4,512 - 5,049 2023 3,205 18,918 12,642 2022 2023 2022 2023 2022 23,509 2,962 Change in receivables from sales financing - 4,135 - 3,835 28 59 32 65 -86 -219 - 117 - 583 -222 3,587 2 101 115 103 116 102 5,011 102 -649 - 459 BMW Group Report 2023 To Our Stakeholders Combined Management Report 157 - 50 6 - 3,179 - 9,373 - 4,772 -530 -9,548 28 991 1,890 1,220 1,957 - 147 - 14 111 - 115 - 12 - 8,867 1,616 15 218 400 1,315 531 1,607 816 - 20 -866 - 154 - 939 - 187 - 125 -179 156 -70 .9 1,471 53 - 10,688 - 9,050 - 10,881 9,145 488 14,782 17,675 854 23,523 1,356 3,168 - 2,041 -447 - 1,970 1,735 47 17,542 Group Financial Statements Change in leased products Other non-cash income and expense items² - 121 - 3,783 -2,633 - 100 315 34,515 1,185 36,092 33,037 59,620 57,629 - 39,117 815 20,795 21,253 71,217 70,966 Non-current provisions and liabilities 485 39,654 897 36,848 - 42,201 - 46,105 1,224 1,401 35 Current tax 6 7 519 - 41,850 558 128 6,668 8,547 7,316 9,240 34 Other provisions 123 1,045 721 6,840 2,786 2,601 2,765 2,797 13 Deferred tax 156 - 158 80 8,206 7,559 8,445 7,797 34 Other provisions 83 808 2,603 226 8,041 6,199 7,065 37 Other liabilities 32,249 16,343 3,447 18,003 2 2,730 2,726 53,469 52,880 36 Financial liabilities 2 Result from equity accounted investments 886 123 1,671 1,817 147,024 143,628 246,926 250,890 Total equity and liabilities 150,392 - 81,299 -79,565 -79,572 20,215 33,813 13,768 29,059 72,056 76,190 856 920 - 81,296 58,995 149,413 118,799 Depreciation and amortisation of tangible and intangible assets Other interest and similar income/expenses¹ Interest received¹ Income taxes paid Profit/loss before tax in € million FOR GROUP AND SEGMENTS 118,127 CASH FLOW STATEMENT Other Information Remuneration Report Responsibility Statement and Auditor's Report Cash Flow Statement for Group and Segments Group Financial Statements 156 BMW Group Report 2023 To Our Stakeholders Combined Management Report - 169,981 - 163,074 ← = Q 141 60,404 87,001 15,547 38 Trade payables -3 13,366 15,065 25,718 14,120 25,392 1,680 40,727 42,130 36 Financial liabilities 215 215 1,646 84,421 13,906 566 Current provisions and liabilities 44,844 49,028 239 226 37,032 35,226 12,763 21,034 37 Other liabilities 11 4 852 1,071 494 18,683 Responsibility Statement and Auditor's Report Cash Flow Statement for Group and Segments Remuneration Report Other Information 31 December 2022 Other changes preferred stock Premium arising on capital increase relating to Authorised Capital Subscribed share capital increase out of Treasury shares acquired Accumulated other equity Dividend payments Other comprehensive income for the period after tax Net profit 1 January 2022 in € million IN EQUITY FOR GROUP STATEMENT OF CHANGES ← = Q Comprehensive income at 31 December 2022 Other Information Derivative Subscribed capital 661 31 Total interests of BMW AG controlling Non- Note Equity attributable to shareholders Costs of hedging financial instruments Marketable securities Translation differences Revenue reserves reserves Capital Treasury shares 2,325 Remuneration Report To Our Stakeholders Combined Management Report -1,222 -1,222 2,000 24 -24 - 2,000 - 6,915 - 1,485 -1,222 -5,430 9,653 607 9,046 496 - 1,201 78 - 1,499 - 5,430 Group Financial Statements Responsibility Statement and Auditor's Report Statement of Changes in Equity for Group -95 77 BMW Group Report 2023 159 92,923 119 3,327 89,596 - 500 172 -658 -29 - 2,083 89,072 2,456 639 31 42 699 11,172 71,705 17,941 2 BMW Group Report 2023 To Our Stakeholders Combined Management Report 160 91,288 4,163 87,125 - 1,278 - 1,154 Group Financial Statements Notes to the Group Financial Statements 1,728 - 584 85,425 2,432 663 31 2,427 4,173 - 107 - 1,746 Responsibility Statement and Auditor's Report Other Information Foreign Germany Included at 31 December 2022 Included for the first time in 2023 No longer included in 2023 Included at 31 December 2023 In relation to fully consolidated companies, the following changes took place in the Group reporting entity in the financial year 2023: 02 Group reporting entity and consolidation principles The BMW Group Financial Statements include BMW AG and all material subsidiaries over which BMW AG - either directly or in- directly exercises control. This also includes 62 structured en- tities, consisting of asset-backed financing arrangements and special purpose funds. In some cases, contractual agreements are in place with the asset-backed securities companies to offset their losses in connection with residual value risks arising from the receivables sold to them. - Approval for the publication of the Group Financial Statements was granted by the Board of Management on 12 March 2024. Remuneration Report In order to provide a better insight into the results of operations, financial position and net assets of the BMW Group, and going beyond the requirements of IFRS 8 (Operating Segments), the Group Financial Statements also include an income statement and a balance sheet for the Automotive, Motorcycles, Financial Services and Other Entities segments. The Group Cash Flow Statement is supplemented by a statement of cash flows for the Automotive and Financial Services segments. Inter-segment transactions relate primarily to internal sales of products, the pro- vision of funds for Group companies and the related interest. A description of the nature of the business and the major operating activities of the BMW Group's segments is provided in 7 note 46 (Explanatory notes to segment information). Key figures presented in this report have been rounded in ac- cordance with standard commercial practise. In certain cases, this may mean that values do not add up exactly to the stated total and that percentages cannot be derived from the values shown. The Group Financial Statements have been drawn up in euros. All amounts are disclosed in millions of euros (Є million) unless stated otherwise. The consolidated financial statements of Bayerische Motoren Werke Aktiengesellschaft (BMW Group Financial Statements or Group Financial Statements) at 31 December 2023 were drawn up in accordance with International Financial Reporting Stand- ards (IFRS), as endorsed by the European Union (EU), and the supplementary requirements of § 315e (1) of the German Com- mercial Code (HGB). Pursuant to § 325 HGB, the Group Finan- cial Statements and the Group Management Report are required to be submitted electronically to the operator of the German Company Register and made accessible via that agency's web- site. Bayerische Motoren Werke Aktiengesellschaft (BMW AG), which has its seat in Germany, Munich, Petuelring 130, is regis- tered in the Commercial Register of the District Court of Munich under the number HRB 42243. BMW AG manufactures automo- biles and motorcycles in the premium segment. 01 Basis of preparation PRINCIPLES NOTES TO THE GROUP FINANCIAL STATEMENTS ← = Q The income statement for the BMW Group and segments is pre- sented using the cost of sales method. - 438 -607 107 1,598 38 1,560 -903 1,973 - 109 - 146 18,686 745 641 17,941 75,132 766 74,366 - 251 362 18,582 - 1,139 -146 1,973 107 107 2 2 2 - 1,278 - 1,278 - 109 - 1,278 - 1,455 -3,827 -3,827 20,180 679 19,501 -903 - 5,282 -2,512 -268 -2,244 11,614 34 16,050 20,633 9 9 - 521 -22,430 - 1,031 -186 -7,139 - 2,961 - 2,998 2,076 - 1,455 - 1,485 -222 - 1,455 -26,102 - 547 104 -705 - 9,042 -750 - 10,592 -7,346 - 17,984 -515 -6,859 1,396 - 51 247 - 1,235 3,281 11,584 -12,165 - 10,790 - 1,313 - 502 - 1,485 - 5,430 Cash and cash equivalents as at 1 January Change in cash and cash equivalents Effect of changes in composition of Group on cash and cash equivalents Effect of exchange rate on cash and cash equivalents Cash inflow/outflow from financing activities Change in other financial liabilities Proceeds from issue of non-current financial liabilities Repayment of non-current financial liabilities Cash and cash equivalents as at 31 December Payment of dividends to non-controlling interests Intragroup financing and equity transactions Interest paid¹ Treasury shares acquired Payments into equity Payments out of equity in € million FOR GROUP AND SEGMENTS CASH FLOW STATEMENT ← = Q Payment of dividends to shareholders of BMW AG - 3,827 With the exception of interest for lease liabilities, interest relating to financial services business is classified as revenues/cost of sales. 2 Includes in the financial year 2022 the elimination of the non-cash revaluation effect of the investment in BMW Brilliance amounting to € 7,649 million. Group - 3,827 - 5,430 - 1,278 -1,222 - 1,278 - 1,222 85 Automotive 85 2023 2022 2023 -20 2022 2023 -20 Financial Services (unaudited supplementary information) (unaudited supplementary information) 2022 99 -184 6 Total Non- controlling interests Equity attributable to shareholders of BMW AG Treasury shares Costs of hedging Derivative financial instruments Marketable securities 31 Translation differences reserves Capital Subscribed capital Note Accumulated other equity 31 December 2023 Other changes Revenue reserves Reclassification resulting from share redemption 663 85,425 11,290 496 - 1,201 78 - 1,499 - 118 12,165 875 2,432 11,290 4,163 87,125 - 1,278 - 1,154 1,728 - 107 -584 91,288 Treasury share redemption Treasury shares acquired Dividend payments 3,471 3,530 12,009 13,109 16,009 16,870 59 17,327 - 440 481 861 457 - 10 27 - 10 27 1,100 16,870 13,590 13,109 Comprehensive income at 31 December 2023 Other comprehensive income for the period after tax Net profit 1 January 2023 in € million IN EQUITY FOR GROUP STATEMENT OF CHANGES ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Statement of Changes in Equity for Group To Our Stakeholders Combined Management Report BMW Group Report 2023 158 The reconciliation of liabilities from financing activities is presented in note [36] to the Group Financial Statements. 3,530 3,090 77 77 20 17 8,957 18,582 12,165 Net profit/loss -37 -339 - 209 14,967 29 -861 -57 -75 - 3,951 -3,685 - 4,927 - 4,931 -673 13 183 2,101 17,941 11,290 Attributable to shareholders of the BMW AG 1 40 17 601 212 857 875 Attributable to non-controlling interests 85 995 786 -71 2,532 641 8,100 Income taxes 1,334 - 339 9,510 -1,386 1,194 -1,118 42 - 87 8,283 7,701 8,937 - 1,272 12 Financial result Other financial result 1,846 3,237 - 67 122 -1 - 93 995 - 100 3,205 2,962 269 258 18,918 12 12,642 17,096 Profit/loss before tax - 25 -866 1,198 -87 42 23,509 - 1,539 14,366 212 -118 -332 24 1,077 - 142 33 18,582 745 12,165 2023 Note Total comprehensive income attributable to shareholders of BMW AG Total comprehensive income attributable to non-controlling interests Total comprehensive income Items that can be reclassified to the income statement in the future Other comprehensive income for the period after tax Currency translation foreign operations 2022 Other comprehensive income from equity accounted investments Income taxes 113 - 1,808 20,180 9,653 1,598 -2,512 19 853 -2,394 - 154 199 - 458 281 22 26 - 1,557 766 2,801 - 1,772 183 Costs of hedging Marketable securities (at fair value through other comprehensive income) 14 Diluted earnings per share of common stock in € 27.33 17.69 14 Basic earnings per share of preferred stock in € Dilutive effects 27.31 17.67 17.67 Basic earnings per share of common stock in € 85 995 786 -72 2,492 2,084 14 Derivative financial instruments 27.31 14 Items not expected to be reclassified to the income statement in the future Income taxes Remeasurement of the net liability for defined benefit pension plans Net profit/loss in € million FOR GROUP STATEMENT OF COMPREHENSIVE INCOME Diluted earnings per share of preferred stock in € ← = Q Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Statement of Comprehensive Income for Group To Our Stakeholders Combined Management Report BMW Group Report 2023 153 27.33 17.69 Other Information -2,372 - 6 - 11 8 11 2022 2023 2022 2023 2022 35,122 -16,231 2023 36,227 -31,548 -2,656 - 104,324 - 109,920 - 118,042 - 125,809 8 3,176 -2,628 3,214 - 19,298 18,315 9 Selling and administrative expenses 49 2,084 8 11 4,685 - 30,437 4,679 558 19,278 22,357 24,568 29,689 Gross profit 19,347 548 - 11,025 123,602 142,610 Motorcycles Automotive O FOR GROUP AND SEGMENTS INCOME STATEMENT ← = Q Other Information Group Remuneration Report Group Financial Statements 152 BMW Group Report 2023 To Our Stakeholders Combined Management Report STATEMENTS GROUP FINANCIAL 03 99%> 53 Responsibility Statement and Auditor's Report Income Statement for Group and Segments 132,277 (unaudited supplementary information] Financial Services (unaudited supplementary information) 155,498 7 2022 2023 2022 2023 2022 (unaudited supplementary information) 2023 Cost of sales Revenues in € million information) Eliminations (unaudited supplementary (unaudited supplementary information) Other Entities Note – 10,616 - 9,195 - 8,801 11 Interest and similar income - 100 - 159 - 100 -159 24 701 Result from equity accounted investments 2,200 - 203 - 13 3,163 3,055 257 259 147 10,635 422 739 7 8 - 57 -1,502 251 -656 11 1,389 Interest and similar expenses - 4,103 1,543 3,403 6 5 5 7 - 1,871 12,981 13,999 18,482 6 6 1,230 967 1,377 1,045 10 63 Other operating income 66 - 33 -34 - 1,543 - 1,559 - 296 -303 57 121 13 14 Profit/loss before financial result 35 54 - 192 -3 - 100 - 128 -1 -2 - 1,072 - 1,148 - 1,330 - 1,227 10 Other operating expenses 6 -4 607 228 Segment Information 679 19,501 210 611 3,530 45,222 45,218 970 1,050 71,621 59,128 68,310 94,972 Current assets 3,090 21 36 13,109 13,590 92,204 16,870 Total assets 246,926 Combined Management Report To Our Stakeholders BMW Group Report 2023 155 - 169,981 - 163,074 - 81,858 250,890 - 78,734 118,127 149,413 150,392 1,671 1,817 147,024 143,628 56,249 118,799 Group Financial Statements Responsibility Statement and Auditor's Report Balance Sheet for Group and Segments at 31 December 2023 17,327 - 81,855 1,199 27 Current tax -3 766 692 560 1,096 558 2,888 5,164 4,131 26 Financial assets 35,340 36,838 3,841 Cash and cash equivalents 911 102 - 78,727 54,857 57,638 5,020 3,753 4 7 547 31,576 9,602 7,596 28 Other assets 415 186 134 24,925 35,340 Remuneration Report ← = Q 3,327 Non-controlling interests I I I I I 4,163 87,125 31 Equity attributable to shareholders of BMW AG I - 1,278 - 500 31 Treasury shares 89,596 - 117 Equity 91,288 9 7 233 326 339 427 33 92,923 Pension provisions - 41,652 48,894 56,031 17,737 16,573 67,234 61,971 - 42,577 Other Information - 2,071 Accumulated other equity 2023 2022 2023 2022 2023 Note in € million 2022 Eliminations (unaudited supplementary information) Other Entities Financial Services (unaudited supplementary information) Motorcycles (unaudited supplementary information] Automotive (unaudited supplementary information] Group AT 31 DECEMBER 2023 BALANCE SHEET FOR GROUP AND SEGMENTS (unaudited supplementary information) 31 2023 2023 85,425 89,072 31 Revenue reserves 2,432 2,456 31 2022 Capital reserves 639 31 Subscribed capital EQUITY AND LIABILITIES 2022 2023 2022 663 36,838 25 Receivables from sales financing Leased products 121 94 491 533 31,514 34,639 23 32,126 22 Property, plant and equipment 1 370 366 185 216 35,266 21,220 43,118 50,415 23,084 28 28 14,775 420 443 14,697 1,351 42,820 1,197 420 443 24 Investments accounted for using the equity method -7,047 -7,297 49,867 Other investments 23,020 19,439 20,022 Automotive (unaudited supplementary information] Group = Q ↑ Intangible assets ASSETS in € million Motorcycles (unaudited supplementary information) AT 31 DECEMBER 2023 Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Balance Sheet for Group and Segments at 31 December 2023 Combined Management Report To Our Stakeholders BMW Group Report 2023 154 BALANCE SHEET FOR GROUP AND SEGMENTS 21,776 Financial Services (unaudited supplementary information) Eliminations 21 2022 2023 2022 2023 2022 2023 Other Entities 2022 2022 2023 2022 2023 Note (unaudited supplementary information) (unaudited supplementary information) 2023 -36,612 -36,472 Receivables from sales financing 29 Inventories - 88,123 - 84,340 -2,122 -42,247 - 38,878 38,315 62,550 29 58,999 105,174 701 767 75,403 75,318 154,722 155,918 104,191 Non-current assets 23,719 22,121 1 114 184 143 102 3,869 3,875 20,005 4,127 30 Trade receivables 524 693 802 905 18,679 4,162 35,249 2,325 2,852 643 481 256 1,522 588 3,073 1,387 1,191 26 -114 - 140 50,482 50,657 50,368 50,517 25 Financial assets Deferred tax 13 2,431 25 18 2,612 2,296 1,030 1,537 28 Other assets - 121 - 100 -1,313 23 22 517 506 3,340 3,216 1,758 9,046 Total 20 As a general rule, the BMW Group assumes that a receivable is in default if it is more than 90 days overdue or if there are objec- tive indications of insolvency, such as the opening of insolvency proceedings. Credit-impaired assets are identified as such on the basis of this definition of default. In the case of credit-impaired assets which had not been credit-impaired at the time they were acquired or originated, an impairment allowance is recognised at an amount equal to lifetime expected credit losses (stage 3). This is the case regardless of whether the general or simplified ap- proach is applied. In the case of stage 3 assets, interest income is calculated on the asset's carrying amount less any impairment loss. The cost of internally constructed plant and equipment com- prises all costs which are directly attributable to the manufactur- ing process as well as an appropriate proportion of production- related overheads. This includes production-related depreciation and amortisation as well as an appropriate proportion of admin- istrative and social costs. Financing costs are not included in ac- quisition or manufacturing cost unless they are directly attribut- able to the asset. The carrying amount of items of depreciable - property, plant and equipment is written down according to scheduled usage-based depreciation as a general rule on a straight-line basis - over the useful lives of the assets. Depreci- ation is recorded as an expense in the income statement. The following useful lives are applied throughout the BMW Group: in years Factory and office buildings, residential buildings, fixed installations in buildings and outside facilities 8 to 50 Plant and machinery Other facilities, factory and office equipment 3 to 30 2 to 25 The useful life of the plant and equipment is reviewed regularly and extended or shortened as necessary. This review also takes account of the impact of climate-related aspects on useful lives, for example due to changes in demand patterns or regulatory re- quirements. This assessment is based on the assumptions used for long-term corporate planning purposes and product-related decisions, as described above. Climate-related aspects have an indirect impact on the utilisation of property, plant and equip- ment. Adjustments to the useful lives of items of plant and ma- chinery are avoided by a combination of flexible manufacturing arrangements (independent of drivetrain type and capable of handling all vehicle generations) and asset-preservation measures. The useful lives of plant and machinery that are used exclusively for internal combustion vehicle production are also covered by the most up-to-date planning assumptions. For ma- chinery used in multiple-shift operations, depreciation rates are increased to account for the additional utilisation. If there is any indication of impairment of property, plant and equipment, an im- pairment test is performed as described above for intangible as- sets. 167 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information Assumptions and estimations are required regarding future re- sidual values, since these represent a significant part of future cash inflows. Relevant factors to be considered include the trend in market prices and demand on the pre-owned automobile mar- ket. The expected change in the drive-system mix going forward, which is subject to regular analysis, is also taken into account. The BMW Group has developed and implemented methods and processes that enable sustainability aspects of residual value risks, particularly climate-related aspects, to be appropriately as- sessed and managed. A scenario-based approach is applied to quantify the impact of the transition towards zero-emissions mo- bility and factor in the technological progress of the products in- volved, resulting potentially in the need to adjust the estimated residual values of both internal combustion and electrified vehi- cles. However, the transition to new drive systems will stretch over a period of time. Under these circumstances, regulatory as- pects, customer behaviour and the structure of the product range all have to be taken into account. To varying degrees, the afore- mentioned aspects will play a role in bringing about changes to the existing product portfolio over the coming years. The nature of these planned changes can already be anticipated today to some extent, highlighting potential but calculable risks for future operations. Disproportionate risks can only arise in the Where the recoverable amount of a lease exceeds the asset's carrying amount, changes in residual value expectations are rec- ognised by adjusting scheduled depreciation prospectively over the remaining term of the lease. If the recoverable amount is lower than the asset's carrying amount, an impairment loss is recognised for the shortfall. A test is carried out at each balance sheet date to determine whether an impairment loss recognised in prior years no longer exists or has decreased. In such cases, the carrying amount of the asset is increased to the recoverable amount, at a maximum up to the amount of the asset's amor- tised cost. case including initial direct costs. All leased products are depre- ciated over the period of the lease using the straight-line method down to their expected residual value. Group products recognised by BMW Group entities as leased products under operating leases are measured at manufactur- ing cost and all other leased products at acquisition cost, in each As lessee, the BMW Group makes use of the application exemp- tions available for short-term leases and leases of low-value assets. Determining which items are to be counted as lease payments - including the issue of the lease term underlying those payments - and which discount rate to apply involves using estimates and assumptions that may differ from actual outcomes. All items of property, plant and equipment are measured at ac- quisition or manufacturing cost less accumulated depreciation and accumulated impairment losses. The incremental borrowing rate comprises the risk-free interest rate in the relevant currency for matching maturities plus a pre- mium for the credit risk. Specific risks attached to an asset are generally not taken into account, given that collateral received in the context of alternative financing arrangements is not relevant within the BMW Group. The lease payments to be taken into account to measure the right-of-use asset and the lease liability comprise fixed pay- ments, variable lease payments that depend on an index or an interest rate as well as amounts expected to be payable under residual value guarantees. If it is reasonably certain that a pur- chase or lease extension option will be exercised, the relevant payments are also included. Payments for periods for which the lessee has an option to terminate a lease unilaterally are only in- cluded in the lease payments if it is reasonably certain that the termination option will not be exercised. For the purposes of as- sessing options, the BMW Group takes account of all facts and circumstances that create an economic incentive to exercise or not to exercise the option. The lease liability is measured on initial recognition at the present value of the future lease payments. Subsequent to initial recog- nition, the carrying amount of the lease liability is increased to reflect interest on the lease liability and reduced, without income statement impact, by the lease payments made. Lease liabilities are reported within financial liabilities, while interest expense is reported as part of net interest result. In the cash flow statement, both the repayment portion and the interest portion of lease pay- ments are shown as cash outflows from financing activities. The BMW Group recognises a right-of-use asset and a liability for the outstanding lease payments with effect from the date on which the leased asset becomes available for use by the BMW Group. The cost of the right-of-use asset is the sum of the amount at which the lease liability is initially measured, any lease payments made at or before the lease commencement date, any initial direct costs incurred by the lessee and the estimated costs of dismantling, removing or restoring the leased asset. Lease in- centives granted by the lessor are deducted. Right-of-use assets are depreciated on a straight-line basis over the shorter of the useful life of the leased asset and the expected lease term. If ownership of the leased asset is automatically transferred at the end of the lease term or the exercise of a purchase option is re- flected in the lease payments, the right-of-use asset is depreci- ated on a straight-line basis over the expected useful life of the leased asset. Right-of-use assets are reported in the balance sheet within the relevant line items for property, plant and equip- ment. The depreciation expense on right-of-use assets is re- ported in the income statement in cost of sales as well as in sell- ing and administrative expenses. A lease arises for IFRS 16 purposes either when an actual legal rental/lease agreement for property, plant and equipment is in place or when other contractual arrangements are in place that are equivalent to a lease in substance. Depending on the specific facts and circumstances of each individual case, power purchase agreements and long-term supply contracts for battery cells may also constitute a lease. ← = Q Notes to the Group Financial Statements IFRS 16 requires that lease payments are discounted as a gen- eral rule using the interest rate implicit in the lease. However, since the interest rate in leases entered into by the BMW Group cannot readily be determined, amounts are discounted on the basis of the incremental borrowing rate. 168 In conjunction with the impairment tests for cash-generating units, sensitivity analyses are performed for the main assump- tions in order to rule out that possible changes to the assump- tions used to determine the recoverable amount would result in the requirement to recognise an impairment loss. Even in the case of a 10% deterioration in the individual measurement as- sumptions, an impairment loss would not arise. If the WACC were to develop as in the previous year, the value in use calculated for the Financial Services cash-generating unit would fall slightly be- low its carrying amount in 2024. The BMW Group does not, how- ever, expect the WACC to develop as in the previous year. 13.7 In these cases, impairment is tested at the level of a cash-gener- ating unit, which is the norm for the BMW Group. For the purpose of the impairment test, the carrying amount of an asset (or a cash-generating unit) is compared with the recov- erable amount. The first step of the impairment test is to deter- mine the value in use. If the value in use is lower than the carrying amount, the next step is to determine the fair value less costs to sell and compare the amount so determined with the asset's car- rying amount. If the fair value is lower than the carrying amount, an impairment loss is recognised, reducing the carrying amount to the higher of the asset's value in use or fair value less costs to sell. If the reason for a previously recognised impairment loss no longer exists, the impairment loss is reversed up to the level of the recoverable amount, but no higher than the amortised acqui- sition or manufacturing cost. Impairment losses on goodwill are not reversed. As part of the process of assessing recoverability, it is generally necessary to apply estimations and assumptions - in particular regarding future cash inflows and outflows and the length of the forecast period which could differ from actual amounts. Actual amounts may differ from the assumptions and estimations used if business conditions develop differently to expectations. - The BMW Group determines the value in use of intangible assets on the basis of a present value computation. The cash flows used for this calculation are derived from the long-term corporate plan approved by management, corresponding to a forecast period of six years. 166 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information Notes to the Group Financial Statements ← = Q For the purposes of calculating cash flows beyond the planning period, a perpetual annuity return is assumed which does not take growth into account. Forecasting assumptions are adjusted to current information and regularly compared with external sources. The assumptions used take account in particular of ex- pectations of the profitability of the product portfolio, future mar- ket share development, macroeconomic developments (such as currency, interest rate and raw materials prices) as well as the legal environment and past experience. Assumptions also take into account the impact of climate-related aspects and the influence of other sustainability factors on busi- ness performance and the product portfolio, for example as a re- sult of changes in demand patterns, regulatory requirements or changes in production conditions. In line with the BMW Group's strategy process and the ongoing transformation to electric mo- bility, the detailed forecast takes account of key assumptions such as the planned increase in the share of electrified automo- biles to over 50% and the required level of expenditure on re- search and development for vehicle models with battery-electric drives. Other matters to be considered are the scale of future in- vestments in resource-saving production facilities (including any expected efficiency improvements), the cost of converting pro- duction processes from fossil fuels to renewable energy sources and, last but not least, the expected impact on the current leasing portfolio. Amounts are discounted on the basis of a market-related cost of capital rate. Impairment tests are performed for accounting and financial reporting purposes and using a risk-adjusted pre-tax cost of capital (WACC) for the Automotive (excluding BMW Bril- liance), BMW Brilliance and Motorcycles cash-generating units. In the case of the Financial Services cash-generating unit, a pre- tax cost of equity capital is used, as is customary in the sector. By analogous application of the procedures used for the other cash-generating units, the value in use is also determined for the BMW Brilliance cash-generating unit in view of the time period since the acquisition date. The following pre-tax discount factors were applied: 15.2 12.4 13.7 15.4 15.6 12.4 The risk-adjusted discount rate, calculated using a capital asset pricing model (CAPM), also takes into account specific peer- group information relating to beta-factors, capital structure data and borrowing costs. No environmental, social and governance (ESG)-related adjustments were made to the WACC. 13.7 2023 Financial Services Motorcycles BMW Brilliance Automotive excluding BMW Brilliance in % 2022 If there is any indication of impairment of intangible assets, or if an annual impairment test is required (i.e. intangible assets with an indefinite useful life, intangible assets during the devel- opment phase and goodwill), an impairment test is performed. Each individual asset is tested separately unless the cash flows generated by the asset are not sufficiently independent from the cash flows generated by other assets or other groups of assets. BMW Group Report 2023 Group Financial Statements Derivative financial instruments are used within the BMW Group for hedging purposes in order to reduce currency, interest rate, fair value and market price risks. Derivative financial instru- ments are recognised as of the trade date, measured at their fair value. Depending on their market value at measurement date, these financial instruments are reported in the balance sheet line items "Financial assets" or "Financial liabilities". Fair values are determined on the basis of valuation models. Ob- servable market price, tenor and currency basis spreads are taken into account in the measurement of derivative financial in- struments. Furthermore, the Group's own credit risk and that of counterparties is taken into account on the basis of credit default swap values for market contracts with matching terms. The BMW Group applies the option to recognise the credit risks arising from the fair values of a group of derivative financial as- sets and liabilities on the basis of their total net amount. Portfo- lio-based valuation adjustments (credit valuation adjustments and debit valuation adjustments) to the individual derivative fi- nancial assets and financial liabilities are allocated using the rel- ative fair value approach (net method). Where hedge accounting is applied, changes in fair value of de- rivative financial instruments are presented as part of other fi- nancial result in the income statement or within other compre- hensive income as a component of accumulated other equity, depending on whether the hedging relationship is classified as a fair value hedge or a cash flow hedge. Fair value hedges are mainly used to hedge interest rate risks relating to financial liabilities. The currency basis is not desig- nated as part of the hedging relationship in the case of cross cur- rency interest rate hedges accounted for as fair value hedges. Accordingly, changes in the market value of such components are recorded as costs of hedging within accumulated other eq- uity. Amounts accumulated in equity are reclassified to other fi- nancial result within the income statement over the term of the hedging relationship. In addition, for selected fixed-interest assets, a portion of the in- terest rate risk is hedged on a portfolio basis in accordance with 170 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information Notes to the Group Financial Statements ← = Q IAS 39. The designated hedged items (underlying transactions) are reported in the balance sheet as receivables from sales fi- nancing or financial liabilities. Interest rate risks are hedged on the basis of the present value of net cash flows relating to fixed income assets (on the asset side) less cash flows relating to vari- able-rate financing (on the liabilities side). The net cash flow de- termined in this way is hedged by purchasing corresponding in- terest rate swaps that have the effect of reducing the interest rate risk. Hedge relationships are terminated and redesignated on a monthly basis at the end of each reporting period, thereby taking account of the constantly changing content of each portfolio. Fair value hedge ineffectiveness is generally recognised in other financial result. Cash and cash equivalents comprise mainly cash on hand and cash at bank with an original term of up to three months. With the exception of money market funds, cash and cash equivalents are measured at amortised cost. Inventories also include vehicles held for sale in the financial ser- vices business, measured at their amortised cost or lower net re- alisable value. Work in progress and finished goods are stated at the lower of manufacturing cost and net realisable value. Manufacturing cost comprises all costs which are directly attributable to the manu- facturing process as well as an appropriate proportion of produc- tion-related overheads. This includes production-related depre- ciation and amortisation and an appropriate proportion of ad- ministrative and social costs. Financing costs are not included in the acquisition or manufacturing cost of inventories. Inventories of raw materials, supplies and goods for resale are generally stated at the lower of average acquisition cost and net realisable value. As a general rule, each income tax treatment is considered inde- pendently when accounting for uncertainties in income taxes. If it is not considered probable that an income tax treatment will be accepted by the local tax authorities, the BMW Group uses the most likely amount of the tax treatment when determining tax- able profit and the tax base. Current income taxes are calculated within the BMW Group on the basis of tax legislation applicable in the relevant countries. To the extent that judgement was necessary to determine the treat- ment and amount of tax items presented in the financial state- ments, there is in principle a possibility that local tax authorities may take a different position. Financial assets include in particular marketable securities and shares in investment funds as well as derivative financial instru- ments. Deferred tax liabilities on taxable temporary differences arising from investments in subsidiaries, branches and associated com- panies as well as interests in joint arrangements are not recog- nised if the Group is able to control the timing of the reversal and it is probable that the temporary difference will not reverse in the foreseeable future. This is particularly the case if it is intended that profits will not be distributed, but rather will be used to main- tain the substance and expand the volume of business of the en- tities concerned. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is real- ised or the liability settled, based on tax rates and tax laws that have been enacted or substantively enacted at the balance sheet date. as well as on unused tax losses and unused tax credits, when it is probable that they can be utilised. As an exception to this, de- ferred tax assets and liabilities resulting from the implementation of the Pillar Two rules are not recognised. Further information is provided in note 5. Deferred income taxes are recognised for all temporary differ- ences between the tax and accounting bases of assets and lia- bilities, including differences arising on consolidation procedures, In the case of raw materials hedges that are accounted for as cash flow hedges, the hedging instruments are designated in full as part of the hedging relationship. Amounts recorded in accu- mulated other equity are included in the carrying amount of in- ventories on initial recognition. Ineffectiveness arising on cash flow hedges is recognised directly in cost of sales, whereas the impact of prematurely terminated hedging relationships is recog- nised in other operating income and expenses. The time values of option transactions and the interest compo- nent - including the currency basis of forward currency con- tracts are not designated as part of the hedging relationship in the case of currency hedges accounted for as cash flow hedges. Changes in the fair value of such components are recorded as costs of hedging on a separate line within accumulated other equity. Amounts recorded in accumulated other equity from cur- rency hedges are reclassified to cost of sales when the related hedged item is recognised in profit or loss. - The recoverability of deferred tax assets is assessed at each bal- ance sheet date on the basis of planned taxable income in future financial years. If with a probability of more than 50% future tax benefits will not be realised, either in part or in total, a valuation allowance is recognised on the deferred tax assets. The calcula- tion of deferred tax assets requires assumptions to be made with regard to the level of future taxable income and the timing of re- covery of deferred tax assets. These assumptions take account of forecast operating results, announced legislative changes in connection with climate change and the impact on earnings of the reversal of taxable temporary differences. Since future busi- ness developments cannot be predicted with certainty and to some extent cannot be influenced by the BMW Group, the meas- urement of deferred tax assets is subject to uncertainty. To Our Stakeholders Combined Management Report Input factors available on the market, such as ratings and prob- abilities of default, are used to calculate valuation allowances for cash and cash equivalents, financial assets, receivables from subsidiaries and receivables from companies in which an invest- ment is held. In the case of marketable securities and investment funds, the BMW Group usually applies the option not to allocate financial assets with a low default risk to different stages. Accord- ingly, assets with an investment grade rating are always allo- cated to stage 1. Forward-looking information (for instance forecasts of key per- formance indicators) is also taken into account if, based on past experience, such indicators show a substantive correlation to ac- tual credit losses. Responsibility Statement and Auditor's Report Remuneration Report Other Information Notes to the Group Financial Statements ← = Q event of unexpected regulatory changes that would also be to the detriment of customers. In addition to these various considera- tions, the vehicle portfolio subject to residual value risks is re- measured on a quarterly basis, allowing new aspects to be incor- porated in the valuation at an early stage. In this case, valuations relevant for new business which are subject to the same turn of events would also be adjusted. The forecasting models used by the BMW Group are subject to regular review and can be supple- mented where appropriate to include aspects relating to changes in the market. Using this approach, upward or downward adjustments can be made to the forecast value on the basis of a range of scenario analyses. The assumptions are based on internally available his- torical data and current market data as well as on forecasts of external institutions. Furthermore, assumptions are regularly val- idated by comparison with external data. Certain types of con- tracts require a high degree of judgement when deciding whether they give rise to operating leases or receivables from sales financing. Investments accounted for using the equity method are measured - provided no impairment has been recognised - at cost of investment adjusted for the Group's share of earnings and changes in equity capital. If there is any indication that an investment is impaired, an impairment test is performed on the basis of the discounted cash flow method. An indicator exists, for example, in the event of a serious shortfall compared to budget, the loss of an active market or if funds are required to avoid insolvency. With the exception of lease receivables financial assets are measured on initial recognition at their fair value. Financial as- sets include, in particular, other investments, receivables from sales financing, finance-related receivables, trade receivables and cash and cash equivalents. As a general rule, initial recogni- tion takes place as soon as the BMW Group becomes a party to a contract. In the case of so-called "regular way" purchases or sales of non-derivative financial assets, initial recognition takes place at the settlement date. Financial assets are derecognised when contractual cash flows attached to them have expired or are transferred and all significant risks and rewards have been passed on to the acquirer. Depending on the business model and the structure of contrac- tual cash flows, financial assets are classified as measured at amortised cost, at fair value through comprehensive income or at fair value through profit or loss. The category "measured at fair value through comprehensive income" at the BMW Group com- prises mainly marketable securities and investment funds used for liquidity management purposes. In the BMW Group, selected marketable securities, shares in investment funds, money mar- ket funds and convertible bonds are measured at fair value through profit or loss, as their contractual cash flows do not solely represent payments of principal and interest. The BMW Group does not make use of the option to measure equity instruments at fair value through other comprehensive in- come or debt instruments at fair value through profit or loss. The market values of financial instruments measured at fair value are determined on the basis of market information avail- able at the balance sheet date, such as quoted prices or using appropriate measurement methods, in particular the discounted cash flow method. Items reported under other investments within the scope of IFRS 9 are measured at fair value through profit or loss. Invest- ments in subsidiaries, joint arrangements and associated com- panies that are not material to the BMW Group are also included in other investments. Receivables from sales financing are measured as a general rule at amortised cost using the effective interest rate method. As part of its asset-backed securities (ABS) financing activities, the BMW Group transfers some of its receivables from sales fi- nancing - primarily retail customer and dealership financing re- ceivables - to structured companies, which in turn securitise them and place them on the capital market as collateralised securities. The transferred receivables are not derecognised and therefore remain on the BMW Group's balance sheet. For this reason, re- ceivables from sales financing fulfil the criteria of the "hold" busi- ness model. Loss allowances relating to the balance sheet line item “Receiv- ables from sales financing" are determined primarily on the basis of past experience with credit losses, current data on overdue re- ceivables, rating classes and scoring information. The BMW Group derecognises financial assets when it has no reasonable expectation of recovery. This may be the case, for in- stance, if the debtor is deemed not to have sufficient assets or other sources of income to service the debt. In addition, post-model adjustments are recorded if the risk is not fully covered by the standard models. The BMW Group applies the simplified approach described in IFRS 9 to operating lease and trade receivables, whereby the amount of the loss allowance is measured subsequent to the in- itial recognition of the receivable on the basis of lifetime expected credit losses (stage 2 – simplified approach). For the purposes of allocating an item to stage 2, it is irrelevant whether the credit risk of the assets concerned has increased significantly since in- itial recognition. ← = Q Group Financial Statements Notes to the Group Financial Statements Loss allowances on trade receivables are determined primarily on the basis of information relating to overdue amounts. Further- more, both positive and negative economic scenarios are used alongside the latest forecasts of key performance indicators when determining the level of valuation allowances. These sce- narios are based on local analyses and take into account, for ex- ample, anticipated political and economic developments. Other Information Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report BMW Group Report 2023 169 With the exception of receivables from operating leases and trade receivables, the BMW Group applies the general approach described in IFRS 9 to determine impairment of financial assets. Under the general approach, loss allowances are measured on initial recognition on the basis of the expected 12-month credit loss (stage 1). If the credit loss risk at the end of the reporting period has increased significantly since initial recognition, the im- pairment allowance is measured on the basis of lifetime ex- pected credit losses (stage 2 - general approach). The measure- ment of the change in default risk is based on a comparison of the default risk at the date of initial recognition and at the end of the reporting period. The default risk at the end of each reporting period is determined on the basis of credit checks, current key performance indicators and any overdue payments. Receivables from sales financing also include finance lease re- ceivables which are measured at the amount of the net invest- ment in the lease. This balance sheet line item also includes op- erating lease receivables at the end of the reporting period. The related vehicles are reported within the line item "Leased products". Remuneration Report Intangible assets also include emission allowances and similar rights arising from programmes aimed at reducing carbon or other climate-damaging emissions (for example in conjunction with the EU Emissions Trading System or vehicle-related emis- sions regulations in the USA or China). These allowances and rights are carried at cost and, in the event that they are allocated free of charge, recorded at a value of zero. Amounts are derec- ognised when they are returned or, in exceptional cases, when they are sold or expire. In parallel to the recognition of these al- lowances and rights as assets, provisions are recognised in ac- cordance with IAS 37 corresponding to the amount of obligations expected to arise in conjunction with the related emissions regu- lations. Provisions are measured on the basis of the expected value of the allowances or rights that are to be returned. BMW Group Report 2023 Development costs are capitalised if all of the criteria specified by IAS 38 are met. They are measured on the basis of direct costs and directly attributable overhead costs. Project-related capitalised development costs are amortised on a straight-line basis following the start of production over the estimated product life (usually five to 12 years). The exchange rates of currencies which have a material impact on the Group Financial Statements were as follows: 1 euro = US dollar Chinese renminbi British pound Japanese yen South Korean won Argentina has fulfilled the definition of a hyperinflationary econ- omy since 1 July 2018. Since that date, IAS 29 (Financial Re- porting in Hyperinflationary Economies) has therefore been ap- plied for the BMW subsidiary in Argentina. The price indices pub- lished by the Federación Argentina de Consejos Profesionales de Ciencias Económicas (FACPCE) are used to adjust non-mone- tary asset, liability and income statement line items. The result- ing effects are not material for the BMW Group. Closing rate Average rate 31.12.2023 31.12.2022 2023 2022 1.11 1.07 1.08 1.05 138.02 151.98 1,412.98 1,346.97 1,435.44 141.11 156.58 The financial statements of consolidated companies which are presented in a foreign currency are translated using the modified closing rate method. Under this method, assets and liabilities are translated at the closing exchange rate, while income and ex- penses are translated at the average exchange rate. Differences arising on foreign currency translation are presented in "Accu- mulated other equity". In the single entity accounts of BMW AG and its subsidiaries, foreign currency receivables and payables are measured on initial recognition using the exchange rate pre- vailing at the date of first-time recognition. Advance payments to suppliers or from customers in a foreign currency that result in the addition of non-monetary assets or liabilities are recorded at the exchange rate prevailing at the date of payment. At the end of the reporting period, foreign currency receivables and pay- ables are measured using the closing exchange rate. The result- ing unrealised gains and losses, as well as realised gains and losses arising on settlement, are recognised in the income state- ment, in line with the underlying substance of the transaction. Non-monetary balance sheet line items denominated in foreign currencies are rolled forward on the basis of historical exchange rates. 0.85 0.89 0.87 7.08 7.66 7.36 7.86 0.87 1,357.16 04 Foreign currency translation and measurement Other Information 161 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q - An entity is deemed to be controlled if BMW AG either directly or indirectly has power over it, is exposed or has rights to vari- able returns from it and has the ability to influence those returns. - An entity is classified as an associated company if BMW AG - either directly or indirectly - has the ability to exercise significant influence over the entity's operating and financial policies. As a general rule, the Group is assumed to have significant influence if it holds 20% or more of the entity's voting power. Joint operations and joint ventures are forms of joint arrange- ments. Such an arrangement exists when a BMW Group entity jointly carries out activities with a third party on the basis of a contractual agreement. In the case of a joint operation, the parties that have joint control of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement. Assets, liabilities, rev- enues and expenses of a joint operation are recognised propor- tionately in the Group Financial Statements on the basis of the BMW Group entity's rights and obligations (proportionate con- solidation). The impact of joint operations on the Group Financial Statements is of minor significance. The BMW Group's largest joint operation is Spotlight Automotive Limited (Spotlight), which has been operated together with the Chinese automobile manufacturer Great Wall Motor Company Limited (Great Wall) since 2019, jointly developing and manu- facturing electric vehicles for the MINI and Great Wall brands in China. The BMW Group and Great Wall each hold 50% of the joint operation's equity. In the case of a joint venture, the parties which have joint control only have rights to the net assets of the arrangement. Associated companies and joint ventures are accounted for us- ing the equity method, with measurement on initial recognition based on acquisition cost. Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Notes to the Group Financial Statements BMW Group Report 2023 To Our Stakeholders Combined Management Report 162 A closing rate of RUB 100.62 (2022: 77.12) to the euro was ap- plied at 31 December 2023 to translate foreign currency items denominated in Russian roubles. The BMW Group has been able to execute transactions at this rate. ← = Q The restrictions currently in place for payments continue to re- strict the transfer of liquid funds from Russia. Developments in this area are reviewed by the BMW Group on a regular basis. In total, the Russian companies hold around 4% (2022: 5%) of the BMW Group's cash and cash equivalents. 03 Other significant events Russia-Ukraine war The other changes to the Group reporting entity do not have a material impact on the results of operations, financial position and net assets of the Group. On 30 September 2021, the BMW Group signed an agreement with the Huachen Group to acquire all of the shares of Brilliance Automobile Manufacturing Co., Ltd., a Huachen Group subsidi- ary. The transaction will not, however, be completed. Goodwill arises when the cost of acquiring a business exceeds the Group's share of the net fair value of the assets, liabilities and contingent liabilities identified during the acquisition. On 19 July 2023, the BMW Group signed an agreement with the companies of the Mercedes-Benz Group AG, the Stellantis Group, the Honda Group, the Hyundai Motor Group and the Gen- eral Motors Company Group to establish a company in Canada with the aim of developing charging infrastructure in North Amer- ica. Following approval by the relevant antitrust authorities, the transaction was completed on 18 October 2023, with the BMW Group holding a 16.67% stake. Although this is below 20%, the newly founded entity is included in the BMW Group Financial Statements as an associated company using the equity method, reflecting the fact that the BMW Group is represented on the management board and therefore has significant influence. On 11 February 2022, via its subsidiary BMW Holding B.V., the BMW Group increased its shareholding in the BMW Brilliance Au- tomotive Ltd. (BMW Brilliance) joint venture from 50% to 75% with the acquisition of a further 25% of BMW Brilliance's shares. BMW Brilliance has been fully consolidated in the Group Finan- cial Statements since that date. With regard to the figures re- ported for the previous financial year, it should therefore be noted that BMW Brilliance is only included for the relevant part of 2022 (i.e. from 11 February onwards). If BMW Brilliance had been fully included in the Group Financial Statements with effect from 1 January 2022, Group revenues and profit after tax for the finan- cial year 2022 would have amounted to € 145,521 million and € 18,842 million respectively. The remeasurement of the previ- ously held shares resulted in a gain of € 7,649 million on first- time consolidation, which was recognised in income from invest- ments within the line item "Other financial result" in the previous year. Detailed information is provided in 7 BMW Group Report 2022, note [3] to the Group Financial Statements. Major uncertainties remained at 31 December 2023 with re- spect to the ongoing Russia-Ukraine war. The current sanctions and the countermeasures taken significantly restrict economic activities with Russia and also have an impact on the Russian companies of the BMW Group. 163 On 6 November 2023, the BMW Group signed an agreement with the Mercedes-Benz Group AG to establish a company in China with the aim of developing a charging infrastructure there. Approval has been granted by the antitrust authorities. The BMW Group will hold a 50% stake in the newly founded entity. It will be included in the BMW Group Financial Statements as a joint venture using the equity method. To Our Stakeholders Combined Management Report Combined Management Report Group Financial Statements Notes to the Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q 06 Accounting policies, assumptions, judgements and estimations The impact of climate change has been taken into account by the Board of Management when preparing the Group Financial Statements. As a matter of principle, the Group Financial State- ments are prepared in accordance with the BMW Group's long- term corporate plan, as approved by management, taking into account issues relevant for climate change such as the transfor- mation to electric mobility, regulatory requirements and changes in production conditions. In this context, the BMW Group incurs expenditure on research and development for electrified models, invests in resource-saving production facilities for the manufac- ture of electrified automobiles and, in particular, is gradually con- verting its production processes from fossil fuels to green energy by concluding long-term power purchase agreements for elec- tricity and gas from renewable sources. As a consequence of joining the Business Ambition for 1.5°C campaign led by the Science Based Target initiative (SBTI), the BMW Group pursues validated SBTi Near Term Targets for the year 2030, which are incorporated in the Group's long-term cor- porate plan. The targets set include a reduction in average carbon emissions of 80% per vehicle produced in our own plants and locations (Scope 1 and Scope 2), an average reduction of more than 50% per kilometre driven in the use phase (Scope 3 downstream) and an average reduction of more than 20% per vehicle in the supply chain (Scope 3 upstream). In line with the recommendations of the Taskforce for Climate- related Financial Disclosures (TCFD), both physical and transi- tion-related risks and opportunities are taken into account in the Group's internal performance management system and in con- junction with the preparation of the Group Financial Statements. These aspects, referred to below as "climate-related aspects", are highly relevant for the preparation of the Group Financial Statements, particularly in the case of assumptions, judgements and estimations relating to future developments that impact the BMW Group and its environment, and are therefore included in their assessment. More detailed information on how climate-related aspects are taken into account for recognition and measurement purposes is provided below, particularly in the comments on property, plant and equipment, leased products and the performance of impair- ment tests. This includes an indication of the extent to which cli- mate-related aspects have been taken into account in the esti- mations and assumptions for the recognition and measurement of balance sheet items. Revenues from customer contracts include in particular reve- nues from the sale of products (primarily new and pre-owned ve- hicles and related products) as well as revenues from services. Revenue is recognised when control is transferred to the dealer- ship or retail customer. In the case of sales of products, this is usually at the point in time when the risks and rewards of owner- ship are transferred. Revenues are stated net of settlement dis- count, bonuses and rebates as well as interest and residual value subsidies. The consideration arising from these sales usually falls due for payment immediately or within 30 days. In excep- tional cases, a longer payment may also be agreed. In the case of services, control is transferred over time. Consideration for the rendering of services to customers usually falls due for payment at the beginning of a contract and is therefore deferred as a con- tract liability. The deferred amount is released over the service period and recognised as revenue in the income statement. As a rule, amounts are released on the basis of the expected expense trend, as this best reflects the performance of the service. If the sale of products includes a determinable amount for services (multiple-component contracts), the related revenues are de- ferred and recognised as income in the same way. Variable con- sideration components, such as bonuses, are measured at the expected value, and in the case of multi-component contracts, allocated to all performance obligations unless directly attribut- able to the sale of a vehicle. Revenues from the sale of products, for which repurchase ar- rangements are in place, are not recognised immediately in full. Instead, revenues are either recognised proportionately or the difference between the sales and repurchase price is recognised in instalments over the term of the contract depending on the na- ture of the agreement. In the case of vehicles sold to a dealership that are expected to be repurchased in a subsequent period as part of leasing operations, revenues are not recognised at Group level at the time of the sale of the vehicle. Instead, assets and liabilities relating based on the right of return of these vehicles are recognised. Revenues from leases of own-manufactured vehicles are recog- nised at Group level in accordance with the requirements for manufacturer or dealer leases. In the case of operating leases, revenues from lease payments are recognised on a straight-line basis over the lease term. Finance leases, on the other hand, are accounted for as a sale. At the lease commencement date, rev- enues are recognised at the amount of the fair value of the leased asset and reduced by any unguaranteed residual value of vehi- cles that are expected to be returned to the Group at the end of the lease term. In addition, initial direct costs are recognised as cost of sales at the lease commencement date. BMW Group Report 2023 Intangible assets are measured on initial recognition at acquisi- tion or manufacturing cost. Subsequently, intangible assets with finite useful lives are amortised on a straight-line basis over their useful lives of between three and 20 years. Impairment losses are recognised where necessary. Intangible assets with indefi- nite useful lives are tested annually for impairment. Internally generated intangible assets mainly comprise development costs for vehicle, module and architecture projects. Earnings per share are calculated as follows: basic earnings per share are calculated for common and preferred stock by dividing the net profit for the year (after non-controlling interests) that is attributable to each category of stock, by the average number of shares of each category in circulation. Net profit for the year is accordingly allocated to the different categories of stock. The portion of the net profit that is not being distributed is allocated to each category of stock based on the number of outstanding shares. Profits available for distribution are determined directly on the basis of the dividend proposals or resolutions for common and preferred stock. Diluted earnings per share are calculated and separately disclosed in accordance with IAS 33. Public sector grants are not recognised until there is reasonable assurance that the conditions attaching to them have been com- plied with and the grants will be received. The resulting income is recognised in cost of sales over the periods in which the costs occur that they are intended to compensate. Information on the accounting policy changes applied for the first time from the fi- nancial year 2023 relating to government grants received for as- sets as well as to investment tax credits is provided in ▾ note 5. ← = Q Notes to the Group Financial Statements To Our Stakeholders Other Information Responsibility Statement and Auditor's Report Group Financial Statements Combined Management Report BMW Group Report 2023 165 Revenues also include interest income from financial services. In- terest income arising on finance leases as well as on retail cus- tomer and dealership financing is recognised using the effective interest method and reported as interest income on credit financ- ing within revenues. Remuneration Report BMW Group Report 2023 To Our Stakeholders The impact of the changes in accounting policy is not material for the results of operations, financial position and net assets of the BMW Group. Date of mandatory application IASB Date of issue by IASB 18.5.2017 Insurance Contracts International Tax Reform - Pillar Two Model Rules Amendments to IAS 12 IFRS 17 Standard/Interpretation Date of mandatory application EU Standards and Revised Standards significant for the BMW Group and applied for the first time in the financial year 2023: ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report 164 Group Financial Statements Notes to the Group Financial Statements 05 Financial reporting rules 23.5.2023 a Financial reporting standards applied for the first time in the financial year 2023 1.1.2023 1.1.2023 1.1.2023 1.1.2023 Also with a view to increasing consistency with internal perfor- mance management, with effect from the financial year 2023 advance payments to suppliers are reported within other assets. At 31 December 2022, advance payments to suppliers amount- ing to € 259 million were reported within inventories. Prior year figures have not been adjusted on the grounds of immateriality. in the form of reduced depreciation/amortisation. In this context, the accounting treatment applied for investment tax credits was also changed. Instead of being recognised immediately as a re- duction of income tax expense, with effect from the financial year 2023 investment tax credits are also deducted from the carrying amount of the related assets. The income statement impact is therefore also spread over the respective useful lives of the as- sets in the form of lower depreciation/amortisation expense. The change in accounting policy has not been applied retrospectively on the grounds of immateriality. Prior-year figures have therefore not been adjusted. Government grants related to assets were previously reported as deferred income and recognised through profit or loss over the accounting periods in which the costs occur that they are in- tended to compensate. With effect from the financial year 2023, government grants relating to assets are deducted from the car- rying amount of the relevant assets and therefore now recog- nised in profit or loss over the respective useful lives of the assets Deferred income for government grants relating to assets at 31 December 2022 amounted to € 465 million or 0.19% of Group total assets at that date. At 31 December 2023, the correspond- ing amount was € 370 million. c Accounting policy changes in the financial year 2023 ments. In order to increase consistency between internal performance management and external reporting, the following accounting policies were changed in the financial year 2023. b Financial reporting pronouncements issued by the IASB, but not yet applied amendments provide for a temporary exemption from recognis- ing deferred taxes resulting from the implementation of the Pillar Two rules. The exemption has accordingly been applied by the BMW Group. The amendments also include disclosures in the notes to explain the impact of the introduction of minimum taxa- tion on affected entities. The introduction of the Pillar Two regu- lations is not expected to have any significant impact on the BMW Group Financial Statements. In May 2023, the IASB published International Tax Reform - Pil- lar Two Model Rules (Amendments to IAS 12) which sets out a mandatory exemption to the accounting for deferred taxes in conjunction with the global minimum taxation (Pillar Two). The In May 2017 the IASB published IFRS 17 Insurance Contracts. The Standard replaces IFRS 4 and contains new rules relating to the recognition, measurement, presentation and disclosure re- quirements for insurance contracts. In a Group-wide project, the BMW Group examined the impact of adopting IFRS 17 for exist- ing agreements. The BMW Group offers various products that meet the definition of an insurance contract in accordance with IFRS 17. However, for the majority of these products, either an exemption applies (e.g. for warranty agreements) or the insur- ance arrangements qualify as fixed-fee service contracts, which can continue to be accounted for in accordance with IFRS 15 due to the option available in IFRS 17. In some markets, however, products are offered (e.g. comprehensive vehicle insurance) that are required to be accounted for in accordance with IFRS 17. These contracts can be accounted for using the premium alloca- tion approach, which is essentially the same as the accounting method already being applied for such contracts. In the financial year 2023, insurance premiums for insurance contracts amount- ing to € 89 million were recognised in other income within the line item "Revenues". At 31 December 2023, insurance liabilities for the remaining terms of these contracts amounted to € 289 million. Other financial reporting standards and revised standards issued by the IASB that have not yet been applied are not expected to have any significant impact on the BMW Group Financial State- Manufacturing costs are reduced by public-sector subsidies in the form of reduced taxes on assets and reduced consumption- based taxes amounting to € 107 million (2022: € 115 million). Impairment losses recognised in the income statement 2023 in connection with receivables from sales financing amounted to € 168 million (2022: € 649 million). In view of the fact that the impairment losses are of minor importance compared to total Group cost of sales, they have not been disclosed separately in the income statement. 118,042 174 BMW Group Report 2023 To Our Stakeholders Combined Management Report 125,809 Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information in € million ← = Q Research and development expenses are as follows: 10 Other operating income and expenses 2023 2022 Other operating income and expenses comprise the following items: 7,178 1,157 Research and development expenditure 7,755 Notes to the Group Financial Statements 1,396 Cost of sales relating to financial services business 2,780 Interest income on credit financing and finance leases includes interest calculated on the basis of the effective interest method totalling € 4,081 million (2022: € 3,656 million). This interest income is not reported separately in the income statement as it is not significant compared to total Group revenues. The services included in vehicle sale contracts that will be recog- nised as revenues in subsequent years represent only an insig- nificant portion of expected revenues. Accordingly, use has been made of the practical expedient contained in IFRS 15, permitting an entity not to disclose information on a quantitative basis due to the short-term nature of items and the lack of informational value of such disclosures. in € million 08 Cost of sales Cost of sales comprises: in € million 2023 2022 Manufacturing costs 82,549 76,760 2,775 27,764 thereof: interest expense relating to financial services business 3,554 2,114 Research and development expenses 7,538 6,624 Warranty expenditure 3,782 3,209 Expenses for service contracts, telematics and roadside assistance Other cost of sales Cost of sales 27,517 2023 422 In the financial year 2022, expenses for impairment allowances included the write-down of receivables from a non-consolidated Russian subsidiary, which negatively impacted the Other Entities segment. Detailed information is provided in the BMW Group Report 2022, note [4] to the Group Financial Statements. 58 45 09 Selling and administrative expenses Other interest and similar income 691 Sundry operating income 316 274 thereof from subsidiaries 37 Gains on the disposal of assets 20 1,045 1,377 in € million 2023 - 332 Exchange losses -401 Net interest income on the net defined benefit liability for pension plans -444 The major part of revenues expected to arise from the Group's order book at the end of the reporting period relates to the sale of vehicles. Revenues resulting from those sales will be recog- nised in the next financial year. Other operating income 2022 2022 in € million New expenditure for capitalised development costs -2,604 - 2,819 Exchange gains 429 458 11 Net interest result Amortisation 2,387 2023 2,265 240 521 Net interest result comprises the following: Research and development expenses 7,538 6,624 Income from the reversal of impairment allowances and write-downs 2 79 Income from the reversal of provisions Other income relates mainly to the Automotive segment and the Financial Services segment. 1,077 An analysis of revenues by segment is shown in the explanatory comments on segment information provided in ♬ note [46]. -256 33 -154 113 745 -118 171 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information Notes to the Group Financial Statements ← = Q Financial liabilities, with the exception of lease liabilities, are measured on first-time recognition at their fair value. For these purposes, transaction costs are taken into account except in the case of financial liabilities allocated to the category "measured at fair value through profit or loss". Subsequent to initial recognition, liabilities are - with the exception of derivative financial instru- ments - measured at amortised cost using the effective interest method. Provisions for pensions are measured using the projected unit credit method. Under this method, not only obligations relating to known vested benefits at the reporting date are recognised, but also the effect of future expected increases in pensions and sal- aries. The calculation is based on independent actuarial valua- tions which take into account the relevant biometric factors. In the case of funded plans, the pension obligation is offset against plan assets measured at their fair value. If the plan as- sets exceed the pension obligation, the surplus is tested for re- coverability. In the event that the BMW Group has a right of reim- bursement or a right to reduce future contributions, it reports an asset (within Other financial assets), measured on the basis of the present value of the future economic benefits attached to the plan assets. For funded plans, in cases where the obligation ex- ceeds plan assets, a liability is recognised under pension provi- sions. The calculation of the amount of the provision requires assump- tions to be made with regard to discount rates, pension trends, employee fluctuation and the life expectancy of employees, among other things. Discount rates are determined by reference to market yields at the end of the reporting period on high-quality fixed-interest corporate bonds. Net interest expense on the net defined benefit liability or net in- terest income on the net defined benefit assets are presented separately within the financial result. All other costs relating to allocations to pension provisions are allocated to costs by func- tion in the income statement. Past service cost arises where a BMW Group company intro- duces a defined benefit plan or changes the benefits payable un- der an existing plan. This cost is recognised immediately in the income statement. Similarly, gains and losses arising on the set- tlement of a defined benefit plan are recognised immediately in the income statement. Remeasurement of the net liability can result from changes in the present value of the defined benefit obligation, the fair value of the plan assets or the asset ceiling. Remeasurement can result, amongst others, from changes in financial and demographic pa- rameters, as well as changes following the portfolio develop- ment. Remeasurements are recognised immediately through other comprehensive income and ultimately in equity (within rev- enue reserves). 80 102 - 1,808 2,801 24 10 1,598 -2,512 853 -2,394 199 -1,772 - 458 281 Other provisions are recognised when the BMW Group has a present legal or factual obligation towards a third party arising from past events, the settlement of which is probable and when the amount of the obligation can be reliably estimated. Provi- sions with a remaining period of more than one year are meas- ured at their net present value. 22 742 868 -2,299 - 102 - 1,557 766 451 -1,301 2,350 -507 26 The measurement of provisions for statutory and non- statutory warranty obligations (statutory, contractual and voluntary) involves estimations. In addition to manufacturer warranties prescribed by law, the BMW Group offers various fur- ther standard (assurance type) warranties depending on the product and sales market. No provisions are recognised for ad- ditionally offered service packages that are treated as separate performance obligations. Provisions for statutory and non-statutory warranties are recog- nised at the point in time when control over the goods is trans- ferred to the dealership or retail customer or when it is decided to introduce new warranty measures. With respect to the level of the provision, estimations are made in particular based on past experience of damage claims and processes. Future potential re- pair costs and price increases per product and market are also taken into account. Provisions for warranties for all companies of the BMW Group are adjusted regularly to take account of new information, with the impact of any changes recognised in the in- come statement. Further information is provided in note 34. Sim- ilar estimates are also made in conjunction with the measure- ment of expected reimbursement claims. 2022 2023 Sales of products and related goods 118,769 Sales of products previously leased to customers 14,262 Income from lease instalments 11,664 106,678 15,040 11,872 Interest income on credit financing and in € million finance leases 4,129 Revenues from service contracts, telematics and roadside assistance 3,648 3,394 Other income 1,876 155,498 Revenues 1,497 142,610 Revenues recognised from contracts with customers in accord- ance with IFRS 15 totalled € 138,190 million (2022: € 126,384 million), spread across the first, second and fifth cat- egories of the above table and proportionately to other income. 5,279 Revenues from the sale of products and related goods are gen- erated primarily in the Automotive segment and, to a lesser ex- tent, in the Motorcycles segment. Revenues from the sales of products previously leased to customers, income from lease in- stalments and interest income on credit financing and finance leases are allocated to the Financial Services segment. Revenues by activity comprise the following: NOTES TO THE INCOME STATEMENT The recognition and measurement of provisions for litigation and liability risks necessitate making assumptions in order to determine the probability of liability, the amount of claim and the duration of the legal dispute. The assumptions made, especially the assumption about the outcome of legal proceedings, are sub- ject to a high degree of uncertainty. The appropriateness of as- sumptions is regularly reviewed, based on assessments under- taken both by management and external experts, such as law- yers. If new developments arise in the future that result in a dif- ferent assessment, provisions are adjusted accordingly. If the recognition criteria relevant for provisions are not fulfilled and the outflow of resources on fulfilment is not unlikely, the po- tential obligation is disclosed as a contingent liability. 172 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Related party disclosures comprise information on associated companies, joint ventures and non-consolidated subsidiaries as well as individuals which have the ability to exercise a controlling or significant influence over the financial and operating policies of the BMW Group. This includes all persons in key positions of the Company, as well as close members of their families or inter- mediary entities. 07 Revenues In the case of the BMW Group, this also applies to members of the Board of Management and the Supervisory Board. Details relating to these individuals and entities are provided in 7 note [41] and in the list of investments disclosed in 7 note [47]. Share-based remuneration programmes expected to be settled in cash are revalued to their fair value at each balance sheet date between the grant date and the settlement date and on the set- tlement date itself. The expense is recognised as personnel ex- pense in the income statement over the vesting period and pre- sented in the balance sheet as a provision. The share-based remuneration programme for Board of Man- agement members and senior heads of department entitles BMW AG to elect whether to settle its commitments in cash or with shares of BMW AG common stock. Based on the decision to settle in cash, the share-based remuneration programmes for Board of Management members and senior heads of depart- ment are accounted for as cash-settled, share-based remunera- tion programmes. Further information on share-based remuner- ation programmes is provided in a note [42]. 173 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Share-based remuneration programmes that provide for set- tlement in shares or a cash payment with a direct obligation to invest in shares of BMW AG common stock are measured at their fair value at grant date. The related expense is recognised as personnel expense in the income statement over the vesting pe- riod and offset against capital reserves. Selling expenses 2022 6,091 Group Financial Statements BMW Group Report 2023 To Our Stakeholders Combined Management Report 179 Most of the expenses for leases of low-value assets and short- term leases relate to low-value assets. Personnel expenses include € 44 million (2022: € 40 million) of costs relating to workforce measures. Of the average number of employees, 995 (2022: 953) are at- tributable to one proportionately consolidated entity within the Automotive segment. 13,932 14,721 1,066 1,174 Other 1,385 1,377 Financial Services 11,481 12,170 Motorcycles 2022 2023 Automotive 94 8,474 8,440 98 56 66 Interest expense arising on the measurement of lease liabilities 17 12 Expenses relating to variable lease payments not included in the measurement of lease liabilities Notes to the Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information Services provided during the financial year 2023 by the Group auditor PricewaterhouseCoopers GmbH Wirtschaftsprüfungs- gesellschaft, Frankfurt am Main, Munich branch, on behalf of BMW AG and subsidiaries under its control relate to the audit of financial statements and other attestation services. The audit of financial statements comprises mainly the audit of the Group Fi- nancial Statements and the separate financial statements of BMW AG and subsidiaries, and all work related thereto, including the review of the Interim Group Financial Statements. Other at- testation services include mainly project-related audits, comfort letters and statutorily prescribed, contractually agreed or volun- tarily commissioned attestation work. No tax advisory or other services were provided in the financial year 2023 or in the previ- ous year. Fee expense Audit of financial statements Other attestation services Tax advisory services Other services in € million The fee expense pursuant to § 314 (1) no. 9 HGB recognised in the financial year 2023 for the Group auditor and the PwC net- work of audit firms amounted to € 19 million (2022: € 20 mil- lion) and consists of the following: 17 Fee expense for the Group auditor 1,601 1,919 retail customers under finance leases Selling profit on the sale of vehicles leased to 1,025 1,127 Financial income on the net investment in finance leases 4 146,727 134,607 3,552 4 81 110 Income from variable lease payments for operating leases 2022 2023 in € million b As lessor Information on right-of-use assets, lease liabilities as well as fur- ther explanatory comments are provided in 7 note [6], ^ note [20], note [22] and note [36]. Cash outflows for leases in the financial year 2023 amounted to € 675 million (2022: € 681 million). In addition, cash outflows for right-of-use assets paid in advance amounted to € 674 mil- lion (2022: € 732 million). commence. The BMW Group is also party to long-term supply contracts for battery cells that give rise to fixed and variable payment obliga- tions. Based on the current interpretation, these arrangements include a lease component in accordance with IFRS 16. The fixed payment obligations arising in conjunction with such IFRS 16 compatible contracts amount to € 749 million and will fall due with effect from the financial year 2026 after series deliveries The BMW Group is party to leases at the end of the reporting period which have not yet commenced. These leases are ex- pected to give rise to future cash outflows amounting to € 480 million (2022: € 873 million). = Q ↑ Income from variable lease payments for finance leases 152,111 139,779 3,794 77 81 16,327.7 10,250.3 € million 17,941.0 11,290.3 € million 2022 2023 Personnel expenses Social insurance expenses Pension and welfare expenses Wages and salaries in € million The income statement includes personnel expenses as follows: € million 15 Personnel expenses * Proposal by the Board of Management. Dividend per share of preferred stock Dividend per share of common stock Average number of common stock shares in circulation Average number of preferred stock shares in circulation Basic/diluted earnings per share of common stock Basic/diluted earnings per share of preferred stock Profit attributable to preferred stock Profit attributable to common stock Net profit attributable to the shareholders of BMW AG 14 Earnings per share ← = Q Other Information - 142 Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements In the case of preferred stock, the calculation of earnings per share and the average number of shares in circulation only takes account of shares of preferred stock that are entitled to receive a dividend in each of the relevant financial years. As in the previous year, diluted earnings per share correspond to basic earnings per share. PwC International 1,040.0 number Expenses for leases of low-value assets and short-term leases 2022 2023 in € million 2022 2023 In terms of accounting for leases as a lessee, the following ex- penses are included in the income statement: a As lessee Leases 16 Average number of employees The average number of employees during the financial year was: The total pension expense for defined contribution plans of the BMW Group amounted to € 179 million (2022: € 175 million). Employer contributions paid to state pension insurance schemes totalled € 806 million (2022: € 750 million). 8.52 1,613.3 6.02* 8.50 6.00* € 27.33 17.69 Е 27.31 17.67 € 59,035,325 58,776,197 number 597,924,318 579,941,360 € thereof PwC GmbH 2023 2022 No deferred taxes are recognised on taxable temporary differ- ences arising from investments in subsidiaries, associated com- panies and joint ventures if the BMW Group is able determine the timing of the reversal of the temporary differences and it is prob- able that the temporary differences will not reverse in the fore- seeable future, in particular in view of the fact that there is no in- tention to distribute the profits, but rather to use them to maintain substance and reinvest in the companies concerned. Temporary differences of this kind, for which no deferred taxes were recog- nised, amounted to € 36,081 million (2022: € 32,882 million). No computation was made of the potential impact of income taxes on the grounds of proportionality. The effects in connection with the first-time consolidation of BMW Brilliance in the previous year gave rise primarily to net de- ferred tax liabilities relating to the remeasurement of the assets acquired and liabilities assumed as part of the purchase price allocation. Deferred taxes at 31 December (assets (+) / liabilities (-)) Effects in connection with the first-time consolidation of BMW Brilliance Exchange rate impact and other changes thereof relating to fair value gains and losses on financial instruments and marketable securities recognised directly in equity thereof relating to the remeasurements of net liabilities for defined benefit pension plans thereof from currency translation Deferred tax expense (-)/ income (+) recognised through income statement Change in deferred taxes recognised directly in equity Deferred taxes at 1 January (assets (+)/ liabilities (-)) in € million The change in deferred taxes relating to amounts recognised with income effect or without income effect is shown in the fol- lowing reconciliation: Deferred tax assets and deferred tax liabilities are netted for each relevant tax entity if they relate to the same tax authorities. Capital losses available for carryforward in the UK which do not relate to ongoing operations decreased due to changes in con- solidated group companies and exchange rate factors and stood at € 1,845 million (2022: € 1,856 million) at the end of the year under report. As in previous years, deferred tax assets recog- nised on these tax losses amounting to € 461 million (2022: € 464 million) were fully written down since they can only be uti- lised against future capital gains. A net surplus of deferred tax assets over deferred tax liabilities amounting to € 95 million (2022: € 1,966 million) is reported for entities that have suffered tax losses in the financial year 2023 or the preceding year. The basis for the recognition of deferred taxes is the BMW Group business model or management's as- sessment that there is material evidence that the entities will generate future taxable profit, against which deductible tempo- rary differences can be offset. Tax loss carryforwards relating to Germany and foreign opera- tions amounted to € 601 million (2022: € 711 million). This in- cludes tax losses available for carryforward amounting to € 382 million (2022: € 416 million), on which a valuation allow- ance of € 129 million (2022: € 141 million) was recognised on the related deferred tax asset. Of these loss carryforwards, € 349 million (2022: € 382 million) can be used indefinitely, while € 33 million (2022: € 34 million) expires after one to three years. Notes to the Group Financial Statements 2023 ← = Q Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 177 1,007 366 2,765 2,797 1,758 2,431 - 13,740 -13,471 Other Information - 13,740 2022 744 2022 2023 Other comprehensive income for the period after tax Items that can be reclassified to the income statement in the future Currency translation foreign operations Other comprehensive income from equity accounted investments Income taxes thereof reclassifications to the income statement thereof gains/losses arising in the period under report Costs of hedging thereof reclassifications to the income statement thereof gains/losses arising in the period under report Derivative financial instruments thereof reclassifications to the income statement thereof gains/losses arising in the period under report - 1,007 Marketable securities (at fair value through other comprehensive income) Income taxes Remeasurement of the net liability for defined benefit pension plans in € million Other comprehensive income for the period after tax comprises the following: 19 Disclosures relating to the statement of comprehensive income -3 - 326 24 - 190 203 - 519 227 142 439 Items not expected to be reclassified to the income statement in the future To Our Stakeholders Combined Management Report - 13,471 -461 264 263 5,176 4,674 15 NOTES TO THE STATEMENT OF COMPREHENSIVE INCOME ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Notes to the Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 180 1,987 Variable lease payments are based on distance driven. The agreements have, in part, extension and purchase options. 18 Government grants and government assistance Income from asset-related and performance-related grants, amounting to € 98 million (2022: € 118 million) and € 215 mil- lion (2022: € 172 million) respectively, was recognised in the in- come statement in 2023. 6 6 20 19 2 1 1 5 5 17 18 2022 2023 These amounts relate mainly to public sector grants aimed at the promotion of regional structures as well as to subsidies received for plant expansions and development. -464 1,457 378 -245 -185 16,505 16,268 16,207 16,548 1,880 2,332 4,379 4,162 800 1,027 4,573 4,575 394 11 4,636 5,012 464 461 212 182 3,495 3,334 1,281 1,478 5 3 3,686 2,895 19 BMW Group Report 2023 Notes to the Group Financial Statements - 1,167 - 1,215 Sundry other financial result 1,167 4,927 4,931 Income taxes - 1,215 Income (+) and expenses (-) from financial instruments 850 18 thereof relating to tax loss carryforwards and tax credits 7,770 -57 Other financial result Result on investments -457 thereof relating to temporary differences - 179 - 142 and participations Expenses from investments in subsidiaries -439 Deferred tax expense (+) / deferred tax income (-) 35 22 thereof from subsidiaries: 5,370 Current tax expense 7,949 2022 5,069 - 142 - 992 85 - 1,272 In addition to the investment result, the other financial result in- cludes income and expenses arising on the measurement of stand-alone derivatives and fair value hedge relationships, as well as income and expenses from the measurement and sale of marketable securities and shares in investment funds. Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Notes to the Group Financial Statements BMW Group Report 2023 To Our Stakeholders Combined Management Report 176 178 30.9 30.9 15.1 15.1 15.8 15.8 solidarity surcharge Municipal trade tax rate German income tax rate Corporate tax rate including 8,937 5.5 Solidarity surcharge 15.0 15.0 Corporate tax rate 2022 2023 in % Deferred taxes are determined on the basis of tax rates which are currently applicable or expected to apply in the relevant na- tional jurisdictions when the amounts are recovered. After taking account of an average municipal trade tax multiplier rate (Hebe- satz) of 430% (2022: 430%), the underlying income tax rate for Germany was as follows: Two calculation have been analysed for the BMW Group, taking into account the statutory temporary simplification rules (for so- called "transitional safe harbours"). Based on the results of the analysis to date, the tax expense arising in the relevant jurisdic- tions is estimated to be immaterial for the BMW Group. The BMW Group is already applying the exemption relating to the recogni- tion of deferred tax assets and liabilities in connection with Pillar Two. Further information is provided in 7 note 5. The BMW Group falls within the scope of the OECD Pillar Two model rules aimed at ensuring a global minimum taxation rate of 15%. Under these rules, the BMW Group will be required pay a top-up tax to the extent that the Pillar Two specific tax rate in each jurisdiction where it operates falls below the minimum rate of 15%. The Pillar Two model rules have been implemented in Germany with effect for financial years beginning after 31 De- cember 2023. The BMW Group is therefore not subject to a Pillar Two tax expense for the financial year 2023. The impact of the Pillar Two model rules from the financial year 2024 onwards is currently being assessed. For this purpose, the jurisdictions that could be affected by a top-up tax based on a preliminary Pillar The tax income resulting from the change in the valuation allow- ance on deferred tax assets relating to tax losses available for carryforward and temporary differences amounted to € 19 mil- lion (2022: expense of € 103 million). The tax expense was reduced by € 33 million (2022: € 71 mil- lion) as a result of utilising tax loss carryforwards, for which de- ferred assets had not previously been recognised and in conjunc- tion with previously unrecognised tax credits and temporary differences. The negative sundry other financial result was attributable in par- ticular to the unfavourable fair value development of interest rate hedges as a consequence of the decline in yield curves and port- folio effects. The previous year's figure included the positive im- pact of interest rate hikes in the financial year 2022. The year-on-year decrease in the result on investments was due in particular to the exceptionally high remeasurement gain rec- ognised in the previous year on the BMW Group's previous at- equity interest in BMW Brilliance in conjunction with that entity's full consolidation in the financial year 2022. Further information on this matter is provided in the BMW Group Report 2022, note [3] to the Group Financial Statements. 5.5 Other Information 2023 Income from investments in subsidiaries and participations Other interest and similar expenses - 231 -345 Sundry operating expenses Selling and administrative expenses relate mainly to expenses for marketing and communication, personnel and IT. - 11 -9 Net interest expense on the net defined benefit liability for pension plans - 88 -67 Loss on the disposal of assets 481 -467 provisions - 180 - 260 Net interest impact on other long-term Expense for impairment allowances and write-downs 10,616 11,025 Total selling and administrative expenses 4,425 4,934 422 701 Interest and similar income - 307 - 399 Expense for additions to provisions 6,191 -15 in € million - 219 - 1,227 2022 2023 in € million Taxes on income of the BMW Group can be classified according to their origin as follows: 13 Income taxes 12 Other financial result ← = Q Notes to the Group Financial Statements Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 Other operating expenses 175 Interest expense from unwinding the discounting of other non- current provisions on the one hand and interest income from ad- justing the discount rate on the other are netted and, as in previ- ous years, reported as a net interest effect within interest expense. Expenses for impairment allowances recognised on receivables from contracts with customers amounted to € 15 million (2022: € 61million). Income from the reversal of provisions includes income arising on the reassessment of risks from legal disputes. The expense for additions to provisions includes litigation and other legal risks. Income from the reversal of and expenses for the recognition of impairment allowances and write-downs relate mainly to impair- ment allowances on receivables. 