in € million 1,981 1,756 1,643 1,558 Financial Services 2.7 187 182 112 79 9 Motorcycles -1.8 7,695 7,836 7,244 6,649 7,599 Automotive -2.2 9,386 9,593 9,118 7,978 8,275 Profit before financial result (EBIT) -4.8 2,184 10.2 Other Entities 58 76 6 Motorcycles 5.2 7,916 7,523 6,886 6,561 7,170 Automotive 4.8 9,665 9,224 -20,017 8,707 7,803 Profit before tax -15.3 -663 -575 -65 -437 -949 Eliminations -17 169 71 44 7,893 -19,097 -17,057 -15,955 80,401 76,059 76,848 Automotive Revenues -3.1 11,464 11,836 9,423 9,964 9,167 Operating cash flow Automotive segment 3.2 92,175 4,806 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 4,659 107 94,163 70,208 -14,405 -14.3 6 7 7 6 5 Eliminations Other Entities 8.2 25,681 23,739 20,599 2.2 19,874 4.0 2,069 1,990 1,679 1,504 1,490 Financial Services Motorcycles 1.0 86,424 85,536 75,173 70,630 19,550 179 185 3.4 2013 2012 5,000 7,893 7,803 8,707 9,224 10,000 9,665 in € million → 08 Profit before tax 2016 2014 2015 2013 2012 50 76.1 76.8 80.4 100 92.2 94.2 in € billion → 07 Revenues 2016 2015 2014 2014 2015 1 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. 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. 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 → Report of the 10 9 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. 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. 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. 2016 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. 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 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. 2015 2013 5,000 -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 € -2,692 5,111 Net profit Income taxes -16.3 -19.4 170 -772 -664 2.6 8.0 -163 211 154 164 3 -937 Eliminations Other Entities 9.7 2,166 1,975 1,723 1,619 1,561 Financial Services -527 2012 10.45/10.47 5 7,978 8,275 9,118 10,000 9,593 9,386 →Page 4 BMW Group in Figures → 06 Profit before financial result (2012: 141,165 units, 2013: 198,542 units, 2014: 275,891 units, 2015: 282,000 units, 2016: 316,200 units). * Including the joint venture BMW Brilliance Automotive Ltd., Shenyang 2016 2015 2014 7.7/7.7 2013 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 2012 2014 2013 2012 BMW GROUP IN FIGURES in Figures → BMW Group the Board of Management the Chairman of Statement of Report of the Supervisory Board BMW Group in Figures 1 1 → Page 16 Statement of the Chairman of the Board of Management ANNUAL REPORT 2016 A New Era Begins Key non-financial performance indicators BMW GROUP THE NEXT 100 YEARS M W MINI Rolls-Royce Motor Cars Limited CONTENTS →Page →Page 1 4 BMW Group in Figures 8 Report of the Supervisory Board →Page 16 Statement of the Chairman of the Mo 25 592 Board of Management → 01 2012 Sales volume4 MOTORCYCLES SEGMENT 5.3 -2.4 124 127 130 133 143 Fleet emissions in g CO2/km³ 2,367,603 2,247,485 2,117,965 1,963,798 BMW GROUP 1,845,186 AUTOMOTIVE SEGMENT 2.0 124,729 122,244 116,324 110,351 105,876 Workforce at year-end¹ Change in % 2016 2015 2014 2013 Sales volume2 106,358 4 GOVERNANCE →Page 223 Responsibility Statement by the Company's Legal Representatives → Page 224 Auditor's Report 5 OTHER INFORMATION →Page 226 BMW Group Ten-year Comparison →Page 228 Glossary →Page 230 Index → Page 232 Index of Graphs →Page 233 Financial Calendar →Page 234 Contacts 3 GROUP FINANCIAL STATEMENTS → Page 112 Income Statements for Group and Segments → Page 112 Statement of Comprehensive Income for Group → Page 114 Balance Sheets for Group and Segments Compliance in the BMW Group Compensation Report → Page 116 Cash Flow Statements for Group and Segments → Page 120 Notes to the Group Financial Statements Accounting Principles and Policies → Page 120 → Page 133 Notes to the Income Statement → Page 139 →Page 140 Notes to the Statement of Comprehensive Income Notes to the Balance Sheet →Page 161 Other Disclosures → Page 175 Segment Information → Page 180 List of Investments at 31 December 2016 → Page 118 Group Statement of Changes in Equity CORPORATE →Page 212 → Page 205 Information on Corporate Governance Practices Applied beyond Mandatory Requirements → Page 190 Statement on Corporate Governance (§289a HGB) (Part of the Combined Management Report) 2 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 →Page 39 Financial and Non-financial Performance Indicators →Page 42 Review of Operations →Page 63 Results of Operations, Financial Position and Net Assets →Page 76 Comments on Financial Statements of BMW AG → Page 207 →Page 82 Report on Outlook, Risks and Opportunities →Page 82 Outlook → 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 → Page 190 → Page 191 Information on the Company's Governing Constitution Declaration of the Board of Management and of the Supervisory Board pursuant to § 161 AktG →Page 192 Members of the Board of Management →Page 193 Members of the Supervisory Board →Page 196 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 204 Disclosures pursuant to the Act on Equal Gender Participation →Page 88 Risks and Opportunities 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. 115,215 136,963 EBIT margin in % (change in %pts) 1.0 86,424 85,536 75,173 70,630 70,208 Revenues in € million AUTOMOTIVE SEGMENT 4.8 9,665 9,224 8,707 10.8 7,893 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. 7,803 9.4 9.4 9.2 in € million → 04 Further financial performance figures 1.0 21.2 20.2 19.4 20.0 21.2 RoE in % (change in %pts) FINANCIAL SERVICES SEGMENT 1.4 33.0 9.6 31.6 16.4 1.8 ROCE in % (change in %pts) MOTORCYCLES SEGMENT 2.1 74.3 72.2 61.7 63.0 73.7 ROCE in % (change in %pts) -0.3 8.9 21.8 123,495 1,811,157 1,509,113 2,367,603 6.0 4,011 6.4 360,233 5.2 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 5.3 Rolls-Royce BMW2 Sales volume Change in % 2016 2015 2014 2013 2012 AUTOMOTIVE SEGMENT → 02 Further non-financial performance figures 5.9 145,032 MINI 1,655,961 Production volume MINI 1,471,385 1,341,296 -3.6 145,555 151,004 133,615 110,127 113,811 New contracts with retail customers FINANCIAL SERVICES SEGMENT BMW Production volume6 MOTORCYCLES SEGMENT BMW 5 3.5 8.6 4,179 3.1 352,580 3.6 2,002,997 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 2,359,756 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. →Page 8 Report of the Supervisory Board 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 Low Operational risks Stable Significant Stable Low Interest rate changes Stable Significant Stable Medium Residual value Stable Significant Stable Medium Credit risk Risks and opportunities relating to the provision of financial services Stable Significant Stable Medium Pension obligations Stable Low Stable Liquidity Legal risks Medium 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. 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. 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. Market development 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. 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. 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. 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. 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. 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. 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. 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 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. 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 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. → Risks and Opportunities Report on Outlook, Risks and Opportunities Management Report Combined 92 42 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. - 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. Stable * 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". 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 Stable Stable Insignificant Stable High Market developments Stable Insignificant Stable Medium Changes in legislation and regulatory requirements Strategic and sector risks and opportunities Stable Insignificant Stable High Macroeconomic risks and opportunities RISKS AND OPPORTUNITIES Change compared to prior year Opportunities Change compared to prior year* Risk level 91 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. 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. The following table provides an overview of all risks and opportunities and illustrates their significance for the BMW Group. Risks and opportunities Stable Significant Risks and opportunities relating to operations Purchasing Low Raw materials Stable Significant Stable Stable Insignificant Increased High Stable Insignificant Stable Low Stable Insignificant Stable Medium Stable Insignificant Stable High Foreign currencies Financial risks and opportunities Information, data protection and IT Sales and marketing Production and technology 93 Medium 94 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. 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. Residual value risks and opportunities 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. 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. 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 Financial Services segment Risks and opportunities relating to note 30 Further information on risks in conjunction with pension provisions is provided in → note 30 to the see Group Financial Statements. 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). 