673 45 251 - 1 -4 -656 Interest and similar expenses Net interest result 47 -182 Other operating income and expenses thereof to subsidiaries - 1,330 In the previous year, steepening yield curves had a positive im- pact on the discount unwinding result. ← = Q Deferred taxes for non-German entities are calculated on the ba- sis of the relevant country-specific tax rates. These ranged in the financial year 2023 between 9.0% and 40.0% (2022: between 9.0% and 40.0%). The allocation of deferred tax assets and liabilities to balance sheet line items at 31 December is shown in the following table: 21.0% 28.8% Effective tax rate 4,927 4,931 Actual tax expense 18 266 The difference between the expected tax expense based on the underlying tax rate for Germany and actual tax expense is ex- plained in the following reconciliation: Eliminations 31 -7 Effects from tax rate changes Liabilities 18 Valuation allowances on tax loss carryforwards and temporary differences Valuation allowances on capital losses The tax reductions due to tax-exempt income reported for the previous year related primarily to the non-tax-relevant gain rec- ognised in conjunction with the remeasurement of the BMW Group's previous at-equity interest in BMW Brilliance. The tax increases due to non-deductible expenses were mainly attributable to withholding tax expenses. Other variances included a net positive amount of € 304 million (2022: net negative amount of € 54 million) attributable to de- ferred tax effects relating to prior periods. The tax returns of BMW Group entities are checked regularly by German and foreign tax authorities. Taking account of numerous factors including interpretations, commentaries and legal deci- sions relating to the various tax jurisdictions as well as past ex- perience adequate provision has been made, to the extent identifiable and probable, for potential future tax obligations. - Deferred tax liabilities on expected dividends amounted to € 187 million (2022: € 199 million) and related primarily to divi- dends from foreign subsidiaries. - 1,007 - 1,312 -62 - 25 -366 18 -284 2022 2022 2023 Deferred tax liabilities Deferred tax assets Net Deferred taxes Netting 2023 Administrative expenses Other variances 30.9% 44 44 Capital losses 802 632 Non-deductible expenses Tax loss carryforwards - 2,203 -217 Tax-exempt income Sundry other assets Tax increases (+) / tax reductions (-) due to: Other investments -1,047 -786 Variances due to different tax rates Leased products Property, plant and equipment 7,264 5,283 Expected tax expense Intangible assets 30.9% in € million 23,509 Provisions Tax expense (+) / benefits (-) for prior years Equity accounted Tax rate applicable in Germany 17,096 2022 2023 Profit before tax in € million 22,518 IONITY 38 52 The BMW Group operates the entity IONITY in collaboration with Mercedes-Benz Group AG, the Ford Motor Company, the Volkswagen Group and the Hyundai Motor Group. IONITY'S business model envisages the construction and operation of high-performance charging stations for battery-powered vehi- cles in Europe. On 1 November 2021, a contract was signed with GRP III HPC Lux S.à.r.l. (Blackrock) for the provision of financing amounting to € 500 million for the further expansion of the charging net- work. The existing shareholders are also investing an additional € 200 million. With effect from 28 April 2022, following comple- tion of the transaction, Blackrock became IONITY's largest shareholder. As a result, the former joint venture became an as- sociated company of the BMW Group. The at-equity profit reported for IONITY amounted to € 12 mil- lion (2022: €5 million). This includes remeasurement effects arising in conjunction with the transaction with Blackrock. Together with Mercedes-Benz Group AG, the BMW Group offers mobility services via the YOUR NOW joint venture. IONNA In 2023, the BMW Group, together with the Mercedes-Benz Group AG, the Stellantis Group, the Honda Group, the Hyundai Motor Group and the General Motors Company Group, founded the company IONNA in Canada with the aim of developing a charging network in North America. The BMW Group holds 16.67% of the associated company IONNA. IONNA's earnings are not significant for the BMW Group Finan- cial Statements 2023. Solid Power The BMW Group holds shares in Solid Power, an industry-lead- ing manufacturer of solid-state batteries for electric vehicles. Joint development partnerships are in place with Solid Power with a view to securing the supply of solid-state batteries for fu- ture generations of electric vehicles. The investment meets the criteria of an associated company and is accounted for using the equity method. The at-equity loss reported by Solid Power for 2023 amounted to € 12 million (2022: loss of € 19 million). In both financial years, the carrying amount of the investment was written down in the BMW Group Financial Statements. 21,408 Impairment losses amounting to € 553 million 185 € 527 million) were recognised on leased products in 2023 as a consequence of changes in residual value expectations. Income from the reversal of impairment losses amounted to € 274 mil- lion (2022: € 282 million). YOUR NOW 24 Investments accounted for using the equity method Investments accounted for using the equity method comprise an interest in the joint venture YOUR NOW Holding GmbH (YOUR NOW), Munich, as well as interests in the associated companies IONITY Holding GmbH & Co. KG (IONITY), Munich, IONNA LLC (IONNA), Torrance, Solid Power Inc. (Solid Power), Wilmington, Delaware and THERE Holding B.V. (THERE), Rijswijk. Notes to the Group Financial Statements ← = Q in € million 265 (2022: Other Information Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 The at-equity loss reported for YOUR NOW for the financial year 2023 amounted to € 82 million (2022: loss of € 357 million). In the previous year, impairment losses were recognised in relation to the YOUR NOW subsidiary FREE NOW. In 2023, public sector grants totalling € 252 million (2022: €0 million) were deducted from the acquisition cost of leased products for the first time. These amounts relate mainly to investment tax credits in the form of tax credits for electric ve- hicles. It is expected that the investment tax credits can be uti- lised. The actual utilisation of investment tax credits will, how- ever, depend on the extent to which they can be offset against income tax liabilities and is therefore subject to a degree of uncertainty. Remuneration Report DISCLOSURES RELATING TO THE INCOME STATEMENT Profit/loss after tax Non-current financial liabilities, provisions and liabilities 2022 Notes to the Group Financial Statements Financial information relating to equity accounted investments is summarised in the following tables (from a 100% perspective): in € million 2023 YOUR NOW IONITY THERE 2022 2023 2022 2023 2022 DISCLOSURES RELATING TO THE BALANCE SHEET Non-current assets Current assets thereof cash and cash equivalents Equity ← = Q 2023 Other Information Remuneration Report -43 - 12 thereof from continuing operations Total comprehensive income -43 -12 -43 - 12 THERE Together with AUDI AG, Mercedes-Benz Group AG and other companies, the BMW Group holds shares in THERE. HERE In- ternational B.V. (HERE) is an associated company of THERE. HERE's digital maps are laying the foundations for the next gen- eration of mobility and location-based services, providing the ba- sis for new assistance systems and, ultimately, fully automated driving. Current financial liabilities, provisions and liabilities 98 The at-equity loss reported for THERE for 2023 amounted to € 77 million (2022: loss of € 40 million). The loss mainly arose due to impairment losses recognised in relation to THERE's as- sociated company HERE. 186 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report 68 305 -21 1,813 3,457 213 31,574 44,928 4,542 1,407 3,563 2,493 268 41,739 Plant and machinery 2,229 3,029 1,512 106 484 1,134 4,541 137 701 625 - 11 3,363 thereof right-of-use assets from leases 9,434 13,295 8,147 339 1,000 I 4,506 30,738 14,190 1,229 2,295 447 370 28 2,344 3,524 479 155 393 164 40 3,251 office equipment 34 Other facilities, factory and 838 141 7 134 14 979 7 48 787 7 -1 145 thereof right-of-use assets from leases 10,165 131 907 7,452 412 Other intangible assets 380 1,562 5 5 1,562 5 1,197 - 15 385 Goodwill 11,573 12,127 9,449 530 2,265 7,714 Disposals 31.12.2022 31.12.2022 31.12.2021 Reclassifi- Value cations adjustments¹ Current year 1.1.2022 differences Disposals 31.12.2022 21,576 530 2,819 19,287 Development costs Translation Reclassifi- cations Additions 1,975 -68 8,349 254 1,168 934 2,830 36 16,886 buildings on third party land Land, titles to land, buildings, including 12,980 21,776 11,429 946 3,739 - 31 8,667 21,442 33,205 3,073 9,546 - 83 21,647 Intangible assets 1,027 8,087 1,980 411 1,474 -31 948 10,067 443 978 thereof right-of-use assets from leases 131 2 184 3 Including assets under construction amounting to € 2,502 million. 2 Including advance payments for right-of-use assets amounting to € 160 million. 1 Thereof expense amounting to € 23 million recognised in profit or loss. 1,241 1,351 132 - 8 23 - 18 119 1,483 60 147 36 1,360 Other investments 988 1,060 42 - 8 23 574 32 1,102 57 112 27 1,020 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report between three and four years between four and five years later than five years Minimum lease payments 3,465 3,875 between two and three years 6,522 6,872 between one and two years 9,606 9,601 31.12.2022 31.12.2023 in € million within one year Minimum lease payments of non-cancellable operating leases fall due as follows: 23 Leased products Participations The regular review of the useful lives of items of property, plant and equipment subject to systematic depreciation takes into ac- count the assumptions contained in the long-term corporate plan, and hence the ongoing transformation towards electric mo- bility as well as the associated short- and medium-term impact on the product portfolio. The review of useful lives did not lead to any material adjustments in the financial year 2023. Right-of-use assets arising from leases of land and buildings re- late primarily to logistics and office premises and, to a lesser ex- tent, to selling and production premises. In order to secure these premises and, in the interests of flexibility, the property rental agreements concerned often contain extension and termination options. As in the previous year, no financing costs were recognised as a cost component of property, plant and equipment in 2023. No impairment losses were recognised in 2023, as in the previ- ous year. 22 Property, plant and equipment (including right-of-use assets arising from leasing) In 2023, government grants totalling € 2 million (2022: €0 mil- lion) were deducted from the acquisition cost of intangible assets for the first time. These grants include public sector funds aimed at promoting development. As in the previous year, no financing costs were recognised as a cost component of intangible assets in 2023. As in the previous year, there was no requirement to recognise impairment losses or reversals of impairment losses on intan- gible assets in 2023. Other intangible assets include brand-name rights amounting to € 96 million (2022: € 95 million) which are allocated to the Au- tomotive segment and are not subject to scheduled amortisation since their useful life is deemed to be indefinite. The brand-name rights are, to an extent, subject to a limited right of ownership. Intangible assets also include goodwill of € 33 million (2022: € 33 million) allocated to the Automotive excluding BMW Brilliance cash-generating unit (CGU) and goodwill of € 1,107 million (2022: € 1,182 million) allocated to the BMW Brilliance CGU. Goodwill amounting to € 347 million (2022: € 347 million) related to the Financial Services CGU. Intangible assets mainly comprise capitalised development costs on vehicle, module and architecture projects as well as rights re- acquired in conjunction with a business acquisition. Also included are subsidies for tool costs, licences, purchased development projects, emissions allowances, software and purchased cus- tomer bases. 21 Intangible assets Notes to the Group Financial Statements ← = Q Other Information Remuneration Report In 2023, government grants totalling € 121 million (2022: €0 million) were deducted from the acquisition cost of property, plant and equipment for the first time. These amounts relate mainly to public sector grants aimed at the promotion of regional structures as well as to subsidies received for plant expansions. 253 291 90 Leased products 275 41,370 73,306 5,436 3,412 3 - 2,730 2,6472 7,537 7,072 373 63,760 Property, plant and equipment 1,585 53,847 29 construction in progress Advance payments made and 62 91 63 48 I 41 1 69 154 48 68 1 1,884 1,512 1,096 18,077 3 87 381 3 35 9 340 subsidiaries Investments in non-consolidated 5,112 420 240 240 660 16,027 5,094 5,352 equity method Investments accounted for using the 22,390 42,820 44,700 10,073 32,126 41,180 5,292 5,146 1,884 3,4123 4,827 5,890 182 9,147 52,893 402 357 Credit financing for retail customers and dealerships* 986 Other assets comprise: 28 Other assets Notes to the Group Financial Statements ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 189 21,326 21,622 Net investment in finance leases 435 458 Loss allowances 2,018 2,372 Unrealised interest income 21,761 22,080 Net investment in finance leases without loss allowances Income tax assets totalling € 1,199 million (2022: € 1,096 mil- lion) include claims amounting to € 29 million (2022: € 26 mil- lion), which are expected to be settled after more than one year. Claims may be settled earlier than this depending on the timing of the underlying proceedings. 19 29 688 836 3,914 29 Inventories Inventories comprise the following: 30 Trade receivables Trade receivables comprise the following: 3,424 3,722 Raw materials and supplies - 16 - 18 Allowances for impairment of stage 2 - simplified approach 1,036 642 Receivables from subsidiaries 3,235 3,190 4,186 4,232 31.12.2022 3,935 31.12.2023 12,563 16,103 Finished goods and goods for resale Work in progress, unbilled contracts 4,317 2,263 leased products Return right assets for future in € million 31.12.2022 31.12.2023 in € million 31.12.2022 31.12.2023 in € million Gross carrying amount 27 Income tax assets 5,061 5,191 5,469 Derivative instruments 5,677 6,272 Marketable securities and investment funds 6,560 7,112 7,107 in € million 31.12.2022 31.12.2023 26 Financial assets Financial assets comprise: due later than five years Gross investment in finance leases 4,134 due between one and two years due between two and three years due between three and four years due between four and five years due later than five years in € million Finance leases are analysed as follows: The estimated fair value of vehicles held as collateral for credit- impaired receivables at the end of the reporting period totalled € 488 million (2022: € 455 million). The carrying amount of as- sets held as collateral and taken back as a result of payment de- fault amounted to € 19 million (2022: € 35 million). Impairment allowances include € 95 million (2022: € 99 million) on credit-impaired receivables relating to finance leases. An additional risk allowance for expected credit losses was rec- ognised to take account of the negative impact on retail customer and dealership business, to the extent not covered by the stand- ard loss provisioning models (post-model adjustments). The level of the additional risk allowance is reviewed regularly and has been reduced compared to the previous year, as the weaker macroeconomic environment has already been partially taken into account in the standard models. However, in view of the on- going unfavourable macroeconomic prospects and geopolitical uncertainties, the additional risk allowance remains in the mid- three-digit million range. Notes to the Group Financial Statements ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 188 due within one year Collateral assets 4,146 Other 5,694 5,857 5,164 4,131 3,073 1,387 8,237 5,518 379 404 34 18 4,386 2,926 Loans to third parties 3,438 31.12.2022 31.12.2023 6,385 6,232 thereof current due within one year due between one and two years due between two and three years due between three and four years due between four and five years thereof non-current 23,779 24,452 20 Financial assets 32 760 942 2,170 Derecognition and origination of receivables Write-off of receivables 455 Allowances for impairment of stage 3 Shares in circulation at 1 January Number of shares issued 31 Equity ← = 9 Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Notes to the Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2023 190 59 70 -1 Exchange rate impact and other changes Balance at 31 December -2 -3 Utilised -5 -2 Reversed 34 17 Allocated 32 59 Balance at 1 January 2022 Shares issued in conjunction with Employee Share Programme Less: shares repurchased and withdrawn from circulation Shares in circulation at 31 December Treasury shares Number of shares issued at 31 December On 3 May 2023, the Board of Management of BMW AG ap- proved a second share buyback programme via the stock ex- change. Under this programme, BMW AG is authorised to ac- quire treasury shares of common and preferred stock amounting to a maximum of € 1.65 billion and € 0.35 billion respectively. The programme commenced immediately following completion of the first buyback programme and will run until 31 December 2025 at the latest. In conjunction with this authorisation, on 30 June 2022 the Board of Management of BMW AG resolved the first of a number of share buyback programmes via the stock exchange. Under this initial programme, BMW AG was authorised to acquire treas- ury shares of common and preferred stock amounting to a max- imum of € 1.85 billion and € 0.15 billion respectively. The share buyback programme was launched in July 2022 and completed on 30 June 2023. At the Annual General Meeting of BMW AG held on 11 May 2022, the shareholders authorised the Board of Management to acquire treasury shares via the stock exchange, up to a maxi- mum of 10% of the share capital in place at the date of the res- olution and to redeem those shares without any further resolu- tion by the Annual General Meeting. The buyback authorisation remains valid until 10 May 2027. Treasury shares Accumulated other equity comprises amounts recognised di- rectly in equity resulting from the translation of the financial statements of foreign subsidiaries, changes in the fair value of derivative financial instruments and marketable securities, costs of hedging recognised directly in equity as well as the related de- ferred taxes. Accumulated other equity The proposed distribution was not recognised as a liability in the Group Financial Statements. entitled to receive a dividend, a correspondingly amended reso- lution concerning the appropriation of profit will be submitted to the Annual General Meeting. The number of shares entitled to receive a dividend may change prior to the Annual General Meeting. In this case, based on an unchanged distribution per share of common and preferred stock The proposal for the appropriation of unappropriated profit takes into account 4,218,363 treasury shares of common stock and 942,892 treasury shares of preferred stock held directly or indi- rectly by the Company at 31 December 2023. In accordance with § 71b of the German Stock Corporation Act, these shares are not entitled to receive a dividend. The Board of Management and the Supervisory Board propose that the unappropriated profit of BMW AG for the financial year 2023 amounting to € 3,802,488,470.32 be utilised to pay a div- idend of € 6.02 for each share of preferred stock entitled to re- ceive a dividend, and a dividend of € 6.00 for each share of com- mon stock entitled to receive a dividend, and that the remaining amount be transferred to revenue reserves. Based on the num- ber of shares at 31 December 2023 entitled to receive a divi- dend, the proposed dividend represents a total payout of € 3.8 billion. Revenue reserves include the non-distributed earnings of com- panies consolidated in the Group Financial Statements. In addi- tion, remeasurements of the net defined benefit obligation for pension plans are also presented in revenue reserves. Revenue reserves 11,105,885 15,312,007 575,577,304 586,683,189 4,218,363 15,312,007 579,795,667 601,995,196 2023 601,995,196 59,404,304 1,439,975 1,448,950 59,395,329 1,448,950 60,844,279 1,417,813 57,977,516 942,892 58,920,408 59,395,329 2022 2023 2022 2023 Common stock Preferred stock Capital reserves include mainly premiums arising from the issue of shares, and totalled € 2,456 million (2022: € 2,432 million). Capital reserves BMW AG is authorised to issue shares of non-voting preferred stock amounting to nominal € 5.0 million prior to 15 May 2024. At the end of the reporting period, 0.3 million shares of these amounting to € 0.3 million remained available for issue. All Company stock is issued to bearer. Preferred stock, to which no voting rights are attached, bears an additional dividend of € 0.02 per share. BMW AG's issued share capital totalling € 638,716,075 com- prises 579,795,667 shares of common stock, each with a par value of € 1, and 58,920,408 shares of non-voting preferred stock, each with a par value of € 1. The issued share capital and the number of shares were reduced by € 24,123,400 in 2023 following the redemption of 22,199,529 shares of common stock and 1,923,871 shares of preferred stock. These treasury shares had been acquired in conjunction with the first share buy- back programme 2022/2023. The amount of the share capital reduction was reclassified to capital reserves. 586,683,189 in € million Expenses for impairment losses and income from the reversal of impairment losses are not significant for the BMW Group and are therefore not reported separately in the income statement. In the case of trade receivables, collateral is generally held in the form of vehicle documents and bank guarantees so that the risk of bad debt loss is very limited. 3,506 Other assets (financial instruments) 4,125 4,159 thereof current 20,005 23,719 Inventories 50 48 investment is held 2 3 thereof non-current 5,971 259 Advance payments to suppliers Receivables from companies in which an 4,127 4,162 Net carrying amount 524 693 financial services business 114 98 Deposits Vehicles held for sale in the -43 -52 11 454 Other taxes 1,846 Impairment allowances on trade receivables in accordance with IFRS 9 developed as follows: At 31 December 2023, the carrying amounts of inventories ex- pected to be realised after more than 12 months amount to € 86 million (2022: € 98 million). The expense recorded in conjunction with inventories during the financial year 2023 amounted to € 81,497 million (2022: € 76,014 million). Out of the total amount recognised for inventories at 31 Decem- ber 2023, inventories measured at net realisable value amounted to € 1,346 million (2022: € 1,940 million). Write- downs to net realisable value in the financial year 2023 amounted to € 189 million (2022: € 112 million), while rever- sals of write-downs amounted to € 13 million (2022: € 11 mil- lion). Collateral assets comprise mainly customary collateral (banking deposits) arising on the sale of asset-backed financing instru- ments. * Presentation adjusted compared to previous year. thereof current thereof non-current 9,602 7,596 1,030 1,537 10,632 9,133 1,987 Other assets 1,457 Sundry other assets* 3,351 4,170 Other assets (non-financial instruments) 477 517 Prepaid expenses 872 819 Expected reimbursement claims 156 847 Advance payments' 1,310 1,109 2,145 35 2 2 18 23 3 - 1 -1 - 51 -27 -774 - 131 32 46 598 11 80 130 357 271 * Prior year figures restated. Total comprehensive income Other comprehensive income thereof from discontinued operations thereof from continuing operations Profit/loss after tax Income taxes Interest expense Interest income Profit/loss before financial result 2 9 8 3 Group Financial Statements Notes to the Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 187 - 143 - 337 53 -54 -776° -117 - 9 2 24* 51 Scheduled depreciation - 3 - 339 -53 -54 - 797 - 168 - 134 - 339 - 53 -54 - 800 - 168 8 25 - 5 -134 Revenues DISCLOSURES RELATING TO THE INCOME STATEMENT 255 RECONCILIATION OF AGGREGATED FINANCIAL INFORMATION 2 81 124 121 91 129 137 26 41 36 28 858 973 Assets 412 159 77 1 3 113 96 144 77 1 3 162 164 218 128 573 Responsibility Statement and Auditor's Report 196 738 299 62 87 78 38 Carrying amount 255 299 62 87 78 38 Group's interest in net assets 858 316 973 573 159 77 Net assets 129 139 107 165 157 119 Provisions and liabilities 987 1,112 519 412 599 Remuneration Report 25 Receivables from sales financing - 2 - 22 3 Reclassification to Stage 1 1,599 567 35 550 447 Impairment allowances at 1 January 2022 Total Simplified General Stage 3 Stage 2 Stage 1 Reclassification to Stage 3 in € million The carrying amount of the corresponding liabilities from asset- backed financing transactions at 31 December 2023 stood at € 12,089 million (2022: € 11,603 million). The fair value of these liabilities at that date was € 12,148 million (2022: € 11,635 million). was The carrying amount of receivables from sales financing trans- ferred, but not derecognised at 31 December 2023 stood at € 15,152 million (2022: € 14,487 million). The fair value of those receivables date at that € 15,332 million (2022: € 14,428 million). For the purposes of ABS financing, only the senior tranches of the issued securities are sold to external investors. Subordinated tranches are retained by the BMW Group. Furthermore, the BMW Group retains the exposure to interest rate risk in many transac- tions for which it concludes corresponding interest rate deriva- tives. The risk of delayed payments by debtors is reduced in the majority of ABS financing agreements by cash reserves financed by the BMW Group. Due to the risks remaining with the BMW Group, the ABS financing arrangements did not result in the de- recognition of the securitised financial assets. As part of its ABS financing activities, the BMW Group transfers some of its receivables from sales financing – primarily retail cus- tomer and dealership financing receivables - to structured com- panies, which in turn securitise them and place them on the cap- ital market as collateralised securities. 2,189 643 36 929 581 Impairment allowances at 31 December 2023 - 21 Reclassification to Stage 2 - 18 241 935 576 Impairment allowances at 31 December 2022 42 2 -3 96 -53 134 3 2 44 85 Changes in risk parameters Other changes -166 - 103 -15 - 1 170 -24 2 77 115 138 177 -1 -36 -2 186 - 37 -87 - 11 2 - 138 2,145 599 35 935 576 Impairment allowances at 1 January 2023 85,708 87,355 Total Simplified General in € million 21,326 21,622 Reclassification to Stage 1 64,382 Stage 3 Stage 2 Stage 1 31.12.2022 *Including operating leases. Receivables from sales financing Finance lease receivables 1.1.2022 differences combinations 31.12.2023 in € million = Q ↑ Impairment allowances on receivables from sales financing in accordance with IFRS 9, which only arise within the Financial Services segment, developed as follows: Receivables from sales financing comprise the following: 65,733 Other Information 5 -1 - 19 - 16 -2 -1 - 5 - 8 Changes in risk parameters Other changes -124 -98 1 -24 -1 Write-off of receivables 62 -47 -20 26 54 Derecognition and origination of receivables 159 215 -52 -3 Reclassification to Stage 3 172 -39 234 -23 Reclassification to Stage 2 -43 2 in € million 3,521 Translation 1 -54 3,524 office equipment Other facilities, factory and -86 1,273 405 444 141 1,717 3 43 701 -3 979 303 thereof right-of-use assets from leases 91 3,519 156 43 49 -4 154 thereof right-of-use assets from leases 1,229 448 1,271 430 1 15 395 business -27 2,295 2,248 14,190 14,929 31,496 444 -114 4,541 thereof right-of-use assets from leases 13,295 13,248 8,709 422 359 996 -74 8,147 21,957 538 1,475 356 1 4,449 1,512 -27 2,732 -14 3,726 -222 30,738 46,425 2,773 1,520 3,221 -471 44,928 Plant and machinery 3,029 2,790 1,659 299 473 63 998 - 1 42 58 323 90 -1 89 234 291 6 Participations -16 101 35 1,152 42 13 115 1,102 - 19 -6 subsidiaries 5,591 5,748 9,830 43,118 42,820 Investments accounted for using the equity method 381 660 145 683 240 240 443 420 Investments in non-consolidated 168 189 963 1,060 Property, plant and equipment 3,412 5,8183 5,818 1 - 1,967 4,050² 73,306 405 3,412 construction in progress Advance payments made and 2 91 89 67 -81 - 1,019 518 8,674 Other investments 1,483 -22 107 93 35,266 42,453 5,117 -323 41,180 10,073 77,719 52,948 18,338 18,927 -534 52,893 Leased products 3,760 47 112 838 21,442 - 1,557 546 -220 766 1,960 - 841 2,801 - 1,272 536 442 - 1,808 45 - 154 78 181 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information - 109 ← = Q - 1,115 26 Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 182 1,598 - 790 26 2,388 305 - 2,817 199 199 - 1,772 - 1,772 - 82 - 104 22 -2,512 Income taxes on components of other comprehensive income are as follows: in € million Remeasurement of the net liability for defined benefit pension plans 278 1,197 1,351 1 Thereof expense amounting to € 115 million recognised in profit or loss. 2 Including advance payments for right-of-use assets amounting to € 79 million. 3 Including assets under construction amounting to € 4,565 million. 183 BMW Group Report 2023 To Our Stakeholders Combined Management Report - 19 Group Financial Statements Remuneration Report Other Information ← = Q Notes to the Group Financial Statements Analysis of changes in Group tangible, intangible and investment assets 2022 Acquisition and manufacturing cost Depreciation and amortisation Carrying amount Additions arising on Responsibility Statement and Auditor's Report 115 12 132 Marketable securities (at fair value through other comprehensive income) Derivative financial instruments Costs of hedging Other comprehensive income from equity accounted investments Currency translation foreign operations Other comprehensive income In 2023, other comprehensive income from equity accounted in- vestments was a positive amount of € 26 million and is reported in the Group Statement of Changes in Equity within currency translation differences. In the previous year, the amounts re- ported for equity accounted investments comprised a negative amount of € 395 million within currency translation differences and positive amounts of € 220 million and € 93 million within derivative financial instruments and costs of hedging respec- tively. The hedging effects of derivative financial instruments that are subsequently recycled to the acquisition cost of inventories are not included in other comprehensive income after tax. 2023 2022 Before tax Income taxes After tax Before tax -142 24 - 118 1,077 Income taxes -332 After tax 745 113 - 35 ← = Q -413 32,126 9,449 Goodwill 12,127 Disposals 31.12.2023 31.12.2023 31.12.2022 1,152 10,684 Value Current Reclassifi- cations adjustments¹ year 2,387 23,028 1,152 2,604 21,576 Development costs 1.1.2023 differences Disposals 31.12.2023 cations Translation Reclassifi- consolidated companies Additions 1.1.2023 differences in € million Translation to changes in Additions due Carrying amount Depreciation and amortisation Acquisition and manufacturing cost 20 Analysis of changes in Group tangible, intangible and investment assets 2023 NOTES TO THE BALANCE SHEET Notes to the Group Financial Statements 1,562 -75 12,344 1,487 buildings on third party land Land, titles to land, buildings, including 21,776 20,022 13,954 1,228 3,857 -104 11,429 33,976 1,386 2,766 1,487 33,205 Intangible assets -609 6,191 1,562 Other intangible assets 8,087 -534 162 234 10,067 1,980 - 104 1,470 76 3,270 9,461 100 5 100 Christiane Benner 5 5 100 Marc Bitzer 5 5 Bernhard Ebner 5 5 100 Rachel Empey 5 8 5 18 100 18 5 5 Martin Kimmich* Stefan Quandt Stefan Schmid Members of the Supervisory Board Norbert Reithofer The attendance rate at Supervisory Board meetings was 99%, and 100% for the meetings held by the various committees and the Presiding Board. The meetings were held in person, with individual members participating virtually only in justified exceptional cases. Three meet- ings of the Audit Committee that dealt with the quarterly reports were held as hybrid meet- ings, with individual members connected by either telephone or video call as planned. Indi- vidual meeting attendance can be seen in the table below: Disclosure of attendance at meetings by individual members With regard to the employee representatives, in January 2023 Dr Martin Kimmich was ap- pointed to succeed the departing long-serving First Deputy Chairman of the Supervisory Board, Manfred Schoch, for his remaining term of office. Dr Kimmich has been Chairman of the Munich Works Council and the BMW AG Works Council since 2022. There were no changes to the composition of the Supervisory Board during the past year on the shareholder representative side. The Annual General Meeting elected Dr Kurt Bock to the Supervisory Board for a further term of office of approximately four years. He was sub- sequently appointed as Deputy Chairman of the Supervisory Board, member of the Presid- ing Board and of the Personnel Committee as well as member and Chairman of the Audit Committee. Composition of the Supervisory Board, the Presiding Board and the Supervisory Board's committees On 1 November 2023, Jochen Goller was appointed as member of the Board of Manage- ment responsible for Customer, Brands and Sales. Mr Goller has been at the BMW Group since 1999 and has headed up activities in the China region since 2018. In Jochen Goller, we have appointed an internationally experienced sales manager with particular expertise in the Chinese market to the Board of Management. On 31 October 2023, Pieter Nota left the Board of Management by mutual agreement, also in line with the BMW Group's succession plans. After becoming the member of the Board of Management responsible for Customer, Brands and Sales in 2018, Mr Nota was a key fig- ure in driving forward the sale of all-electric models and the digitalisation of the customer interface. He was also responsible for introducing a pioneering agency model for direct sales in selected markets. We wish to thank Pieter Nota for his excellent work and valuable inspiration. On 12 May 2023, Walter Mertl was appointed as member of the Board of Management re- sponsible for Finance. He joined the BMW Group in 1998 and was most recently responsi- ble for corporate controlling. Mr Mertl has embodied the Group's commitment to sustainable profitability during the transformation for many years. Dr Nicolas Peter left the Board of Management on 11 May 2023 by mutual agreement as part of a succession arrangement following three decades of successful work at the BMW Group. As the Board of Management member responsible for Finance, he played a key role in shaping the development of the BMW Group with his profound expertise, entrepreneurial flair and vision. His work served to further cement the Group's excellent reputation, both on the capital market and in the public eye. We are greatly indebted to Nicolas Peter for his out- standing contribution. The Supervisory Board extended the mandate of Oliver Zipse, the Chairman of the Board of Management. The Supervisory Board resolved to extend the term of office of one member and appointed two new members to the Board of Management in the financial year 2023. 100 ← = Q Report of the Supervisory Board Other Information Attendance Attendance in % Meetings Presiding Board/ Presiding Board/ 18 5 100 100 17 5 17 5 Remuneration Report 100 18 5 18 5 Plenum Committees Plenum Committees Plenum Committees Presiding Board/ 100 18 Responsibility Statement and Auditor's Report Combined Management Report 16 In March 2023, the focus was on preparing for the Supervisory Board meeting at which the financial statements for the financial year 2022 were discussed and examined. After verify- ing the matter of independence, the Audit Committee recommended to the Supervisory Board that PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft ("PwC") be elected auditor at the Annual General Meeting 2023. There were no indications of conflicts of interest, grounds for exclusion or lack of independence on the part of the auditor. Unless a particular committee was responsible, the Presiding Board prepared the topics for the plenary meetings at its four meetings in cooperation with the Board of Management and senior heads of department. It also put forward proposals for reporting within the Supervi- sory Board. The Presiding Board focused especially on the corporate strategy and its sus- tainability-related aspects, in addition to longer-term corporate planning. The report on the BMW Group's position was discussed in detail at every meeting of the Presiding Board. The Audit Committee convened eight times in total. The Supervisory Board has established a Presiding Board and four committees. At each subsequent Supervisory Board meeting, the Chairman of the Audit Committee, Dr Bock, and myself reported in detail on the work of the Presiding Committee and the other commit- tees. Further information on the duties, composition and working methods of the Presiding Board as well as the various other committees is provided in the Statement of Corporate Governance on the BMW Group website. Description of Presiding Board activities and committee work The Supervisory Board is careful to avoid any conflicts of interest in the course of its deliber- ations and decision-making processes. No conflicts of interest occurred in the financial year 2023. In late 2023, we reviewed the effectiveness of the work of the Supervisory Board and its committees with the aid of a questionnaire, and discussed the findings in our subsequent meeting. Cooperation both within the Supervisory Board and with the Board of Manage- ment was unanimously perceived as constructive and trustworthy. In the current financial year, we intend to act on proposals to explore certain topics in greater depth, such as bat- tery technology and the circular economy concept. The onboarding programme for new Supervisory Board members was also continued in 2023. As part of the programme, new members are given an insight into the BMW Group's key business areas and planning processes by representatives of internal specialist depart- ments. The programme also includes an introduction to the ongoing work of the Supervisory Board. With the BMW Group's support, Supervisory Board members attended advanced training courses on various topics during 2023. At our July meeting held at the BMW Group's Leip- zig plant, the subject of which was "BMW Group Production - Electrified. Digital. Sustaina- ble", we discussed the topic of sustainability in production and energy generation at BMW Group sites. In September, we took a first in-depth look at the Group's technology, architec- ture and product strategy for the period as of 2025, and more closely at the strategic mod- ules of the NEUE KLASSE. The members of the Supervisory Board then tested new BMW, MINI and Rolls-Royce models at the BMW M Driving Academy in Maisach. This involved a drive on the A8 motorway in the new BMW 5 Series sedan, where we tried out the level 2+ Highway Assistant. In addition, we were presented with BMW brand design vehicles, sup- plemented by a preview of the NEUE KLASSE. A talk by a renowned Chinese economics expert on the state of the Chinese economy in the wake of the coronavirus pandemic and on opportunities for multinational corporations provided some interesting insights into the Chi- nese market. The Supervisory Board held two hybrid meetings in October and November at which the heads of the responsible internal departments and an external consultant pro- vided us with a comprehensive update on non-financial reporting and the EU taxonomy, fo- cusing on implementation by the BMW Group. We also delved more deeply into the complex processes involved in implementing and reviewing the ambitious decarbonisation targets within the supply chain as well as the main levers for decarbonisation in this area. 100 5 17 5 17 100 100 Kurt Bock BMW Group Report 2023 To Our Stakeholders Combined Management Report Report of the Supervisory Board Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report To Our Stakeholders BMW Group Report 2023 17 The Mediation Committee, which is prescribed by law, did not need to convene during the financial year under report. The Nomination Committee held one meeting in the financial year 2023 in which it dis- cussed the composition of shareholder representatives on the Supervisory Board. Taking into account the composition requirements resolved by the Supervisory Board and the rec- ommendations of the German Corporate Governance Code, the Nomination Committee is- sued recommendations for the Supervisory Board's election proposals to the Annual Gen- eral Meeting to be held in 2024. In its role as a preparatory body, in the course of 2023 the Personnel Committee convened four times to deliberate on the remuneration of, and succession planning for, the Board of Management. The review of the appropriateness of the Board of Management's remunera- tion for the financial years 2022 and 2023 and the determination of the factors for the Board of Management's variable remuneration for those years were the subjects of thor- ough preparation within the Personnel Committee. The determination of financial and ESG targets for the Board of Management's remuneration for the financial year 2024 was also discussed in great detail. In addition, the Personnel Committee prepared for the change of remuneration consultant in the financial year 2023. The renewal of the anticipatory resolu- tion on the approval of loans and transactions by BMW Bank GmbH was also on the agenda. The Audit Committee received regular reports on the state and development of significant legal proceedings and internal investigations and, in individual cases, discussed product- and emissions-related proceedings with external legal advisors brought in for that purpose. In its report on the audit of over-the-counter derivatives entered into by BMW AG during the financial year 2022, the external auditor confirmed to the Audit Committee the effectiveness of the system in place at BMW AG in complying with the regulatory requirements of the Eu- ropean Market Infrastructure Regulation. Group Financial Statements The head of Corporate Audit presented us with the key audit findings and plans for further internal audits. The Chief Compliance Officer of the BMW Group reported on the structural development of the compliance management system, the implementation of operational measures and further planning. The report also addressed the implementation of the Ger- man Supply Chain Due Diligence Act. In addition, we received a report on the BMW Group's tax and customs control system from the responsible head of department. At its meeting in July 2023, the Audit Committee considered the effectiveness and appropri- ateness of the BMW Group's internal control system (including the Corporate Audit func- tion), the compliance management system and the risk management system. In the half- yearly risk reports, we addressed the principal risks facing the BMW Group and their classifi- cation. We focused particularly on geopolitical risks and the resulting risk scenarios, espe- cially for supply chains and sales markets, as well as measures to mitigate these risks. The Board of Management informed the Audit Committee regarding the implementation of the first share buyback programme (which the Audit Committee had already approved in 2022), the redemption of the shares on 18 July 2023 and related reduction in share capital, as well as the second share buyback programme resolved by the Board of Management in May 2023. The Quarterly Statements were presented to us for discussion by the Audit Committee prior to their publication by the Board of Management. Representatives of the external auditors were also present when the Half-Year Financial Report was discussed in early August 2023. The Audit Committee also examined the combined Non-financial Statement of BMW AG and the BMW Group for the financial year 2022, which was part of the BMW Group Report 2022. The Audit Committee had representatives from PwC explain the results of their audit. We have again engaged PwC to conduct a "limited assurance" audit of the Non-financial (Group) Statement for the financial year 2023, to the extent that it relates to parts of the management report that are not subject to a "reasonable assurance" audit. Going beyond the formal review required by law, the Audit Committee also engaged PwC to audit the con- tents of the Remuneration Report for the financial year 2023. The Audit Committee also specified supplementary audit focus areas. Moreover, it approved the scope of the non-audit services to be performed, and received regular reports from PwC regarding these services. At its meetings, the Audit Committee discussed the quality of the audit in depth on several occasions. In particular, it received a report from the relevant de- partment on the Group's experience with the audit of the financial statements for the finan- cial year 2022 and on the results of the survey conducted within the Group for this purpose. Based on this report, the auditor's description of the quality assurance measures under- taken, and the Audit Committee's own experience with the auditor, the audit was found be of good quality. The Audit Committee concluded that PwC's fee proposal for the audit of the Company and Group Financial Statements and the BMW Group Report 2023, as well as for the review of the Half-Year Report 2023, was appropriate in light of the scope of its tasks. The Commit- tee therefore issued the corresponding contracts to PwC following its election at the Annual General Meeting in May 2023. ← = Q Other Information We also addressed the topic of climate-related risks. We regularly monitor the further devel- opment of the internal control system for non-financial reporting with regard to the Group's sustainability-related targets. Composition of the Board of Management 5,912 2,461,269 In December 2023, the Board of Management presented the budget for the financial year 2024. After exhaustive discussion with the Board of Management, we gave the budget our approval. 2,554,183 0.2 6,032 0.8 295,358 292,922 6,021 2,399,632 302,138 5,586 2,521,514 2,325,179 2,537,504 292,582 3,756 7.2 2,252,793 2,100,689 2,213,790 2,028,841 6.4 2,205,841 1,980,740 2,166,644 11.7 2,661,922 - 1.0 6,179 10.1 12.0 2,340,547 315,196 2,184,939 347,465 5,100 286,265 6,239 2,382,305 2,255,637 2,564,025 3,776 288,713 271,121 352,729 5,455 2,089,801 8 12.7 469 416 Total² Rolls-Royce MINI BMW² Deliveries by brand AUTOMOTIVE SEGMENT Spending on employee training and development (in € million)¹ Production by brand GROUP ← = Q Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report To Our Stakeholders BMW Group in Figures BMW Group Report 2023 11 OTHER NON-FINANCIAL PERFORMANCE FIGURES 2.04 BMW³ Rolls-Royce 389 279 370 Change in % 2023 2022 2021 MINI 2020 New contracts with retail customers FINANCIAL SERVICES SEGMENT BMW Production MOTORCYCLES SEGMENT Energy consumption per vehicle produced (in MWh)" Total³ 2019 I also met with investor representatives on a regular basis to discuss topics specific to the Supervisory Board during the financial year 2023. We touched on corporate governance issues such as succession planning for the Supervisory Board, the system for the Board of Management's remuneration and the future format of the Annual General Meeting as well as committee work and the Supervisory Board's handling of geopolitical risks. 2.12 2.13 Other Information Remuneration Report Responsibility Statement and Auditor's Report Combined Management Report Group Financial Statements Report of the Supervisory Board To Our Stakeholders BMW Group Report 2023 14 At Supervisory Board meetings we regularly addressed the topics of sustainability and ESG. In a report on recent developments within the Group, the Board of Management in- formed us about the cooperation with IONITY on rapid charging networks, the conversion of BMW Group plants in Oxford and Swindon to enable the manufacturing of all-electric MINI vehicles, and the successful outcome of the local referendum held in Irlbach-Straßkirchen on the proposed construction of a new BMW Group plant to manufacture high-voltage batter- ies, among other things. Furthermore, we were very pleased to note that the BMW Group was presented with awards for activities relating to its sustainability strategy, conferred by a management consultancy and the magazine "Automobilwoche", which voted the Group number one in the automobile manufacturer category. Moreover, the Fair Pay Innovation Lab awarded the BMW Group a gold medal in the category "Fair Pay Leader". Within the framework of a presentation on the perception of the sustainability of the BMW Group and its brands, we examined the objectives of the Group's corporate ESG strategy in greater detail and looked at corporate communication regarding sustainability issues as well as their media coverage. Regarding the energy transformation within the BMW Group as well as decarbonisation at Group sites, we were informed in particular about the further im- provement of energy management and the strategy involving the transition to renewable energy sources at the BMW Group's existing production sites by 2030. We were also pro- vided with reports on plans for new structures where no fossil fuels will be used (such as the plant in Debrecen, where production is scheduled to begin in 2025). The Supervisory Board also closely monitored developments relating to major strategic collaborations. In 2023, the focus was once again on the Chinese market in particular, with respect to both the BMW Brilliance Automotive joint venture and the cooperation with Great Wall Motors for the local production of an all-electric MINI. We were also informed about the status of the investments in YOUR NOW. At each meeting, the Board of Management updated us on current issues and projects re- lated to strategy development work and implementation. The Board of Management also reported on recent events such as the Group's successful appearance at the IAA Mobility in Munich, the world premiere of the all-electric BMW iX2 and the BMW X5 Hydrogen at the Japan Mobility Show, and the implementation of the major internal training programme "Digital Boost". Board. Further topics covered by the Board of Management's extensive report were market strategies focusing particularly on China and Europe, the resilience of supply chains, and the holistic, Group-wide performance programme. The report was rounded off with an analysis of the competition and the outlook for the BMW Group's product portfolio. Corporate strategy, including sustainability, remained high on the Supervisory Board's agenda. Following an analysis of the current situation in the automotive industry and the ramifications of geopolitical developments, the Board of Management presented us with a detailed strategy for implementing the automotive transformation. The strategy covered the topics of electrification, digitalisation and sustainability, highlighting in particular the circular economy concept as a key element of the Group's sustainable corporate approach. The BMW Group's ambitious decarbonisation targets for2030 were also reaffirmed. With regard to digitalisation, the Board of Management has placed the NEUE KLASSE at the centre of its strategy, making it the benchmark for a holistic customer experience. The Board of Man- agement also described the digitalisation of key business processes to the Supervisory In its reports on the BMW Group's position, the Board of Management kept us well in- formed at each meeting regarding current developments and the Group's overall perfor- mance. A regular topic of discussion at Supervisory Board meetings was the development of current sales trends based on figures analysed by brand, segment and market region, for both the BMW Group and its competitors. There was also a keen focus on electrified vehi- cles and an overview of the Group's key financial indicators and liquidity situation. We continuously and thoroughly monitored the governance of the BMW Group based on in- depth reports received from the Board of Management and provided its members with pru- dent advice on the management and strategic development of the Group. We focused in particular on driving forward the Group's electrification strategy and expanding it to include all segments and markets, as well as on implementing the corporate strategies adopted in the fields of digitalisation and sustainability. At each of the five plenary sessions of the Su- pervisory Board (including one two-day meeting), we held detailed discussions with the Board of Management regarding the Group's position. The Board of Management also kept the Supervisory Board well informed regarding any matters of significance outside the framework of formal meetings. Furthermore, I discussed matters personally and on a regu- lar basis with the Chairman of the Board of Management. In addition, the Chairman of the Audit Committee maintained a direct line of contact with the Board of Management member responsible for Finance as well as with the external auditor's representatives outside of meetings. We regularly dealt with internal Supervisory Board issues and personnel-related matters without the presence of the Board of Management. Our cooperation, both within the Supervisory Board and its committees and with the Board of Management, was con- ducted in a spirit of trust, respect and constructiveness. Detailed documents on the main topics of each meeting were distributed to the members in advance. Moreover, the share- holder and employee representatives regularly prepared for the meetings in separate pre- liminary discussions. The Supervisory Board again performed the duties incumbent upon it with the utmost dili- gence throughout the financial year 2023. ← = Q In the course of our work on corporate governance, we further developed and updated parts of the Supervisory Board's skills matrix, which was introduced in 2022. Based on a self-assessment, we concluded that the composition of the Supervisory Board at 31 De- cember 2023 fully meets the targets stipulated in the diversity concept and the competency profile. In the Declaration of Compliance with the German Corporate Governance Code issued in December 2023, the Board of Management and the Supervisory Board confirmed that they have complied with the recommendations of the Code as amended on 28 April 2022 with- out exception and will continue to fully comply with them in future. We also dealt with the Group's compliance management system in great depth. In his an- nual report, the Chief Compliance Officer presented changes to the structure and content of the BMW Group's compliance management system and the revision of compliance regula- tions. The report also addressed the implementation of the German Supply Chain Due Dili- gence Act and the handling of individual cases. Moreover, at the Compliance Days in Mu- nich, the Chief Compliance Officer relayed a message from the Chairman of the Board of Management that set the "tone from the top", and addressed operational prevention The BMW Group's long-term business plan was the subject of comprehensive examina- tion by the Supervisory Board. In view of the ramp-up of electric mobility in an environment that remains challenging and volatile, the focus was on safeguarding growth and returns. The Board of Management informed us about plans for the various vehicle and corporate segments and ambitious long-term targets, while confirming its key objectives for growth, market shares and profitability. We were presented with key financial indicators for each segment, in addition to opportunities and risks for the planning period. After thorough ex- amination, the Supervisory Board approved the long-term business plan drawn up by the Board of Management. ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report Group Financial Statements Report of the Supervisory Board BMW Group Report 2023 Focus of Supervisory Board activities during the past financial year 15 In conjunction with the report on HR-related strategies, we looked at the BMW Group's at- tractiveness as an employer, employee performance and commitment, and workforce avail- ability. The Board of Management also brought us up to date on the status of the Group's diversity concepts and the extent to which targets have been achieved regarding the pro- portion of women employed at various levels. In the highly detailed risk report, we were brought up to date with the structure and working methods of the risk management system. A key focus of the report was on geopolitical risks, especially in the areas of purchasing/supply chains and sales markets as well as the presentation of measures to mitigate risk. On the subject of information security with a focus on IT security, we were informed about the organisation and functioning of the information security management system and the structure of the IT security risk model, as well as the measures derived from it and their effectiveness. The Board of Management also reported on the business performance, sector-specific risk profile and current projects of the Finan- cial Services segment. In addition, we received a report on key topics relating to the Group's treasury system, such as funding, liquidity management, hedging strategies for price and currency risks and the current state of share buyback programmes. In addition, key topics from the Board of Management's individual areas of responsibility were on our agenda. Markets in the USA, Canada and Mexico as well as the "fourth pillar" markets, in particular India, South Korea and Japan, were the subject of an in- depth sales report. We discussed regional resilience and the growth strategy for these mar- kets in great depth. The Board of Management updated the members of the Supervisory Board biannually on the current status of the level of attainment of defined financial KPIs and the KPIs for our ESG targets, such as deliveries of all-electric automobiles, fleet carbon emissions, attrac- tiveness as an employer, and diversity. The Supervisory Board examined the Board of Management's remuneration in great de- tail. It reviewed the target structure, maximum remuneration and expected remuneration for the Board of Management for the financial year 2023, considering in particular the Group's performance and the development of remuneration for senior executives and employees in Germany over the past few years. Based on a comparative study conducted by an external independent remuneration consultant and subsequent oral advice, we concluded that the remuneration paid to Board of Management members for the financial year 2022 and the target remuneration for 2023 were appropriate. Detailed information on the Board of Man- agement's remuneration for the financial year 2023 is provided in the Remuneration Re- port. In December 2023, following thorough preparation by the Personnel Committee, we adopted the variable remuneration targets applicable to Board of Management members for the financial year 2024, taking into account the budget for 2024, the long-term business plan and the BMW Group's corporate strategy, including its ESG goals. At each meeting, the Board of Management informed us about the current status of important legal framework conditions and regulatory projects. These included in particular the EU's reg- ulations regarding fleet carbon emissions in conjunction with the EU's "Fit for 55" package and the Euro 7 emissions standards. measures. In December 2022, the Supervisory Board agreed to the plan to hold the Annual General Meeting 2023 on a virtual basis in accordance with the regulations applicable at the time. In March 2023, the detailed concept proposed by the Board of Management was approved. With regard to the Annual General Meeting 2024, the Board of Management explained the reasons for its decision in favour of the virtual format to the Supervisory Board. ← = Q Remuneration Report Other Information Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Report of the Supervisory Board 12 -0.2 1 Training for BMW Group employees and temporary staff at consolidated companies worldwide. Data is collated on the basis of direct input by participants and, to a small extent, by extrapolation. Data also includes e-learning formats. 2 Deliveries including BMW Brilliance Automotive Ltd. also for the period prior to full consolidation in the Group Financial Statements (2019: 538,612 units, 2020: 602,247 units, 2021: 651,236 units, 1 January to 10 February 2022: 96,133 units). 3 Production including BMW Brilliance Automotive Ltd. also for the period prior to full consolidation in the Group Financial Statements (2019: 536,509 units, 2020: 602,935 units, 2021: 700,777 units, 1 January to 10 February 2022: 58,507 units). 4 Efficiency indicator calculated from the absolute energy consumption (adjusted for CHP losses) of automobile production (BMW Group plants excluding partner plants and contract manufacturing) divided by the number of units produced (BMW Group plants and partner plants, excluding contract manufacturing). 1,542,514 1,545,490 1,956,514 1,845,271 12 2,003,782 221,988 215,932 187,500 168,104 187,116 -7.5 1.97 2.8 2.10 BMW Group Report 2023 Combined Management Report To Our Stakeholders BMW Group Report 2023 13 Chairman of the Supervisory Board Norbert Reithofer 2024 promises to be an exciting year for the BMW Group with a record number of product launches. We firmly believe that, thanks to the enthusiasm and precision of our strong workforce, we will master the challenges ahead and continue to set ourselves apart from the competition with our wide range of products across all brands and drivetrain types. The enthusiastic response to the presentation of the BMW VISION Neue Klasse at IAA Mobility in Munich clearly demonstrates that the BMW Group is on the right path. We also achieved a great deal in terms of sustainability in 2023, as our vehicle fleet once again attained figures well within the EU's target limit for fleet carbon emissions. To Our Stakeholders We look back on 2023 as a successful financial year in which the BMW Group continued to make decisive progress in ramping up electromobility. This is impressively demon- strated by the fact that all-electric automobiles now make up nearly 15% of total sales. The record high achieved in 2023 for total deliveries across all drivetrain types, and the leading position of the BMW brand in the global premium segment further demonstrate that the BMW Group's flexible drivetrain strategy is the right approach. Rigorous, far- sighted decision-making have made this overall corporate success possible, ensureing that the Group remains resilient, especially in volatile times. REPORT OF THE SUPERVISORY BOARD Report of the Supervisory Board ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements DEAR SHAREHOLDERS, 100 Other Information Heinrich Hiesinger Expression of appreciation by the Supervisory Board The Supervisory Board acknowledged and approved the combined Non-financial (Group) Statement drawn up by the Board of Management. Following a preparatory review con- ducted by the Presiding Board as well as a further review at Supervisory Board level, the Statement on Corporate Governance drawn up by the Board of Management was also ap- proved by the Supervisory Board. ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Combined Management Report Group Financial Statements Report of the Supervisory Board To Our Stakeholders BMW Group Report 2023 19 19 Based on the preparatory work of the Audit Committee, the Supervisory Board and the Board of Management jointly prepared the Remuneration Report for the financial year 2023 in accordance with § 162 AktG. At the request of the Audit Committee, PwC reviewed the contents of the Remuneration Report, reported to both the Audit Committee and the Super- visory Board on the results of the review, and confirmed that the Remuneration Report com- plies with the financial reporting provisions contained in § 162 AktG in all material respects. The Audit Committee and the Supervisory Board also carefully examined the combined Non-financial (Group) Statement for the year ended 31 December 2023. Following an in- depth explanation of the statement by the Board of Management, representatives of PwC presented the key findings of their audit and answered additional questions posed by the members of the Supervisory Board. Based on the "limited assurance” audit performed by PwC on those parts of the Management Report and certain sustainability disclosures in the integrated BMW Group Report 2023 that were not subject to a reasonable assurance en- gagement, PWC issued an unqualified opinion, signed for the second time by Michael Popp (Wirtschaftsprüfer) and for the first time by Annette Fink. € 6.00 for each share of common stock entitled to receive a dividend and € 6.02 for each share of preferred stock entitled to receive a dividend and to transfer the remaining amount to other revenue reserves. We consider the proposal appropriate and have therefore ap- proved it. Furthermore, in both the Audit Committee and the full Supervisory Board, we examined the Board of Management's proposal to use the unappropriated profit to pay a dividend of Based on a thorough examination conducted by the Audit Committee and the Supervisory Board, we concurred with the results of the external audit. In accordance with the final result of this examination, no objections were raised. At our meeting held on 14 March 2024, we accordingly approved the Group and Company Financial Statements of BMW AG for the fi- nancial year 2023. The Company Financial Statements for the year ended 31 December 2023 have therefore been adopted. In the course of their audit work, they did not identify any facts inconsistent with the con- tents of the Declaration of Compliance pursuant to § 161 of the German Stock Corporation Act (AktG) jointly issued by the Board of Management and the Supervisory Board. The representatives of the external auditors confirmed that the risk management system established by the Board of Management is capable of identifying at an early stage any de- velopments that might threaten the Company's going-concern status. They also confirmed that no material weaknesses in the internal control system and risk management system were identified with regard to the financial reporting process. At the two respective meetings, the Board of Management provided a detailed explanation of the reporting documents submitted to the Audit Committee and the Supervisory Board. The representatives of the external auditor reported on the main findings of their audit and answered questions put to them by members of the Audit Committee and the Supervisory Board, partially without the presence of the members of the Board of Management. Both the Audit Committee and the Supervisory Board gave meticulous consideration to the key audit matters and the related audit procedures. At its meeting held on 13 March 2024, the Audit Committee diligently examined and delib- erated on these documents before they were considered in detail at the plenary session of the Supervisory Board on 14 March 2024. Immediately after authorising their issue, the Board of Management submitted the Com- pany and Group Financial Statements for the financial year 2023 and the Combined Man- agement Report (including the Combined Non-financial (Group) Statement) to the Supervi- sory Board. The auditor's long-form audit reports were also submitted to the Supervisory Board in a prompt manner. In order to facilitate preparations, drafts of these documents had already been made available to the Supervisory Board in advance. At its meeting held on 29 February 2024, the Audit Committee initially gave in-depth con- sideration to the preliminary version of the Company and Group Financial Statements and the Combined Management Report (including the combined Non-financial (Group) State- ment and the information on the EU taxonomy) as well as the draft version of the auditor's long-form reports. The Company Financial Statements and the Group Financial Statements of BMW AG for the financial year ended 31 December 2023, including the Combined Management Report, on which PwC has issued unqualified audit opinions, were authorised by the Board of Manage- ment on 12 March 2024. These audit opinions were signed for the fifth consecutive finan- cial year by independent auditor Petra Justenhoven (Wirtschaftsprüferin) and, for the second time, by Michael Popp (Wirtschaftsprüfer) as the auditor responsible for the performance of the engagement. PwC was appointed external auditor for the financial year 2023. PwC initially conducted a review of the condensed Interim Group Financial Statements and the Interim Group Man- agement Report for the first half of 2023 and presented its findings to the Audit Committee. No issues were identified that might indicate that the condensed Interim Group Financial Statements and Interim Group Management Report had not been prepared in accordance with the applicable provisions in all material respects. With their great dedication and an outstanding collaborative effort during the past financial year, the members of the Board of Management and the employees of the BMW Group worldwide successfully defended the BMW brand's leading position in the global premium segment and significantly expanded the share of electric mobility in Group sales. We there- fore wish to express our deep thanks and appreciation to all of them. We are confident that the Board of Management and the BMW Group's workforce will con- tinue to pursue the BMW Group's chosen path of sustainable and digitalised mobility in 2024, and we eagerly await the launch of the NEUE KLASSE in 2025. Munich, March 2024 On behalf of the Supervisory Board 100 Chairman of the Board of Management Oliver Zipse That is what the BMW Group stands for, like no other company. It is one of the reasons why you, our shareholders, continue to stand by us. At the BMW Group, we call it continuous progress. We deliver what we say we are going to do – systematically, without making excuses, con- sistently and reliably. Becoming a little bit better every day - that is what I expect from the Company and from myself. That is how we move forward - bringing ambitious goals closer and gradually turning them into reality. Society likes to talk about the transformation of mo- bility and the automotive industry. You know your Company: we always think ahead. LADIES AND GENTLEMEN: DEAR SHAREHOLDERS, Strong today – strong tomorrow. - Review of financial statements and the profit distribution proposal BOARD OF MANAGEMENT ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Combined Management Report Group Financial Statements Statement of the Chairman of the Board of Management To Our Stakeholders BMW Group Report 2023 20 20 Chairman of the Supervisory Board Norbert Reithofer STATEMENT OF THE CHAIRMAN OF THE ← = Q Yours M Remuneration Report Dominique Mohabeer 100 5 5 100 5 5 100 5 5 80 5 1 1 5 Susanne Klatten 100 5 5 Johann Horn 100 5 Other Information 5 4 8 100 8 Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Report of the Supervisory Board To Our Stakeholders 5 BMW Group Report 2023 18 * Member of the Supervisory Board since 18 January 2023. Sibylle Wankel Anke Schäferkordt Christoph M. Schmidt Vishal Sikka Gerhard Kurz Jens Köhler 100 5 5 André Mandl 100 5 5 100 5 5 100 5 5 100 100 1,165 415 415 415 34 34 - 349 - 11 21 10 Net defined benefit liability 338 Effect of limitation of the net defined benefit asset to the asset ceiling 1,187 Pensions and other benefits paid - 25,011 Total Plan assets benefit obligation 24,989 Defined Due to the fact that there is no right of reimbursement or right to reduce future contributions to the fund, the amount of plan assets reported for the UK pension plan has been limited to the amount of the obligations. thereof pension provisions thereof assets 31 December 2022 Translation differences and other changes Employee contributions 34 Transfers to fund -22 6,417 894 6,417 -7,471 Changes in the limitation of the net defined benefit asset to the asset ceiling - 143 339 196 - 698 - 18,383 17,685 -52 52 336 -284 -6 697 - 7,471 - 703 106 -367 -367 -367 -262 -262 462 462 462 - 201 - 201 - 201 6,417 -7,471 -106 Gains (-) or losses (+) arising from experience adjustments -317 Gains (-) or losses (+) arising from changes in financial assumptions 667 - 673 - 107 107 - 353 - 353 - 353 - 155 - 155 329 329 -174 -174 458 -317 329 -174 458 458 196 - 317 27 27 27 -1 43 -44 -6 Gains (-) or losses (+) arising from changes in demographic assumptions -6 -106 Gains (-) or losses (+) on plan assets, excluding amounts included in interest income REMEASUREMENTS Gains (-) or losses (+) arising from settlements Past service cost Interest expense (+)/income (-) Current service cost EXPENSE/INCOME 1 January 2022 in € million Notes to the Group Financial Statements ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 195 -57 427 370 799 -429 - 19,347 18,918 17 -17 89 BMW Group Report 2023 (funds without a rating) Group Financial Statements Other provisions 2,818 1,443 Other obligations Bonus and price reductions 3,249 8,251 Statutory and voluntary warranty obligations, product guarantees Obligations for personnel and social expenses combinations 1.1.2023 in € million business arising on Additions 290 1 232 289 Other Absolute return funds 50 78 15 27 35 51 28 15,761 78 in € million Bonus and price reductions* 1,677 - 105 -761 1,144 -44 1,979 2,964 - 41 - 2,061 47 1,782 -12 4,333 9,650 - 326 within one year 31.12.2023 Reversed Utilised -2,674 391 4,243 - 235 thereof due Reversal of discounting Additions differences Translation Statutory and voluntary warranty obligations, product guarantees Obligations for personnel and social expenses 28 27 1,082 Equity instruments 31.12.2022 31.12.2023 31.12.2022 31.12.2023 31.12.2022 31.12.2023 31.12.2022 31.12.2023 in € million The BMW Group is exposed to risks arising both from defined benefit plans and defined contribution plans with a minimum re- turn guarantee. The discount rates used to calculate pension ob- ligations are subject to market fluctuations and therefore influ- ence the level of the obligations. Furthermore, changes in other actuarial parameters, such as expected rates of inflation, also have an impact on pension obligations. In order to reduce cur- rency exposures, a substantial portion of plan assets is either in- vested in the same currency as the underlying plan or hedged by means of currency derivatives. As part of the internal reporting procedures and for internal management purposes, financial risks relating to the pension plans are reported using a value-at- risk approach by reference to the pension deficit. The investment strategy is also subject to regular review together with external consultants, with the aim of ensuring that investments are struc- tured to match the timing of pension payments and the expected development of pension obligations. In this way, fluctuations in pension provisions recognised in the balance sheet are reduced. In the financial year 2024, disbursements out of plan assets are expected to exceed the employer's contributions to plan assets by € 298 million. Plan assets of the BMW Group include own transferable financial instruments amounting to € 17 million (2022: € 7 million). 32 1,155 232 665 Total Other United Kingdom Germany Plan assets in Germany, the UK and other countries comprised the following: Depending on the cash flow profile and risk structure of the pen- sion obligations involved, plan assets relating to defined benefit plans are invested in a diversified portfolio. Notes to the Group Financial Statements ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report 2,729 2,068 14 41 Money market funds 51 Real estate funds 665 1,082 thereof non-investment grade -748 thereof mixed funds 9,830 9,769 51 53 4,343 To Our Stakeholders Combined Management Report 4,237 5,479 thereof investment grade 2,119 10,495 10,851 51 53 4,343 4,237 6,101 6,561 Debt instruments 2,770 37 5,436 704 - 143 366 In addition, a career trend component, which is plan-dependent and lies within a range of 0.25% to 0.50%, is taken into account in the measurement of pension obligations in Germany (2022: career trend of 0.25% to 0.50%). The assumptions stated below, which depend on the economic situation in the relevant country, are used to measure the defined benefit obligation of each pension plan. The following weighted average values have been used for Germany, the UK and other countries: In the case of defined benefit plans, the BMW Group is required to pay the benefits it has granted to present and past employees. Defined benefit plans may be covered by provisions or pension assets. In Germany, pension obligations of the BMW Group are almost entirely covered by assets transferred to BMW Trust e.V., Munich (BMW Trust), in conjunction with a Contractual Trust Ar- rangement (CTA) (funded plan). In addition, funded plans also exist in the UK as well as in the USA, Switzerland, Belgium and Japan. In the meantime, all of the main defined benefit plans have been closed for new entrants and replaced by defined con- tribution plans. 33 Pension provisions Notes to the Group Financial Statements ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 192 - 4,268 -621 9,756 9,773 4,059 3,601 12,344 11,044 18,823 16,352 2,193 2,327 2,140 3,262 Germany 29,243 United Kingdom in % Germany The following mortality tables are applied in countries in which the BMW Group has significant defined benefit plans: 12.8 12.8 13.7 13.1 14.2 13.8 Weighted duration of all pension obligations in years 2.26 2.17 2.53 2.24 Pension level trend 5.88 5.57 4.73 4.54 3.67 3.19 Discount rate 31.12.2022 31.12.2023 31.12.2022 31.12.2023 31.12.2022 31.12.2023 Other 33,227 Total cash flows 181,321 Financial information relating to BMW Brilliance is summarised in the following table from a 100% perspective (2022: from 11 February 2022): Total comprehensive income allocated to the other shareholders of BMW Brilliance amounts to € 615 million (2022: € 580 mil- lion). A dividend of € 1,447 million (2022: € 1,445 million) was distributed to these shareholders during the financial year 2023. At 31 December 2023, non-controlling interests in BMW Bril- liance amounted to € 2,970 million (2022: € 3,709 million). The 25% non-controlling interests of other shareholders in the subsidiary BMW Brilliance represent a significant item in the BMW Group's balance sheet. 32 Non-controlling interests revenue reserves. Equity attributable to shareholders of BMW AG increased during the financial year by 2.8%, primarily reflecting the increase in Equity attributable to shareholders of BMW AG Proportion of total capital Non-current financial liabilities Current financial liabilities in € million The capital structure at the end of the reporting period was as follows: A key aspect in the selection of financial instruments is the ob- jective to achieve matching maturities for the Group's financing requirements. In order to reduce non-systematic risk, the BMW Group uses a variety of financial instruments available on the world's capital markets to achieve diversification. In order to manage its capital structure, the BMW Group uses various instruments, including the amount of dividends paid to shareholders and share buybacks. Moreover, the BMW Group actively manages debt capital, carrying out funding activities with a target debt structure in mind. The BMW Group is not subject to any unified external minimum equity capital requirements. Within the Financial Services seg- ment, however, there are a number of individual entities which are subject to equity capital requirements of relevant regulatory banking authorities. The capital structure is managed in order to meet needs arising from changes in economic conditions and the risks of the under- lying assets. The BMW Group's objectives with regard to capital management are to safeguard over the long-term the Group's ability to con- tinue as a going concern and to provide an adequate return to shareholders. Capital management disclosures On 19 September 2023, the Board of Management resolved a share buyback programme for shares of common stock for em- ployees ("Share Buyback Programme Employee Shares 2023") which was carried out during the period from 8 November to 27 November 2023. The acquisition of shares of common stock un- der this programme serves the sole purpose of fulfilling the obli- gations arising from the Employee Share Programme. Based on the applications received from eligible employees, 1,290,000 shares of common stock were bought back and subsequently sold to employees at a preferential price of € 71.47 per share. These shares are entitled to receive dividends for the first time with effect from the financial year 2023. Up to 31 December 2023, a total of 942,892 shares of preferred stock had been bought back via the stock exchange at an aver- age price per share of € 90.15 and a total acquisition cost of € 85 million, corresponding to 0.14% of share capital. The shares concerned are held by BMW AG as treasury shares at the end of the reporting period. Up to 31 December 2023, a total of 4,218,363 shares of com- mon stock had been bought back via the stock exchange at an average price per share of € 98.38 and a total acquisition cost of € 415 million, corresponding to 0.64% of share capital. The shares concerned are held by BMW AG as treasury shares at the end of the reporting period. Based on the authorisation granted by the Annual General Meet- ing on 11 May 2022, the Board of Management of BMW AG re- solved on 18 July 2023 (with effect as of 18 July 2023) to re- deem the shares acquired by the Company as part of the first share buyback programme (22,199,529 shares of common stock and 1,923,871 shares of preferred stock each with a nom- inal value of € 1) and to reduce the Company's share capital from € 663 million to € 639 million. This corresponds to around 3.6% of share capital prior to the redemption of the shares and the re- duction of issued share capital. The shares are being acquired with the purpose of either re- deeming them at a later date and reducing share capital or using them in conjunction with the Employee Share Programme. ← = 9 Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Notes to the Group Financial Statements BMW Group Report 2023 To Our Stakeholders Combined Management Report 191 in € million 2023 2022 DISCLOSURES RELATING TO THE 184,606 Total capital CASH FLOW STATEMENT 51.9% 51.5% Proportion of total capital DISCLOSURES RELATING TO THE 94,196 95,010 Total financial liabilities 40,727 42,130 Current liabilities United Kingdom 53,469 Non-current liabilities 48.1% 48.5% Current assets 87,125 89,596 Non-current assets 31.12.2022 31.12.2023 DISCLOSURES RELATING TO THE BALANCE SHEET Total comprehensive income Profit after tax INCOME STATEMENT Revenues 52,880 Mortality Table 2018 G issued by Prof. K. Heubeck (with invalidity rates reduced by 70%) S3PA Tables and CMI_2020 model with improvement factor of 1.25% 193 BMW Group Report 2023 To Our Stakeholders Combined Management Report in € million The change in the net defined benefit liability for pension plans can be derived as follows: Notes to the Group Financial Statements Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 194 The defined benefit pension plans are administered by BMW Pension Trustees Limited, Farnborough, and BMW (UK) Trustees Limited, Farnborough, both trustee companies which act inde- pendently of the BMW Group. BMW (UK) Trustees Limited, Farn- borough, is represented by ten trustees and BMW Pension Trus- tees Limited, Farnborough, by five trustees. A minimum of one third of the trustees must be elected by plan participants. The trustees represent the interests of plan participants and decide on investment strategies. Funding contributions to the funds are determined in agreement with the BMW Group. Defined benefit plans exist in the UK which are closed for all plan participants. Vested benefits remain in place. New benefits are covered by contributions made to a defined contribution plan. UK The assets of the German pension plans are invested by BMW Trust (a German association) in accordance with a CTA. The rep- resentative bodies of the association are the Board of Directors and the Members' General Meeting. BMW Trust currently has seven members and three members of the Board of Directors elected by the Members' General Meeting. The Board of Directors is responsible for investments, drawing up and deciding on in- vestment guidelines as well as monitoring compliance with those guidelines. The members of the association can be employees, employee representatives, senior executives and members of the Board of Management of BMW AG. An ordinary Members' Gen- eral Meeting takes place once every calendar year, and deals with a range of matters, including receiving and approving the associ- ation's annual report, ratifying the activities of the Board of Direc- tors and adopting changes to the association's statutes. plan with lifelong pension benefits remains in place which is now closed to new entrants. The pension benefit is calculated by mul- tiplying a fixed amount by the number of completed years of ser- vice. Only employees who have not agreed to a one-time option to switch to the defined contribution system will receive future in- creases in entitlements under this plan. Two employer-funded pension plans are in place that are based on defined contributions for which the level of benefits depends on developments on the capital markets. Benefits granted by the two plans are funded by a combination of the payment of fixed monthly contributions by the Company, a deferred remuneration option for employees and a matching contribution by the Com- pany. Further contributions are made on the basis of the BMW Group's performance. A further plan is in place that is funded en- tirely out of deferred remuneration. Due to the minimum interest rate guaranteed by the BMW Group, these plans are all classified as defined benefit plans in accordance with IAS 19. In addition to the above plans, an employer-funded, defined benefit pension Employer-funded as well as employee-funded benefit plans exist in Germany. In addition to retirement benefits, pension benefits also include disability and surviving dependents' benefits. The level of ongoing pension payments is adjusted in accordance with § 16 of the Company Pensions Act (Betriebsrentengesetz). Germany The most significant of the BMW Group's pension plans are de- scribed below. 1,545 - 57 - 1 4 - 45 -53 - 97 339 1 January 2023 EXPENSE/INCOME Current service cost Interest expense (+)/income (-) 366 196 894 - 698 benefit liability Net defined Effect of limitation of the net defined benefit asset to the asset ceiling Total Plan assets 18,383 benefit obligation 17,685 Defined = Q ↑ 427 thereof assets 31 December 2023 Translation differences and other changes Pensions and other benefits paid Employee contributions Transfers to fund Changes in the limitation of the net defined benefit asset to the asset ceiling Gains (-) or losses (+) arising from experience adjustments Gains (-) or losses (+) arising from changes in demographic assumptions Gains (-) or losses (+) arising from changes in financial assumptions Gains (-) or losses (+) on plan assets, excluding amounts included in interest income REMEASUREMENTS Gains (-) or losses (+) arising from settlements Past service cost thereof pension provisions 366 144 77 12,721 31.12.2022 31.12.2023 31.12.2022 31.12.2023 31.12.2022 31.12.2023 31.12.2022 31.12.2023 Total Other United Kindgom Germany thereof assets thereof pension provisions Carrying amounts Effect of limiting net defined benefit asset to asset ceiling Fair value of plan assets Present value of defined benefit obligations in € million Based on the measurement principles contained in IAS 19, the following balance sheet carrying amounts apply to the Group's pension plans: Notes to the Group Financial Statements ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements 11,529 5,306 5,287 891 77 118 193 196 370 143 153 32 24 21 193 894 799 157 15 879 797 18,383 19,347 741 740 6,134 6,079 11,508 12,528 17,685 18,918 869 2 -44 119 38 Total with quoted market price 9,630 8,401 4,288 4,392 149 131 14,067 12,924 Debt instruments 341 340 682 55 1 4 1,024 thereof investment grade 336 332 336 399 332 thereof mixed funds (funds without a rating) 5 8 682 1,457 55 5,061 3,292 Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 200 Similarly, potential future cash outflows amounting to € 1,639 million (2022: € 1,608 million) (undiscounted) have not been taken into account in the measurement of lease liabilities as it is not reasonably certain that the leases will be renewed (or not terminated). These cash outflows relate to periods of up to 90 years (2022: up to 61 years). Planned future cash outflows from variable lease payments, which are not taken into account in the measurement of lease liabilities, are expected to amount to € 42 million (2022: € 43 million). 94,196 10,990 42,479 40,727 95,010 10,267 42,613 42,130 Financial liabilities 1,063 230 138 695 1,046 206 108 732 1,712 1,712 3,292 Other Information 687 thereof non-investment grade Total without quoted market price 2,898 3,107 1,791 1,742 591 610 5,280 5,459 Total plan assets 12,528 11,508 6,079 6,134 740 741 19,347 18,383 197 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Notes to the Group Financial Statements 2,388 63 2,612 590 4 1 4 Real estate 431 455 622 700 1,053 Cash and cash equivalents 73 32 73 Absolute return funds 466 843 52 640 Notes to the Group Financial Statements 2 518 1,485 Other 1,587 1,437 435 347 604 ← = Q Notes to the Group Financial Statements Liabilities related to financing activities can be reconciled as follows: 7,255 - 186 - 25 - 1,613 9,079 Liabilities to banks 16,511 68 -11 410 - 658 16,702 Liabilities from customer deposits (banking) 18,746 -3 - 142 -471 19,362 41,084 3 31.12.2022 Other changes Basis adjustments from hedge accounting - 3,321 1,011 - 8,107 Changes due to exchange rate factors of companies Lease liabilities Cash inflows/outflows 2,420 129 88,734 -1,272 - 3,532 1,349 129 - 11,287 103,347 Liabilities relating to financing activities 662 -14 - 30 - 18 724 Other (excluding interest payable) -2,082 44 - 150 2,188 Financial liabilities towards companies in which an investment is held 1,712 77 261 1,374 Commercial paper 2,764 742 4 - 531 1.1.2022 51,498 Asset-backed financing transactions Bonds 18,016 15 10 -247 1,727 16,511 20,085 7 -464 1,796 18,746 39,808 -23 31.12.2023 Other changes Basis adjustments from hedge accounting 1,135 -563 - 1,825 41,084 Changes due to exchange rate factors Changes due to the acquisition or disposal of companies Cash inflows/outflows 1.1.2023 Liabilities from customer deposits (banking) Asset-backed financing transactions Bonds in € million Liabilities to banks 7,255 - 1,201 -279 in € million Changes due to the acquisition or disposal 90,057 354 1,194 - 1,709 493 -38 1,484 88,734 Liabilities relating to financing activities -131 662 The defined benefit obligation relates to current employees, pen- sioners and former employees with vested benefits as follows: Other (excluding interest payable) 3,292 -54 1,634 1,712 Commercial paper 2,539 355 -64 -516 2,764 Lease liabilities 5,824 49 Financial liabilities towards companies in which an investment is held 1,399 Germany Other Maturity between one and five years Bonds in € million 31.12.2022 31.12.2023 Financial liabilities of the BMW Group comprise the following: 36 Financial liabilities ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Notes to the Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 199 liabilities totalling € 1,401 million (2022: € 1,224 million) include € 50 million (2022: € 58 mil- lion) which are expected to be settled after more than 12 months. Liabilities may be settled earlier than this depending on the tim- ing of the underlying proceedings. 35 Income tax liabilities Current income tax The provisions for other obligations cover numerous specific risks and uncertain obligations, in particular for litigation and lia- bility risks as well as risks relating to the order backlog. Provisions for obligations for personnel and social expenses comprise mainly obligations relating to performance-related re- muneration components, workforce measures as well as pre- retirement part-time working arrangements and long-service awards. Depending on when claims occur, it is possible that the BMW Group may be called upon to fulfil the warranty or guarantee ob- ligations over the whole period of the warranty or guarantee. Warranty provisions include amounts recognised in connection with the exhaust gas recirculation cooler. Expected reimburse- ment claims at 31 December 2023 amounted to € 819 million (2022: € 872 million) and are disclosed within other assets (see 7 note [28]). * Presentation adjusted compared to previous year. Other provisions Other obligations* 7,316 15,761 - 1,783 - 5,356 Maturity later - 585 than five years Maturity within one year 3,274 13,223 18,016 8 3,883 14,125 Liabilities from customer deposits (banking) 18,746 10,851 7,895 20,085 12,388 7,697 Asset-backed financing transactions 41,084 7,758 22,306 11,020 39,808 7,754 21,471 10,583 Total than five years and five years Maturity later Maturity between one Total 8,355 184 992 872 6,600 within one year 31.12.2022 Reversed Utilised discounting Additions differences thereof due Reversal of Translation business combinations 1.1.2022 arising on Additions 9,240 17,037 - 1,005 - 6,428 476 8,568 -335 1,383 2,746 -533 - 932 141 3,820 -372 - 2,181 13,954 1,388 2,818 - 841 - 576 - 57 1,227 30 2,916 1,304 1,443 - 210 - 677 14 1,202 1 1,121 2,287 3,249 - 103 - 1,922 - 156 2,106 7 3,317 2,337 8,251 - 629 6 United Kingdom 16,511 3,868 100.0 100.0 The sensitivity analysis provided below shows the extent to which changes in individual factors - independently of each other - could influence the defined benefit obligation at the end of the reporting period. It is only possible to aggregate sensitivities to a limited extent. Since the change in obligation follows a non-linear pattern, estimates made on the basis of the specified sensitivities are only possible with this restriction. The calculation of sensitivities using ranges other than those specified could result in a dispropor- tional change in the defined benefit obligation. In the UK, the sensitivity analysis for the pension level trend also takes account of restrictions due to caps and floors. Change in defined benefit obligation 31.12.2023 31.12.2022 in € million in % in € million in % Discount rate increase of 0.75% - 1,418 -7.5 - 1,379 - 7.8 decrease of 0.75% 1,671 8.8 1,632 9.2 Pension level trend increase of 0.25% 325 100.0 1.7 100.0 100.0 in % Current employees Pensioners Former employees with vested benefits Defined benefit obligation 31.12.2023 31.12.2022 31.12.2023 31.12.2022 31.12.2023 31.12.2022 58.2 57.7 57.1 56.7 35.2 35.6 59.2 59.5 35.6 35.8 6.6 6.7 40.8 40.5 7.3 7.5 100.0 Liabilities to banks 322 decrease of 0.25% Other Information ← = Q 2,142 1,462 4,400 927 2,124 1,349 Other Commercial paper Derivative instruments 2,764 862 1,369 533 2,539 688 1,367 484 Lease liabilities 7,255 669 2,399 4,187 5,824 684 1,272 Remuneration Report 1.8 Responsibility Statement and Auditor's Report Other provisions changed during the year as follows: -319 - 1.7 - 307 - 1.7 Average life expectancy increase of 1 year 515 2.7 492 2.8 decrease of 1 year -533 - 2.8 Group Financial Statements - 509 Career trend increase of 0.10% 40 0.2 37 0.2 decrease of 0.10% -40 -0.2 - 37 -0.2 198 BMW Group Report 2023 To Our Stakeholders Combined Management Report 34 Other provisions - 2.9 Maturity within one year ← = Q Other Information unquoted equity instruments fixed 2.9 6.6 HKD 1,224 million fixed 3.2 2.8 USD 1,000 million CNY 9,500 million 1.5 7.4 EUR 19,000 million fixed 3.8 1.7 EUR 1.000 million fixed 7.5 2.6 fixed BMW International Investment B.V. 1.0 12.0 EUR 500 million fixed 3.4 7.1 USD 14,795 million fixed 5.4 2.9 USD 2,550 million variable BMW US Capital, LLC 3.2 10.0 AUD 273 million variable variable (in %) maturity period (in years) Other investments Cash equivalents Loans to third parties Derivative instruments (assets) Interest rate risks* Currency risks Combined interest rate/currency risks* Marketable securities and investment funds Raw material market price risks Derivative instruments (liabilities) Interest rate risks* Currency risks Combined interest rate/currency risks Raw material market price risks *Presentation adjusted compared to previous year. 31.12.2023 Other risks in € million Disclosures relating to financial instruments measured at fair value The carrying amounts of financial instruments measured at fair value are allocated to the measurement levels pursuant to IFRS 13 as follows: Notes to the Group Financial Statements (ISO Code) Interest BMW Finance N.V. Issuer in relevant currency Weighted average Weighted average Issue volume Bonds comprise the following: Notes to the Group Financial Statements Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 201 nominal interest rate 31.12.2022 GBP 100 million 5.6 Payables to subsidiaries Payables to other companies in which an investment is held Refund liabilities for future leased products Bonuses and sales aides in € million Other liabilities comprise the following items: 37 Other liabilities Deposits received Notes to the Group Financial Statements Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2023 ← = Q Other liabilities (financial instruments) Contract liabilities Deferred income 1,047 1,079 255 241 51 38 5,777 2,963 4,809 5,447 31.12.2022 31.12.2023 Other liabilities Other liabilities (non-financial instruments) Sundry Other advance payments received for orders Social security Other taxes 202 1.1 = Q 4.0 3.0 CNY 3,000 million fixed BMW China Capital B.V. 0.5 6.8 CHF 600 million 3.7 fixed 10.0 NOK 1,000 million fixed 2.7 3.7 GBP 950 million fixed 3.3 BMW Canada Inc. fixed CAD 700 million 19 5.4 14 (in %) nominal interest rate Weighted average Weighted average maturity period (in days) EUR 1,303 million USD 2,210 million in relevant currency (ISO Code) Issue volume BMW Finance N.V. BMW US Capital, LLC Issuer Commercial paper comprises the following: 3.5 3.4 ↑ Level hierarchy in accordance with IFRS 13 Level hierarchy in accordance with IFRS 13 Level 1 the income statement Gains (+)/losses (-) recognised in 7 7 accumulated other equity Gains (+)/losses (-) recognised in -23 14 - 5 814 Level 3 instruments Financial - 12 - 6 Disposals 75 2 2 14 Additions Disposals instruments Convertible bonds Gains and losses recognised in the income statement are re- ported within the line item "Other financial result" and included a net negative amount of € 39 million (2022: net positive amount of € 14 million) relating to unrealised items. 849 2 8 839 31 December 2022 -71 -71 Level transfer 33 1 32 Currency translation differences 75 1 January 2023 67 724 -2 -94 the income statement Gains (+)/losses (-) recognised in accumulated other equity Gains (+)/losses (-) recognised in -59 57 1 -54 99 99 849 2 8 839 4 - 39 Currency translation differences -25 Derivative instruments instruments Convertible bonds instruments Additions 1 January 2022 in € million Unquoted equity Options on 824 58 1 765 31 December 2023 Level transfer -26 1 23 in € million Options on unquoted equity Unquoted equity 1,278 768 472 437 324 1,495 58 1,684 2 318 373 1,390 2,987 1,174 381 519 2,319 794 In the previous year, derivative instruments used to hedge raw material price risks amounting to € 71 million were reclassified from Level 3 to Level 2 as sufficient observable market data was available for the first time for the instruments concerned. As a general rule, any transfers between fair-value hierarchy lev- els are made at the end of the relevant reporting period. Level 2 Level 3 Level 1 Level 2 Level 3 1,864 306 3,048 390 146 765 164 839 1,272 10 1 8 209 BMW Group Report 2023 To Our Stakeholders Combined Management Report specific contribution margins. Key liquidity-specific performance indicators are cash on hand, cash burn rates and prospects for future financing rounds. Since the pricing from the financing rounds is considered to be the decisive input factor for the valuation, increases and de- creases in valuation give rise to a similar change in the equity instrument that is recognised in the income statement. In addition, equity instruments that are held outside the private equity fund are measured using the income approach. This in- volves discounting cash flows on the basis of current business cases using the weighted average cost of capital to determine the fair value of the financial instrument. Changes in fair values determined in connection with adjustments to significant input factors are not material for the BMW Group. The convertible bonds that have been classified to Level 3 are primarily used as instruments in advance of future financing rounds relating to private equity investments. Valuations are therefore performed in accordance with the IPEV guidelines. Mandatory conversions are usually structured in such a way that the number of shares to be received depends on the future share price. Due to the generally short maturities, the instruments are subject to only insignificant fluctuations in value. Irrespective of this fact, impairment tests are performed at regular intervals. The fair value of the options that the BMW Group holds in shares of such investee companies is measured primarily on the basis of a binomial model, taking into account the respective conditions under which the options were granted. The comments provided on the income-based approach used to measure equity instru- ments held outside the private equity fund apply analogously for the purposes of determining the relevant entity value that is taken into account when measuring the fair value of the options. The exercise price for share options arising in conjunction with the private equity fund is generally low, verging towards zero. Consequently, financing rounds have a direct impact on the fair value of the options. In this respect, the valuation of options and assessment of their impact on sensitivity is similar to the approach taken to unquoted equity instruments, as described above. 210 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Notes to the Group Financial Statements The balance sheet carrying amount of Level 3 financial instru- ments developed as follows: As part of the process of analysing valuations, the external fund manager reviews the investment-specific milestones, including an analysis of financial, technical and liquidity-specific perfor- mance indicators, among others. Based on this analysis, it is considered whether the price of the most recent financing round is accept-able as a reasonable market valuation, in particular for early-stage or growth-phase investments. Key performance in- dicators used for the purpose of milestone analysis are depend- ent on the business model underlying the investment. Typical technical key performance indicators relate to licenses and pa- tents held, the stage of technology development such as evi- dence of feasibility and prototypes, market entries, customer and user growth and appointments to key management positions. Key financial performance indicators used are revenues, EBITDA and the corresponding growth rate and/or development of 9,768 Financial instruments allocated to Level 3 relate mainly to invest- ments in a private-equity fund. The valuation of unlisted equity instruments is determined primarily using the market-based ap- proach. In particular, the financing rounds that take place within the private equity sector - usually on a regular basis at intervals of approximately 12 to 24 months – represent a significant input factor for these purposes. In addition, the investment advisor provides the external fund manager with relevant, investment- specific information on an ongoing basis (at least quarterly). The latter subsequently assesses the underlying individual com- panies in accordance with the guidelines for International Private Equity and Venture Capital Valuations (IPEV). 8 Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information Notes to the Group Financial Statements ← = 9 Financial instruments measured at fair value using input factors not based on observable market prices are allocated to Level 3. The fair values of these financial instruments are shown in the following table: in € million Unquoted equity instruments Convertible bonds Options on unquoted equity instruments Fair value 31.12.2023 765 1 58 Fair value 31.12.2022 839 2 Financial instruments Level 3 11,939 7,651 1,046 Trade payables Other Lease liabilities Other derivative instruments Fair Value Hedges Cash Flow Hedges Derivative instruments 20,085 Asset-backed financing transactions 3,292 Commercial paper 18,016 Liabilities from customer deposits (banking) 5,824 15,547 Liabilities to banks Other liabilities 241 1,712 16,511 7,255 41,084 2,539 729 2,073 1,598 112,068 8,171 38 Total Remaining other liabilities investment is held Payables to other companies in which an Payables to subsidiaries 39,808 Bonds income 2,908 88,086 31,345 3,184 2,127 88,036 Total 1,489 7,998 1,218 Remaining other assets 454 455 Collateral assets 50 3,464 7,603 32,467 206 BMW Group Report 2023 At amortised cost At fair value through other comprehensive Not allocated to an IFRS 9 category At fair value through profit or loss income At amortised cost At fair value through other comprehensive 18,746 31.12.2023 LIABILITIES in € million ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Notes to the Group Financial Statements To Our Stakeholders Combined Management Report Financial liabilities 1,063 14,120 255 51 41,084 42,173 39,808 40,919 21,900 22,600 22,263 23,539 63,808 65,237 65,092 67,307 Carrying amount Fair value Carrying amount 19,951 20,085 18,542 18,746 Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 208 = Q Fair value ↑ 7,302 5,824 5,906 16,511 15,939 18,016 17,591 7,255 48 31.12.2022 Liabilities to banks 207 27,086 390 19,651 2,764 390 3,032 1,639 Not allocated to an IFRS 9 category At fair value through profit or loss 31.12.2022 108,073 7,276 17,298 23,508 729 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Liabilities from customer deposits (banking) Asset-backed financing transactions Bonds Receivables from sales financing - finance and operating leases Financial liabilities Receivables from sales financing - credit financing in € million For all other financial instruments not listed here that are meas- ured at amortised cost, the carrying amount corresponds to the fair value. For this reason, they are not presented separately. 31.12.2023 In the case of financial liabilities, own credit risk is taken into ac- count based on credit default swaps available on the market, so that the fair values of these items are allocated to Level 2. The fair values are generally determined using the discounted cash flow method, taking into account the relevant risk of default. For the purposes of fair value measurement using the discounted cash flow method, expected future cash flows are discounted on the basis of up-to-date interest rate curves observable on the market. The following table shows the fair values and carrying amounts of financial assets and liabilities that are measured at amortised cost and whose carrying amounts differ from their fair value. cost Disclosures relating to financial instruments measured at amortised Notes to the Group Financial Statements Other Information Remuneration Report The fair values of receivables from sales financing are measured using the discounted cash flow method, taking into account cus- tomer-specific credit risk. In view of the fact that these allow- ances are calculated in part on the basis of internal information, receivables from sales financing are allocated to Level 3 in the level hierarchy in accordance with IFRS 13. investment is held 6,770 1,036 Beginning in 2014, regulatory authorities have ordered the BMW Group to recall various vehicle models in conjunction with airbags supplied by the Takata group of companies. Provision for the costs involved has been recognised within warranty provisions. In addition to the risks already covered by warranty provisions, it cannot be ruled out that further vehicles of the BMW Group will be affected by future recall actions. Further disclosures pursuant to IAS 37.86 cannot be provided at present. In relation to these allegations, numerous class action lawsuits have been brought in the USA and Canada in the second half of 2017, as well as several individual customers' lawsuits in South Korea in June 2018. In the USA, the customer class actions were withdrawn in August 2021 and the dealer class action was dis- missed in the final instance in June 2022. In Canada, the class action lawsuits have been discontinued without any payments made by BMW. The individual customers' lawsuits in South Ko- rea remain at an early stage. Further civil lawsuits based on the allegations are possible going forward. Further disclosures pur- suant to IAS 37.86 cannot be provided at present. In April 2023, the South Korean antitrust authority imposed a fine of approximately 13 billion South Korean won (approxi- mately € 9 million). BMW AG will no longer take action against the authority's decision. In addition, respective antitrust proceedings were opened against BMW AG by the Chinese State Administration for Market Regulation in March 2019 and the Korea Fair Trade Commission in May 2020. Possible risks for the BMW Group in connection with the antitrust proceedings in China cannot be currently fore- seen, neither in terms of their outcome nor the amounts involved. The EU Commission's antitrust proceedings were settled on 8 July 2021 (see note [10] to the BMW Group Financial State- ments for the financial year 2021 included in the BMW Group Report 2021). The BMW Group determines its best estimate of contingent lia- bilities on the basis of the information available at the date of preparation of the Group Financial Statements. This assessment may change over time and is adjusted regularly on the basis of new information and circumstances. A part of the risks is covered by insurance. Other contingent liabilities mainly comprise risks relating to taxes and customs duties. 1,112 1,358 1,969 1,801 89 22 94 80 63 In May 2023, the National Highway Traffic Safety Administration (NHTSA), an agency of the US federal government, requested a recall of airbags in the USA that are equipped with airbag inflat- ors produced by ARC Automotive. Further implications for the BMW Group in other regions outside of North America as well as implications from class action lawsuits, which have been brought in this context against the BMW Group in the USA, cannot be estimated at present. Further disclosures pursuant to IAS 37.86 cannot be provided at present. In March 2022, the European Commission (EC) conducted in- spections at the premises of automobile manufacturers and as- sociations located in several member states. In parallel, the EC sent out formal requests for information to several automobile manufacturers, including BMW AG. The inspections and re- quests for information concern possible collusion in relation to the collection, treatment and recovery of end-of-life vehicles and light commercial vehicles. The inspections were conducted in co- ordination with the UK Competition and Markets Authority, which has initiated formal proceedings in respect of the UK market. The competition authorities allege that car manufacturers (i) coordi- nated the remuneration to be paid to dismantlers for the provi- sion of their services and (ii) agreed that issues related to end- of-life vehicles should be dealt with in a non-competitive way. Appropriate risk provisions were recognised in the second quar- ter 2022 in connection with these investigations. At the current stage of the investigations, further risks for the BMW Group in connection with the proceedings of the two authorities cannot be quantified at present. In December 2023, the South Korean anti- trust authority conducted an inspection at the premises of sev- eral car manufacturers, including BMW Korea. The investigation by the South Korean antitrust authority has the same back- ground as the investigations of the European Commission and the UK Competition and Markets Authority. Due to the early stage of this investigation, it is also not possible to provide further in- formation in this regard. Further disclosures pursuant to IAS 37.86 cannot be provided at present. 204 Purchase commitments for property, plant and equipment 31.12.2022 31.12.2023 in € million In addition to liabilities, provisions and contingent liabilities, the following commitments exist for the BMW Group at the end of the reporting period: Other financial commitments Furthermore, several BMW Group entities have been facing a number of diesel emissions-related court claims in England and Wales since November 2021 as well as in Scotland since March 2023. In November 2023, the High Court approved a group liti- gation regarding the proceeding in England and Wales. In De- cember 2023, the court ordered that at least three out of the 16 pending court proceedings against OEMS will proceed to trial from October 2024 onwards. The proceedings against two other OEMs have already been selected, and the selection of other OEM proceedings is expected to follow in March 2024. In Scot- land, the court also approved the combination of relevant claims in group proceedings. It is estimated that any sued BMW Group entities will have to file their statement of defence in April 2024. Given that proceedings are still at an early stage, the probability, amount or timing of any liability cannot be determined at present. Further disclosures pursuant to IAS 37.86 cannot be provided at present. 66 Receivables from companies in which an Following a request for legal assistance from the Korean author- ities in 2020 in connection with leaks in exhaust gas recirculation modules in BMW Group vehicles, the Munich public prosecutor's office initiated an investigation and searched BMW Group offices in Munich and Steyr in June 2022. Potential risks for the BMW Group cannot be quantified at the present time. Further disclo- sures pursuant to IAS 37.86 cannot be provided at present. ← = 9 Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Notes to the Group Financial Statements BMW Group Report 2023 To Our Stakeholders Combined Management Report In several recent judgements, the European Court of Justice has ruled on emission control systems in diesel vehicles and has sig- nificantly tightened requirements pertaining to the justification of these systems. As a result of these new judgements by the Eu- ropean Court of Justice, the interpretation of regulatory require- ments for emission control systems is evolving. This is reflected, amongst other things, by the fact that established administrative practices of type approval authorities are being questioned from numerous sides. This development leads to a reassessment of civil proceedings pending in Germany due to the emissions per- formance of BMW and MINI diesel vehicles. According to previ- ously established case law of German national courts, damage claims could only be asserted on the basis of intentional damage inflicted in a manner offending common decency. In its most re- cent judgements linked to proceedings against other manufac- turers and taking into account the case law of the European Court of Justice, the German Federal Court of Justice has ruled that a manufacturer can also be held liable for negligent breach of EU homologation standards and on the basis of a far-reaching re- versal of the burden of proof to the detriment of the manufac- turer. An increase in the effort and complexity of the defence in individual cases, an increasing number of new court proceedings, increased legal risks and increased financial expenditure are to be expected. Further disclosures pursuant to IAS 37.86 cannot be provided at present. 7,712 31.12.2022 Contingent liabilities Contract liabilities relate to obligations for service and repair work as well as telematics services and roadside assistance agreed to be part of the sale of a vehicle (in some cases multi-component arrangements). An amount of € 4,239 million (2022: € 3,146 million) was released from contract liabilities in the fi- nancial year and recognised as revenues from contracts with customers. 27,233 25,748 2,241 2,643 13,053 13,337 237 237 120 130 1,412 1,613 3,633 3,359 Deferred income includes down payments received on leases with customers as well as deferred grants. Grants comprise mainly public sector funds to promote regional structures and which have been invested in the production plants in Brazil, China, Germany, Mexico, Austria and South Africa amongst others. The grants are partly subject to holding periods for the assets concerned of up to five years and/or minimum em- ployment figures or minimum production figures. Grants and subsidies awarded before 31 December 2022 are released to income over the useful life of the assets to which they relate. 38 Trade payables Trade payables mainly have a remaining term of up to one year. Other Guarantees Litigation Investment subsidies in € million The following contingent liabilities existed at the balance sheet date: 39 Contingent liabilities and other financial commitments Contingent liabilities 31.12.2023 OTHER DISCLOSURES Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Notes to the Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 203 ← = Q 5,758 In addition, the KBA determined in February 2024 that two func- tionalities of the emission control system of the BMW vehicle model X3 with 2.0 litre diesel engine (EU5), built between Sep- tember 2010 and March 2014 do not comply with legal require- ments. The KBA views these functionalities as prohibited defeat devices. The BMW Group has filed a timely objection against this decision. Corrective measures are currently being coordinated with the responsible type approval authorities. Furthermore, the BMW Group is investigating whether and to what extent function- alities of the emission control systems of this and other past die- sel vehicle models comply with legal requirements and is in dia- logue with the responsible authorities in this regard. Also, against the background of the development in case law referred to above, it is possible that further authorities and/or courts find fault with functionalities of the emission control systems or deem them as non-compliant with legal requirements. Given that the investigations will take some time, it is not currently possible to make any disclosures pursuant to IAS 37.86 with regard to pos- sible measures to be taken, possible effects on administrative and civil court proceedings and any financial risks that may be related thereto. 2,252 957 427 2,046 444 1,525 21,900 348 Purchase commitments for intangible assets IFRS 9 category Not allocated to an 31.12.2022 63,808 22,263 286 911 1,913 2,127 43 2,908 642 Receivables from subsidiaries 4,127 10 16,860 1,272 16,055 4,162 65,092 143 57 347 8 26 1 17 530 236 At fair value through profit or loss 1,003 At amortised cost ASSETS in € million The carrying amounts of financial instruments are assigned to IFRS 9 categories in the following table: 40 Financial instruments Notes to the Group Financial Statements ← = Q income Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2023 205 1,912 Other investments Receivables from sales financing Other Information Derivative instruments Financial assets At fair value through other comprehensive Not allocated to an IFRS 9 category At fair value through profit or loss income At amortised cost At fair value through other comprehensive 31.12.2023 Derivative instruments Trade receivables Other assets Fair Value Hedges Other derivative instruments Cash Flow Hedges Loans to third parties Other Cash and cash equivalents Marketable securities and investment funds 71,418 8,311 975 446 72,839 370 Gross carrying amount of financial assets with medium credit ratings 3,971 797 22 12,314 8,792 3,726 37 40 841 32 12,555 530 388 2,145 Further disclosures relating to credit risk - in particular with re- gard to the amounts of impairment losses recognised - are pro- vided in the explanatory notes to the relevant categories of re- ceivables in notes [25] and [30]. 214 216 To Our Stakeholders Combined Management Report Group Financial Statements 87,853 Responsibility Statement and Auditor's Report Other Information ← = Q Notes to the Group Financial Statements Liquidity risk The following table shows the maturity structure of expected contractual cash flows (undiscounted) for financial liabilities: in € million Remuneration Report NON-DERIVATIVE FINANCIAL LIABILITIES 968 5,853 1,004 318 1,152 21 968 2,459 504 934 7,472 560 1,068 89,544 2,189 80,528 80,444 2,938 Bonds Liabilities to banks Maturity later than five years Total Maturity within one year Maturity between one and five years Maturity later than five years Total one and five years 11,308 9,150 43,908 11,951 24,710 9,496 46,157 23,450 Asset-backed financing transactions one year Maturity within Liabilities from customer deposits (banking) Trade payables Lease liabilities Commercial paper Other financial liabilities DERIVATIVE FINANCIAL LIABILITIES Maturity between With gross settlement Cash inflows With net settlement Cash inflows / outflows Total financial liabilities 31.12.2023 31.12.2022 Cash outflows 1,068 19 1,600 Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 ← = Q 217 1,045 31.12.2022 31.12.2023 Cash flow at risk in € million The following table shows the potential negative impact for the BMW Group resulting from fluctuations in prices across all cate- gories of raw materials, measured on the basis of the cash-flow- at-risk approach. The risk at each reporting date for the following financial year was as follows: 1,115 The potential negative impact on earnings is calculated at the re- porting date for each raw materials category for the following fi- nancial year on the basis of current market prices and exposure with a confidence level of 95%. The risk mitigating effect of cor- relations between the various categories of raw materials is taken into account when the risks are aggregated. Notes to the Group Financial Statements The following disclosures on hedging measures include deriva- tives of fully consolidated companies that are designated as a hedging instrument. The amounts shown are stated before de- ferred taxes and take account of additional effects arising from the application of the modified closing rate method. 1,405.05 0.87 0.87 7.54 7.40 31.12.2022 Disclosures on hedging measures 31.12.2023 EUR/KRW EUR/GBP EUR/CNY Currency risks The following table shows the average hedging rates of the fi- nancial instruments used by the BMW Group to hedge significant currency risk exposures: The nominal amounts of hedging instruments were as follows: 31.12.2023 correlations serve as input factors to assess the relevant proba- bility distributions. This exposure is compared to all hedges that are in place. The net cash flow surplus represents an uncovered risk position. The cash-flow-at-risk approach involves showing the impact of po- tential raw materials market price fluctuations on operating cash flows on the basis of probability distributions. Volatilities and 10,153 In the case of CAD CDOR and PLN WIBOR, uncertainty remains as to the exact timing and nature of the changes. Non-derivative financial instruments that have not been converted to an alterna- tive interest rate at 31 December 2023 all relate to the CAD CDOR, with a nominal liability amount of € 171 million (2022: € 242 million). Derivative financial instruments that have not been converted to an alternative interest rate at 31 Decem- ber 2023 all relate to the PLN WIBOR, with a nominal amount of € 584 million (2022: € 100 million). The transition to the newly created or revised benchmark interest rates is being managed, monitored and assessed with regard to risk management implications as part of a multidisciplinary pro- ject. The tasks of the conversion project includes the continual monitoring of regulatory developments, the initiation of neces- sary changes to systems, processes, risk and measurement models as well as the clarification of the associated accounting and financial reporting implications. In the financial year 2023, all contracts based on USD LIBOR were converted to alternative benchmark interest rates (€ 412 million). ← = Q Notes to the Group Financial Statements Other Information Remuneration Report The BMW Group applies a value-at-risk approach throughout the Group for internal reporting purposes and to manage interest rate risk. Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report BMW Group Report 2023 Gross carrying amount of financial assets with poor credit ratings Total 251 Group Financial Statements This approach is based on a historical simulation in which the potential future fair value losses of the interest rate portfolios are compared across the Group with expected amounts on the basis of a holding period of 250 days and a confidence level of 99.98%. The risk mitigating effect of correlations between the various portfolios is taken into account when the risks are aggre- gated. In the following table the potential volumes of fair value fluctu- ations - measured on the basis of the value-at-risk approach – are compared with the expected value for the interest-rate-sen- sitive exposures of the BMW Group: in € million 9,033 31.12.2022 31.12.2023 Raw material price exposures in € million The starting point for analysing raw materials price risk is to iden- tify planned purchases of raw materials or components contain- ing raw materials, the so-called "exposure". At each reporting date, the exposure for the following financial year amounted to: The economic relationship between the hedged item and the hedging instrument is based essentially on the fact that they have the same basis and term. The BMW Group designates only the commodity price index-linked raw materials surcharge, which is specified in the purchase contracts of vehicle components, as a hedged item. The proportion of the hedged risk component as a percentage of the total fair value depends on the specific types of vehicle component involved. Other price components con- tained in the contract are not designated as being part of the hedge relationship as no effective hedging instruments exist for these components. Causes of hedge ineffectiveness are seen potentially only for counterparty credit risk. However, in view of the processes that have been established for credit risk management, ineffective- ness is not expected to arise. The BMW Group is exposed to market price risks on raw mater- ials. In order to hedge these risks, the Group mainly uses forward commodity contracts. As part of the implementation of the risk management strategy, the extent to which risk exposures should be hedged is decided at regular intervals and the corresponding hedging ratio defined. Items are hedged on the basis of a con- stant ratio of one to one between hedging instrument and risk exposure. Raw materials price risk 2,097 31.12.2022 1,967 31.12.2023 Value at risk 8,161 12,996 21,157 8,057 The cash flows from non-derivative financial liabilities comprise principal repayments and the related interest. The amounts dis- closed for derivative financial liabilities comprise only cash flows relating to derivatives that have a negative fair value at the bal- ance sheet date. It should be noted that, due to the various yield curves used, a net positive cash flow may arise from inflows/out- flows relating to derivative instruments with negative fair values. At 31 December 2023, credit commitments available at short notice to dealerships which had not been called upon at the end of the reporting period amounted to € 13,218 million (2022: € 16,044 million). Solvency is assured at all times by managing and monitoring the liquidity situation on the basis of a rolling cash flow forecast. The resulting funding requirements are covered by a variety of instruments placed on the world's financial markets, with the aim to minimise risk by matching maturities with financing require- ments and in alignment with a dynamic target debt structure. As a further reduction of risk, a syndicated credit line totalling € 8 billion (2022: € 8 billion) from a consortium of international banks is available to the BMW Group. Intra-group cash flow fluc- tuations are balanced out by the use of daily cash pooling ar- rangements. Further information is provided in the Combined Management Report. 114,343 215 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q BMW Group Report 2023 Market risks 11,546 56,732 378 3,572 - 1,614 - 2,398 - 249 - 4,261 46,065 1,201 378 3,572 54,680 40,590 10,819 106,089 1,993 The principal market risks to which the BMW Group is exposed are currency risk, interest rate risk and raw materials market price risk. Protection against such risks is provided in the first instance though natural hedging which arises when the values of non-de- rivative financial instruments have matching maturities and amounts (netting). Derivative financial instruments are used to reduce the risk remaining after netting. Currency, interest rate and raw materials market price risks of the BMW Group are managed at a corporate level. The following table shows the potential negative impact for the BMW Group for the following year resulting from unfavourable changes in exchange rates, measured on the basis of the cash- flow-at-risk approach. in € million Cash flow at risk 31.12.2023 31.12.2022 In light of the reform and replacement of certain benchmark in- terest rates, some of the BMW Group's hedging relationships have been redesignated to take account of alternative bench- mark interest rates. The potential negative impact on earnings is calculated at the re- porting date for each currency for the following financial year on the basis of current market prices and exposures with a confi- dence level of 95%. The risk mitigating effect of correlations be- tween the various currencies is taken into account when the risks are aggregated. For selected fixed-interest assets, part of the interest rate risk is hedged on a portfolio basis. In this case, swaps are used as the hedging instrument. Hedge relationships are terminated and re- designated on a monthly basis at the end of each reporting pe- riod, thereby taking account of the constantly changing content of each portfolio. sure. Interest rate risk is managed through the use of interest rate de- rivatives. As part of the implementation of the risk management strategy, interest rate risks are monitored and managed at regu- lar intervals. The interest rate contracts used for hedging pur- poses comprise mainly swaps, which, if hedge accounting is ap- plied, are accounted for as fair value hedges. The economic re- lationship between the hedged item and the hedging instrument is based on the fact that the main parameters of the hedged item and the related hedging instrument (e.g. start date, term and cur- rency) are the same. Items are hedged on the basis of a constant ratio of one to one between hedging instrument and risk expo- 73,954 31.12.2022 31.12.2023 73,510 Fair values of interest rate portfolios In view of the fact that own credit risk is excluded from the hedg- ing relationship, ineffectiveness is expected to be low. The currency exposure is compared to all hedges that are in place. The net cash flow surplus represents an uncovered risk position. The cash-flow-at-risk approach involves showing the impact of potential exchange rate fluctuations on operating cash flows on the basis of probability distributions. Volatilities and cor- relations serve as the main input factors to determine the rele- vant probability distributions. Currency exposures include short positions amounting to € 2,136 million (2022: € 3,604 million). in € million Further information is provided in the 7 Outlook and ▾ Risks and Opportunities sections of the Combined Management Report. Currency risk As an enterprise with worldwide operations, the BMW Group conducts business in a variety of currencies, from which currency risks arise. In order to hedge currency risks, the BMW Group holds, as at 31 December 2023, derivative financial instruments mostly in the form of forward currency contracts and currency swaps. As part of the implementation of the risk management strategy, the extent to which risk exposures should be hedged is decided at regular intervals. The economic relationship between the hedged item and the hedging instrument is based essentially on the fact that they are denominated in the same currency and have the same maturities. Items are hedged on the basis of a constant ratio of one to one between hedging instrument and risk exposure. Causes of hedge ineffectiveness are seen potentially only for counterparty credit risk. However, in view of the processes that have been established for credit risk management, ineffective- ness is not expected to arise. The BMW Group measures currency risk using a cash-flow-at- risk model. The analysis of currency risk is based on forecast foreign currency transactions which could result in exposures to surpluses of foreign currency cash inflows and cash outflows. At the end of the reporting period, the overall currency exposure - in each case for the following year and determined by aggregat- ing the individual currency exposures based on their absolute amount was as follows: in € million Currency exposure Interest rate risk Interest rate risks arise when funds are borrowed and invested with differing fixed-rate periods or differing terms. At the BMW Group, all items subject to, or bearing, interest are exposed to interest rate risk and can therefore affect both the assets and li- abilities side of the balance sheet. The fair value of the Group's interest rate portfolios was as fol- lows at the end of the reporting period: 31.12.2023 31.12.2022 39,157 43,179 1,993 1,354.27 1,201 -249 15,512 35 15,547 14,080 40 14,120 16,636 497 882 2,839 533 1,460 1,094 3,087 1,460 3,298 14 13,285 11,470 19,527 3,998 1,386 850 6,234 3,337 4,456 775 7,825 14,280 4,037 8 18,325 2,594 3,298 1,714 1,714 1,017 13,087 319 33,943 - 19,096 - 13,172 -413 - 594 - 19,387 - 12,807 - 732 - 32,926 - 1,614 - 2,398 -32,862 280 1,150 20,537 31,393 191 146 174 511 305 181 202 688 -951 -522 4 - 1,469 18,145 12,650 598 - 4,261 The following table shows the average hedging rates of the fi- nancial instruments used by the BMW Group to hedge significant raw materials risk exposures: Maturity within Maturity between one Designated components and costs of hedging within accumu- *Presentation adjusted compared to previous year. Combined interest/currency risks* Interest rate risks* Fair Value Hedges Raw material price risks lated other equity changed as follows: Currency risks in € million Hedge relationships give rise to the following effects: Notes to the Group Financial Statements ← = Q Other Information Remuneration Report Cash Flow Hedges Responsibility Statement and Auditor's Report in € million Change of designated components in other comprehensive income 3 1 13 recognised in income statement Hedge ineffectiveness Change in costs of hedging in other comprehensive income Opening balance at 1 January Change of designated components in other comprehensive income 2022 2023 765 Change in costs of hedging in other comprehensive income - 1,868 351 Hedge ineffectiveness recognised in income statement Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 2,605 - 1,401 41,854 13,443 -1,206 2,377 -75 -1,654 2,161 Continuing hedge relationships Change in value of hedged items Liabilities Assets Terminated hedge relationships Continuing hedge relationships Terminated hedge relationships in € million Cash Flow Hedges Currency risks 220 257 2,647 3,433 43,970 10,979 662 2,026 - 1,8321 -5171 The accumulated amount of hedge-related fair value adjust- ments is a negative amount of € 11 million (2022: negative amount of € 283 million) for assets and a negative amount of € 1,551 million (2022: positive amount of € 2,880 million) for li- abilities. 1 Prior year figures adjusted due to corrected currency translation. 2 Presentation adjusted compared to previous year. Combined interest rate/currency risks² Interest rate risks² Fair Value Hedges Raw material price risks 2023 Change in value of hedged items 2,300 - 1,539 135 -150 733 - 1,153 for terminated hedge relationships for continuing hedge relationships 578 Reclassification to profit or loss 517 - 18 - 2,281 1,832 - 2,161 1 Change in fair value during the reporting period - 103 739 - 110 * Presentation adjusted compared to previous year. 662 -3 - 1,783 2,026 - 895 2 - 1,206 2,377 Closing balance at 31 December 291 Reclassification to acquisition costs for inventories -17 3 - 1,018 1,654 1,057 15 Designated Raw material price risk Combined interest/ currency risk' Interest rate risk* Currency risks Raw material price risk component interest/ currency risk Currency risks Combined 2022 3 - 18 2 Interest rate risk Costs of hedging Costs of hedging Costs of hedging - 244 -274 662 -3 - 1,783 2,026 Costs of hedging Designated component Costs of hedging Costs of hedging Costs of hedging Designated component Costs of hedging component Designated - 395 493 Liabilities Balances in accumulated other equity 21,392 22,649 Currency risks and five years one year in € million Interest rate risks* Maturity between one Maturity areas. Most of the hedges used in this context relate to variable yield curves relating to the euro, US dollar and British pound currency Information on average interest hedge rates is not provided, since interest rate derivatives designated as hedging instru- ments are used exclusively to hedge items in fair value hedges. The hedge rates therefore correspond in each case to the current market interest rate level. Maturity later than five years 31.12.2022 within 1,958 9,473 9,034 218 *Presentation adjusted compared to previous year. 9,949 48,442 35,825 hedging instruments 19,350 Nominal amounts of 3,537 Raw material price risks 915 1,764 166 Combined interest/currency risks* 5,936 1,465 17,309 18,916 Combined interest/currency risks Aluminium (EUR/t) 8,626 19,169 7,055 Interest rate risks Copper (EUR/t) Raw material price risks 22,648 Currency risks Maturity later than five years and five years one year in € million 18,328 908 961 791 7,120 7,398 2,313 2,270 31.12.2022 31.12.2023 9,417 43,787 34,130 hedging instruments Nominal amounts of Nickel (EUR/t) Palladium (EUR/oz) 5,329 3,519 Raw material price risks BMW Group Report 2023 To Our Stakeholders Combined Management Report Assets Group Financial Statements Notes to the Group Financial Statements Remuneration Report 118 2,845 78 117 156 2,660 162 Combined interest rate/currency risks² 309 49,899 1,414 1,956 288 49,236 2,870 Interest rate risks² -3,431 -254 2 Presentation adjusted compared to previous year. Carrying amounts other equity Carrying amounts Balances in accumulated 31.12.2022 31.12.2023 Prior year figures adjusted due to corrected currency translation. The following table shows key information on hedged items for each risk category as well as the balances of designated compo- nents within accumulated other equity: Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Notes to the Group Financial Statements BMW Group Report 2023 To Our Stakeholders Combined Management Report 219 ← = Q 1,832¹ 5171 1,119 520 552 1,494 Assets Nominal amounts of designated Change in fair value Carrying amounts Carrying amounts Liabilities 31.12.2023 Raw material price risks Currency risks Cash Flow Hedges in € million The following table provides information on the nominal amounts, carrying amounts and fair value changes of contracts designated as hedging instruments: Other Information Fair Value Hedges components Nominal amounts Assets 9,473 -2,161 1,387 325 8,848 44,041 1,654 211 1,200 40,976 Change in fair value of designated components 31.12.2022 = Q ↑ Liabilities Responsibility Statement and Auditor's Report 74,292 BMW Group Report 2023 1,901 2,040 2,755 Net amount after offsetting Non-derivative financial assets and liabilities are only offset if a legally enforceable right currently exists and it is actually in- tended to offset the relevant amounts. No financial assets and liabilities have been netted in the BMW Group due to the fact that the necessary requirements for netting have not been met. Gains and losses on financial instruments The following table shows the net gains and losses arising on financial instruments in accordance with IFRS 9: in € million 2023 2022 Financial instruments measured at fair value through other comprehensive income 113 - 154 Financial instruments measured at fair value through profit or loss -161 1,438 Financial assets measured at amortised cost Financial liabilities measured at amortised cost -482 -652 -67 209 212 BMW Group Report 2023 To Our Stakeholders Combined Management Report Responsibility Statement and Auditor's Report Remuneration Report Other Information Group Financial Statements Notes to the Group Financial Statements ← = Q 2,667 1,287 - 188 -228 509 211 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Offsetting of financial instruments Derivative financial instruments of the BMW Group are subject to legally enforceable master netting agreements or similar con- tracts. However, receivables and payables relating to derivative financial instruments are not netted due to non-fulfilment of the stipulated criteria. Offsetting would have the following impact on the carrying amounts of derivatives: 31.12.2023 Net gains and losses arising on financial instruments measured at fair value through other comprehensive income relate to changes in the fair value of marketable securities. Further details are provided in note [19]. Total interest income arising on finan- cial assets measured at fair value through other comprehensive income amounted to € 82 million (2022: € 37 million) and total interest expense to € 18 million (2022: € 10 million). 31.12.2022 Balance sheet amount as reported Assets 2,926 Liabilities Assets Liabilities 4,400 4,386 Gross amount of derivatives which can be offset in case of insolvency Cash collateral - 1,638 -2,118 5,061 -2,118 -1 -95 in € million Net gains and losses arising on financial instruments measured at fair value through profit and loss mainly include results from the fair value measurement of stand-alone derivatives, market- able securities and shares in investment funds, as well as other financial assets. -1,638 Net gains and losses arising on financial liabilities measured at amortised cost comprise mainly exchange rate gains/losses. Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Notes to the Group Financial Statements Receivables from sales financing are allocated to internally de- fined rating categories based on credit risk. The classification into creditworthiness levels is based on default probabilities. The re- lated gross carrying amounts in accordance with IFRS 9 are al- located as follows: in € million Gross carrying amount of Stage 1 Stage 2 Stage 3 General Combined Management Report Simplified Expected credit loss Stage 1 Stage 2 Stage 3 General Simplified 31.12.2022 Total Expected credit loss financial assets with good credit ratings 71,882 Net gains and losses arising on financial assets measured at amortised cost include mainly exchange rate gains/losses and impairment losses/reversals. 31.12.2023 BMW Group Report 2023 To Our Stakeholders Total 4,186 Financial instruments measured at amortised cost are some- times subject to carrying amount adjustments that are recog- nised through profit or loss as part of the application of hedge accounting. These carrying amount changes are largely neutral- ised by the offsetting changes in fair value arising on hedging transactions and for this reason are not reported in the figures for net gains and losses. 213 Total interest income arising on financial assets measured at amortised cost relates mainly to the interest income earned on credit financing and reported within revenues. Total interest ex- penses arising on financial instruments measured at amortised cost amounted to € 2.5 billion (2022: € 1.7 billion). Credit risk The BMW Group is exposed to counterparty credit risks if con- tractual partners, for example a retail customer or a dealership, are unable or only partially able to meet their contractual obliga- tions. Information on the management of credit risk for receiv- ables from sales financing is provided in the Combined Manage- ment Report. ( Outlook and Risks and Opportunities) Notwithstanding the existence of collateral accepted, the carry- ing amount of financial assets (with the exception of derivative financial instruments) generally represents the maximum credit risk. In addition, the credit risk is increased by additional unu- tilised loan commitments in the dealership financing line of busi- ness. Total dealership financing credit risk at the end of the re- porting period therefore amounted to € 32,149 million (2022: € 31,163 million). In the case of all relationships underlying non-derivative financial instruments, in order to minimise the credit risk and depending on the nature and amount of exposure, collateral is required, credit information and references obtained or historical data based on the existing business relationship, in particular pay- ment behaviour, reviewed. In the case of trade receivables, customers are regularly as- sessed with regard to their credit risk. Depending on contractual status, necessary measures, such as dunning procedures, are initiated in good time. Within the financial services business, items financed for retail customers and dealerships (such as vehicles, facilities and prop- erty) serve as first-ranking collateral with a recoverable value. Security is also put up by customers in the form of collateral asset pledges, asset assignment and first-ranking mortgages, supple- mented where appropriate by warranties and guarantees. Items previously held as collateral that are subsequently acquired re- late mainly to vehicles. As a rule, these assets can be converted into cash at short notice through the dealership organisation. Creditworthiness testing is an important aspect of the BMW Group's credit risk management. Every borrower's creditworthi- ness is tested for all credit financing and lease contracts entered into by the BMW Group. In the case of retail customer financing, creditworthiness is assessed using validated scoring systems in- tegrated in the purchasing process. In the area of dealership financing, creditworthiness is assessed by means of ongoing credit monitoring and an internal rating sys- tem that takes account not only of the material credit standing of the borrower, but also of qualitative factors, such as past reliabil- ity in business relations. The credit risk on trade receivables is assessed mainly on the basis of information relating to overdue amounts. The gross car- rying amounts of these receivables are allocated in accordance with IFRS 9 to overdue ranges used for management purposes as follows: in € million 31.12.2023 The credit risk relating to cash deposits and derivative financial instruments is minimised by the fact that the Group only enters into such contracts with parties of first-class credit standing. Not overdue 1-30 days overdue 31-60 days overdue 61-90 days overdue 65 31.12.2022 104 More than 90 days overdue Total 29 31 11 42 208 339 3,871 3,718 4,232 Fringe benefits VARIABLE REMUNERATION COMPONENTS Strategic relevance Retirement benefits Member of the Board of Management: Compensation payments Bonus The remuneration of members of the Board of Management and the Supervisory Board is structured as follows: Parameters/measurement base, applicable amounts FIXED REMUNERATION COMPONENTS COMPONENT ← = Q Remuneration Report ― € 0.90 million p. a. (first period of office = first remuneration level) Other Information Base salary ― € 1.05 million p. a. (from second period of office or fourth year of mandate = second remuneration level) Earnings component -€ 1.95 million p. a. - € 0.95 million (first period of office = first remuneration level) Responsibility Statement and Auditor's Report - Target amount p. a. (at 100% target achievement): 50% of target amount) (at 100% target achievement corresponds to (sum of earnings component and performance component) Bonus Chairman of the Board of Management: - Fixed remuneration components are required for remuneration to be competitive in order to attract and retain qualified members of the Board of Management Chairman of the Board of Management: € 700,000 Member of the Board of Management: € 400,000 Pension contribution p. a.: Benefits based on amounts credited to individual savings accounts for contributions paid and interest earned, various forms of disbursement The Supervisory Board may award payments to compensate for loss of salary from a previous employment relationship and to cover relocation costs in the case of new entrants Defined contribution system with a guaranteed minimum return Contractual agreement, main points: non-cash benefits from the use of company cars and the BMW chauffeur service, insurance premiums, contributions towards security systems, employee discounts Base salary is paid monthly on a pro rata basis - The base salary counteracts the temptation to take disproportionately high risks in order to achieve short-term goals, and thus contributes to the long-term development of the Company Group Financial Statements Notes to the Group Financial Statements Total expense BMW Group Report 2023 in € million Members of the Supervisory Board who perform a function rele- vant to remuneration such as the Chairman or Deputy Chairman of the Supervisory Board or the chairmen or members of com- mittees, provided these committees meet on at least three days in the financial year, receive higher remuneration because of these additional requirements. In accordance with the Articles of Incorporation, each member of the Supervisory Board of BMW AG who does not exercise any additional function relevant to remuneration receives fixed remu- neration of € 200,000 p.a. in addition to the reimbursement of his or her reasonable expenses, plus an attendance fee of € 2,000 for every plenary meeting that the member has attended. The remuneration system for members of the Supervisory Board does not include any stock options, value appreciation rights comparable to stock options or any other share-based remuner- ation components. A provision has been established for pension obligations to for- mer members of the Board of Management and their depend- ants in accordance with IAS 19 totalling € 101.6 million (2022: € 93.5 million). There are provisions for pension obligations to active members of the Board of Management in accordance with IAS 19 totalling € 16.5 million (2022: € 16.6 million). Total remuneration of former members of the Board of Manage- ment and their dependants amounted to € 11.9 million (2022: € 9.7 million). This remuneration also includes the con- tributions accrued in connection with the departures of Dr Peter and Mr Nota. Some of these amounts have not yet been paid out. The costs for the active members of the Board of Management arising from share-based remuneration, which was in force until 2020 inclusive, amounted to € 0.2 million (2022: € 0.1 million). The provision for the share-based remuneration component amounts to € 0.9 million (2022: € 1.2 million). 42.5 47.5 5.5 5.8 Remuneration for the members of the Supervisory Board Short-term benefits 0.1 ― € 1.15 million (from second period of office or fourth year of mandate = second remuneration level) Overview of the remuneration of the Supervisory Board* Factor Amount in € p.a. Member of the Supervisory Board Chairman of the Supervisory Board Deputy Chairman of the Supervisory Board Chairman of the Audit Committee Chairman of another committee Member of the Audit Committee Member of another committee 1.00 225 BMW Group companies did not grant any loans to members of the Board of Management or the Supervisory Board in the 2023 financial year, nor did they enter into any contingent liabilities in their favour. In the year under review, members of the Board of Management and the Supervisory Board concluded contracts with BMW Group companies for the purchase of vehicles, other services (maintenance and repair work) and cash deposits at arm's length conditions. *If a Supervisory Board member performs more than one of the functions referred to above, their remuneration is measured only on the basis of the function that is remunerated with the highest amount. 300,000 1.50 400,000 2.00 To Our Stakeholders Combined Management Report 400,000 450,000 2.25 400,000 2.00 600,000 3.00 200,000 2.00 - € 2.10 million (Chairman of the Board of Management) ― € 1.10 million (first period of office = first remuneration level) ― Payment as part of the next payroll run after the Annual General Meeting at which the Financial Statements are presented for the relevant vesting year -Assessment period one year Calculation Personal cash investment amount Share-based remuneration Strategic relevance - Performance component of bonus motivates the pursuit of non-financial strategic targets and is therefore beneficial for the long-term development of the BMW Group ― Earnings component of bonus rewards attainment of financial targets and is beneficial for earnings-related aspects of business strategy - € 1.890 million (Chairman of the Board of Management) - € 1.035 million (from second period of office or fourth year of mandate = second remuneration level) ― € 0.855 million (first period of office = first remuneration level) - Maximum amount of performance component p. a.: - Performance factor may not exceed 1.8 ― Measurement parameters and target values are determined before the start of the financial year - Criteria for the other cross-divisional targets include in particular: Market position compared to competitors, innovation performance (economic), development of the BMW Group's reputation based on non-ESG-related aspects (e. g. perception on capital markets, brand strength), customer orientation ― Criteria for cross-divisional targets with ESG criteria include in particular: Innovation performance (environmental, e. g. reduction of carbon emissions), development of the BMW Group's reputation based on ESG aspects (e.g. corporate culture, promotion of integrity and compliance), adaptability, attractiveness as an employer, leadership performance -10% individual targets ― Requirement for Board of Management members to invest an earmarked cash amount (personal cash investment amount), net of tax and deductions, in shares of BMW common stock immediately after disbursement ― Payment as part of the next payroll run after the Annual General Meeting at which the Financial Statements are presented for the relevant vesting year ― Requirement for Board of Management members to hold the acquired shares of common stock for at least four years; this requirement remains in effect for individuals who step down from the Board of Management (share ownership guideline) ― Assessment period of five years in total (one year for determining the personal cash investment amount, four years holding requirement) ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 -40% other cross-divisional targets 227 - Capped at 180% of target amount -50% of the target amount depends on the achievement of predefined strategic focus targets (strategic focus target component) - 50% of target amount depends on ROCE achieved in the Automotive segment (ROCE component) ― € 2.35 million (Chairman of the Board of Management) ― € 1.28 million (from second period of office or fourth year of mandate = second remuneration level) 0.2 - Target amount p. a. (at 100% target achievement): - Payment after the Annual General Meeting at which the Financial Statements are presented for the relevant vesting year - Capped at 180% of target amount -50% cross-divisional targets with ESG criteria - Additional trend analysis over at least three financial years Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 226 ― € 1.890 million (Chairman of the Board of Management) - € 1.035 million (from second period of office or fourth year of mandate = second remuneration level) ― € 0.855 million (first period of office = first remuneration level) - Maximum amount of earnings component p. a.: ―The earnings factor is 1.5 in case of a profit attributable to shareholders of BMW AG amounting to € 6.9 billion and a post-tax return on sales of 7.3% ―The earnings factor is 0 in case of a profit attributable to shareholders of BMW AG below € 3.0 billion or a post-tax return on sales of below 3.0% -Earnings factor may not exceed 1.8 ― Earnings factor is derived from an allocation matrix determined in advance based on the parameters "profit attributable to shareholders of BMW AG" and "Group post-tax return on sales" in the vesting year ―The earnings factor is 1.0 in case of a profit attributable to shareholders of BMW AG amounting to € 5.3 billion and a post-tax return on sales of 5.6% - Formula: 50% of target amount x performance factor ― € 1.050 million (Chairman of the Board of Management) ― € 0.575 million (from second period of office or fourth year of mandate = second remuneration level) ― € 0.475 million (first period of office = first remuneration level) - Base amount p. a. (50% of target bonus amount): Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q - Relevant period is the vesting year ― Primarily qualitative, non-financial criteria, expressed in terms of a performance factor, aimed at measuring the Board member's contribution to sustainable and long-term performance and corporate orientation -Formula: 50% of target amount x performance factor - € 1.050 million (Chairman of the Board of Management) - € 0.575 million (from second period of office or fourth year of mandate = second remuneration level) - € 0.475 million (first period of office = first remuneration level) - Base amount p. a. (50% of target bonus amount): - Composition of performance factor: Assessment period one year 50% of target amount) to (at 100% target achievement corresponds Performance component Bonus (continued) COMPONENT Notes to the Group Financial Statements Parameters/measurement base, applicable amounts Share-based remuneration 2023 mandate 753 15 16 2,058 2,058 2022 2023 2022 2023 2022 2023 2022 2023 Payables at 31 December Receivables at 31 December 768 9,698 19,667 29 361 361 794 1,066 2,740 2,900 11 Supplies and services received 349 33 60 16,282 21,452 1,004 986 7 3,083 118 Supplies and services performed in € million Stefan Quandt, Germany, is a shareholder and Deputy Chairman of the Supervisory Board of BMW AG. He is also the sole share- holder and Chairman of the Supervisory Boards of DELTON Health AG, Bad Homburg v.d.H., and DELTON Technology SE, Bad Homburg v.d.H., as well as the sole shareholder of DELTON Logistics S.à r.l. Grevenmacher. No loans were granted by entities of the BMW Group to members of the Board of Management and the Supervisory Board in the financial year 2023, nor were any contingent liabilities entered into on their behalf. During the year under report, members of the Board of Management and the Supervisory Board concluded contracts with BMW Group entities on customary market terms and conditions for the purchase of vehicles, other services (in- cluding maintenance and repair work) and the investment of cash deposits in the low single-digit million range relating to the Board of Management. Transactions of Group companies with related parties were carried out, without exception, in the normal course of business of each of the parties concerned and conducted at market condi- tions, i.e. conditions that are also granted to other third-party manufacturers. Associated companies, joint ventures, non-consolidated subsidiaries, BMW Trust and BMW Foundation Herbert Quandt The Board of Management and the Supervisory Board of the BMW Group Stefan Quandt and Susanne Klatten as well as companies controlled by them The following individuals and entities are related parties in ac- cordance with IAS 24: 41 Related party relationships ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Notes to the Group Financial Statements To Our Stakeholders Combined Management Report 221 BMW Group Report 2023 During the financial year 2023, DELTON Logistics S.à r.l. – via its subsidiaries - performed logistic-related services for the BMW Group. In addition, the DELTON companies held by Stefan Quandt acquired vehicles from the BMW Group by way of leasing. Stefan Quandt, Germany, is also the indirect majority share- holder of SOLARWATT GmbH, Dresden. Cooperation arrange- ments are in place between BMW Group and SOLARWATT GmbH, Dresden, within the field of electric mobility. The focus of this collaboration is on the provision of complete photovoltaic so- lutions for rooftop systems and carports to BMW i customers. In addition, SOLARWATT GmbH purchases battery cells and re- lated components for home battery storage applications as part of a supply project. In addition to the deliveries of goods de- scribed above, SOLARWATT GmbH, Dresden, also purchased vehicles from the BMW Group by way of leasing during the finan- cial year 2023. Susanne Klatten, Germany, is a shareholder and member of the Supervisory Board of BMW AG and also a shareholder and Dep- uty Chairwoman of the Supervisory Board of ALTANA AG, Wesel. In 2023, ALTANA AG, Wesel, acquired vehicles from the BMW Group, mainly by way of leasing. Susanne Klatten, Germany, is also the sole shareholder and Chairwoman of the Supervisory Board of UnternehmerTUM GmbH, Garching. In 2023, the BMW Group bought in services from UnternehmerTUM GmbH, Garching, mainly in the form of consultancy and workshop services. In total, the following amounts of goods and services were sup- plied to or received from other joint ventures and associated companies: UnternehmerTUM GmbH ALTANA AG SOLARWATT GmbH DELTON Logistics S.à r.l. DELTON Health AG in € thousand Other joint ventures and associated companies Seen from the perspective of BMW Group entities, the volume of significant transactions with the above-mentioned entities was as follows: ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements BMW Group Report 2023 To Our Stakeholders Combined Management Report 222 Notes to the Group Financial Statements 108 3,387 3,215 Notes to the Group Financial Statements Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 224 The Board of Management members in office on the balance sheet date hold 112,969 shares of BMW common stock with a holding obligation arising from share-based remuneration for fi- nancial years 2019 to 2022 (2022: 118,604). Participants receive one additional share of common stock or the equivalent value in cash for every three shares of common stock held once the four-year holding requirement has been fulfilled, at the Company's discretion. Up to and including financial year 2021, eligible senior depart- ment heads committed to invest 26% of their earnings-related bonus in shares of BMW AG common stock and to hold the ac- quired shares for four years. For the investment obligation, BMW AG granted an amount corresponding to the entire investment amount as a net subsidy. In the event of death or invalidity, special rules apply for early payment of share-based remuneration components (matching components) based on the target amounts, and the holding pe- riod is also dropped for shares of common stock that were ac- quired with share-based remuneration components. Where the service contract is terminated prematurely and the Company has an extraordinary right of termination, or if the Board member re- signs without the Company's agreement, entitlements to amounts as yet unpaid relating to share-based remuneration (matching components) are forfeited; a personal cash invest- ment amount will be settled based on the target amount. gross amount of the bonus that, net of tax and deductions, had to be invested in shares of the Company's common stock (up to and including financial year 2017, the investment component amounted to 20% of the total bonus after tax, which the Board of Management members received plus tax and social security as additional cash remuneration). This amount was also subject to a four-year holding period and on expiry thereof the Board of Management members received one additional share of the Company's common stock or the equivalent value in cash (matching component) for every three shares of common stock held, at BMW AG's discretion. For financial years up to and including financial year 2020, Board of Management members received an earmarked cash amount (investment component) corresponding to 45% of the Payment of the personal cash investment amount is made after the Annual General Meeting at which the Financial Statements are presented for the relevant financial year. The shares of com- mon stock are purchased immediately after the personal cash in- vestment amount has been paid out and are subject to a holding period of four years from the date of purchase. The RoCE com- ponent and the strategic focus target component each make up half of the target amount for the personal cash investment amount. For the RoCE component, a RoCE factor is determined based on the RoCE achieved in the Automotive segment for the grant year. For the strategic focus target component, a minimum of two strategic focus targets are defined prior to the start of the financial year. Minimum, target and maximum values are defined and factors are assigned for the RoCE in the Automotive seg- ment and for each strategic focus target. The relevant factors are determined after the end of the financial year based on the extent to which targets were achieved. ← = Q The expenses and the corresponding allowance against revenue reserves for the personal cash investment amount of the eligible active Board of Management members and senior department heads amount to € 21,776,062 (2022: € 20,175,614). The share-based remuneration component is revalued at its fair value at each balance sheet date between the grant date and the settlement date and on the settlement date itself. The expense for such programmes is recognised in the income statement (as personnel expense) on a straight-line basis over the vesting pe- riod of the options and in the balance sheet as a provision. The remuneration system does not provide for any further matching components for the members of the Board of Manage- ment from financial year 2021 or for the senior department heads from financial year 2022. Benefits resulting from termination of the Board 33.8 3.1 3.2 Other long-term benefits 32.9 2022 2023 Board of Management members and eligible senior department heads receive an earmarked cash amount (personal cash invest- ment amount) that is, net of tax and deductions, to be invested in shares of BMW AG common stock. This amount depends on the achievement of certain financial and non-financial targets in the past financial year (vesting year). Short-term benefits in € million 44 Remuneration for members of the Board of Manage- ment and the Supervisory Board The Board of Management and the Supervisory Board of Bayerische Motoren Werke Aktiengesellschaft have issued the prescribed Declaration of Compliance with the recommendations of the "Government Commission on the German Corporate Gov- ernance Code" required by § 161 of the German Stock Corpora- tion Act (AktG). The declaration has been made permanently available on the Company's website www.bmwgroup.com/ezu. 43 Declaration with respect to the Corporate Governance Code The total expense arising from the share-based remuneration component for eligible active and former Board of Management members and senior department heads was € 1,598,368 in fi- nancial year 2023 (2022: € 638,715). The total carrying amount of the provision for the share-based remuneration component for eligible active and former Board of Management members and senior department heads was € 5,982,815 on 31 December 2023 (2022: € 6,971,951). The cash settlement of the share-based remuneration compo- nent is measured at fair value on the balance sheet date (closing price of BMW AG common stock in Xetra trading on 31 Decem- ber 2023). Remuneration for the members of the Board of Management Senior department head and Board of Management programme Both the share-based remuneration programme for members of the Board of Management that was in force in the reporting year and the share-based remuneration programme for eligible sen- ior department heads serve to reward long-term entrepreneurial conduct with sustainable business management in mind. As at 31 December 2023, the BMW Group recorded personnel expenses resulting from the Employee Share Programme relat- ing to the difference between the market price and the dis- counted price for the shares of common and preferred stock, re- spectively, purchased by employees totalling € 28 million (2022: € 23 million). A total of 1,290,000 shares of common stock were transferred to employees in the reporting year (2022: 1,439,975 shares of preferred stock). The 1,290,000 shares of common stock were acquired in the scope of the Employee Share Programme. The 1,439,975 shares of preferred stock in the previous year stemmed from Authorised Capital 2019. BMW AG's Board of Management decides each year whether to continue the programme. 17 Notes to the Group Financial Statements 2022 Payables at 31 December 2023 2022 63 2023 86 2022 4 2022 2023 Receivables at 31 December Supplies and services received Supplies and services performed 29 71 4 5.4 17 Business relationships with non-consolidated companies are small in scale. The shares of common stock acquired in the scope of the Em- ployee Share Programme are subject to a vesting period of four years calculated from 1 January of the year in which the shares of common stock were acquired. These shares of common stock are entitled to receive dividends for the first time with effect from the financial year 2023. Within the scope of the Employee Share Programme in the finan- cial year 2023, eligible BMW Group employees were granted shares of BMW AG common stock on preferential terms (for in- formation on the number and price of the shares of common stock issued see note [31]). At their discretion, participants in the programme were able to purchase packages of 10, 20, 30, 40 or 50 shares of common stock (2022: 10, 20, 35, 50 or 65 shares of preferred stock) with a discount of € 20.00 (2022: € 16.00) on each share as compared to the market price (aver- age closing price in Xetra trading in the period 1 to 6 November 2023: € 91.47). Employees who are currently employed by BMW AG or a wholly owned subsidiary of BMW AG based in Ger- many were able to partake in the programme, insofar as the sub- sidiary's management had decided to participate. Employees were required to have been in their positions for at least one year without interruption at the time the programme was announced and had to remain in their positions until the shares of common stock were transferred. Employee Share Programme The BMW Group has three share-based programmes: one for eligible employees, one for eligible senior department heads and one for members of the Board of Management. 42 Share-based remuneration ← = Q Notes to the Group Financial Statements BMW Brilliance has been fully consolidated as a subsidiary of the BMW Group since 11 February 2022 (see note 2). Goods and services performed (mainly vehicle components for further pro- cessing) for BMW Brilliance up to the date of first-time consoli- dation in 2022 totalled € 1,330 million. Supplies and services received in the same period amounted to € 106 million and com- prised mainly vehicles and services. Other Information Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 223 The BMW Foundation Herbert Quandt, Munich, is an independ- ent corporate foundation and, due to the BMW Group's signifi- cant influence, qualifies as a related party according to IAS 24. The BMW Group made donations to the BMW Foundation Her- bert Quandt during the financial year 2023 totalling € 6.0 million (2022: € 5.9 million) for ongoing foundation work and other ser- vices. No other transactions arose. BMW Trust e.V., Munich, administers assets on a trustee basis to secure obligations relating to pensions in Germany and is therefore a related party of the BMW Group in accordance with IAS 24. This entity has no assets of its own. It had no income or expenses during the period under report. BMW AG bears ex- penses on an immaterial scale and performs services for BMW Trust e.V., Munich. Remuneration Report COMPONENT The expenses recorded in accordance with IFRS in financial year 2023 for remuneration for the active members of the Board of Management and Supervisory Board are broken down as follows: (at 100% target achievement corresponds 31.12.2022 31.12.2023 in € million The total of the segment figures can be reconciled to the corre- sponding Group figures as follows: ← = Q Notes to the Group Financial Statements Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 230 The information disclosed for capital expenditure and deprecia- tion and amortisation relates to non-current property, plant and equipment, intangible assets and leased products. The Other Entities segment result includes interest and similar income amounting to € 3,403 million (2022: € 1,543 million) and interest and similar expenses amounting to € 2,372 million (2022: € 1,539 million). Reconciliation of segment assets in € million Reconciliation of segment result 2023 External revenues 50 61 Financial and other assets - Motorcycles Trade payables - Motorcylces Financial result of Motorcycles segment Elimination of inter-segment items 8,283 15,092 The result of the Financial Services segment was negatively im- pacted by impairment losses totalling € 616 million (2022: € 578 million) recognised on leased products. Income from the reversal of impairment losses on leased products amounted to € 289 million (2022: € 300 million). 16,102 - 339 In the information by region, external sales are based on the lo- cation of the customer. The information disclosed for non-current assets relates to property, plant and equipment, intangible as- sets and leased products. Eliminations disclosed for non-current assets relate to leased products. 177,110 71,742 12,763 13,906 179,076 63,554 Financial and other assets - Automotive Trade payables - Automotive Total for reportable segments 2022 Total for reportable segments Financial result of Automotive segment Non-current assets Write-downs on inventories to their net realisable value amount- ing to € 189 million (2022: € 112 million) were recognised by the Automotive segment in the financial year 2023. The reversal of impairment losses had a positive impact of € 13 million (2022: € 11 million) on the segment result of the Automotive segment. 246,926 Group to Group figures Reconciliation Other Entities Financial Services Motorcycles Automotive 14,456 14,565 - 4,094 26,637 30,367 -5,038 -5,952 -4,136 10,016 in € million Segment assets Investments accounted for using the equity method 31.12.2022 31.12.2023 31.12.2022 31.12.2023 250,890 443 69,816 71,814 31.12.2022 31.12.2023 31.12.2022 95,727 420 31.12.2023 95,145 31.12.2023 31.12.2022 16,573 1,127 1,190 62,519 420 443 31.12.2022 31.12.2023 66,168 17,737 566 494 1 14,565 18,701 -4,136 Total for reportable segments Elimination of inter-segment items Total Group depreciation and amortisation on non-current assets amortisation on non-current assets Reconciliation of depreciation and 26,637 30,367 non-current assets Total Group capital expenditure on 2,903 3,255 12,805 15,689 Rest of Asia - 5,038 14,456 18,550 - 4,094 The reconciliation of segment figures to the corresponding total Group figures shows the inter-segment items. Revenues with other segments result mainly from the sale of vehicles, for which the Financial Services segment has concluded a financing or lease contract. Eliminations of inter-segment items in the recon- ciliation to the Group profit before tax, capital expenditure and depreciation and amortisation mainly result from the sale of ve- hicles in the Automotive segment, which are subsequently ac- counted for as leased vehicles in the Financial Services segment. In the reconciliation of segment assets to Group assets, elimina- tions relate mainly to intragroup financing balances. Eliminations Share-based remuneration (continued) RoCE component 96,722 98,406 155,498 142,610 - 7,047 -7,297 332 -5,952 285 3,068 3,003 2,926 4,941 5,386 Rest of the Americas Other regions Group 2,787 Elimination of inter-segment items 19,350 22,158 22,982 2022 2023 2022 2023 Information by region in € million Germany Non-operating assets - Other Entities Reconciliation of capital expenditure 23,509 Group profit before tax 122 1,334 131,676 133,819 Total liabilities - Financial Services 12 17,096 9,759 on non-current assets - 163,074 36,032 39,848 Rest of Europe 36,319 Total for reportable segments 18,919 19,106 Elimination of inter-segment items Total Group assets 28,751 USA 16,087 43,175 18,829 15,413 44,012 40,833 41,881 13,961 China 23,072 - 169,981 246,926 250,890 31,845 101 31,675 8,433 Automobile and motorcycle leasing, retail and dealership financ- ing, multi-brand fleet business, customer deposit business and insurance activities are the main activities allocated to the Finan- cial Services segment. Activities relating to the development, manufacture, assembly and sale of motorcycles as well as spare parts and accessories are reported in the Motorcycles segment. Within the Automotive segment, the BMW Group develops, man- ufactures, assembles and sells automobiles powered with all- electric drive systems, plug-in hybrid systems and highly efficient combustion engines, as well as spare parts, accessories and mo- bility services under the BMW, MINI and Rolls-Royce brands. BMW and MINI brand products are sold in Germany through branches of BMW AG and by independent, authorised dealer- ships. Sales outside Germany are handled mainly by subsidiary companies and by independent import companies in some mar- kets. Rolls-Royce brand vehicles are sold in selected markets via subsidiary companies and elsewhere by independent, authorised dealerships. The activities of the BMW Group are broken down into the oper- ating segments Automotive, Motorcycles, Financial Services and Other Entities. For the purposes of presenting segment information, the activi- ties of the BMW Group are divided into operating segments in ac- cordance with IFRS 8. The segmentation follows the internal management and reporting system and takes account of the or- ganisational structure of the BMW Group based on the various products and services of the reportable segments. 46 Explanatory notes to segment information Information on reportable segments SEGMENT INFORMATION ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Notes to the Group Financial Statements To Our Stakeholders Combined Management Report 228 BMW Group Report 2023 No events have occurred after the balance sheet date with a par- ticular significance for the results of operations, financial position or net assets of the BMW Group. Holding and Group financing companies are reported in the Other Entities segment. This segment also includes the operating com- pany Bavaria Lloyd Reisebüro GmbH, which is not allocated to one of the other segments. Internal management and reporting Segment information is prepared as a general rule in conformity with the accounting policies adopted for preparing and presenting the Group Financial Statements. Exceptions to this general prin- ciple include the treatment of inter-segment warranties, the earn- ings impact of which is allocated to the respective segments on the basis used internally to manage the business. In addition, in- tragroup repurchase agreements between the Automotive and Financial Services segments pursuant to IFRS 15, impairment al- lowances on intragroup receivables and changes in the value of consolidated other investments pursuant to IFRS 9 are also ex- cluded. Intragroup leasing arrangements are not reflected in the internal management and reporting system on an IFRS 16 basis and therefore, in accordance with IFRS 8, do not give rise to any changes in the presentation of segment information. Inter-seg- ment receivables and payables, provisions, income, expenses and profits are eliminated upon consolidation. Inter-segment rev- enues are based on market prices. Centralised cost components are included in the respective segments, without resulting in cash flows. The role of "chief operating decision maker" with respect to re- source allocation and performance assessment of the reportable segment is embodied in the full Board of Management. For this purpose, different measures of segment performance as well as segment assets are taken into account in the operating segments. External revenues in € million Segment information by operating segment is as follows: Notes to the Group Financial Statements ← = Q Other Information Remuneration Report 45 Events after the end of the reporting period Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report BMW Group Report 2023 229 The success of the Other Entities segment is assessed on the basis of profit or loss before tax. The corresponding measure of segment assets used to manage the Other Entities segment is total assets less asset-side income tax items and intragroup investments. The success of the Financial Services segment is measured on the basis of return on equity (RoE). Profit before tax therefore rep- resents the relevant measure of segment earnings. The measure of segment assets in the Financial Services segment corresponds to net assets, defined as total assets less total liabilities. Further information is provided in the section "Managing oper- ational performance at segment level" within the Combined Man- agement Report. The Automotive and Motorcycles segments are managed on the basis of return on capital employed (ROCE). The relevant meas- ure of segment results used is therefore profit before financial re- sult. Capital employed is the corresponding measure of segment assets used to determine how to allocate resources. Capital em- ployed is calculated as the sum of intangible assets, property, plant and equipment and net working capital, the latter compris- ing inventories as well as trade receivables less trade payables. Group Financial Statements - Agreement entitling the BMW Group to reclaim variable remuneration already paid out in the event of specified serious incidences of non-compliance, incorrect calculation bases or incorrect financial statements ― Amounts may also be clawed back in principle after a member has left the Board - Agreement to withhold variable remuneration in the event of specified serious compliance violations or (withholding amounts provisionally) in the event of reasonable suspicions of such ― Amounts may also be withheld in principle after a member has left the Board Clawback ― Minimum, target and maximum values for ROCE are defined before the start of the financial year ― ROCE factor is derived from the ROCE achieved in the Automotive segment for the vesting year - Formula: 50% of target amount x RoCE factor ― € 1.175 million (Chairman of the Board of Management) ― € 0.64 million (from second period of office or fourth year of mandate = second remuneration level) ― € 0.55 million (first period of office = first remuneration level) - Target amount of ROCE component p. a. (50% of target amount for personal cash investment amount): ― ROCE factor may not exceed 1.8 Parameters/measurement base, applicable amounts 50% of target amount) to (at 100% target achievement corresponds Strategic focus target component 50% of target amount) 116 to Strategic relevance Inter-segment revenues - Maximum amount of ROCE component p. a.: ― € 1.152 million (from second period of office or fourth year of mandate = second remuneration level) Malus and clawback rules Malus ―The remaining 50% of the personal cash investment amount encourages achievement of strategic focus targets and therefore contributes to business performance in key strategic areas -Commitment to purchase shares of the Company's common stock and the four-year holding period provide additional motivation to support the Company's long-term development -50% of the personal cash investment amount within the target structure depends on the ROCE and is therefore directly linked to a key target for the corporate strategy and reflects BMW AG's aspiration to generate a significant premium on the cost of capital ― € 2.115 million (Chairman of the Board of Management) ― € 1.152 million (from second period of office or fourth year of mandate = second remuneration level) - € 0.990 million (first period of office = first remuneration level) - Maximum amount of strategic focus target component p. a.: ― € 0.990 million (first period of office = first remuneration level) -Factor for each strategic focus target may not exceed 1.8 - Formula in the event of two strategic focus targets with equal weighting p.a.: - Weighting of the strategic focus targets is decided before the start of the financial year - At least two strategic focus targets derived from the strategic plan - € 1.175 million (Chairman of the Board of Management) ― € 0.55 million (first period of office = first remuneration level) - Target amount of strategic focus target component p. a. (50% of target amount for personal cash investment amount): - € 2.115 million (Chairman of the Board of Management) 25% of target amount for personal cash investment amount x factor for strategic focus target 1 + 25% of target amount for personal cash investment amount x factor for strategic focus target 2 ― Minimum, target and maximum values are defined before the start of the financial year Total revenues ― € 0.64 million (from second period of office or fourth year of mandate = second remuneration level) Result from equity accounted investments 259 10,635 12,981 142,610 155,498 - 19,298 - 16,231 257 8 35,122 36,227 3,176 3,214 123,602 132,277 - 19,298 11 - 16,231 2,962 - 100 21,150 8,826 Segment result 24,896 171 184 10,354 3,205 11,239 -159 - 100 - 159 23,509 8,417 994 995 - 100 7 17,096 1,541 2022 2023 2022 2023 2022 2023 2023 2023 Group Other Entities Financial Services Motorcycles 10 Capital expenditure on non-current assets Depreciation and amortisation on non-current assets Automotive Reconciliation to Group figures 2022 2022 2022 - 18 2023 2,251 17,768 14,011 142,610 -41 1 1 155,498 33,581 33,976 3,194 3,255 105,834 118,266 52 424 BMW Japan Finance Corp., Tokyo BMW Japan Corp., Tokyo 390 101 316 100 100 Herald International Financial Leasing Co., Ltd., Tianjin 100 35 100 BMW Korea Co., Ltd., Seoul 273 114 BMW Leasing (Thailand) Co., Ltd., Bangkok 213 21 100 100 BMW China Automotive Trading Ltd., Beijing 126 345 9 SuperDrive Investments (RF) Ltd., Cape Town¹¹ BMW Financial Services Korea Co., Ltd., Seoul 0 0 100 0 BMW (South Africa) (Pty) Ltd., Pretoria 670 71 100 BMW Financial Services (South Africa) (Pty) Ltd., Midrand 172 14 100 748 0 BMW Brilliance Automotive Ltd., Shenyang 7,882 4,148 75 BMW Automotive Finance (China) Co. Ltd., Beijing 2,596 241 100 BMW China Investment Ltd., Beijing 1,019 376 100 Asia BMW India Financial Services Private Ltd., Gurgaon 2021-1 ABL, Tokyo¹¹ BMW Asia Pacific Capital Pte Ltd., Singapore BMW Malaysia Sdn Bhd, Kuala Lumpur 2019-2 ABL, Tokyo¹¹ 2019-3 ABL, Tokyo¹¹ 2020-1 ABL, Tokyo 11 2021-2 ABL, Tokyo¹¹ 2022-1 ABL, Tokyo¹¹ ↑ = Q Equity in € million Profit/loss in € million Capital investment in % 100 100 100 51 0 0 0 0 0 0 2023-1 ABL, Tokyo¹¹ Bavarian Sky China 2021-3, Beijing 0 2023-2 ABL, Tokyo¹¹ PT BMW Indonesia, Jakarta BMW Tokyo Corp., Tokyo BMW Manufacturing (Thailand) Co., Ltd., Rayong Companies BMW Asia Pte. Ltd., Singapore BMW Asia Technology Centre Sdn Bhd, Kuala Lumpur BMW China Services Ltd., Beijing BMW Credit (Malaysia) Sdn Bhd, Kuala Lumpur BMW Holding Malaysia Sdn Bhd, Kuala Lumpur BMW India Private Ltd., Gurgaon BMW Lease (Malaysia) Sdn Bhd, Kuala Lumpur 105 8 100 100 100 100 BMW (Thailand) Co., Ltd., Bangkok 100 100 100 100 100 237 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information Notes to the Group Financial Statements 100 0 Companies 0 100 235 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information Notes to the Group Financial Statements BMW SLP, S.A. de C.V., Villa de Reyes BMW US Capital, LLC, Wilmington, Delaware BMW Acquisitions Ltda., São Paulo BMW Auto Leasing LLC, Wilmington, Delaware BMW Consolidation Services Co., LLC, Wilmington, Delaware BMW de Argentina S.A., Buenos Aires BMW de Mexico, S.A. de C.V., Mexico City BMW Extended Service Corporation, Wilmington, Delaware BMW Facility Partners LLC, Wilmington, Delaware BMW Financeira S.A. Credito, Financiamento e Investimento, São Paulo BMW Financial Services de Mexico S.A. de C.V. SOFOM, Mexico City BMW Floorplan Master Owner Trust, Wilmington, Delaware BMW FS Funding Corporation, Wilmington, Delaware BMW FS Receivables Corporation, Wilmington, Delaware BMW FS Securities LLC, Wilmington, Delaware BMW Insurance Agency, Inc., Wilmington, Delaware BMW Leasing do Brasil, S.A., São Paulo 197 BMW Manufacturing Indústria de Motos da Amazônia Ltda., Manaus 551 100 2,643 Bavarian Sky China 2022-1, Beijing¹¹ 1,877 100 2,415 583 100 2,232 1,228 100 BMW Bank of North America Inc., Salt Lake City, Utah 1,534 207 100 Financial Services Vehicle Trust, Wilmington, Delaware 832 - 105 100 BMW Canada Inc., Richmond Hill, Ontario 760 162 100 BMW Financial Services NA, LLC, Wilmington, Delaware 665 558 BMW do Brasil Ltda., Araquari 0 BMW Manufacturing LP, Woodcliff Lake, New Jersey BMW Receivables 1 Inc., Richmond Hill, Ontario 100 100 100 100 0 0 0 0 0 0 0 236 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information Notes to the Group Financial Statements Companies BMW Vehicle Lease Trust 2022-1, Wilmington, Delaware¹¹ BMW Vehicle Lease Trust 2023-1, Wilmington, Delaware11 BMW Vehicle Lease Trust 2023-2, Wilmington, Delaware11 BMW Vehicle Owner Trust 2020-A, Wilmington, Delaware¹¹ BMW Vehicle Owner Trust 2022-A, Wilmington, Delaware¹¹ BMW Vehicle Owner Trust 2023-A, Wilmington, Delaware¹¹ BMWCA 2023-A SMBC, Richmond Hill, Ontario¹¹ Africa ← = Q Equity in € million Profit/loss in € million Capital investment in % 100 BMW of Manhattan, Inc., Wilmington, Delaware 100 100 BMW Receivables 2 Inc., Richmond Hill, Ontario BMW Receivables Ltd. Partnership, Richmond Hill, Ontario Rolls-Royce Motor Cars NA, LLC, Wilmington, Delaware SB Acquisitions, LLC, Wilmington, Delaware BMW 2021-A Lease Conduit, Wilmington, Delaware¹¹ BMW 2022-A Lease Conduit, Wilmington, Delaware¹¹ BMW 2023-A Lease Conduit, Wilmington, Delaware¹¹ BMW Canada Auto Trust 2021-1, Richmond Hill, Ontario¹¹ BMW Canada Auto Trust 2022-1, Richmond Hill, Ontario¹¹ BMW Canada Auto Trust 2023-1, Richmond Hill, Ontario 11 BMW Vehicle Lease Trust 2021-2, Wilmington, Delaware¹¹ ← = Q Equity in € million 403 Profit/loss in € million Capital investment in % 309 107 - 245 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 Bavarian Sky China 2022-2, Beijing¹¹ 100 0 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 70 51 50 240 BMW Group Report 2023 To Our Stakeholders Combined Management Report 100 Group Financial Statements 100 Capital investment in % BMW Mobility Services, LLC, Wilmington, Delaware BMW Operations Corp., Wilmington, Delaware BMW Shared Services, LLC, Wilmington, Delaware BMW Technology Corp., Wilmington, Delaware Designworks/USA, Inc., Newbury Park, California MINI Business Innovation, LLC, Wilmington, Delaware MINI Canada Inc., Richmond Hill, Ontario Urban X Accelerator SPV, LLC, Wilmington, Delaware Africa BMW Automobile Distributors (Pty) Ltd., Midrand BPF Midrand Property Holdings (Pty) Ltd., Midrand Asia BMW (China) Insurance Brokers Co. Ltd., Beijing BMW Financial Services Singapore Pte Ltd., Singapore BMW Hong Kong Services Ltd., Hong Kong BMW India Foundation, Gurgaon BMW India Leasing Private Ltd., Gurgaon BMW Insurance Broker (Thailand) Co., Ltd., Bangkok BMW Insurance Services Korea Co. Ltd., Seoul BMW Middle East Retail Competency Centre DWC-LLC, Dubai BMW Parts Manufacturing (Thailand) Co., Ltd., Rayong Province BMW Technology Office Israel Ltd., Tel Aviv Herald Hezhong (Beijing) Automotive Trading Co., Ltd., Beijing Ling Yue Digital Information Technology Co., Ltd., Beijing BMW Philippines Corp., Manila BMW Financial Services Hong Kong Ltd., Hong Kong BMW ArcherMind Information Technology Co., Ltd., Nanjing Equity in € million Profit/loss in € million 100 Companies Responsibility Statement and Auditor's Report Other Information - 168 50 573 - 54 15 973 - 339 31 17 6 50 50 50 49 20 Critical TechWorks S.A., Porto BMW Albatha Finance PSC, Dubai BMW Albatha Leasing, LLC, Dubai Bavarian & Co Co., Ltd., Incheon 50 50 40 40 20 BMW (US) Holding Corp., Wilmington, Delaware BMW Manufacturing Co., LLC, Wilmington, Delaware BMW of North America, LLC, Wilmington, Delaware 77 Remuneration Report BMW AVTOTOR Holding B.V., Amsterdam PDB - Partnership for Dummy Technology and Biomechanics GbR, Gaimersheim ← = Q Notes to the Group Financial Statements BMW AG's associated companies, joint ventures and joint operations at 31 December 2023 Companies Equity in € million Profit/loss in € million Capital investment in % Joint ventures - equity accounted DOMESTIC YOUR NOW Holding GmbH, Munich³ Associated companies - equity accounted DOMESTIC IONITY Holding GmbH & Co. KG, Munich³ FOREIGN THERE Holding B.V., Rijswijk IONNA LLC, Torrance Solid Power, Inc., Wilmington, Delaware Joint operations - proportionately consolidated entities FOREIGN Spotlight Automotive Ltd., Zhangjiagang Not equity accounted or proportionately consolidated entities DOMESTIC7 Encory GmbH, Unterschleissheim The Retail Performance Company GmbH, Munich IDEALworks GmbH, Munich FOREIGN7 Bavarian Sky China 2023-1, Beijing¹¹ ← = Q Other Information BMW Melbourne Pty. Ltd., Melbourne 100 BMW New Zealand Ltd., Auckland 100 BMW Sydney Pty. Ltd., Sydney Bavarian Sky Australia Trust A, Mulgrave¹¹ BMW Australia Trust 2011-2, Mulgrave¹¹ 100 0 0 238 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Notes to the Group Financial Statements BMW AG's non-consolidated companies at 31 December 2023 Companies DOMESTIC7 BMW Fleet GmbH, Munich' Automag GmbH, Munich BMW Car IT GmbH, Munich' 100 BMW i Ventures GmbH, Munich BMW Financial Services New Zealand Ltd., Auckland 64 0 Bavarian Sky China Leasing 2022-1, Tianjin¹¹ Bavarian Sky China Leasing 2023-1, Tianjin¹¹ Bavarian Sky Korea 2022-1, Seoul¹¹ Bavarian Sky Korea 2022-A, Seoul¹¹ Bavarian Sky Korea 2023-1, Seoul¹¹ Bavarian Sky Korea 2023-2, Seoul¹¹ Bavarian Sky Korea 2023-A, Seoul¹¹ 0 0 0 0 0 0 0 0 0 0 0 Oceania BMW Australia Finance Ltd., Mulgrave 182 2 100 BMW Australia Ltd., Melbourne 161 100 Notes to the Group Financial Statements FOREIGN7 Alphabet Insurance Services Polska Sp. z o.o., Warsaw 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 239 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report 100 Europe 100 100 BLMC Ltd., Bracknell 10 BMW (GB) Ltd., Farnborough BMW (UK) Investments Ltd., Bracknell 10 BMW (UK) Pensions Services Ltd., Hams Hall BMW Car Club Ltd., Farnborough BMW Drivers Club Ltd., Farnborough BMW Financial Services Czech Republic s.r.o., Prague BMW Financial Services Slovakia s.r.o., Bratislava BMW Group Benefit Trust Ltd., Farnborough BMW Mobility Development Center s.r.o., Prague BMW Motorsport Ltd., Farnborough BMW Poland sp. z o.o., Warsaw BMW Russland Automotive 000, Kaliningrad BMW Services Ltd., Bracknell¹º John Cooper Garages Ltd., Farnborough John Cooper Works Ltd., Farnborough 000 BMW Leasing, Moscow The Americas 217-07 Northern Boulevard Corporation, Wilmington, Delaware BMW Experience Centre Inc., Richmond Hill, Ontario BMW i Ventures, Inc., Wilmington, Delaware BMW i Ventures, LLC, Wilmington, Delaware Equity in € million Profit/loss in € million Capital investment in % 100 100 100 100 Bavarian Sky UK D Ltd., London¹¹ The Americas BMW Finance (United Arab Emirates) FZE, Dubai 0 957 90 100 BMW i Ventures SCS SICAV-RAIF, Senningerberg 643 -59 100 100 BMW Finance S.N.C., Guyancourt 43 100 BMW (UK) Manufacturing Ltd., Farnborough 581 104 100 BMW (UK) Ltd., Farnborough 599 383 117 BMW Financial Services (GB) Ltd., Farnborough 11,458 668 100 4,149 411 100 1,489 1,054 105 1,468 45 100 BMW (UK) Holdings Ltd., Farnborough 1,459 635 100 100 144 100 BMW Finance N.V., The Hague 46 100 BMW Russland Trading 000, Moscow 227 - 13 100 BMW International Investment B.V., The Hague 239 207 100 BMW Italia S.p.A., San Donato Milanese 203 81 100 Alphabet France Fleet Management S.A.S., Saint-Quentin-en-Yvelines 198 - 95 100 112 241 ALPHABET (GB) Ltd., Farnborough BMW France S.A., Montigny-le-Bretonneux BMW Austria Leasing GmbH, Salzburg Rolls-Royce Motor Cars Ltd., Farnborough BMW Iberica S.A., Madrid 316 - 370 100 296 148 100 289 88 100 265 2 100 100 6,990 29,648 BMW España Finance S.L., Madrid BMW Hams Hall Motoren GmbH, Munich 4,5,6 BMW High Power Charging Beteiligungs GmbH, Munich4,6 BMW M GmbH Gesellschaft für individuelle Automobile, Munich 3,5,6 BMW Vermögensverwaltungs GmbH, Munich Bürohaus Petuelring GmbH, Munich LARGUS Grundstücks-Verwaltungsgesellschaft mbH, Munich Rolls-Royce Motor Cars GmbH, Munich4,5,6 BMW Vertriebszentren Verwaltungs GmbH, Munich BMW Anlagen Verwaltungs GmbH, Munich³, 6 Parkhaus Oberwiesenfeld GmbH, Munich Alphabet Fuhrparkmanagement GmbH, Munich Alphabet International GmbH, Munich4,5,6 Bavaria Wirtschaftsagentur GmbH, Munich 3, 5, 6 BMW Fahrzeugtechnik GmbH, Eisenach 3,5,6 BAVARIA-LLOYD Reisebüro GmbH, Munich 100 6,139 1 100 2,075 100 250 11,559 BMW Finanz Verwaltungs GmbH, Munich BMW INTEC Beteiligungs GmbH, Munich 3,6 BMW Beteiligungs GmbH & Co. KG, Munich BMW Bank GmbH, Munich³ DOMESTIC¹ 0 231 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q LIST OF INVESTMENTS AT 31 DECEMBER 2023 47 List of investments at 31 December 2023 The List of Investments of BMW AG pursuant to § 285 and § 313 HGB is presented below. Disclosures for equity and earn- ings and for investments are not made if they are of "minor sig- nificance" for the results of operations, financial position and net assets of BMW AG pursuant to § 286 (3) sentence 1 no. 1 HGB and § 313 (3) sentence 4 HGB. It is also shown in the list which subsidiaries apply the exemptions available in § 264 (3) and § 264 b HGB with regard to the publication of annual financial statements and the drawing up of a management report and/or notes to the financial statements (footnotes 5 and 6). The Group Financial Statements of BMW AG serve as exempting consoli- dated financial statements for these companies. Affiliated companies (subsidiaries) of BMW AG at 31 December 2023 Equity in € million Profit/loss in € million Capital investment in % Companies 32 68 100 14 Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information Notes to the Group Financial Statements Companies ← = Q To Our Stakeholders Combined Management Report Equity in € million Capital investment in % FOREIGN 2,10 Europe BMW Holding B.V., The Hague BMW International Holding B.V., Rijswijk BMW Österreich Holding GmbH, Steyr BMW (Schweiz) AG, Dielsdorf Profit/loss in € million BMW Group Report 2023 232 51 100 179 100 129 12 100 100 100 100 100 100 100 100 100 100 100 100 200 100 BMW Motoren GmbH, Steyr 194 100 100 100 100 100 100 234 100 BMW Group Report 2023 Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information Notes to the Group Financial Statements Companies BMW Romania S.R.L., Bucharest To Our Stakeholders Combined Management Report 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 BMW Slovenia, distribucija motornih vozil, d.o.o., Ljubljana 100 BMW Slovenská republika s.r.o., Bratislava Park Lane Ltd., Farnborough Bavarian Sky S.A., Compartment German Auto Leases 6, Luxembourg 11 Bavarian Sky S.A., Compartment German Auto Leases 7, Luxembourg¹¹ Bavarian Sky S.A., Compartment German Auto Leases 8, Luxembourg¹¹ Bavarian Sky S.A., Compartment German Auto Loans 10, Luxembourg¹ Bavarian Sky S.A., Compartment German Auto Loans 11, Luxembourg 11 Bavarian Sky S.A., Compartment German Auto Loans 12, Luxembourg¹ Bavarian Sky UK 4 plc, London¹¹ 0 0 0 11 0 0 0 0 Bavarian Sky UK 5 plc, London¹¹ 0 Bavarian Sky UK A Ltd., London¹¹ 0 Bavarian Sky UK B Ltd., London¹¹ 0 Bavarian Sky UK C Ltd., London¹¹ 0 0 0 100 Riley Motors Ltd., Farnborough Swindon Pressings Ltd., Farnborough Triumph Motor Company Ltd., Farnborough Bavarian Sky Europe S.A., Compartment Swiss Auto Lease A, Luxembourg11 Bavarian Sky S.A. Luxembourg¹¹ Bavarian Sky S.A., Compartment A, Luxembourg¹¹ ← = Q Equity in € million Profit/loss in € million Capital investment in % 100 100 100 100 100 BMW Financial Services Nederland B.V., Breda 100 Oy BMW Suomi AB, Helsinki 100 100 4 Alphabet Belgium Long Term Rental NV, Aartselaar 113 41 BMW Financial Services Scandinavia AB, Sollentuna 112 GG 100 100 42 233 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information 100 8 124 BMW Malta Ltd., Floriana 100 60 100 BMW Austria Bank GmbH, Salzburg 189 10 100 BMW Manufacturing Hungary Kft., Debrecen⁹ 167 - 28 100 159 14 100 134 51 100 Notes to the Group Financial Statements Companies BMW Finanzdienstleistungen (Schweiz) AG, Dielsdorf BMW Vertriebs GmbH, Salzburg BMW Belgium Luxembourg S.A./N.V., Bornem BMW Hungary Kft., Vecsés BMW Italia Retail S.r.l., Rome BMW Nederland B.V., The Hague BMW Norge AS, Fornebu BMW Northern Europe AB, Stockholm BMW Portugal Lda., Porto Salvo BMW Renting (Portugal) Lda., Porto Salvo ← = Q Equity in € million 110 Profit/loss in € million 2 100 110 82 100 Bavaria Reinsurance Malta Ltd., Floriana 102 BMW Financial Services Belgium S.A./N.V., Bornem BMW Financial Services Denmark A/S, Copenhagen BMW Financial Services Polska Sp. z o.o., Warsaw BMW Hellas Trade of Cars A.E., Athens BMW Financial Services (Ireland) DAC, Dublin Capital investment in % Alphabet Luxembourg S.A., Leudelange Alphabet Fuhrparkmanagement (Schweiz) AG, Dielsdorf Alphabet Italia S.p.A., Trento Alphabet Polska Fleet Management Sp. z o.o., Warsaw BiV Carry ISCS, Senningerberg Alphabet España Fleet Management S.A.U., Madrid BiV Carry II SCS, Senningerberg 000 BMW Bank, Moscow BMW Austria GmbH, Salzburg BMW (UK) Capital plc, Farnborough BMW Bulgaria EOOD, Sofia BMW Central Medical Trustees Ltd., Farnborough BMW China Capital B.V., The Hague BMW Czech Republic s.r.o., Prague BMW Danmark A/S, Copenhagen BMW Distribution S.A.S., Vélizy-Villacoublay BMW Automotive (Ireland) Ltd., Dublin BMW España Finance S.L., Madrid The determination of provisions is associated with unavoidable estimation uncertainties and is subject to a high risk of change, depending on factors such as notification of detected defects as well as claims made by vehicle owners. Against this background, this matter was of particular significance during our audit. vehicle model level. The expected amount of obligations is ex- trapolated from costs of the past and recognized as a provision in the corresponding amount, if the criteria of IAS 37 have been met. For specific or anticipated individual circumstances, for ex- ample recalls for vehicles sold, additional provisions are recog- nized provided they have not already been taken into account. 