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. pension obligations Risks and opportunities relating to Opportunities → Risks and Opportunities Report on Outlook, Risks and Management Report Combined 98 Interest rate risks and opportunities 96 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. 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. 94 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. 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. 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. opportunities situation Overall assessment of the risk and → see note 36 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. 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. → Internal Control System and Risk Management System Relevant for the Financial Reporting Process → Risks and Opportunities Report on Outlook, Risks and Opportunities Combined Management Report 100 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". 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. Legal risks 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. segment Operational risks in the Financial Services → see note 37 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. 97 99 note 37 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. 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. 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. 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. 95 95 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 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. 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. 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. note 31 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 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. Risks and opportunities relating to operations Risks and opportunities relating to production and technology 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. Opportunities → Risks and Opportunities Report on Outlook, Risks and 46 Combined Management Report 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. 96 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. Combined 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. 96 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. 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. 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 Liquidity risks note 37 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. 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. 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. Currency risks and opportunities 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 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. 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. Management Report 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 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. Information, data protection and IT Financial risks and risks relating to the use of financial instruments → Risks and Opportunities Report on Outlook, Risks and Opportunities 122.60 92.25 72.93 85.22 89.77 97.63 Low High Year-end closing price 601,995 95.51 601,995 601,995 Stock exchange price in €1 88.75 85.42 55,114 65.10 High Low Year-end closing price 601,995 Stock exchange price in €1 53,994 54,260 54,500 54,809 Number of shares in 1,000 PREFERRED STOCK 53.16 63.93 77.41 75.68 73.76 601,995 50 COMMON STOCK 2012 50 100 BMW common stock 150 Prime Automobile BMW preferred stock DAX 200 100 150 200 Index: December 2011 = 100 → 57 72.70 Capital Markets in 2016 Development of BMW stock compared to stock market indices 2013 Number of shares in 1,000 2014 2016 2012 2013 2014 2016 BMW stock → 58 (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%). 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 ¬ Dividend increase proposed 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. 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. Employee Share Programme 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. 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. Source: Reuters. 2017 2015 77.41 57.03 62.09 109 4 Stock weighted according to dividend entitlements. ³ Annual average weighted amount. 2 Proposed by management. 1 Xetra closing prices. 46.66 54.25 65.11 72.08 Equity 13.98 15.19 14.35 18.02 17.45 110 Operating cash flow Automotive segment 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. 