1/ Provisions for statutory and non-statutory warranty obliga- tions as well as product guarantees are included in the consoli- dated financial statements of BMW Group as a material amount in other provisions. The obligations amounted to EUR 9,650 million (approximately 3.8% of total assets) as at 31 December 2023. The BMW Group is responsible for the legally required warranty and product guarantees in the respective sales market. In order to estimate the liabilities arising from statutory and non- statutory warranty obligations as well as product guarantees for vehicles sold, information on the type and volume of damages arising and on remedial measures is recorded and analyzed at 3/ Valuation of provisions for statutory and non-statutory warranty obligations as well as product guarantees BMW Group Report 2023 To Our Stakeholders Combined Management Report In our view, the assumptions and parameters used in the meas- urement of receivables from sales financing were appropriate overall. also evaluated the relevant IT systems and internal processes. The evaluation included an assessment by our IT-specialists of the appropriateness of the systems concerned and associated interfaces to ensure the completeness of data as well as the au- dit of automated controls for data processing. As part of our au- dit we assessed in particular the appropriateness of the risk classification procedures as well as the risk provisioning param- eters used. For this purpose, we analyzed in particular the vali- dations of parameters that are regularly conducted by the Com- pany. To assess the default risk, we also used targeted sam- pling of individual cases to examine whether the attributes for assignment to the respective risk categories were suitably avail- able and the impairment losses had been calculated using the parameters defined for these risk categories. ← = Q 2/ In order to assess the appropriateness of the valuation method used for the determination of the provisions for statu- tory and non-statutory warranty obligations as well as product guarantees including the assumptions and parameters, we pri- marily obtained an understanding of the process for determining the assumptions and parameters through discussions with the responsible employees of the BMW Group. We also evaluated the appropriateness as well as effectiveness of controls for de- termining the assumptions and parameters. With the involve- ment of our IT specialists, we checked the IT systems used re- garding their compliance. We compared the expenses for claims and technical actions with actual costs incurred in order to draw conclusions on the forecast accuracy. Based on a targeted sam- ple of vehicle models, the mathematical correctness of the valu- ation model used across the Group was examined. We exam- ined and evaluated the assumptions used by the BMW Group concerning the extent to which the past values were representa- tive of the expected susceptibility of damage, the expected value of damage per vehicle (comprising parts and labor input) as well as the expected assertion of claims from statutory and non-stat- utory warranties. Other Information Remuneration Report 3/ The Company's disclosures on the applied "Accounting poli- cies, assumptions, judgments and estimations" are contained in the notes to the consolidated financial statements under note 6 and on "receivables from sales financing" are contained under note 25. In our view, the method for the valuation of provisions for statu- tory and non-statutory warranty obligations as well as product guarantees is overall appropriate. Taking into consideration the information available, we believe that, overall, the measurement The other information comprises further 3/ The Company's disclosures on the applied "Accounting poli- cies, assumptions, judgments and estimations" are contained in the notes to the consolidated financial statements under note 6 and on "Other provisions" are contained under note 34. Other Information The executive directors are responsible for the other infor- mation. The other information comprises the following non-au- dited parts of the group management report: the section "APPROPRIATENESS AND EFFECTIVENESS OF THE INTERNAL CONTROL SYSTEM AND RISK MANAGEMENT SYSTEM" of the group management report the disclosures marked with [[ ]] of the non-financial statement to comply with §§ 289b to 289e HGB and with §§ 315b to 315c HGB the statement on corporate governance pursuant to § 289f HGB and § 315d HGB the remuneration report pursuant to 162 AktG [Aktien- gesetz: German Stock Corporation Act], for which the supervisory board is also responsible all remaining parts of the annual report - excluding cross- references to external information - with the exception of the audited consolidated financial statements, the audited group management report and our auditor's report Our audit opinions on the consolidated financial statements and on the group management report do not cover the other infor- mation, and consequently we do not express an audit opinion or any other form of assurance conclusion thereon. Responsibility Statement and Auditor's Report Independent Auditor's Report 248 parameters and assumptions used by the executive directors are appropriate. Group Financial Statements Our presentation of these key audit matters has been structured in each case as follows: 247 Responsibility Statement and Auditor's Report Independent Auditor's Report Group Financial Statements Remuneration Report ← = Q provide a basis for our audit opinions on the consolidated finan- cial statements and on the group management report. Key Audit Matters in the Audit of the Consolidated Financial Statements Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consoli- dated financial statements for the financial year from 1 January to 31 December 2023. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our audit opinion thereon; we do not provide a separate audit opinion on these matters. In our view, the matters of most significance in our audit were as follows: 1/ Measurement of leased products 2/ Valuation of receivables from sales financing 3/ Valuation of provisions for statutory and non-statutory warranty obligations as well as product guarantees 1/ Matter and issue 2/ Audit approach and findings 3/ Reference to further information Hereinafter we present the key audit matters: 1/ Measurement of leased products 1/ The BMW Group leases vehicles to end customers under op- erating leases (leased products). At the balance sheet date, the figure reported under the "leased products" line item for operat- ing leases was EUR 43,118 million (approximately 17.2% of total assets). Leased products are measured at cost, which is depreciated on a straight-line basis over the lease term to the expected residual value (recoverable amount). A key estimated value for subsequent measurement of leased products is the expected residual value at the end of the lease term. For the re- sidual value forecasts the BMW Group uses internally available data on historical empirical values, current market data and market estimates as well as forecasts by external market re- search institutes. The residual value estimates also contain reg- ulatory changes in the individual markets and expectations re- garding customer behavior, among others including climate pol- icy considerations. The estimation of future residual values is subject to judgment due to the large number of assumptions to be made by the executive directors and the amount of data in- cluded in the determination. Against this background and due to the resulting significant un- certainties with regard to estimates in the context of measuring the residual values of the leased products, this matter was of particular significance in the context of our audit. 2/ As part of our audit we obtained an understanding of the de- velopment of operating leases, the underlying residual value risks as well as the business processes for the identification, management, monitoring and measurement of residual value risks, among other things by inquiries and inspection of docu- ments related to the internal calculation methods. Furthermore, we evaluated the appropriateness and effectiveness of the in- ternal control system, particularly regarding the determination of expected residual values. This included the evaluation of the propriety of the relevant IT systems as well as the implemented interfaces therein by our IT-specialists. In addition, we evaluated the appropriateness of the forecasting methods, the model as- sumptions as well as the parameters used for the measurement of the residual values based on the validations carried out by the BMW Group. For this purpose, we inquired with the BMW Group's experts responsible for the management and monitor- ing of residual value risks and inspected the internal analysis on residual value developments and residual value forecasts as well as the validation results. We examined the mathematical correctness of the forecast values using the key calculation steps. Based on our audit procedures, we were able to satisfy our- selves that the methods and processes for determining the ex- pected residual values of leased products underlying the valuation are appropriate and the assumptions and parameters included in the forecast model for the residual value are appro- priate as a whole. 3/ The Company's disclosures on the applied "Accounting poli- cies, assumptions, judgments and estimations" are contained in the notes to the consolidated financial statements under note 6 and on leased products are contained under note 23. 2/ Valuation of receivables from sales financing 1/ The BMW Group offers end customers, dealerships and im- porters various financing models for vehicles. In this context, current and non-current receivables from sales financing total- ing EUR 87,355 million are reported in the consolidated state- ment of financial position as at the balance sheet date (approx- imately 34.8% of total assets). Impairment losses amounting to EUR 2,189 million were recognized on these receivables as at the balance sheet date. In order to determine the amount of the necessary valuation allowances to be recognized with respect to receivables from sales financing, the BMW Group, among others, evaluates the creditworthiness of the dealers, importers and end customers, as well as any loss ratios, and risk provi- sioning parameters are derived based on historical default prob- abilities and loss ratios. The determination of the valuation allowances by the executive directors is subject to a significant degree of judgment due to several value-influencing factors such as the estimation of cre- ditworthiness, the determination of probabilities of default and loss ratios and was therefore of particular significance in the context of our audit. 2/ As part of our audit we obtained a comprehensive under- standing of the development of receivables from sales financing, the associated default-related risks as well as the business pro- cesses for the identification, management, monitoring and measurement of default risks, among other things by inquiries and inspection of documents on the internal calculation meth- ods. Furthermore, we evaluated the appropriateness and effec- tiveness of the internal control system regarding the determina- tion of the impairment loss to be recognized. In this context, we BMW Group Report 2023 To Our Stakeholders Combined Management Report Responsibility Statement and Auditor's Report Independent Auditor's Report ← = Q Other Information 250 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Independent Auditor's Report Remuneration Report Other Information OTHER LEGAL AND REGULATORY REQUIREMENTS Report on the Assurance on the Electronic Rendering of the Consolidated Financial Statements and the Group Management Report Prepared for Publication Purposes in Accordance with § 317 Abs. 3a HGB Assurance Opinion We have performed assurance work in accordance with § 317 Abs. 3a HGB to obtain reasonable assurance as to whether the rendering of the consolidated financial statements and the group management report (hereinafter the "ESEF documents") contained in the electronic file BMW_AG_KA+KLB_ESEF- 2023-12-31.zip and prepared for publication purposes com- plies in all material respects with the requirements of § 328 Abs. 1 HGB for the electronic reporting format ("ESEF format"). In ac- cordance with German legal requirements, this assurance work extends only to the conversion of the information contained in the consolidated financial statements and the group manage- ment report into the ESEF format and therefore relates neither to the information contained within these renderings nor to any other information contained in the electronic file identified above. In our opinion, the rendering of the consolidated financial state- ments and the group management report contained in the elec- tronic file identified above and prepared for publication purposes complies in all material respects with the requirements of § 328 Abs. 1 HGB for the electronic reporting format. Beyond this as- surance opinion and our audit opinion on the accompanying consolidated financial statements and the accompanying group management report for the financial year from 1 January to 31 December 2023 contained in the "Report on the Audit of the Consolidated Financial Statements and on the Group Manage- ment Report" above, we do not express any assurance opinion on the information contained within these renderings or on the other information contained in the electronic file identified above. From the matters communicated with those charged with gov- ernance, we determine those matters that were of most signifi- cance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We de- scribe these matters in our auditor's report unless law or regu- lation precludes public disclosure about the matter. Basis for the Assurance Opinion Responsibilities of the Executive Directors and the Supervisory Board for the ESEF Documents The executive directors of the Company are responsible for the preparation of the ESEF documents including the electronic ren- dering of the consolidated financial statements and the group management report in accordance with § 328 Abs. 1 Satz 4 Nr. [number] 1 HGB and for the tagging of the consolidated finan- cial statements in accordance with § 328 Abs. 1 Satz 4 Nr. 2 HGB. In addition, the executive directors of the Company are respon- sible for such internal control as they have considered necessary to enable the preparation of ESEF documents that are free from material non-compliance with the requirements of § 328 Abs. 1 HGB for the electronic reporting format, whether due to fraud or error. The supervisory board is responsible for overseeing the process for preparing the ESEF documents as part of the financial re- porting process. Group Auditor's Responsibilities for the Assurance Work on the ESEF Documents Our objective is to obtain reasonable assurance about whether the ESEF documents are free from material non-compliance with the requirements of § 328 Abs. 1 HGB, whether due to fraud or error. We exercise professional judgment and maintain professional skepticism throughout the assurance work. We also: Identify and assess the risks of material non-compliance with the requirements of § 328 Abs. 1 HGB, whether due to fraud or error, design and perform assurance procedures responsive to those risks, and obtain assurance evidence that is sufficient and appropriate to provide a basis for our assurance opinion. Obtain an understanding of internal control relevant to the assurance work on the ESEF documents in order to design assurance procedures that are appropriate in the circumstances, but not for the purpose of expressing an assurance opinion on the effectiveness of these controls. Evaluate the technical validity of the ESEF documents, i.e., whether the electronic file containing the ESEF documents meets the requirements of the Delegated Regulation (EU) 2019/815 in the version in force at the date of the consolidated financial statements on the technical specification for this electronic file. Evaluate whether the ESEF documents provide an XHTML rendering with content equivalent to the audited consolidated financial statements and to the audited group management report. Evaluate whether the tagging of the ESEF documents with Inline XBRL technology (iXBRL) in accordance with the requirements of Articles 4 and 6 of the Delegated Regulation (EU) 2019/815, in the version in force at the date of the consolidated financial statements, enables an appropriate and complete machine-readable XBRL copy of the XHTML rendering. Group Financial Statements We conducted our assurance work on the rendering of the con- solidated financial statements and the group management re- port contained in the electronic file identified above in accord- ance with § 317 Abs. 3a HGB and the IDW Assurance Standard: Assurance Work on the Electronic Rendering of Financial State- ments and Management Reports, Prepared for Publication Pur- poses in Accordance with § 317 Abs. 3a HGB (IDW ASS 410 (06.2022]) and the International Standard on Assurance En- gagements 3000 (Revised). Our responsibility in accordance therewith is further described in the "Group Auditor's Responsi- bilities for the Assurance Work on the ESEF Documents" sec- tion. Our audit firm applies the IDW Standard on Quality Man- agement: Requirements for Quality Management in the Audit Firm (IDW QMS 1 (09.2022)). We also provide those charged with governance with a state- ment that we have complied with the relevant independence re- quirements, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied. We communicate with those charged with governance regard- ing, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant de- ficiencies in internal control that we identify during our audit. Perform audit procedures on the prospective information presented by the executive directors in the group management report. On the basis of sufficient appropriate audit evidence we evaluate, in particular, the significant assumptions used by the executive directors as a basis for the prospective information and evaluate the proper derivation of the prospective information from these assumptions. We do not express a separate audit opinion on the prospective information and on the assumptions used as a basis. There is a substantial unavoidable risk that future events will differ materially from the prospective information. ← = Q In connection with our audit, our responsibility is to read the other information mentioned above and, in so doing, to consider whether the other information is materially inconsistent with the consolidated financial statements, with the group management report disclosures audited in terms of content or with our knowledge obtained in the audit, or otherwise appears to be materially misstated. Responsibilities of the Executive Directors and the Supervisory Board for the Consolidated Financial Statements and the Group Management Report The executive directors are responsible for the preparation of the consolidated financial statements that comply, in all material respects, with IFRSS as adopted by the EU and the additional requirements of German commercial law pursuant to § 315e Abs. 1 HGB and that the consolidated financial statements, in compliance with these requirements, give a true and fair view of the assets, liabilities, financial position, and financial perfor- mance of the Group. In addition the executive directors are re- sponsible for such internal control as they have determined nec- essary to enable the preparation of consolidated financial state- ments that are free from material misstatement, whether due to fraud (i.e., fraudulent financial reporting and misappropriation of assets) or error. In preparing the consolidated financial statements, the execu- tive directors are responsible for assessing the Group's ability to continue as a going concern. They also have the responsibility for disclosing, as applicable, matters related to going concern. In addition, they are responsible for financial reporting based on the going concern basis of accounting unless there is an inten- tion to liquidate the Group or to cease operations, or there is no realistic alternative but to do so. Furthermore, the executive directors are responsible for the preparation of the group management report that, as a whole, provides an appropriate view of the Group's position and is, in all material respects, consistent with the consolidated financial statements, complies with German legal requirements, and appropriately presents the opportunities and risks of future de- velopment. In addition, the executive directors are responsible for such arrangements and measures (systems) as they have considered necessary to enable the preparation of a group man- agement report that is in accordance with the applicable Ger- man legal requirements, and to be able to provide sufficient ap- propriate evidence for the assertions in the group management report. The supervisory board is responsible for overseeing the Group's financial reporting process for the preparation of the consoli- dated financial statements and of the group management re- port. Auditor's Responsibilities for the Audit of the Consolidated Financial Statements and of the Group Management Report Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and whether the group management report as a whole provides an appropriate view of the Group's position and, in all material respects, is consistent with the consolidated financial state- ments and the knowledge obtained in the audit, complies with the German legal requirements and appropriately presents the opportunities and risks of future development, as well as to issue an auditor's report that includes our audit opinions on the con- solidated financial statements and on the group management report. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with § 317 HGB and the EU Audit Regulation and in compliance with Ger- man Generally Accepted Standards for Financial Statement Au- dits promulgated by the Institut der Wirtschaftsprüfer (IDW) will always detect a material misstatement. Misstatements can arise from fraud or error and are considered material if, individ- ually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements and this group man- agement report. We exercise professional judgment and maintain professional skepticism throughout the audit. We also: Identify and assess the risks of material misstatement of the consolidated financial statements and of the group management report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our audit opinions. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Obtain an understanding of internal control relevant to the audit of the consolidated financial statements and of arrangements and measures (systems) relevant to the audit of the group management report in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an audit opinion on the effectiveness of these systems. Evaluate the appropriateness of accounting policies used by the executive directors and the reasonableness of estimates made by the executive directors and related disclosures. Conclude on the appropriateness of the executive directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in the auditor's report to the related disclosures in the consolidated financial statements and in the group management report or, if such disclosures are inadequate, to modify our respective audit opinions. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to be able to continue as a going concern. 249 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Independent Auditor's Report Remuneration Report Other Information ← = Q - Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements present the underlying transactions and events in a manner that the consolidated financial statements give a true and fair view of the assets, liabilities, financial position and financial performance of the Group in compliance with IFRSS as adopted by the EU and the additional requirements of German commercial law pursuant to § 315e Abs. 1 HGB. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express audit opinions on the consolidated financial statements and on the group management report. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinions. Evaluate the consistency of the group management report with the consolidated financial statements, its conformity with German law, and the view of the Group's position it provides. Remuneration Report Combined Management Report Other Information BMW Group Report 2023 6 Exemption from publishing financial statements applied in accordance with § 264 (3) and § 264b HBG. 7 These entities are neither consolidated nor accounted for using the equity method due to their overall immateriality for the Group Financial Statements. 8 The amounts shown for entities accounted for using the equity method and for proportionately consolidated entities correspond to the annual financial statements drawn up in accordance with uniform IFRS rules. Equity not denominated in euros is translated into euros using the closing exchange rate at the balance sheet date, earnings are translated using the average rate. 9 First-time consolidation. 10 Deconsolidation in financial year 2023: Alphabet Austria Fuhrparkmanagement GmbH, Salzburg (merger), BMW Services Ltd, Bracknell (in liquidation), BMW (UK) Investments Ltd, Bracknell (in liquidation), BLMC Ltd, Bracknell (in liquidation). 11 Control on basis of economic dependence. 28 18 16 16 10 8 6 5 3 3 242 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Notes to the Group Financial Statements Munich, 12 March 2024 Bayerische Motoren Werke 5 Exemption from drawing up a management report applied in accordance with § 264 (3) and § 264b HBG. Aktiengesellschaft 4 Profit and Loss Transfer Agreement with a subsidiary of BMW AG. 2 The amounts shown for foreign affiliated companies correspond to the annual financial statements drawn up in accordance with uniform IFRS rules. Equity and earnings not denominated in euros are translated into euros using the closing exchange rate at the balance sheet date. 241 To Our Stakeholders BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Notes to the Group Financial Statements BMW AG's participations at 31 December 2023 Companies DOMESTIC7 IVM Industrie-Verband Motorrad GmbH & Co. Dienstleistungs KG, Essen SGL Carbon SE, Wiesbaden Hubject GmbH, Berlin Joblinge gemeinnützige AG Leipzig, Leipzig Joblinge gemeinnützige AG Berlin, Berlin Racer Benchmark Group GmbH, Landsberg am Lech Joblinge gemeinnützige AG München, Munich Deutsches Forschungszentrum für Künstliche Intelligenz GmbH, Kaiserslautern GSB Sonderabfall-Entsorgung Bayern GmbH, Baar-Ebenhausen Northvolt AB, Stockholm Equity in € million Profit/loss in € million Capital investment in % 1 The amounts shown for German affiliated companies correspond to the annual financial statements drawn up in accordance with German accounting rules (HGB). 3 Profit and Loss Transfer Agreement with BMW AG. The Board of Management FOREIGN7 Jochen Goller Jochen Goller Ilka Horstmeier Walter Mertl Dr-Ing Milan Nedeljković Dr-Ing Joachim Post Frank Weber 245 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Independent Auditor's Report Remuneration Report Other Information ← = Q INDEPENDENT AUDITOR'S REPORT Report on the audit of the consolidated financial statements and of the group management report Audit Opinions We have audited the group financial statements of Bayerische Motoren Werke Aktiengesellschaft, Munich, and its subsidiaries (the Group), which comprise the balance sheet for the group at 31 December 2023, and the income statement for the group, the statement of comprehensive income for the group, the state- ment of changes in equity for the group and the cash flow state- ment for the group for the financial year from 1 January to 31 December 2023, and notes to the group financial state- ments, including material accounting policy information. In addi- tion, we have audited the group management report of Bayer- ische Motoren Werke Aktiengesellschaft, which is combined with the Company's management report, for the financial year from 1 January to 31 December 2023. In accordance with the Ger- man legal requirements, we have not audited the content of those parts of the group management report listed in the "Other Information" section of our auditor's report. In our opinion, on the basis of the knowledge obtained in the audit, the accompanying consolidated financial statements comply, in all material respects, with the IFRSs as adopted by the EU, and the additional requirements of German commercial law pursuant to § [Article] 315e Abs. [paragraph] 1 HGB [Handelsgesetzbuch: German Commercial Code] and, in compliance with these requirements, give a true and fair view of the assets, liabilities, and financial position of the Group as at 31 December 2023, and of its financial performance for the financial year from 1 January to 31 December 2023, and the accompanying group management report as a whole provides an appropriate view of the Group's position. In all material respects, this group management report is consistent with the consolidated financial statements, complies with German legal requirements and appropriately presents the opportunities and risks of future development. Our audit opinion on the group management report does not cover the content of those parts of the group management report listed in the "Other Information" section of our auditor's report. Pursuant to § 322 Abs. 3 Satz [sentence] 1 HGB, we declare that our audit has not led to any reservations relating to the legal compliance of the consolidated financial statements and of the group management report. Basis for the Audit Opinions Oliver Zipse 246 We conducted our audit of the consolidated financial statements and of the group management report in accordance with § 317 HGB and the EU Audit Regulation (No. 537/2014, referred to subsequently as "EU Audit Regulation") in compliance with Ger- man Generally Accepted Standards for Financial Statement Au- dits promulgated by the Institut der Wirtschaftsprüfer [Institute of Public Auditors in Germany] (IDW). Our responsibilities under those requirements and principles are further described in the "Auditor's Responsibilities for the Audit of the Consolidated Fi- nancial Statements and of the Group Management Report" sec- tion of our auditor's report. We are independent of the group en- tities in accordance with the requirements of European law and German commercial and professional law, and we have fulfilled our other German professional responsibilities in accordance with these requirements. In addition, in accordance with Article 10 (2) point (f) of the EU Audit Regulation, we declare that we have not provided non-audit services prohibited under Arti- cle 5 (1) of the EU Audit Regulation. We believe that the audit evidence we have obtained is sufficient and appropriate to Oliver Zipse The Board of Management To Bayerische Motoren Werke Aktiengesellschaft, Munich Munich, 12 March 2024 Walter Mertl Ilka Horstmeier Dr-Ing Milan Nedeljković Bayerische Motoren Werke Aktiengesellschaft Dr-Ing Joachim Post Frank Weber 243 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Remuneration Report Other Information ←三〇 244 Responsibility Statement by the Company's Legal Representatives 245 Independent Auditor's Report 252 Independent Practitioner's Report Responsibility Statement and Auditor's Report RESPONSIBILITY STATEMENT 04 LEGAL REPRESENTATIVES ← = Q RESPONSIBILITY STATEMENT BY THE COMPANY'S Responsibility Statement and Auditor's Report Remuneration Report Responsibility Statement by the Company's Legal Representatives Other Information Group Financial Statements BMW Group Report 2023 To Our Stakeholders Combined Management Report 244 AND AUDITOR'S REPORT "To the best of our knowledge, and in accordance with the appli- cable reporting principles, the Group Financial Statements give a true and fair view of the assets, liabilities, financial position and results of operations of the Group, and the Group Management Report includes a fair review of the development and perfor- mance of the business and position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group." Statement pursuant to § 117 No.1 of the German Securities Trading Act (WPHG) in conjunction with § 297 (2) sentence 4 and § 315 (1) sentence 5 of the German Commercial Code (HGB) The BMW Group aims to be the most successful and sustainable premium provider of individual mobility. The business strategy focuses on the customer and the provision of sustainable individ- ual mobility in the premium segment, taking into account high profitability, in order to secure the Company's independence in the future. The remuneration system contributes to the imple- mentation of the business strategy and the sustainable and long- term development of the Company. It also takes into account the concerns of the Company's important stakeholders (in particular, shareholders, customers and employees). The incentive effects of the various remuneration components have a complementary effect. The total remuneration is in line with market practice both in terms of amount and structure, and takes into account the size, complexity and economic situation of the Company. The remuneration system observes the principle of consistency between the remuneration systems in the Company: the remuneration systems for the Board of Management, executives and employees of BMW AG are all designed in a similar way. The remuneration system takes into account both the performance of the entire Board of Management and the achievement of individual targets. The remuneration system ensures that both positive and negative developments are appropriately reflected in the remuneration ("pay for performance"). The total remuneration of the members of the Board of Management is commensurate with their tasks and performance as well as the Company's situation. OF THE BOARD OF MANAGEMENT The remuneration system which has been in place since the 2021 financial year complies with the provisions of the German Stock Corporation Act (AktG) and the recommendations and suggestions of the GCGC. The Supervisory Board has applied the following principles in designing the remuneration system for the Board of Management: Principles of the remuneration system and the contribution of remuneration to the promotion of the Company's business strategy and its long-term development 1. III. REMUNERATION OF THE MEMBERS ← = Q Other Information The fixed basic remuneration counteracts the temptation to take disproportionately high risks in order to achieve short- term goals, and thus contributes to the long-term development of the Company. It ensures a minimum income appropriate to the tasks and responsibilities of a member of the Board of Management. III. Remuneration of the Members of the Board of Management The remuneration structure is geared towards the sustainable and long-term development of the Company. Therefore, variable remuneration components are pre- dominantly granted on the basis of a multi-year assessment. The variable bonus is divided into two parts, which influence behaviour in different ways. The earnings-related component of the bonus rewards recipients for achieving the Company's financial targets in the vesting year, and promotes the earnings-related parts of the business strategy. In contrast, the performance component of the bonus is based on non-financial performance criteria, which are also derived from the business strategy. In this respect, the performance component of the bonus also offers particular incentives to encourage individuals to pursue the goals of the business strategy consistently for the long-term development of the Company. These goals do not have to be directly reflected in the key financial indicators for a given vesting year. The table below shows an overview of the current remuneration system. COMPONENT focus targets. The obligation to use the total net amount to purchase shares of common stock in the Company and to hold these shares for at least four years is a share ownership guideline that strengthens the entrepreneurial long-term orientation of the Board of Management. Implementing the corporate strategy sustainably by taking appropriate decisions also creates lasting value for the shareholders, and thus regularly provides the basis for positive long-term capital market performance. Due to the substantial investment and the fixed holding period associated with these shares, members of the Board of Management participate in the long-term positive (and negative) development of the Company, as reflected in the share price and dividend trends. Strategic relevance Remuneration Report Retirement benefits Compensation payments Fringe benefits Base salary Parameters/measurement base, applicable amounts FIXED REMUNERATION COMPONENTS Overview of the remuneration system 2. III. Remuneration of the Members of the board of Management ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report 259 The amount of the variable share-based remuneration also depends on the fulfilment of financial and non-financial objectives derived from the business strategy, since 50% of the target personal cash investment amount earmarked for share purchases is linked to a financial key indicator (ROCE in the Automotive segment), and 50% is linked to strategic Group Financial Statements Responsibility Statement and Auditor's Report VI. Other Considerations 258 257 ² Due to rounding, it is possible that individual figures in this report may not add up exactly to the totals provided, and that the percentages presented here may not be an exact reflection of the absolute values to which they relate. 1 For reasons of simplicity, this report partially uses the masculine form in reference to persons. It is intended to represent all genders. VII. Auditor's Report 305 304 The 2023 financial year was very successful for the BMW Group. A total of 2,554,183 vehicles were delivered - a new record for the BMW Group. The BMW brand defended its leading position in the global premium segment by selling just under 2.3 million delivered vehicles. The Rolls-Royce brand also achieved record sales. BMW Motorrad achieved the strongest sales in the Com- pany's history in the year of its 100th anniversary. REVIEW OF THE 2023 FINANCIAL YEAR FROM A REMUNERATION PERSPECTIVE I. schaft, Frankfurt am Main, Munich branch, has audited the Re- muneration Report beyond the requirements of § 162 (3) Sen- tences 1 and 2 AktG. The Auditor's Report is attached to this report. Wirtschaftsprüfungsgesell- GmbH PricewaterhouseCoopers In order to facilitate understanding, the basic features of the re- muneration system applicable to the members of the Board of Management and the Supervisory Board, as applied in the 2023 financial year, are also set out below. In view of the fact that indi- vidual members of the Board of Management also received re- muneration components from the remuneration system in effect in the 2018 financial year during the 2023 financial year, ele- ments of these systems are also explained to the extent neces- sary for comprehension. The Board of Management and the Supervisory Board have pre- pared this Remuneration Report in accordance with the require- ments of § 162 of the German Stock Corporation Act (AktG). The report shows and explains the remuneration granted and owed to the individual current and former members of the Board of Management and the Supervisory Board of Bayerische Motoren Werke Aktiengesellschaft (BMW AG) in the financial year 2023.1.2 REMUNERATION REPORT VARIABLE REMUNERATION COMPONENTS BMW Group Report 2023 BMW Group Report 2023 To Our Stakeholders Combined Management Report To Our Stakeholders Combined Management Report Responsibility Statement and Auditor's Report There are no plans to change the remuneration system for mem- bers of the Supervisory Board for the 2024 financial year. The remuneration system and the target remuneration for the remuneration levels of the members of the Board of Manage- ment, as described in this report for the 2023 financial year, will continue to apply unchanged in the 2024 financial year. In De- cember 2023, the Supervisory Board set the targets for variable remuneration for the 2024 financial year on the basis of a pro- posal by the Personnel Committee. A resolution was passed to raise the required level of performance for the earnings compo- nent of the bonus for the Board of Management, which remains limited to 180% of the target remuneration. 2024 FINANCIAL YEAR OUTLOOK FOR THE II. Incorporation. In the 2023 financial year, Dr Martin Kimmich was appointed by the court to replace Mr Manfred Schoch as a mem- ber of the Supervisory Board on 18 January 2023. Mr Schoch left the Supervisory Board on 31 December 2022. On 23 January 2023, Dr Kimmich was appointed as the first deputy chair by the Supervisory Board and as a member of the Personnel and Audit Committee. As the first deputy chair, he is also a member of the Presiding Board and the legally required Mediation Committee. Apart from this, the composition of the Personnel Committee, which is responsible for the preparation of remuneration deci- sions in accordance with the Supervisory Board's rules of proce- dure, did not change in the 2023 financial year. The Supervisory Board awarded a contract to new external remuneration consult- ants in the 2023 financial year. The Remuneration Report for the 2022 financial year was confirmed by the Annual General Meet- ing on 11 May 2023 with a majority of 94.14% of the valid votes cast. In view of the high level of approval, there was no reason to rethink the implementation of the current remuneration system or the manner of reporting. Changes were made to make certain issues clearer. The remuneration system for the members of the Supervisory Board is set out in Article 16 of the Articles of Incorporation and provides only for fixed remuneration. It was confirmed by the An- nual General Meeting on 12 May 2021 with a majority of 99.40% of the valid votes cast, and implemented for the 2023 financial year in accordance with the provisions of the Articles of The composition of the Board of Management changed during the 2023 financial year. Mr Pieter Nota left the Board of Man- agement on 31 October 2023 by mutual agreement as part of a succession arrangement. Dr Nicolas Peter left the Board of Man- agement on 11 May 2023. This was also by mutual agreement as part of a succession arrangement. ▾ Premature termination of activities and post-contractual non-competition clause Mr Walter Mertl was appointed as the member of the Board of Management respon- sible for Finance on 12 May 2023. Mr Jochen Goller was ap- pointed as the member of the Board of Management responsible for Customer, Brands, Sales on 1 November 2023. From the start date of his second period of office on 1 July 2023, Mr Frank Weber was eligible to receive the target remuneration in the sec- ond remuneration level, which is available to members of the Board of Management from their second period of office. If necessary, and in the interest of the long-term success of BMW AG, the Supervisory Board may temporarily deviate from the remuneration system - as provided for in § 87a (2) Sentence 2 AktG. In accordance with G.11 of the German Corporate Gov- ernance Code dated 28 April 2022 ("GCGC"), the Supervisory Board has also reserved the right to make adjustments if extraor- dinary developments occur, such as significant acquisitions and disposals, or changes in accounting standards or tax regulations that have a significant impact. After due examination, it did not make use of these options for the 2023 financial year. makes up part of the long-term variable remuneration (share- based remuneration) component was also exceeded. In terms of the non-financial strategic focus targets for the long-term vari- able remuneration, the ambitious targets related to the reduction of fleet carbon emissions in the EU were exceeded, while the BMW Group's sales targets for all-electric vehicles were not quite met in full. Share-based remuneration for the financial year 2023 Thanks to its strong overall performance, the Board of Manage- ment exceeded both the financial and a large part of the non- financial targets for short-term variable remuneration (bonuses) for the 2023 financial year. 7 Bonus for the 2023 financial year The fi- nancial target tied to ROCE in the Automotive segment which In December 2022, the Supervisory Board set ambitious targets linked to the variable remuneration of the members of the Board of Management for the 2023 financial year. Of the total variable target remuneration available, around 39% was linked to envi- ronmental, social or governance (ESG) targets. The Supervisory Board has set ambitious targets to reduce fleet carbon emissions in the EU and to increase all-electric vehicle sales. These serve as strategic focus targets that correspond to 50% of the long- term variable remuneration (share-based remuneration). The Supervisory Board has thus once again incorporated the strate- gic importance of accelerating the electrification of the vehicle fleet into the remuneration for the members of the Board of Man- agement. The Supervisory Board placed particular emphasis on environmental sustainability targets, which make up 50% of the long-term variable remuneration. The current remuneration system for the members of the Board of Management came into effect on 1 January 2021. The Annual General Meeting approved it on 12 May 2021 with a majority of 91.60% of the valid votes cast. The Supervisory Board did not resolve any changes to the remuneration system or the target remuneration in the remuneration levels set out for the members of the Board of Management in the 2023 financial year. The BMW Group generated a strong profit in the 2023 financial year. Group net profit amounted to € 12.2 billion, with € 11.3 bil- lion attributable to BMW AG shareholders, while the Group return on sales after tax amounted to 7.8%. Under the leadership of the Board of Management, the Company continued to drive the BMW Group's transformation to electromobility forward in the re- porting year. The BMW Group increased its sales of all-electric ve-hicles at a significantly greater pace than the market as a whole and has an all-electric offering in every major segment. The proportion of total sales attributable to all-electric vehicles went up to around 15%. ← = Q II. Outlook for the 2024 Financial Year Remuneration Report Other Information Group Financial Statements Member of the Board of Management: -10% individual targets ― € 1.05 million p. a. (from second period of office or fourth year of mandate = second remuneration level) - Criteria for the other cross-divisional targets include in particular: Market position compared to competitors, innovation performance (economic), development of the BMW Group's reputation based on non-ESG-related aspects (e. g. perception on capital markets, brand strength), customer orientation - Criteria for cross-divisional targets with ESG criteria include in particular: Innovation performance (environmental, e. g. reduction of carbon emissions), development of the BMW Group's reputation based on ESG aspects (e. g. corporate culture, promotion of integrity and compliance), adaptability, attractiveness as an employer, leadership performance Stock Corporation Act (AktG) -40% other cross-divisional targets -50% cross-divisional targets with ESG criteria ― Composition of performance factor:* - Additional trend analysis over at least three financial years - Relevant period is the vesting year - Primarily qualitative, non-financial criteria, expressed in terms of a performance factor, aimed at measuring the Board member's contribution to sustainable and long-term performance and corporate orientation -Formula: 50% of target amount x performance factor ― € 1.050 million (Chairman of the Board of Management) ― € 0.575 million (from second period of office or fourth year of mandate = second remuneration level) - € 0.475 million (first period of office = first remuneration level) - Base amount p. a. (50% of target bonus amount): Assessment period one year Parameters/measurement base, applicable amounts (at 100% target achievement corresponds to 50% of target amount) ― Measurement parameters and target values are determined before the start of the financial year Performance component - Performance factor may not exceed 1.8 ― € 0.855 million (first period of office = first remuneration level) -50% of the target amount depends on the achievement of predefined strategic focus targets (strategic focus target component) ― Capped at 180% of target amount -50% of target amount depends on ROCE achieved in the Automotive segment (RoCE component) ― € 2.35 million (Chairman of the Board of Management) ― € 1.28 million (from second period of office or fourth year of mandate = second remuneration level) ― € 1.10 million (first period of office = first remuneration level) - Target amount p. a. (at 100% target achievement): ― Assessment period of five years in total (one year for determining the personal cash investment amount, four years holding requirement) - Requirement for Board of Management members to hold the acquired shares of common stock for at least four years; this requirement remains in effect for individuals who step down from the Board of Management (share ownership guideline) - Payment as part of the next payroll run after the Annual General Meeting at which the Financial Statements are presented for the relevant vesting year ― Requirement for Board of Management members to invest an earmarked cash amount (personal cash investment amount), net of tax and deductions, in shares of BMW common stock immediately after disbursement Calculation Share-based remuneration Personal cash investment amount Strategic relevance -Performance component of bonus motivates the pursuit of non-financial strategic targets and is therefore beneficial for the long-term development of the BMW Group -Earnings component of bonus rewards attainment of financial targets and is beneficial for earnings-related aspects of business strategy ― € 1.890 million (Chairman of the Board of Management) ― € 1.035 million (from second period of office or fourth year of mandate = second remuneration level) - Maximum amount of performance component p. a.: Bonus (continued) COMPONENT III. Remuneration of the Members of the board of Management - Target amount p. a. (at 100% target achievement): (at 100% target achievement corresponds to 50% of target amount] Earnings component performance component) (sum of earnings component and Bonus Bonus - Fixed remuneration components are required for remuneration to be competitive in order to attract and retain qualified members of the Board of Management The base salary counteracts the temptation to take disproportionately high risks in order to achieve short-term goals, and thus contributes to the long-term development of the Company Chairman of the Board of Management: € 700,000 Member of the Board of Management: € 400,000 Pension contribution p. a.: Benefits based on amounts credited to individual savings accounts for contributions paid and interest earned, various forms of disbursement Contractual agreement, main points: non-cash benefits from the use of company cars and the BMW chauffeur service, insurance premiums, contributions towards security systems, employee discounts The Supervisory Board may award payments to compensate for loss of salary from a previous employment relationship and to cover relocation costs in the case of new entrants Defined contribution system with a guaranteed minimum return Base salary is paid monthly on a pro rata basis - € 1.95 million p. a. Chairman of the Board of Management: ― € 0.95 million (first period of office = first remuneration level) ― € 1.15 million (from second period of office or fourth year of mandate = second remuneration level) ― € 2.10 million (Chairman of the Board of Management) ― Capped at 180% of target amount ← = Q Other Information Remuneration Report To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report BMW Group Report 2023 260 - € 1.890 million (Chairman of the Board of Management) - € 1.035 million (from second period of office or fourth year of mandate = second remuneration level) ― € 0.90 million p. a. (first period of office = first remuneration level) - € 0.855 million (first period of office = first remuneration level) -The earnings factor is 1.5 in case of a profit attributable to shareholders of BMW AG amounting to € 6.9 billion and a post-tax return on sales of 7.3% ―The earnings factor is 0 in case of a profit attributable to shareholders of BMW AG below € 3.0 billion or a post-tax return on sales of below 3.0% ― Earnings factor may not exceed 1.8 ― Earnings factor is derived from an allocation matrix determined in advance based on the parameters "profit attributable to shareholders of BMW AG" and "Group post-tax return on sales" in the vesting year ―The earnings factor is 1.0 in case of a profit attributable to shareholders of BMW AG amounting to € 5.3 billion and a post-tax return on sales of 5.6% - Formula: 50% of target amount x performance factor ― € 1.050 million (Chairman of the Board of Management) - € 0.575 million (from second period of office or fourth year of mandate = second remuneration level) ― € 0.475 million (first period of office = first remuneration level) - Base amount p. a. (50% of target bonus amount): - Payment as part of the next payroll run after the Annual General Meeting at which the Financial Statements are presented for the relevant vesting year Assessment period one year - Maximum amount of earnings component p. a.: V. Comparison of Change in Remuneration and Earnings pursuant to § 162 (1) Sentence 2 No. 2 of the German REPORT 2. Principles and elements of remuneration - engagement Obtaining an understanding of the structure of the sustainability organization and of the stakeholder In the course of our assurance engagement, we have, amongst other things, performed the follow-ing assurance procedures and other activities: In a limited assurance engagement the procedures performed are less extensive than in a reason-able assurance engagement, and accordingly a substantially lower level of assurance is ob- tained. The selection of the assurance procedures is subject to the professional judgement of the assur-ance practitioner. the Sustainability Disclosures in the sections "Dialog with stakeholders", "Further GRI in-formation" and "SASB- Index" of the Company's Integrated Group Report have not been prepared, in all material aspects, in accordance with the relevant GRI-Criteria. the Disclosures on Non-financial Reporting denoted with the symbol [[ ]] of the Com-pany's Combined Non-financial Statement, which is integrated into the combined man- agement report contained in the Integrated Group Report, other than the external sources of documentation or expert opinions mentioned in the Disclosures on Non-financial Re- porting denoted with the symbol [[ ]] of the Combined Non-financial Statement, have not been prepared, in all material respects, in accordance with §§ 315c in conjunction with 289c to 289e HGB and the EU Taxonomy Regulation and the Delegated Acts issued thereunder as well as the interpretation by the executive directors disclosed in section "EU-Taxonomy" of the Combined Non- financial Statement, or We conducted our assurance engagement in accordance with In- ternational Standard on Assur-ance Engagements (ISAE) 3000 (Revised): Assurance Engagements other than Audits or Re- views of Historical Financial Information, issued by the IAASB. This Standard requires that we plan and perform the assurance engagement to obtain limited assurance about whether any matters have come to our attention that cause us to believe that Our responsibility is to express a conclusion with limited assur- ance on the Disclosures on Non-financial Reporting denoted with the symbol [[ ]] of the Combined Non-financial Statement and the Sustainability Disclosures in the sections "Dialog with stake- holders", "Further GRI infor-mation" and "SASB-Index" of the In- tegrated Group Report based on our assurance engagement. Responsibility of the Assurance Practitioner Our audit firm applies the national legal requirements and pro- fessional standards – in particular the Professional Code for Ger- man Public Auditors and German Chartered Auditors ("Berufssatzung für Wirtschaftsprüfer und vereidigte Buch- prüfer": "BS WP/vBP") as well as the Standard on Quality Man- agement 1 published by the Institut der Wirtschaftsprüfer (Insti- tute of Public Auditors in Germany; IDW): Requirements to quality management for audit firms (IDW Qualitätsmanagementstand- ard 1: Anforderungen an das Qualitätsmanagement in der Wirtschaftsprüferpraxis - IDW QMS 1 (09.2022)), which requires the audit firm to design, imple-ment and operate a system of quality management that complies with the applicable legal re- quirements and professional standards. Audit Firm's Independence and Quality Management We have complied with the German professional provisions re- garding independence as well as other ethical requirements. ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Independent Practitioner's Report Group Financial Statements Inquiries of the executive directors and relevant employees involved in the preparation of the Integrated Group Report regarding the preparation process, the internal control system relat-ing to this process and selected disclosures in the Integrated Group Report BMW Group Report 2023 To Our Stakeholders Combined Management Report Identification of the likely risks of material misstatement of the Integrated Group Report Analytical evaluation of selected disclosures in the Integrated Group Report We do not express an assurance opinion on the external sources of documentation or expert opinions mentioned in the Disclo- sures on Non-financial Reporting denoted with the symbol [[ ]] of the Company's Combined Non-financial Statement. the Sustainability Disclosures in the sections "Dialog with stakeholders", "Further GRI in-formation" and "SASB- Index" of the Company's Integrated Group Report for the period from 1 January to 31 December 2023 have not been prepared, in all material aspects, in accordance with the relevant GRI-Criteria. the Disclosures on Non-financial Reporting denoted with the symbol [[ ]] of the Com-pany's Combined Non-financial Statement for the period from 1 January to 31 December 2023, which is integrated into the combined management report contained in the Inte-grated Group Report, have not been prepared, in all material aspects, in accordance with §§ 315c in conjunction with 289c to 289e HGB relevant to these disclosures and the EU Taxonomy Regulation and the Delegated Acts issued thereunder as well as the interpreta- tion by the executive directors disclosed in section "EU- Taxonomy" of the Non-financial Statement, or Based on the assurance procedures performed and evidence obtained, nothing has come to our attention that causes us to believe that Assurance Opinion ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Independent Practitioner's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 254 In determining the disclosures in accordance with Article 8 of the EU Taxonomy Regulation, the executive directors are required to interpret undefined legal terms. Due to the immanent risk that undefined legal terms may be interpreted differently, the legal conformity of their interpretation and, accordingly, our assurance engagement thereon are subject to uncertainties. Evaluation of CO₂ compensation certificates exclusively with regard to their existence, but not with regard to their impact. Evaluation of the presentation of the disclosures Inquiries on the relevance of climate-risks Evaluation of the process to identify taxonomy-eligible and taxonomy-aligned economic activi-ties and the corresponding disclosures in the Combined Non-financial Statement Testing of processes for the collection, control, analysis and aggregation of selected data from various Group sites on a sample basis Restriction of Use 253 The EU Taxonomy Regulation and the Delegated Acts issued thereunder contain wording and terms that are still subject to considerable interpretation uncertainties and for which clarifica- tions have not yet been published in every case. Therefore, the executive directors have disclosed their interpretation of the EU Taxonomy Regulation and the Delegated Acts adopted thereun- der in section "EU-Taxonomy" of the Combined Non-financial Statement. They are responsible for the defensibility of this inter- pretation. Due to the immanent risk that indeterminate legal terms may be interpreted differently, the legal conformity of the interpretation is subject to uncertainties. The German Public Auditor responsible for the engagement is Michael Popp. RESPONSIBLE FOR THE ENGAGEMENT GERMAN PUBLIC AUDITOR Our auditor's report must always be read together with the au- dited consolidated financial statements and the audited group management report as well as the assured ESEF documents. The consolidated financial statements and the group manage- ment report converted to the ESEF format - including the ver- sions to be filed in the company register - are merely electronic renderings of the audited consolidated financial statements and the audited group management report and do not take their place. In particular, the "Report on the Assurance on the Elec- tronic Rendering of the Consolidated Financial Statements and the Group Management Report Prepared for Publication Pur- poses in Accordance with § 317 Abs. 3a HGB" and our assur- ance opinion contained therein are to be used solely together with the assured ESEF documents made available in electronic form. REFERENCE TO AN OTHER MATTER - USE OF THE AUDITOR'S REPORT We declare that the audit opinions expressed in this auditor's report are consistent with the additional report to the audit com- mittee pursuant to Article 11 of the EU Audit Regulation (long- form audit report). We were elected as group auditor by the annual general meeting on 11 May 2023. We were engaged by the supervisory board on 4 July 2023. We have been the group auditor of Bayerische Motoren Werke Aktiengesellschaft, Munich, without interruption since the financial year 2019. Further Information pursuant to Article 10 of the EU Audit Regulation ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Independent Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 251 - Payment after the Annual General Meeting at which the Financial Statements are presented for the relevant vesting year Munich, 13 March 2024 1 PricewaterhouseCoopers GmbH has performed a limited assurance engagement on the German version of the,,BMW Group Report 2023" and issued an independent practitioner's report in German language, which is authoritative. The following text is a translation of the independent practitioner's report. PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft Michael Popp Wirtschaftsprüfer (German Public Auditor) and making assumptions and estimates about individual non-fi- nancial and sustainability disclosures of the Group that are rea- sonable in the circumstances. Furthermore, the executive direc- tors are responsible for such internal control as the executive di- rectors consider necessary to enable the preparation of an Inte- grated Group Report that is free from material misstatement whether due to fraud or error. This responsibility includes the selection and application of ap- propriate non-financial and sus-tainability reporting methods The executive directors of the Company are responsible for the preparation of the Combined Non-financial Statement in accord- ance with §§ (Articles) 315c in conjunction with 289c to 289e HGB ("Handelsgesetzbuch": "German Commercial Code") and Article 8 of REGULATION (EU) 2020/852 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL of 18. June 2020 on es- tablishing a framework to facilitate sustainable investment and amending Regulation (EU) 2019/2088 (here-inafter the "EU Taxonomy Regulation") and the Delegated Acts adopted there- under, as well as for making their own interpretation of the word- ing and terms contained in the EU Taxonomy Regula-tion and the Delegated Acts adopted thereunder, as set out in section ,,EU-Taxonomy" of the Combined Non-financial Statement and the Integrated Group Report in accordance with the prin-ciples stated in the Sustainability Reporting Standards of the Global Reporting Initiative (hereinaf-ter the "GRI-Criteria") and for the selection of the disclosures in the Combined Non-financial State- ment and the Sustainability Disclosures. Responsibility of the Executive Directors Not subject to our assurance engagement are the external sources of documentation or expert opinions mentioned in the Integrated Group Report. To Bayerische Motoren Werke Aktiengesellschaft, Munich We have performed a limited assurance engagement on the dis- closures in the "BMW Group Re-port 2023" of Bayerische Mo- toren Werke Aktiengesellschaft, Munich, (hereinafter the "Compa-ny") for the period from 1 January to 31 December 2023 (hereinafter the "Integrated Group Re-port") denoted with [[ ]] of the Combined Non-financial Statement, which is inte- grated into the combined management report (hereinafter the "Disclosures on Non-financial Reporting") con-tained in the Inte- grated Group Report, as well as the sustainability disclosures contained in the sections "Dialog with stakeholders","Further GRI information" and "SASB-Index" of the Integrat-ed Group Re- port (hereinafter referred to as "Sustainability Disclosures"). Our engagement in this context relates solely to the disclosures de- noted with the symbol [[ ]] and the disclosures in the sections "Dialog with stakeholders", "Further GRI information" and "SASB-Index". Independent Practitioner's Report on a Limited Assurance En- gagement on Disclosures on Non-financial Reporting and Sus- tainability Disclosures Independent Practitioner's Report on a Limited Assurance Engagement on Disclosures on Non-financial Reporting and Sustainability Discloures¹ INDEPENDENT PRACTITIONER'S REPORT ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Independent Practitioner's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 252 Petra Justenhoven Wirtschaftsprüferin (German Public Auditor) Remuneration granted and owed to members of the Supervisory Board pursuant to § 162 of the German Stock Corporation Act (AktG) We draw attention to the fact that the assurance engagement was conducted for the Company's purposes and that the report is intended solely to inform the Company about the result of the assurance engagement. Consequently, it may not be suitable for any other purpose than the aforementioned. Accordingly, the re- port is not intended to be used by third parties for making (finan- cial) decisions based on it. Our responsibility is to the Company. We do not accept any re-sponsibility to third parties. Our assur- ance opinion is not modified in this respect. PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft 279 6. Retirement benefits 279 Share ownership guideline 5. 278 Remuneration for the 2023 financial year 4. 268 3. Determination and review of the remuneration system and individual remuneration 262 2. Overview of the remuneration system 259 business strategy and its long-term development 1. Principles of the remuneration system and the contribution of remuneration to the promotion of the Company's ment III. Remuneration of the Members of the Board of Manage- 279 Outlook for the 2024 Financial Year 8. 280 300 3. 297 297 Articles of incorporation and procedure 1. 297 Board IV. Remuneration of the Members of the Supervisory 11. Maximum remuneration and remuneration vested in the 2023 financial year (vesting year) 10. Remuneration granted and owed to former members of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG) Remuneration granted and owed to members of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG) Premature termination of activities and post-contractual non-competition clause 297 294 291 9. 7. Malus and clawback provisions Munich, 13 March 2024 Remuneration Perspective 258 297 IV. Remuneration of the Members of the Supervisory Board 258 III. Remuneration of the Members of the Board of Management 257 II. Outlook for the 2024 Financial Year Perspective 256 I. Review of the 2023 Financial Year from a Remuneration 256 Remuneration Report ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 255 Annette Fink (German Public Auditor) Michael Popp Wirtschaftsprüfer 300 V. Comparison of Change in Remuneration and Earnings Pursuant to § 162 (1) Sentence 2 No. 2 of the German Stock Corporation Review of the 2023 Financial Year from a Act (AktG) 305 VII. Auditor's Report 258 II. 257 I. 256 REMUNERATION REPORT ← = Q I. Review of the 2023 Financial Year from a Remuneration Perspective Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 256 REMUNERATION 05 304 VI. Other Considerations * See below for the targets set for the 2023 financial year Variable remuneration for the 2023 financial year. BMW Group Report 2023 239,583 266,667 16 640,000 16 550,000 16 550,000 16 Total variable remuneration 1,012,500 62 2,430,000 62 2,050,000 61 2,050,000 59 Total target remuneration 1,639,756 100 3,910,825 16 550,000 16 550,000 475,000 14 475,000 14 Performance component 239,583 15 575,000 15 475,000 100 14 14 Variable remuneration SHARE-BASED REMUNERATION Personal cash investment amount³ RoCE component Strategic focus target component 266,667 16 640,000 16 475,000 15 3,372,692 3,452,259 29,392 1 34,077 1 Contribution to the company pension scheme 400,000 11 400,000 12 Total fixed remuneration 1,404,392 39 1,334,077 39 BONUS Earnings component 525,000 14 475,000 14 Performance component Fringe benefits (other remuneration]² 27 900,000 27 100 1 Service contract comes to an end on 31 May 2023. See Premature termination of activities and post-contractual non-competition clause. 2 For more information about fringe benefits for the 2022 and 2023 financial years, refer to Remuneration granted and owed to members of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG). 3 Assessment period five years in total: one year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 267 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Target remuneration for the 2023 (2022) financial year FRANK WEBER Development since 1 July 2020¹ 100 Fixed remuneration Other Information III. Remuneration of the Members of the Board of Management FY 2023 FY 2022 in € in % in € in % Fixed remuneration (base salary) 975,000 Remuneration Report 575,000 15 3 Member of the Board of Management until 31 October 2023, service contract comes to an end on 31 July 2024. See Premature termination of activities and post-contractual non-competition clause. "Member of the Board of Management until 11 May 2023, service contract ended 31 May 2023. See Premature termination of activities and post-contractual non-competition clause. 5 Second remuneration level since 1 July 2023. 100 3,932,049 100 3,899,673 100 1 Second remuneration level since 1 October 2022. 2 Service contract comes to an end on 31 July 2024. See Premature termination of activities and post-contractual non-competition clause. 3 For more information about fringe benefits for the 2022 and 2023 financial years, refer to Remuneration granted and owed to members of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG). "Assessment period five years in total: one year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 266 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Target remuneration for the 2023 (2022) financial year NICOLAS PETER Finance 1 January 2017 to 11 May 20231 Remuneration Report Other Information III. Remuneration of the Members of the Board of Management JOACHIM POST Purchasing and Supplier Network 3,502,324 100 3,907,524 62 16 572,500 16 640,000 16 640,000 16 640,000 16 572,500 since 1 January 2022 16 16 640,000 16 2,430,000 62 2,145,000 61 2,430,000 62 2,430,000 640,000 ← = Q FY 2023 FY 2022 102,259 3 Contribution to the company pension scheme 166,667 10 400,000 10 400,000 12 400,000 1 12 627,256 38 1,480,825 38 1,322,692 39 1,402,259 41 BONUS Earnings component Total fixed remuneration 525,000 22,692 30,825 in € in % in € in % in € FY 2023 in % FY 2022 in € in % Fixed remuneration (base salary) 1 437,500 1,050,000 27 900,000 27 900,000 26 Fixed remuneration Fringe benefits (other remuneration]² 23,089 1 27 14 475,000 14 Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report BMW Group Report 2023 270 Maximum value 11.0 shareholders of BMW AG in € billion Profit attributable to Target value 5.3 3.0 Minimum value Minimum value 3.0 0.135 2 Earnings factor 2023. 1 Simplified depiction. 1.000 1.680² 1.800 of target amount Other Information III. Remuneration of the Members of the Board of Management ← = Q Targets set and extent of achievement - earnings component of the bonus for the 2023 financial year Oliver Zipse Member of the Board of Management Overview of earnings component of the bonus for the 2023 financial year Profit attributable to shareholders of BMW AG in € billion Group return on sales after tax in % Performance criteria 1.680 168% Earnings factor Extent to which target achieved Actual value 11.3 7.8 Capped at 180% 9.0 3.0 11.0 Maximum value Target value 5.3 3.0 Minimum value Targets set and extent of achievement – earnings component of the bonus for the 2023 financial year The performance component of the bonus rewards the achieve- ment of certain non-financial targets. Before the beginning of the financial year, the Supervisory Board sets these targets in the form of various non-financial performance criteria and associ- ated metrics. The performance criteria are derived primarily from the corporate strategy, long-term corporate planning and the business development planning done for the following year. The targets are divided into individual targets for the individual mem- bers of the Board of Management (departmental targets) and collective targets for the entire Board of Management (interde- partmental targets). The Supervisory Board has discretion in weighting the performance criteria. Approximately 10% of the target amount for the performance bonus is intended to be allo- cated to the departmental targets. Departmental targets can be department-specific targets or contributions to shared targets measured individually for each department. The remainder of the target amount for the performance bonus (amounting to approx- imately 90%) should be associated with interdepartmental, non- financial targets. In this regard, around 50% of the target amount should be connected to the achievement of non-financial targets relating to environmental, social and governance (ESG targets). Performance component of the bonus The targets set and the extent to which they have been achieved, as well as the specific amounts associated with the earnings component of the bonus for the 2023 financial year, are shown in the following tables. In the 2023 financial year, BMW AG's share of profit attributable to shareholders was € 11.3 billion, and the Group post-tax return on sales was 7.8%. Based on the allocation matrix approved by the Supervisory Board, this pro- vides an earnings factor of 1.680, which corresponds to a target achievement level of 168%. 5.6 - Performance factor may not exceed 1.8 40% other cross-divisional targets -10% individual departmental targets -50% cross-divisional targets with ESG criteria Earnings component of the bonus The bonus consists of an earnings component and a perfor- mance component. If 100% of the target is achieved for both the performance and the earnings component, the share of the bonus attached to each component is 50% of the individual tar- get amount of the bonus. The bonus amount is capped at 180% of the individual target amount. The bonus for the financial year will be paid as part of the next payroll run after the Annual Gen- eral Meeting 2024. Overview (1) Bonus for the 2023 financial year ← = Q III. Remuneration of the Members of the Board of Management Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report The earnings component of the bonus rewards the performance of the business in the 2023 vesting year, as measured by the financial indicators "Profit attributable to shareholders of BMW AG" and "Group post-tax return on sales". For this pur- pose, the Supervisory Board adopted an allocation matrix, from which an earnings factor is derived based on the values achieved. BMW Group Report 2023 To Our Stakeholders *Incorporating the collective departmental targets for the performance component of the bonus. (of which ESG targets: 100%) Approx. 26-27% focus target component Share-based remuneration Strategic Variable target remuneration with ESG targets Approx. 39% in total* 50%) (of which ESG targets: component Approx. 23-24% Bonus Performance 269 Jochen Goller¹ A minimum value, a target value and a maximum value were de- fined for both key figures before the start of the 2023 vesting year. If one of the minimum values is not reached, the earnings factor is zero (corresponding to a target achievement of 0%). If both target values are reached, the earnings factor is 1.000 (cor- responding to a target achievement of 100%). If both maximum values are exceeded, the earnings factor is 1.800 (correspond- ing to a target achievement of 180%, the highest possible per- centage). For intermediate values, the earnings factor is derived from the allocation matrix. Overview of the composition of the bonus - Performance factor is derived from Target value 5.6 7.8 Maximum value 9.0 after tax in % Group return on sales T Earnings component of the bonus: allocation matrix¹ 29,392 Earnings factor is derived from an allocation matrix based on the parameters "Profit attributable to shareholders of BMW AG" and "Group post-tax return on sales" in the vesting year Earnings factor may not exceed 1.8 X + X BONUS PERFORMANCE FACTOR 50% OF TARGET AMOUNT EARNINGS FACTOR PERFORMANCE COMPONENT 50% OF TARGET AMOUNT EARNINGS COMPONENT = 640,000 Ilka Horstmeier Walter Mertl² Nicolas Peter Joachim Post Frank Weber5 ↑ = Q 268 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information III. Remuneration of the Members of the Board of Management ← = Q 4. Remuneration for the 2023 financial year In December 2022, the Supervisory Board determined the target remuneration for the members of the Board of Management for the 2023 financial year as well as the performance criteria for the variable remuneration components provided for in the remuner- ation system. In March 2024, the Supervisory Board set or con- firmed the amount of the variable remuneration components due to the members of the Board of Management for the 2023 finan- cial year after reviewing and assessing the extent to which the targets had been achieved. a) Fixed remuneration for the 2023 financial year Each member of the Board of Management receives a fixed base salary, which is paid monthly on a pro rata basis. The amount of the base salary depends on the individual's respective function on the Board of Management and the duration of their tenure on the Board of Management or their appointment period/remuner- ation level, as applicable. The fringe benefits include, in particular, non-cash benefits from vehicle use and employee discounts and subsidies for safety equipment. In addition, the Supervisory Board can approve pay- ments to newly appointed members of the Board of Management in order to compensate them for loss of salary from a previous employment relationship and/or to cover relocation costs. A com- mitment to cover relocation costs was issued in the 2023 finan- cial year. in € Overview of fixed remuneration for the 2023 financial year 3 Assessment period five years in total: one year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 2 For more information about fringe benefits for the 2022 and 2023 financial years, refer to Remuneration granted and owed to members of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG). 1 Second remuneration level since 1 July 2023. Total target remuneration Variable SHARE-BASED REMUNERATION remuneration Personal cash investment amount³ RoCE component Strategic focus target component Total variable remuneration 595,000 16 550,000 Base salary 16 16 550,000 16 2,240,000 3,644,392 61 2,050,000 61 100 3,384,077 100 595,000 Oliver Zipse Jochen Goller¹ 1,950,000 150,000 966,000 966,000 505,978 966,000 133,000 1,764,000 of the bonus in € Earnings factor Earnings component 525,000 402,500 475,000 575,000 1.680 575,000 301,178 575,000 79,167 1,050,000 amount in € Proportionate target bonus 1 Member of the Board of Management since 1 November 2023. 2 Member of the Board of Management since 12 May 2023. 239,583 Milan Nedeljković Pieter Nota³ 798,000 975,000 1,050,000 Fringe benefits (other remuneration) 26,113 3,331 66,981 570,652 111,981 Total fixed remuneration 1,976,113 153,331 1,116,981 682,633 Milan Nedeljković 1,050,000 27,524 1,077,524 Pieter Nota³ 882,000 1,050,000 Nicolas Peter 437,500 23,089 Joachim Post 900,000 22,692 1,102,049 460,589 922,692 Bonus Earnings component Frank Weber5 52,049 Total target remuneration Total variable remuneration Strategic focus target component 700,000 10 700,000 10 66,667 12 (-) (-) Total fixed remuneration 2,676,113 38 2,667,249 37 219,998 39 (-) BONUS Earnings component 1,050,000 15 1,050,000 Contribution to the company pension scheme (-) (-) 1 in % in € in % in € in % in € FY 2022 in % Fixed remuneration (base salary) 1,950,000 15 27 27 150,000 (-) (-) Fringe benefits (other remuneration]1 26,113 0.4 17,249 0.2 3,331 1,950,000 79,167 14 (-) 16 Total variable remuneration 4,450,000 62 4,450,000 63 341,668 61 Total target remuneration 7,126,113 91,667 100 100 561,666 100 CCC (-) (-) (-) 1 For more information about fringe benefits for the 2022 and 2023 financial years, refer to Remuneration granted and owed to members of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG). 2 Assessment period five years in total: one year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. IIII 264 7,117,249 in € 17 16 1,050,000 15 1,050,000 15 79,167 14 (-) (-) Performance component Variable remuneration 1,175,000 SHARE-BASED REMUNERATION RoCE component 1,175,000 16 1,175,000 17 91,667 16 (-) Strategic focus target component 1,175,000 Personal cash investment amount² BMW Group Report 2023 FY 2023 FY 2023 ― € 0.55 million (first period of office = first remuneration level) ― € 0.64 million (from second period of office or fourth year of mandate = second remuneration level) ― € 1.175 million (Chairman of the Board of Management) - Formula: 50% of target amount x RoCE factor - ROCE factor is derived from the RoCE achieved in the Automotive segment for the vesting year - Minimum, target and maximum values for ROCE are defined before the start of the financial year - ROCE factor may not exceed 1.8 - Maximum amount of ROCE component p. a.: ― € 0.990 million (first period of office = first remuneration level) - € 1.152 million (from second period of office or fourth year of mandate = second remuneration level) - € 2.115 million (Chairman of the Board of Management) - Target amount of strategic focus target component p. a. (50% of target amount for personal cash investment amount): - € 0.55 million (first period of office = first remuneration level) - € 0.64 million (from second period of office or fourth year of mandate = second remuneration level) ― € 1.175 million (Chairman of the Board of Management) - At least two strategic focus targets derived from the strategic plan - Weighting of the strategic focus targets is decided before the start of the financial year - Formula in the event of two strategic focus targets with equal weighting p. a.: 25% of target amount for personal cash investment amount x factor for strategic focus target 1 + 25% of target amount for personal cash investment amount x factor for strategic focus target 2 ― Minimum, target and maximum values are defined before the start of the financial year -Factor for each strategic focus target may not exceed 1.8 - Maximum amount of strategic focus target component p. a.: - Target amount of ROCE component p. a. (50% of target amount for personal cash investment amount): Parameters/measurement base, applicable amounts Strategic relevance (at 100% target achievement corresponds to 50% of target amount) b) Variable remuneration for the 2023 financial year The variable remuneration for the 2023 financial year consists of the bonus and the share-based remuneration. When determining specific target values, the Supervisory Board takes into account, in particular, long-term corporate planning and business devel- opment planning for the following year as submitted to the Su- pervisory Board for approval. For the strategic relevance of the individual remuneration components, see also above 7 Overview of the remuneration system. 5 Second remuneration level since 1 July 2023. 4 Member of the Board of Management until 11 May 2023, service contract ended 31 May 2023. See Premature termination of activities and post-contractual non-competition clause. 3 Member of the Board of Management until 31 October 2023, service contract comes to an end on 31 July 2024. See Premature termination of activities and post-contractual non-competition clause. 2 Member of the Board of Management since 12 May 2023. 1 Member of the Board of Management since 1 November 2023. Ilka Horstmeier Walter Mertl² Approx. 23-24% 1,004,392 261 ― € 0.990 million (first period of office = first remuneration level) BMW Group Report 2023 Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q III. Remuneration of the Members of the board of Management COMPONENT Share-based remuneration (continued) RoCE component (at 100% target achievement corresponds to 50% of target amount) Strategic focus target component To Our Stakeholders ― € 1.152 million (from second period of office or fourth year of mandate = second remuneration level) ― € 2.115 million (Chairman of the Board of Management) -50% of the personal cash investment amount within the target structure depends on the ROCE and is therefore directly linked to a key target for the corporate strategy and reflects BMW AG's aspiration to generate a significant premium on the cost of capital Bonus 27-30% Variable Remuneration 58-66% Share-based Remuneration 31-36% 1 The remuneration structure as defined in the remuneration system for total target remuneration is depicted. 2 Excluding a possible payment to new members of the Board of Management to compensate for salary losses from a previous employment relationship and/or to cover relocation costs. Target remuneration for the 2023 financial year The following tables show the individual target remuneration of the members of the Board of Management and the relative share of the respective remuneration component in the total target re- muneration. The maximum remuneration and remuneration earned for the 2023 financial year are shown below. 7 Maximum remuneration vested in the 2023 financial year (vesting year) 263 BMW Group Report 2023 To Our Stakeholders Combined Management Report Base salary 25-30% Group Financial Statements Target remuneration for the 2023 (2022) financial year OLIVER ZIPSE Chairman of the Board of Management since 16 August 2019 Member of the Board of Management since 13 May 2015 Fixed remuneration Remuneration Report Other Information III. Remuneration of the Members of the Board of Management JOCHEN GOLLER Customer, Brands, Sales since 1 November 2023 ← = Q Responsibility Statement and Auditor's Report FY 2022 ΤΟ Contributions Retirement -The remaining 50% of the personal cash investment amount encourages achievement of strategic focus targets and therefore contributes to business performance in key strategic areas -Commitment to purchase shares of the Company's common stock and the four-year holding period provide additional motivation to support the Company's long-term development Malus and clawback rules Malus Clawback - Agreement to withhold variable remuneration in the event of specified serious compliance violations or (withholding amounts provisionally) in the event of reasonable suspicions of such ― Amounts may also be withheld in principle after a member has left the Board - Agreement entitling the BMW Group to reclaim variable remuneration already paid out in the event of specified serious incidences of non-compliance, incorrect calculation bases or incorrect financial statements ― Amounts may also be clawed back in principle after a member has left the Board 262 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report benefits 7-12% Other Information ← = Q 3. Determination and review of the remuneration system and individual remuneration Determining the system and structure of Board of Management remuneration, and reviewing it regularly, is a task of the full Su- pervisory Board, as is determining the individual level of remu- neration of members of the Board of Management. The Person- nel Committee of the Supervisory Board assumes a preparatory function. The Supervisory Board reviews the remuneration system annu- ally to ensure it is appropriate in terms of structure, target and maximum remuneration, as well as actual remuneration. The Su- pervisory Board also takes remuneration studies into account when assessing the market conformity of the target and maxi- mum remuneration, as well as when assessing actual remuner- ation in horizontal terms. Due to the size and structure of the BMW Group, DAX companies are used as a comparison group while taking revenues, employee headcounts and market capi- talisation into consideration. This ensures that the main compet- itors of BMW AG and other global companies are factored in. Ver- tically, the Supervisory Board compares the remuneration of members of the Board of Management with the remuneration of senior executives and with the average remuneration of employ- ees employed by BMW AG in Germany in areas inside and out- side the scope of collective bargaining agreements, including in terms of how they have changed over a period of several years. Recommendations from independent external remuneration ex- perts, as well as suggestions from investor and analyst circles, may also be included in the deliberations. For the 2023 financial year, the review has shown that the target, maximum and actual remuneration are appropriate. - In accordance with the remuneration system, the Supervisory Board acting on the proposal of the Personnel Committee sets specific target remuneration for each individual member of the Board of Management for the upcoming financial year, as well as the performance criteria associated with the variable re- muneration components provided for in the remuneration system. The total target remuneration is composed of the fixed remuner- ation and the variable remuneration. Within the variable target remuneration, the proportion of share-based remuneration as long-term variable remuneration exceeds the share of the bonus as short-term variable remuneration. The share of the individual remuneration components is within the ranges specified by the remuneration system. Overview of total target remuneration for members of the Board of Management¹ Fringe benefits² 1-4% III. Remuneration of the Members of the Board of Management Share-based remuneration RoCE component Approx. 26-27% To Our Stakeholders Combined Management Report Target remuneration for the 2023 (2022) financial year since 1 October 20191 Remuneration Report Other Information III. Remuneration of the Members of the Board of Management PIETER NOTA Customer, Brands, Sales 1 January 2018 to 31 October 2023² ← = Q FY 2023 FY 2022 in € in % in € in % in € FY 2023 in % FY 2022 in € in % 1,050,000 27 MILAN NEDELJKOVIĆ Production BONUS Total fixed remuneration Contribution to the company pension scheme (-) (-) 100 3,477,911 100 2,236,076 100 (-) (-) CCC 937,500 IIII 2 For more information about fringe benefits for the 2022 and 2023 financial years, refer to Remuneration granted and owed to members of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG). 3 Assessment period five years in total: one year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 265 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Target remuneration for the 2023 (2022) financial year Fixed remuneration Fixed remuneration (base salary) Fringe benefits (other remuneration]³ 1 Second remuneration level since 1 November 2022. 27 1,050,000 27 Earnings component 575,000 15 500,000 14 575,000 15 575,000 15 Performance component 38 575,000 500,000 14 575,000 15 575,000 15 Variable remuneration SHARE-BASED REMUNERATION Personal cash investment amount" RoCE component 15 58 1,469,673 1,502,049 1,050,000 27 27,524 1 19,824 1 52,049 1 19,673 1 38 400,000 400,000 11 400,000 10 400,000 10 1,477,524 38 1,357,324 39 10 Group Financial Statements Responsibility Statement and Auditor's Report 1,299,820 2,113,333 27 570,652 26 (-) (-) Fringe benefits (other remuneration]² 66,981 2 39,578 1 111,981 5 (-) (-) Contribution to the company pension scheme 400,000 10 400,000 12 253,623 11 925,000 27 1,050,000 Fixed remuneration (base salary) Fixed remuneration ILKA HORSTMEIER Human Resources and Real Estate, Labour Director since 1 November 20191 Remuneration Report Other Information III. Remuneration of the Members of the Board of Management WALTER MERTL Finance since 12 May 2023 ← = Q (-) FY 2023 FY 2023 in € in % in € in % in € in % in € FY 2022 in % FY 2022 (-) Total fixed remuneration 1,516,981 remuneration Personal cash investment amount³ RoCE component Strategic focus target component Total variable remuneration Total target remuneration 640,000 16 565,000 16 SHARE-BASED REMUNERATION 348,732 (-) 640,000 16 565,000 16 348,732 16 (-) 2,430,000 3,946,981 62 16 61 Variable (-) 38 1,364,578 39 936,256 42 (-) BONUS Earnings component 575,000 15 (-) 491,667 301,178 13 (-) Performance component 575,000 15 491,667 14 301,178 13 14 Overview of variable target remuneration 2023 27 271 Jochen Goller¹ Ilka Horstmeier Walter Mertl² Milan Nedeljković Pieter Nota³ 1,175,000 91,667 640,000 1,962,250 153,083 1,068,800 587,500 587,500 45,833 52,250 45,833 569,875 44,458 Oliver Zipse 320,000 Total Personal cash investment amount in € component BEV in € RoCE component Proportionate target amount Member of the Board of Management in € RoCE factor ROCE component in € Proportionate target amount in € Strategic focus target component (CO2) Strategic Strategic focus target focus target Strategic focus target component (BEV) total Strategic factor component CO₂ (CO2) in € Proportionate Strategic focus target amount target factor in € (BEV) focus target in € 364,800 320,000 310,400 364,800 320,000 310,400 675,200 1,744,000 Nicolas Peter Joachim Post Frank Weber5 266,667 445,333 133,333 152,000 133,333 129,333 281,333 726,667 320,000 3,201,875 249,792 1,744,000 950,294 1,744,000 675,200 310,400 1,239,625 96,708 675,200 348,732 640,000 1.67 640,000 582,382 1,068,800 1,068,800 174,366 focus targets 198,777 169,135 367,912 320,000 1.14 364,800 320,000 0.97 174,366 Strategic ← = Q Overview of share-based remuneration for financial year 2023 150% 100% 50% 0% Actual value 2023 375,716 300,000 Minimum value 380,000 Target value 465,000 Maximum value → Extent to which target achieved: 97% BEV sales in units ← = Q 277 BMW Group Report 2023 Extent to which target achieved 200% 180% T Targets set and extent of achievement - BEV sales 0% 98 Maximum value 103 Target value → Extent to which target achieved: 114% 125 Minimum value CO₂ g/km To Our Stakeholders Combined Management Report 276 Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information III. Remuneration of the Members of the Board of Management With regard to reducing fleet carbon emissions according to WLTP, the Supervisory Board set the following values in g/km CO₂ under WLTP for fleet consumption in Europe as threshold values relevant to remuneration for the vesting year 2023: Mini- mum value: 125 g/km CO₂ (target achievement 50%), target value: 103 g/km CO2 (target achievement 100%), maximum value: 98 g/km CO₂ (extent to which target achieved: 180%). The actual value for the 2023 financial year was 102.1 g/km CO2, resulting in a target achievement of 114%. For sales of all-electric vehicles (BEV), the Supervisory Board set the following reference values in units for the vesting year 2023: minimum value: 300,000 units (target achievement 50%), tar- get value: 380,000 units (target achievement 100%), maximum value: 465,000 units (target achievement 180%). The actual value for the 2023 financial year was 375,716 units, resulting in a target achievement of 97%. BMW Group Report 2023 To Our Stakeholders 550,000 Group Financial Statements Responsibility Statement and Auditor's Report Targets set and extent of achievement for share-based remuneration for financial year 2023 Reduction of fleet CO2 emissions (in g/km) Sales of all-electric vehicles (BEV) in units 25 125 103 98 102.1 114% 1.14 25 300,000 380,000 465,000 375,716 97% 0.97 Strategic focus target component 1.67 167% 20.2 Remuneration Report Other Information III. Remuneration of the Members of the Board of Management Weighting Performance criteria (in %) Minimum value Target value Maximum value The following tables provide an overview of the targets set and extent of achievement for share-based remuneration for the 2023 financial year. Actual value Factor RoCE component RoCE in the Automotive segment (in %) 50 12 16 21 Extent to which target achieved 50% 918,500 313,500 in € Oliver Zipse Jochen Goller¹ Ilka Horstmeier Walter Mertl² Service cost in accordance with IFRS for the financial year 2023 Cash value of entitlements to pension benefits in accordance with IFRS as at 31 December 2023 5,749,540 1,039,801 2,704,634 807,853 3,174,055 2,336,557 4,038,570 712,729 66,667 407,533 254,444 Milan Nedeljković Pieter Nota³ 407,391 407,516 Nicolas Peter' Pension entitlements 2023 166,667 million were incurred. These benefits correspond in their entirety to allocations to pension provisions in accordance with IAS 19. Members of the Board of Management who retire immediately after their service on the Board, or who are deemed to be in an equivalent position, are entitled to acquire vehicles and other BMW Group products and services at conditions that also apply to BMW pensioners and to lease BMW Group vehicles in accord- ance with the guidelines applicable to senior heads of depart- ments. Retired Chairmen of the Board of Management also have the option of using the BMW car service, subject to availability and at a charge. "Value of share portfolio as at 31 December 2023 in relation to base salary paid in 2023. For more information about the base salary, please refer to table in Remuneration granted and owed to mem- bers of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG). 5 Member of the Board of Management since 1 November 2023. 6 Member of the Board of Management since 12 May 2023. 7 Second remuneration level since 1 July 2023. 279 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information III. Remuneration of the Members of the Board of Management ← = Q 6. Retirement benefits The retirement benefits system provides for the Company to make annual contributions to a savings account for every year that members of the Board of Management are appointed. After they are confirmed, pension entitlements become vested when the employment relationship has existed for one year. Members of the Board of Management receive a disability pension in the event of invalidity. Retired members of the Board of Manage- ment are entitled to retirement benefits after the age of 62 at the earliest and after leaving the Board. If a member of the Board of Management dies before becoming entitled to a retirement or in- validity benefit, a surviving spouse or registered partner is enti- tled to a survivor's benefit; otherwise, surviving children are enti- tled to a survivor's benefit depending on their age and level of education. The amount of the benefits to be paid is determined on the basis of the amount accrued in each Board member's in- dividual pension savings account. This figure is in turn based on the annual contributions and annual profit participation depend- ing on the form of investment. For the contributions made, there is a guaranteed minimum interest rate equal to the maximum in- terest rates specified in the German actuarial reserve regulation (Deckungsrückstellungsverordnung). The payment is made as a lump sum or in annual instalments at the discretion of the mem- ber of the Board of Management. For entitlements arising before 2016, there is an option to receive payment as a lifelong monthly pension or in a combined form. In the event of death or invalidity, a minimum benefit in the amount of the potential annual pension contributions that could have been made up to the age of 60 is approved. This benefit cannot exceed ten years of contributions. For members of the Board of Management in office in the 2023 financial year, expenses for post-employment benefits of € 3.2 Joachim Post Frank Weber 408,504 407,525 service contract is terminated prematurely and the Company has an extraordinary right of termination, or if the Board member re- signs without the Company's agreement, entitlements to match- ing components as yet unpaid are forfeited. Entitlements to other variable remuneration components (bonus, personal cash in- vestment amount) are forfeited as soon as they exceed the target amounts. A one-year post-contractual non-competition clause has been agreed with the Board members under specified circumstances against payment of a remuneration amount. Service contracts provide for the payment of a monthly waiting allowance in the amount of the applicable monthly base salary for the duration of the post-contractual non-competition clause. In accordance with Recommendation G.13 of the GCGC, any severance payment is offset against the waiting allowance. The same applies to other income from third parties, except remuneration for Supervisory Board appointments approved during the term of office. The Company may unilaterally waive the requirement to comply with the post-contractual non-competition clause. Dr Nicolas Peter left the Board of Management on 11 May 2023 by mutual agreement as part of a succession arrangement. He received fixed remuneration (base salary and other remunera- tion) of € 0.05 million for the remaining term of his service con- tract up to 31 May 2023. The bonus and personal investment cash amount for the period between 12 May and 31 May 2023 came to € 0.08 million and € 0.09 million respectively. A pro rata pension contribution of € 0.02 million was made for the period between him leaving the Board of Management and the end of his service contract. A one-year post-contractual non-competi- tion clause applies. The waiting allowance contractually owed to him amounts to € 1.1 million for the period from 1 June 2023 to 31 May 2024 and € 0.6 million for the period from 1 June to 31 December 2023. Mr Pieter Nota left the Board of Management on 31 October 2023 by mutual agreement as part of a succession arrange- ment. His service contract comes to an end on 31 July 2024. His remuneration will continue to be paid to him on the contractually agreed due dates until the end of his employment contract; his remuneration will not be settled or paid early; he will not receive a termination payment. For the period from 1 November to 31 December 2023, he received fixed remuneration (base salary and other remuneration) of € 0.2 million, a bonus of € 0.3 million and a personal cash investment amount of € 0.3 million (all pro rata). The pension contribution comes to € 0.07 million for the period from 1 November to 31 December 2023. For the period from 1 January to 31 July 2024, his base salary comes to € 0.6 million, with a maximum bonus of € 0.7 million and a maximum personal cash investment amount of € 0.7 million. The pension contribution for the relevant portion of the 2024 financial year is € 0.2 million. A one-year post-contractual non-competition clause applies. For the period from 1 August 2024 to 31 July 2025, the waiting allowance contractually owed to him amounts to € 1.1 million. 9. Remuneration granted and owed to members of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG) The following tables Remuneration granted and owed show the re- muneration granted and owed to the members of the Board of Management in office during the reporting year in accordance with § 162 AktG. The remuneration shown for the members of the Board of Management who left during the year also includes the remuneration granted and owed in the reporting year after they leave the company. The tables include all amounts received by the individual mem- bers of the Board of Management in the reporting period ("remu- neration granted") and all remuneration legally due but not yet received ("remuneration owed"). In addition to actual amounts received, "remuneration granted" in the reporting year is also assumed to exist if the activity on which the remuneration component is based has been fully per- formed by the member of the Board of Management as of the balance sheet date, and if all conditions for entitlement have been met. Thus, in addition to the fixed remuneration components, the fol- lowing variable remuneration components are reported as remu- neration granted for the 2023 financial year within the meaning of § 162 of the German Stock Corporation Act (AktG): Bonus for the 2023 financial year (to be paid out in 2024) Share-based remuneration (personal cash investment amount) for the 2023 financial year (to be paid out in 2024) Share-based remuneration component (matching component) for vesting year 2018, due to the expiry of the four-year holding period in the 2023 financial year (paid out in 2023) Thus, the remuneration granted and owed includes all remuner- ation components earned through the activities of the members of the Board of Management in the 2023 financial year. In addi- tion, it includes remuneration components already earned as a result of activity in previous financial years, but for which the re- spective member of the Board of Management's payment enti- tlement only arose due to the occurrence of conditions in the 2023 financial year. In addition to the absolute amount of remuneration, the relative share of the relevant remuneration component in the total remu- neration granted and owed is also shown. For the sake of com- pleteness, the individual service cost in accordance with IAS 19 for the Company pension scheme is also shown, although this service cost is not classified as granted or owed remuneration within the meaning of § 162 AktG. BMW Group Report 2023 ← = Q III. Remuneration of the Members of the Board of Management Other Information Remuneration Report 3,238,976 1,174,735 1,845,023 22,870,768 Total 1 Member of the Board of Management since 1 November 2023. 2 Member of the Board of Management since 12 May 2023. 3 Member of the Board of Management until 31 October 2023, service contract until 31 July 2024, see Premature termination of activities and post-contractual non-competition clause. "Member of the Board of Management until 11 May 2023, service contract until 31 May 2023, see Premature termination of activities and post-contractual non-competition clause. 7. Malus and clawback provisions The current remuneration system provides for the possibility of withholding variable remuneration (malus) and reclaiming vari- able remuneration already paid out (clawback) under certain conditions. The rules allow the Supervisory Board to withhold or reclaim variable remuneration in the event of certain serious compliance-related violations (compliance malus and/or compli- ance clawback). These provisions can also be applied where var- iable remuneration components linked to the achievement of cer- tain targets have been paid out on the basis of incorrect calcula- tion bases or incorrect financial statements. Remuneration can also be withheld or reclaimed after an individual's departure from the Board of Management. 3 Last trading day of 2023: 29 December 2023. XETRA closing price on 29 December 2023: € 100.78. The Supervisory Board has not identified any reason to withhold or reclaim variable remuneration components in the 2023 finan- cial year. Board of Management service contracts provide for severance pay to be paid to the Board member in the event of premature termination by the Company without due cause, the amount of which is limited to a maximum of two years' remuneration (sev- erance payment cap). The member will not be compensated for more than the remaining term of the service contract. If the re- maining term of the contract is less than two years, the sever- ance payment is reduced proportionately. The annual remuner- ation paid generally includes the base salary, the target amount of the bonus and target amount of the personal cash investment amount, unless the relevant target amount was not achieved in the previous year. In this case, the bonus that was actually granted or the personal cash investment amount that was actu- ally disbursed will apply. There are no specific severance arrangements covering early termination of a Board member's mandate due to a change of control or in connection with a takeover offer. In the event of death or invalidity, special rules apply for waiving the holding period for shares of common stock that were ac- quired with share-based remuneration components. Where the 280 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report 8. Premature termination of activities and post-contractual non-competition clause 2 Payment of the 2022 cash remuneration component (personal cash investment amount) in May 2023 with subsequent acquisition of reported shares of BMW common stock (purchase date: 31 May 2023; purchase price: € 103.42), for which the four-year holding period until 2027 applies. 1 Includes only shares of BMW common stock acquired using the cash remuneration component of the share-based remuneration programme for members of the Board of Management, for which the four- year holding period has not yet expired. 11,385,016 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information III. Remuneration of the Members of the Board of Management ← = Q 5. Share ownership guideline The members of the Board of Management in office as at 31 De- cember 2023 hold a total of 112,969 shares of BMW common stock which they are required to hold in accordance with the terms of the share-based remuneration programmes for the fi- nancial years 2019-2022. The four-year holding period re- mains in effect even if the member leaves the Board of Management. The share-based remuneration (personal cash investment amount) for vesting year 2022 was disbursed as part of the next payroll run after the Annual General Meeting 2023. The afore- mentioned members of the Board of Management acquired a to- tal of 42,995 shares of BMW common stock immediately there- after which must be held until 2027. The share-based remuner- ation (personal cash investment amount) for vesting year 2023 will be paid as part of the next payroll run after the Annual Gen- eral Meeting 2024. The shares of BMW common stock will be acquired immediately thereafter and must be held until 2028. The value of the shares of common stock in BMW held by the members of the Board of Management in office as at 31 Decem- ber 2023 came to between 237% and 75% of the respective base salary for the 2023 financial year³,4. Pursuant to Article 19 of the Market Abuse Regulation (EU) No. 569/2014 (Managers' Transactions), any purchase or sale of BMW AG shares and related financial instruments by members of the Board of Management must be reported, even after the minimum holding period has expired. No member of the Board of Management reported a sale of BMW AG shares or related fi- nancial instruments in the 2023 financial year. Shares of BMW common stock subject to holding requirements in connection with share-based remuneration for financial years 2019-20221 Share portfolio as at 1 January 2023 Oliver Zipse Jochen Goller5 Ilka Horstmeier Walter Mertl6 Milan Nedeljković Joachim Post Frank Weber' Total 278 Premature termination of activities and post-contractual non-competition clause. Premature termination of activities and post-contractual non-competition clause. 5 Second remuneration level since 1 July 2023. 275,000 266,750 580,250 1,498,750 595,000 993,650 297,500 35,700 (-) 13,308 339,150 288,575 627,725 1,621,375 1 Member of the Board of Management since 1 November 2023. 2 Member of the Board of Management since 12 May 2023. 3 Member of the Board of Management until 31 October 2023, service contract until 31 July 2024. See 4 Member of the Board of Management until 11 May 2023, service contract ended 31 May 2023. See 297,500 275,000 Additions in the financial year 2023² 14,285 Share portfolio as at Value in € as at 31 December 2023 31 December 20233 45,868 203% (-) 6,686 (-) 6,686 673,815 75% 11,383 74,091 7,178 42,995 (-) 18,561 1,870,578 192% 4,117 112,969 2,133,714 21,172 (-) 7,472 (-) (-) (-) 7,374 (-) 20,682 4,622,577 (-) 2,084,332 End of the holding period in the financial year 2023 4,117 Relation value/ base salary 2023 in %4 237% (-) (-) (-) (-) (-) (-) (-) 13,700 199% 100% 669,750 150% target achieved in % 108.0 Performance factor Proportionate target bonus amount in € Performance component of bonus in € Oliver Zipse Interdepartmental targets - Other non-financial 40 92.5 1.03 1,050,000 1,081,500 Departmental targets 10 118.8 50 Interdepartmental targets - ESG in % Targets Continue development of a CO₂ management system in the supply chain Develop competitive products Hand over products ready for mass production on time; focus on new vehicle and digital architecture Continue development of automated driving; develop hydrogen technology Future MINI portfolio 1 Collective assessment of the Board of Management as a team. 2 Individual assessment for each member of the Board of Management. Weighting 10% 273 BMW Group Report 2023 Interdepartmental targets - ESG To Our Stakeholders Combined Management Report Remuneration Report Other Information ← = Q III. Remuneration of the Members of the Board of Management Overview of target achievement for the performance component of the bonus for the 2023 financial year Weighting Average degree to which Group Financial Statements Responsibility Statement and Auditor's Report Ensure access to technology and continued ability to innovate 50 Jochen Goller¹ 10 110.0 Interdepartmental targets - ESG 50 108.0 Walter Mertl² Interdepartmental targets - Other non-financial 40 92.5 1.02 301,178 307,201 Departmental targets 10 111.9 Departmental targets 586,500 575,000 1.02 Interdepartmental targets - Other non-financial 40 92.5 1.02 79,167 80,750 Departmental targets 108.0 10 Interdepartmental targets - ESG 50 108.0 Ilka Horstmeier Interdepartmental targets - Other non-financial 40 92.5 108.1 Interdepartmental targets - ESG Meet quality requirements and cost targets Represent the Company in Chinese projects 2 Individual assessment for each member of the Board of Management. 3 Collective assessment of the Board of Management as a team. 272 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q III. Remuneration of the Members of the Board of Management Targets set for the performance component of the bonus for financial year 2023 Interdepartmental ESG targets Innovation performance (environmental, e. g. proportion of sales attributable to all-electric vehicles (battery electric vehicles, BEV)) Reputation (corporate reputation, preventive activities in ensuring compliance) Adaptability (investment in training and further education, sustainability) Employer attractiveness (e. g. placement in rankings) Weighting 50% Based on the target amount of the performance component of the bonus. Interdepartmental ESG targets³ 50% interdepartmental non-financial targets³ To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information III. Remuneration of the Members of the Board of Management ← = Q Entire Board of Management' Targets set and extent of achievement - performance component of the bonus for the 2023 financial year The Supervisory Board assessed the performance of the mem- bers of the Board of Management in terms of the departmental targets, on the one hand, and the interdepartmental targets, on the other hand, within a target achievement corridor with a partial performance factor between 0 (corresponding to a target being 0% achieved) and 1.80 (corresponding to a target being 180% achieved, the highest possible percentage). The performance factor for the bonus was determined from the partial perfor- mance factors, with a weighting of 10% for the departmental tar- gets and 90% for the interdepartmental targets, in each case in relation to the target amount of the performance component of the bonus. With regard to the interdepartmental targets, 50% of the weighting is for non-financial environmental, social and gov- ernance (ESG) targets, and 40% is for other non-financial tar- gets, in each case in relation to the target amount of the perfor- mance component of the bonus. The leadership performance of the individual members of the Board of Management was assessed along with the overall per- formance of the Board of Management as a whole. With regard to the departmental targets, the Supervisory Board assessed the individual performance of each member of the Board of Manage- ment. With regard to the interdepartmental targets, the Supervi- sory Board considered the Board of Management as a team and assessed the performance of all the members of the Board of Management as a whole. The Supervisory Board's decision- making process is based on a detailed, documented analysis of performance as measured against all the agreed criteria, as well as in-depth discussions at Personnel Committee and full Super- visory Board level. As a basis for the targets set in the previous year and the assessment process following the financial year, the Supervisory Board was guided, in particular, by the quantitative and qualitative metrics that were defined in the corporate plan- ning before the beginning of the financial year. The results of comparative studies and calculations vis-à-vis competitors were also used to assess individual metrics. In addi- tion to a review of performance in 2023, the Supervisory Board carried out a trend review covering several financial years. In do- ing so, it assessed the effects of decisions, measures and the overall course set in previous financial years on the 2023 finan- cial year and also estimated the significance of the performance in 2023 for the future development of the Company. The defined quantitative and qualitative metrics include indica- tors such as vehicle sales, segment shares, the share of sales for electrified and all-electric vehicles and the share of BMW brand vehicles with remote software upgrade capability. Other metrics included assessments of the quality of the customer experience compared to the competition, the R&D ratio, spending on em- ployee training and development and diversity targets. Overview of targets of the performance component of the bonus for the financial year 20231 10% Departmental targets² 40% Other The targets set by the Supervisory Board for the 2023 vesting year as part of the performance component of the bonus, the weighting of the relevant criteria and the individual target achievement are summarised in the tables below. Anticipate market requirements, manage the production network and safeguard the supply chain Leadership performance (employee satisfaction) Other interdepartmental non-financial targets Represent the Company's interests, present new products Progress with sustainability strategy and transformation process Future portfolio of the brands Ensure the BMW Group is an attractive employer and ensure labour availability Manage personnel structures, capacities and costs; oversee skills transformation Real estate portfolio management Progress in terms of decarbonisation and energy supply strategies for each location Anticipate market requirements, manage the production network and safeguard the supply chain Flexible production structure; enhancement of future-oriented production system Continue development of high-quality standards and ensure compliance with these standards Progress in terms of decarbonisation and energy supply strategies for each location Plan sales and prices, realise potential in our sales markets Anticipate market requirements, manage the production network and safeguard the supply chain Continue development of digital marketing and sales concepts and prepare regional direct sales models Effective communication and presentation of new products Capital market communication; continue development of non-financial reporting and reporting structure Risk management and Group financing; optimisation of capital structure; investment planning Walter Mertl (Member of the Board of Management since Performance programme financial targets including untapped potential in digitalisation processes 12 May 2023) Joachim Post Frank Weber Coordinate the work of the Board of Management Increased quality focus Preventive activities in ensuring compliance in the department Leadership performance in the department and achievement of departmental diversity targets Innovation performance (economic, e. g. proportion of sales attributable to new BMW vehicles with the ability to perform remote software upgrades) Customer orientation (product, customer service quality, based on comparative studies and other information) Reputation (e.g. brand strength) Weighting 40% Contribute to meeting growth and profitability targets Joint All members Actual value 2023 102.1 of the Board of Management² Market position (e. g. sales volume of the BMW Group) Specific departmental targets Ilka Horstmeier Milan Nedeljković Pieter Nota (Member of the Board of Management until 31 October 2023)/ Jochen Goller (Member of the Board of Management since 1 November 2023) Nicolas Peter (Member of the Board of Management until 11 May 2023)/ Oliver Zipse 50 departmental targets Milan Nedeljković FY n+3 FY +4 FY +5 Yn+1 Performance period: 4 years Freely available shares Total performance period: 5 years Acquisition of shares (amounting to 100% of the payment amount] 2 At least two strategic focus targets and their proportion of the target amount are determined by the Supervisory Board. 3 Exemplary illustration of price development. "Payment of the personal cash investment amount, acquisition of shares and the start of the four-year holding period occur as part of the next payroll run after the Annual General Meeting at which the annual financial statements for the vesting year are presented. determined by multiplying the RoCE factor for the vesting year by 50% of the individual target amount. Strategic focus targets component of the personal cash investment amount FY n+2 FY + Performance period: 1 year Target amount for the personal cash investment amount The target amounts for the individual members of the Board of Management for the 2023 financial year are presented in the table Overview of share-based remuneration for financial year 2023. RoCE component of the personal cash investment amount Before the beginning of the relevant vesting year, the Supervi- sory Board sets minimum, target and maximum values for the RoCE in the Automotive segment in the vesting year on the basis of corporate planning, and assigns a RoCE factor to each of these values. If the minimum value is not reached, the RoCE factor is 0. If the target value is reached, the RoCE factor is 1.00. If the max- imum value is reached or exceeded, the RoCE factor is 1.80. The ROCE component of the personal investment cash amount is Overview of share-based remuneration¹ FYn Target amount 50% RoCE factor The Supervisory Board sets at least two strategic focus targets before the start of the vesting year. It derives these targets from the corporate strategy and corporate planning. It then sets a min- imum, target and maximum value for each strategic focus target, and assigns a factor to each of these values. If the minimum value is not reached, the factor for that target is 0. If the target value is reached, the factor for that target is 1.00. If the maximum value is reached or exceeded, the factor for that target is 1.80. The strategic focus targets component of the personal cash Extent of target achievement for RoCE in the Automotive segment (value between 0 and 1.80) Target amount 50% Strategic focus target factor Extent of target achievement for strategic focus targets² (value between 0 and 1.80) Personal cash investment amount (capped at 180% of the target amount) Taxes and deductions Amount paid out Share performance over 4 years³ 1 Simplified depiction. RoCE component + strategic focus target component investment amount is determined in a two-step process. In the first step, the factor for the vesting year achieved for the relevant strategic focus target is multiplied by the share of the individual target amount attributable to this target. In the second step, the values determined for the individual strategic focus targets using this calculation are added together. If two strategic focus targets are set, each strategic focus target accounts for 25% of the indi- vidual target amount, unless the Supervisory Board decides on a different weighting. If more than two strategic focus targets are set, the Supervisory Board determines the weighting of each target. BMW Group Report 2023 50% 0% 12 Minimum value 16 21 Target value Maximum value → Extent to which target achieved: 167% RoCE in Automotive segment in % Targets set and extent of achievement - reduction of fleet carbon emissions (EU) T 200% 180% 108.0 | Extent to which target achieved 100% 150% 20.2 Actual value 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q III. Remuneration of the Members of the Board of Management 275 Targets set and extent of achievement for the ROCE component for the 2023 financial year Targets set and extent of achievement for the strategic focus targets component for the 2023 financial year In December 2023, the Supervisory Board set the following stra- tegic focus targets for the vesting year 2022 in accordance with the remuneration system: Reduce fleet carbon emissions in the EU according to WLTP; weighting in relation to individual personal cash investment target: 25%. Targets set and extent of achievement - RoCE component T 200% 180% Extent to which target achieved ROCE in the Automotive segment for the 2023 financial year is defined as segment profit before the financial result, divided by the average capital employed in the segment. In December 2022, the Supervisory Board determined the following values for the ROCE component for the vesting year 2023, based on the long-term corporate planning: minimum value: 12% (target achievement 50%), target value: 16% (target achievement 100%), maximum value: 21% (target achievement 180%). The ROCE achieved in the Automotive Segment for the 2023 finan- cial year is 20.2% and the ROCE factor for calculating the per- sonal cash investment amount is therefore 1.67. Personal cash investment amount = Sales of all-electric vehicles (battery electric vehicles, BEV); weighting in relation to individual personal cash investment target: 25%. Personal cash investment amount 10 111.9 Interdepartmental targets - ESG 50 108.0 Nicolas Peter Interdepartmental targets - Other non-financial 40 92.5 1.03 239,583 246,771 Departmental targets 10 116.9 Departmental targets 586,500 575,000 1.02 40 Interdepartmental targets - Other non-financial The personal cash investment amount for the 2023 financial year will be paid as part of the next payroll run after the Annual General Meeting in 2024. The size of this amount depends on the target amount, the RoCE achieved in the Automotive seg- ment and the degree to which certain strategic focus targets were achieved in the vesting year. The personal cash investment amount is limited to a maximum of 180% of the target amount and is calculated as follows: 92.5 1.02 575,000 586,500 Interdepartmental targets - ESG Departmental targets 111.3 Interdepartmental targets - ESG 50 108.0 Pieter Nota3 40 92.5 10 50 Interdepartmental targets - Other non-financial Joachim Post 535,500 Departmental targets 10 111.9 1 Member of the Board of Management since 1 November 2023. 2 Member of the Board of Management since 12 May 2023. 3 Member of the Board of Management until 31 October 2023, service contract comes to an end on 31 July 2024. See Premature termination of activities and post-contractual non-competition clause. 4 Member of the Board of Management until 11 May 2023, service contract ended 31 May 2023. See Premature termination of activities and post-contractual non-competition clause. 5 Second remuneration level since 1 July 2023. 525,000 BMW Group Report 2023 Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information 108.0 (2) Share-based remuneration for the 2023 financial year As part of the share-based remuneration as a variable long-term component of remuneration, the members of the Board of Man- agement receive a cash payment earmarked for investment in BMW shares of common stock (the "personal cash investment amount"). This amount depends on the achievement of certain financial and non-financial targets in the past financial year (vest- ing year). The members of the Board of Management are obliged to invest their personal cash investment amounts (less taxes and duties) in BMW shares of common stock immediately after dis- bursement, and to hold these shares for a period of at least four years (share ownership guideline). The holding period remains in effect even if the member leaves the Board of Management. ← = Q III. Remuneration of the Members of the Board of Management To Our Stakeholders Combined Management Report 1.02 274 40 92.5 92.5 40 Interdepartmental targets - Other non-financial 475,000 Departmental targets 10 484,500 Interdepartmental targets - ESG 50 108.0 Frank Weber5 Interdepartmental targets - Other non-financial 110.0 1.02 (-) 21 638,000 17 16 (-) Total variable remuneration for vesting year 2023 or earlier vesting years 580,250 Strategic focus target component RoCE component 775,500 25 (-) 918,500 (-) (-) (-) (-) I 2,781,250 (-) (-) (-) (-) 100 or 0 2,734,000 2 The service cost in accordance with IAS 19 represents the expense for the Company; this amount is not paid out to the Board of Management member. 1 Assessment period five years in total: one year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 12 3 For the purposes of compliance with the maximum specified remuneration limit, only the service cost and the remuneration for the vesting year are to be taken into account. See table Maximum remuneration and remuneration vested in the 2023 financial year (vesting year). 4,144,763 4,112,446 Total remuneration plus service cost³ 100 3,736,259 408,504 100 3,703,942 408,504 Total remuneration according to § 162 German Stock Corporation Act (AktG) Service cost² (-) 3,736,259 100 or 0 (-) 3,703,942 Remuneration for vesting year 2023 or earlier vesting years 73 2,734,000 75 2,781,250 Total 73 or 0 (-) 75 or 0 23 III. Remuneration of the Members of the Board of Management 27 in € Earlier vesting years Vesting year 2023 FY 2023 Other Information Remuneration Report Personal cash investment amount¹ Share-based remuneration component (matching component) remuneration SHARE-BASED REMUNERATION Variable in € PCP 2020-2022 Performance component of bonus Earnings component of bonus BONUS Total Fringe benefits (other remuneration) Fixed remuneration (base salary) Fixed remuneration since 1 January 2022 290 JOACHIM POST Purchasing and Supplier Network PERFORMANCE CASH PLAN as a % of total remuneration Vesting year 2022 Earlier vesting years 3 24 as a % of total remuneration FY 2022 ← = Q 465,500 13 855,000 22 484,500 798,000 1,002,259 25 922,692 (-) 102,259 1 (-) 22,692 (-) in € in € 900,000 24 (-) 900,000 (-) BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report (-) FRANK WEBER 75 or 0 (-) 3,038,875 Total variable remuneration for vesting year 2023 or earlier vesting years Total 15 (-) 638,000 16 627,725 Strategic focus target component 18 2,734,000 (-) 25 (-) 993,650 RoCE component (-) (-) (-) (-) (-) (-) 14 775,500 572,900 572,900 3,038,875 Remuneration granted and owed in financial year 2023 (2022) Total remuneration according to § 162 German Stock Corporation Act (AktG) Service cost² 4 For the purposes of compliance with the maximum specified remuneration limit, only the service cost and the remuneration for the vesting year are to be taken into account. See table Maximum remuneration and remuneration vested in the 2023 financial year (vesting year). 3 The service cost in accordance with IAS 19 represents the expense for the Company; this amount is not paid out to the Board of Management member. 2 Assessment period five years in total: one year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 1 Second remuneration level since 1 July 2023. 4,648,502 4,450,792 Total remuneration plus service cost 100 4,240,977 407,525 64 or 14 100 Total remuneration according to § 162 German Stock Corporation Act (AktG) Service cost³ 86 or 14 572,900 3,668,077 100 or 0 (-) 4,043,267 Remuneration for vesting year 2023 or earlier vesting years 78 3,306,900 75 4,043,267 407,525 11 20 (-) Earlier vesting years Vesting year 2023 FY 2022 FY 2023 ← = Q III. Remuneration of the Members of the Board of Management Other Information Remuneration Report Personal cash investment amount² Share-based remuneration component (matching component) remuneration in € SHARE-BASED REMUNERATION PCP 2020-2022 PERFORMANCE CASH PLAN Performance component of bonus Earnings component of bonus BONUS Total Fringe benefits (other remuneration) Fixed remuneration (base salary) Fixed remuneration since 1 July 20201 Development Variable in € as a % of total remuneration Vesting year 2022 465,500 13 855,000 22 535,500 882,000 22 934,077 25 1,004,392 1 (-) 34,077 1 (-) 29,392 21 total remuneration in € in € 900,000 24 (-) 975,000 as a % of Earlier vesting years Remuneration granted and owed in financial year 2023 (2022) To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report (-) 289 1,967,249 19 1,764,000 1,081,500 22 1,890,000 (-) 19 13 1,039,500 (-) 10 2,156,800 21 (-) 135,416¹ 2 15 (-) 1,239,625 Strategic focus target component 16 (-) 24 1,656,750 (-) 1,962,250 RoCE component 1 79,326 (-) 24 1,976,113 0.2 (-) Earlier vesting years Vesting year 2023 in € FY 2022 FY 2023 ← = Q III. Remuneration of the Members of the Board of Management in € Other Information Personal cash investment amount² Share-based remuneration component (matching component) remuneration SHARE-BASED REMUNERATION PCP 2020-2022 Variable Remuneration Report 1,363,000 as a % of total remuneration Earlier vesting years 17,249 0.3 (-) 26,113 19 (-) Vesting year 2022 1,950,000 (-) 1,950,000 total remuneration in € in € as a % of 24 (-) 13 Total variable remuneration for vesting year 2023 or earlier vesting years Total Remuneration Report Personal cash investment amount¹ Share-based remuneration component (matching component) remuneration SHARE-BASED REMUNERATION PCP 2020-2022 Other Information Variable Performance component of bonus Earnings component of bonus BONUS Total Fringe benefits (other remuneration] Fixed remuneration (base salary) PERFORMANCE CASH PLAN remuneration III. Remuneration of the Members of the Board of Management FY 2023 (-) 150,000 total remuneration in € in € as a % of ← = Q Earlier vesting years as a % of total remuneration in € in € Earlier vesting years Vesting year 2023 FY 2022 Vesting year 2022 PERFORMANCE CASH PLAN Fixed Customer, Brands, Sales 98 or 2 135,416 8,023,488 Remuneration for vesting year 2023 or earlier vesting years 81 8,185,376 7,916,499 76 59 or 22 2,236,126 5,949,250 74 or 2 135,416 6,047,375 6,182,791 since 1 November 2023 2,236,126 Total remuneration according to § 162 German Stock Corporation Act (AktG) Service cost³ JOCHEN GOLLER Remuneration granted and owed in financial year 2023 (2022) To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report BMW Group Report 2023 283 4 For the purposes of compliance with the maximum specified remuneration limit, only the service cost and the remuneration for the vesting year are to be taken into account. See table Maximum remuneration and remuneration vested in the 2023 financial year (vesting year). 78 or 22 3 The service cost in accordance with IAS 19 represents the expense for the Company; this amount is not paid out to the Board of Management member. 10,865,354 100 10,152,625 712,729 100 8,158,904 712,729 8,871,633 Total remuneration plus service cost 1 The number of shares purchased in 2019 with the 2018 cash remuneration component (investment component) for the financial year amounted to 4,117. The number of mathematical matching shares for calculating the equivalent value in cash amounts to 1,372. 2 Assessment period five years in total: one year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 24 Performance component of bonus BONUS (-) total remuneration in € as a % of Earlier vesting years Vesting year 2022 in € 937,500 24 (-) 1,050,000 as a % of total remuneration in € Earlier vesting years Vesting year 2023 in € FY 2022 FY 2023 ← = Q III. Remuneration of the Members of the Board of Management Fringe benefits (other remuneration] Total BONUS Earnings component of bonus Performance component of bonus PERFORMANCE CASH PLAN 19 Variable SHARE-BASED REMUNERATION remuneration Share-based remuneration component (matching component) Personal cash investment amount² Remuneration Report Other Information PCP 2020-2022 27,524 (-) 1 (-) (-) (-) (-) (-) (-) 23 RoCE component (-) 24 807,225 (-) 16 Strategic focus target component 1,068,800 Fixed remuneration (base salary) 1,145,800 18 19,824 (-) 0.4 1,077,524 25 957,324 10 19 586,500 22 900,000 13 490,000 (-) 966,000 remuneration Fixed since 1 October 20191 a) Variable remuneration for the 2023 financial year ← = Q III. Remuneration of the Members of the Board of Management Other Information Remuneration Report 2 Payment of 2018 cash remuneration component (investment component) in 2019, immediately following the acquisition of shares of BMW common stock subject to holding requirements for 2019-2023. The variable remuneration for the 2023 financial year and the extent to which targets were achieved are set out above in 7 Variable remuneration for the 2023 financial year. 1 Simplified depiction. 2024 Payment after the Annual General Meeting 2024 Four-year holding period for acquired BMW AG shares Payment after the Annual General Meeting 2024, Acquisition of BMW AG shares Payout of matching component 2018 Contribution to company pension scheme 2028 Basic remuneration and fringe benefits b) Share-based remuneration component (matching component) Share-based remuneration components have been included in the remuneration of members of the BMW AG Board of Manage- ment since 2011. In the 2023 financial year, the matching com- ponent of the share-based remuneration for vesting year 2018 was paid out. Under the share-based remuneration programme for financial year 2018, the members of the Board of Manage- ment in office in 2018 received an amount equal to 45% of the gross bonus as additional cash remuneration from the Company Total Fringe benefits (other remuneration) Fixed remuneration (base salary) remuneration Fixed Chairman of the Board of Management since 16 August 2019 Member of the Board of Management since 13 May 2015 2018 OLIVER ZIPSE To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report BMW Group Report 2023 282 c) Presentation of remuneration granted and owed The following tables show the remuneration granted and owed to the members of the Board of Management in office during the reporting year. cash based on a reference price of € 98.70. A matching compo- nent will be paid for the last time in 2025. for financial year 2018 (the investment component), which they were each required to invest in shares of the Company's com- mon stock after taking taxes and deductions into account. Under a matching plan, the member of the Board of Management re- ceives from the Company - at the Company's discretion - either one additional share of common stock or the equivalent in cash (share-based remuneration component/matching component) for every three shares of common stock held after the four-year holding period. The investment component for financial year 2018 was paid out immediately after the 2019 Annual General Meeting on 16 May 2019, and the shares of common stock were acquired on 17 May 2019 at a price of € 65.84. The holding pe- riod for the shares of common stock acquired in 2019 expired on 16 May 2023. The Company settled the matching component in Remuneration granted and owed in financial year 2023 (2022) Earnings component of bonus 11th May 2023 Personal cash investment amount 2023 (-) (-) Total remuneration plus service cost³ 2,700,550 (-) 1 Assessment period five years in total: one year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. (-) 2 The service cost in accordance with IAS 19 represents the expense for the Company; this amount is not paid out to the Board of Management member. 286 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration granted and owed in financial year 2023 (2022) MILAN NEDELJKOVIĆ Production 3 For the purposes of compliance with the maximum specified remuneration limit, only the service cost and the remuneration for the vesting year are to be taken into account. See table Maximum remuneration and remuneration vested in the 2023 financial year (vesting year). Bonus 2023 (-) (-) 2022 2021 2020 2019 2018 Four-year holding period for acquired BMW AG shares III Share-based remuneration 2018² Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report BMW Group Report 2023 To Our Stakeholders 281 2,446,106 254,444 100 Overview of remuneration granted and owed in 2023 financial year with payout profile¹ (-) (-) (-) 2 Assessment period five years in total: one year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 3 The service cost in accordance with IAS 19 represents the expense for the Company; this amount is not paid out to the Board of Management member. 4 For the purposes of compliance with the maximum specified remuneration limit, only the service cost and the remuneration for the vesting year are to be taken into account. See table Maximum remuneration and remuneration vested in the 2023 financial year (vesting year). 285 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration granted and owed in financial year 2023 (2022) WALTER MERTL Finance since 12 May 2023 Fixed remuneration Fixed remuneration (base salary) Fringe benefits (other remuneration] Total BONUS Earnings component of bonus FY 2022 FY 2023 ← = Q III. Remuneration of the Members of the Board of Management Other Information Remuneration Report 1 Second remuneration level since 1 November 2022. Personal cash investment amount¹ remuneration SHARE-BASED REMUNERATION Variable PCP 2020-2022 PERFORMANCE CASH PLAN Performance component of bonus Share-based remuneration component (matching component) 5,336,794 4,821,014 Total remuneration plus service cost❝ 13 (-) 655,400 2,818,883 75 or 0 (-) 3,296,500 1,145,800 Total variable remuneration for vesting year 2023 or earlier vesting years Total (-) 675,200 Strategic focus target component 16 (-) 796,650 15 Vesting year 2023 57 or 23 75 100 4,929,261 407,533 100 4,413,481 407,533 Total remuneration according to § 162 German Stock Corporation Act (AktG) Service cost³ 77 or 23 3,296,500 1,145,800 100 or 0 (-) 4,413,481 Remuneration for vesting year 2023 or earlier vesting years 80 3,964,683 3,783,461 Earlier vesting years in € in € (-) 15 (-) 367,912 Strategic focus target component (-) (-) (-) 24 (-) 582,382 RoCE component (-) (-) (-) (-) (-) 1,763,473 (-) 100 or 0 (-) 2,446,106 Remuneration for vesting year 2023 or earlier vesting years (-) Total variable remuneration for vesting year 2023 or earlier vesting years 72 Total (-) (-) (-) 72 or 0 (-) 1,763,473 24 (-) (-) 111,981 (-) (-) (-) 23 (-) (-) 570,652 in € in € as a % of Earlier vesting years Vesting year 2022 as a % of total remuneration total remuneration (-) 5 (-) I I 13 (-) (-) (-) (-) 21 505,978 (-) (-) 28 682,633 (-) 307,201 (-) 1,068,800 RoCE component (-) 75 463,541 Total (-) (-) Remuneration for vesting year 2023 or earlier vesting years (-) (-) 463,541 Total variable remuneration for vesting year 2023 or earlier vesting years (-) (-) (-) 75 or 0 16 616,872 100 or 0 1 Assessment period five years in total: one year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. (-) (-) (-) (-) (-) (-) III 100 616,872 66,667 683,539 Total remuneration plus service cost³ Total remuneration according to § 162 German Stock Corporation Act (AktG) Service cost² (-) (-) (-) 2 The service cost in accordance with IAS 19 represents the expense for the Company; this amount is not paid out to the Board of Management member. (-) Strategic focus target component (-) 22 80,750 133,000 (-) (-) (-) 25 (-) (-) (-) 1 (-) 3,331 153,331 96,708 (-) I (-) (-) (-) 25 (-) 153,083 13 RoCE component (-) (-) (-) (-) (-) I (-) 675,200 3 For the purposes of compliance with the maximum specified remuneration limit, only the service cost and the remuneration for the vesting year are to be taken into account. See table Maximum remuneration and remuneration vested in the 2023 financial year (vesting year). BMW Group Report 2023 964,578 25 1,116,981 1 (-) 39,578 20 2 66,981 19 (-) total remuneration in € in € 925,000 (-) 24 966,000 22 (-) (-) (-) (-) (-) (-) 586,500 23 10 18 (-) 481,833 13 885,000 1,145,800 284 (-) as a % of PERFORMANCE CASH PLAN Performance component of bonus Earnings component of bonus BONUS Total Fringe benefits (other remuneration] Variable Fixed remuneration (base salary) Fixed since 1 November 20191 Human Resources and Real Estate, Labour Director ILKA HORSTMEIER Remuneration granted and owed in financial year 2023 (2022) To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report remuneration 1,050,000 PCP 2020-2022 remuneration Earlier vesting years Vesting year 2022 as a % of total remuneration in € Earlier vesting years Vesting year 2023 in € SHARE-BASED REMUNERATION FY 2022 ← = Q III. Remuneration of the Members of the Board of Management Other Information Remuneration Report Personal cash investment amount² Share-based remuneration component (matching component) FY 2023 BMW Group Report 2023 (-) Total variable remuneration for vesting year 2023 or earlier vesting years Total 4,389,100 76 3,426,587 59 or 21 1,145,800 3,243,300 73 or 3 130,087 3,296,500 Total variable remuneration for vesting year 2023 or earlier vesting years Total 14 80 (-) 15 (-) 17 (-) 902,400 24 (-) 1,068,800 675,200 Strategic focus target component RoCE component (-) 742,400 (-) Remuneration for vesting year 2023 or earlier vesting years 130,087 Fixed 1 January 2017 to 11 May 20231 Finance NICOLAS PETER Remuneration granted and owed in financial year 2023 (2022) To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report BMW Group Report 2023 288 4,936,152 5 For the purposes of compliance with the maximum specified remuneration limit, only the service cost and the remuneration for the vesting year are to be taken into account. See table Maximum remuneration and remuneration vested in the 2023 financial year (vesting year). 4 The service cost in accordance with IAS 19 represents the expense for the Company; this amount is not paid out to the Board of Management member. 4,398,549 2 The number of shares purchased in 2019 with the cash remuneration component (investment component) for the 2018 financial year amounted to 3,954. The number of mathematical matching shares for calculating the equivalent value in cash amounts to 1,318. 3 Assessment period five years in total: one year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 1 Member of the Board of Management until 31 October 2023, service contract until 31 July 2024. See Premature termination of activities and post-contractual non-competition clause. Total remuneration plus service cost 100 5,458,773 407,516 100 4,528,636 407,516 Total remuneration according to § 162 German Stock Corporation Act (AktG) Service cost 79 or 21 1,145,800 4,312,973 97 or 3 5,866,289 remuneration (-) 130,0872 total remuneration in € in € as a % of Earlier vesting years Vesting year 2022 as a % of total remuneration in € Earlier vesting years Vesting year 2023 in € FY 2022 1,050,000 FY 2023 III. Remuneration of the Members of the Board of Management Other Information Remuneration Report Personal cash investment amount³ Share-based remuneration component (matching component) remuneration SHARE-BASED REMUNERATION PCP 2020-2022 Variable PERFORMANCE CASH PLAN Performance component of bonus ← = Q 3 (-) 1,050,000 (-) 21 1,145,800 10 10 563,500 19 (-) 1,035,000 21 13 586,500 23 966,000 1,069,673 24 1,102,049 0.4 (-) 19,673 1 (-) 52,049 19 (-) 20 Variable remuneration Fixed remuneration (base salary) 57 or 24 1,359,926 3,249,050 54 or 5 121,105 1,375,937 Total variable remuneration for vesting year 2023 or earlier vesting years 13 (-) 742,400 11 Total (-) Strategic focus target component 16 (-) 902,400 17 (-) 445,333 RoCE component 1 79,326 (-) 281,333 5 1,497,042 Waiting allowance 2,736,798 5 For the purposes of compliance with the maximum specified remuneration limit, only the service cost and the remuneration for the vesting year are to be taken into account. See table Maximum remuneration and remuneration vested in the 2023 financial year (vesting year). 2 The number of shares purchased in 2019 with the cash remuneration component (investment component) for the 2018 financial year amounted to 3,683. The number of mathematical matching shares for calculating the equivalent value in cash amounts to 1,227. 3 Assessment period five years in total: one year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 4 The service cost in accordance with IAS 19 represents the expense for the Company; this amount is not paid out to the Board of Management member. 6,097,075 1 Member of the Board of Management until 11 May 2023, service contract ended 31 May 2023. See Premature termination of activities and post-contractual non-competition clause. Total remuneration plus service cost 100 5,689,801 407,274 100 2,570,131 166,667 Total remuneration according to § 162 German Stock Corporation Act (AktG) Service cost 58 76 or 24 4,329,875 95 or 5 (-) (-) 81 4,608,976 (-) 24 (-) 121,105 2,449,026 Remuneration for vesting year 2023 or earlier vesting years 612,500 1,359,926 121,105² (-) 23 as a % of Earlier vesting years Vesting year 2022 as a % of total remuneration in € in € Earlier vesting years Vesting year 2023 FY 2022 FY 2023 ← = Q in € III. Remuneration of the Members of the Board of Management Remuneration Report Personal cash investment amount³ Share-based remuneration component (matching component) SHARE-BASED REMUNERATION PCP 2020-2022 PERFORMANCE CASH PLAN Performance component of bonus Earnings component of bonus BONUS Total Fringe benefits (other remuneration] Other Information in € total remuneration 437,500 1,280,600 10 569,250 10 18 (-) 1,035,000 16 246,771 402,500 19 1,080,825 18 460,589 1 (-) 30,825 1 (-) 23,089 18 (-) 1,050,000 17 (-) Earnings component of bonus 15 (-) PIETER NOTA 100 Total remuneration plus service cost❝ 4,781,415 5,371,840 2 Assessment period five years in total: one year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 3 The service cost in accordance with IAS 19 represents the expense for the Company; this amount is not paid out to the Board of Management member. 4 For the purposes of compliance with the maximum specified remuneration limit, only the service cost and the remuneration for the vesting year are to be taken into account. See table Maximum remuneration and remuneration vested in the 2023 financial year (vesting year). 287 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration granted and owed in financial year 2023 (2022) Customer, Brands, Sales 1 January 2018 to 31 October 20231 Fixed remuneration Fixed remuneration (base salary) Fringe benefits (other remuneration) Total BONUS 4,964,449 407,391 407,391 1 Second remuneration level since 1 October 2022. 4,374,024 3,296,500 (-) 75 or 0 664,100 2,861,325 (-) 100 1,145,800 58 or 23 3,296,500 75 13 81 Remuneration for vesting year 2023 or earlier vesting years 4,374,024 (-) 100 or 0 3,818,649 1,145,800 77 or 23 Total remuneration according to § 162 German Stock Corporation Act (AktG) Service cost³ 4,007,125 OUTGOING MEMBERS OF THE FRANK WEBER (b. 1966) Member since 2020 Development Purchasing and Supplier Network DR-ING JOACHIM POST (b. 1971) Member since 2022 BMW (South Africa) (Pty) Ltd.***, Chairman BMW Motoren GmbH***, Chairman Mandates Member since 12 May 2023 Finance DR-ING MILAN NEDELJKOVIĆ (b. 1969) BMW Brilliance Automotive Ltd.***, Chairman (since 12 May 2023) Mandates BOARD OF MANAGEMENT WALTER MERTL (b. 1974) Member since 2019 Production PIETER NOTA (b. 1964) All our brands and drivetrain variants help assure the continued profitable growth of your Company. We expect to see significant double-digit growth in sales of our BEV models again in 2024. We continue to steer the e-mobility ramp-up smartly and precisely in line with differ- entiated demand in all regions of the world. Customer, Brands, Sales Mandates Rolls-Royce Motor Cars Ltd.***, Chairman (until 1 November 2023) DR NICOLAS PETER (b. 1962) Member from 2017 until 11 May 2023 Finance Mandates BMW Brilliance Automotive Ltd. ***, Chairman (until 11 May 2023) General Counsel: DR ANDREAS LIEPE Not listed on the stock exchange. BMW Group mandate. ***Group mandate (other). - Memberships on other mandatory supervisory boards. Labour Relations Director Member from 2018 until 31 October 2023 People and Real Estate, To Our Stakeholders ILKA HORSTMEIER (b. 1969) All these things make your Company strong and resilient. This is especially true in the cur- rent conditions, where we face a variety of extremely demanding requirements in individual regions of the world, with geopolitical uncertainty and entirely new challenges constantly emerging. We provide a substantial response to all these things. You lend us your support and give us the latitude we need to make decisions with a long- term perspective. Entrepreneur Herbert Quandt laid the foundation for this many years ago. His family's next generation and all of us who work at the Company are following his legacy. In his spirit, the Company and its employee representatives work together - negotiating firmly, but always focused on finding solutions for the future. That, too, is our lived BMW cul- ture. ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Statement of the Chairman of the Board of Management - Memberships on comparable boards in Germany and abroad. BMW Group Report 2023 21 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Composition of the Board of Management and Supervisory Board Member since 2019 Remuneration Report ← = Q COMPOSITION OF THE BOARD OF MANAGEMENT AND SUPERVISORY BOARD CURRENT MEMBERS OF THE BOARD OF MANAGEMENT OLIVER ZIPSE (b. 1964) Member since 2015 Chairman (since 2019) Mandates Fraunhofer-Gesellschaft zur Förderung der angewandten Forschung e. V.", Deputy Chairman JOCHEN GOLLER (b. 1966) Member since 1 November 2023 Customer, Brands, Sales Mandates Rolls-Royce Motor Cars Ltd.***, Chairman (since 1 November 2023) Other Information 30 BASF SE, Chairman To Our Stakeholders Member since 2017, elected until the AGM 2026 Chairman of the Supervisory Board of ZF Friedrichshafen AG Mandates Deutsche Post AG Fresenius Management SE* ZF Friedrichshafen AG*, Chairman STEFAN QUANDT (b. 1966) Member since 1997, elected until the AGM 2024 Deputy Chairman of the Supervisory Board Entrepreneur Mandates DELTON Health AG****, Chairman DELTON Technology SE*****, Chairman Frankfurter Allgemeine Zeitung GmbH* AQTON SE****, Chairman Entrust Corp.**** DR-ING HEINRICH HIESINGER (b. 1960) SOLARWATT GmbH**** DR MARC BITZER (b. 1965) Member since 2021, elected until the AGM 2025 Chairman and CEO of Whirlpool Corp. Mandates Simex Trading AG* Whirlpool Corp., Chairman Employee of the enterprise. 2 Union representative. Executive employee of the enterprise. Not listed on the stock exchange. BMW Group mandate. Group mandate (other). - Memberships on other mandatory supervisory boards. - Memberships on comparable boards in Germany and abroad. Note: Mr Quandt is the sole shareholder of DELTON Health AG, DELTON Technology SE and AQ- TON SE, and indirectly holds majority interests in Entrust Corp. and SOLARWATT GmbH. ZF Friedrichshafen AG* (since 15 March 2023) - Mandates Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Composition of the Board of Management and Supervisory Board Remuneration Report Other Information ← = Q CURRENT MEMBERS OF THE SUPERVISORY BOARD DR-ING DR-ING Eh NORBERT REITHOFER (b. 1956) Member since 2015, elected until the AGM 2025 Chairman of the Supervisory Board Former Chairman of the Board of Management of BMW AG Mandates Siemens AG (until 9 February 2023) Henkel Management AG* Henkel AG & Co. KGaA (Shareholders' Committee) DR MARTIN KIMMICH¹ (b. 1972) Member since 18 January 2023, appointed until the AGM 2024 Deputy Chairman of the Supervisory Board (since 23 January 2023) Chairman of the General Works Council and Works Council Munich of BMW AG STEFAN SCHMID¹ (b. 1965) Member since 2007, elected until the AGM 2024 Deputy Chairman of the Supervisory Board Chairman of the BMW AG Works Council Dingolfing DR KURT BOCK (b. 1958) Member since 2018, elected until the AGM 2027 Deputy Chairman of the Supervisory Board and Chairman of the Audit Committee Chairman of the Supervisory Board of BASF SE Mandates More than 150,000 associates worldwide carry your Company forwards through their hard work and dedication every day. They all value your commitment and your loyalty to the BMW Group as shareholders. CHRISTIANE BENNER² (b. 1968) Member since 2014, elected until the AGM 2024 First Chairwoman of IG Metall (since 23 October 2023) Mandates Continental AG, Deputy Chairwoman BERNHARD EBNER¹ (b. 1978) Member since 2021, appointed until the AGM 2024 Chairman of the BMW AG Works Council Landshut RACHEL EMPEY (b. 1976) Member since 2021, elected until the AGM 2025 Member of Supervisory Boards BMW Group Report 2023 We aim to continue our profitable growth. Your Company intends to stay on track for success. We are taking advantage of these opportunities in our rolling strategic approach and our long- term corporate planning. What sets us apart is that we make conscious decisions, that are consistently based on facts, empirical findings and well-founded analysis - not driven by the current "zeitgeist" or short-term hypes. And, of course, it takes experience and sometimes also common sense. With regard to employees: in autumn 2023, we once again asked our global team to share their opinion. For the first time, all 150,000 associates worldwide were able to take part. 84% took advantage of this opportunity. "We are steering the e-mobility ramp-up smartly and precisely in line with demand in all regions of the world." People like working for the BMW Group. ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Statement of the Chairman of the Board of Management To Our Stakeholders BMW Group Report 2023 26 With our "i Supply Chain" strategy, we are ensuring resilient, excellent and digital supply chains in all areas. Our plants worldwide need supplying with 36 million parts every day - at the right time, in the best quality and in the right quantity. For the digitalisation of our supply chains, we are relying on Catena-X, a shared data ecosystem for automotive manufacturers, suppliers and subcontractors, as well as recycling companies in the future. This digital collab- oration increases efficiency and transparency - for example, around the carbon footprint and options for tracing components and raw materials. Your Company is building production facilities for BMW high-voltage batteries not just in Lower Bavaria, but all over the world - always in close proximity to our vehicle plants in Hungary, the US, Mexico, China and Thailand. Our strategic "local for local" approach also guarantees short transport distances for high-voltage batteries and secures our supply against unforeseen events in different regions of the world. The Gen6 batteries for our plants in Bavaria will be supplied from our planned new location in Irlbach-Straßkirchen from 2026 onwards. Before embarking on the building project, we sought frank and open dialogue with local residents. We were very pleased that they voted strongly in favour of our site and see this as confirmation of our efforts. For both basic research and development of mass-manufacturing processes for high-voltage batteries, your Company is relying on in-house expertise. We want to understand every as- pect of the high-voltage battery. To do so, we have created the necessary conditions for this with the Battery Cell Competence Centre in Munich and the Cell Manufacturing Competence Centre in Parsdorf, Bavaria, enabling us to span all value creation processes involved in cell production; this is a crucial step for us. Our sixth-generation BMW eDrive technology represents an enormous leap in technology, compared to the previous generation: we are increasing energy density by more than 20%, improving charging speed by up to 30% and boosting range by around 30% - at the same time as lowering costs. We are also reducing CO₂ emissions from cell production by up to 60%. We are talking here about powerful, innovative and sustainably produced battery cells - in other words, high-voltage batteries. In the models of the NEUE KLASSE, we will be using our newly developed round lithium-ion battery cells, which have been optimised for the new ar- chitecture, for the very first time. The vote was unequivocal: 85% support our strategy - our BMW way. Another very clear majority of 88% said they would recommend our Company as an employer. 93% are proud to work for the BMW Group. Is there any better foundation for continuing on our successful course together? 2023 was another strong team effort. Personally, and on behalf of the entire Board of Management, I would like to thank all our associates. Everyone made a valuable contribution. I would also like to thank all our custom- ers worldwide, our retail organisation and our suppliers. 27 22 Chairman of the Board of Managemen Oliver Zipse V.fiume Yours "I That is continuous progress. Mobility is movement - and movement requires energy and functioning supply chains. “Our customers experience their mobility in a very individual way. We therefore are continually laying the foundation for our future success. All of this shows that we are continually laying the foundation for our future success. That is continuous progress. In other words: DRIVING THE NEXT ERA. Your Company is a high-performance organisation. That is why we once again have ambi- tious plans for 2024: on the automotive side, 14 new models will go into production and BMW Motorrad will release a further 12 new models - not to mention numerous model up- dates and engine variants. We have never postponed a launch and we will not waver from this. That is what makes your Company different. We dare to chart our own course, even in turbu- lent times; we are able to withstand the headwinds, as long as we are convinced that we are on the right path. Courage, pride in performance and resilience. That is why it is so decisive that we recognise and systematically exploit our opportunities. It is important to me that all of us at the BMW Group approach our tasks with self-belief, confi- dence and the necessary grit. I travel the world a lot, visiting our markets and facilities. Everywhere I go, I see how valuable and important individual mobility is in many people's everyday lives. Our business environment will again be dominated by a great many challenges this financial year, including weak economic development in several markets, the price development in the automotive sector, high interest rates and the uncertainty created by geopolitical shifts. Dear Shareholders, All of us at BMW are united by a can-do spirit: think ahead - perform - succeed! That is why the following applies to your Company: Strong today - strong tomorrow. "The NEUE KLASSE is much more than just a single car. It is an entirely new generation of BMW models - all of them developed with an all-electric heart, fully digitalised and with a clear focus on sustainability." After the official start of production, in 2025, at our newest BMW plant in Debrecen, Hun- gary, the NEUE KLASSE will also come off the production line at our oldest plant in Munich from 2026, with other locations worldwide to follow. Incidentally, one out of every two BMWs leaving the Munich production line is already fully electric today. From 2027 on- wards, our more than 100-year-old main plant will build only electric vehicles. The Board of Management members already had the chance to drive prototypes of the NEUE KLASSE. What a fantastic driving experience! The first camouflaged prototypes are already being tested on the roads and we will be building the first pre-production vehicles before the end of the year. Automated driving: the car as digital companion. It We aim to digitalise and simplify the car-buying process for customers, with transparent, con- sistent pricing nationwide. This will create a win-win situation for everyone involved. Our retail partners and their profitable business model will remain an essential pillar of these new arrangements. For the BMW brand, we are also setting ourselves up for direct sales access to customers in the future and will be launching NEW RETAIL for BMW in Europe from 2026 onwards. ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report goes without saying that we offer our customers the newest innovations and the latest, state-of-the-art technology. Over-the-air upgrades ensure that every one of our vehicles is always digitally up to date. The art lies in mastering this process: we anticipate far in advance what our customers are going to need and want in five to ten years' time. That is how we ensure they get the best overall package from us. This is our aspiration. Group Financial Statements To Our Stakeholders BMW Group Report 2023 24 In January 2024, we sold and delivered our first vehicle, a MINI, through our new sales sys- tem. We have already switched the MINI brand to a direct sales model in Poland, Italy and Sweden, with other European markets to follow. In China, we have been successfully using this approach for MINI since 2023. NEW RETAIL: direct sales as win-win for everyone involved. With the CE02, BMW Motorrad is already releasing its second all-electric model onto the mar- ket, as well as the second M motorcycle model, the M 1000 XR, and the R 1300 GS Adven- ture. That means there will be no fewer than three new top models at BMW Motorrad. They all illustrate the breadth of the product line-up. Everyone - and that also applies to me as a motorcycle rider - can find the right bike for their needs at BMW Motorrad. The new MINI models for 2024 include the next member of the new MINI family, the Aceman, which will celebrate its world premiere in April 2024. This electric-only crossover in the pre- mium compact-car segment will also bring a massive leap in digitalisation. MINI has a de- voted community and creates a unique sense of life and community spirit. The new MINI family is produced at our Chinese joint venture, Spotlight, in Oxford, UK, and, for the first time, in Germany, at the Leipzig plant. At Rolls-Royce, Spectre is the first battery-electric model to become available. Rolls-Royce has long been a standout and unrivalled in the ultra-luxury class with exclusive models. We presented our latest models to members of the international media in Portugal in Febru- ary 2024. Shortly afterwards, we invited 1,500 retailers from 30 European countries to Am- sterdam for a glimpse of the future, including the new BMW 1 Series and the latest edition of one of our top-selling individual models, the BMW X3. Combined Management Report Statement of the Chairman of the Board of Management BMW Group Report 2023 And that is why we keep setting benchmarks: Taking your hands off the steering wheel and even being able to temporarily turn your atten- tion away from the road - that is Level 3 highly automated driving. From March 2024 on- wards, our customers will be able to do precisely this in the models of the new BMW 7 Series. BMW Personal Pilot L3 is the name of this new function, which takes over driving in certain defined traffic situations and manages speed, distance and lane tracking autonomously. I can promise you that both Vision Vehicles will be on the market soon in a very similar form. In-between these two models, there is plenty of room for everything that will define the BMW brand in the future. We are preparing to launch the NEUE KLASSE onto the market at an unprecedented pace from 2025 onwards, with six models within just 24 months of the start of production. We showed the scope of the NEUE KLASSE in a very concrete way for the first time at the BMW Group Annual Conference on 21 March 2024. Its offering ranges from sporty sedan to X model. The BMW VISION Neue Klasse and our newest Vision Vehicle - the BMW VISION Neue Klasse X - represent these two bookends. The NEUE KLASSE is so much more than just a single car; it is an entirely new generation of BMW models all of them developed with an all-electric heart, fully digitalised and with a clear focus on sustainability. The innovations of the NEUE KLASSE will benefit all future BMW models. ― ← = Q Remuneration Report Other Information Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Statement of the Chairman of the Board of Management The BMW 5 Series Sedan is the first car in Germany to be approved for partially automated driving at speeds up to 130 km/h on motorways. The BMW Highway Assistant allows the driver to take their hands off the steering wheel while driving longer distances. We also added a completely new feature: Active Lane Change Assistant with eye confirmation. This allows the vehicle to make an automated lane change without a steering intervention: a glance in the exterior mirror is all that is required. To Our Stakeholders 25 they get the best overall package from us.” "We anticipate far in advance what our customers want. That is how we ensure We also presented this Vision Vehicle to our associates at an exclusive evening event. The interest was huge. Up to 700 associates from across Germany were selected by lottery to attend the event live with a companion. Another 25,000 watched the live stream or the re- cording of the event. That is a sixth of our global workforce. I see that as genuine interest in our joint future project, the NEUE KLASSE. Last year, there were two major milestones: at the CES in Las Vegas at the start of the year, we unveiled our BMW i Vision Dee, full of digital innovations. Then, in September, at the IAA MOBILITY, we presented our BMW VISION Neue Klasse. No other car at the IAA MOBILITY received as much media coverage and attention as the BMW VISION Neue Klasse. With its spectacular Vision Vehicles, your Company showcases time and again indicates the direction in which we are taking mobility, in line with the major global topics of the future - through bold leaps in innovation and responsible action. This is what our NEUE KLASSE mega-project represents in a unique way. NEUE KLASSE - vision becomes reality. For us, the highest level of premium functionality goes hand in hand with maximum safety for our customers and all road users. We therefore opened the Future Mobility Development Centre in Sokolov in the Czech Republic in summer 2023, where we are testing automated driving and parking functions, up to and including fully automated driving (Level 4). At this location, we are able to simulate virtually all situations that occur in road traffic and thus en- sure the maturity of our technical solutions. BMW Group Report 2023 Our business model – individual premium mobility in its different forms and in line with re- gional requirements - continues to offer substantial potential for achieving profitable growth and gaining market share. To Our Stakeholders Group Financial Statements Responsibility Statement and Auditor's Report This is also reflected in our share of the global BEV market: at 4.1%, it is already significantly higher than our share of the total global market, which remains stable at 3.3%. By the end of 2024, we will have more than 15 all-electric models in our line-up across all brands, from MINI to BMW to Rolls-Royce. All of this speaks for our fresh and highly attractive product range - across all brands, all segments and all drive technologies. In 2023, all our new vehicles went into production or were released onto the market, as planned, including the new BMW 5 Series and the new BMW X2 with the all-electric variants, the i5 and iX2. MINI also presented two models from the all-new MINI family at the IAA MOBILITY: the Cooper 3-door and the Countryman. BMW Motorrad celebrated its centenary in late September of last year, with Federal Chancel- lor Olaf Scholz attending the anniversary celebrations at the Berlin-Spandau plant. There were two main highlights: the inauguration of the BMW Motorrad Welt - the counterpart to our BMW Welt in Munich, as a delivery and visitor centre - and the premiere of the R 1300 GS. Fans all over the world have been eagerly awaiting this leap in the next GS generation. All I have to say is: pure high-tech on two wheels - earning extremely positive feedback from the trade press. Our technological expertise is delivering results. Our broad, yet centred, approach, with systematic further development of all drive technol- ogies, reflects BMW's typical self-belief, as well as the effectiveness of our strategy. General recognition of our strategy keeps on growing since we continue to present measurable suc- cesses in decarbonisation. Your Company outperformed the EU CO₂ fleet target by 20%. As in previous years, we not only met the EU CO₂ fleet target for the use phase in 2023, but significantly overfulfilled it: the BMW Group's numbers came in at 26.5 grams significantly below the applicable limit for the reporting year of 128.6 grams of CO2 per kilometre. We therefore ended up below the CO₂ limit set for BMW by more than 20%. As you can see, we are continuing the positive trend of recent years, through further electri- fication of our vehicle portfolio and by using innovative Efficient Dynamics technologies throughout our entire fleet. Technology openness in BMW 5 Series and 5 Series Touring. Following on from the new BMW 5 Series Sedan, which has been available since late 2023, the new BMW 5 Series Touring is another perfect example of how our comprehensive tech- nological expertise works in practice. The Touring, which will be launched this spring, is especially popular in Europe. Here, also, customers will have four drive concepts to choose from: all-electric, plug-in hybrid or highly efficient diesel and petrol engines with 48-volt mild-hybrid technology. BMW is where Touring meets e-drive. No one else in this segment offers a vehicle like the all-electric BMW i5 Tour- ing, with an electric range of over 500 kilometres. 23 BMW Group Report 2023 To Our Stakeholders Combined Management Report Statement of the Chairman of the Board of Management Group Financial Statements Responsibility Statement and Auditor's Report In addition to significant growth in the luxury class and upper premium segment, the strongest impetus for growth last year came from our all-electric vehicles. We sold over 375,000 BEVs - which is about 75% more than the previous year. This means that, by the end of 2023, all- electric vehicles made up around 15% of our total sales. Dynamic growth for our all-electric models. Our core BMW brand maintains its leading position in the global premium segment. In March 2024, BMW was ranked number one in the US by the consumer portal "Consumer Reports". This independent platform compared test ratings, reliability, customer satisfaction and safety criteria among 34 automotive manufacturers. Four BMW models even earned the "Green Choice" environmental seal for being among the vehicles in the United States with the lowest emissions. We delivered a total of 2.55 million vehicles to customers in 2023. As anticipated, we not only posted solid year-on-year growth, but also achieved a new all-time high at Group level. Our brands performed very well individually, too, with new all-time highs for BMW, BMW M, Rolls-Royce and BMW Motorrad. Despite the model changeover due to the extensive realign- ment of the brand, MINI reported higher sales than the previous year. Our BMW, MINI, Rolls-Royce and BMW Motorrad brands enjoy an excellent reputation worldwide. Our products don't just get people from A to B; they touch hearts and spark emotions. Our customers experience their mobility in a very individual way. To achieve this, we are making mobility more human, more intelligent and more sustainable. A glance in the rear-view mirror shows that we are certainly capable of doing this: BMW has overcome difficult situations many times in the past. This certainty has shaped our self-con- fidence for 108 years. Your Company has constantly reinvented itself - taking bold leaps in innovation at exactly the right time. Timing is key in whether innovations gain traction and the Company stays relevant, but it is also clear that: The future is always ahead of us. And we are prepared! We know where we are headed at all times and we know what we need. Our consistent be- haviour shapes the image of your Company in the eyes of the public and among our stake- holders. People expect us to consider things carefully and to come up with practical solu- tions. We "walk the talk" - people know that we take big leaps, but that we also deliver. All- electric vehicles are projected to account for half of our global deliveries before 2030. We are right on track. Your investment in the BMW Group must be worth it. Your Company is robust and financially strong. Our Automotive EBIT margin for financial year 2023 was within our upwardly adjusted target range of 9.0 to 10.5%. As you know, we are still targeting a range of 8 to 10% in the long term. At Group level, our EBT margin for 2023 of 11% exceeded our strategic target of 10%. Our profitability puts us in a position where we can once again pay you an attractive dividend. We are making major investments in our future. The same applies to 2023 as well as to the current financial year. Our R&D spending focus on our products, further electrification and digitalisation of our line-up and automated driving. At the same time, we are investing in the NEUE KLASSE mega-project, our modular kits, construction of high-voltage battery produc- tion facilities in various markets, and the new plant in Debrecen, to name just a few examples. Your Company is going to profit noticeably from all this in the coming years. Remuneration Report "We make conscious decisions, that are consistently based on facts." 22 BMW Group Report 2023 To Our Stakeholders Combined Management Report Statement of the Chairman of the Board of Management Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Strong products generate strong demand. 272 Other Information ← = Q We also haven't forgotten the fans of the BMW M brand: they can look forward to a new edition of the M5 this year - as both Sedan and Touring variants. Both M variants come with an impressive partially electrified drivetrain. Jochen Goller Chairman of the Board of Management Oliver Zipse Member of the Board of Management, Finance Walter Mertl From left to right: THE BOARD OF MANAGEMENT Purchasing and Supplier Network Member of the Board of Management, Customer, Brands, Sales Member of the Board of Management, People and Real Estate Member of the Board of Management, Ilka Horstmeier From left to right: The Board of Management ← = Q Other Information Remuneration Report Joachim Post Combined Management Report From left to right: Member of the Board of Management, Development Our plug-in hybrid models remain an important element of our drivetrain portfolio. Current Gen5 battery technology already enables an attractive range. Plug-in hybrids also provide a boost to e-mobility that should not be underestimated. Many customers discover the ad- vantages of electric driving for the first time this way. Early in 2024, we passed the milestone of two million electrified vehicles sold. This includes both pure electric vehicles and plug-in hybrids. We are already testing hydrogen drivetrains in everyday situations. We have been testing the BMW iX5 Hydrogen on the road in selected countries under every- day conditions since last year. Our pilot fleet's world tour has raised awareness of the role hydrogen can play in the energy transition – not just for mobility, but industry-wide. We see hydrogen as a possible alternative drive technology in the mid to long term. Our vehicles performed well under various climate and traffic conditions - and the public re- sponse has been overwhelmingly positive. This is understandable, since hydrogen fuel cell drivetrains combine the best of both worlds: the advantages of an emissions-free e-drive, with the fast refuelling people are used to. We also demonstrated this at the COP28 UN Cli- mate Change Conference in Dubai. Your Company is supporting the growth of the hydrogen economy worldwide, as well as locally, including expansion of infrastructure networks for hydrogen filling stations. 20 The Board of Management ← = Q Frank Weber Other Information Responsibility Statement and Auditor's Report Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2023 28 Member of the Board of Management, Production Milan Nedeljković Remuneration Report Last year, renowned US publication Time Magazine and online platform Statista compared 750 international companies. Your Company did exceptionally well to make it into the top 10, and was, in fact, the highest-ranked automotive manufacturer in the global comparison. Three criteria were decisive for this assessment: revenue growth, sustainability and employee satisfaction. These three are not opposing factors but belong together. BMW Group Report 2023 29 23,814 1 Second remuneration level since 1 July 2023. 2 For more information about fringe benefits for the 2023 financial year, refer to Remuneration granted and owed to members of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG). 3 Assessment period five years in total: one year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 4 The service cost in accordance with IAS 19 represents the expense for the Company; this amount is not paid out to the Board of Management member. 5 Maximum remuneration within the meaning of § 87a (1) Sentence 2 No. 1 AktG. The overall cap is lower than the sum of the maximum amounts for the indi- vidual components. Any special payments to compensate for salary losses from a previous employment relationship and/or to cover relocation costs in the case of new appointments are also subject to maximum remuneration. Minimum remuneration of Board of Management members is ensured by the fixed remuneration components, in particular the basic remuneration. The total fixed maximum remuneration is less than the sum of the maximum amounts for the individual components.In addition to the maximum limits for the individual components of overall remuneration, the Supervisory Board also set minimum thresh- olds that had to be exceeded in order for a target to be achieved. If these minimum thresholds are not reached, the relevant com- ponent of the variable remuneration is not paid. The maximum limits for each individual element of the variable remuneration in the 2023 vesting year and the stipulated maxi- mum remuneration limits were complied with in all cases. The remuneration granted and owed for the 2023 financial year pursuant to § 162 AktG, see Remuneration granted and owed for the actual financial year, includes the payment of the matching compo- nent of the share-based remuneration for the 2018 vesting year to the Board of Management members who were already in of- fice in that financial year. This payment was made in May 2023, after the expiry of the four-year shareholding period. This com- ponent is subject to the overall cap set for the vesting year 2018, which was complied with for the Board of Management mem- bers in office at that time. 297 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information IV. Remuneration of the Members of the Supervisory Board ← = Q IV. REMUNERATION OF THE MEMBERS OF THE SUPERVISORY BOARD 1. Articles of incorporation and procedure The regulation governing remuneration for the Supervisory Board is set out in § 16 of the Articles of Incorporation, and spec- ifies both the remuneration system to be used and the precise framework for calculating the remuneration due to the members of the Supervisory Board. The regulation was adopted by the An- nual General Meeting on 14 May 2020 and confirmed on 12 May 2021 with a majority of 99.40% of the valid votes cast. 2. Principles and elements of remuneration The Supervisory Board remuneration is structured as a purely fixed remuneration in line with suggestion G.18 of the GCGC. Fixed remuneration strengthens the independence of the Super- visory Board in advising and monitoring the Board of Manage- ment. The structure and amount of the fixed remuneration should ensure that highly qualified individuals can be proposed to the Annual General Meeting for membership of the Supervi- sory Board. This promotes the quality of advice and oversight, which contributes to the Company's sustainable and long-term development. In accordance with the Articles of Incorporation, each member of the Supervisory Board of BMW AG who does not exercise any additional function relevant to remuneration receives fixed remu- neration of € 200,000 p.a. The GCGC recommends that exercising the functions of the chair and deputy chair of the Supervisory Board should also be con- sidered when determining the level of remuneration, along with any committees an individual chairs or sits on (Suggestion G.17). This is to take account of the extra time commitment associated with these positions. The Articles of Incorporation of BMW AG also take account of the requirements for the Audit Committee and its Chairman. They stipulate that the Chairman of the Super- visory Board shall receive three times the amount, and each Deputy Chairman twice the amount, of remuneration paid to a Supervisory Board member who has no additional remunera- tion-relevant functions. The Chair of the Audit Committee re- ceives two-and-a-quarter times the amount, the Chairs of other Supervisory Board committees twice the amount, each member of the Audit Committee twice the amount, and each member of another committee one-and-a-half times the amount of the re- muneration paid to a Supervisory Board member, provided the relevant committee convened on at least three days during the financial year. If a member of the Supervisory Board exercises more than one of the functions referred to above, their remuner- ation is measured only on the basis of the function receiving the highest amount. In the event of changes in the composition of the Supervisory Board during the year, or if additional remuneration-relevant functions are performed, remuneration is calculated on a propor- tionate basis. In addition, each member of the Supervisory Board receives an attendance fee of € 2,000 per meeting for each meeting of the Supervisory Board (plenary) in which he or she participates. This also applies to participation by telephone or video link. If they at- tend more than one meeting on the same day, the meetings are not remunerated separately. A continuous session on two con- secutive days is treated as one session. The remuneration and the attendance fee are only paid after the end of the respective financial year. Furthermore, the company reimburses each member of the Supervisory Board for their rea- sonable expenses. In order to be able to perform his duties, the Chairman of the Supervisory Board is provided with secretariat and chauffeur services. 4,450,792 5,212,500 Maximum remuneration5/Vested remuneration incl. service cost 407,525 Max. vested 975,000 975,000 29,392 29,392 1,004,392 1,004,392 Performance component of the bonus 945,000 882,000 945,000 535,500 Variable remuneration 3. SHARE-BASED REMUNERATION RoCE component 1,071,000 993,650 Strategic focus target component 1,071,000 627,725 Total variable remuneration 4,032,000 3,038,875 Total fixed and variable remuneration Service cost 5,036,392 4,043,267 407,525 (PERSONAL CASH INVESTMENT AMOUNT) ³ Remuneration Remuneration granted and owed to members of the Supervisory Board pursuant to § 162 of the German Stock Cor- poration Act (AktG) Overview of remuneration of the members of the Supervisory Board' Norbert Reithofer (Chairman) in € 600,000 total remuneration in € as a % of total remuneration as a % of 98 10,000 2 in € 610,000 total remuneration (600,000) (98) (10,000) as a % of (2) 100 (100) Manfred Schoch (Deputy Chairman) 1.2 379,545 97 10,000 3 389,545 100 (-) (-) (-) Stefan Quandt (Deputy Chairman) 400,000 98 (610,000) The following table shows the remuneration granted and owed to the members of the Supervisory Board in the 2023 financial year in accordance with § 162 (1) Sentence 1 German Stock Corporation Act (AktG). The activity on which the remuneration for the 2023 financial year is based was fully performed by the balance sheet date. Therefore, the remuneration for the Super- visory Board activities is classified as granted for the 2023 finan- cial year, even if the payment of the Supervisory Board remuner- ation (including the attendance fee) was made after the end of the 2023 financial year. Total remuneration Fixed remuneration Member of Supervisory Board Chairman Supervisory Board Deputy Chairman Supervisory Board Chairman of the Audit Committee² Chairman of other committee² Member of the Audit Committee² Member of other committee² Factor Amount in € p. a.³ 1.00 200,000 3.00 600,000 2.00 400,000 2.25 450,000 2.00 400,000 Attendance fee 2.00 1.50 300,000 1 If a Supervisory Board member performs more than one of the functions referred to above, their remuneration is measured only on the basis of the function that is remunerated with the highest amount. 2 Provided that the Committee has met on at least three days during the financial year. 3 Plus attendance fee of € 2,000 per plenary session. 298 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration granted and owed to Supervisory Board members pursuant to § 162 AktG in financial year 2023 (2022) MEMBERS OF THE SUPERVISORY BOARD IN OFFICE AS AT 31 DECEMBER 2023 Remuneration Report Other Information IV. Remuneration of the Members of the Supervisory Board 400,000 Earnings component of the bonus BONUS Total fixed remuneration 922,692 922,692 BONUS Earnings component of the bonus Performance component of the bonus 1,035,000 966,000 1,035,000 966,000 431,250 402,500 855,000 798,000 1,035,000 460,589 586,500 586,500 431,250 246,771 855,000 484,500 8 SHARE-BASED REMUNERATION (PERSONAL CASH INVESTMENT AMOUNT)" RoCE component 1,152,000 1,068,800 1,152,000 1,068,800 480,000 1,035,000 445,333 460,589 22,692 Max. Remuneration vested Remuneration Max. vested Max. 1 January 2017 to 11 May 20232 Remuneration vested since 1 January 2022 Remuneration Max. vested 1,050,000 1,050,000 Fixed 1,102,049 Fringe benefits (other remuneration)³ remuneration Total fixed remuneration 1,077,524 27,524 1,077,524 1,050,000 52,049 1,102,049 1,050,000 437,500 437,500 900,000 900,000 52,049 23,089 23,089 22,692 27,524 10,000 990,000 Strategic focus target component 408,504 Maximum remuneration/Vested remuneration incl. service cost 5,500,000 4,781,415 5,500,000 4,806,065 2,291,667 2,003,193 4,925,000 4,112,446 1 Service contract comes to an end on 31 July 2024. See Premature termination of activities and post-contractual non-competition clause. 2 Service contract ended 31 May 2023. See Premature termination of activities and post-contractual non-competition clause. 3 For more information about fringe benefits for the 2023 financial year, refer to Remuneration granted and owed to members of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG). " Assessment period five years in total: one year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 5 The service cost in accordance with IAS 19 represents the expense for the Company; this amount is not paid out to the Board of Management member. 6 Maximum remuneration within the meaning of § 87a (1) Sentence 2 No. 1 AktG. The overall cap is lower than the sum of the maximum amounts for the individual components. Any special payments to compensate for salary losses from a previous employment relationship and/or to cover relocation costs in the case of new appointments are also subject to maximum remuneration. 408,504 296 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information III. Remuneration of the Members of the Board of Management ← = Q Maximum remuneration and remuneration vested in the 2023 financial year (vesting year) FRANK WEBER Development since 1 July 20201 in € Fixed remuneration Fixed remuneration (base salary) Fringe benefits (other remuneration)² BMW Group Report 2023 918,500 166,667 407,516 1,152,000 675,200 1,152,000 675,200 480,000 281,333 990,000 580,250 Total variable remuneration 4,374,000 3,296,500 4,374,000 3,296,500 1,822,500 166,667 1,375,937 2,781,250 Total fixed and variable remuneration 5,451,524 4,374,024 5,476,049 4,398,549 2,283,089 1,836,526 4,612,692 3,703,942 Service cost5 407,391 407,391 407,516 3,690,000 2 410,000 100 (95) (200,000) 100 208,000 4 8,000 96 200,000 Susanne Klatten 100 (100) (210,000) (5) (10,000) (95) (200,000) 210,000 5 10,000 95 total remuneration in € as a % of as a % of total remuneration in € total remuneration in € 200,000 Johann Horn¹ as a % of Total remuneration (10,000) (5) (210,000) (100) 10,000 95 200,000 André Mandl¹ (100) (100,624) [6] (6,000) (94) (94,624) 100 210,000 5 10,000 Attendance fee 95 Gerhard Kurz (100) (210,000) (5) (10,000) (95) (200,000) 100 210,000 5 10,000 95 200,000 Jens Köhler¹ 200,000 Fixed remuneration IV. Remuneration of the Members of the Supervisory Board Other Information Rachel Empey³ (100) (210,000) (5) (10,000) (95) (200,000) 100 210,000 5 10,000 95 200,000 Bernhard Ebner¹ 400,000 (100) (5) (10,000) (95) (200,000) 100 210,000 5 10,000 95 200,000 Marc Bitzer (100) (210,000) (5) (210,000) 5 98 2 Remuneration Report MEMBERS OF THE SUPERVISORY BOARD IN OFFICE AS AT 31 DECEMBER 2023 Remuneration granted and owed to Supervisory Board members pursuant to § 162 AktG in financial year 2023 (2022) Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 299 ← = Q 1 These employee representatives have declared that they will transfer their remuneration to the Hans Böckler Foundation in accordance with the guidelines of the Confederation of German Trade Unions. 2 Member of the Supervisory Board since 18 January 2023, Deputy Chairman since 23 January 2023. 3 Member of the Audit Committee. (100) (210,000) (5) (10,000) 10,000 (95) 210,000 5 10,000 95 200,000 (200,000) Heinrich Hiesinger (100) (260,000) (4) (10,000) (96) (250,000) 100 410,000 100 210,000 100 (148,333) 95 10,000 5 210,000 100 (200,000) (95) (10,000) Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report BMW Group Report 2023 300 ← = Q 200,000 1 These employee representatives have declared that they will transfer their remuneration to the Hans Böckler Foundation in accordance with the guidelines of the Confederation of German Trade Unions. 2 Member of the Audit Committee. (4,975,344) (4) (184,000) (96) (4,791,344) 100 5,827,545 3 198,000 97 5,629,545 Total acting members of the Supervisory Board (100) (208,387) (100) (5) Christiane Benner¹ (460,000) (400,000) (98) (10,000) (2) (410,000) (100) Stefan Schmid (Deputy Chairman)' 400,000 98 10,000 2 410,000 100 (400,000) (100) (98) (2) (410,000) (100) Kurt Bock (Deputy Chairman, Chairman of the Audit Committee) 450,000 98 10,000 2 460,000 100 (450,000) (98) (10,000) (2) (10,000) in € (10,000) (198,387) (210,000) (5) (10,000) (95) (200,000) 100 210,000 5 10,000 95 200,000 Anke Schäferkordt (100) (260,000) (100) (4) (96) (250,000) 100 410,000 2 10,000 98 400,000 Dominique Mohabeer1,2 (100) (156,333) (5) (8,000) (95) (10,000) (95) Christoph Schmidt 95 100 210,000 5 10,000 95 200,000 Sibylle Wankel¹ (100) (210,000) (5) (10,000) (95) (200,000) 100 200,000 210,000 10,000 95 200,000 Vishal Sikka (100) (210,000) (5) (10,000) (95) (200,000) 100 210,000 5 10,000 5 1 January 2018 to 31 October 20231 Variable remuneration NICOLAS PETER Finance Variable remuneration Share-based remuneration component (matching component) 2018 (-) 142,5231 41 (-) 256,620² 94 Total variable remuneration Waiting Waiting allowance 142,523 (-) 41 256,620 94 (-) (-) (-) (-) (-) allowance/ retirement benefits Retirement benefits Total waiting allowance/retirement benefits 185,589 6 (-) 17,642 18,736 91 278,209 92 313,878 (-) 302,023 (-) Total remuneration according to § 162 German Stock Corporation Act (AktG) 313,878 100 302,023 100 Financial year 2023 Fixed Fringe benefits (other remuneration) in € 18,736 vesting years in € KLAUS FRÖHLICH Member of the Board of Management until 30 June 2020 Earlier as a % of total remuneration HARALD KRÜGER 5 Financial year 2023 in € 17,642 Chairman of the Board of Management until 15 August 2019 Earlier as a % of vesting years in € total remuneration 6 remuneration Total fringe benefits 5 54 (-) (-) as a % of total remuneration Financial year 2023 in € Fixed remuneration Total fringe benefits Variable remuneration Total variable remuneration Waiting Waiting allowance allowance/ retirement benefits Fringe benefits (other remuneration) 33,568 9 21,600 Member of the Board of Management until 31 December 2017 Earlier vesting years in € (-) as a % of total remuneration 10 33,568 9 JOACHIM POST Purchasing and Supplier Network 21,600 10 Share-based remuneration component (matching component) 2018 Earlier vesting years in € Financial year 2023 in € Chairman of the Board of Management until 13 May 2015 Chairman of the Supervisory Board since 13 May 2015 IAN ROBERTSON (-) 185,589 54 (-) (-) Total remuneration for financial years 2023 or earlier vesting years 204,325 142,523 17,642 256,620 Total remuneration according to § 162 German Stock Corporation Act (AktG) 346,848 285,612 100 100 1 The number of shares purchased in 2019 with the 2018 cash remuneration component (investment component) amounted to 4,333. The number of mathematical matching shares for calculating the equivalent value in cash amounts to 1,444. 2 The number of shares purchased in 2019 with the 2018 cash remuneration component (investment component) amounted to 7,801. The number of mathematical matching shares for calculating the equivalent value in cash amounts to 2,600. 293 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q III. Remuneration of the Members of the Board of Management Remuneration granted and owed in financial year 2023 NORBERT REITHOFER 274,262 (-) 92 278,209 retirement benefits allowance/ Waiting 100 181,079 152,985 28,094 (-) (-) (-) (-) (-) Retirement benefits (-) (-) (-) Waiting allowance 84 152,985 Total variable remuneration remuneration 84 152,985* (-) Share-based remuneration component (matching component) 2018 Total waiting allowance/retirement benefits Variable Total remuneration for financial years 2023 or earlier vesting years *The number of shares purchased in 2019 with the 2018 cash remuneration component (investment component) amounted to 4,652. The number of mathematical matching shares for calculating the equivalent value in cash amounts to 1,550. 