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. Combined Management Report → BMW Stock and → BMW Stock and Capital Markets in 2016 Ratings remain at top level 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. Company rating Moody's Standard & Poor's Non-current financial liabilities Current financial liabilities Outlook A1 P-1 A+ A-1 stable stable 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. Intensive communication with capital markets continued 67.84 7.79 8.85 3.502 Common stock Dividend KEY DATA PER SHARE IN € 35.70 48.69 59.08 58.96 56.53 49.23 64.65 74.60 92.19 74.15 48.76 3.20 8.10 2.90 2.50 9.72 10.47 Earnings per share of preferred stock4 7.77 8.08 8.83 9.70 10.45 Earnings per share of common stock³ 2.52 2.62 2.92 3.22 3.522 Preferred stock 2.60 Combined Management Report 2015 107 (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 accruement and Explanatory Comments 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 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 Direct or indirect investments in capital exceeding (a) subsequent payment of any arrears on dividends on non-voting preferred shares in the order of § 289 (4) HGB and § 315 (4) HGB. *Disclosures pursuant to 108 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. 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). 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. Composition of subscribed capital DISCLOSURES RELEVANT FOR TAKEOVERS* AND EXPLANATORY COMMENTS 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. Evaluating the effectiveness of the internal control system Indirect share of voting rights 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. and Explanatory Comments → Disclosures Relevant for Takeovers → Internal Control System and Risk Management System Relevant for the Financial Reporting Process Combined Management Report 102 101 Internal control training for employees 0.2 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: 17.4 - - 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. 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. 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). - 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 Development of BMW stock compared to stock market indices since 30 December 2011 → 56 → BMW Stock and Capital Markets in 2016 in % 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. 17.42 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. 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. and Explanatory Comments → www.bmwgroup.com/ir → Disclosures Relevant for Takeovers 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. Authorisations given to the Board of Management in particular with respect to the issuing or buying back of shares 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 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. System of control over 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. 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. 12.6 12.64 0.2 16.4 16.43 Shares with special rights which confer control rights 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 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). assets. 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 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 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. Combined Management Report 6 23,739 3,153 7 2015 25,681 -20,017 3,546 -22,135 -20,586 6 19,305 18,484 2016 -19,097 2015 6,674 (unaudited supplementary 29 7 Total comprehensive income attributable to shareholders of BMW AG 27 7,262 Financial Services (unaudited supplementary information) information) Other Entities (unaudited supplementary information) 2015 2016 Eliminations 2016 -712 43 -1,294 -17 169 -663 765 -230 Currency translation foreign operations 1,981 516 Deferred taxes 71 Other comprehensive income from equity accounted investments -1,301 -170 47 -721 2,184 78 141 -1,164 -30 -30 26 19 35 46 110 238 -118 -59 -103 -54 -103 -46 -613 Total comprehensive income attributable to minority interests 6 6,721 Group (unaudited supplementary Automotive in € million → 59 Income Statements for Group and Segments information) STATEMENT OF COMPREHENSIVE INCOME FOR GROUP BMW GROUP for Group prehensive Income → Statement of Com- for Group and Segments Income Statements INCOME STATEMENTS FOR GROUP AND SEGMENTS Note 2016 2015 1,990 2,069 85,536 86,424 92,175 94,163 40 2,008 Revenues 2015 2016 2015 information) (unaudited supplementary Motorcycles 2016 → BMW Group Group Financial Statements 112 Notes Notes to the Statement of Comprehensive Income Notes to the Income Statement 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 -119 Other comprehensive income for the period after tax 17 -189 893 Total comprehensive income → Page 120 7,289 → Page 120 → Page 139 Cash Flow Statements Balance Sheets Income Income Statements Statement of Comprehensive Group Financial Statements 3 3 List of Investments