9 28,266 Total fringe benefits remuneration 8 as a % of total remuneration Member of the Board of Management until 31 December 2016 Earlier vesting years in € (-) 23,814 9 Financial year 2023 in € as a % of total remuneration Member of the Board of Management until 30 September 2016 Earlier vesting years in € (-) Financial year 2023 in € 28,266 Fringe benefits (other remuneration) Fixed FRIEDRICH EICHINER KLAUS DRAEGER Remuneration granted and owed in financial year 2023 III. Remuneration of the Members of the Board of Management ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report BMW Group Report 2023 To Our Stakeholders Combined Management Report 292 Total remuneration according to § 162 German Stock Corporation Act (AktG) 16 28,094 Total fringe benefits (-) (-) (-) (-) Total variable remuneration (-) (-) (-) Waiting Waiting allowance (-) (-) (-) (-) (-) (-) allowance/ retirement benefits Retirement benefits Total waiting allowance/retirement benefits Total remuneration for financial years 2023 or earlier vesting years 285,612 (-) 91 Share-based remuneration component (matching component) 2018 Variable remuneration ← = Q The presentation of average employee remuneration is based on the average remuneration of all employees of BMW AG on a full- time equivalent basis. In the 2023 financial year, this was 83,383 people. Worldwide, the BMW Group employed 154,950 people at 31 December 2023. In order to calculate the average employee remuneration presented, the principles applicable to the calculation of the remuneration granted and owed to the members of the Board of Management and the Supervisory Board pursuant to § 162 (1) Sentence 1 AktG were applied accordingly. remuneration 16 MILAGROS CAIÑA CARREIRO-ANDREE Member of the Board of Management until 31 October 2019 Earlier as a % of vesting years in € total remuneration (-) 28,094 Financial year 2023 in € Fringe benefits (other remuneration) Fixed Remuneration granted and owed in financial year 2023 For individual former members of the Board of Management, the remuneration granted and owed also includes the share-based remuneration component (matching component) 2018. In this regard, please refer to the statements on remuneration granted and owed for the active members of the Board of Management 7 Share-based remuneration component (matching component) 2018. The following tables show the fixed and variable remuneration granted and owed to the former members of the Board of Man- agement in the reporting year in accordance with § 162 German Stock Corporation Act (AktG). In accordance with § 162 (5) AktG, individual figures are not shown for former members of the Board of Management who stepped down from the Board of Manage- ment in 2013 or earlier. The remuneration of the members of the Board of Management who left in the reporting year is pro- vided in Remuneration granted and owed to members of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG). 10. Remuneration granted and owed to former members of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG) ← = Q (-) III. Remuneration of the Members of the Board of Management Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report BMW Group Report 2023 291 Other Information V. Comparison of Change in Remuneration and Earnings V. COMPARISON OF CHANGE IN REMUNER- ATION AND EARNINGS PURSUANT TO § 162 (1) SENTENCE 2 NO. 2 OF THE GERMAN STOCK CORPORATION ACT (AKTG) Pursuant to § 162 (1) Sentence 2 No. 2 German Stock Corpora- tion Act (AktG), the following table shows the change in earnings, the annual change in the remuneration of the members of the Board of Management and the Supervisory Board, and the an- nual change in the average remuneration of the employees on a full-time equivalent basis over the last five financial years. For the members of the Board of Management and the Supervi- sory Board, the remuneration granted and owed in the relevant financial year is presented within the meaning of § 162 (1) Sen- tence 1 AktG. The remuneration granted and owed to former members of the Board of Management includes any variable re- muneration from previous vesting years and any remuneration from any contracts of employment that remained valid beyond the end of their mandate, as well as retirement benefit plans (pension payments, payments from the retirement capital ac- count), fringe benefits and any waiting allowances paid. The change in earnings is presented on the basis of BMW AG's net profit for the year in accordance with the German Commercial Code (HGB). In addition, the changes in the key indicators "earn- ings attributable to shareholders of BMW AG" and "Group return on sales after tax" are reported, as these key indicators are rele- vant for both the calculation of the variable remuneration of the members of the Board of Management (earnings component of the bonus) and the performance-related remuneration of man- agers and employees. Other Information (-) Fixed remuneration (base salary) (-) vested Max. vested 150,000 150,000 1,950,000 1,950,000 Fixed remuneration (base salary) Max. vested Max. in € Remuneration Remuneration Remuneration Remuneration since 13 May 2015 WALTER MERTL Finance since 12 May 2023 Max. vested Fixed Fringe benefits (other remuneration)¹ BONUS 682,633 682,633 111,981 111,981 570,652 570,652 1,050,000 66,981 1,116,981 ILKA HORSTMEIER Human Resources and Real Estate, Labour Director since 1 November 2019 1,050,000 66,981 1,116,981 153,331 1,976,113 1,976,113 Total fixed remuneration remuneration 3,331 26,113 26,113 3,331 153,331 JOCHEN GOLLER Customer, Brands, Sales since 1 November 2023 the bonus and the share-based remuneration (personal invest- ment cash amount) for the vesting year 2023. Any special pay- ments to compensate for salary losses from a previous employ- ment relationship and/or to cover relocation costs in the case of new appointments are also subject to maximum remuneration. A commitment to cover relocation costs was issued in the 2023 financial year. Chairman of the Board of Management since 16 August 2019 Member of the Board of Management Total remuneration according to § 162 German Stock Corporation Act (AktG) Total remuneration for financial years 2023 or earlier vesting years (-) (-) (-) (-) (-) (-) 26,354 (-) (-) (-) Total waiting allowance/retirement benefits Retirement benefits allowance/ retirement benefits (-) (-) (-) (-) Earnings component of the bonus 152,985 32,472 OLIVER ZIPSE Maximum remuneration and remuneration vested in the 2023 financial year (vesting year) The maximum remuneration of the Board of Management mem- bers for the vesting year 2023 determined in accordance with § 87a (1) Sentence 2 No. 1 German Stock Corporation Act (AktG) includes, as fixed components, the basic remuneration for 2023, other fixed remuneration for 2023, the service cost (in ac- cordance with IAS 19) for 2023 and, as variable components, remuneration (personal investment cash amount) are limited to a maximum of 180% of the respective target amounts. (-) 11. Maximum remuneration and remuneration vested in the 2023 financial year (vesting year) ← = Q III. Remuneration of the Members of the Board of Management 32,384 Other Information To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report BMW Group Report 2023 294 1 The number of shares purchased in 2019 with the 2018 cash remuneration component (investment component) amounted to 4,652. The number of mathematical matching shares for calculating the equivalent value in cash amounts to 1,550. 2 The number of shares purchased in 2019 with the 2018 cash remuneration component (investment component) amounted to 988. The number of mathematical matching shares for calculating the equivalent value in cash amounts to 329. 100 64,856 100 179,339 Remuneration Report (-) Performance component of the bonus 1,764,000 254,444 407,533 2,446,106 3,022,307 4,413,481 1,763,473 2,339,674 3,296,500 4,374,000 5,490,981 407,533 66,667 66,667 712,729 8,736,217 712,729 9,850,000 Maximum remuneration"/Vested remuneration incl. service cost Service cost³ 616,872 768,331 254,444 820,833 683,539 5,500,000 Customer, Brands, Sales PIETER NOTA MILAN NEDELJKOVIĆ Production since 1 October 2019 Maximum remuneration and remuneration vested in the 2023 financial year (vesting year) III. Remuneration of the Members of the Board of Management ← = Q Other Information Remuneration Report 8,023,488 Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report BMW Group Report 2023 295 4 Maximum remuneration within the meaning of § 87a (1) Sentence 2 No. 1 AktG. The overall cap is lower than the sum of the maximum amounts for the individual components. Any special payments to compensate for salary losses from a previous employment relationship and/or to cover relocation costs in the case of new appointments are also subject to maximum remuneration. 1 For more information about fringe benefits for the 2023 financial year, refer to Remuneration granted and owed to members of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG). 2 Assessment period five years in total: one year for determining the personal cash investment amount, a four-year holding obligation for the shares acquired with the payout amount. 3 The service cost in accordance with IAS 19 represents the expense for the Company; this amount is not paid out to the Board of Management member. 2,700,550 3,122,736 4,821,014 Group Financial Statements 9,986,113 Total fixed and variable remuneration 463,541 (PERSONAL CASH INVESTMENT AMOUNT)² remuneration SHARE-BASED REMUNERATION Variable 307,201 542,120 586,500 1,035,000 RoCE component 80,750 1,081,500 1,890,000 505,978 542,120 966,000 1,035,000 133,000 142,500 142,500 1,890,000 2,115,000 165,000 615,000 6,047,375 8,010,000 Total variable remuneration 367,912 627,717 675,200 1,152,000 1,962,250 96,708 1,239,625 2,115,000 Strategic focus target component 582,382 627,717 1,068,800 1,152,000 153,083 165,000 (-) The Supervisory Board has set upper limits on the remuneration of Members of the Board of Management for the 2023 financial year (vesting year) in two ways: it has set maximum limits in terms of the amount paid for all variable remuneration compo- nents and, additionally, for the total remuneration of the Board of Management members in each case. Both components of the bonus as well as the two components of the share-based Waiting allowance Financial year 2023 100 216,478 100 363,765 Total remuneration according to § 162 German Stock Corporation Act (AktG) 216,478 363,765 90 194,878 91 330,197 in € 90 194,878 91 (-) 330,197 Total remuneration for financial years 2023 or earlier vesting years Retirement benefits (-) (-) (-) (-) (-) (-) (-) Fixed Total waiting allowance/retirement benefits 26,354 Waiting Fringe benefits (other remuneration) 32,472 85 Total variable remuneration 50 32,4722 (-) 85 152,9851 (-) Share-based remuneration component (matching component) 2018 Variable remuneration 152,985 32,384 PETER SCHWARZENBAUER Member of the Board of Management until 31 October 2019 Earlier as a % of vesting years in € total remuneration (-) ANDREAS WENDT 50 Financial year 2023 in € 15 32,384 50 50 remuneration 15 Total fringe benefits Member of the Board of Management until 31 December 2021 Earlier as a % of vesting years in € total remuneration (-) 26,354 1,001,199 2021 2022 2023 6,348,009 6,040,824 6,476,955 6,295,990 6,380,652 4,946,865 5,329,550 4,750,321 4,954,639 114,072 125,450 101,574 105,614 2020 5,226,227 120,583 Other Information ← = Q 979,887 5.2 1.2 19.4 1.6 22.2 1 From 2022, application of the international GLEC Framework directive in the version applicable during the yearly tranche, along with CleanCargo and DIN EN 16258/ISO 14083 still being in force. The methodology used to calculate carbon emissions changed in the reporting year 2023. Each vehicle is assigned an average value based on the CO₂e assessment of individual transport movements. The values in the time series were adapted using the new methodology. The emission factors were also adjusted retrospectively (values prior to change in methodology and adjustment of transport logistics (inbound and outbound) emission factors, excluding aftersales logistics: 2022: 2,100,161 t CO₂e). For more information about calculating the CO₂e emissions, please refer to the Glossary. 2 Figures relate to spare parts deliveries to vehicle production facilities (BMW Group and partner plants, excluding contract manufacturing). Further information can be found in the Glossary. In some cases, figures have been extrapolated for individual months. 3 These figures refer to the distribution of manufactured vehicles (BMW Group, contract manufacturing and partial volumes for partner plants) to markets worldwide. Glossary. 2019 Remuneration Report in MWh TOTAL ENERGY CONSUMPTION Total energy consumption TOTAL ENERGY CONSUMPTION BY AREA Vehicle production Motorcycle production Non-manufacturing areas CHP losses³ Further GRI Information Energy consumption¹² 1,021,955 23,516 890,617 28,455 3,253,638 7.5 3,170,701 425,796 498,299 508,318 477,588 398,874 164,957 3,517,068 192,911 144,266 107,864 68,560 65,065 67,038 60,331 30,908 1,703 2,316 177,564 906,175 3,206,948 354,015 537,919 429,782 TOTAL ENERGY CONSUMPTION BY SOURCE Electricity Community heating Community cooling Natural gas of which CHP losses Biogas (landfill gas) 3,117,505 of which CHP losses Other fossil fuels 2,653,855 367,040 33,688 2,320,314 2,453,215 2,542,434 2,711,392 274,484 33,322 284,763 31,882 307,163 Solar (photovoltaics) 5.5 Further GRI Information 30.9 4 Emissions from company cars (Scope 1) are also included on a pro-rata basis under employee commuting and use phase (both Scope 3). A distinction in the systems is currently not possible. 5 2019 is not directly comparable to the other years because an improved data basis was available from 2020 onwards. In some cases, figures have been extrapolated based on data collected at major national and international BMW Group locations. The sites in Farnborough, UK, and Woodcliff Lake, USA, were included in the calculation for the first time in the reporting year 2023. 6 The methodology used to calculate carbon emissions changed in the 2023 reporting year. Previously, the CO₂e values were calculated on the basis of a small set of TÜV-validated life cycle assessments performed for European vehicles. Enhancements to the IT system have made it possible to perform a differentiated calculation for all vehicles taking into account different energy mixes and carbon emission factors for different production regions (see Glossary). The values in the time series were adapted using this new methodology (values based on prior methodology: 2019: 18,505,921 t CO₂e, 2020: 16,234,959 t CO₂e, 2021: 18,534,765 t CO₂e, 2022: 19,758,702 t CO₂e). The values for 2019 through 2021 as well as 2023 shown in the table according to the new methodology were subjected to a reasonable assurance audit. The carbon-reducing measures are taken into account from 2022 onwards. The implementation of measures for 2022 was subjected to a limited assurance audit. 7 Energy consumption values (lower calorific value)] in the "Purchased goods and services" category and the "Disposal" category are estimated using the methodology specified in footnote (9): 113,179 GWh in the "Purchased goods and services" category and 908 GWh in the "Disposal" category. 8 The absolute emissions in the use phase are based on the Carbon emissions of the new vehicle fleet worldwide, including upstream emissions (Scope 3 downstream, well-to-wheel). The total value in t CO2 is the result of multiplying the average value with all BMW Group vehicles sold in the reporting period and an assumed average mileage of 200,000 km (as per VDA 900-100). 9 CO₂e calculated based on life cycle assessments as per ISO 14040/44 of representative vehicles from the product lines using the "LCA for Experts" tool provided by Sphera (including climate-impacting gases CO2, CH4, N2O, SF6, NF3). For definition, see Glossary. 309 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report 2,344 2,209 1 Carbon emissions in the supply chain, including in transport logistics, as well as in upstream fuel production (well-to-tank) are referred to as CO₂e. 2 The methodology used to calculate carbon emissions changed in the reporting year 2023. Each vehicle is assigned an average value based on the CO₂e assessment of individual transport movements. The values in the time series were adjusted to reflect the new methodology. The emission factors were also adjusted retrospectively (values prior to change in methodology and adjustment of transport logistics emission factors, excluding aftersales logistics: 2019: 1,454,534 t CO₂e, 2020: 1,225,688 t CO₂e, 2021: 1,748,700 t CO₂e, 2022: 2,100,161 t CO₂e) Glossary. 4,123 9,368 8,908 16,730 7,931 Other biogenic fuels 1,501 1,161 1,211 1,095 7,760 1,621,631 183,417 34,267,874 94,774,779 Employees' commuter traffic4,5 Purchased Goods and Services6,7 Use phase 4,8 Logistics - aftersales logistics Disposal 1.7.9 2019 2020 2021 2022 2023 146,225,201 2,178,437 129,646 146,298 31,486,873 110,899,066 115,863 1,269,018 131,255,722 1,939,191 25,217 166,586 29,094,346 98,782,354 97,171 1,150,857 136,757,602 2,203,818 29,765 139,999 33,131,882 99,805,490 129,958,000 133,875,567 130,210 1,316,438 2,200,661 66,170 145,284 33,029,416 92,947,849 174,017 1,394,603 2,746,124 115,469 166,273 1,109 1 Energy consumption generated by vehicle production (BMW Group plants including BMW Motorcycle, excluding partner plants and contract manufacturing) and by other BMW Group locations not directly related to production (e.g. research centres, sales centres, office buildings). 2 Upper calorific value 3 CHP losses refer to the losses resulting from converting a fuel source into electricity and heat in a combined heat and power plant (CHP plant). These are listed separately as of the 2022 reporting year. Energy consumption for the automotive production, motorcycle production and non-manufacturing sites was not adjusted retrospectively for previous years. As a result, the figures for 2022 are not directly comparable with previous years. 310 23,099 1,229,301 25,511 1,226,423 31,263 1,516,823 52,111 2,200,661 54,362 2,746,124 2,447 2,267 174,017 183,417 tkm g CO₂e tkm g CO₂e 77.1 43.4 76.7 41.7 14.4 31.7 14.2 26,600 974,238 7.3 2023 ← = Q BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information Transport logistics: carriers and CO₂ emissions¹ MATERIAL SUPPLY OF THE PLANTS (INBOUND)² Transport volume in million tkm CO₂e emissions in t DISTRIBUTION OF VEHICLES (OUTBOUND) ³ Transport volume in million tkm CO₂e emissions in t TOTAL MATERIAL SUPPLY OF THE PLANTS AND DISTRIBUTION OF VEHICLES (INBOUND AND OUTBOUND) Transport volume in million tkm CO₂e emissions in t CUSTOMER SUPPORT LOGISTICS (AFTERSALES LOGISTICS) Transport volume in million tkm CO₂e emissions in t PERCENTAGE SHARE OF CARRIERS IN TOTAL IN TERMS OF TRANSPORT VOLUME AND CO2 EMISSIONS Sea in % Road in % Rail in % Air in % 2022 3 Includes business trips by plane, rail and rental car. As a result of the extensive travel restrictions in place during the pandemic, 2019 is used as a base year for more conclusive comparisons in terms of business travel. Remuneration Report Total emissions 102,394 14% 99,169 -3% 86,715 89,353 Average remuneration of employees of BMW AG in € II. AVERAGE REMUNERATION OF EMPLOYEES IN € 5,338,865 (-) (-) 3,923,856 -40% 7.8 16% 13.0 3% 187% 102,047 III. REMUNERATION OF THE BOARD OF MANAGEMENT IN €¹ Milan Nedeljković Walter Mertl Ilka Horstmeier (-) (-) (-) 10,152,625 64% 8,752,558 36% (-) since November 2023 Jochen Goller Chairman since 16 August 2019 Oliver Zipse² since May 2015, 0% Pieter Nota3,4 11.2 3.9 2,107 Net income of BMW AG according to the German Commercial Code (HGB) (in € million) Profit attributable to shareholders of BMW AG (in € million) I. CHANGES IN EARNINGS Change 2023 vs 2022 in % 2023 Change 2022 vs 2021 in % 2022 Change 2021 vs 2020 in % 2021 Change 2020 vs 2019 in % 2020 2019 Comparison of changes in earnings and remuneration for employees, the Board of Management and the Supervisory Board ← = Q V. Comparison of Change in Remuneration and Earnings 1,702 - 19% - 19% 188% 4.8 Group return on sales after tax (in %) -37% 11,290 45% 17,941 228% 12,382 - 23% 3,775 4,915 - 31% 4,366 29% 6,311 4,910 since November 2019 since May 2023 384,435 (-) - 55% 2,570,131 18% 5,689,801 55% - 17% 4,528,636 13% 5,458,773 75% 4,820,525 4,824,746 (-) (-) (-) 1,006,759 (-) 3,736,259 (-) (-) (-) - 1% Other Information Remuneration Report FORMER MEMBERS OF THE BOARD OF MANAGEMENT IN €1 Comparison of changes in earnings and remuneration for employees, the Board of Management and the Supervisory Board To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report BMW Group Report 2023 302 5 Service contract ended 31 May 2023. See Premature termination of activities and post-contractual non-competition clause. 1 The reported remuneration for the years 2019 and 2020 has been recalculated pursuant to § 162 of the German Stock Corporation Act (AktG). 2 For the 2019 and 2020 financial years, the advance payments of € 566,667 and € 712,000 from the 2018-2020 and 2019-2021 Performance Cash Plans, which were paid in 2019 and 2020 respectively, were also included in the calculation of remuneration. 3 For the 2019 and 2020 financial years, the advance payments of € 500,000 each from the 2018-2020 and 2019-2021 Performance Cash Plans, which were paid in 2019 and 2020 respectively, were also included in the calculation of remuneration. 4 Service contract comes to an end on 31 July 2024. See Premature termination of activities and post-contractual non-competition clause. -5% 4,043,267 10% 4,240,977 283% 3,856,458 3,703,942 17% 4% 2,757,590 3,117,471 (-) (-) (-) (-) (-) (-) (-) -10% -20% 8,158,904 616,872 4,413,481 25% 4,929,261 93% 3,949,908 432% 2,043,706 (-) 2,446,106 (-) since October 2019 2,660,349 January 2017 until 11 May 2023 since January 2022 since July 2020 Frank Weber Joachim Post Nicolas Peter 3,5 2,651,143 January 2018 until 31 October 2023 Other Information - 12% 24% 4,964,449 95% 4,017,337 283% 2,058,305 537,696 4,374,024 Remuneration Report To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report BMW Group Report 2023 (-) 48,237 (-) 210,000 335% 210,000 0% Rachel Empey" since May 2021 (-) (-) (-) 135,419 (-) 260,000 (-) 92% (-) Bernhard Ebner¹ 210,000 0% 210,000 0% Marc Bitzer since May 2021 (-) (-) (-) 135,419 (-) 210,000 55% 210,000 0% since October 2021 410,000 58% Heinrich Hiesinger 0% Susanne Klatten since May 1997 220,000 210,000 - 5% 210,000 0% 210,000 0% 208,000 - 1% Jens Köhler¹ since August 2021 Logistics - material supply of the plants and distribution of vehicles² Business trips³ 210,000 59% 210,000 (-) since May 2017 220,000 210,000 - 5% 210,000 0% 210,000 0% 0% 0% Johann Horn¹ since May 2021 (-) (-) (-) 132,344 210,000 V. Comparison of Change in Remuneration and Earnings 210,000 210,000 610,000 - 5% 610,000 0% 610,000 0% 610,000 0% (-) (-) (-) (-) (-) (-) 389,545 640,000 (-) (-) since January 2023, Deputy Chairman since May 2015, Chairman 301 V. Comparison of Change in Remuneration and Earnings ← = Q Comparison of changes in earnings and remuneration for employees, the Board of Management and the Supervisory Board 2019 2020 Change 2020 vs 2019 in % 2021 Change 2021 vs 2020 in % 2022 Change 2022 vs 2021 in % 2023 Change 2023 vs 2022 in % IV. REMUNERATION OF THE SUPERVISORY BOARD IN € Norbert Reithofer Martin Kimmich 1,2 Stefan Quandt Stefan Schmid¹ since 1997, Deputy Chairman Kurt Bock³ Audit Committee 220,000 367,930 67% 460,000 25% 460,000 0% 460,000 0% Christiane Benner¹ since May 2014 220,000 Other Information since May 2018, Deputy Chairman and Chairman of the 0% 410,000 0% 430,000 410,000 - 5% 410,000 0% 410,000 0% - 5% 410,000 since 2007, Deputy Chairman 430,000 410,000 - 5% 410,000 0% 410,000 0% ← = Q 16% (-) Change PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft Munich, March 14, 2024 We issue this auditor's report on the basis of the engagement agreed with Bayerische Motoren Werke Aktiengesellschaft. The audit has been performed only for purposes of the company and the auditor's report is solely intended to inform the company as to the results of the audit. Our responsibility for the audit and for our auditor's report is only towards the company in accordance with this engagement. The auditor's report is not intended for any third parties to base any (financial) decisions thereon. We do not assume any responsibility, duty of care or liability towards third parties; no third parties are included in the scope of protec- tion of the underlying engagement. § 334 BGB [Bürgerliches Gesetzbuch: German Civil Code], according to which objections arising from a contract may also be raised against third parties, is not waived. Restriction on use The audit of the content of the remuneration report described in this auditor's report includes the formal audit of the remuneration report required by § 162 Abs. [paragraph] 3 AktG, including the issuance of a report on this audit. As we express an unqualified audit opinion on the content of the remuneration report, this audit opinion includes that the information required by § 162 Abs. 1 and 2 AktG has been disclosed in all material respects in the re- muneration report. Reference to an Other Matter - Formal Audit of the Remuneration Report according to § 162 AktG In our opinion, based on the findings of our audit, the remunera- tion report for the financial year from January 1, 2023 to Decem- ber 31 2023, including the related disclosures, complies in all material respects with the accounting provisions of § 162 AktG. Audit Opinion We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. In making those risk assessments, the auditor considers internal control relevant to the preparation of the remuneration report in- cluding the related disclosures. The objective of this is to plan and perform audit procedures that are appropriate in the circum- stances, but not for the purpose of expressing an opinion on the effectiveness of the company's internal control. An audit also in- cludes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the executive directors and the supervisory board, as well as evaluating the overall presentation of remuneration report in- cluding the related disclosures. An audit involves performing procedures to obtain audit evidence about the amounts including the related disclosures stated in the remuneration report. The procedures selected depend on the au- ditor's judgment. This includes the assessment of the risks of material misstatement of the remuneration report including the related disclosures, whether due to fraud or error. Our responsibility is to express an opinion on this remuneration report, including the related disclosures, based on our audit. We conducted our audit in accordance with German generally ac- cepted standards for the audit of financial statements promul- gated by the Institut der Wirtschaftsprüfer (Institute of Public Au- ditors in Germany) (IDW). Those standards require that we com- ply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the remuneration report, including the related disclosures, is free from material misstatement. Auditor's Responsibilities The executive directors and the supervisory board of Bayerische Motoren Werke Aktiengesellschaft are responsible for the prep- aration of the remuneration report, including the related disclo- sures, that complies with the requirements of § 162 AktG. The executive directors and the supervisory board are also responsi- ble for such internal control as they determine is necessary to enable the preparation of a remuneration report, including the re- lated disclosures, that is free from material misstatement, whether due to fraud or error. Responsibilities of the Executive Directors and the Supervisory Board Petra Justenhoven Wirtschaftsprüferin (German Public Auditor) We have audited the remuneration report of Bayerische Motoren Werke Aktiengesellschaft, München, for the financial year from January 1, 2023 to December 31, 2023 including the related disclosures, which was prepared to comply with § [Article] 162 AktG [Aktiengesetz: German Stock Corporation Act]. Michael Popp Wirtschaftsprüfer (German Public Auditor) BMW Group Report 2023 330 Glossary and Explanation of Key Figures* 328 BMW Group Ten-year Comparison 326 Consumption and Carbon Disclosures 325 NFS Index 321 TCFD Index 318 SASB Index 314 Employees and Society 307 Production, Purchasing and Supplier Network 307 Further GRI Information ←三〇 Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report 306 To Bayerische Motoren Werke Aktiengesellschaft, München VII. AUDITOR'S REPORT ← = Q Remuneration Report Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report Group Financial Statements BMW Group Report 2023 304 4 Member of the Audit Committee since 1 October 2022. 3 Dr Bock was elected Chairman of the Audit Committee in May 2020. 1 These employee representatives have declared that they will transfer their remuneration to the Hans Böckler Foundation in accordance with the guidelines of the Confederation of German Trade Unions. 2 Member since 18 January 2023, Deputy Chairman since 23 January 2023. 1% 210,000 (-) 208,387 (-) (-) (-) Other Information VI. Other Considerations VI. OTHER CONSIDERATIONS BMW Group companies did not grant any loans to members of the Board of Management or the Supervisory Board in the 2023 financial year, nor did they enter into any contingent liabilities in their favour. In the year under review, members of the Board of Management and the Supervisory Board concluded contracts with BMW Group companies for the purchase of vehicles, other services (maintenance and repair work) and cash deposits at arm's length conditions. Other Information Remuneration Report VII. Auditor's Report Group Financial Statements Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report BMW Group Report 2023 305 ← = Q 337 Financial Calendar Board of Management Oliver Zipse For the Board of Management Norbert Reithofer Chairman of the Supervisory Board Dr-Ing Dr-Ing Eh For the Supervisory Board Bayerische Motoren Werke Aktiengesellschaft The Company maintains a financial loss liability insurance policy for the members of the Board of Management and the Supervisory Board. The insurance provides cover for legal liability claims and protects the private assets of members of BMW AG's Board of Management and Supervisory Board if a claim is made against them for financial loss in the course of exercising their function as a corporate entity. A deductible is provided for members of the Board of Management that complies with the requirements of the German Stock Corporation Act (AktG). Chairman of the (-) 338 Contacts 06 OTHER 110,141 91,300 91,300 134,849 134,849 130,090 130,090 354,095 354,095 Electricity/heat purchased by BMW Group locations²,4,9 Total emissions 5,245 3,449 1,967 1,793 6,098 113,431 76,491 66,442 110,141 72,554 1 The CO2 emissions listed account for approximately 90% of the BMW Group's total Scope 1 to Scope 3 emissions. The methodology used to calculate CO2 emissions changed in the reporting year 2023 for the items "Purchased Goods and services" and "Logistics - material supply of the plants and distribution of vehicles". The prior-year figures have been adjusted retrospectively. 3 This amount includes 15,881 t CO₂ from the direct use of biomass. 4 Calculation of Scope 1 and Scope 2 emissions, using the operational control approach in accordance with the GHG Protocol. Leased space without the direct influence of the BMW Group on energy supply is therefore not included. SCOPE 3: INDIRECT GREENHOUSE GAS EMISSIONS in t CO₂/CO₂e¹ BMW Group Carbon footprint ← = Q Further GRI Information Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report BMW Group Report 2023 308 9 Scope 2 emissions calculated using the market-based method in accordance with the GHG Protocol Scope 2 guidance; mainly based on the emissions factors for electricity, district heating and fuels reported by the VDA (each in the latest version dated 12/2023) and occasionally using local emissions factors; alternative calculation using the location-based method: 1,195,818 t CO2. 7 The increase in this metric is the result of the scope being increased as compared to the previous year. Reporting was only submitted for Germany and the international test sites up to and including 2022. During the 2023 reporting year, all BMW Group plants and the 12 major markets were integrated into the figure. A calculation based on the Scope from 2022 results in a comparative value for 2023 of 80,869 t CO2 (+5.7% compared to previous year). No retrospective adjustment was made. As a result, the figures for 2023 are not directly comparable with previous years. 8 As a result of the extensive travel restrictions in place during the pandemic, 2019 is used as a base year for more meaningful comparisons in terms of civil aviation. 6 Emissions from company cars (Scope 1) are also included on a pro-rata basis under employee commuting and use phase (both Scope 3). A distinction in the systems is currently not possible. 5 Includes the emissions of company cars and function-related vehicles of the BMW Group plants, as well as the 12 major markets. Emissions are preferably calculated on the basis of tank refills. This is the case for the plants and/or markets in Australia, Austria, Brazil, France, Germany, Hungary, India, Italy (only Alphabet Italia S.p.A. and BMW Bank GmbH, Milan), Japan, Mexico, South Africa, South Korea (only BMW Financial Services Korea Co., Ltd., Seoul), Thailand and the UK. In the remaining cases, they are determined based on kilometres driven. For the USA, the data are partly extrapolated for 2023 because the information was not yet available for the entire period at the time the data was collected. For BMW Italia S.p.A. and BMW Italia Retail S.r.l., values for the reporting period are calculated based on average kilometres per day. For system-related reasons, the refuelling of company vehicles includes both business and private trips, except refuelling paid for by employees themselves. 2 Carbon emissions (excluding climate-impacting gases other than carbon dioxide) generated by vehicle production (BMW Group plants and BMW Motorcycle, excluding partner plants and contract manufacturing) and by other BMW Group locations not directly related to production (e.g. research centres, sales centres, office buildings). 85,667 595,257 614,117 Other Information Remuneration Report SCOPE 2: INDIRECT GREENHOUSE GAS EMISSIONS Company-owned planes Company vehicles 5,6,7 BMW Group locations 2,3,4 Total emissions SCOPE 1: DIRECT GREENHOUSE GAS EMISSIONS Total emissions¹ int CO₂ BMW Group Carbon footprint PRODUCTION, PURCHASING AND SUPPLIER NETWORK Change 307 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report INFORMATION ← = Q Further GRI Information 2019 2020 631,304 604,620 586,638 713,933 694,057 699,713 678,967 *Part of the Combined Management Report 678,403 130,743,357 137,592,164 132,064,779 147,257,699 2023 2022 2021 134,699,641 0% FURTHER GRI INFORMATION 0% 7% 10% until October 2019 until December 2017 - 1% 363,765 1% 1% -21% until May 2015, since May 2015 Chairman of the Supervisory Board - 70% 274,262 - 34% - 64% -34% 2% - 62% 216,478 149% 303 6 For the 2019 and 2020 financial years, the advance payments of € 600,000 and € 500,000 from the 2018-2020 and 2019-2021 Performance Cash Plans, respectively, which were paid in 2019 and 2020 respectively, were also included in the calculation of remuneration. 4 For the 2019 and 2020 financial years, the advance payments of € 900,000 each from the 2018-2020 and 2019-2021 Performance Cash Plans, which were paid in 2019 and 2020 respectively, were also included in the calculation of remuneration. 5 Mr Krüger's employment contract ended on 30 April 2020. 2 For the 2019 and 2020 financial years, the advance payments of € 600,000 each from the 2018-2020 and 2019-2021 Performance Cash Plans, which were paid in 2019 and 2020 respectively, were also included in the calculation of remuneration. 3 Ms Caiña Carreiro-Andree's contract of employment ended on 30 June 2020. 1 The reported remuneration for the years 2019 and 2020 has been recalculated pursuant to § 162 of the German Stock Corporation Act (AktG). - 97% 64,856 - 54% 120% - 1% until December 2021 Andreas Wendt - 31% 50% 179,339 - 96% -54% 346,848 24% -23% - 77% 181,079 - 1% - 68% -25% until October 2019 Milagros Caiña Carreiro-Andree²,3 2023 vs 2022 in % 2023 2022 vs 2021 in % 2021 vs 2020 in % 2020 vs 2019 in % Change 210,000 Change Klaus Draeger Friedrich Eichiner Klaus Fröhlich² Harald Krüger4,5 1% 1% 313,878 302,023 -25% - 32% 62% - 18% BMW Group Report 2023 2% until August 2019 until June 2020 until December 2016 until September 2016 Peter Schwarzenbauer Ian Robertson Norbert Reithofer 2% To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report - 69% (-) since May 2021 Christoph Schmidt 0% 210,000 0% 210,000 56% 210,000 (-) 134,344 (-) since May 2020 Anke Schäferkordt 58% 410,000 (-) 24% (-) (-) 210,000 1% (-) 210,000 49% 208,000 139,532 (-) since January 2022 Sibylle Wankel¹ since May 2019 Vishal Sikka 0% 210,000 55% 210,000 135,419 260,000 (-) (-) 100,624 (-) (-) (-) (-) since July 2022 210,000 Gerhard Kurz 210,000 143% 210,000 0% (-) (-) 0% 109% (-) 34% 210,000 -5% 210,000 220,000 since June 2012 Dominique Mohabeer¹4 André Mandl¹ 210,000 (-) 86,258 (-) (-) (-) (-) (-) since April 2022 156,333 9,749 7,168 6,650 6,113 3.33 5,326 Waste for disposal Waste¹ !!!! 2.90 2.74 2.12 VOC Solvent emissions per vehicle produced* in kg 4.09 0.85 1 Waste generated by automotive production (BMW Group plants, excluding partner plants and contract manufacturing). 2 Includes both recycling and thermal recovery. 922,554 Waste for disposal per vehicle produced* 927,880 0.81 ← = Q in t Total waste in kg 2019 2020 2021 2022 2023 780,911 775,459 Materials for recycling² 771,162 768,292 829,498 822,848 818,387 812,274 0.70 Notifications of potential violations in the supply chain 0.52 in % Proportion of suppliers of production-related material with implemented preventive measures at the time of awarding Proportion of suppliers of production-related material with agreed preventive measures at the time of awarding Basis: industry-specific sustainability questionnaire. 2022 2023 70 55 22 31 2 A new version of the questionnaire containing additional requirements was introduced. As a result, some suppliers had to redo their questionnaires. Some suppliers had to implement additional preventive measures. Number of notifications of potential violations of our sustainability principles received through our reporting channels of which number of notifications that were clarified during the reporting year* of which number of justified notifications that were clarified during the reporting year 2022 Further GRI Information 2023 Sustainability assessment of relevant supplier locations 1,2 0.61 Other Information Group Financial Statements Responsibility Statement and Auditor's Report 0 2019 2020 2021 2022 2023 *The efficiency indicator is calculated on the basis of solvent emissions (VOCs) generated by auto- mobile production (BMW Group plants, excluding partner plants and contract manufacturing) di- vided by the number of vehicles produced in automobile production (BMW Group plants and part- ner plants, excluding contract manufacturing). 0 2019 2020 2021 2022 2023 *Efficiency ratio calculated on the basis of waste for disposal in automobile production (BMW Group plants, excluding partner plants and contract manufacturing] divided by the total number of vehicles produced in automobile (BMW Group plants and partner plants, excluding contract man- ufacturing). 313 BMW Group Report 2023 To Our Stakeholders Combined Management Report Remuneration Report Other Information Average distribution of materials in BMW Group vehicles¹² Group Financial Statements Responsibility Statement and Auditor's Report 2.05 1.91 1.90 1.78 Elastomers (e.g. tyres, seals) 3.6 0 2019 2020 2021 2022 2023 1 Calculated using unit-adjusted averages for the BMW 1 Series, 2 Series, 3 Series, 4 Series, 5 Se- ries, 6 Series, 7 Series, 8 Series, the X1, X2, X3, X4, X5, X6, X7 of Rolls-Royce, MINI and M- GmbH, as well as the BEV vehicles i3 long, 14, 15, 17, ix, iX1, ix2, iX3, MINI E, Rolls-Royce Spectre and PHEV versions. 2 The number of vehicles produced (BMW Group plants, partner plants and contract manufactur- ing] increased year-on-year to around 2.66 million vehicles (2022: around 2.38 million). Based on an average vehicle weight of BMW Group vehicles of around 2.0 tonnes, the total weight of in- put materials is around 4.9 million tonnes. To calculate the individual material flows, the total weight is multiplied by the average distribution of the materials in BMW Group vehicles. Efficiency indicator calculated from the potable water consumption measured for automobile pro- duction (BMW Group plants, excluding partner plants and contract manufacturing) divided by the number of vehicles produced in automobile production (BMW Group plants and partner plants, excluding contract manufacturing). ² Potable water consumption refers to water purchased from external water suppliers. If a BMW Group location does not purchase water from an external supplier, the primary source of supply is counted as potable water. This applies to the BMW Group plants in San Luis Potosí, Mexico, and Araquari, Brazil, where groundwater is the main source. 3 Value of the base year 2016 to the target reduction of -25% by 2030: 2.00. Water consumption* 2.12 in m³ Non-ferrous metals 21.0 Steel and iron 48.4 8 311 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information Potable water consumption per vehicle produced 1,2,3 in % in m³ Others (including glass and operating materials) 11.1 M.O.N. (mod. Organ. Natural mat.) 0.3 Thermoplastic resins Duromers 2.0 12.5 Textiles 1.1 Remuneration Report Water consumption of which groundwater in % 0.0 0.0 0.0 0.0 0.1 of which rainwater in % 0.0 0.1 0.3 0.3 0.2 *Water used by automotive production (BMW Group plants, excluding partner plants and contract manufacturing). Further GRI Information ← = Q 312 BMW Group Report 2023 To Our Stakeholders Combined Management Report of which surface water in % of which potable water in % 15.9 14.6 2019 2020 2021 2022 2023 5,417,428 4,722,310 4,924,477 4,840,161 5,049,144 87.4 86.3 85.1 84.0 83.8 12.6 13.6 15.7 11 82 6 82.7 78.7 77.7 79.1 78.7 82.3 Driving 3.8 Transport 10.2 88.5 89.2 88.3 89.1 87.4 South Africa 85.9 Austria Processing 6.2 90.2 88.8 89.5 89.8 87.5 Others 7.2 99.5 99.7 99.8 99.7 99.7 UK Germany USA 2023 85.4 85.8 Mexico 67.4 65.2 60.0 57.8 57.1 Thailand Handling of pieces 12.8 Assembling/ disassembling 14.5 84.5 85.1 82.2 78.8 73.7 88.4 China 88.2 85.1 84.9 78.2 Brazil Ancillary activities 12.6 75.6 80.0 78.4 68.4 82.1 India Walking 28.2 Cleaning 2.4 Testing 2.1 86.0 2022 2021 2020 3,191 3,720 4,535 2,794 Total 2023 2022 2021 2020 2019 Number Total number of employees leaving BMW AG, by reason for leaving¹ * Training for BMW Group employees at consolidated and non-consolidated subsidiaries world- wide. Data is collated on the basis of direct input by participants and, to a small extent, by extrap- olation. Data also includes e-learning formats. GRI Index: 404-1 2023 3,107 2022 2020 2019 0 lill 21.6 23.1 23.7 16.0 Average number of hours of training and further education per employee of the BMW Group* 20.7 14.1 10.8 Tariff 68.9 2021 Part-time retirement, retirement, death 1,700 1,884 2019 in % Principal hazard spots Share of local employees in management positions at major Company locations* = Q ↑ Further GRI Information Other Information Remuneration Report BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report 317 = Q ↑ 2 Increase mainly due to a set of personnel measures. 1 Figures refer to employees with permanent contracts. 91 70 1,938 2,110 2,105 Voluntarily left Company (termination or suspension of employment contract by employee) 1,029 48.4 2,6012 1,011 911 Dismissed by employer 65 50 33 1,749² 43.1 62.9 72.7 Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report BMW Group Report 2023 320 In line with its corporate strategy, the BMW Group is pursuing a clear course of decarbonisation. Against a backdrop of increasing electrification, it is particularly important to consider carbon emissions over the entire life cycle of a vehicle. In this context, the BMW Group has set itself decarbonisation targets by 2030 (base year 2019) during the usephase, in the upstream supply chain and in production. These have been registered with the SBTi and validated (Reducing carbon emissions across the entire value chain). The BMW Group is also taking measures to mitigate and adapt to climate change. It is therefore imperative to identify climate-related risks and opportunities and to take appropriate account of them in determining the strategic direction to be followed, managing the business and organising a Group-wide risk management system. For further information, see ▾ Climate- related Risks and Opportunities. The BMW Group is also working consistently to reduce vehicle pollutants such as nitrogen oxides (NOx), carbon monoxide (CO) and particulate matter (PM) (Pollutants). (2) The BMW Group portfolio includes BEVs (1) and PHEVs (2). Under the BMW Group definition, see Glossary Electrified Vehicles, 48 V vehicles are not counted as hybrid vehicles. (3) Plug-in hybrid electric vehicles (PHEV): 190,159 (1) Emissions-free vehicles (BEV): 375,716 7 As in previous years, statutory carbon emissions limits during the use phase are met again (2) The BMW Group provides the total number of days idle resulting from work stoppages as per the definition in (1). The total number of days idle can be calculated from the total number of employees involved with each work stoppage and the number of days the work stoppage lasted. The number of days idle for 2023 was zero. Strike action is usually taken to reinforce pay rise demands. (1) The BMW Group provides the number of work stoppages (strikes and lockouts) affecting more than 1,000 employees and that lasted one full shift or longer. The number of work stoppages for 2023 was zero. Notes opportunities TR-AU-410a.3 Other Information Discussion of strategy for managing fleet Discussion and analysis n/a fuel economy and emissions risks and TR-AU-410a.2 Number Quantitative Number of (1) zero-emission vehicles (ZEV), (2) hybrid vehicles and (3) plug-in hybrid vehicles sold Sales-weighted average passenger fleet Quantitative fuel economy, by region Mpg, L/km, gCO2/km, TR-AU-410a.1 km/L (2) total days idle Fuel economy and use-phase emissions and TR-AU-310a.2 Number, days idle Code Unit Category Quantitative Fuel economy and use-phase emissions (1) Number of work stoppages ← = Q [[Topic All BMW Group vehicles sold since 2008 meet the currently applicable worldwide requirements for the recycling of end-of-life vehicles, components and materials. Vehicles (except for motorcycles) are already currently required to be 85% recyclable or 95% recyclable including thermal utilisation (based on vehicle weight). ]] 7 Closing material loops At the Recycling and Dismantling Centre in Munich, 4,386 vehicles (including motorcycles) were taken back and recycled during the reporting year. This corresponds to a total scrapping weight for vehicles (including motorcycles) of 6,105 t. In relation to the entire vehicle (excluding motorcycles), at least 85% of materials are recycled and, including thermal utilisation, at least 95% as stipulated by legal requirements (European End-of-Life Vehicles Directive ELV 2000/53/EC). 91.4% of the total amount of waste (927,880 t) was recycled and 8.1% was thermally utilised. 7 Further GRI Information tons (t) sales-weighted metric TR-AU-440b.3 Percentage (%) by Average recyclability of vehicles sold Quantitative TR-AU-440b.2 Metric tons (t), Percentage (%) Weight of end-of-life material recovered, Quantitative percentage recycled 7 Waste SASB-Index TR-AU-440b.1 More information about this can be found online. 7 Raw materials security and strategy Notes Quantitative Total amount of waste from manufacturing, percentage recycled Materials efficiency and recycling TR-AU-440a.1 Discussion and analysis n/a Code Unit Category Description of the management of risks associated with the use of critical materials Accounting Metric Raw material sourcing Metric tons (t), Percentage (%) Labour practices Accounting Metric [[Topic TR-AU-000.B Number Quantitative Number of vehicles sold Activity metric 7 Production network TR-AU-000.A Number Quantitative Number of vehicles manufactured Notes Code Unit Category 7 Key performance indicators Accounting metric SASB INDEX SASB-Index ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2023 318 case. * "Local" refers to managers with local contracts. People deployed to work at the location who do not have a local employment contract are not included. These are reflected in the difference to 100 in each 74.2 [[Topic Product safety Percentage of vehicle models rated by NCAP programmes with an overall 5-star safety rating, by region Quantitative SASB-Index ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report BMW Group Report 2023 319 7 Further GRI Information TR-AU-310a.1 Percentage (%) Quantitative Share of employees represented by a trade union or falling under collective agreements Labour practices Product safety 7 Quality management in the BMW Group TR-AU-250a.3 Percentage (%) TR-AU-250a.1 Number of safety-related defect complaints, percentage investigated Quantitative Number, Percentage (%) TR-AU-250a.2 67.8 - 88% - European New Car Assessment Programme (Euro NCAP) - 67% - Korean New Car Assessment Programme (KNCAP) In its reporting on NCAP programmes, the BMW Group focuses on markets in the EU (including the UK), China, the USA and South Korea. More information about NCAP can be found in the chapter Product Quality and Safety. 100%* of safety-relevant complaints were reviewed. * The survey period runs from November of the previous year through to November of the reporting year, as to allow for a processing time after the receipt of complaints. Number of vehicles recalled Quantitative Number - 100% - China New Car Assessment Programme (C-NCAP) -40% - U.S. National Highway Traffic Safety Administration's (NHTSA) New Car Assessment Programme (NCAP) 4 27.0 26.0 2020 2019 in % Share of employees represented by a trade union or falling under collective bargaining agreements¹ Further GRI Information ← = Q Other Information Remuneration Report To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report BMW Group Report 2023 315 6 Of this figure, 41.9% clock-controlled production employees of the BMW Group. 5 Of this figure, 42.5% clock-controlled production employees of the BMW Group. 4 Of this figure, 38.0% clock-controlled production employees of the BMW Group. 2021 3 Of this figure, 37.9% clock-controlled production employees of the BMW Group. 1 The term "employee" has been redefined with effect from the reporting year 2020 (for definition, see Glossary). 2023 2022 2021 2020 2019 118.94 120.73 126.0² 155.06 149.55 0 Employees in Germany 30 ² Of this figure, 38.2% clock-controlled production employees of the BMW Group. 60 2022 Germany (BMW AG)² 100 USA (Spartanburg plant, no collective bargaining agreements in place) Mexico (San Luis Potosí plant)² 70 70 70 63 59 South Africa (Rosslyn plant, Sales, IT, Financial Services) 100 100 100 100 100 Austria (Steyr plant)² 2023 100 100 100 100 China (Dadong, Tiexi incl. Lydia plants) 82 83 84 85 UK (Plants Hams Hall, Oxford, Swindon, Goodwood, Transport and Logistics Centre (Bognor Regis)) 100 100 100 100 100 100 abroad 90 Employees 106,928 108,676 113,719 154,950 149,475 118,909 120,726 126,016 2023 2022 2021 2020 2019 Other 137,056 Financial Services Automotive BMW Group Employees at end of year¹ EMPLOYEES AND SOCIETY Further GRI Information ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report BMW Group Report 2023 To Our Stakeholders Combined Management Report 314 ← = Q Further GRI Information All notifications are processed until they are fully resolved, including across several financial years. Five notifications received in 2023 were still at the internal processing stage at the end of the financial year and had not yet been fully resolved. Similarly, four notifications from 2022 were still being processed in 2023 that had not been fully resolved by the end of the 2022 financial year. Three of these notifications were resolved in 2023 and were proven unjustified. The remaining notification will continue to be processed during the next financial year. Motorcycles 142,441 3,503 3,474 120 150 Number of employees in thousands Employees in Germany and abroad¹ 2 Around 24% of these are women employed at BMW AG. For system-related reasons, this data is only collected for BMW AG. 3 Permanent and fixed-term employees. 1 The term "employee" has been redefined with effect from the reporting year 2020 (for definition, see Glossary). 7,973 7,315 6,846 6,433 6,318 Employees in part-time employment³ 14,536 15,039 2,503 2,892 3,489 3,418 3,711 3,996 8,684 8,473 8,466 100 8,616 110 103 97 92 100 Employees with fixed-term contracts² 8,413 "Meister" (master craftsmen) 100 100 Thailand 3,938 4,183 5.1 4,211 5.4 4,158 5.2 4,082 4.9 in % of total number of employees 22 2 861 Brazil 0.8 0.74 0.6 691 0.8 23 436 2,867 South Africa 657 5604 464 653 764 35 2 3,703 Mexico 5.7 0.9 5.1 157 India 38.2 26.4 30.7 Non-tariff employees 2023 2022 2021 Employee category Number of hours employee category Average training hours at the BMW AG Academy, by Further GRI Information Other Information Remuneration Report 29 Group Financial Statements Responsibility Statement and Auditor's Report BMW Group Report 2023 316 *Status: 31 December 2023. "As a result of changes in the way information is recorded, data for 2022 have been retrospectively adjusted (Values before adjustment: 493 employees in sabbaticals; 0,6% of total number of employ- ees). 3 Only workers in administrative positions who engaged in mobile work. 18 38 915 Hungary 2 Of which 4,118 were female (60%). For systemic reasons, this number is only calculated for BMW AG. 1 The term "employee" has been redefined with effect from the reporting year 2020 (for definition, see > Glossary). 9 3 572 To Our Stakeholders Combined Management Report 4.8 6.0 6.6 18 844 87,304 Germany 6,949 6,388 5,951 5,568 5,440 Parental leave in % of total number of employees Sabbaticals in % of total number of employees Vollzeit Select model 6.6 in % of total number of employees in % of total number of employees Part-time employment² of which Share of women fixed-term in % Total 2023 2022 2021 2020 2019 Number of employees Number of employees per country with production site(s)* Alternative ways of working at BMW AG¹ 2 Excluding senior management and representatives. GRI Index: 2-30 Status: 31.12.2023. Mobile work³ 7.0 7.7 7.8 16 126 3,857 Austria 4,833 4,170 3,736 4,747 5,474 18 65 6,743 UK 85.4 85.9 84.3 87.2 8.2 China 28,076 12,623 15 36,208 100 43,309 43,707 45,673 USA 12,736 25 70.8 41,180 4.6 Carbon emissions in the supply chain, including in transport lo- gistics, as well as in upstream fuel production (well-to-tank) are referred to as CO₂e. Climate-impacting gases under Scope 1 and 2 are not recognised for reasons of materiality. As of February 2024 16,060 23,509 17,096 € million Earnings before tax 9,118 9,593 9,386 9,899 8,933 5,222 7,411 13,400 13,999 18,482 € million Earnings before financial result 21.2 19.7 19.9 20.3 19.0 4,830 17.3 7,118 10,675 2,140 1,365 3,597 4,927 4,931 € million Income taxes 10.8 10.0 10.3 9,627 10.9 6.8 5.3 14.4 16.5 11.0 % Return on sales (earnings before tax/revenues) 8,707 9,224 9,665 9.9 13.7 19.8 17.2 Business volume (based on balance sheet carrying amounts) contracts Contract portfolio FINANCIAL SERVICES 2,165,566 133,615 2,279,503 151,004 2,359,756 145,555 2,505,741 185,682 2,541,534 162,687 2,564,025 187,116 € million 2,255,637 168,104 2,382,305 215,932 2,661,922 221,988 units units Motorcycles Automobiles PRODUCTION VOLUME 2,117,965 123,495 2,259,733 136,963 2,349,962 145,032 2,461,269 187,500 5,312,689 137,910 5,513,129 135,689 5,859,890 139,530 19.1 % 80,401 92,175 94,163 98,282 96,855 104,210 98,990 111,239 142,610 155,498 € million Gross profit margin Revenues INCOME STATEMENT 4,359,572 96,390 4,718,970 111,191 5,114,906 123,394 5,380,785 124,719 5,708,032 133,147 5,973,682 142,834 5,981,928 133,093 2,530 2,465,021 164,153 2,000 2,828 3,922 5,012 7,791 8,836 € million Capital expenditure (excluding capitalised development costs) 56,844 61,831 66,864 73,542 5,650 84,736 81,807 86,173 92,204 94,972 € million 97,959 110,343 121,671 121,964 124,202 90,630 137,404 5,029 3,731 92,923 € million 5.7 4.2 4.0 4.8 5.2 5.4 4.0 4.5 4,688 5.5 % Balance sheet total Current provisions and liabilities Non-current provisions and liabilities Equity ratio Equity costs) Capital expenditure ratio (excluding capitalised development 4,601 3,826 5.7 134,851 143,354 154,722 8,675 7,064 5,022 3,857 12,463 18,582 12,165 € million Net profit for the year 33.2 6,910 30.7 18.7 26.3 30.1 26.1 22.4 21.0 28.8 % Effective tax rate 2,890 28.5 6,396 5,817 329 155,918 € million Current assets Non-current assets BALANCE SHEET 2014 2015 2016 2017 2018¹ 2019 2020 2021 2022 2023 ← = Q Other Information BMW Group Ten-Year Comparison Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2023 2,755 2,486,149 165,566 2,537,504 175,162 2,325,179 169,272 575-611 20.3 - 19.1 BMW i7 M70 xDrive BMW i7 xDrive 60 BMW i7 xDrive50 94-110 27.0-22.9 26-18 1.1-0.8 BMW X5 xDrive 50e 19.6 - 18.5 83-90 23-19 93-103 21.7 -19.9 17-13 0.8 -0.6 1.0-0.8 BMW 530e xDrive BMW 530e 445-506 20.8 18.3 BMW i5 M60 xDrive Touring 23.2 - 21.6 457-516 589-624 BMW iX xDrive40 consumption Electricity power CO₂ emissions in g/km (combined/weighted combined) max/min ← = Q Disclosures regarding revenues that are taxonomy-eligible and taxonomy-aligned, capital expenditure (CapEx) and operational expenditure (OpEx) Consumption and Carbon Disclosures Other Information Remuneration Report Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report Group Financial Statements 23.7-20.8 BMW Group Report 2023 in kWh/100 km (combined/weighted combined) max/min Figures according to NEDC Electricity power consumption 501 - 564 587 633 490-559 403-435 24.7-21.9 21.3 -19.5 BMW iX M60 BMW iX xDrive50 21.4 -19.4 327 20.5-18.2 BMW i5 M60 xDrive 483-560 CO₂ emissions in g/km (combined/weighted combined) max/min Fuel consumption in l/100km (combined/weighted combined) max/min As of February 2024 apply for the assessment of taxes and other vehicle-related du- ties which are also based on CO2 emissions. Further information about the official fuel consumption and official specific carbon emissions of new vehicles can be found in the "Manual on fuel consumption, carbon emissions and electricity consumption of new vehicles". www.dat.de/co2 may For vehicles that were newly type-approved on or after 1 January 2021, official figures are only based on WLTP. In the vehicles, different figures than those published here The figures for fuel consumption, CO₂ emissions and power con- sumption are calculated based on the measurement methods stipulated in the current version of Regulation (EU) 715 / 2007. The information is based on a vehicle with basic equipment in Germany. Ranges take into account differences in wheel and tyre size selected as well as optional equipment and can change based on configuration. The figures have been calculated based on the new WLTP test cycle and adapted to NEDC for compari- son purposes. Disclosures regarding fuel consumption, carbon emissions and electricity consumption CONSUMPTION AND CARBON DISCLOSURES Consumption and Carbon Disclosures Electricity power consumption ← = Q Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report BMW Group Report 2023 326 * Regulation (EU) 2020/852 of the European Council and of the European Parliament on the Es- tablishment of a Framework to Facilitate Sustainable Investment, and amending Regulation (EU) 2019/2088, Commission Delegated Regulation (EU) 2021/2139, Commission Delegated Regu- lation (EU) 2021/2178, Commission Delegated Regulation (EU) 2023/2485 and Commission Delegated Regulation (EU) 2023/2486. ↑ NFS-Index 7 EU Taxonomy 7 Compliance and Human Rights Other Information in kWh/100 km (combined/weighted combined) max/min Figures according to WLTP Electric range (combined/weighted 19.3-16.5 497-582 18.9-15.9 415-520 22.5-18.0 492-590 19.116.1 406-483 18.7 -15.8 234-229 10.4-10.1 BMW i5 eDrive40 Touring BMW i5 eDrive40 BMW i4 M50 BMW i4 eDrive40 BMW i4 eDrive35 BMW M3 CS BMW Model CO2 emissions in g/km (combined/weighted combined) max/min in l/100km (combined/weighted combined) max/min combined) Fuel consumption in kWh/100 km (combined/weighted combined) max/min Figures according to WLTP Fuel consumption Electric range (combined/weighted 500-530 23.6-22.2 Rolls-Royce Spectre 369-357 16.3 15.8 Rolls-Royce Wraith 381-367 16.9-16.2 Rolls-Royce Dawn 359-347 328 15.8 -15.2 16.5-16.1 399-432 18.5-16.8 423-462 17.4-15.7 201 17.2 387-402 14.7 -14.1 203-232 377-368 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report 2,521,514 194,261 2,399,632 202,895 2,554,183 209,066 units units Motorcycles Automobiles 2014 2015 2016 2017 2018¹ 2019 2020 2021 2022 2023 DELIVERIES BMW GROUP TEN-YEAR COMPARISON BMW Group Ten-Year Comparison ← = Q Other Information Remuneration Report 17.6-15.4 91,288 293-305 in l/100km (combined/weighted combined) max/min 1.7-1.3 76-82 33.5-32.5 45-35 2.0-1.6 76-83 33.6-32.5 43-35 1.9 1.5 453-461 37-30 18.9 - 18.5 17.7-16.3 417-439 18.1 - 16.9 in kWh/100 km (combined/weighted combined) max/min consumption Figures according to NEDC Electricity power CO₂ emissions in g/km (combined/weighted combined) max/min in l/100km (combined/weighted combined) max/min combined) 430-474 17.2 - 15.4 417-449 32.2-31.5 78-84 7.4-6.9 8.1-7.9 Fuel consumption Rolls-Royce Ghost Rolls-Royce Cullinan ROLLS-ROYCE MINI Countryman SE ALL4 MINI Countryman E MINI Cooper SE Cabrio MINI Cooper SE (from model year 2024) MINI Cooper SE (until model year 2023) MINI Cooper E MINI BMW Z4 Roadster M40i BMW Z4 Roadster sDrive20i BMW XM 50e BMW XM Label Red BMW XM BMW iX3 BMW iX2 xDrive30 BMW iX1 xDrive30 BMW iX1 xDrive20 Model 184-179 167-157 14.3 -13.8 7 Purchasing and Supplier Network 75,132 59,907 -Climate scenarios - - - Transitory climate risks - Physical climate risks - CDP Questionnaire 2023 C2.1, C2.2, C2.2a Climate-related Risks and Opportunities The BMW Group Strategy - Managing sustainability Cornerstones of the Strategy -> Position - What does the BMW Group stand for? C2.1, C2.2, C2.2a - B. Describe the Company's processes for managing climate-related risks. Risks and Opportunities - Risk and Opportunity Management - Performance Indicators and Performance Management - Climate-related risks -> Organisation of Risk Management - Physical climate risks - Climate-related opportunities CDP Questionnaire 2023 C2.1, C2.1a, C2.1b, C2.2a, C2.3, C2.3a, C2.4, C2.4a C2.1b, C2.3, C2.3a, C2.4, C2.4a, C3.1, C3.3, C3.4, C3.5, C3.5a C2.3, C2.3a, C2.4, C2.4a, C3.1, C3.3, C3.4, C3.5, C3.5a 323 BMW Group Report 2023 - Risk measurement To Our Stakeholders Combined Management Report Group Financial Statements Remuneration Report Other Information TCFD-Index [[Risk Management Disclose how the Company identifies, assesses, and manages climate-related risks. Recommended TCFD Disclosures A. Describe the Company's processes for identifying and assessing climate-related risks. BMW Group Report 2023 Risks and Opportunities -> Risk and Opportunity Management Responsibility Statement and Auditor's Report Risk measurement C. Describe how processes for identifying, assessing, and managing climate-related risks are integrated into A. Disclose the metrics used by the Company to assess climate-related risks and opportunities. 7 The BMW Group Strategy - Performance Indicators and Performance Management -> Managing Sustainability CDP Questionnaire 2023 C4.1b, C4.2, C4.2a, C4.2b, C4.2c ↑ B. Disclose Scope 1, Scope 2 and, if appropriate, Scope 3 greenhouse gas (GHG) emissions. C. Describe the targets used by the Company to manage climate-related risks and opportunities. Further GRI Information (Table BMW Group Carbon Footprint) 7 Dashboard BMW Group Report 2023 7 Products - Carbon Emissions Reducing carbon emissions across the entire value chain The BMW Group Strategy - Performance Indicators and Performance Management Further GRI Information (Table BMW Group Carbon Footprint) 7 Products - Carbon Emissions 7 Production and Supplier Network - Circular Economy, Resource Efficiency and Renewable Energy - Disclose the metrics and targets used to assess and manage relevant climate-related risks and opportunities where such information is material. Recommended TCFD Disclosures [[Metrics and Targets TCFD-Index the Company's overall risk management. Organisation of Risk Management The BMW Group Strategy - Performance Indicators and Performance Management - -> Managing and sustainability Cornerstones of the Strategy - Position - What does the BMW Group stand for? Risks and Opportunities -> Risk and Opportunity Management - -> Organisation of Risk Management - Risk measurement Climate-related Risks and Opportunities C2.2 ↑ ]] 324 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information Transitory climate risks - - - -> Risks and opportunities relating to purchasing Strategic and sector-specific risks and opportunities Material Short-term Risks and Opportunities - - - -> Non-financial risks as reported in the non-financial statement (NFS) Climate-related risks - - Risk and Opportunity Management Climate-related Risks and Opportunities Risks and Opportunities The BMW Group Strategy BMW Group Report 2023 C. Describe the resilience of the Company's strategy, taking into consideration different climate-related scenarios, including a 2°C or lower scenario. B. Describe the impact of climate-related risks and opportunities on the Company's businesses, strategy, and financial planning. A. Describe the climate-related risks and opportunities. Disclose the actual and potential impacts of climate-related risks and opportunities on the Company's businesses, strategy, and financial planning where such information is material. Recommended TCFD Disclosures [[Strategy ↑ TCFD-Index Other Information - Environmental Analysis Remuneration Report - Climate scenarios - Physical climate risks 7 Risks and Opportunities - Carbon emissions in the supply chain Purchasing and Supplier Network - 7 Production and Supplier Network - Thinking holistically about electric mobility - Electromobility -> Further reduction in pollutant emissions - Making conventional drivetrains more efficient and lowering their emissions Reducing carbon emissions across the entire value chain -> Transitory climate risks - - - Drivetrain technologies of the future - Innovation, Digitalisation and Customer Orientation Products - Cornerstones of the Strategy -> Environmental Analysis The BMW Group Strategy Climate-related opportunities - Carbon Emissions Group Financial Statements Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report BMW Group Report 2023 The BMW Group Strategy BMW Group Report 2023 B. Describe Management's role in assessing and managing climate-related risks and opportunities. A. Describe the Board's oversight of climate-related risks and opportunities. Recommended TCFD Disclosures Disclose the Company's governance around climate-related risks and opportunities. [[Governance TCFD INDEX ← = Q Other Information - Cornerstones of the Strategy Remuneration Report Combined Management Report Group Financial Statements To Our Stakeholders BMW Group Report 2023 321 - Risk and Opportunity Management -> Material Short-term Risks and Opportunities Climate-related Risks and Opportunities 7 Risks and Opportunities - Climate-related Risks and Opportunities Responsibility Statement and Auditor's Report - - Position - What does the BMW Group stand for? Performance Indicators and Performance Management 322 C1.2 C1.1a, C1.1b CDP Questionnaire 2023 TCFD-Index Organisation of Risk Management - Risk and Opportunity Management - Risks and Opportunities - - Performance Indicators and Performance Management Cornerstones of the Strategy The BMW Group Strategy - Carbon Emissions 7 Products 7 Appropriateness and Effectiveness of the Internal Control System and Risk Management System Organisation of Risk Management - - Risk and Opportunity Management Risks and Opportunities - Managing sustainability Climate scenarios 61,520 - Cornerstones of the Strategy DIVIDEND Personnel cost per employee² Workforce at year-end² PERSONNEL 3,481 5,404 5,792 4,459 2,713 7,688 154,950 6,122 9,039 10,979 12,036 2,567 13,537 3,395 16,009 6,354 11,071 6,942 € million Free cash flow Automotive segment 16,870 7,880 17,327 Е 149,475 94,952 2,303 2.50/2.52 1,646 1,253 1.90 / 1.92 3,827 5.80/5.82 8.50/8.52 5,481 3,802³ 6,00/6,023 € € million 96,778 Dividend per share of common stock/preferred stock 92,337 97,136 116,324 122,244 124,729 99,575 129,932 100,760 134,682 101,178 126,016 98,901 120,726 99,647 118,909 103,569 Dividend total € million Cash and cash equivalents at balance sheet date CASH FLOW STATEMENT 85,502 83,175 77,929 71,217 70,966 € million 24.2 24.8 25.1 27.7 79,698 27.7 28.4 32.7 37.0 37.0 % 37,437 42,764 47,363 54,107 57,829 26.3 69,634 73,183 63,819 154,803 172,174 188,535 195,506 208,938 228,034 216,658 229,527 246,926 250,890 € million 59,078 65,591 67,989 71,765 71,411 82,625 71,963 76,466 84,421 87,001 € million 58,288 3.50/3.52 The BMW Group Strategy 2,630 2,300 Integration of top management Risks Connection to figures in financial statements Environmental matters Employee matters Social matters - The BMW Group Strategy Cornerstones of the Strategy - Performance Indicators and Performance Management The BMW Group Strategy * Environmental Analysis - - About This Report The BMW Group Strategy Environmental Analysis Performance Indicators and Performance Management 7 Products 7 Production and Supplier Network 7 Risks and Opportunities - 7 Risks and Opportunities 7 Organisation and Business Model BMW Group Report 2023 Business model - Position - What does the BMW Group stand for? Performance Indicators and Performance Management -> Managing sustainability Products - - Carbon Emissions Reducing carbon emissions across the entire value chain 7 To Our Stakeholders - Dialogue with Stakeholders -> Financial market player with sustainability credentials 7 EU Taxonomy C6.1, C6.2, C6.3, C6.4, C6.4a, C6.5, C6.10, C7.1, C7.2, C7.3, C7.3a, C-TO7.4, C7.5, C7.6, C7.6a, C- T07.8, C7.9, C7.9a, C7.9b C4.1, C4.1b, C4.2, C4.2a, C4.2b, C4.2c 325 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information NFS INDEX Mandatory disclosure pursuant to § 289 c - e HGB - 4,00/4.02 - The BMW Group Strategy B A form of corporate financing involving the sale of receivables to a financing company. Asset-backed financing transactions The number of all people on multi-year vocational training courses at a BMW Group company (includes all of the consoli- dated and non-consolidated companies in which the BMW Group holds more than 50 % of the shares), with these training courses consisting of practical and theory sections. Apprentices A GLOSSARY AND EXPLANATION OF KEY FIGURES* ← = Q Other Information Glossary and Explanation of Key Figures Remuneration Report Beyond Value Chain Mitigation (BVCM) Responsibility Statement and Auditor's Report BMW Group Report 2023 330 3 Proposal by management. The dividend total may change before the date of the Annual General Meeting due to the share buyback and a resulting change in the number of shares entitled to receive a dividend. 2 Since the reporting year 2020, a new definition for workforce size has been applied ( Glossary). To enable better comparability, the value for 2019 was adjusted accordingly (2019 before adjustment: 133,778 employees). For the timeframe including and prior to 2018, the share of the employees that are no longer reflected in reporting is about 7.5-8.0%. 1 The 2018 figures were adjusted due to the change in accounting policy in conjunction with the adoption of IFRS 16 (see Annual Report 2019, note 6 to the Group Financial Statements). In addition, prior year figures were adjusted due to changes in the presentation of selected items that are of minor importance overall. 2.90/2.92 1,904 3.20/3.22 2,102 3.50/3.52 To Our Stakeholders Combined Management Report Group Financial Statements Climate-related Risks and Opportunities Beyond Value Chain Mitigation (BVCM) refers to all investments and measures that a company takes in addition to its Science Based Targets (SBTS) to reduce emissions outside its value chain. This includes activities that avoid or reduce greenhouse gas emissions as well as those that remove greenhouse gases from the atmosphere and store them. BVCM is strongly recom- mended by the Science Based Targets initiative (SBTI) to vali- dated companies in addition to CO₂ reduction in their own value chain. The BMW Group is committed to this reduction hierarchy and already actively manages both direct and indirect carbon emissions from its plants in line with the 1.5°C pathway set by the Science Based Targets initiative (SBTI), which involves im- plementing significant measures in our value chain, plus addi- tionally engaging in BVCM to address emissions outside our own value chain. We voluntarily back these initiatives without them counting towards the BMW Group's CO₂ reduction targets. It is also important to us that projects in the Global South create a social benefit in line with the Sustainable Development Goals (SDGs). These include, for example, initiatives that create health benefits such as avoiding open fires in enclosed spaces. Cornerstones of the Strategy Performance Indicators and Performance Management 7 Employees and Society * Environmental Analysis 7 Purchasing and Supplier Network Respect for human rights Combating corruption and bribery Mandatory disclosure pursuant to Section 8 of the EU Taxonomy Regulation* *Part of the Combined Management Report. CO₂e is a unit of measurement used to standardise the climate impact of various greenhouse gas (GHG) emissions, such as me- thane or nitrous oxide. This is necessary because the individual gases do not all contribute equally to the greenhouse effect. In addition, the expert committee at the United Nations (Intergov- ernmental Panel on Climate Change, IPCC) has defined "global warming potential" (GWP). This is an index used to express warming impact compared with CO₂ so that all GHGs are aggre- gated. For example, over a period of 100 years, methane has 28 times the impact of CO2, while for nitrous oxide the impact is 265 times higher. BVCM involves, for example, purchasing certificates on the vol- untary carbon market. Criteria such as additionality, perma- nence, and certification by independent institutions following in- ternational standards (Gold Standard) contribute to the quality of the certificates employed, thereby bolstering the efficacy of our commitment beyond our internal value chain. Carbon dioxide equivalents/CO₂e Capital expenditure ratio (excluding right-of-use assets and capitalised development costs) Investments in property, plant and equipment and other intangi- ble assets (excluding capitalised development costs) as a per- centage of Group turnover. Capital expenditure ratio (excluding capitalised development costs) Capitalised development costs as a percentage of research and development expenditure. Capitalisation rate C The sum of the balance sheet line items "Leased products" and "Receivables from sales financing" (current and non-current), as reported in the balance sheet for the Financial Services segment. Business volume in balance sheet terms A securitised debt instrument in which the issuer certifies its ob- ligation to repay the nominal amount at the end of a fixed term and to pay a fixed or variable rate of interest. Bond Investments in property, plant and equipment (excluding right- of-use assets in accordance with IFRS 16) and other intangible assets (excluding capitalised development costs) as a percent- age of Group turnover. 7 Compliance and Human Rights 331 BMW Group Report 2023 To Our Stakeholders Combined Management Report www.BMWGROUP.COM EU Taxonomy - operating expenditure (OpEx) Operating expenditure only comprises non-capitalised develop- ment costs, maintenance and refurbishment costs for buildings, repairs to property, plant and equipment, relevant IT costs in the Financial Services segment, non-capitalised expenses relating to short-term lease contracts, expenditure for low value assets, and purely variable remuneration. The KPI figure calculated for taxonomy-purposes is not used by the BMW Group for financial reporting purposes. Equity capital as a percentage of the balance sheet total. Equity ratio retirement working arrangements and who are in the non-active phase of this model (the second part, following the active phase in this model). The number of people with temporary or permanent employ- ment contracts who have opted for retirement via partial Employees in the non-work phase of partial retirement working arrangements Until 2019, temporary staff, postgraduate students, interns, ap- prentices, and people on extended sick leave or on sabbatical were also included in this definition. Since 2020, all people with active temporary or permanent em- ployment contracts (as of 31 December in the year in question) with the BMW Group (includes all of the consolidated and non- consolidated companies in which the BMW Group holds more than 50% of the shares) have been considered "employees of the BMW Group". This excludes apprentices, interns, temporary staff (students on work experience), temporary employees, dormant/inactive employment contracts due to maternity leave, sabbaticals, parental leave, long-term illness (as defined in the country in question), those in inactive early retirement phase, and employees accompanying their partner abroad. Employees BMW Group The BMW Group uses the terms battery electric vehicle (BEV) to denote fully electric vehicles and plug-in hybrid vehicle (PHEV) to denote vehicles that can be charged and also driven on a fully electric basis. Electrified vehicles The effective tax rate is calculated by dividing the income tax ex- pense by the Group profit before tax. Effective tax rate EBIT plus financial result. EU Taxonomy - capital expenditure (CapEx) EBT EBIT margin Earnings Before Interest and Taxes. This is comprised of reve- nues less cost of sales, selling and administrative expenses and the net amount of other operating income and expenses. EBIT ← = Q Other Information Glossary and Explanation of Key Figures Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 334 Basic earnings per share are calculated by dividing the earnings attributable to the shareholders of BMW AG for ordinary and preference shares by the average number of shares in each cat- egory. Earnings per share of preferred stock are computed on the basis of the number of preferred stock shares entitled to receive a dividend in each of the relevant financial years. Earnings per share (EPS) - Profit/loss before financial result as a percentage of revenues. E Capital expenditure is calculated on the basis of IAS 16.73(e)(i) and (iii) for property, plant and equipment, IAS 38.118(e)(i) for intangible assets and IFRS 16.53(h) for leases. In accordance with the definition of capital expenditure provided in Annex I of the Commission Delegated Regulation (EU) 2021/2178 and taking into account the adjustments made by Delegated Regula- tion (EU) 2023/2486, the KPI figure used for taxonomy pur- poses comprises additions to intangible assets, in particular cap- italised development costs, additions to property, plant and equipment as well as right-of-use assets in accordance with IFRS 16, and leased-out products. Capital expenditure relating to the sale of parts to external third parties or the delivery of parts to cooperation partners are not taken into account. Revenues are calculated in accordance with Article 2(5) of Di- rective 2013/34/EU. Revenues comprise the income and earn- ings reported in accordance with IAS 1.82(a). Revenues relating to the sale of parts and components (e. g. after-sales business excluding the provision of repair services) and the supply of pro- duction components to third parties, insurance premiums, and interest income on deposit-taking and credit business were not The number of people with active employment contracts who are absent from work, as permitted by law, before and after the birth of a child (maternity protection) or due to parenthood, as pro- vided for by law in the country in question (parental leave). Maternity protection, parental leave Management positions are positions at functional levels I to IV below the Board of Management level. Management positions M Cash and cash equivalents as well as marketable securities and investment funds. Liquidity L ← = Q Glossary and Explanation of Key Figures Other Information Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements EU Taxonomy - revenues To Our Stakeholders Combined Management Report 335 The number of people completing voluntary or mandatory work experience programmes at a BMW Group company (includes all of the consolidated and non-consolidated companies in which the BMW Group holds more than 50 % of the shares) while stud- ying for a degree. Interns Gross profit as a percentage of Group turnover. Gross profit margin Acquired goodwill is considered an intangible asset. It corre- sponds to the difference between the purchase price and the net assets of the acquired business as measured at fair value. Goodwill G Free cash flow is derived from cash flows from operating and in- vesting activities. The cash flows from investing activities from the purchase and sale of marketable securities and investment funds is not included. Cash flows from the purchase and sale of shares and the dividend payout from investments accounted for using the equity method are included in the cash flows from in- vesting activities. Free cash flow (Automotive segment) A hedge against exposures to fluctuations in the fair values of balance sheet items. Fair value hedge F included, as these economic activities are not classified as tax- onomy-eligible. BMW Group Report 2023 A new or used vehicle will be recorded as a delivery once handed over to the end user. End users also include leaseholders under lease contracts with BMW Financial Services and - in the US and Canada – dealerships when they designate a vehicle as a service loaner or demonstrator vehicle. In the case of used vehicles, end users may include dealerships and other third parties when they purchase a vehicle at auction or directly from the BMW Group. Vehicles designated for the end user which suffer a total loss in transit are also recorded as deliveries. Deliveries may be made by BMW AG, one of its international subsidiaries, a BMW Group retail outlet, or independent dealerships. The vast majority of de- liveries and hence the reporting to BMW Group of deliveries - are made by independent dealerships. In the US and Canada, the period start and end dates for the reporting of deliveries de- viate immaterially from the beginning and, respectively, end of calendar years or calendar quarters and instead follow industry- standard reporting calendars. In the German-language version of the BMW Group Report, the terms "Auslieferungen" (deliver- ies) and “Absatz" (sales) are used interchangeably. Deliveries D This approach gives each vehicle built during the period under review its specific CO₂e value for supply chain emissions. The to- tal fleet value of CO₂e supply chain emissions is calculated by adding up the CO₂e contributions of all vehicles produced in the reporting year. to assess the cells. In addition to the actual assembly sites of the battery cells, the material compositions and related production processes, it also accounts for the unique characteristics of the cell chemistry (anode and cathode) as well as the emissions as- sociated with supplier-specific energy consumption. ← = Q Other Information Glossary and Explanation of Key Figures Remuneration Report Responsibility Statement and Auditor's Report Group Financial Statements BMW Group Report 2023 To Our Stakeholders Combined Management Report 332 Given the significant impact of battery cell production on the ve- hicles' total CO₂e emissions, a detailed calculation model is used The CO₂e emissions of supply chains vary across different re- gions of the world. For this reason, we allocate the production sites of the vehicles to one of three regions: Europe, Asia or the USA. We then calculate the emissions for the entire vehicle sup- ply chain using the Sphera datasets that are valid for that region. The particularly emission-intensive components, battery cells and catalytic converter coating are specifically calculated based on their actual production region, regardless of the vehicle's manufacturing location. The methodology outlined above depends on the established "LCA for Experts" database (previously known as "GaBi") from Sphera to ascertain CO₂e factors for energy, raw materials and manufacturing processes. In this process, the current datasets are consistently used, starting with the 2023 reporting year. Ret- rospectively from 2019 until the release of the current datasets at the end of February 2023, data from 2019 are used to calcu- late CO₂e emissions. For example, in the baseline calculation for 2023, there is a 520i listed as a bill of materials vehicle, but no 520i Touring. To en- sure that the latter is accurately represented, the calculated CO₂e emissions for components like the drivetrain, wheels, seats and so on remain unchanged, while the body values are multiplied by a scaling factor when calculating the Touring model. The bill of materials of the representative vehicles is divided into sections (modules) according to functional criteria, and these are assessed in terms of their total CO₂e emissions. Previously un- assessed vehicle derivatives can now be custom-built using these basic components, with different building blocks selected based on the specific technical features of the target vehicles, in- cluding engine type, all-wheel drive or body style. Components that do not fit are scaled from existing ones. The scaling tech- niques are based on empirical data derived from similar analyses as well as on expert evaluations. This encompasses the scaling of detailed bodywork calculations ranging from sedans to touring models with identical engine specifications. Share of the reported value attributable to the supply chain For the vast majority of vehicle models produced that are not in- cluded in the representative vehicles, there is no individual CO₂e calculation available on a bill of materials basis. A modular scal- ing calculation method has been developed to include these in the overall result: The initial calculation of the supply chain CO₂e emissions for a representative selection of vehicles is based on their bill of mate- rials. This selection reflects the range of vehicle classes (from premium compact to luxury) and types of drive (petrol, diesel, PHEV and BEV) produced during the period under review. Baseline calculation of supply chain emissions The indicator quantifies greenhouse gas emissions (CO₂e) pro- duced during production (GHG Protocol Scope 3 upstream cate- gory 1), including the transportation of purchased goods and ser- vices for production ("inbound"), as well as the global vehicle dis- tribution of BMW Group automobiles ("outbound") (collectively GHG Protocol Scope 3 upstream category 4). Contrary to the def- inition of the scopes of the GHG Protocol, the following are not included: motorcycles, racing vehicles and aftersales products, including their transport logistics, as well as purchased IT cloud services and engineering or development services. (LCA). However, it should be noted that this approach may not be directly comparable with methods or values employed by other companies. Due to a lack of data availability, various esti- mates, assumptions and average values are used to determine the key indicator. The aim is to improve the quality of the model for calculating key metrics in future years. This will be achieved by boosting transparency in supply chains and expanding the de- tail of the model, all while maintaining consistency in calculations over time. A methodology tailored specifically for BMW was created to as- sess the supply chain and logistics emissions in terms of their CO₂e equivalents. Due to the absence of supplier-specific CO₂e values throughout the entire supply chain, a model incorporating industry averages and, when accessible, supplier-specific data is used. This method draws upon components of ISO 14040/44 and follows common practice in preparing life cycle analyses CO₂e emissions from the supply chain including transport logistics per vehicle produced (Scope 3 upstream) This key indicator is calculated from the direct and indirect car- bon emissions of BMW Group locations relating to the number of vehicles produced during the year under report. The carbon emissions result from energy consumption in the BMW Group plants as well as non-manufacturing sites. Electricity from on- site renewable generation, Power Purchase Agreements for green electricity and Energy Attribute Certificates (e.g. guaran- tees of origin) are all taken into account. The conversion is based on emission factors for electricity, district heating and fuels from the German Association of the Automotive Industry (VDA) in the most current valid version and occasionally local emission fac- tors. This key indicator is the basis for measuring the strategic target by 2030 with regard to Scope 1 and 2 emissions. The re- porting indicator is t CO₂ per vehicle produced. Carbon emissions from BMW Group locations per vehicle produced (Scope 1 and 2) The carbon emissions generated by a company are reported in various categories. The Greenhouse Gas Protocol, a partnership between the World Resources Institute (WRI) and the World Busi- ness Council for Sustainable Development (WBCSD), distin- guishes between Scope 1, Scope 2 and Scope 3 emissions, based on their various sources. Whereas direct emissions (Scope 1) are generated within a company through the combustion of fossil fuels, Scope 2 refers to the indirect emissions caused by the consumption of electricity and heat from externally generated sources of energy. Additional indirect (Scope 3) emissions are generated in the upstream and downstream stages of the value chain, for instance in the supply chain (upstream) and in the sub- sequent use of products and services (downstream). Carbon emissions: Scope 1 to Scope 3 ← = Q Other Information Glossary and Explanation of Key Figures Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report For the representative vehicles, the CO₂e emissions of all in- stalled components are calculated on the basis of their material composition and related processing steps. Up to around 60,000 individual entries are evaluated in each case. The CO₂e value of the relevant vehicle is calculated by adding these contributions together. The reduction in CO₂e emissions compared to the BMW Group's baseline is the result of emission-reducing measures in the sup- ply chain that were contractually agreed with suppliers and veri- fiably implemented during the reporting year (e.g. electricity from renewable sources, use of recycled materials). Agreements with suppliers of aluminium and precious metals as well as high-volt- age storage cells resulted in particularly high reduction contribu- tions. The CO₂e value for these components and materials before the implementation of measures is initially determined using the "LCA for Experts" database on the basis of the type and quantity of material. The emission-reducing measures are then deducted. The calculation of the effect is also carried out using industry av- erage values from "LCA for Experts" for green electricity and sec- ondary raw materials. The total emission-reducing measures for all components and raw materials in the vehicles produced in the reporting year that are evaluated in this manner is subtracted from the baseline value. This results in the share of supply chain CO₂e emissions in the reporting value of the overall indicator. The methodology for calculating the supply chain CO₂e emissions outlined above marks a key improvement over the previous approach. This im- provement allows for the inclusion of agreed-upon emission-re- ducing measures at the level of individual components and raw materials, among other factors. Until 2022, each vehicle in the credit default insurance agreements, the party receiving the pre- miums gives a commitment to compensate the bond creditor in the event of default. Financial swap agreements, under which creditors of securities (usually bonds) pay premiums to the seller of the CDS to hedge against the risk that the issuer of the bond will default. As with Credit default swap (CDS) The process of consolidating separate financial statements of Group entities into Group Financial Statements, depicting the fi- nancial position, net assets and results of operations of the Group as a single economic entity. Consolidation Deep-discounted bonds with a term of less than one year. Hedges against exposures to the variability in forecasted cash flows, particularly in connection with exchange rate fluctuations. Commercial paper Cash flow hedges Similar to "value at risk" (see definition below). Cash flow at risk permitted credit factors (e.g. supercredits and eco-innovations) and standardised according to the WLTP (European) driving cy- cle. These core markets account for more than 80% of the BMW Group's sales. The calculated figures are increased by 10% to account for possible discrepancies between cycle values and real emissions, as required by the Science Based Targets initiative. This indicator also includes the upstream emissions of the en- ergy sources (fossil fuels and electricity used for charging), in line with the well-to-wheel approach. This covers the entire impact chain behind vehicle motion, i.e. from the generation and supply of power to its conversion into drivetrain energy. This approach also includes the environmental impacts associated with the pro- duction of fuel and electricity. For example, to calculate the vol- ume of emissions resulting from upstream electricity (drivetrain energy supply), the BMW Group uses the energy report pub- lished by the International Energy Agency (IEA; reference basis: previous year) as a basis in order to assess the emissions asso- ciated with the electricity mix in its core markets. The perfor- mance indicator for reporting purposes is g CO₂ per kilometre driven. This indicator documents the progress made by the BMW Group in its strategic objective of reducing carbon emissions during the use phase including upstream emissions (drivetrain energy sup- ply) by an average rate of at least 50% per kilometre driven by 2030 (base year 2019). For the purpose of this calculation, vol- ume-weighted average fleet carbon emissions are calculated for the core markets EU (27 EU countries including Norway and Ice- land plus UK) (driving cycle: Worldwide Harmonized Light Vehi- cles Test Procedure; basis: vehicle registrations), USA (driving cycle: United States Combined; basis: production volume) and China (driving cycle: Worldwide Harmonized Test Cycle, subject to China-specific framework conditions for testing; basis: import or local production volumes) before deduction of legally Carbon emissions of the new vehicle fleet worldwide including upstream emissions (Scope 3 downstream, well- to-wheel) The average carbon emissions of a manufacturer's fleet (use phase) are calculated on the basis of the weighted average of carbon emissions across all vehicles newly registered during the reporting period. This is based on the volume of new registra- tions by a manufacturer in the EU, including Norway and Iceland, in the calendar year and the individual vehicle-specific carbon emissions determined in accordance with the WLTP type test procedure. The BMW Group's fleet carbon emissions figure, as measured internally, includes a legally permitted allowance for eco-innovations with minor significance. The performance indi- cator for reporting purposes is g CO₂ per kilometre driven. Carbon emissions of the new vehicle fleet in the EU (Scope 3 downstream, tank-to-wheel) the recording of transport flows and their CO₂e assessment. In line with the range of factors and data sources used for emis- sions from 2022 onward, a retrospective assessment of transport logistics emissions is carried out for the years 2019 to 2021, following the same methodology as from 2022 onward. This involves using factory- or market-specific inbound and out- bound CO₂e emissions data from 2022 for the vehicles produced in each corresponding year. Vehicle variants from 2019 to 2021 that are no longer produced in 2022 will be supplemented on the basis of existing derivatives with similar transport routes. ← = Q fleet was allocated the supply chain CO₂e value of the most sim- ilar vehicle from a small selection of vehicles that already had TÜV-validated life cycle assessments available. The reporting metric is then obtained by adding the transport logistics CO₂e emissions, the calculation of which is described in the following section. An external service provider commissioned by BMW conducts the verification of measures at affected suppliers and their sub- contractors at the impacted manufacturing sites. A defined method is used to ensure that the contractually agreed emis- sions-reducing measures are implemented clearly and without duplication in the reporting year. There are some limitations re- garding the clear and non-repetitive allocation of material flows with secondary raw materials. Due to the lack of regulatory man- dates, there is currently neither a requirement for the recording and documentation of material flows for secondary materials across the supply chain (for example on delivery notes), nor is there a government-operated/regulatory registry similar to that of green energy certificates that facilitates the distinct allocation of secondary materials to specific customers without duplication. Therefore, the secondary material quota is confirmed using sys- tem extracts from the relevant suppliers' Enterprise Resource Planning (ERP) systems, along with details and evidence of sec- ondary material procurement through mass balances. Further- more, written confirmation is obtained from suppliers and n-tier suppliers (via declarations of conformity) to clearly attribute sec- ondary materials to BMW products, preventing any possibility of double-counting with other customers. Transport logistics' share of the reporting value This indicator takes into account transport logistics emissions in the reporting year. Firstly, inbound and outbound transport flows are documented using IT-enabled billing and movement data to calculate the CO₂e emissions in tonnes and the transport volume in tonne-kilometres. In inbound logistics (production supply), all transport flows of in- dividual component parts for automobile manufacturing (BMW, MINI and Rolls Royce) are considered. This includes transportation from the Tier 1 supplier's shipping location to the receipt of goods at individual production plants worldwide, in- cluding partner plants and excluding contract manufacturing sites. In outbound logistics (vehicle distribution), all transport flows of new vehicles transported from the production sites through compounds and national distributors to individual deal- erships worldwide are considered. Exceptions include partial vol- umes from partner plants. N CO₂e emissions are calculated for the gross weight (component weight including packaging and shipping material) as well as the specific vehicle weight and the distance travelled in kilometres. This calculation is based on the respective CO₂e emission factor, which varies depending on the technology and mode of transport (road, sea, rail or air). The CO₂e emission factors used are de- rived from contemporary standards such as the GLEC Frame- work V3.0 and ISO 14083, supplemented by supplier-specific values whenever possible. CO₂e emissions for the years 2019 to 2021 were calculated in previous corporate reports using a variety of emissions factors. Between 2019 and 2022, the recording or assessment of CO₂e from transport movements was consistently improved. Among other things, a new IT system was introduced in 2022 to expand BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information Glossary and Explanation of Key Figures In a second step, an average, derivative-specific inbound CO₂e value is assigned to each vehicle produced from the CO₂e as- sessed transport flows, based on plant location and type of drive, and an outbound CO₂e value is assigned based on the factory- market relationship. If inbound and/or outbound CO₂e values for individual derivatives are missing in the recorded transport streams (step 1), these are supplemented on the basis of exist- ing derivatives with similar transport routes. Consequently, each manufactured vehicle is allocated an inbound and outbound CO₂e factor based on the production site and intended market. The share of CO₂e emissions attributed to transport logistics within the "supply chain and logistics emissions" metric is deter- mined by aggregating the inbound and outbound CO₂e emis- sions of all vehicles manufactured in the reporting year. This ap- proach applies to the CO₂e contributions from transport logistics in the base year and in 2022. Net Zero 333 Number of training participants Group Financial Statements To Our Stakeholders Combined Management Report BMW Group Report 2023 338 Quarterly Statement to 30 September 2025 5 November 2025 Half-Year Report to 30 June 2025 31 July 2025 Annual General Meeting 14 May 2025 Quarterly Statement to 31 March 2025 7 May 2025 BMW Group Annual Conference 20 March 2025 Responsibility Statement and Auditor's Report BMW Group Report 2024 2025 Quarterly Statement to 30 September 2024 6 November 2024 Half-Year Report to 30 June 2024 1 August 2024 Annual General Meeting 15 May 2024 Quarterly Statement to 31 March 2024 8 May 2024 BMW Group Annual Conference 21 March 2024 2024 FINANCIAL CALENDAR Financial Calendar 20 March 2025 ← = Q Remuneration Report ← = Q Reduction of Scope 1, 2 and 3 emissions (in line with the sci- ence-based principles [SBTi]) to a residual level that corre- sponds with achieving net zero emissions at global or sectoral level in recognised 1.5°C scenarios or sectoral pathways (corre- sponding to a maximum of 10% of the emissions of the chosen base year). In addition, all remaining emissions are to be neutral- ised by the net zero target date and beyond. Neue Klasse BMW VISION 7 www.bmw-motorrad.com 7 www.rolls-roycemotorcars.com 7 www.mini.com 7 www.bmw.com Information about the various BMW Group brands is available at: ir@bmwgroup.com +49 89 382-1 46 61 Email Fax Telephone +49 89 382-2 53 87 INVESTOR RELATIONS Other Information Telephone +49 89 382-0 7 www.bmwgroup.com/ir Investor Relations information is available directly at: presse@bmwgroup.com Email +49 89 382-2 44 18 Fax 7 www.bmwgroup.com Further information about the BMW Group is available online at: PUBLISHED BY Contacts THE BMW GROUP ON THE INTERNET Telephone +49 89 382-2 45 44 BUSINESS AND FINANCE PRESS CONTACTS Bayerische Motoren Werke Aktiengesellschaft 80788 Munich Germany Other Information +49 89 382-2 41 18 Responsibility Statement and Auditor's Report 336 Up to the financial year 2021, capital employed corresponds to the sum of all current and non-current operational assets, less ROCE in the Automotive and Motorcycles segments is measured on the basis of relevant segment profit before financial result and the average amount of capital employed - at the end of the last five quarters - in the segment concerned. Capital employed cor- responds to the sum of intangible assets, property, plant and equipment and net working capital, the latter comprising inven- tories and trade receivables less trade payables. Return on capital employed (ROCE) The engineering, IT and process expertise required for the (pre-) development of hardware and software for all BMW Group prod- ucts and services is combined at the Group's international re- search and development locations. Research and development locations Research and development expenditure ratio Research and development expenditure as a percentage of Group turnover. The sum of research and non-capitalised development costs and investments in capitalised development costs not including the associated scheduled amortisation. Research and development expenditure R Group profit/loss before tax as a percentage of Group revenues. Pre-tax return on sales Group net profit as a percentage of Group revenues. Post-tax return on sales The number of people with active employment contracts who are absent from work on grounds of illness for an extended period of time (as defined in the country in question - in Germany, this means an absence of more than 42 calendar days with a given illness). People on extended sick leave Ratio of unappropriated profit of BMW AG in accordance with HGB to profit attributable to shareholders of BMW AG, based on the BMW Group's net profit for the year under IFRS. Until the 2021 financial year, the payout ratio corresponded to the ratio of unappropriated profit belonging to BMW AG in accordance with HGB to the net profit for the year of the BMW Group in accord- ance with IFRS. The number of employees of the BMW Group participating in fur- ther education worldwide (includes all consolidated subsidiaries of the BMW Group). Data is collated on the basis of direct input by participants and, to a small extent, by extrapolation. It com- prises the overall number of participants on training and qualifi- cation courses, including e-learning courses. Remuneration Report 0 Outlook Unless specific ranges are specified, the BMW Group uses the following terminology and ranges as a basis when forecasting key performance indicators: At previous year's level [-0.9 %/+ 0.9%] BMW Group Report 2023 Slight increase Slight decrease Solid increase P Part time, full time [+ 1.0 %/+ 4.9%] [-1.0%/- 4.9%] [+5.0 %/+ 9.9%] [-5.0 %/-9.9%] ≥ + 10.0 % ≤ -10.0 % Payout ratio Moderate decrease Significant increase Significant decrease To Our Stakeholders Combined Management Report The number of employees (see definition of "Employees"), dis- tinguishing between employees who have contractually stipu- lated weekly working hours as prescribed by law, in a collective wage agreement or by the company in question (full time) and employees with a contractually stipulated reduction in their num- ber of weekly working hours, which are thus less than the respec- tive number of full-time working hours (part time). Remuneration Report W Well-to-wheel The well-to-wheel method takes into account the entire impact chain behind vehicle motion - from the generation and supply of drivetrain power to its conversion into energy. This approach also includes the environmental impacts associated with the produc- tion of fuel and electricity. For example, the BMW Group uses the current energy report from the International Energy Agency (IEA; reference basis: previous year) as the basis for calculating emis- sions from electrified vehicles (provision of electrical energy). As a result, this approach can be divided into the following two com- ponents: The well-to-tank method takes into account the carbon emis- sions from the supply chain as well as the upstream fuel supply from the oil well or the energy generation source. As such, this approach considers the impact chain that arises until the energy is supplied to the vehicle, but does not include the vehicle itself. By contrast, the tank-to-wheel method takes into account the im- pact chain of energy received (fuel, electricity) until it is converted into kinetic energy by the vehicle. As such, this approach consid- ers the impact chain that arises during the use of the vehicle. Contractually stipulated weekly hours of work. A measure of the potential maximum loss in value of an item dur- ing a set time period, based on a specified probability. Glossary and Explanation of Key Figures 337 BMW Group Report 2023 To Our Stakeholders Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report Group Financial Statements ← = Q Value at risk Working hours/working times The number of people employed on an hourly basis as tempo- rary staff at a BMW Group company (includes all of the consoli- dated and non-consolidated companies in which the BMW Group holds more than 50 % of the shares) while studying for a degree. Return on equity (ROE) liabilities that generally do not incur interest. The deductible cap- ital consisted of capital shares that are available to the opera- tional business, largely without interest. V RoE in the Financial Services segment is calculated as segment profit before taxes, divided by the average amount of equity cap- ital at the end of the last five quarters - attributable to the Fi- nancial Services segment. S Sabbatical Spending on employee training and development Investment in training comprises all costs incurred in the report- ing year for vocational training within the consolidated subsidiar- ies of the BMW Group, including personnel costs for trainers and apprentices as well as other costs and investments related to vo- cational training. The investments in further training are calcu- lated for all consolidated subsidiaries of the BMW Group. The in- vestments in further training are calculated for all consolidated subsidiaries of the BMW Group. This includes preparation and implementation costs, opportunity costs and investments made in order to provide such further education. These costs also in- clude notional depreciation, measured on the basis of inventory lists. The number of people with active employment contracts who are absent from work for at least one month and for not more than six months due to an employee-funded leave of absence ("sab- batical"). Other Information T Temporary employees People who the BMW Group (includes all consolidated and non- consolidated companies in which the BMW Group holds more than 50% of the shares) has hired from a temporary employ- ment agency to work on a temporary basis. Temporary staff/working students Low 85.20 73.30 55.20 High 55.05 79.55 82.00 32.50 67.85 58.85 51.60 47.54 KEY DATA PER SHARE IN € 6.00² Year-end closing price Common stock Dividend 57.60 Stock exchange price in €¹ 68.34 943 99.32 112.90 8.50 95.89 76.68 77.75 85.80 69.13 37.66 1,449 58.70 105.00 80.15 Number of issued shares in 1,000 58,920 60,844 59,404 57,689 56,867 Shares bought back as of reporting date in 1,000 89.95 5.80 2 Proposed by management. 2.50 Equity 5,6 141.42 134.85 93.26 90.92 1 Xetra closing prices. 3 Weighted average number of shares for the year. 4 Stock weighted according to dividend entitlements. 5 The key figure is calculated without the repurchased shares. 6 From the 2022 financial year, the equity of BMW AG shareholders will be used for the calculation. 52 37 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report 73.14 Other Information 3.90 5.15 9.61 17.14 Preferred stock 6.02² 8.52 5.82 1.92 2.50 Earnings per share of common stock³ 17.67 27.31 1.90 18.77 7.47 Earnings per share of preferred stock" 17.69 27.33 18.79 5.75 7.49 Free cash flow Automotive segments 10.96 5.73 72.23 → Media 83.38 drives, trade shows Neighbourhood talks, plant visits, press conferences → Local stakeholders One-to-one meetings / dialogues, answering queries → Civil society and NGOs 7 GRI Index: 2-29 35 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements BMW Group and Capital Markets Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q BMW GROUP AND CAPITAL MARKETS RATINGS REMAIN AT HIGH LEVEL These above-average credit ratings are testimony to BMW AG's excellent creditworthiness. Accordingly, BMW AG enjoys good access to international capital markets and benefits from attrac- tive refinancing conditions. Outlook Dialogue as part of press tours, press releases, informational events on new products, test → Science events with students Visits to universities, lectures, discussions, dialogue ←=Q topics for the Company → Political decicion makers Dialogue with employees and managers, employee survey, internal media → Employees Dialogue, conferences and technology workshops with investors and analysts → Capital market Standard Dialogue as part of branch initiatives, presentations, supplier risk assessment → Suppliers Dialogue with market and importer dealership organisations → Business partners Participation of Company experts in committees and working groups, memberships in initiatives and associations → Networks and associations BMW Group in dialogue joint events, training sessions, 88.49 Moody's¹ A2 COMMON STOCK Number of issued shares in 1,000 Shares bought back as of reporting date in 1,000 Stock exchange price in €¹ Year-end closing price High Low PREFERRED STOCK 2023 2022 2021 2020 2019 579,796 601,995 601,995 601,995 601,995 4,218 15,312 100.78 BMW AG Stock The Board of Management and the Supervisory Board will pro- pose to the Annual General Meeting that the unappropriated profit of BMW AG amounting to € 3,802 million (2022: € 5,481 million) be used to pay a dividend of € 6.00 for each share of common stock entitled to receive a dividend (2022: € 8.50) and a dividend of € 6.02 for each share of preferred stock entitled to receive a dividend (2022: € 8.52) and to transfer the remaining amount to other revenue reserves. The payout ra- tio (unappropriated profit of BMW AG in accordance with HGB in relation to the Group net profit attributable to shareholders of BMW AG in accordance with IFRS) for 2023 therefore stands at 33.7% (2022: 30.6%). A HIGH LEVEL DIVIDENDS ONCE AGAIN AT A P-1 A-1 stable stable GOOD PLACEMENT IN SUSTAINABILITY RATINGS The BMW Group again achieved a good ranking in prestigious sustainability ratings in 2023, confirming its strong position in this respect. The BMW Group has an AA rating from MSCI ESG, a score of 24.8 from Sustainalytics, and a C+ rating and Prime status from ISS ESG. BMW AG continues to have one of the best credit ratings of any automobile manufacturer. In 2023, the rating agencies Moody's and Standard & Poor's (S&P) both confirmed BMW AG's high in- vestment-grade credit ratings within a challenging market envi- ronment. Moody's long-term rating remains at "A2 with stable outlook", while the short-term rating is unchanged at "P-1". S&P's long-term rating remains at "A with stable outlook", with a short-term rating of "A-1". The credit ratings reflect BMW's continued strong operating per- formance. The credit rating is also backed up by the Company's solid capital structure, balanced financial policy and solid liquidity position. Moreover, the increasing proportion of Group sales of all-electric vehicles is seen as a positive factor. With this profile, the rating agencies view BMW AG as well prepared to master the numerous challenges arising in conjunction with the transfor- mation of the automotive industry and in terms of future macro- economic developments (including volatile prices, supply bottle- necks, geopolitical upheavals, inflation and rising interest rates). & Poor's² Company rating Long-term debt Short-term debt ² S&P scale for long-term ratings: AAA to D. S&P scale for short-term ratings: A-1 to D. 36 BMW Group Report 2023 To Our Stakeholders Combined Management Report BMW Group and Capital Markets Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q 1 Moody's scale for long-term ratings: Aaa to C. Moody's scale for short-term ratings: P-1 (Prime- 1) to NP (Not Prime). 38 Russia 78 Other Information LOCATIONS WORLDWIDE . Sales subsidiaries and 7 Argentina* 14 Thailand * Sales locations only. ■ Financial Services 8 South Africa 15 Malaysia 1 Headquarters 9 provided to political decision makers on relevant 16 Singapore* 2 Remuneration Report Canada Group Financial Statements Responsibility Statement and Auditor's Report To Our Stakeholders The MINI brand stands for maximum driving pleasure in the pre- mium compact segment. The all-electric MINI Cooper SE* re- mained the brand's best-selling model in the year under report. When it unveiled the "New MINI Family" in the autumn of 2023, the brand heralded the start of a new all-electric future focused on the digital experience, innovative technologies and the unmis- takable driving pleasure that comes from driving a MINI. In spring 2024, the MINI Aceman will celebrate its world premiere as the first all-electric crossover model. The Rolls-Royce brand is steeped in tradition and offers automo- biles in the ultra-luxury class, with a focus on exclusive service and meeting bespoke customer specifications. The luxury brand is en route to the all-electric age after launching its first BEV model, the Rolls-Royce Spectre*, at the end of 2023. The global sales network of the BMW Group's automobile busi- ness currently comprises more than 3,500 BMW, 1,600 MINI and 147 Rolls-Royce dealerships. Automotive segment Motorcycles segment The BMW Group is also pursuing a consistent electrification strategy in the premium motorcycles segment. In its centenary year, the BMW Motorrad brand set a new milestone in the pre- mium segment with the all-electric eParkourer CE 02 from the Urban Mobility segment. BMW Motorrad offers a range of vehi- cles in the Sport, Tour, Roadster, Heritage and Adventure cate- gories. Currently, BMW motorcycles are sold by more than 1,200 dealerships and importers in over 90 countries worldwide. 7 Motorcycles segment Financial Services segment The BMW Group is a leading provider of financial services in the automotive sector. It offers these services in more than 50 coun- tries worldwide via subsidiaries and cooperation arrangements with local financial service providers and importers. The Financial Services segment's main line of business comprises credit fi- nancing and the leasing of BMW Group brand automobiles and motorcycles to retail customers. Operating under the brand name Alphabet, the BMW Group is a partner in the international multi-brand fleet business. Its ser- vices consist mostly of vehicle fleet financing for large customers and comprehensive management services for corporate car fleets, including support of customers' sustainable and environ- mentally friendly fleet management. Financial Services segment R LOCATIONS Global overview The BMW Group operates on a worldwide basis. The BMW Group's largest automobile and motorcycle markets are lo- cated in Europe, particularly in Germany and the United Kingdom (UK), as well as in the USA and China. * Consumption and Carbon Disclosures. 40 40 BMW Group Report 2023 Combined Management Report Overview of the BMW Group 10 India 3 USA BMW Group plant Araquari, Brazil BMW Group plant Chennai, India BMW Group plant Manaus, Brazil BMW Group plant Rayong, Thailand BMW Group plant Rosslyn, South Africa BMW Group plant San Luis Potosí, Mexico BMW Group plant Spartanburg, USA BMW Brilliance Automotive, China (3 plants) Spotlight Automotive, China (Joint operation) Partner plants outside Europe Partner plant, Chongqing, China Partner plant, Chu Lai, Vietnam Partner plant, Hosur, India Partner plant, Jakarta, Indonesia Partner plant, Cairo, Egypt Partner plant, Kulim, Malaysia Research and Development outside Europe ↑ = Q BMW Group Designworks, Newbury Park, USA BMW Group Technology Office USA, Mountain View, USA BMW Group Engineering and Emission Test Center, Oxnard, USA BMW Group Design, Technology and ConnectedDrive Lab, Shanghai, China BMW Group Development China, Beijing, China BMW Group Development and Technology Office, Tokyo, Japan BMW Group Development USA, Woodcliff Lake, USA BMW Group IT Technology Office, Greenville, USA 19 BMW Group IT Technology Office, Nanjing, China BMW Group IT Technology Office, Singapore BMW Group IT DevOps Hub, Chennai, India BMW Group IT DevOps Hub, Rosslyn, South Africa BMW do Brasil Entwicklung, Araquari, Brazil BMW Group Technology Office Tel Aviv, Tel Aviv, Israel BMW Group R&D Center Seoul, Seoul, South Korea BMW Group Prototype Testing, Rosslyn, South Africa BMW Brilliance Automotive, Shenyang, China Production outside Europe ㅁ ◉ Π 11 China 4 Mexico 12 South Korea 17 Indonesia* 18 Australia 19 New Zealand 5 United Arab Emirates ← = Q 13 Japan Brazil 41 Sales subsidiaries and Financial Services locations worldwide 32 Production and assembly plants ANO 17 Countries with research and development locations 6 Other Information Remuneration Report Responsibility Statement and Auditor's Report Financial Performance 52 General and Sector-specific Environment 55 Overall Assessment by Management of the Financial Year 66 56 Comparison of Forecasts with Actual Outcomes 57 Financial Position 100 Electromobility 104 Production and Supplier Network 104 Production Network 107 Circular Economy, Resource Efficiency and Renewable Energy 111 Purchasing and Supplier Network 115 Employees and Society 115 Employer Attractiveness and Employee Development 118 Health and Performance 120 Diversity, Equal Opportunity and Inclusion 66 Course of Business and Segments 52 Performance Indicators and Performance Management 47 Cornerstones of the Strategy EU Taxonomy 38 Organisation and Business Model 90 Products 38 Segments 90 Innovation, Digitalisation and Customer Orientation 74 39 95 Product Quality and Safety 42 The BMW Group Strategy 97 Carbon Emissions 42 Environmental Analysis 43 Locations Overview of the BMW Group Comments on the Financial Statements of BMW AG 123 Outlook Electric, digital and circular - for the BMW Group, these are the keys to individual mobility with a clear focus on sustainability. The BMW Group is leading the way in shaping tomorrow's mo- bility with its brands' innovative products. The Vision Vehicle 7 BMW VISION Neue Klasse marks the first time that all three areas - electromobility, digitalisation and circularity - have been brought together and provides a look ahead at the completely new model generation of the NEUE KLASSE. Bayerische Motoren Werke Aktiengesellschaft (BMW AG), based in Munich, Germany, is the parent company of the BMW Group. The BMW Group comprises BMW AG itself and all subsidiaries over which BMW AG has either direct or indirect control List of Investments. The BMW Group is subdivided into the 7 Automotive, Motorcycles and Financial Services segments and the Other Entities segment. Presentation of segments BMW AG assumes central re- sponsibility for the management of the Automotive, Motorcycles and Financial Services operating segments. At 31 December 2023, the BMW Group employed a workforce of 154,950 people worldwide. Automotive segment With its automobile brands BMW, MINI and Rolls-Royce, the BMW Group caters to a wide range of customer requirements. The essence of the BMW brand lies in the seamless interplay be- tween components, which provide the distinctive driving dynam- ics synonymous with the brand. An extensive and attractive product range with a variety of drivetrains - from purely electric drives (BEV¹) and modern plug-in hybrids (PHEV²) to highly effi- cient combustion engines - reflects BMW's technology-oriented approach. The product range includes automobiles ranging from the premium compact class to the luxury class. The range of ve- hicles in the various classes is rounded out by the innovative high-performance automobiles in BMW M's high-performance class. C4420 B.CH264SE 14 496E 3 HY73 EZC 1 Battery Electric Vehicle Electrified Vehicles. 2 Plug-in Hybrid Electric Vehicle Electrified Vehicles. 37 Consumption and Carbon Disclosures. 39 BMW Group Report 2023 To Our Stakeholders Combined Management Report Overview of the BMW Group Group Financial Statements The BMW Group develops and manufactures innovative pre- mium automobiles and motorcycles. Its BMW, MINI, Rolls-Royce and BMW Motorrad brands are among the best-known in the world. The BMW Group occupies leading market positions in both the premium segment and the financial services sector. SEGMENTS ORGANISATION AND BUSINESS MODEL OVERVIEW OF THE BMW GROUP 126 Appropriateness and Effectiveness of the Internal Control System and Risk Management System 127 Risks and Opportunities 127 Risk and Opportunity Management 130 Material Short-term Risks and Opportunities 137 Climate-related Risks and Opportunities 141 Summary and Outlook 142 Compliance and Human Rights 146 Internal Control System 147 Disclosures Relevant for Takeovers and Explanatory Comments 122 Corporate Citizenship 02 MANAGEMENT REPORT 38 BMW Group Report 2023 To Our Stakeholders Combined Management Report Overview of the BMW Group Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q COMBINED Point of contact for questions on policy, information 113.60 social media, trade fairs, mass media Mandates Serviceplan Group Management SE* Wayfair Inc. - SIBYLLE WANKEL² (b. 1964) Member since 2022, appointed until the AGM 2024 Managing Director and First Representative of IG Metall's Munich Office Mandates KraussMaffei Group GmbH*, Deputy Chairwoman MAN Truck & Bus SE* Note: Dr hc Klatten indirectly holds all shares in ALTANA AG and a significant non-controlling inter- est in SGL Carbon SE; she is the sole shareholder of UnternehmerTUM GmbH. The mandates at SprinD GmbH and UnternehmerTUM GmbH are primarily an expression of her corporate citizenship. JENS KÖHLER1 (b. 1964) Member since 2021, appointed until the AGM 2024 Chairman of the BMW AG Works Council Leipzig PROF DR DR HC CHRISTOPH M. SCHMIDT (b. 1962) Member since 2021, elected until the AGM 2025 President of RWI - Leibniz-Institute of Economic Research Essen, University Professor Member since 2020, elected until the AGM 2025 Member of Supervisory Boards Mandates Thyssen Vermögensverwaltung GmbH* GERHARD KURZ³ (b. 1963) Member since 2022, appointed until the AGM 2024 Head of Corporate Quality at BMW AG Employee of the enterprise. 2 Union representative. Executive employee of the enterprise. Not listed on the stock exchange. BMW Group mandate. Group mandate (other). - Memberships on other mandatory supervisory boards. - Memberships on comparable boards in Germany and abroad. 32 Basalt-Actien-Gesellschaft* ANKE SCHÄFERKORDT (b. 1962) Member Since 2012, elected until the ACM 2024 DR DOMINIQUE MOHABEER¹ (b. 1963) → Customers 31 BMW Group Report 2023 To Our Stakeholders Combined Management Report Composition of the Board of Management and Supervisory Board Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q JOHANN HORN² (b. 1958) Member since 2021, appointed until the AGM 2024 Union Secretary Mandates Siemens Healthcare GmbH* ANDRÉ MANDL¹ (b. 1984) Member since 2022, appointed until the AGM 2024 Chairman of the BMW AG Works Council Regensburg/ Wackersdorf DR VISHAL SIKKA (b. 1967) Member since 2019, elected until the AGM 2024 Mandates GSK plc. Oracle Corp. DR HC SUSANNE KLATTEN (b. 1962) Member since 1997, elected until the AGM 2024 Entrepreneur Mandates ALTANA AG****, Deputy Chairwoman SGL Carbon SE, Chairwoman (until 9 May 2023) SprinD GmbH* UnternehmerTUM GmbH*, Chairwoman 32 BMW Group Report 2023 CEO and Founder, Vianai Systems, Inc.* Combined Management Report To Our Stakeholders Dialogue with Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Financial market player with sustainability credentials Regular, in-depth communication with capital market players has always been given a high priority within the BMW Group. The BMW Group kept investors, analysts and rating agencies up to date again in 2023 with its regular quarterly and annual report- ing. The BMW Group has stepped up its communication with in- vestors who consider sustainability criteria in their investment decisions in the past few years and now meets this group's in- formation needs with in-person and virtual ESG conferences, in addition to individual and group meetings. The Group's commu- nication focused on the further development of the business model, digitalisation and other technology trends in the automo- tive industry, sustainability in the supply chain and the ramp-up of electromobility. In 2023, the Group also focused on measuring the carbon footprint of its pension plan assets in the UK and Ger- many, and validating the data available for this purpose. The 7 TCFD Report was created for the UK BOPS* Plan, reiterating the target to achieve carbon neutrality for the scheme's asset port- folio by 2050. The volume of non-liquid pension plan assets invested in our var- ious impact funds continues to grow according to schedule, with several new subscriptions exercised in the form of fund-based investments. The investments made to date in this area relate not only to climate protection, but also to other Sustainable De- velopment Goals (SDGs) set out by the UN. Investments that have a beneficial effect on the climate are at the forefront of the impact funds. Outlook The BMW Group will continue to interact closely and construc- tively with its stakeholders and develop existing dialogue oppor- tunities in 2024, and will continue to maintain active dialogue with capital market players such as investors, financial analysts and rating agencies. As in previous years, our activities will in- clude direct dialogue as well as participation in in-person and vir- tual ESG conferences. Moreover, plans are in place for the coming year to expand the scope of recording the carbon emissions associated with those investments, with the primary aim of reliably assessing and transparently documenting the compatibility of our investments with the climate goals enshrined in the Paris Agreement. To the extent possible, our aim is to take account of non-liquid invest- ments in the Group's reporting on sustainability, or at least for all such investments to be reviewed from a sustainability perspec- tive. The Board of Management's collaboration with stakeholders to identify and manage impacts The Board of Management keeps up to date with stakeholder feedback and positions through a variety of channels, for exam- ple in regular Board meetings, in direct dialogue with stakeholder groups (such as investors or political decision makers) and through briefings conducted by BMW Group departments, espe- cially prior to attending major events such as OECD conferences or the Group's Annual General Meetings. The Chairman of the Supervisory Board also maintains regular contact with stake- holders. The members of the Supervisory Board attend the An- nual General Meeting, and many of them also interact with stake- holders as part of their other activities and mandates. Approach taken to engage stakeholders The BMW Group continuously communicates with a large num- ber of different stakeholder groups at all locations and in all mar- kets. Appropriate forms and methods of engagement are se- lected, depending on the situation. *BMW Operations Pension Scheme. 34 To Our Stakeholders Dialogue with Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Stakeholder groups and forms of dialogue Surveys (including a corporate reputation study), To Our Stakeholders Dialogue with Stakeholders BMW Group Report 2023 33 BMW Group Report 2023 The BMW Group's involvement in associations ranges from board memberships in association bodies to active participation in working groups as well as simple observer status. Our goal is to coordinate our approach with the respective associations on positions regarding relevant strategic issues. If the BMW Group identifies discrepancies between association and Company po- sitions, the Company works with the association concerned with the aim of bringing the positions closer together. The BMW Group sees its role as sharing its corporate opinions as part of the associations' policy-forming process. In this way, we are able to participate in discussions on key strategic issues such as cli- mate protection, human rights, the circular economy, decarboni- sation with a view to achieving the Paris climate targets, and transparent supply chain management. Group Financial Statements Responsibility Statement and Auditor's Report A comprehensive overview of the BMW Group's key political po- sitions and activities can be found at 7 Advocacy, a new section of the website made available in May 2023 which goes beyond and replaces the previous Climate Commitment Report. Remuneration Report Other Information ← = Q DIALOGUE WITH STAKEHOLDERS Stakeholder engagement Key topics in 2023 The BMW Group's interaction with stakeholders includes topics brought to its attention from outside the Group as well as those in which it proactively engages in dialogue. This combination re- sults in a comprehensive spectrum of topics: - The Paris Climate Agreement and climate neutrality goal of the BMW Group Emissions limits with a focus on technological diversity in terms of drivetrain technologies and vehicle concepts Hydrogen as a potential energy storage for electric drivetrain systems Circular design and use of secondary materials (particularly in relation to battery recycling) The BMW Group operates within a highly interconnected, com- plex world. Its business activities impact the environment in which it operates, and can have both a direct and an indirect bearing on the interests of a wide variety of stakeholders. Con- versely, societal trends and developments can influence many aspects of the Group's business activities. Against this backdrop, the BMW Group maintains a continuous dialogue with its stake- holders worldwide. GRI Index: 2-29 Supply of critical raw materials The BMW Group maintains an active, open and transparent dia- logue with decision makers and representatives of politics, trade unions, associations and non-governmental organisations (NGOs), with a view to playing a constructive and transparent role in helping to shape the general political framework to the ex- tent that it concerns the Group's business activities. The BMW Group is a member of numerous associations in various countries. As a rule, membership and commitment are voluntary. Active crisis management regarding the geopolitical situation and energy supply In certain cases, however, participation may also be based on statutory requirements. Participation in public policy development and work in associations The BMW Group XChange encompasses the well-established forms of events organised by the Group, such as the BMW Group Dialogues and the rad°hub, providing the appropriate platforms to encourage dialogue with a variety of target groups. The for- mats selected usually take place several times a year. The results of these stakeholder dialogues are documented and incorpo- rated in the Group's strategic considerations. GRI Index: 2-12 Establishment of a new site in Germany to assemble high- voltage batteries Increased transparency in the sustainability indicators provided in product information BMW Group Xchange Social responsibility for employees Sustainable financing, EU taxonomy and sustainability reporting standards, greenwashing standards and respect for human rights, especially regarding the procurement of raw materials for electromobility applications Compliance with statutory due diligence obligations in supply chains, particularly environmental and social To Our Stakeholders *Standard industry definition according to the Society of Automotive Engineers (SAE): Five levels of automated driving. Transitioning to the specific details of the BMW Group strategy, the BMW Group Impact broadens the Company's long-term stra- tegic vision and underscores its ambition to contribute to broader societal development. "We make individual mobility more hu- man, intelligent and responsible - creating an inspiring future for all of us." The BMW Group's strategy is oriented to its corporate purpose: "The BMW Group exists to move body, heart and mind." It is the driving force, the guiding principle and the orientation for our employees, and our commitment to our active role in society. Its long-term focus guides us purposefully through the extensive transformation of the entire automotive industry and beyond. BMW Group Strategy BMW Group Report 2023 With this in mind, the BMW Group's corporate strategy (BMW Group strategy) defines the strategic framework and lays the foundation for the Company to maintain a consistent and market-oriented focus on profitability, growth and sustainability, even in an increasingly dynamic environment. The BMW Group strategy outlines targets in four areas: position, direction, strate- gic approach and collaboration. Combined Management Report The BMW Group Strategy Position Remuneration Report Other Information ← = Q Direction Strategic approach CORNERSTONES OF THE STRATEGY Do Do Do Group Financial Statements Responsibility Statement and Auditor's Report In urban areas within the European Union, infrastructure bottle- necks and selective reallocation of road space are likely to result in increased traffic congestion and reduced accessibility. Simul- taneously, there is an increasing trend towards policies that dis- courage car use in city centres. The planned deployment of smart city technologies would, however, primarily affect cities in China. ← = Q Politics 43 Collaboration BMW Group Report 2023 To Our Stakeholders Combined Management Report The BMW Group Strategy Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information industrialisation of digital technologies, innovative usage con- cepts for stationary and moving vehicles are gaining importance. Politics and regulations are narrowing the scope for action across the entire automotive value creation model. There is an increas- ing variety of legislation in all regions of the world. Technology Alongside digitalisation, development of automated/autono- mous driving remains a key expectation for the future of mobility. Initial offerings of Level 4* features are expected to launch in the market before 2030, although widespread adoption is expected to occur only after 2030. Products The acceleration of electromobility worldwide continues to be an important prerequisite on the path to climate neutrality, although the pace of adoption is expected to vary regionally. In the long term, there will be a parallel range of electric vehicles and com- bustion engine vehicles available worldwide. However, the num- ber of all-electric models in the automotive industry as a whole is expected to continue to increase. Addressing remaining uncer- tainties, including regulations, the swift and widespread develop- ment of charging infrastructure and the availability of raw mate- rials will be essential for the future expansion of this sector. It is necessary to increase the pace at which capacities are expanded in order to meet the ever-increasing demand for climate-neutral and green energy across industries. The share of regenerative energies in the energy mix is on the rise, increasing the volatility of the entire energy supply and making it increasingly difficult to maintain the stability of networks. Due to these factors and the limited capacities of distribution networks, every effort needs to be continued to ensure that electromobility is a long-term suc- cess. Electromobility Environment As governments around the world work to transpose the goals of the Paris Climate Agreement's carbon reduction targets into na- tional laws, an ambitious orientation towards climate policy will serve as an important basis for successful action for businesses. It is equally vital to prepare for the consequences of current and anticipated changes brought about by climate change, which create a tangible urgency to take action. The role of hydrogen as an energy source is set to undergo a fundamental shift, propelled by the global imperative for decarbonisation. Business Business and the environment are closely linked and influence each other. Thus, alongside carbon emissions, resource effi- ciency will also gain in importance. The demand for secondary materials and recycling is also rising, for instance, due to quota requirements. Simultaneously, this development is giving rise to cross-industry initiatives and opportunities for new business models. Circular Economy, Resource Efficiency and Renewable Energy Competition among various political systems is a dominating force in international politics, influencing changes in international trade flows using instruments like sanctions, tariffs and subsi- dies. The need to secure supply chains is intensifying due to the dual challenges of climate change and geopolitical risks. For a technology-based company like the BMW Group, general developments in this area are of particular importance. This area is undergoing constant change, with the market environment evolving dynamically and new collaborative models emerging. New solutions, particularly in artificial intelligence, are emerging and are finding applications across all aspects of life. Modern ve- hicles are already one of the most complex digital items owned by consumers. Vehicle requirements are also increasingly influ- enced by the digital ecosystems that customers interact with every day. Automobiles should be a reliable source of support in everyday life, fit seamlessly into a person's living environment and create a holistic overall experience. Software updates with further functional developments are expected and generally be- coming standard. Innovation, Digitalisation and Customer Orientation Position - אם With its inspiring and innovative products, the BMW Group is committed to first-class individual mobility and contributes to sustainable development. It aims to find the right balance be- tween business, the environment and society. The key areas of focus within the strategy are electrification, digitalisation and sustainability or circularity. This enables us to seamlessly merge enjoyment and responsibility, without compromising, and to achieve our growth and profitability objectives. What drives the BMW Group? The BMW Group offers exciting products for current and future generations and secures its independence as a company by maintaining a high level of profitability. The BMW Group is shap- ing the future of sustainable mobility with its passion and strong capacity for innovation. Thanks to its exciting products, the BMW Group is able to achieve maximum customer satisfaction and brand strength, and thus grow its market share. Economic performance is a very important aspect of our corpo- rate management system and is anchored in our objective of har- nessing growth potential and securing our profitability targets. This is supported by our ambitious financial standards, which are linked to the strategic key figures EBIT margin in the Automotive segment (between 8 and 10%), ROCE in the Automotive seg- ment of at least 18% and an EBT margin in the Group of more than 10%. Performance Indicators and Performance Management The quality and reliability of all of our products and services are the critical drivers for customer satisfaction, enthusiasm and the economic success of the BMW Group. We are therefore commit- ted to a comprehensive approach to quality, centred on deliver- ing the best possible customer experience. The "Mission Quality" initiative was launched across the Company in 2023. As a key area of focus for the Company, the initiative promotes the strengthening of quality awareness and focuses on the individual contributions of all employees. Digitalisation is consistently extended beyond the vehicle Innovation, Digitalisation and Customer Orientation, encompassing both corporate and customer processes, as well as along the automo- tive value chain, enhancing the resilience and business agility of the BMW Group. There are corresponding initiatives in all areas of the Company. Our "Digital Process & Impact" initiative is an example of commitment to significantly accelerating the digitalisation of our internal processes and operations across the Company, harnessing digital potential in every area through the use of digitalised process management. The dedicated process and digitalisation functions ensure the consistent implementa- tion and corresponding development of expertise across all de- partments. Concurrently, March 2023 marked the launch of DIG- ITAL BOOST, one of the most comprehensive training pro- gramme in the BMW Group's history. This virtual training pro- gramme, designed for employees in indirect roles across all lev- els of the organisation, delivers insights and opportunities in dig- italisation on both national and international fronts. The aim is for all employees to acquire the same basic knowledge of digital- isation, enabling them to identify potential within their own areas of responsibility and harness it for the benefit of the BMW Group. D'O Strategic approach - Where is the BMW Group heading? - The BMW Group is focused on its customers worldwide and on meeting their different requirements. It does so by understanding the needs of its current and future customers and exceeding their expectations. It combines ground-breaking technologies, emo- tional products and individual customer care to create a unique overall experience. The fields of action electrification, digitalisa- tion and circularity are of particular importance. BMW Group had introduced at least one all-electric model across all its brands and segments. In 2023, the extended-wheelbase version of the iX1 for the Chinese market, the BMW i5* sedan and the Rolls-Royce Spectre* were launched on the market. In 2023, deliveries of all-electric automobiles increased by more than 74.1%, reaching 375,716 automobiles, up from 215,752 auto- mobiles in 2022. Electromobility In 2024, the market will welcome several new additions, includ- ing the BMW iX2*, the extended-wheelbase version of the BMW 15 sedan tailored for the Chinese market, the BMW i5 Touring*, the MINI Cooper SE*, the MINI Countryman SE* and the all-elec- tric MINI Aceman, the brand's first crossover model. 7 Automotive segment The BMW Group expects its attractive product range to drive another significant increase in the number of all-electric ve- hicles delivered in 2024. With intelligent vehicle architectures and flexible production facilities, the company is well-prepared for the continued expansion of electromobility. Society's ac- ceptance of electromobility will depend on trends in customer de- mand, regional regulations and the development of a suitable framework, with a particular focus on infrastructure expansion. The BMW Group is currently planning for all-electric vehicles to account for more than 50% of all vehicles by 2030. The Rolls- Royce brand is set to become all-electric by 2030, and the MINI brand will follow suit by the early 2030s. Electromobility The launch of the BMW CE 04 electric scooter has successfully established BMW Motorrad's position in the electromobility land- scape. Building on this success, the eParkourer - the BMW CE 02 - is set to advance the electrification strategy for urban mo- bility in April 2024. Motorcyles segment In addition to delivering product substance, we also offer custom- ers a 360° approach with an appropriate charging ecosystem. Customers can charge their vehicles at home, at work and in pub- lic places, and can also use our BMW Charging and MINI Charg- ing stations and we are actively involved in expanding the charg- ing infrastructure. Electromobility Consumption and carbon emissions data 46 BMW Group Report 2023 To Our Stakeholders Individual mobility remains a fundamental human need, though vehicle ownership continues to depend to a large extent on in- come, household size and location. The coronavirus pandemic has not had any significant or lasting effects on mobility behav- iour in general. On-demand mobility (ODM) services, especially in urban areas, remain a supplementary option. Fuelled by the We recognised the importance of electromobility early on and have been working resolutely to accelerate the adoption of all- electric and connected mobility. By the close of 2023, the What does the BMW Group stand for? Direction ← = Q The BMW Group is committed to the Paris Climate Agreement. To achieve this, the BMW Group promotes the reduction of car- bon emissions throughout the whole life cycle of its products as well as the principles of the circular economy with a verifiable track record of continuous improvement – from the supply chain to production, the use phase and the recycling of its products. For this reason, the BMW Group has laid out measurable, science- based targets to be reached by 2030; these are firmly estab- lished across the company (base year 2019). Carbon emissions are to be reduced as follows: 1. 2. 3. An average of 80% carbon reduction at our own plants and locations (Scope 1 and 2) per vehicle produced (Carbon emissions generated at BMW Group locations) Carbon reduction during the vehicle's use phase (Scope 3 downstream) by an average of at least 50% per kilometre driven. Increased efficiency in our electrified models and the new generation of combustion engine technology will make this possible. An additional driving force for this is the dynamic growth in demand for our electrified vehicles 7 Electromobility, 7 Automotive segment An average of at least 20%* carbon reduction in the supply chain (Scope 3 upstream) per vehicle produced Carbon emissions in the supply chain We have joined the Science-Based Targets initiative (SBTI) for this purpose. This will enable us to guarantee transparency and comparability in the validation and measurement of our targets and, at the same time, ensure they are in line with the latest sci- entific findings and regulatory requirements. These are de- scribed in more detail in the chapter 7 Carbon Emissions. Sustainability aspects (ESG criteria) are built into individual mar- ket strategies across our global organisation. Best practices in the fields of environmental protection, social sustainability, cor- porate citizenship and governance are also shared within an in- ternational sustainability network. * Performance management parameters such as Carbon Emissions over the entire product life cycle are important Performance indicators during the development phase of our vehicle projects. The Board of Management receives and discusses a status report on sus- tainability every quarter and derives appropriate measures as re- quired. * For the sake of simplicity, this figure has been rounded. The target validated under SBTi is 22%. 45 BMW Group Report 2023 To Our Stakeholders Combined Management Report The BMW Group Strategy Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information The BMW Group is actively working on numerous projects and initiatives to improve the framework conditions for electromobil- ity, including the expansion of charging infrastructure on a broad basis. The ambitious goals of the Paris Climate Agreement are designed to tackle climate change in the transport sector, requir- ing a combination of modern drive technologies that are closely aligned with customer needs and different mobility requirements around the world. In addition to all-electric models, plug-in hy- brids and modern combustion engine technology also make an important contribution to the reduction of global carbon emis- sions. The BMW Group is also forging ahead with its work with hydrogen. Products Society 18 Austria A company's success depends to a large extent on its ability to recognise changes in its environment early on, plan for different scenarios, effectively manage risks and take advantage of op- portunities that may arise from such changes. Risks and Opportunities To this end, we continuously monitor the business environment in our key regions, using available data to analyse the trends and developments that could affect our business in the future. In 2023, we undertook an extensive update and re- view of our environmental analysis, significantly broadening the scope of subject areas considered. Regular 7 Dialogue with Stakeholders within the scope of the established BMW Group XChange formats completes the picture from the analysis of ex- ternal and environmental factors. Norway 10 France 11 Switzerland Combined Management Report The BMW Group Strategy 19 Slovakia 3 Denmark 12 Italy 2 20 Hungary* Sweden 13 Slovenia* 21 Romania* 5 Finland* 14 Spain 22 Bulgaria* 6 4 The Netherlands Germany 17 Poland 41 BMW Group Report 2023 To Our Stakeholders Combined Management Report Overview of the BMW Group Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information LOCATIONS IN EUROPE 1 . 8 Ireland 16 Czech Republic * Sales locations only. ■ Financial Services 9 Belgium/Luxembourg Sales subsidiaries and Alongside the current development directions, certain trends are gaining momentum, notably within digital technologies and the political landscape. The most significant trends set to have a long-term effect on the BMW Group's business model are clas- sified according to their impact on society, technology, business, environment and politics. 15 Portugal 7 BMW Group Report 2023 To Our Stakeholders Combined Management Report The BMW Group Strategy Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q THE BMW GROUP STRATEGY 42 Environmental Analysis 42 43 47 Performance Indicators and Performance Management THE BMW GROUP STRATEGY For the BMW Group, the ongoing development of our corporate strategy is a continuous process that begins with environmental analysis. Trends with significant implications for the automotive industry are analysed and evaluated and the underlying prem- ises are scrutinised. Taking into account these influencing fac- tors, characterised by their in parts rapid rate of change, we con- tinually refine our corporate strategy and adjust our strategic ob- jectives accordingly. The corporate strategy and strategic targets of the BMW Group form the starting point for the departments to define concrete ap- proaches and implementation measures. This process is based on strategic fields of action and key success factors. The strategy process allows plans to be drawn up for different scenarios to account for increasingly volatile and challenging en- vironmental conditions, thereby ensuring flexibility and respon- siveness for the BMW Group. The BMW Group's strategy is based on fundamental values such as the integrity of our actions. Compliance and Human Rights The strategy is integrated into annually revised, longer-range corporate planning using a closed loop-based planning and management system. Its implementation is monitored by a tar- get system that is comprised of the aspects of finance, custom- ers, processes, learning and development. Performance Indicators and Performance Management ENVIRONMENTAL ANALYSIS Cornerstones of the Strategy 23 Greece = Q BMW France, S. A. S., Miramas, France Rolls-Royce Motor Cars Ltd., Goodwood, UK BMW Group Vehicle Testing, Arjeplog, Sweden BMW Group Vehicle Testing, Granada, Spain BMW Group Vehicle Testing, Sokolov, Czech Republic UK 15 Production in Europe BMW Group plant Berlin BMW Group plant Dingolfing BMW Group plant Eisenach BMW Group plant Landshut BMW Group plant Leipzig BMW Group plant Munich BMW Group plant Regensburg BMW Group plant Wackersdorf BMW Group plant Steyr, Austria BMW Group plant Hams Hall, UK BMW Group plant Oxford, UK BMW Group plant Swindon, UK Rolls-Royce Manufacturing Plant, Goodwood, UK ◉ Partner plants in Europe ↑ 10 Partner plant, Graz, Austria (contract manufacturing) Research and Development in Europe BMW Group Research and Innovation Centre (FIZ), Munich, Germany BMW Car IT, Munich, Germany BMW Group Autonomous Driving Campus, Unterschleißheim, Germany BMW Group Designworks, Munich, Germany BMW Group Lightweight Construction and Technology Center, Landshut, Germany BMW Group Diesel Competence Center, Steyr, Austria Critical TechWorks S.A., Porto/Lisbon, Portugal Partner plant, Born, the Netherlands (contract manufacturing) Group Financial Statements Responsibility Statement and Auditor's Report 44 Other Information 12,981 2022 10,635 2023 64,412 2022 2023 2022 58,728 20.2 2023 18.1 BMW Group Report 2023 To Our Stakeholders Combined Management Report The BMW Group Strategy Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ↑ = Q 50 Return on capital employed (Motorcycles segment) Automotive in % Other Information ← = Q Managing operational performance at segment level At segment level, operational performance is managed using an aggregated approach based on returns on capital. Depending on the business model, the segments are measured on the basis of return on total capital or return on equity. Return on capital employed (ROCE) is used for the Automotive and Motorcycles segments and return on equity (ROE) for the Fi- nancial Services segment. These indicators combine a wide range of relevant economic information, such as profitability (re- turn on sales) and capital efficiency (capital turnover) to measure segment performance and the development of enterprise value. Automotive segment The most comprehensive key performance indicator used for the Automotive segment is RoCE, which provides information on the profitability of capital employed and business operations. Value driver analyses are used to interpret the causes of a change in ROCE and derive suitable measures to influence its development. The capital employed items taken into account reflect the focus of operational segment management. Capital employed is calculated as the sum of intangible assets, property, plant and equipment and net working capital, the latter comprising inven- tories and trade receivables less trade payables. The amount of capital employed increased in light of the full consolidation of BMW Brilliance in the BMW Group Financial Statements as at 11 February 2022. The increase arose primarily due to the take- over of property, plant and equipment and intangible assets, as well as the capitalisation of reacquired rights in conjunction with the purchase price allocation. The ROCE will be impacted tempo- rarily by the higher capital base as well as the related amortisa- tion expense expected to be recorded. Return on capital employed (Automotive segment) The strategic target for RoCE is 18%. Furthermore, the Automotive segment manages its compliance with fleet carbon emissions requirements in regulated markets. This also includes the share of all-electric automobiles in deliver- ies reported since the 2023 financial year. The proportion of electrified automobiles, including PHEV models, was reported as a performance indicator until 2022. Performance indicators As compliance with regulatory requirements is a significant factor in the BMW Group's success, business decisions relating to vehicle projects also take targets for fleet carbon emissions into account. Managing sustainability RoCE Automotive or Motorcycles Profit before Financial result Average capital employed Profit before financial result in € million Average capital employed in € million Return on capital employed Due to the special significance of ROCE for the BMW Group, the Automotive segment is also managed on the basis of a number of additional key performance indicators that have a significant impact on ROCE and hence on segment performance. These value drivers include deliveries and the operating return on sales (EBIT margin: segment profit before financial result as a percent- age of segment revenues) as a key figure for profitability in the segment. Remuneration Report Profit before financial result Average capital employed in € million 24.9 Return on equity (Financial Services segment) Profit before tax in € million Average equity capital in € million Return on equity in % 2023 22.1 2022 3,205 2023 17,176 2022 2023 2022 17,891 Remuneration Report 17.9 2,962 in € million 1,031 2022 Return on capital employed in % Motorcycles segment The Motorcycles segment is largely managed according to the same logic applied to the Automotive segment. The principal key performance indicator is the return on capital employed (ROCE). The strategic RoCE target set for the Motorcycles segment is 18%. The main value drivers are the deliveries and the operating return on sales (EBIT margin: segment profit before financial result as a percentage of segment revenues) as the key performance in- dicator for segment profitability. Financial Services segment The performance of the Financial Services segment is measured on the basis of the return on equity (ROE), a key performance in- dicator commonly used in the banking sector. Within the BMW Group, RoE is defined as segment profit/loss before tax, divided by the average amount of equity capital in the Financial Services segment. The target is a return on equity of at least 14%. Motorcycles 1,171 Financial Services Profit before tax Average equity capital 2023 259 2022 257 2023 2022 2023 RoE Financial Services = Responsibility Statement and Auditor's Report 17.2 Combined Management Report The BMW Group Strategy Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q context, the BMW Group is making considerable investments to also drive this continuous transformation in all aspects of sus- tainability (ESG criteria). Production and Supplier Network, 7 Employees and Society Beginning in 2025, we will take the next step in our transfor- mation process with the NEUE KLASSE, which is expected to set standards in electrification, digitalisation and circularity. The con- cept vehicle, unveiled at the IAA Mobility 2023 International Mo- tor Show in Munich, offered a glimpse into the future of the NEUE KLASSE. The NEUE KLASSE is distinguished by its new cluster architecture (NCAR), which is entirely focused on BEVS (battery electric vehicles). The sixth-generation BMW e-drive technology will significantly improve driving pleasure and efficiency. In the interior, the next generation of BMW iDrive delivers a completely fresh digital user experience, seamlessly blending real and virtual worlds. Key components include BMW Panoramic Vision, a rev- olutionary new head-up technology, the new BMW 3D Head-up Display for presenting 3D animated and highly accurate driving information, the multifunctional steering wheel for personalised control of display content and the central display with intuitive touch functionality. Another aim of the NEUE KLASSE is to achieve a new level of sustainability across the entire vehicle life cycle. To accomplish this, the BMW Group is increasingly inte- grating secondary materials and implementing resource-efficient production methods. Circular Economy, Resource Efficiency and Renewable Energies Production of vehicles for the NEUE KLASSE will get underway in 2025 at the newly constructed BMW Group plant in Debrecen and then be expanded to other locations. Production Network PERFORMANCE INDICATORS Combined Management Report The BMW Group Strategy AND PERFORMANCE The BMW Group's strategic targets are derived from the findings of the Environmental analysis in an ongoing strategic process and subsequently translated into a system for measuring perfor- mance ▾ Cornerstones of the strategy. The resulting target system is therefore a key instrument for anchoring strategy throughout the Company. For corporate management purposes, the strategic targets are backed by effective performance indicators. Long-range corporate planning for the Company as a whole and its segments is geared towards the structure of the BMW Group target system. In this way, the targets set out in the planning are regularly compared with the BMW Group's strategic goals. Once approved by the Board of Management and the Supervi- sory Board, the target amounts decided upon within the strategic target system become the basis of planning for the current re- porting year and for the target agreements with BMW Group managers. Remuneration Report. The following summarises the key performance indicators defined in DRS 20, which also form the basis for performance management in the BMW Group. Group - Profit before tax (EBT) Number of employees at the end of the year Share of women in management positions (in %) Automotive segment Profit before financial result as a percentage of segment revenues (EBIT margin; in %) MANAGEMENT Return on capital employed (RoCE; in %) Deliveries (in units) To Our Stakeholders 47 ← = Q Group Financial Statements The BMW Group is making customer experience the focus of all its marketing and sales activities. In an increasingly digital envi- ronment with changing customer needs, the Company relies on a future-oriented sales structure with a focus on the digitalisation of the customer interface and direct customer access. The aim is to offer the industry's best premium customer experience. In this context, the My BMW App and MINI App play a significant role with over 12 million users (as at December 2023). More than three million customers (as at December 2023) access the apps every day. Using their smartphones, they interact with their BMW or MINI vehicles, the BMW Group itself and the BMW and MINI dealerships, and also receive personalised offers. The relation- ship with the customer thus becomes even closer. The BMW Group is decisively and consistently driving forward with its online sale of vehicles. Customers are free to choose whether they would like to order their vehicle from agents or online. They also have the option to seamlessly transition be- tween both worlds. A central aspect of the revamped sales structure is the transition to direct sales. After the pilot market in South Africa, MINI was the first Group brand to implement the new sales model in China in March 2023, followed by Europe in January 2024 with Italy, Poland and Sweden. The remaining European countries will transition over the course of 2024 and 2025 and the BMW brand will follow suit in Europe in 2026. Going forward, our existing trading partners will continue in their roles as active commercial intermediaries between the BMW Group and customers. our The trading partners will be closely involved in the implementa- tion. The new sales structure offers an attractive and sustainable business model for these partners, and they will continue to be the face for customers in the future, where they can focus on providing the best advice and support. At the same time, we aim to achieve consistent prices across each sales channel. By enabling smooth transitions between physical and digital channels and launching direct sales, the BMW Group is improv- ing direct customer connections - an essential step for providing the best customer experience Automotive segment. In the Finan- cial Services segment, we are also continually expanding our ser- vices to include digital and modular services. The aim is for our products to be accessible to all customer groups across all chan- nels within our strategic orientation in the Financial Services seg- ment. Financial Services segment. This ensures that our customers receive personalised offers designed to meet their specific needs. BMW Group Report 2023 Circularity is a key focus for the BMW Group in the drive towards more resource-efficient mobility. The concept revolves around recycling materials to the fullest extent, ensuring that resources are utilised sustainably and retain their value over time. This ap- proach opens up a range of opportunities across the entire value chain. Reusing valuable resources reduces our reliance on pri- mary raw materials and their fluctuating prices. Furthermore, the use of high-quality secondary materials significantly reduces the carbon footprint of our vehicles. Circular Economy, Resource Efficiency and Renewable Energy. We aim to progress gradually towards a cir- cular economy, from designing for circularity through to increas- ing the use of secondary materials for parts and components and ultimately advancing to the recycling of end-of-life vehicles. 8 DO DO Collaboration - How does the BMW Group achieve this? The BMW Group constantly strives for the best results, support- ing its employees with the discovery and development of their potential so they are able to remain productive. We support and challenge strong teams with complementary strengths who work together to achieve the best solutions in a complex environment. We see diversity as an important element of our competitiveness. 7 Employees and Society The diversity metric defines the share of women in management positions as a key performance indicator and a strategic target variable. The aim is to increase the share of women in management positions at the BMW Group to 22% by 2025. Performance Indicators and Performance Management Together with our cooperation partners, we realise potential by accessing more expertise and improving our profitability and technology footprint. In addition to the collaboration with Qual- comm in the advancement of assisted and automated driving, the development partnership between the BMW Group and Solid Power, for instance, presents advantages for both companies. Examples include our Cell Manufacturing Competence Centre (CMCC) in Parsdorf near Munich, where our expertise in design- ing and manufacturing solid-state cells is continuously expanded through a dedicated prototype line, bringing significant value to our partnership with Solid Power. We continuously expand our collaborations to unlock additional potential for value creation in the Group. Innovation, Digitalisation and Customer Orientation The BMW Group invests in the development of employee skills, with the view that continuous training guarantees jobs world- wide. Employees and Society The restructuring of our Munich head- quarters is an example of this commitment. The complete re- structuring of an entire plant, including combustion engine vehi- cle production, to 100% electromobility, will be implemented by 2027 while production is ongoing. The BMW Group is already designing and producing electrified drive components for its ex- isting electric vehicles at German facilities in Munich, Dingolfing, Leipzig and Regensburg, as well as in China at the Shenyang lo- cation. For the next generation of high-voltage batteries, new as- sembly sites will be established in Debrecen (Hungary), San Luis Potosí (Mexico), Woodruff near Spartanburg (USA) and in Ger- many at the planned new facility in Irlbach-Straßkirchen, accom- panied by the development of corresponding expertise. In this Do Share of all-electric automobiles in deliveries (in %) BMW Group employees not only work closely together within the Company, but also with external partners. The stable relation- ships that have grown in our partner networks over time are based on the same values as those at the BMW Group. They al- low us to maximise our effectiveness and work together to lead the Company to success. Experiences from the crisis years have further strengthened these relationships, as exemplified by our supply chains. Purchasing and Supplier Network Motorcycles segment Capital turnover The BMW Group's performance management system is based on a multilayered structure. Operational performance is man- aged primarily at segment level. In order to influence long-term corporate performance, additional performance indicators are taken into account within the management system at Group level. In this context, the value added serves as one of several indicators to measure the contribution made to enterprise value during the financial year. This aspiration to add value is measured at both Group and seg- ment level by means of the key performance indicators. The link between value added and the relevant value drivers is presented in a simplified form below. Profit Capital employed Weighted average cost Expense Return on sales Revenues The BMW Group's long-term corporate strategy is determined by the Board of Management. Responsibility for implementing the Group's sustainability goals also lies with the full Board. Sig- nificant decisions are therefore evaluated from the point of view of sustainability. This ensures that sustainability issues are sys- tematically integrated in decision-making processes and to compensation at top management levels. As part of the proce- dures for managing sustainability on an integrated basis at cor- porate level, a Group target system has been created, which ap- plies to specific departments. The BMW Group has set itself the target of decarbonising its vehicle fleet by at least 40% over the entire life cycle by 2030, based on the reference year 2019. In this context, specific tar- gets have been set for the scopes of the vehicle's use phase, production and supply chain (7 Position, ▾ Carbon Emissions). This entails setting specific carbon targets for each vehicle project, managing them through digital processes and tracking their at- tainment. An integrated approach to target management ensures that the BMW Group's vehicle projects make a positive contribution to- wards achieving the sustainability targets that have been set. Furthermore, the BMW Group will consistently increase its use of secondary raw materials. The Group intends to already have made significant progress by 2025 with the introduction of the first X model of the NEUE KLASSE. Non-financial performance indicators such as carbon emissions and, in future, secondary raw materials quotas are therefore key performance indicators for all new vehicle projects. It is also ensured that financial as- pects are taken into consideration and the most effective measures are prioritised for implementation in all areas. The overall result is a cohesive management model across all as- pects of the business. GRI Index: 2-13 49 To Our Stakeholders Carbon emissions of the EU new vehicle fleet (in g/km) Carbon emissions per vehicle produced (in tonnes) BMW Group Report 2023 49 Managing sustainability Cost of capital of capital Value added Profit before financial result as a percentage of segment revenues (EBIT margin; in %) Return on capital employed (RoCE; in %) Deliveries (in units) Financial Services segment (ROCE oder RoE) 46 48 BMW Group Report 2023 To Our Stakeholders Combined Management Report The BMW Group Strategy Group Financial Statements Responsibility Statement and Auditor's Report Return on equity (RoE; in %) Remuneration Report The BMW Group's performance management system follows a value-based approach that focuses on profitability, consistent Company growth, value enhancement for capital providers, sus- tainability, climate change mitigation and job security. Capital is considered to be employed profitably when the amount of profit generated on a sustained basis exceeds the cost of equity and debt capital. This strategy also secures the desired degree of cor- porate autonomy in the long term. BMW Group - Value drivers Performance management Return on capital Other Information ← = Q The 2023 reporting year saw improved availability of vehicles, high levels of orders on hand, and volume growth. Compared to expectations at the beginning of the year, the BMW Group's per- formance was bolstered by the easing of the supply situation as well as by favourable pricing conditions in both new and pre- owned vehicle markets, despite higher cost pressures. Carbon emissions per vehicle produced decreased more than ex- pected at BMW Group sites. This was due to reduced gas and heating oil usage on the one hand and a simultaneous increase in production volume on the other. The following table summarises the development of the BMW Group's key performance indicators as a whole as well as those of the Automotive, Motorcycles and Financial Services segments in the financial year 2023 compared to the forecasts made in the BMW Group Report 2022. Share of women in management positions in the BMW Group Detailed information on the BMW Group's key performance indi- cators is provided below in conjunction with the analysis of the Group's results of operations, financial position and net assets. The development of the most significant performance indicators is described in the respective chapters on the Automotive, Mo- torcycles, and Financial Services segments. An explanation of the development of other non-financial performance indicators is provided in the chapters on Products as well as Employees and Society. GROUP Profit before tax in 2023 Workforce at year-end Significant decrease in € million Slight increase Actual outcome 17,069 (-27.3%) Significant decrease 154,950 (+3.7%) Slight increase in % Return on capital employed (ROCE) Deliveries 20.8 (+3.0%) Slight increase AUTOMOTIVE SEGMENT EBIT margin Q2: 9 to 10.5 Between 8 and 10 Between 15 and 20 Slight increase Forecast revision during the year BMW AG's solid financial condition is reflected in the results of operations, financial position and net assets reported for the fi- nancial year 2023. Performance was in line with management expectations and the targets set for 2023. This assessment also takes into account events after the end of the reporting period. BMW Group: Comparison of the forecast for 2023 with actual outcomes in 2023 Americas thereof Spain in % thereof USA Change compared to previous year in % + 18.6 + 14.3 + 13.4 + 21.7 + 20.9 + 12.6 + 0.4 OVERALL ASSESSMENT BY MANAGEMENT OF THE FINANCIAL YEAR 2023 was characterised by a volatile business environment overshadowed by escalating geopolitical tensions. In many mar- kets, higher inflation rates, accompanied by increased interest rates, also weighed on consumer sentiment. Despite these fac- tors, the BMW Group can look back on an overall positive course of business in the financial 2023. year Deliveries of premium segment automobiles, motorcycles and scooters were all at record-high levels. In particular, sales of all- electric premium vehicles provided significant impetus for growth. thereof Brazil + 50.4 Asia - 11.4 thereof China - 22.9 Total + 11.7 56 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q COMPARISON OF FORECASTS WITH ACTUAL OUTCOMES Forecast for 2023 in 2022 Group Report 9.8 (+1.2% points) To Our Stakeholders in % in % 17.2 (-0.7% points) 1 EU-27 countries including Norway and Iceland; with effect from 2021, values are calculated on a converted basis in line with WLTP (Worldwide Harmonised Light Vehicles Test Procedure). 2 This is a preliminary internal calculation with a potential variation of +/- 0.5 g CO2/km, as official registration figures from the authorities are not available for all EU states. Figures officially published by the EU Commission are not expected to be available until November of the following year. 3 Including an allowance for eco-innovations (amounts of minor significance). "Efficiency ratio calculated on the basis of Scope 1 and Scope 2 carbon emissions (i.e. a market-based method in accordance with GHG Protocol Scope 2 guidance; mainly based on the emissions factors for electricity, district heating and fuels reported by the VDA (each in the latest version dated 12/2023) and occasionally using local emissions factors; excluding climate-changing gases other than carbon dioxide generated during vehicle production (BMW Group manufacturing sites including Motorrad, but excluding partner plants and contract manufacturers), as well as BMW Group non-manufacturing sites (e.g. research centres, sales centres, office buildings) divided by the number of vehicles produced (BMW Group manufacturing sites and partner plants, excluding contract manufacturers). 57 BMW Group Report 2023 Total Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report 209,066 (+3.3%) Slight increase Other Information FINANCIAL POSITION EARNINGS PERFORMANCE OF THE BMW GROUP BMW Group Condensed Income Statement in € million Revenues Cost of sales Gross profit Selling and administrative expenses Other operating income and expenses Profit before financial result Financial result Profit before tax ← = Q in units 22.1 (-2.8% points) in % 20.2 (+2.1% points) Slight increase Q2: solid increase in units Share of all-electric cars in deliveries CO2 emissions EU new vehicle fleet 1,2,3 CO₂ emissions BMW Group locations per vehicle produced MOTORCYCLES SEGMENT EBIT margin Return on capital employed (ROCE) Deliveries FINANCIAL SERVICES SEGMENT Return on equity (ROE) Significant increase Slight reduction Slight reduction Between 8 and 10 Between 21 and 26 Slight increase Between 14 and 17 Q2: 16 to 19 in % in g/km in t 2,554,183 (+6.4%) Solid increase 14.7% (+63.3%) Significant increase 102.1 (-2.8%) Slight reduction 0.28 (-12.5%) Significant reduction in % 8.1 (+0.0% points) Q2: 18 to 22 thereof Italy Platinum thereof France 2019 2020 2021 2022 2023 2024 WTI Brent Source: Weltbank via Macrobond 1250 350 1000 0 250 300 250 750 150 200 500 100 150 250 50 100 0 200 50 10 30 Income taxes 54 54 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Decrease in energy and raw materials prices over course of year Energy and raw materials prices decreased again in 2023. Throughout the year, the prices of aluminium and steel declined, ending the year at approximately the same level as at the begin- ning of 2021. Precious and non-ferrous metals exhibited a simi- lar trend, with prices lower on average in 2023 compared to the previous year. This development was partly due to the significant price declines in metals such as rhodium (approximately -60%) and palladium (approximately -40%). 20 Prices for battery-related raw materials also fell again. For the majority of 2023, cobalt was once again below the long-term av- erage, while lithium prices fell by up to 80% over the course of the year. Oil price trend Price per barrel Brent and WTI in US dollar 120 110 100 90 80 Development of raw material prices Index: December 2018 = 100 70 60 50 40 Energy prices also fell over the course of the year, as Germany in particular adapted to the changed availability of natural gas. By the end of 2023, natural gas prices in Europe had returned to the levels seen in autumn 2021, significantly lower than the levels before the start of the conflict in Ukraine. 0 2019 2020 ← = Q International automobile markets achieve solid growth Against the backdrop of economic developments described above, international automobile markets also performed well during the 2023 reporting year. Worldwide, the number of new registrations rose by 8.3% to 77.1 million units. International automobile markets Europe thereof Germany thereof France Change compared to previous year in % +14.1 International motorcycle markets (250 cc plus) mostly showing significant increases International motorcycle markets in the 250 cc plus class devel- oped positively in 2023 (+11.7%). Overall, European markets recorded growth of 18.6%. Among the major motorcycle mar- kets, Italy (+21.7%), Spain (+20.9%) and France (+13.4%) contributed significantly to this trend. Germany also recorded a sharp year-on-year increase of 14.3%. The US market remained stable, growing by 0.4%. In China, the downward trend in the motorcycle market continued (-22.9%), influenced by the linger- ing effects of the pandemic. In Brazil, however, motorcycle regis- trations were significantly higher than one year earlier, with an increase of 50.4%. Registration figures for international motor- cycle markets developed as follows in the 2023 reporting year: + 7.3 + 16.1 thereof Italy + 19.1 thereof Spain Other Information + 20.8 thereof UK + 17.9 USA + 12.1 China + 5.6 Europe Japan +14.4 thereof Germany South Korea + 3.8 International motorcycle markets Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report Financial Performance 2021 2022 2023 2024 2019 2020 2021 2022 2023 2024 2019 2020 2021 2022 2023 2024 Lithium hydroxide Rhodium Palladium Cobalt Steel Aluminium Copper Nickel Sources: CRU, LME, Fastmarkets, Bloomberg 55 BMW Group Report 2023 + 8.3 Net profit -9,373 Earnings per share of preferred stock in € Research and development expenditure Capitalised development costs Amortisation Research and development expenses BMW Group performance indicators relating to research and development expenses in % Research and development expenditure ratio¹ Capitalisation rate² 1 Research and development expenditure as a percentage of Group revenues. ² Capitalised development costs as a percentage of research and development expenditure. Similarly, the net interest result deteriorated year on year. In the previous year, interest and similar expenses included income arising on the change in interest rates in connection with the measurement of provisions. By contrast, falling interest rates in 2023 had a negative impact. Accordingly, Group profit before tax amounting to € 17,096 mil- lion - as forecast - was significantly lower than one year earlier (2022: € 23,509 million). in € million At € 4,931 million (2022: € 4,927 million; +0.1%), income tax expense in the reporting year was at a similar level to the previ- ous year. In the reporting year, the size of the workforce was slightly higher at 154,950 employees, which was in line with expectations (2022: 149,475 employees; +3.7%). 2023 7,755 -2,604 2,387 7,538 2022 7,178 - 2,819 2,265 6,624 Change in % points 2023 2022 5.0 5.0 33.6 39.3 The effective tax rate was 28.8% (2022: 21.0%). In the previous financial year, the primary factor reducing the effective tax rate was the tax-neutral gain resulting from the remeasurement of the shares held prior to the business combination with BMW Bril- liance. - 5.7 BMW Group research and development expenses Other Information 0.2 Warranty expenditure 3,782 3,209 17.9 Other cost of sales 1,396 1,157 20.7 Cost of sales 125,809 118,042 ← = Q 6.6 Depreciation and amortisation on property, plant and equipment and intangible assets recorded in cost of sales as well as in sell- ing and administrative expenses totalled € 8,974 million (2022: € 8,566 million). The net amount of other operating income and expenses deteri- orated year on year. In 2022, other operating income was in- creased by income arising on the reversal of provisions. Due to the various factors affecting gross profit, as described above, profit before financial result climbed to € 18,482 million (2022: € 13,999 million; +32.0%). The impact of the previous year's first-time full consolidation of BMW Brilliance and lower intersegment eliminations related to leasing business had a par- ticularly positive effect on the year-on-year change in gross profit. The financial result deteriorated significantly to a net negative amount of € 1,386 million (2022: net positive amount of € 9,510 million). In the previous year, other financial result ben- efitted primarily from the gain of approximately € 7.7 billion aris- ing on the remeasurement of the shares already held by the BMW Group prior to the business combination with BMW Bril- liance. Additionally, the other financial result was adversely impacted by the fair value measurement of interest rate hedging transactions, reflecting falling interest rates in the USA, the UK and the euro- zone during the twelve-month period under report. In the previ- ous year, the increase in interest rates resulted in favourable measurement effects on interest rate hedging transactions. * 7 Consumption and Carbon Disclosures 59 59 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Selling and administrative expenses went up slightly by 3.9% year on year. The rise was due to higher administrative ex- penses, primarily influenced by higher costs for IT projects, nota- bly in connection with the planned switch to direct sales in Eu- rope. The ratio of selling and administrative expenses to reve- nues fell to 7.1% (2022: 7.4%). Share buyback programme continued - share redemption completed At the Annual General Meeting of BMW AG held on 11 May 2022, the shareholders authorised the Board of Management to acquire treasury shares via the stock exchange, up to a maxi- mum of 10% of the share capital in place at the date of the res- olution and to redeem those shares without any further action required by the Annual General Meeting. The buyback authori- sation remains valid until 10 May 2027. In July 2022, on the ba- sis of this authorisation, BMW AG resolved an initial share buy- back programme, with a volume of up to € 2.0 billion (total pur- chase price excluding incidental acquisition costs), comprising up to € 1.85 billion for shares of common stock and up to € 0.15 billion for shares of preferred stock. The programme was launched on 1 July 2022 and ended on 30 June 2023. BMW AG repurchased a total of 22,199,529 shares of common stock for € 1,850 million and 1,923,871 shares of preferred stock for € 150 million. On 18 July 2023, the Board of Management re- solved to redeem all of the shares repurchased in conjunction with the initial buyback programme. The process of redeeming the shares was completed during the third quarter 2023. On 3 May 2023, on the basis of the authorisation granted by the Annual General Meeting on 11 May 2022, the Management Board resolved to initiate a second share buyback programme, which duly began on 3 July 2023. The programme, with a vol- ume of up to € 2 billion (total purchase price excluding incidental acquisition costs) pertains to common and preferred stock, the latter of which is limited to a maximum volume of € 350 million. The first tranche of the second share buyback programme was successfully completed on 1 December 2023. As part of this first tranche, a total of 4,218,363 shares of common stock and 942,892 shares of preferred stock were acquired between 3 July 2023 and 1 December 2023. A total purchase price (excluding incidental acquisition costs) of around € 500 million was paid for the shares repurchased as part of this tranche. - 5,981 - 9,548 -4,772 -4,776 - 6,859 - 17,984 11,125 -678 457 94 -772 861 - 404 Change 2023 17,675 14,782 Change 2,893 Korean won - 3,179 - 6,194 - 1,360 -532 - 828 6,942 11,071 - 4,129 2022 2022 23,523 2023 17,542 Adjustment for net investment in marketable securities and investment funds Free cash flow Automotive segment The second tranche of the second share buyback programme will be carried out with a volume of up to € 410 million for com- mon stock and up to € 90 million for preferred stock in the period from 2 January 2024 to 28 June 2024, at the latest. The second share buyback programme will be concluded by 31 December 2025, at the latest. 60 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q FINANCIAL POSITION OF THE BMW GROUP The consolidated cash flow statements for the Group and the Automotive and Financial Services segments show the sources and applications of cash flows for the 2023 and 2022 reporting years, classified according to operating, investing and financing activities. Cash and cash equivalents in the cash flow statements correspond to the amounts disclosed in the balance sheet. Cash flows from operating activities are determined indirectly, starting with Group/segment profit before tax. By contrast, cash flows from investing and financing activities are based on actual payments and receipts. The lower net cash inflow from operating activities was primarily due to changes in leased products and receivables from sales financing, particularly credit financing for dealerships. The year- on-year increase in credit financing for dealerships was driven by improved vehicle availability, model changes and a higher aver- age financing volume per vehicle. A further factor for the decrease in cash inflow from operating activities was the higher level of inventories held with a view to servicing markets and fulfilling customer demand. A lower in- crease in receivables and higher payables had a positive impact on the cash inflow from operating activities. The cash outflow from investing activities was higher than one year earlier. In 2022, the first-time full consolidation of BMW Bril- liance resulted in a positive impact of € 3,587 million to cash out- flow from investing activities, resulting from cash acquired on the business combination and the purchase price paid. Moreover, in- creased investments in property, plant and equipment, particu- larly for introducing new vehicle models, digitalising the fleet as well as pressing ahead with automated driving and the NEUE KLASSE, resulted in a higher net cash outflow than one year ear- lier. In contrast, the net cash inflow arising on the sale of marketable securities had a positive impact on cash flows from investing activities. The decrease in the net cash outflow from financing activities was mainly the result of higher borrowings and lower repay- ments. Higher dividend payments to shareholders of BMW AG (2023: € 5,430 million; 2022: € 3,827 million) increased the net cash outflow from financing activities. BMW Group cash flows in € million Cash inflow (+) / outflow (-) from operating activities Cash inflow (+)/ outflow (-) from investing activities Cash inflow (+) / outflow (-) from financing activities Effects of exchange rate and changes in composition of segment Change in cash and cash equivalents Free cash flow for the Automotive segment was as follows: Free cash flow Automotive segment in € million Cash inflow (+)/ outflow (-) from operating activities Cash inflow (+) / outflow (-) from investing activities 2,775 2,780 5.4 2,265 Americas 23.9 23.6 -11,025 - 10,616 - 3.9 Other regions 2.0 2.0 - 182 47 Group 20.8 100.0 18,482 13,999 32.0 -1,386 9,510 17,096 23,509 - 27.3 - 4,927 -0.1 12,165 18,582 100.0 24,568 38.3 36.4 2023 155,498 - 125,809 29,689 - 4,931 in % Gross profit margin¹ Pre-tax return on sales² Post-tax return on sales³ Effective tax rate" 1 Gross profit as a percentage of Group revenues. 2 Group profit before tax as a percentage of Group revenues. 3 Group net profit as a percentage of Group revenues. 4 Income taxes as a percentage of Group profit before tax. Group revenues by region were as follows: BMW Group revenues by region 2022 142,610 Change in % in % 2023 2022 9.0 Europe 37.7 36.1 - 118,042 -6.6 Asia - 34.5 Earnings per share of common stock in € 17.67 - 35.3 in € million Manufacturing costs Cost of sales relating to financial services business These favourable factors were offset by unfavourable exchange rate effects from the Chinese renminbi and the US dollar which held down Group revenues. The year-on-year increase in cost of sales reflected sales volume growth as well as higher expenses for materials and warranty obligations. Similarly, cost of sales recorded by BMW Brilliance also contributed to an increase compared to 2022. Cost of sales in the previous financial year were also additionally negatively impacted by the first-time full consolidation of BMW Brilliance. Rising interest rates increased interest expenses for the Finan- cial Services segment. Group research and development expenses increased signifi- cantly by 13.8% year on year. Research and development ex- penditure related primarily to the digitalisation and electrification of the vehicle fleet across all model series, as well as the devel- opment of automated driving functions. Further expenditure was incurred for the development of new models, such as the all-elec- tric BMW i5*, the X3 and X5 and the Rolls-Royce Spectre and NEUE KLASSE models. Due to revenue growth, the research and development expendi- ture ratio remained at the same level as one year earlier. 2023 2022 Change in % 82,549 76,760 BMW Group cost of sales 7.5 27,517 0.9 thereof interest expense relating to financial services business 3,554 2,114 68.1 Research and development expenses 7,538 6,624 13.8 thereof amortisation of capitalised development costs Expenses for service contracts, telematics and roadside assistance 2,387 27,764 Reduced intersegment eliminations associated with leasing business had a positive impact on revenues. Group revenues totalled € 155,498 million in the reporting year (2022: € 142,610 million), representing a solid increase over the previous year (+9.0%). The main reason for revenue growth was the higher number of vehicles delivered. Furthermore, fa- vourable product mix effects and the aforementioned full consol- idation of BMW Brilliance contributed to the year-on-year in- crease in revenues. Additionally, higher interest rates and in- come from dealership financing further increased revenues in 2023, mainly reflecting the impact of higher inventory levels held by dealerships in light of improved vehicle availability, model changes and a higher average financing volume per vehicle. When comparing figures with the previous financial year, it should be noted that BMW Brilliance Automotive Ltd. (BMW Bril- liance) has been fully consolidated as a subsidiary since 11 Feb- ruary 2022, whereas up to that date, it had been accounted for using the equity method. Consequently, BMW Brilliance is in- cluded for the whole of 2023, but only for a proportionate period of the previous year. 17.69 27.33 - 35.3 Change 2023 2022 in % points 19.1 17.2 1.9 11.0 16.5 - 5.5 7.8 13.0 - 5.2 28.8 21.0 7.8 58 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Solid increase in Group revenues 27.31 Chinese renminbi Comments on the Financial Statements of BMW AG British pound 2022 23,730 2023 11,615 2022 11,194 2023 5,642 2022 12,536 Earnings amount - (cost of capital rate x capital employed) In order to determine the internal rate of return, risk-adjusted cost of capital rates are based on the average of actual rates in recent years. In light of the long-term nature of product and investment decisions, the following internal rates of return are used in con- junction with segment management: in % Automotive Motorcycles Financial Services 2023 2022 12.0 12.0 12.0 12.0 13.4 13.4 Value-based management for project decisions Operational business in the Automotive and Motorcycles seg- ments is largely shaped by the life-cycle-dependent character of investment projects that have a substantial influence on future performance. Project-related decisions are therefore a crucial el- ement of financial management in the BMW Group. Project deci- sions are based on calculations derived from the expected cash flows of each individual project. Calculations are made for the complete term of a project, incorporating future years in which the project is expected to generate cash flows. Project decisions are taken on the basis of net present value and the internal rate of return calculated for the project. The net pre- sent value indicates the extent to which the project will be able to generate future net cash inflows over and above the cost of cap- ital. A project with a positive net present value enhances future value added and therefore results in an increase in enterprise value. The project's internal rate of return measures the average return on the capital employed in the project. For all project deci- sions, the project criteria and long-term impact on periodic re- sults are measured and incorporated in the long-term Group plan. This approach enables an analysis of the impact of project decisions on periodic earnings and rates of return for each year during the term of the project. Board of Management remuneration 17,257 Performance criteria for the variable remuneration paid to mem- bers of the Board of Management are based on the key strategic targets and performance indicators. More information can be found in the Remuneration Report. 2023 Earnings amount Japanese yen 51 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Other Information ← = Q The BMW Group Strategy Strategic management at Group level Strategic management and the measurement of its financial im- pact are coordinated primarily at Group level in conjunction with the long-term corporate plan. Group profit/loss before tax pro- vides a comprehensive measure of the Group's overall corporate performance after consolidation effects and enables a transpar- ent comparison over time. Other key performance indicators at Group level are the size of the workforce at the year-end as well as the share of women in management positions. By 2025, the BMW Group aims to increase the share of women in manage- ment positions to 22%. Strategy Process The information provided by these key performance indicators at Group level is complemented by the two financial performance indicators of pre-tax return on sales and value added. Value added, as a highly aggregated performance indicator, also pro- vides an insight into capital efficiency and the (opportunity) cost of capital required to generate Group profit. A positive value added means that a return on investment above the cost of cap- ital has been achieved. Capital employed comprises the amount of Group equity and pension provisions as well as the financial liabilities of the Auto- motive and Motorcycles segments employed on average at the end of each of the last five quarters. The earnings amount corresponds to Group profit/loss before tax, adjusted for interest expense incurred in conjunction with the pension provisions and on the financial liabilities of the Automo- tive and Motorcycles segments (profit/loss before interest ex- pense and tax). The cost of capital is the minimum rate of return expected by capital providers in return for the capital employed. Since capital employed comprises an equity capital (e.g. share capital) and a debt capital element (e.g. bonds), the overall cost of capital is determined on the basis of the weighted average rates for equity and debt capital, measured using standard mar- ket procedures. The pre-tax average weighted cost of capital for the BMW Group in 2023 was 12%, unchanged from the previ- ous year. Value added Group in € million BMW Group Earnings amount - = Cost of capital Value added Group = Value added Group Cost of capital (equity + debt capital) 52 Remuneration Report To Our Stakeholders Remuneration Report Other Information ← = Q During the year, the US dollar fluctuated between 1.05 and 1.13 US dollars to the euro, culminating in an average annual ex- change rate of 1.08 US dollars to the euro. In 2023, the British pound was slightly weaker compared to the previous year, fluc- tuating between 0.89 and 0.85 pounds to the euro, with an av- erage annual exchange rate of 0.87 pounds to the euro. In China, inflation was low during 2023, enabling the country's central bank to pursue a newly evolving monetary policy, which contributed to a depreciation of the Chinese renminbi. For the year as a whole, the average exchange rate for the Chinese cur- rency was 7.66 renminbi to the euro. The Japanese currency fluctuated between 138 and 164 yen to the euro during 2023. Based on an average exchange rate of 152 yen, the Japanese currency fell in value against the euro compared to the previous year. The currencies of major emerging markets mostly depreciated against the euro. While the Indian rupee depreciated by approxi- mately 8% on average, the South African rand declined by 16%. On the other hand, the Brazilian real remained largely stable against the euro, depreciating by less than 1% on average. Con- versely, the Russian rouble depreciated markedly by 25% due to the normalisation of energy prices and increasingly stringent sanctions. Exchange rates compared to the euro Index: December 2018 = 100 130 120 110 100 90 80 2019 Source: ECB via Macrobond 2020 2021 2023 2024 BMW Group Report 2023 US dollar Group Financial Statements Responsibility Statement and Auditor's Report To Our Stakeholders Combined Management Report Financial Performance 2022 53 BMW Group Report 2023 Remuneration Report ← = Q FINANCIAL PERFORMANCE Combined Management Report Financial Performance 52 General and Sector-specific Environment 55 Overall Assessment by Management of the Financial Year 56 Comparison of Forecasts with Actual FINANCIAL PERFORMANCE Outcomes Other Information 66 At the beginning of 2023, inflation remained relatively high in a number of countries. Only in the second half of the year did the inflation rate gradually begin to decline. Therefore, many central banks continued to pursue their restrictive monetary policies and raise benchmark interest rates. 