at 31 December 2016 → Page 180 Segment Information →Page 175 Other Disclosures → Page 161 Notes to the Balance Sheet → Page 140 →Page 133 Financial instruments used for hedging purposes 9,224 1,012 Interest and similar income 518 441 518 441 22 10 Result from equity accounted investments 187 7,836 7,695 9,593 9,386 Profit/loss before financial result 182 196 185 260 131 11 Income taxes Profit/loss before tax Financial result Other financial result -3 -2 -762 -673 -618 -489 10 Interest and similar expenses 327 -27 -454 -14 -768 448 430 15,137 15,451 18,132 18,721 Selling and administrative expenses Gross profit -1,639 -70,399 -70,973 -74,043 -75,442 Items expected to be reclassified to the income statement in the future -1,542 8 -9,158 -8,633 -820 -847 9 Other operating expenses 27 689 616 914 670 9 Other operating income -239 -256 -7,219 -7,604 -771 Available-for-sale securities 193 279 Diluted earnings per share of preferred stock in € 9.70 10.45 13 Diluted earnings per share of common stock in € Dilutive effects 13 9.72 13 Basic earnings per share of preferred stock in € 9.70 10.45 13 Basic earnings per share of common stock in € 10.47 10.47 9.72 Statement of Comprehensive Income for Group → 60 -401 529 -1,329 Items not expected to be reclassified to the income statement in the future Deferred taxes 1,413 -1,858 30 Remeasurement of the net defined benefit liability for pension plans 6,396 6,910 Net profit 2015 2016 Note in € million 124 -396 132 5,431 -2,475 -2,828 -2,755 12 179 185 -2,376 7,523 9,665 -3 -2 -313 221 -369 7,916 -53 -55 Net profit/loss 6,369 6,863 29 Attributable to shareholders of BMW AG 5 10 27 47 Attributable to minority interest 124 132 5,147 5,441 6,396 6,910 5,142 1,140 121,671 -575 31 970 128 139 172 3 -3,532 -4,026 -8,368 -6,637 -187 -369 275 579 11 316 11 5 -3 -138 -1 -5 -441 -518 -172 -337 50 29 4,577 4,876 11 Cash and cash equivalents as at 1 January 6,122 7,688 Cash and cash equivalents as at 31 December 7,880 6,122 1 Interest relating to financial services business is classified as revenues/cost of sales. Automotive (unaudited supplementary information) 2016 Financial Services (unaudited supplementary 46 information) 2016 2015 5,441 5,147 1,777 1,447 2,787 2,893 -117 -125 283 302 121 2015 -1,566 -758 2 -3,196 -6,498 -396 -387 3,436 5,406 304 253 -5,432 -7,524 -102 -140 20 23 -2,121 -1,917 -1,833 -2,840 6,191 5,913 -118 -264 870 429 -1,160 -773 67 144 140 -823 -122 1 -43 -541 -12 -15 629 -163 60 60 -246 2,295 -283 -1,706 367 -1,997 164 -133 142 11,464 132 11,836 1 -9,844 -10,351 -5,699 9 -5,791 38 -10 6 -2,595 108 1,758 38 77 Other non-cash income and expense items -15 47 Gain/loss on disposal of tangible and intangible assets and marketable securities -4 -144 Result from equity accounted investments -441 -518 Changes in working capital Change in inventories Change in trade receivables Change in trade payables Change in other operating assets and liabilities Income taxes paid -104 -293 -749 298 -93 -566 738 -25 1,229 550 -2,417 85 Change in deferred taxes -6,637 -8,368 Statements for Group and Segments BMW GROUP CASH FLOW STATEMENTS FOR GROUP AND SEGMENTS in € million Group 2016 2015 Net profit 6,910 6,396 Reconciliation between net profit and cash inflow/outflow from operating activities Current tax -3,323 2,670 Other interest and similar income/expenses 131 239 Depreciation and amortisation of other tangible, intangible and investment assets 4,998 4,686 Change in provisions 883 296 Change in leased products -2,526 -3,299 Change in receivables from sales financing 2,751 Change in cash and cash equivalents Interest received 132 Repayment of non-current other financial liabilities Change in current other financial liabilities Change in commercial paper 20 -2,121 23 -1,917 -118 -264 13,974 13,007 -10,374 -8,908 8,952 9,715 -8,443 -8,802 4,135 2,648 -1,632 -498 4,393 5,004 Cash inflow/outflow from financing activities Effect of exchange rate on cash and cash equivalents 17 73 Effect of changes in composition of Group on cash and cash equivalents Proceeds from new non-current other financial liabilities Repayment of bonds Proceeds from the issue of bonds Interest paid Cash inflow/outflow from operating activities 3,173 960 Investment in intangible assets and property, plant and equipment -5,823 -5,889 Proceeds from the disposal of intangible assets and property, plant and equipment 10 38 Expenditure for investments -338 -746 Proceeds from the disposal of investments 142 140 Investments in marketable securities and investment funds -3,592 -6,880 Proceeds from the sale of marketable securities and investment funds 3,740 5,659 Cash inflow/outflow from investing activities -5,863 -7,603 Issue/buy-back