57 Financial Position Higher benchmark interest rates in many markets and a strong euro The Japanese economy recovered well during the reporting pe- riod with a growth rate of 1.8%, benefiting from stronger export demand on the back of the depreciated currency. In the USA, the economy proved very resilient in the face of rising interest rates and grew by 2.5% in the reporting period. A sus- tained low level of unemployment in combination with rising wages helped boost consumption. In China, the growth rate in 2023 stood at 5.2%, slightly higher than the target set by the government. The momentum resulted in particular from catch- up effects following the end of coronavirus lockdowns. Group Financial Statements Responsibility Statement and Auditor's Report The global economy performed better in 2023 than expected at the beginning of the year. According to calculations of the Inter- national Monetary Fund (IMF), global gross domestic product (GDP) grew by 3.1% in 2023. While the US and China recorded stronger growth than in the previous year, economic growth in Europe weakened. GENERAL AND SECTOR- SPECIFIC ENVIRONMENT Course of Business and Segments In the eurozone, growth in 2023 was 0.5% due to high inflation rates and the resulting fall in demand. In Germany, GDP con- tracted by 0.3% as a result of rising prices, declining export de- mand and the low level of investments in light of higher interest rates. In France (+0.9%), Italy (+0.7%) and Spain (+2.5%), eco- nomic growth was more robust. The UK experienced a significant slowdown in growth to 0.1%. 74 12.2 14.1 Leased products 43,118 42,820 0.7 1.8 17.2 Investments accounted for using the equity method 420 5.5 5.4 Other investments 1,197 1,351 - 11.4 - 9.4 9.8 0.5 443 0.2 change in % 35,266 Proportion of balance sheet total in % 2023 Receivables from sales financing The Group's balance sheet total is slightly higher than one year earlier. Currency effects from the Chinese renminbi and the US dollar had a dampening effect on the balance sheet total.1 Intangible assets decreased moderately compared to 31 De- cember 2022 on a currency-adjusted basis. The main reason for the decrease was the amortisation recognised on reacquired rights and dealership relationships from the acquisition of BMW Brilliance. Adjusted for currency effects, property, plant and equipment was up by 12.2% year on year. This increase was driven in particular by additions to land, buildings and production facilities of the newly fully consolidated entity, BMW Manufacturing Hungary Kft. Higher investments in the sixth generation of electric drives, as well as for new vehicle projects such as the new BMW 5 Series, also had an impact. The capital expenditure ratio stood at 5.7% (2022: 5.5%) whereas the capital expenditure ratio excluding right-of-use assets increased to 4.9% (2022: 4.3%). Leased products were slightly up on a currency-adjusted basis. The increase was driven by the higher level of new leasing busi- ness and a higher average financing volume. In contrast, the managed contract portfolio decreased to 1,712,330 contracts (2022: 1,807,904 contracts; -5.3%). Receivables from sales financing increased slightly compared to 31. Dezember 2022 on a currency-adjusted basis. An increase in dealership financing, especially in the USA and Germany, had an impact at 31 December 2023. The year-on-year increase in dealership financing was due to better availability of vehicles, the introduction of new models such as the BMW 7 Series and the BMW i52, and a higher average financing volume per vehicle. The increase was offset by a decrease in customer financing, partic- ularly in China. The decrease in China was due to strong com- petition from local banks. in € million 2023 32,126 2022 Currency-adjusted ASSETS Intangible assets 20,022 21,776 - 8.1 - 5.7 8.0 Property, plant and equipment Change in % 87,355 18.6 1.9 Trade receivables 4,162 4,127 0.8 4.5 1.7 Cash and cash equivalents 17,327 16,870 9.5 2.7 6.9 Total assets 250,890 246,926 1.6 3.9 100.0 EQUITY AND LIABILITIES ← = Q 6.7 21.8 20,005 23,719 4.3 34.8 Financial assets 5,518 8,237 - 33.0 -32.2 2.2 Deferred and current tax 3,630 2,854 27.2 31.2 1.4 Other assets 9,133 10,632 - 14.1 - 12.7 3.6 Inventories 85,708 BMW Group Condensed Balance Sheet at 31 December 56 Other Information 4,406 11,197 - 6,791 19,778 27,337 - 7,559 -2,775 - 2,734 17,003 - 1,249 24,603 2023 488 2022 Change 9,145 - 8,657 6 - 50 Equity -750 -41 -7,600 - 9,042 3,031 481 Net financial assets Automotive segment in € million Cash and cash equivalents Marketable securities and investment funds Intercompany net financial assets Financial assets Less: external financial liabilities* Net financial assets Automotive segment * Excluding derivative financial instruments. 1,782 Cash and cash equivalents held by the Financial Services seg- ment changed as follows: in € million Cash inflow (+) / outflow (-) from operating activities Cash inflow (+) / outflow (-) from investing activities Cash inflow (+) / outflow (-) from financing activities Effects of exchange rate and changes in composition of segment Change in cash and cash equivalents The lower cash inflow from operating activities of the Financial Services segment was primarily due to changes in leased prod- ucts and receivables from sales financing, particularly credit fi- nancing for dealerships. The year-on-year increase in credit fi- nancing for dealerships was driven by improved vehicle availa- bility, model changes, and a higher average financing volume per vehicle. The change in the net cash outflow from financing activities was attributable to lower cash outflows relating to intragroup refi- nancing on the one hand and the decreased repayment of exter- nal financial liabilities on the other. 2023 2022 Change 13,590 13,109 Cash flows Financial Services segment NET ASSETS POSITION OF THE BMW GROUP 8,292 6 in € billion Euro medium-term notes Commercial paper * Measured at the year-end exchange rate. Programme volume Amount utilised* 50.0 22.9 13.0 Programmes 3.3 As at 31 December 2023, liquidity on hand amounted to € 19.5 billion, slightly below the previous year's level (2022: € 20.3 bil- lion). The BMW Group also has access to a syndicated credit line, which was renewed in June 2023. The syndicated credit line amounting to € 8 billion has a term without exercising extension options until June 2028 and is provided by a consortium of 43 international banks. The credit line was not being utilised at 31 December 2023. Fur- ther information with respect to financial liabilities is provided in 7 note 36 to the Group Financial Statements. 63 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report The BMW Group continued to deploy robust liquidity-related measures throughout 2023 to ensure its ability to act flexibly and independently at all times. - 184 The following table provides an overview of amounts utilised at 31 December 2023 in connection with the BMW Group's money and capital market programmes: Specific banking instruments, such as the customer deposits used by the Group's own banks in Germany and the USA, were also deployed for financing purposes. In addition, loans were taken from international banks. - 190 - 440 59 - 499 62 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report During the reporting period, the BMW Group issued bonds total- ling approximately € 9.2 billion. The Group refinanced itself by means of 144A transactions with a total volume of 3 billion US dollars on the US capital market and by means of so-called Panda bonds with a volume of 3 billion Chinese renminbi on the Chinese capital market. Furthermore, the BMW Group issued, among others, two euro benchmark bonds totalling € 3.0 billion, as well as a pound sterling benchmark bond of 0.4 billion British pounds and a Canadian bond of 0.5 billion Canadian dollars on the international capital markets. ABS transactions with a total financing volume equivalent to € 16.0 billion were executed in 2023, including both new and rolled-over ABS transactions. During the reporting period, ABS financing transactions were carried out in the following markets: Australia, China, Germany, Japan, Canada, Switzerland, South Korea, the USA and the UK. Remuneration Report ← = Q FINANCING ACTIVITIES A broad range of instruments on international money and capital markets is used to finance worldwide operations. The funds raised are used almost exclusively to refinance the BMW Group's Financial Services business. The overall objective of Group fi- nancing is to ensure the solvency of the BMW Group at all times, focusing on three areas: 1. The ability to act through permanent access to strategically important capital markets 2. Autonomy through the diversification of refinancing instru- ments and investors 3. A focus on value through the optimisation of financing costs Financing measures undertaken at corporate level ensure ac- cess to liquidity for the Group's operating subsidiaries at stand- ard market conditions and consistent credit terms. Funds are ac- quired in line with a target liability structure, comprising a bal- anced mix of financing instruments. The use of longer-term in- struments to refinance the Group's Financial Services business and the maintenance of a sufficiently high liquidity reserve serves to rule out any imminent liquidity risk for the portfolio. This con- servative financial approach also has a favourable effect on the Group's rating. Further information is provided in the section Liquidity Risks within the chapter Risks and Opportunities. Focused capital market management, good ratings and the high level of acceptance enjoyed by the BMW Group on those markets enabled it to refinance itself on the world's debt capital markets at favourable conditions during the 12-month period under re- port. In addition to bonds, the BMW Group also issued commer- cial paper. Furthermore, retail customer and dealership financing receiv- ables, rights and obligations from leasing contracts, as well as collateral interests in the financed vehicles, were transferred to structured entities that securitise them and place them as collat- eralised securities on the capital market as part of the Group's asset-backed securities financing arrangements (ABS financ- ing). Other Information 92,923 Group Financial Statements Responsibility Statement and Auditor's Report 1.8 80,181 52.1 2.9 22,609 14.6 19,479 12.7 16.1 105,136 53.1 67.7 64.9 5.5 Gross value added 50,180 32.3 54,110 35.2 -7.3 Depreciation and amortisation of total tangible, intangible and investment assets 99,660 14,565 82,527 100.0 in € million in % Change in % 155,498 100.1 142,610 92.7 9.0 -1,227 1.0 -0.8 6.4 1,045 0.7 1,377 0.9 - 24.1 155,316 100.0 153,770 9,783 2022 9.4 9.4 4,866 12.3 4.1 3,802 10.7 5,480 13.8 - 30.6 Group 14.2 7,488 12,461 31.4 - 39.9 Non-controlling interests 875 2.5 641 1.6 Net value added 21.0 14,456 5,064 5.7 0.8 Net value added 35,615 22.9 39,654 25.8 - 10.2 ALLOCATION Employees 61.2 14,721 13,932 35.1 5.7 Providers of finance Government/public sector Shareholders 3,665 10.3 2,274 41.3 2022 2023 in % in € million 2.8 37.9 Trade payables 15,547 14,120 10.1 12.3 Other liabilities 25,748 0.9 27,233 -2.7 6.2 10.3 Total equity and liabilities 250,890 246,926 1.6 3.9 100.0 1 The adjustment for exchange rate factors is calculated by applying the relevant current exchange rates to the prior-year figures. -5.5 27 Consumption and carbon emissions data. 94,196 Financial liabilities 4.3 37.0 Pension provisions 427 339 26.0 26.0 0.2 Other provisions 95,010 17,037 8.1 10.1 6.8 Deferred and current tax 4,198 3,989 5.2 6.2 1.7 15,761 64 BMW Group Report 2023 To Our Stakeholders - 2.6 11.0 11.9 - 0.9 65 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report 45.7 Remuneration Report ← = Q VALUE ADDED STATEMENT The value added statement shows the value of work performed by the BMW Group during the financial year, less the value of work bought in. Depreciation and amortisation, cost of materials, and other expenses are treated as bought-in costs in the net value added calculation. The allocation statement applies value added to each of the participants involved in the value added pro- cess. The bulk of the net value added benefits the employees. The remaining portion in the Group is retained to finance future operations. The gross value added amount treats depreciation and amortisation as a component of value added which, in the allocation statement, would be treated as internal financing. Net value added by the BMW Group declined in 2023 due to lower earnings compared to the previous year. BMW Group value added statement WORK PERFORMED Revenues Financial income Other income Total output Cost of materials* Other expenses Bought-in costs 2023 Other Information 43.1 37.0 37.0 Combined Management Report Financial Performance In the Automotive segment, net financial assets comprised the following: Remuneration Report Other Information ← = Q The managed contract portfolio with retail customers and deal- erships fell by 2.8% to 3,600,359 contracts. The increase in inventories was mainly due to the build-up of fin- ished goods to service the markets and as a result of model changes. Group equity climbed to € 92,923 million, driven primarily by the Group net profit amounting to € 12,165 million (2022: € 18,582 million). Equity attributable to shareholders of BMW AG rose to € 89,596 million mainly due to the net profit for the year attribut- able to shareholders of BMW AG amounting to € 11,290 million. The dividend payout amounting to € 5,430 million reduced Group equity and, to an equal extent, equity attributable to BMW AG shareholders. The continued share buy-back pro- gramme also reduced equity attributable to shareholders of the BMW Group. Pension obligations stood at € 427 million, surpassing the pre- vious year's figure of € 339 million. The increase in the provision for pensions resulted mainly from the application of lower dis- count rates. Other provisions increased significantly on a currency-adjusted basis, largely due to higher provisions for statutory and non-stat- utory warranty obligations, as well as product guarantees. Currency-adjusted financial liabilities went up, primarily due to in- creased volume of ABS financing and higher liabilities from cus- tomer deposits. These increases took place against the backdrop of rising financing requirements in light of the growth of Financial Services business. BMW Group equity ratio* in % Group Automotive segment Financial Services segment * Equity in each case as a percentage of corresponding balance sheet total. 31.12.2023 31.12.2022 Change in % points 91,288 Net financial assets of the Automotive segment decreased year on year due to dividend payments and the share buyback pro- gramme. Remuneration Report The main factor for the year-on-year decrease was the net cash outflow from investing activities, which, in 2022, had included a positive impact of € 5,011 million in connection with the full con- solidation of BMW Brilliance. Excluding that impact, the seg- ment's free cash flow would have amounted to € 6,060 million in 2022. 1,073.1 1,031.0 1,067.9 986.5 930.8 South Korea thereof China¹ 826.3 793.5 Asia¹ 847.9 724.7 3,3 Other markets 56.1 48.6 52.8 45.4 52.2 UK 778.4 USA 3,4 375.7 thereof UK Americas 159.2 157.3 164.3 163.2 233.8 China 32,3 Italy France 482.0 451.7 379.7 472.9 3,1 thereof USA 397.3 363.5 368.0 307.9 441.5 25,4 6,2 Total¹ BMW M is also on course for growth. With a significant increase of 14.2% to a total of 202,431 units, sales of high-performance automobiles surpassed the 200,000-mark for the first time (2022: 177,258 units). The positive development is also a result of the electrification of the BMW M model range: the highest-vol- ume model was once again the Sports Coupé BMW i4 M50¹. The focus on the electrification of drive systems was also evident in market launches in 2023. Right at the beginning of the year, the BMW XM was launched worldwide as BMW M's first high- performance class PHEV. The BMW i7 M70 xDrive¹ and BMW i5 M60 xDrive models expanded the BMW M portfolio of all-elec- tric high-performance vehicles. The 2024 model year looks highly promising. Following the suc- cess of the BMW M3 CS', another special model in the high-per- formance class, the BMW M4 CS, is on the verge of being launched. Further updates to the BMW M3, BMW M4 and BMW M2 have already been announced and will be introduced during the year. Alongside the new BMW M5, the lineup of BMW M in the luxury segment has been complemented by the new BMW i5 M60 xDrive Touring¹. Deliveries of BMW vehicles by model series² in units BMW 1 Series/BMW 2 Series 2023 2022 Change in % BMW M sets new record Share of BMW deliveries 2023 in % 205,971 9.6 10.0 BMW 3 Series/BMW 4 Series BMW 5 Series/BMW 6 Series BMW 7 Series/BMW 8 Series BMW Z4 BMW X1/X2 BMW X3/X4 225,827 15,6 The focus of product innovations in 2023 was predominantly aimed at the business class. The new BMW X5 and BMW X6 flagship models were launched in the spring. The new BMW 5 Series Sedan followed in autumn. At market launch, all drivetrain variants were available for this model, including the first all-elec- tric BMW i51, the two PHEV models BMW 530e¹ and BMW 550e xDrive, as well as models powered by conventional combustion engines. The globally popular Business Sedan, which received an overwhelmingly positive response from the international trade press shortly after its launch, will be available on the Chinese market from early 2024. In October 2023, the BMW X2 also cel- ebrated its world premiere with its first all-electric BMW iX21 model. The market launch will start in spring 2024. ← = Q 2,554.2 2,399.6 2,521.5 2,325.2 2,537.5 Germany Deliveries including BMW Brilliance Automotive Ltd., also for the period prior to that entity's full consolidation in the Group Financial Statements of the BMW Group (1 January to 10 February 2022: 96,133 units, 2021: 651,236 units, 2020: 602,247 units, 2019: 538,612 units). 10,7 2 Including BMW Brilliance Automotive Ltd., also for the period before full consolidation in the BMW Group Financial Statements. New BMW brand products 37 Consumption and Carbon Disclosures. 99 68 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information 3 330.5 285.0 266.8 2023 BEV 375,716 2022 215,752 in % 74.1 BMW 330,197 172,008 Change 92.0 45,193 43,744 3.3 Rolls-Royce 326 PHEV 190,159 BMW 173,878 MINI MINI in units The success of the BMW i44 and BMW iX14 models had a major impact on sales growth. The BMW iX34 and the BMW iX4 also continued to enjoy great popularity. Furthermore, electrification made its debut in its top model series in the form of the BMW 174 Luxury Sedan. The new BMW 154 Business Sedan was also added to the range of all-electric automobiles. This means that the BMW Group now has an all-electric model in each of its core segments. 39,654 100.0 - 10.2 * Cost of materials comprises all primary material costs incurred for vehicle production plus ancillary material costs (such as customs duties, insurance premiums and freight). 66 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report BMW Group deliveries of electrified models Remuneration Report ← = Q COURSE OF BUSINESS AND SEGMENTS M.EV 544E AUTOMOTIVE SEGMENT BMW Group finishes reporting year with new sales volume record The BMW Group can look back on a positive course of business in the financial year 2023. Customers worldwide responded pos- itively to the appealing and contemporary product portfolios of the BMW, MINI and Rolls-Royce brands. The BMW Group offers a diverse range of drive systems, encompassing all-electric mod- els (BEV), state-of-the-art plug-in hybrids (PHEV) and highly ef- ficient combustion engines, to meet a wide range of customer re- quirements. The ramp-up of electric mobility was also a signifi- cant driver of growth in 2023. In total, during the reporting year, the BMW Group delivered 2,554,183 automobiles across the BMW, MINI and Rolls-Royce brands, setting a new record high. In line with expectations, a solid year-on-year increase in deliveries was therefore achieved in the reporting year (2022: 2,399,6322 units; +6.4%). The BMW brand set a new record with deliveries totalling 2,252,793 units (2022: 2,100,6892 units; +7.2%). MINI deliv- ered 295,358 units, similar to one year earlier (2022: 292,922 units; +0.8%). Rolls-Royce, the renowned luxury marque, deliv- ered 6,032 units to customers, achieving a new all-time high (2022: 6,021 units; +0.2%). The share of all-electric vehicles in deliveries increased to 14.7% in 2023 (2022: 9.0%; +63.3%). The significant increase also had a positive effect on the development of fleet carbon emis- sions. Carbon Emissions Other Information 16,281 Total³ 565,875 M.ED1871E BMW Group deliveries of vehicles by region and market in 1,000 units Europe thereof Germany BMW Group - largest automobile markets in 2023 in % of sales 2023 2022 The core BMW brand set a new sales record in 2023 with 2,252,793 units (2022: 2,100,6891 units; +7.2%) delivered. This performance confirms the brand's top position in the global premium segment. The key driver of growth was sales of all-elec- tric models, which nearly doubled in 2023 to 330,197 units (2022: 172,0082 units; +92.0%). Models from the X family, es- pecially the BMW X1, continued to enjoy great popularity. Almost every fifth vehicle (19%) of this highly successful model was sold in the all-electric BMW iX13 version. 2021 2019 943.0 878.5 949.1 913.6 1,081.6 Other 272.6 254.3 2020 BMW retains top spot in global premium segment Sales markets in Asia recovered slightly from the downturns that had arisen in the previous year due to general pandemic-related restrictions. In the reporting year, deliveries in this region totalled 1,073,115 units (2022: 1,030,9871 units; +4.1%). The sales situation in China also improved, with deliveries up slightly by 4.1% to 826,257 units (2022: 793,520¹ units). In the Americas, the BMW Group recorded solid growth, with sales up to 482,048 units (2022: 441,471 units; +9.2%). The positive trend also continued in the USA, with deliveries up by 9.3% to 397,325 units (2022: 363,541 units). 218,040 200,945 17,095 433,792 - 12.8 - 13.5 - 4.8 30.4 Electric mobility maintains momentum MIA115E The BMW Group's sales growth in the reporting year was signif- icantly influenced by the systematic electrification of its product range. This was borne out by continued strong growth in deliver- ies of all-electric vehicles. Market demand for all-electric vehicles from the BMW, MINI and Rolls-Royce brands resulted in deliver- ies rising to 375,716 units (2022: 215,752³ units; +74.1%). Overall, the BMW Group delivered more than half a million elec- trified vehicles (BEV and PHEV) to customers for the first time with a total of 565,875 units (2022: 433,792³ units; +30.4%). 1See 7 Glossary for definition of deliveries. Retail vehicle deliveries during a given reporting period do not correlate directly to the revenues that BMW Group recognizes in respect of such reporting period. ² Deliveries include BMW Brilliance Automotive Ltd., also for the period prior to that entity's full con- solidation in the BMW Group Financial Statements (1 January to 10 February 2022: 96,133 units). 3 Including BMW Brilliance Automotive Ltd., also for the period before full consolidation in the BMW Group Financial Statements. 47 Consumption and Carbon Disclosures. 67 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Solid growth in Europe and America, new record high in Asia A look at the international markets also confirms the successful development of sales during the reporting year. All key regions contributed to growth. Vehicle sales in Europe totalled 942,958 units (2022: 878,515 units; +7.3%). Solid growth was also rec- orded in Germany, where deliveries totalled 272,589 units (2022: 254,292 units; +7.2%). In the UK, sales rose to 159,202 units (2022: 157,329 units; +1.2%). Significant growth was rec- orded in France, with sales up to 86,606 units (2022: 75,805 units; +14.2%), while Italy also saw strong growth with 78,763 units delivered (2022: 67,025 units; +17.5%). 558,462 Automotive segment cash inflow from operating activities im- proved year on year, with the change in trade receivables and trade payables contributing to the increase. In contrast, the build- up of inventories to service the markets had a negative impact. Liabilities for bonus payments to dealerships went up, partly due to the higher sales volume, and had a positive impact on the cash flow. In addition, the net cash inflow from operating activities rose due to lower income tax payments. 478,932 24.8 326 295,358 292,922 0.8 100.0 Rolls-Royce total 6,032 6,021 0.2 Spectre PUS659E 7 Consumption and Carbon Disclosures. 70 70 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Other Information ← = Q M.JA 1737E Automotive segment earnings performance in line with expectations 28.2 76,700 1,510 2,015 - 25.1 32,141 24,423 31.6 10.9 Wraith/Dawn 168 8.7 328 24,207 27,870 - 13.1 8.2 Cullinan 3,523 3,260 8.1 83,403 - 48.8 Ghost As in the analysis of the Group's earnings performance, it should be noted that BMW Brilliance has been fully consolidated since 11 February 2022, and therefore for only part of the financial year 2022. In 2023, it has been included for the full year. The segment's cost of sales amounted to € 109,920 million and was therefore moderately higher than the previous year (2022: € 104,324 million; +5.4%). Similar to revenue, higher vehicle sales and full consolidation of BMW Brilliance also had an impact in this regard. The segment's cost of sales was also negatively impacted by increased expenses for warranties. A higher propor- tion of electrified, especially all-electric, vehicles also contributed to increased costs. 1.3 9.8 8.6 1.2 17.4 8.1 1 Gross profit as a percentage of segment revenues. 17.3 0.1 15.6 8.1 35,615 61 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q The Automotive segment generated a free cash flow in 2023 to- talling € 6,942 million. 2 Profit before financial result as a percentage of segment revenues. At € 132,277 million (2022: € 123,602 million; +7.0%, cur- rency-adjusted: +11.3%), the Automotive segment recorded a solid year-on-year increase in revenues on the back of higher ve- hicle sales. In the previous year, vehicle sales fell due to produc- tion cutbacks caused by the limited availability of semiconductors and wiring harnesses as well as pandemic-related lockdowns in China. Furthermore, the increased volume of high-revenue mod- els sold, such as the BMW 7 Series and the BMW X5, as well as growth in spare parts and accessories business, also contributed to the year-on-year increase in revenues. The full consolidation of BMW Brilliance also increased revenues. Unfavourable cur- rency translation effects, primarily from the Chinese renminbi and the US dollar, held down the increase in revenues. 16.9 2022 In the previous year, the impact of the full consolidation of BMW Brilliance, including approximately € 1.8 billion in depreci- ation from purchase price allocation and the elimination of ap- proximately € 1.3 billion in intra-group profits, had a negative ef- fect on the cost of sales. Depreciation from the purchase price allocation amounted to approximately € 1.4 billion in 2023. The increased research and development expenditure is primar- ily related to the cross-series digitalisation and electrification of the vehicle fleet, as well as the development of automated driving functions. Furthermore, the expenditure resulted from the development of new models, such as the BMW 5 Series and NEUE KLASSE models, for example. Selling and administrative expenses rose to € 9,195 million in the reporting period (2022: € 8,801 million; +4.5%). A signifi- cant reason for the increase is higher costs for IT projects. The net amount of other operating income and expenses de- creased year-on-year. Among other factors, other operating in- come in the previous year included higher reversals of provisions. At € 12,981 million, profit before financial result in the 2023 fi- nancial year was significantly higher than in the same period of the previous year (2022: € 10,635 million; +22.1%). The full consolidation of BMW Brilliance had a dampening impact in 2022 in the year-on-year comparison. The EBIT margin for the segment was at 9.8% for the reporting year (2022: 8.6%; +1.2 percentage points). As forecasted in the quarterly report for 30 September 2023, the EBIT margin was within the range of 9.0 to 10.5%. The financial result of the Automotive segment was a net nega- tive amount of € 339 million and therefore significantly down on the previous year's corresponding figure (2022: net positive BMW Group margins by segment Change in % points in % Gross profit margin¹ EBIT margin² MOTORCYCLES Gross profit margin¹ EBIT margin² amount of € 8,283 million). The main reason for the year-on- year deterioration was the gain of € 7.7 billion recognised in 2022 in other financial result arising on the remeasurement of the segment's previous at-equity interest in BMW Brilliance. In the year under report, the interest result was primarily im- pacted by higher expenses arising from the unwinding of interest on discounted provisions, while interest income from bank de- posits had an offsetting effect. In the previous year, interest in- come arising from the change in interest rates in connection with the unwinding of interest on discounted provisions was reported within interest and similar expenses. At € 12,642 million, profit before tax for the financial year 2023 was significantly down on the previous year (2022: € 18,918 million), whereby the decrease was primarily due to the gain of € 7.7 billion recognised in other financial result in 2022 arising on the remeasurement of the segment's previous at-equity interest in BMW Brilliance. The Automotive segment's return on capital employed (ROCE) for 2023 finished at 20.2%, and was therefore within the pre- dicted target range of 18 to 22% (2022: 18.1%; +2.1 percent- age points). The improvement was primarily due to the higher profit before financial result. 2023 AUTOMOTIVE 52.7 - 5.1 163,929 12.5 BMW X7 61,117 57,905 5.5 2.7 BMW iX BMW XM BMW i3/18 1.3 BMW total 39,130 30.3 2.3 6,749 0.3 755 22,280 - 96.6 2,252,793 50,989 2,100,689 277,057 BMW X5/X6 273,877 315,590 - 13.2 12.2 59,763 48,708 22.7 2.7 10,957 280,684 12,029 0.5 318,051 242,189 31.3 14.1 405,562 400,898 1.2 18.0 - 8.9 7.2 100.0 thereof BEV The year 2023 was an extremely successful one for Rolls-Royce. The luxury brand delivered a total of 6,032 units to customers in the reporting year (2022: 6,021 units; +0.2%). With this performance, Rolls-Royce achieved a new record high in terms of deliveries of ultra-luxury class automobiles. Once again, the most sought-after model was the Luxury Offroader Rolls-Royce Cullinan. The Bespoke programme, which allows for custom-made Rolls-Royce models tailored to individual cus- tomer preferences, also enjoyed great success worldwide. To- wards the end of 2023, the first all-electric Rolls-Royce Spectre* made its market debut. The luxurious Supercoupé marks a mile- stone in the history of the prestigious marque and already has a backlog of orders stretching through to 2025. Deliveries of Rolls-Royce automobiles by model variant in units MINI Hatch (3- and 5-door) MINI Convertible MINI Clubman MINI Countryman MINI total Record high for Rolls-Royce 2023 Change in % Share of MINI deliveries 2023 in % in units Phantom 2023 505 2022 418 Change in % 20.8 155,607 2022 All-electric vehicles accounted for 15.3% of deliveries (2022: 14.9%; +2.7%). The new MINI family will be launched in the course of 2024. In addition to the completely new MINI Cooper E*, an all-electric version of the MINI Countryman* is also availa- ble for the first time. The new MINI Aceman, the brand's first crossover model, will make its debut as a purely electrically pow- ered model in spring 2024. Deliveries of MINI vehicles by model variant In 2023, the MINI brand delivered a total of 295,358 units to customers (2022: 292,922 units; +0.8%), similar to the previ- ous year's level. Electrification also had a highly perceptible im- pact in the premium compact segment, with the MINI Cooper SE* once again finishing the year as the brand's best-selling model. The MINI Cooper SE Convertible* was also launched during the reporting year, providing electrified driving pleasure in combina- tion with an open-air experience. The limited edition of 999 ve- hicles was quickly sold out. Overall, electrified MINI models (BEV and PHEV models) accounted for 20.8% of the brand's deliver- ies (2022: 20.8%; +0.0%). 330,197 172,008 92.0 14.7 thereof PHEV 173,878 200,945 - 13.5 7.7 M.YH2739E 17 Consumption and Carbon Disclosures. 2 Deliveries including BMW Brilliance Automotive Ltd, also for the period prior to that entity's full consolidation in the BMW Group Financial Statements (1 January to 10 February 2022: 96,133 units). 69 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q MINI electrifies driving pleasure 16.6 100.0 Taxonomy eligibility IV Differences in accounting treatments based on HGB (used for the Company Financial Statements) and IFRS (used for the Group Financial Statements) are mainly to be found in connec- tion with the capitalisation of intangible assets, the creation of valuation units, the recognition and measurement of financial in- struments and provisions as well as the recognition of deferred tax assets. Differences also arise in the presentation of assets and liabilities and of items in the income statement. Business environment and review of operations The general and sector-specific environment of BMW AG is es- sentially the same as that of the BMW Group and is described in the Financial Performance section of the Combined Management Report. BMW AG develops, manufactures and sells automobiles and motorcycles as well as spare parts and accessories manufac- tured in-house, by foreign subsidiaries and by external suppliers, and performs services related to these products. Sales activities are carried out primarily through branches, subsidiaries, inde- pendent dealerships and importers. Automobile deliveries in- creased by 235,621 to 2,620,920 units in the financial year 2023. This figure includes 692,267 units relating to series sets supplied to BMW Brilliance Automotive Ltd., Shenyang, an in- crease of 50,473 units compared with the previous year. As of 31 December 2023, BMW AG had 85,168 employees, plus 5,733 apprentices, interns and thesis students (31 Decem- ber 2022 81,683 employees, plus 5,500 apprentices, interns and thesis students). The year 2023 was characterised by a volatile business environ- ment marked by increasing (geo-)political tensions. In addition, in many markets higher inflation rates accompanied by increased interest rates had a negative impact on the consumer climate. Despite these factors, BMW AG overall looks back on a positive business performance in the reporting year. BMW AG's solid financial condition is reflected in the results of operations, financial position and net assets reported for the fi- nancial year 2023. Business developed in line with management expectations. This assessment also takes into account events after the end of the reporting period. 75 75 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Results of operations BMW AG Income Statement in € million Revenues Cost of sales 2022 98,807 - 81,653 17,154 The key financial performance indicator for BMW AG is the divi- dend payout ratio. This is defined as the unappropriated profit of BMW AG in accordance with HGB in relation to the Group net profit attributable to shareholders of BMW AG in accordance with IFRS. The key non-financial performance indicators are essen- tially identical and concurrent with those of the BMW Group. These are described in detail in the ▾ Financial Performance section of the Combined Management Report. 2,529 Bayerische Motoren Werke Aktiengesellschaft (BMW AG), based in Munich, Germany, is the parent company of the BMW Group. The comments on the BMW Group and Automotive segment provided in earlier sections apply to BMW AG, unless presented differently in the following section. The Financial Statements of BMW AG are drawn up in accordance with the provisions of the German Commercial Code (HGB) and the relevant supplemen- tary requirements contained in the German Stock Corporation Act (AktG). COMMENTS ON THE Dealership financing up on previous year At 31 December 2023, the total business volume of dealership financing stood at € 18,941 million, up sharply compared to the end of the previous financial year (2022: € 15,209 million; +24.5%). The increase was mainly due to improved vehicle availability, model changes and a higher average financing vol- ume per vehicle. OTHER ENTITIES SEGMENT / ELIMINATIONS The Other Entities segment recorded a loss before tax of € 100 million (2022: profit before tax of € 995 million). The main reason for the deterioration was the level of fair value measurement losses recognised on interest rate hedging trans- actions in the line item "Other financial result" as a result of falling interest rates in the USA, the UK and the eurozone during the reporting year. In the previous year, sharply rising interest rates led to fair value measurement gains on interest rate hedging transactions reported by the Other Entities segment. At the level of profit before tax, eliminations increased to a posi- tive amount of € 1,334 million (2022: € 122 million). In compar- ison to the previous year, lower eliminations in 2023 for leasing and credit financing business had a positive impact on the result reported. Asia/Pacific/ Middle East/Africa 10.3 China 12.0 Europe 35.5 10" EU Bank' 18.1 America 24.1 1EU Bank comprises BMW Bank GmbH with its branches in Italy, Spain and Portugal. 2 Previous year's value adjusted due to a change in brands for contracts with third-party branded vehicles. 74 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q FINANCIAL STATEMENTS OF BMW AG 2023 Gross profit 107,874 -90,865 17,009 Net profit Transfer to revenue reserves Profit from the reduction of the share capital Transfer to capital reserves according to § 237 V AktG Unappropriated profit available for distribution Revenues increased by € 9,067 million compared to the previ- ous year. Price and product mix effects, along with increased sales volume, had a positive impact on revenue growth. Ex- change rate factors also had a positive effect on revenues. Geo- graphically, the increase in revenues was mainly attributable to Europe and Asia. Revenues totalled € 107,874 million (2022: € 98,807 million), of which Group internal revenues accounted for € 83,231 million (2022: € 77,843 million) or 77.2% (2022: 78.8%). -84 - 1,067 6,330 - 19 6,311 Production costs went up by € 9,212 million to € 90,865 million, mostly due to higher costs for materials and logistics. Gross profit decreased by € 145 million to € 17,009 million. Overall, selling expenses increased slightly, while general admin- istrative costs increased substantially. A large proportion of research and development expenses was related to new vehicle models, including the all-electric BMW i5* and Rolls Royce Spectre* models and the electrified BMW 5 Series, BMW X3 and BMW X5 models, as well as the development of digital products, automated driving and the NEUE KLASSE. In line with the ramp-up of vehicles and the ex- penses for platforms related to the transformation towards electromobility, research and development costs increased by 2.1% compared to the previous year. Other operating income was reduced to € 1,872 million (2022: € 2,529 million). The change was mainly due to lower reversals of other provisions and lower income from financial transac- tions. Other operating expenses decreased to € 2,067 million (2022: € 2,889 million) and, as in the previous year, mainly included expenses from financial transactions and additions to other provisions. Income from profit and loss transfer agreements with Group companies, reported in the line item Result on investments, de- creased significantly. This was essentially due to the decrease in the profit of BMW INTEC Beteiliungs GmbH, Munich, which, among other things, received lower distributions. The financial result improved by € 2,842 million compared to the previous year. The previous year mainly included higher ex- penses from the the fair value measurement of plan assets off- set against pension obligations. Taxes on income resulted primarily from the current tax calcu- lation for the financial year. * Consumption and Carbon Disclosures 76 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other taxes Profit after income tax Income taxes Financial result Selling expenses - 4,123 - 4,058 Administrative expenses Research and development expenses - 3,824 -6,924 - 3,624 - 6,782 Other operating income 1,872 -2,067 - 2,889 Under the brand name Alphabet, the Financial Services segment primarily offers credit financing and leasing contracts, as well as related services, mainly to commercial customers as part of its fleet management business. Out of the total portfolio of credit fi- nancing and leasing contracts with retail customers, this line of business accounted for 720,094 contracts at the end of the re- porting period (31 December 2022: 714,630 contracts²; +0.8%). 3,592 - 1,594 4,384 - 18 4,366 -564 - 830 24 -24 3,802 5,481 Other operating expenses Result on investments 8,520 -2,926 Fleet business at previous year's level At 31 December 2023, a total of 4,952,318 credit financing and leasing contracts were in place with retail customers (31 Decem- ber 2022: 5,210,246 contracts; -5.0%), with a declining trend arising in all regions (EU Bank¹ -6.0%; Europe -2.8%; Americas -2.8%; Asia/Pacific/Middle East/Africa -1.2%; China -15.5%). in 1,000 units C New products unveiled by BMW Motorrad Deutschland 11.6 Frankreich 10.4 Italien 7.7 USA 8.1 China 7.6 For BMW Motorrad, the 2023 reporting year was dominated by the centenary celebrations. Four new models and four model up- dates were presented for market launches in 2024. BMW Motor- rad presented the new BMW CE 02 at the BMW Motorrad Days in July 2023. One year after the launch of the BMW CE 04, BMW Motorrad announced a further electric vehicle for urban centres and is systematically pursuing its electric mobility strat- egy. The BMW CE 02 eParkourer opens up a new vehicle seg- ment in urban mobility. As model updates, the F 800 GS, F 900 GS and GS Adventure revive the BMW Motorrad 2-cylinder family in the Adventure segment. In parallel to the presentation of the model update of the S 1000 XR in October, the M variant - the M 1000 XR - was announced as a new model and will provide new impetus in the sports seg- ment. The R nineT family received a refreshed look with the world debuts of the new R 12 nineT and R 12 boxer models towards the end of the year. 0 2019 2020 2021 2022 2023 *For a definition of deliveries see Glossary. Retail vehicle deliveries during a given reporting pe- riod do not correlate directly to the revenues that BMW Group recognizes in respect of such re- porting period. BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Spanien 6.1 Brasilien 6.7 Sonstige 41.8 in % of sales Transition to a circular economy 71 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q MOTORCYCLES SEGMENT BMW Motorrad achieves record sales in centenary year In 2023, BMW Motorrad celebrated its 100th anniversary and achieved a new record, with a total of 209,066 motorcycles and scooters* delivered to customers (2022: 202,895 units). This represents a slight increase of 3.0%, in line expectations for the financial year. Sales growth in all key regions Motorcycles segment earnings performance within target forecast All major regions worldwide contributed to the successful sales result in 2023. In Europe, deliveries increased slightly to 116,011 units (2022: 110,788 units; +4.7%). Germany re- mained at the previous year's level with 24,176 units (2022: 24,129 units; +0.2%). France achieved a slight increase with 21,668 units (2022: 21,223 units; +2.1%). Slight growth was also recorded in Italy with 16,179 units (2022: 15,668 units; +3.3%). Deliveries in Spain totalled 12,716 units (2022: 12,506 units; +1.7%). units sold, slightly down on the high number achieved in the pre- vious year (2022: 17,690 units; -3.8%). Sales in China in- creased slightly to 15,832 units (2022: 15,404 units; +2.8%). Market launches in the reporting year In 2023, BMW Motorrad celebrated its centenary and took the opportunity not only to renew but also expand its product portfo- lio in the premium segment. The BMW R 1300 GS was intro- duced as the highlight and start of the renewal of the legendary GS Boxer family and has been available to customers since No- vember 2023. In the first half of the year, three model updates were introduced in the Sport and Super Sport segment with the R 1250 RS, the S 1000 RR and their high-performance M variant - the M 1000 RR. The R 1250 R was updated within the Roadster lineup. The M 1000 R, the first M Roadster, took to the roads as a completely new model. The centenary celebrations were complemented in the Heritage segment by two exclusive edition models: the BMW R 18 100 Years and the BMW R nineT 100 Years. Another high- light of the year was the opening of BMW Motorrad Welt in Berlin as the "Home of the Brand". Fans and other interested parties can enjoy a world of experience centred around the BMW Motor- rad brand. Deliveries of BMW motorcycles in 1,000 units 209.1 202.9 194.3 175.2 169.3 BMW Group - largest motorcycle markets 2023 In the Americas, deliveries totalled 46,184 units, maintaining the previous year's level (2022: 45,775 units; +0.9%). Solid growth was recorded in Brazil with 14,106 units delivered to customers (2022: 13,051 units; +8.1%). The USA saw a total of 17,017 Other Information The EBIT margin of the Motorcycles segment came in at 8.1% (2022: 8.1%) and therefore within the forecast target range of 8 to 10%. The return on capital employed (ROCE) in the Motorcycles seg- ment for the reporting year came in at 22.1%, and was therefore within the expected target range of 21 to 26% (2022: 24.9%; - 2.8 percentage points). The primary factor for the year-on-year change was the rise in net working capital, driven by a number of factors, including the model update in 2023 and a moderate in- crease in inventory levels. 2020 2021 2022 2023 *The calculation only includes automobile markets in which the Financial Services segment is rep- resented by a consolidated entity. 73 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Group Financial Statements Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q Retail customer contract portfolio in the Financial Services segment in 2023 in 1,000 units 5,486 5,592 5,577 5,210 4,952 0 2019 2020 2021 2022 2023 Retail customer contract portfolio in the Financial Services segment in 2023 2019 0 22.1 24.8 FINANCIAL SERVICES SEGMENT Financial Services segment earnings down on previous year Profit before tax reported by the Financial Services segment for the financial year 2023 amounted to € 2,962 million (2022: € 3,205 million; -7.6%) and was therefore moderately down on the previous year. Key reasons for the decrease were higher re- financing costs due to rising interest rates and a decrease in the contract portfolio. Remarketing revenues from lease returns re- mained at a high level, but were nevertheless below the previous year's figure. This also had a negative impact on earnings com- pared to the previous year. On the other hand, a lower expense for credit risk provisioning had a positive effect on earnings. In the previous year, the level of expense recognised in connection with credit risk provisioning was heavily influenced by geopolitical uncertainties and a weaker macroeconomic outlook. The credit loss ratio for the entire credit portfolio remained at a low level in 2023, finishing at 0.18% for the year (2022: 0.13%). In balance sheet terms, business volume increased slightly to stand at € 137,910 million (2022: € 135,689 million; +1.6%). Stable earnings performance by Financial Services segment Return on equity for the Financial Services segment remained at a similar level to the previous year, finishing at 17.2% for the fi- nancial year 2023 (2022: 17.9%; -0.7 percentage points). Re- turn on equity for 2023 was therefore within the revised target range of between 16 and 19%. New business with retail customers in line with last year's level Credit financing and leasing business with retail customers re- mained at the same level in 2013, with a total of 1,542,514 new contracts concluded (2022: 1,545,490 contracts; -0.2%). Out of the new contracts concluded in 2023, 325,320 contracts (2022: 321,535 contracts; +1.2%) related to credit financing and leas- ing of pre-owned BMW Group vehicles. New lease business grew by 8.5% increase in 2023, whereas credit financing business contracted by 4.1%. Leasing ac- counted for 33.6% of total new business, credit financing for 66.4%. The total volume new credit financing and leasing contracts with retail customers rose by 3.4% to € 57,333 million (2022: € 55,449 million), mainly due to a higher average financing vol- ume per vehicle as a result of an improved product mix in the Automotive segment. The share of new BMW Group vehicles either leased or financed by the Financial Services segment stood at 38.2%* in 2023 (2022: 41.0%; -2.8 percentage points). New BMW Group vehicles leased or financed by the Financial Services segment* in % 52.2 49.8 At € 258 million, profit before tax in the financial year 2023 was down slightly (2022: € 269 million; - 4.1%), whereby sales vol- ume growth and positive pricing effects were offset by unfavour- able product mix effects and higher material costs. In a year-on- year comparison, net interest expense of € 1 million in 2023 had a negative impact on the financial result (2022: net interest in- come of € 12 million). In the previous year, interest income aris- ing from the change in interest rates in connection with the un- winding of interest on discounted provisions was reported within interest and similar expenses. In contrast, decreasing interest rates had a negative impact in 2023. 50.5 38.2 22.3 21.4 20.8 16.2 16.1 IIII Financing Leasing 29.9 28.4 29.7 41.0 ← = Q 72 Subject to the shareholders' approval of the appropriation of re- sults at the Annual General Meeting, the unappropriated profit available for distribution amounts to € 3,802 million (2022: € 5,481 million). This translates to a payout ratio of 33.7% cal- culated based on the BMW AG shareholders' portion of the Environmental Objectives III to VI for the first time, following the new Delegated Regulation 2023/2486. New activities for Envi- ronmental Objectives I and II are set out by Delegated Regulation 2023/2485. The BMW Group will be required to report on Tax- onomy alignment for all environmental objectives from reporting year 2024 onwards. Our holistic understanding of sustainability The BMW Group supports the overarching goal of the EU Tax- onomy to promote the private financing of environmentally sus- tainable economic activities in order to make Europe the world's first climate-neutral continent by 2050. As a company aspiring to achieve Net zero across its entire value chain² by no later than 2050, the BMW Group had already set ambitious, science- based targets for all three scopes in 2020, which it aims to achieve by 2030 (base year 2019). These goals were validated by the Science Based Targets initiative (SBTi). Each year, the BMW Group informs about the actual level of progress. The BMW Group Strategy In the coming years, as a result of the significant increase in elec- tric mobility, the majority of carbon emissions will no longer be generated primarily in the use phase, but in the upstream value chain. Without the planned set of measures to reduce carbon emissions generated within the BMW Group supply chain, these emissions (Scope 3 upstream) would already exceed actual car- bon emissions in the use phase prior to 2030 (Scope 3 down- stream) The BMW Group Strategy, Production and Supplier Network, 7 Carbon Emissions. Accordingly, the BMW Group is taking a holistic approach to achieving its sustainability-related targets and is committed to considering 7 Carbon Emissions over the entire life cy- cle. Among other things, the BMW Group's measures include a further reduction in energy demand, increased use of renewable energy (Scope 1 and 2), the use of new, efficiency-increasing technologies (Scope 3 downstream), the use of green electricity as a criterion when awarding contracts to suppliers and a contin- uously increasing secondary raw material quota (Scope 3 up- stream). However, for the economic activities that are relevant to the BMW Group, the EU Taxonomy focuses exclusively on reduc- ing carbon emissions during the use phase that are attributable to low-emissions (until 2025) and emissions-free drivetrains. In- direct carbon emissions, for instance those produced when gen- erating charging current or during the energy-intensive produc- tion of high-voltage batteries, are not taken into account in the context of these economic activities. Moreover, the EU Taxon- omy only reflects the impact of decarbonisation measures on in- house production to the extent that they serve to manufacture Taxonomy-aligned products or to the extent that they are explic- itly included in the description of an activity. For example, in- creasing the energy efficiency of paint shop processes also re- duces carbon emissions in in-house production when an internal combustion engine vehicle is painted. The BMW Group's sus- tainability efforts in this regard is not or only partially taken into account as part of currently defined economic activities in the EU Taxonomy. Carbon Emissions ]] 1The definition of the three performance indicators and their differentiation from IFRS can be found in the Glossary. 2 In this context the entire value chain is to be understood as Scope 1 and 2 as well as the Scope 3 categories applicable to the BMW Group (categories 1, 4 and 11) in accordance with the Green- house Gas Protocol. 19 79 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements EU Taxonomy Responsibility Statement and Auditor's Report Remuneration Report Other Information ← = Q ]] [[Explanatory comments on reporting procedures For the reporting year 2023, we are continuing to report on Tax- onomy eligibility and Taxonomy alignment in relation to Environ- mental Objective I "Climate change mitigation" and Environmen- tal Objective II "Climate change adaptation". We will also be re- porting on Taxonomy eligibility in relation to Environmental Ob- jective IV "Transition to a circular economy" for the first time. There are, at present, no economic activities relevant to the BMW Group relating to Environmental Objective III “Sustainable use and protection of water and marine resources", Environmen- tal Objective V "Pollution prevention and control" or Environmen- tal Objective VI "Protection and restoration of biodiversity and ecosystems". Taxonomy eligibility is an initial indicator of the maximum environmental sustainability potential of economic ac- tivities as defined by the EU Taxonomy. Taxonomy alignment, on the other hand, serves as an indicator of an organisation's transformation towards environmentally sustainable economic activities. An economic activity is considered as Taxonomy-eligible if it is described in the Delegated Acts relating to one of the six envi- ronmental objectives, regardless of whether that economic activ- ity meets the technical screening criteria stipulated in those Del- egated Acts. Following an analysis, the BMW Group's business activities can be summarised under the following economic activities*:]] [[ Overview of economic activities [[Explanatory comments on reporting procedures Substantial contribution Do no significant harm (DNSH) Minimum safeguards Economic activity is taxonomy-aligned In the previous year, the BMW Group reported on the Taxonomy- eligible and Taxonomy-aligned proportion of its revenues, capital expenditure and operating expenditure for Environmental Objec- tives I and II. From reporting year 2023 on, the BMW Group is also required to report on the proportion of Taxonomy-eligible revenues, capital expenditure and operating expenditure for This contribution is based on fulfilment of specific predetermined requirements. Moreover, no other environmental objective may be significantly harmed during performance of the activity and the company involved must observe minimum safeguards, among them compliance with human rights. VI. Protection and restoration of biodiversity and ecosystems V. Pollution prevention and control The decrease in liabilities to subsidiaries to € 22,648 million (2022: € 25,703 million) was mainly due to the decline in finan- cial liabilities. Deferred income went up by € 450 million to € 4,501 million and included primarily amounts for services still to be performed re- lating to service and maintenance contracts. Risks and opportunities BMW AG's performance is essentially dependent on the same set of risks and opportunities that affect the BMW Group and which are described in detail in the Risks and Opportunities chapter of the Combined Management Report. As a general rule, BMW AG participates in the risks entered into by Group companies in proportion to the respective shareholding percentage. At the same time, the result on investments has a significant impact on the earnings of BMW AG. BMW AG is integrated in the Group-wide risk management sys- tem and internal control system of the BMW Group. Further in- formation is provided in the Internal Control System chapter of the Combined Management Report. Outlook For the financial year 2024, BMW AG expects an unchanged div- idend payout ratio (unappropriated profit of BMW AG in accord- ance with HGB in relation to the Group net profit attributable to shareholders of BMW AG in accordance with IFRS), and there- fore within the targeted range of between 30 and 40% (2023: 33.7%). Due to its significance in the Group and its close ties with Group companies, expectations for BMW AG with respect to its non-fi- nancial performance indicators correspond largely to the BMW Group's outlook. This is described in detail in the 7 Outlook chapter of the Combined Management Report. PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesell- schaft, Frankfurt am Main, Munich branch, has issued an unqual- ified audit opinion on the Company Financial Statements of BMW AG, of which the balance sheet and the income statement are presented here. For the purposes of their inclusion in Company Register, the Company Financial Statements of BMW AG for the financial year 2023 will be submitted electronically to the body that maintains the Company Register, and may be obtained via the Company Register website. The financial statements are also available on the BMW Group website at www.bmwgroup.com/ir. 78 BMW Group Report 2023 To Our Stakeholders Economic activities Combined Management Report EU Taxonomy Remuneration Report Other Information ← = Q EU TAXONOMY [[As part of the implementation of the European Green Deal and the Action Plan "Financing Sustainable Growth", the EU Taxon- omy is a cornerstone of the EU's aspiration to become climate- neutral by 2050. It aims to channel capital flows towards envi- ronmentally sustainable economic activities. The EU Taxonomy is a classification system that defines eco- nomic activities as environmentally sustainable based on fulfil- ment of predetermined technical screening criteria. Essentially, an economic activity can only be classified as sus- tainable if it substantially contributes to one of the following six environmental objectives: I. Climate change mitigation II. Climate change adaptation III. Sustainable use and protection of water and marine re- sources IV. Transition to a circular economy Group Financial Statements Responsibility Statement and Auditor's Report Other provisions decreased from € 11,686 million to € 11,537 million mainly due to a decline in provisions for taxes and provi- sions for liability risks. Conversely, the provision for statutory and non-statutory warranty and product guarantee obligations in- creased. are described in one of the Delegated Acts Economic activity does not cause significant harm to other environmental objectives 80 BMW Group Report 2023 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report EU Taxonomy Remuneration Report Other Information ← = Q [[The BMW Group examined the relevance of economic activity [[Environmental objectives of EU Taxonomy CCM 3.18 "Manufacture of automotive and mobility compo- nents" following the publication of the new Delegated Regulation 2023/2485. This economic activity may become increasingly important in the next few years as the electrification of the vehicle portfolio increases, but is not included in the reporting of the cur- rent year. In order to determine the Taxonomy alignment of economic ac- tivities CCM 3.3 and CCM 6.5 in the reporting year, they must be reviewed against the technical screening criteria relevant to them: 1. They make a substantial contribution to the fulfilment of the environmental objective based on the specific carbon emissions for the respective vehicles ("Substantial contri- bution"). 2. They do not cause any significant harm to other environ- mental objectives based on the specific requirements for each relevant economic activity ("Do no significant harm" or "DNSH"). It must also be ensured that the organisation carrying out the economic activities has established minimum safeguards.]] Protection and restoration of biodiversity and ecosystems VI V Pollution prevention and control Climate change mitigation х || Climate change adaptation о III Sustainable use After deducting the expense for taxes, the Company reported a net profit of € 4,366 million, compared to € 6,311 million in the previous year. and protection of water and marine resources 80 Taxonomy eligibility IV,,Transition to a circular economy" Contribution to Environmental Objective II is subsumed under Environmental Objective I Company establishes minimum safeguard procedures for human rights, bribery and corruption, taxation and fair competition Economic activities Code(s) Description The production of automobiles and motorcycles, excluding Environmental objectives Reporting 2023 Comments Manufacture of low carbon technologies for transport CCM 3.3, CCA 3.3 - the sale of parts and components, such as after-sales business excluding the provision of repair services, Substantial contribution to at least one of the environmental objectives I,,Climate change mitigation" II,,Climate change adaptation" Transport by motorbikes, passenger cars and light commercial vehicles CCM 6.5, CCA 6.5 Sale of second-hand goods CE 5.4 - the supply of components for production to third parties The acquisition, financing, lease and operation of automobiles and motorcycles, excluding banking and insurance services performed by our non-automotive Financial Services segment Sale of second-hand automobiles that have been used for their intended purpose before by a customer II „Climate change adaptation" Contribution to EnvironmentalObjective II is subsumed under Environmental Objective I I,,Climate change mitigation" Taxonomy alignment Taxonomy alignment After offsetting pension plan assets against pension obligations, provisions for pensions decreased from € 2,871 million to € 2,231 million. *The additional economic activities specified in Delegated Regulation (EU) 2022/1214 of 9 March 2022 (in particular with regard to nuclear energy and gaseous fossil fuels) are not relevant to the BMW Group. Accordingly, specific reporting tables for these activities are not included. Equity fell by € 2,286 million to € 17,932 million, mainly due to lower unappropriated profit and lower retained earnings as a re- sult of the share buyback programmes. The equity ratio changed from 28.0% to 26.4%. 29,460 27,541 Revenue reserves 11,046 11,665 Inventories 8,505 7,523 Unappropriated profit available for distribution 3,802 5,481 Trade receivables 1,349 1,161 Equity 17,932 20,218 Receivables from subsidiaries 16,398 24,510 Registered profit-sharing certificates 24 25 Other receivables and other assets 3,120 Tangible, intangible and investment assets 2,426 2,450 Capital reserves BMW Group's consolidated net profit in accordance with IFRS. The payout ratio thus remains within the forecasted corridor of 30% to 40%, as in 2022 (30.6%). Financial and net assets position In order to secure pension obligations, cash funds totalling € 430 million were transferred to BMW Trust e. V., Munich, in conjunc- tion with a Contractual Trust Arrangement (CTA), to be invested in plan assets. Plan assets are offset against the related guaran- teed obligations. The payout ratio takes into account the number of shares entitled to dividends at 31 December 2023 and may change prior to the Annual General Meeting due to the ongoing share buyback programme. BMW AG Balance Sheet at 31 December in € million ASSETS Intangible assets 2023 2022 in € million 2023 2,281 2022 1,444 639 663 Property, plant and equipment 15,560 14,004 Nominal amount of own shares - 5 -17 Investments 12,077 12,093 1,823 Pension provisions EQUITY AND LIABILITIES Subscribed capital 2,871 902 Liabilities 31,599 33,392 Deferred income 4,501 4,051 Total assets 67,824 72,243 Total equity and liabilities 67,824 72,243 77 BMW Group Report 2023 To Our Stakeholders Combined Management Report Financial Performance Remuneration Report Other Information ← = Q Capital expenditure on intangible assets and property, plant and equipment in the year under report totalled € 4,571 million (2022: € 4,498 million). Depreciation and amortisation amounted to € 2,607 million (2022: € 2,452 million). Investment assets remained in line with last year's level and to- talled € 12,077 million (2022: € 12,093 million). Inventories in- creased to € 8,505 million (2022: € 7,523 million), primarily due to higher levels of finished goods and goods for resale. Receivables from subsidiaries declined to € 16,398 million (2022: € 24,510 million). Specifically, there was a decrease in financial receivables from BMW INTEC Beteiliungs GmbH, Mu- nich. Cash and cash equivalents decreased slightly by € 62 million to € 6,145 million due to outflows from investing and financing activities. This was offset by the surplus from operating activities. 2,231 The increase in other receivables and other assets to € 3,120 million (2022: € 2,281 million) was due in particular to an in- crease in other assets. 1,364 25,703 Group Financial Statements Responsibility Statement and Auditor's Report Other liabilities Marketable securities 2,705 2,904 22,648 Other provisions 11,537 11,686 Cash and cash equivalents 6,145 6,207 Provisions 13,768 14,557 Current assets Liquidity within the BMW Group is ensured by means of a liquidity concept applied uniformly across the Group. This involves con- centrating a significant part of the Group's liquidity at the level of BMW AG. An important instrument in this context is the cash pool based at BMW AG. 38,222 Liabilities to subsidiaries 7,552 Trade payables 116 142 6,786 Liabilities to banks 1 35 44,586 Prepaid expenses BMW Group Report 2023 98 86 1 Including intangible assets and right-of-use assets from lessee relationships. 2 Including Spotlight Automotive Ltd. [[Revenues for economy activity CCM 3.3 include small amounts from Taxonomy-aligned activities related to the BMW Group's Company car programme. These Company cars are generally transferred to the BMW Group's external sales programme within 12 months after a short period of in-house use.]] ← = Q 1,661 2,062 6 CCM 6.5 3 2 3 9 1,655 2,051 156 191 11 To Our Stakeholders Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report 14 CCM 3.3 2022-2028 2023-2029 Code(s) 2022 2023 Total Transport by motorbikes, passenger cars and light commercial vehicles Economic activities in € million [[CapEx plan for expansion of or transformation into Taxonomy-aligned economic activities and contains various investment measures with different imple- mentation times (e.g. electrification of the vehicle fleet, model re- visions, structural investments in production sites). The CapEx plan earmarks € 68,473 million for economic activity CCM 3.3 and € 24,847 million for economic activity CCM 6.5. The in- crease in Taxonomy-aligned capital expenditure and operating expenditure as compared to the previous year's plan can largely be attributed to the anticipated faster electrification of the vehicle portfolio in the Automotive and Motorcycles segments and, with a time delay, in the financing and leasing lines of business, and generally higher capital expenditure and operating expenditure associated with electrification until the end of the decade.]] A CapEx plan is required to be drawn up for capital expenditure and operating expenditure that expand Taxonomy-aligned eco- nomic activities or allow Taxonomy-eligible economic activities to become Taxonomy-aligned. This plan has been approved by the Board of Management of BMW AG and covers a seven-year period (2023-2029). The CapEx plan covers capital expenditure and operating expenditure for the reporting year and planned capital expenditure and operating expenditure (only non-capital- ised development costs) for 2023-2029 for economic activities CCM 3.3 and CCM 6.5. The selected future period corresponds to the detailed long-term corporate planning of the BMW Group [[CapEx plan for Environmental Objective I "Climate change mitigation" ← = Q 68,473 55,989 Other Information Combined Management Report EU Taxonomy Manufacture of low carbon technologies for transport Total 1,485 Maintenance/repair expenses Right-of-use assets (lessee) - not capitalised Development costs - not capitalised² Economic activity CCM 6.5 Total Maintenance/repair expenses Right-of-use assets (lessee) - not capitalised Development costs not capitalised² Economic activity CCM 3.3 Operating expenditure Total Total Leased products Development costs Property, plant and equipment¹ Economic activity CCM 6.5 24,847 Total Leased products Total Remuneration Report Other Information 2023 2022 1,843 5,100 7,926 504 1,018 503 1,018 1 1 17 4,596 1,042 1,516 3,554 5,391 15,705 23,690 441 15,264 23,340 350 6,908 16,520 N 72,509 ]] 23,690 N/EL N/EL N/EL N Y 0.2 350 N/EL N/EL N/EL N/EL Y 15.0 23,340 CCM 3.3; CCA 3.3 CCM 6.5; CCA 6.5 Category transitional activity Category enabling activity revenues 15.2 15.2% 0% 0% Y Development costs 0% 0% 0% 0% 0% 15.0% 15.0 aligned (A.1) or eligible (A.2) 23,340 Y Y Y Y T V V V V V V V 0.3 N/EL 0% Y 0% 0% 11.0 93,320 Proportion of Taxonomy Biodiversity A.2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) Of which transitional Of which enabling Transport by motorbikes, passenger cars and light commercial vehicles Revenues of environmentally sustainable activities (Taxonomy-aligned) (A.1) Manufacture of low carbon technologies for transport A.1 Environmentally sustainable activities (Taxonomy-aligned) A. TAXONOMY-ELIGIBLE ACTIVITIES Economic activities EU Taxonomy ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report To Our Stakeholders BMW Group Report 2023 87 Financial year 2023 [Revenues A. Revenues of Taxonomy-eligible activities (A.1+A.2) B. TAXONOMY-NON-ELIGIBLE ACTIVITIES Revenues of Taxonomy-non-eligible activities Total Code(s)¹ Circular economy Pollution Water Climate change adaption Climate change mitigation in % Y;N;N/EL Y;N; N/EL Y;N; N/EL Y;N;N/EL Y;N;N/EL Y;N;N/EL Y;N Y;N Y;N Y;N Y;N Y;N Y;N in € million DNSH criteria Biodiversity Minimum safeguards Circular economy 2022 ("Does not significantly harm") Substantial contribution criteria Water Climate change adaption Climate change mitigation Proportion of Revenues³ 2023 Revenues Pollution Property, plant and equipment¹ The following overview tables summarise the performance indi- cators revenues, capital expenditure and operating expenditure from Taxonomy-eligible and Taxonomy-aligned economic activ- ities of the BMW Group. Regardless of the Taxonomy require- ments, the BMW Group regularly and comprehensively ad- dresses risks arising from climate change and their potential im- pact on its sites and supply chains. 7 DNSH adaptation to climate change, TCFD climate risks Capital expenditure For Taxonomy-eligible [[For other operating expenditure (non-capitalised right-of-use assets (lessee), maintenance/repair expenses) relating to economic activity CCM 3.3, the allocator is based on the Taxonomy-aligned revenues generated from the Automotive and Motorcycles segment in the reporting period. ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report EU Taxonomy BMW Group Report 2023 To Our Stakeholders 83 83 *PHEV volumes are only taken into account in the allocator until reporting year 2025 inclusive. The allocator is based on detailed long-term corporate planning for the next six years, as approved each year by the Board of Management and Supervisory Board. It is used for capital expenditure on property, plant and equipment (including right-of- use assets from lessee relationships), intangible assets and expenditure on research and development for economic activity CCM 3.3. For operating expenditure, the allocator is only applied to non-capitalised development costs.]] Allocator for economic activity CCM 3.3: Proportion (BEV + PHEV [<50 g CO₂]) x Automotive segment revenues (2024-2029)* In most cases, values from financial data were allocated directly to the economic activities for all three performance indicators, based for example on the drivetrain or the vehicle model. In the remaining cases, an allocation mechanism was used for each economic activity and each performance indicator. For Taxon- omy-eligible and Taxonomy-aligned capital expenditure for eco- nomic activity CCM 3.3, the allocator is based on long-term Tax- onomy-aligned revenues generated from the Automotive and Motorcycles segment: In the case of capital expenditure and operating expenditure, all Taxonomy-eligible expenditure is allocated to the two economic activities CCM 3.3 and CCM 6.5. There is no separable Taxon- omy-eligible capital expenditure and operating expenditure for economic activity CE 5.4. the BMW Group. All Taxonomy-eligible revenues, capital ex- penditure and operating expenditure for economic activities CCM 3.3 and CCM 6.5 are disclosed under Environmental Objective I "Climate change mitigation", given that there are no identifiable values for Environmental Objective II "Climate change adapta- tion" that can be separated from Environmental Objective I "Cli- mate change mitigation". This approach avoids double counting of revenues, capital expenditure and operating expenditure when determining the KPI in the numerator across multiple economic activities. The proportion of total revenues, capital expenditure and oper- ating expenditure relating to eligible and non-eligible economic activities are shown in each case as an aggregate percentage for Please refer to the remarks in the glossary for the definition and calculation of the Taxonomy-specific performance indicators rev- enues, capital expenditure and operating expenditure and their differentiation from IFRS. Glossary EU Taxonomy performance indicators and Taxonomy-aligned capital expenditure for economic activity CCM 6.5, the allocator is based on the Taxonomy-aligned financing volume for new customers in the current financial year: The minimum safeguard requirements are met. Allocator for economic activity CCM 6.5: DNSH alignment factor x BEV proportion x financing volume attributable to new customer contracts (2023) Improvement in all three performance indicators for reporting year 2023 Revenues¹ [[Voluntary additional information on the Taxonomy-aligned share per economic activity [[As the overview tables from Delegated Regulation (EU) 2023/2486 do not provide a detailed picture of the BMW Group's business model per economic activity, the following table provides detailed information about the three performance indicators as regards Taxonomy alignment, reported separately for economic activities CCM 3.3 and CCM 6.5.]] ← = Q Other Information Remuneration Report Responsibility Statement and Auditor's Report Combined Management Report Group Financial Statements EU Taxonomy BMW Group Report 2023 To Our Stakeholders 84 Economic activity CE 5.4, "Sale of second-hand goods” As stipulated by Delegated Regulation 2023/2486, the BMW Group only reports on the Taxonomy-eligible propor- tion of revenues for economic activity CE 5.4. This economic activity includes revenues from pre-owned vehicles in the Automotive segment and revenues from the sale of used cars after their intended use by clients in the Financial Ser- vices segment, but does not include revenues from the sale of used motorcycles. Around 12% of total revenues are Taxonomy-eligible in reporting year 2023.1] Economic activity CCM 6.5, "Transport by motorbikes, passenger cars and light commercial vehicles" The Taxonomy-aligned shares for the three performance in- dicators are at a low single-digit level for the Financial Ser- vices segment. This is due to the fact that there is a time lag before the effects of the vehicle fleet electrification ramp-up are reflected in the financing and leasing lines of business. A further reason is the varied, stricter DNSH requirements for economic activity CCM 6.5, in particular those relating to Environmental Objective V "Pollution prevention and con- trol", which lead to the exclusion of almost all PHEV and a significant restriction in the recognition of BEV (for details see section Do no significant harm). Third-party brands are not included in the vehicle portfolio in the reporting on Tax- onomy alignment for economic activity CCM 6.5. A lack of available data regarding the tyre categories or WLTP emis- sions values of third-party products makes it impossible to review compliance with the DNSH criteria in full. Moreover, revenues from the sale of lease returns are reported under the new economic activity CE 5.4, differently from the previ- ous year. The Financial Services segment recorded a de- cline in revenues for 2023 in absolute terms following the reallocation of revenue components to the new economic activity CE 5.4. The Taxonomy-aligned proportion of capital expenditure in the Financial Services segment rose by more than 50% on the previous year to 3.3% (€ 1,018 million). Based on total capital expenditure in the Financial Services segment, the Taxonomy-aligned proportion rose by signifi- cantly more than 40% to 5.4%. Voluntary additional information on the Taxonomy-aligned share per economic activity The Taxonomy-aligned proportion of capital expenditure in the Automotive and Motorcycles segment rose to 22.7% from 19.1% in the previous year. Looking only at the Tax- onomy-aligned additions to intangible assets and property, plant and equipment in the context of additions recorded by the Automotive and Motorcycles segment, however, gives rise to a considerably higher proportion of Taxonomy- aligned capital expenditure of more than 60%. Segment- specific capital expenditure is thus around 17 percentage points higher than in the previous year. This was driven by increased investment in sustainable products and plant in- frastructure as part of electrification. This underscores the BMW Group's extensive capital expenditure on sustainable products and technologies. Voluntary additional information on the Taxonomy-aligned share per economic activity The Taxonomy-aligned share of revenues generated by the Automotive and Motorcycles segment corresponded to 15.0% (economic activity CCM 3.3 "Manufacture of low- carbon technologies for transport") of total Group revenues (2022: 10.7%). As a percentage of third-party revenues of the two segments, the Taxonomy-aligned share rose to 22.1% (2022: 15.7%). As a result, revenues from the Au- tomotive and Motorcycles segment that are associated with the manufacture of low-carbon technologies for transport (CCM 3.3) increased by approximately 41%. In contrast to the previous year, revenues from pre-owned vehicles in the Automotive segment are reported under the new economic activity CE 5.4, somewhat dampening the rise in Taxonomy- aligned revenues. Segment information Economic activity CCM 3.3, "Manufacture of low-carbon technologies for transport” leased products. Consequently, an examination of the pro- portion of Taxonomy-aligned capital expenditure at BMW Group level does not reflect the huge investment in sustain- able economic activities and products. Operating expendi- ture incurred for Taxonomy-aligned economic activities amounted to € 2,051 million, corresponding to over 31% of Taxonomy-eligible operating expenditure (2022: 29%). 7 Voluntary additional information on the Taxonomy-aligned share per economic activity Taxonomy-aligned revenues of the BMW Group amounted to € 23,690 million (2022: € 15,705 million), correspond- ing to 15% of total Group revenues and an increase on the previous year of four percentage points. The Taxonomy- aligned share of capital expenditure was 26% (€ 7,926 mil- lion), which corresponds to an increase of almost five per- centage points on 2022. Taxonomy-aligned capital ex- penditure as a proportion of the BMW Group's total capital expenditure is impacted significantly by additions related to All three performance indicators have grown markedly on the previous year at BMW Group level, highlighting that the BMW Group is on the right track with its sustainable eco- nomic activities relating to the EU Taxonomy. BMW Group perspective It refers to capital expenditure on leased products. Additionally, companies that carry out economic activities as de- fined by the EU Taxonomy are required to establish minimum safeguards. These require the implementation of processes to ensure compliance with due diligence obligations both within an organisation and in stages of the upstream and downstream value chain that have been outsourced. Specifically, this refers to compliance with human rights and topics like bribery, corruption, taxation and fair competition. In its Policy statement on respect for human rights and corresponding environmental standards, the BMW Group has, among other things, committed to compliance with the fol- lowing standards for minimum safeguards as defined in Arti- cle 18 of the Taxonomy Regulation: Organization for Economic Cooperation and Development (OECD) Guidelines for Multina- tional Enterprises, the UN Guiding Principles on Business and Human Rights and the Ten Principles of the UN Global Compact, which we signed back in 2001. 7 Purchasing and Supplier Network, 7 Compliance and Human Rights Minimum safeguards The DNSH requirements for Environmental Objective V are ful- filled for economic activity CCM 3.3; however, not all are fulfilled for economic activity CCM 6.5, owing to the RDE and tyre label requirements described. The DNSH requirements for Environmental Objective II are ful- filled for economic activities CCM 3.3 and CCM 6.5. A robust climate risk and vulnerability assessment is required for both economic activity CCM 3.3 and economic activity CCM 6.5 to determine that they do not cause significant harm to Environ- mental Objective II. To satisfy this requirement, the physical cli- mate risks at all key BMW Group production sites are considered and an assessment of any damage that may occur as a result of climate change is being carried out based on long-term climate projection scenarios² up to 2035 and 2050. Moreover, we con- sider potential natural hazards at all of our direct supplier loca- tions in order to adequately take supply risks into account when selecting and evaluating suppliers. Adaptive solutions to mitigate risks are drawn up and implemented as appropriate based on the results of this risk analysis and in consultation with site rep- resentatives. For further information, see Climate-related Risks and Opportunities. Climate change adaptation I The vehicle portfolio for economic activity CCM 6.5 includes BMW Group vehicles and vehicles from other manufacturers. As no data are available regarding the relevant attributes of these third-party products, it is currently not possible to make a com- prehensive assessment in relation to the DNSH criteria. For this reason, these vehicles are currently not reported as Taxonomy- aligned. Compliance with the DNSH criteria was reviewed in the reporting year for the five additional environmental objectives, based in each case on the specific requirements for economic activity CCM 3.3 "Manufacture of low carbon technologies for transport" and economic activity CCM 6.5 "Transport by motorbikes, passenger cars and light commercial vehicles". Do no significant harm In order to identify the specific carbon emissions of PHEV that are not determined in line with Regulation (EU) 2019/631 (among others, USA and China), assumptions were made based on the worst-case value for that vehicle model, even though these emissions may have been lower in reality. The BMW Group has reviewed its contribution to the environ- mental objectives "Climate change mitigation" and "Climate change adaptation" for the reporting year. Economic activity CCM 3.3 and economic activity CCM 6.5 both make a substantial contribution to Environmental Objective I "Climate change miti- gation" due to the manufacture as well as financing and leasing of low-emission (PHEV < 50 g CO2/km WLTP by 2025) and zero-emission vehicles (BEV and motorcycles with 0 g CO2/km). Economic activity CCM 3.3 and economic activity CCM 6.5 as un- dertaken by the BMW Group are also described under Environ- mental Objective II "Climate change adaptation". There are, however, no identifiable values that can be separated from Envi- ronmental Objective I "Climate change mitigation".¹ [[Substantial contribution ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report EU Taxonomy To Our Stakeholders BMW Group Report 2023 81 Y до Sustainable use and protection of water and marine resources and protection and restoration of biodiversity and ecosystems In order to establish that no significant harm is caused to Envi- ronmental Objectives III and VI, it is necessary to perform a com- prehensive risk analysis that looks at the preservation and pro- tection of environmental, water and marine resources for eco- nomic activity CCM 3.3 (in both cases, not relevant for economic activity CCM 6.5). In this context, the BMW Group carries out environmental impact assessments in accordance with Directive 2011/92/EU during the construction of new and expansion of existing sites within the EU that also take account of water and biodiversity. At locations outside the EU, the BMW Group carries out an environmental im- pact assessment based on EU requirements. Moreover, a certi- fied environmental management system pursuant to ISO 14001 has been implemented at all BMW Group production sites and all local statutory requirements are met. Resource Management at all locations the requirements for rolling resistance coefficients for tyres and in particular the external rolling noise of tyres. Owing to the lim- ited availability of data, the eligibility of the models concerned is calculated in a simplified manner based on the tyres approved for these models, weighted by their purchase volumes and take rates. For the remaining PHEV and BEV models in the BMW Group's vehicle portfolio, further deductions have to be made for individ- ual models in the context of economic activity CCM 6.5 in light of On the other hand, it is not possible to meet all criteria to do no significant harm to Environmental Objective V in the case of eco- nomic activity CCM 6.5. Current PHEV models with air pollutant emissions under 50 g CO2/km WLTP offered by the BMW Group and other manufacturers may make a substantial contribution as defined by the EU Taxonomy. However, manufacturer specifica- tions for air pollutant emissions in real driving conditions (real driving emissions, RDE) can only be reduced for selected models to 80% of the limit as required by the EU Taxonomy with refer- ence to table 2 in the annex to the Clean Vehicles Directive, due to potentially extreme driving situations. The vast majority of PHEV in the vehicle portfolio for economic activity CCM 6.5 must therefore be considered not Taxonomy-aligned, even if they meet these values in everyday driving situations. With regard to economic activity CCM 3.3, the BMW Group has established corresponding processes which aim to monitor and ensure legal compliance with any prohibitions and limits relating to the use of chemical substances at vehicle level. All substances used by the BMW Group are in compliance with national and Eu- ropean laws. Substitutes are sought for hazardous substances that are categorised as being of very high concern in accordance with Article 57 and 59 of the REACH Regulation, if they are used directly or in a proportion exceeding 0.1% weight by weight in a mixture in the production processes of the BMW Group and are consequently contained in the products of the BMW Group, while taking factors such as economic and technical requirements into account. If the use of these hazardous substances cannot be avoided, the BMW Group uses them under controlled conditions in accordance with hazardous material regulations. The requirements to do no significant harm to Environmental Objective V differ considerably for economic activity CCM 3.3 and economic activity CCM 6.5. control Pollution prevention and ← = Q Remuneration Report Other Information Manufacture of low carbon technologies for transport (CCM 3.3) Transport by motorbikes, passenger cars and light commercial vehicles (CCM 6.5] Group Financial Statements Responsibility Statement and Auditor's Report BMW Group Report 2023 To Our Stakeholders 82 82 ² SSP1-2.6, SSP2-4.5, SSP5-8.5. 1 The end-of-lease business for BEV previously included in economic activity CCM 6.5 is now re- ported under economic activity CE 5.4 following the redefinition of this activity. The DNSH requirements for Environmental Objective IV are ful- filled for economic activities CCM 3.3 and CCM 6.5.1] The requirements for both economic activities of the BMW Group to do no significant harm to Environmental Objective IV differ for each stage of the value chain. We fulfil these requirements during the manufacturing process for BMW Group vehicles (economic activity CCM 3.3) by, for example, using secondary raw materials in our products, designing products to facilitate their recycling, managing waste at our production sites in a way that prioritises recycling over disposal, and systematically registering sub- stances of concern along the entire supply chain. With regard to the use phase and recycling of BMW Group vehicles (economic activity CCM 6.5), we have set up appropriate processes to com- ply with recycling requirements and established measures for managing waste during maintenance and at the end of the life cycle. All these criteria also form part of our comprehensive ap- proach to the Transition to a circular economy. Transition to a circular economy The DNSH requirements for Environmental Objectives III and VI are fulfilled for economic activity CCM 3.3. Combined Management Report EU Taxonomy Sale of second-hand goods (CE 5.4) Taxonomy-non-eligible revenues Total revenues BMW Group 32.2 2,051 Proportion Taxonomy-aligned by activity 6,373 of which 21.2 26.0 7,926 30,449 n/a n/a n/a 76 3.74 5.4 1,018 18,942 43.24 Proportion 29.6 261 11 4.2 Total Revenues related to financial services Sales of products, related goods and revenue of service contracts Revenues in € million [[Contextual KPI information related to Taxonomy-aligned economic activities EU Taxonomy Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report To Our Stakeholders 60.4 BMW Group Report 2023 "Prior-year figures adjusted due to change in calculation basis. 3 Only includes the operating expenditure defined in the EU Taxonomy. 2 Taxonomy-aligned share calculated with denominator as the Taxonomy-eligible value of the re- spective economic activity. See Note [20] to the Group Financial Statements for details on the BMW Group's capital expenditure. 1 Taxonomy-aligned share calculated with denominator as third-party revenue from Taxonomy- eligible values of the respective economic activity. 28.61] 2.5 31.1 2,062 6,634 85 Economic activity CCM 3.3 6,908 Proportion Proportion of which Taxonomy-aligned by activity in % in % in € million 2022 2023 2023 in € million 2023 Total OpEx BMW Group³ Transport by motorbikes, passenger cars and light commercial vehicles (CCM 6.5) Manufacture of low carbon technologies for transport (CCM 3.3) Operating expeditures Total CapEx BMW Group Taxonomy-non-eligible capital expenditures Manufacture of low carbon technologies for transport (CCM 3.3) Transport by motorbikes, passenger cars and light commercial vehicles (CCM 6.5) Capital expenditures² Proportion 105,573 23,340 22.1 Taxonomy-aligned by activity 11,431 of which 11.0 15.2 23,690 155,498 n/a n/a Proportion n/a n/a n/a n/a 18,799 1.44 1.9 350 18,465 15.74 12,661 Y Climate change adaption Y Y Y N/EL N/EL N/EL N/EL N Y 30.9 2,051 CCM 3.3; CCA 3.3 Category transitional activity Category enabling activity OpEx aligned (A.1) or eligible (A.2) Proportion of Taxonomy Minimum safeguards Biodiversity Circular economy Y Pollution Y Y Y Y Y Y Y Y Y N/EL N/EL N/EL N/EL N Y 0.2 11 CCM 6.5; CCA 6.5 E 28.5 Y Y Water Climate change mitigation in % Y;N;N/EL Y;N; N/EL Y;N; N/EL Y;N;N/EL Y;N;N/EL Y;N;N/EL Y;N Y;N Y;N Y;N Y;N Y;N Y;N Economic activities EU Taxonomy ← = Q Other Information Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report To Our Stakeholders BMW Group Report 2023 Financial year 2023 [[Operating expenditure 89 99 Total E T in % ]] 99.9 | A. TAXONOMY-ELIGIBLE ACTIVITIES A.1 Environmentally sustainable activities (Taxonomy-aligned) Manufacture of low carbon technologies for transport Transport by motorbikes, passenger cars and light commercial vehicles OpEx of environmentally sustainable activities (Taxonomy-aligned) (A.1) Of which enabling DNSH criteria Biodiversity Circular economy Pollution 2022 ("Does not significantly harm") Substantial contribution criteria Water Climate change adaption 0.1 Climate change mitigation 2023 in € million OpEx Code(s)' OpEx of Taxonomy-non-eligible activities B. TAXONOMY-NON-ELIGIBLE ACTIVITIES A. OpEx of Taxonomy-eligible activities (A.1+A.2) A.2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) Of which transitional Proportion of OpEx² T 2,062 31.1 31.1% ༄།ཞ༐ རྗ།༅། 100.0 100.0 6,634 0.0 0 2 Taxonomy-aligned share of operatig expenditure per economic activity is 32.2% for CCM 3.3 and 4.2% for CCM 6.5, Voluntary additional information on the Taxonomy-aligned share per economic activity. 1 With reference to ANNEX II of Delegated Regulation (EU) of 27 June 2023 (EU 2023/2486). EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL 100.0 6,634 68.9 4,572 OpEx of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (A.2) N/EL N/EL N/EL N/EL EL ]] in % E T 90 90 With the BMW VISION Neue Klasse, the BMW Group is demon- strating what the next generation of core BMW brand vehicles will look like. The Vision Vehicle, which was unveiled to the public for the first time at the International Motor Show IAA Mobility 2023 in Munich, features a clear design language that is reduced to the essentials with spacious surfaces and a small number of striking lines. This approach focuses on signature features like the BMW kidney grille and the Hofmeister kink in the side win- dows. The design radiates more of the essence of BMW than ever.]] BMW VISION Neue Klasse Remaining consistently one step ahead while keeping a firm eye on the future is a core aspect of our philosophy as a company and an expression of our firm commitment to innovation. The BMW Group works tirelessly to provide our customers with for- ward-thinking solutions today to simplify their daily lives. The new BMW 5 series, for example, achieves a new level of digital connectivity with its completely novel assistance systems. The BMW VISION Neue Klasse offers a first glimpse at our next prod- uct generation. [[When developing innovations, the BMW Group attaches great importance to rigorous customer orientation and the use of digi- tal solutions. Innovations help to optimise processes, improve products and introduce new technologies. DIGITALISATION AND CUSTOMER ORIENTATION INNOVATION, PRODUCTS 100 Electromobility Carbon Emissions EL 97 Innovation, Digitalisation and Customer Orientation 90 PRODUCTS ← = Q Other Information Remuneration Report Combined Management Report Group Financial Statements Responsibility Statement and Auditor's Report Products To Our Stakeholders BMW Group Report 2023 95 Product Quality and Safety 78.7 3.8 CCM 6.5; CCA 6.5 Y Y Y Y 0% 0% 0% 0% 0% 30.9% 30.9 2,051 28.6 YYYYYYY 0% 0% 0% 0% 0% Y Y Y 28.5 E Transport by motorbikes, passenger cars and light commercial vehicles N/EL N/EL N/EL N/EL EL EL 65.1 4,322 250 CCM 3.3; CCA 3.3 T 0.0 Y Y Y Y 0% 0.0 0 Manufacture of low carbon technologies for transport Y 25.0 53.7 30,449 Remuneration Report Group Financial Statements Responsibility Statement and Auditor's Report Combined Management Report To Our Stakeholders BMW Group Report 2023 Financial year 2023 [[Capital expenditure 88 88 Total in % E T ]] 91.3 80.3 n/a 22.9 ། 57.5 100.0 Other Information 155,498 ← = Q Economic activities Substantial contribution criteria Water Climate change adaption Climate change mitigation Proportion of CapEx² 2023 in € million Cap Ex Code(s)' CapEx of Taxonomy-non-eligible activities B. TAXONOMY-NON-ELIGIBLE ACTIVITIES A. CapEx of Taxonomy-eligible activities (A.1+A.2) A.2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) Of which transitional Of which enabling Transport by motorbikes, passenger cars and light commercial vehicles CapEx of environmentally sustainable activities (Taxonomy-aligned) (A.1) Manufacture of low carbon technologies for transport A.1 Environmentally sustainable activities (Taxonomy-aligned) A. TAXONOMY-ELIGIBLE ACTIVITIES EU Taxonomy 8.1 12,661 3 Taxonomy-aligned share of revenues per economic activity is 22.1% for CCM 3.3 and 1.9% for CCM 6.5, Voluntary additional information on the Taxonomy-aligned share per economic activity. CCM 6.5; CCA 6.5 CE 5.4 Transport by motorbikes, passenger cars and light commercial vehicles Sale of second-hand goods² N/EL N/EL N/EL N/EL EL EL 52.9 82,233 CCM 3.3; CCA 3.3 Manufacture of low carbon technologies for transport T 0% 0.0 19 Y Y VVVVVVV 110 E 18,115 11.6 EL EL 2 For economic activity CE 5.4, only the taxonomy eligibility is reported in accordance with Article 5 of Delegated Regulation (EU) of 27 June 2023 (EU 2023/2486). 1 With reference to ANNEX II of Delegated Regulation (EU) of 27 June 2023 (EU 2023/2486). EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL 91.9 142,837 76.6 119,147 Revenues of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (A.2) N/EL ("Does not significantly harm") EL N/EL N/EL N/EL 12.1 18,799 N/EL N/EL N/EL N/EL N/EL 2022 Pollution Circular economy 14.9 4,524 CCM 3.3; CCA 3.3 CCM 6.5; CCA 6.5 Transport by motorbikes, passenger cars and light commercial vehicles Manufacture of low carbon technologies for transport 0.0 Y Y T T YYYYYYY 19.1 E Y Y Y Y Y Y Y 2-1 Y Y 0.6% 0.6 168 0% 0% EL EL N/EL N/EL 0.2 76 2 Taxonomy-aligned share of capital expenditure per economic activity is 60.4% for CCM 3.3 and 5.4% for CCM 6.5, Voluntary additional information on the Taxonomy-aligned share per economic activity. 1 With reference to ANNEX II of Delegated Regulation (EU) of 27 June 2023 (EU 2023/2486). EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL 99.8 30,374 73.7 22,448 0% CapEx of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (A.2) N/EL N/EL N/EL EL EL 58.9 17,924 N/EL N/EL N/EL 100.0 0% 22.7% Y 22.7 6,908 CCM 3.3; CCA 3.3 Category transitional activity Category enabling activity Cap Ex aligned (A.1) or eligible (A.2) Proportion of Taxonomy Minimum safeguards Biodiversity Circular economy Pollution Water Climate change adaption Climate change mitigation in % Y;N;N/EL Y;N; N/EL Y;N; N/EL Y;N;N/EL Y;N;N/EL Y;N;N/EL Y;N Y;N Y;N Y;N Y;N Y;N Y;N DNSH criteria Biodiversity N N/EL N/EL N/EL 22.7 6,908 N/EL 0% 0% 0% 0% 0% 26.0% 26.0 0% 7,926 N/EL N/EL N Y 3.3 1,018 CCM 6.5; CCA 6.5 Y Y Y Y Y Y Y 19.1 E N/EL N/EL Y Y Y Y Y Y Y 10.7 E