of treasury shares Payments into equity Payment of dividend for the previous year Intragroup financing and equity transactions 215 Cash Flow 8,295 -520 6,674 47 6,721 20 -14 -26 20 -40 -171 52 78 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 37,220 1,415 28 -303 -189 41,027 Accumulated other equity Equity Currency translation differences Derivative financial attributable to shareholders Minority Securities instruments of BMWAG interest Total 217 132 -1,337 42,530 234 42,764 -2,102 -2,102 6,863 47 6,910 -303 28 1,415 -189 24 2,027 37,437 -1,904 1 January 2015 Dividends paid Net profit Other comprehensive income for the period after tax Comprehensive income 31 December 2015 Subscribed share capital increase out of Authorised Capital Premium arising on capital increase relating to preferred stock Other changes 31 December 2015 119 120 ↑ Group Financial Statements BMW Group Notes to the Group Financial Statements Accounting Principles and Policies BMW GROUP NOTES TO 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. 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"). note 44 The Board of Management authorised the Group Financial Statements for issue on 14 February 2017. 31 December 2016 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 2016 Net profit 6,369 27 6,396 855 -117 -857 893 855 -117 -857 7,262 27 893 7,289 -1,904 1 22 22 -71 -10 -81 132 24 -1,337 42,530 234 42,764 1 January 2016 Dividends paid 1 8,787 657 -71 Change in provisions Change in leased products Change in receivables from sales financing Change in deferred taxes Other non-cash income and expense items Gain/loss on disposal of tangible and intangible assets and marketable securities Result from equity accounted investments Changes in working capital Change in inventories Change in trade receivables Change in trade payables Change in other operating assets and liabilities Income taxes paid Interest received Cash inflow/outflow from operating activities Investment in intangible assets and property, plant and equipment Proceeds from the disposal of intangible assets and property, plant and equipment Expenditure for investments Proceeds from the disposal of investments Investments in marketable securities and investment funds Proceeds from the sale of marketable securities and investment funds Cash inflow/outflow from investing activities Issue/buy-back of treasury shares Payments into equity Payment of dividend for the previous year Intragroup financing and equity transactions Interest paid Proceeds from the issue of bonds Repayment of bonds 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 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 -521 -7,215 -7,671 -720 -719 4,425 195 3,343 -5,225 -6,130 11,601 10,028 10 18 Cash inflow/outflow from financing activities 21 25 11 842 -1,800 1,687 -424 3,952 5,752 1,359 1,783 4,794 3,952 3,046 39 29 Effect of exchange rate on cash and cash equivalents Change in cash and cash equivalents 29 657 2,027 41,027 -2,102 6,863 -1,329 5,534 20 -14 29 657 2,047 44,445 Note Subscribed capital Capital reserves Revenue reserves 29 656 2,005 35,621 -1,904 6,369 1,012 7,381 22 reserves reserves capital Note Cash and cash equivalents as at 1 January Cash and cash equivalents as at 31 December 117 118 Group Financial Statements → BMW Group Group Statement of Changes in Equity BMW GROUP GROUP STATEMENT OF CHANGES IN EQUITY in € million 1 January 2016 Dividends paid Net profit Effect of changes in composition of Group on cash and cash equivalents Other comprehensive income for the period after tax Comprehensive income 31 December 2016 Premium arising on capital increase relating to preferred stock Other changes 31 December 2016 in € million 1 January 2015 Dividends paid Net profit Other comprehensive income for the period after tax Comprehensive income 31 December 2015 Subscribed share capital increase out of Authorised Capital Premium arising on capital increase relating to preferred stock Other changes 31 December 2015 Subscribed Capital Revenue Subscribed share capital increase out of Authorised Capital → BMW Group Statements Group Financial 28 2,825 2,751 2,502 2,453 144 139 Receivables from sales financing 23 30,228 28,178 Financial assets 24 7,065 6,635 4,862 4,859 Current tax 25 1,938 2,381 1,000 1,240 Other assets 26 5,087 4,693 Trade receivables 453 492 10,611 2,208 1,287 586 Deferred tax 12 2,327 1,945 4,310 4,114 Other assets Non-current assets 26 1,595 21,561 1,568 3,935 28 25 110,343 42,652 40,330 439 386 Inventories 27 11,841 11,071 11,344 4,043 2,705 19,907 Cash and cash equivalents 29 -41 -1,181 Equity attributable to shareholders of BMW AG 29 47,108 42,530 Minority interest Equity Pension provisions 255 47,363 234 42,764 36,624 33,460 30 4,587 3,000 2,911 1,770 83 45 Other provisions 31 5,039 4,621 4,570 Accumulated other equity 41,027 44,445 29 7,880 6,122 4,794 3,952 Current assets 66,864 61,831 46,063 43,022 638 592 Total assets 188,535 2 172,174 83,352 1,077 978 EQUITY AND LIABILITIES Subscribed capital 29 657 657 Capital reserves 29 2,047 2,027 Revenue reserves 88,715 4,141 24 41,865 211 204 1,777 1,447 121 138 -561 -460 37 21 1 1,740 1,426 121 137 -561 -460 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 -73 -49 -528 -389 11 4 1,250 1,177 -1,325 -1,323 -24 -7 -1,006 -1,080 1,216 1,234 -5 Net profit/loss -3 -55 -18 -6 187 42 -109 -89 2,166 1,975 170 211 -772 -664 -57 Financial assets Attributable to minority interest 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 € 48 Property, plant and equipment 20 17,960 17,759 17,566 17,416 365 313 Leased products 21 37,789 34,965 Investments accounted for using the equity method 22 2,546 2,233 2,546 2,233 Other investments 560 428 5,195 5,147 Receivables from sales financing 23 48,032 46 6,899 7,705 7,372 113 114 Group Financial Statements → BMW Group Balance Sheets for Group and Segments at 31 December BMW GROUP BALANCE SHEETS FOR GROUP AND SEGMENTS AT 31 DECEMBER 2016 in € million ASSETS Automotive Attributable to shareholders of BMW AG (unaudited supplementary Group Note 2016 2015 2016 Motorcycles (unaudited supplementary information) 2015 2016 2015 Intangible assets 19 8,157 information) 103 136 Deferred tax 78,841 -121,780 -113,026 ASSETS Intangible assets Property, plant and equipment Leased products Investments accounted for using the equity method Other investments Receivables from sales financing Financial assets Deferred tax Other assets Non-current assets Inventories Trade receivables Receivables from sales financing Financial assets Current tax Other assets Cash and cash equivalents Current assets Total assets EQUITY AND LIABILITIES Subscribed capital Capital reserves Revenue reserves Accumulated other equity Equity attributable to shareholders of BMW AG 11,049 9,948 16,744 15,225 -17,054 82,795 122,029 137,728 -67,305 -65,832 -47,194 5 7 178 158 1 30,228 28,178 1,504 1,354 1,329 44 37 -15,869 894 4,540 3,046 1,359 44,782 40 1,121 1,104 45,379 811 -630 -699 -66,675 -65,133 40,422 35,633 47,046 48,416 5,417 -54,475 77 1,516 702 43,439 72,363 630 41,503 65,912 14,107 24 16,610 24 -630 -699 13,362 27,545 13,071 -67,136 -65,525 30,121 -67,766 -66,224 Pension provisions Other provisions Deferred tax Financial liabilities Other liabilities Non-current provisions and liabilities Other provisions Current tax Financial liabilities Trade payables Other liabilities Current provisions and liabilities 137,728 122,029 82,795 78,841 -121,780 -113,026 Total equity and liabilities 115 116 23,038 27,368 408 49 1,130 353 313 13 6,755 6,158 48 31 28 17,718 16,030 36,328 29,413 23,613 55 601 46,169 38,506 31,471 835 33,495 -4,748 -583 -31,629 -36,960 -4,499 -599 -25,835 -30,933 Minority interest Equity 599 518 3 8 255 223 54,316 30,425 35,749 86,396 90 85 Current tax 32 1,074 1,441 770 810 Financial liabilities Trade payables 33 42,326 42,160 1,481 3,211 35 8,512 7,773 7,483 6,856 303 263 Other liabilities 34 10,198 9,208 20,477 4,398 5,187 5,009 5,879 12 2,795 2,116 740 429 Financial liabilities 33 55,405 49,523 1,942 2,621 Other liabilities 34 20,111 5,357 6,530 5,545 442 401 Non-current provisions and liabilities 73,183 63,819 16,693 14,506 628 582 Other provisions 31 4,559 56 48 Current provisions and liabilities 2015 -7,345 -6,183 3 2 6,585 5,966 -11,223 -10,687 48,032 41,865 221 236 2016 1,780 -583 389 222 263 205 -2,635 3,093 2,469 27,120 22,268 -32,689 -599 -2,596 -27,129 97,306 1,985 Cost of sales 2015 (unaudited supplementary 67,989 65,591 35,398 35,386 449 396 Total equity and liabilities 188,535 172,174 88,715 83,352 1,077 978 information) Financial Services (unaudited supplementary 2016 Other Entities (unaudited supplementary information) 2015 2016 405 424 30 29 45,134 41,148 Eliminations information) 7 21 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. 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 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. 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 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 04 1,255.38 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. 134.28 130.74 1,278.92 123.34 1,274.34 6.97 7.35 7.07 7.34 0.73 0.82 0.74 0.85 1.11 120.25 1,283.86 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. 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. 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. 13.4 13.4 12.0 12.0 12.0 12.0 2015 2016 Financial Services Motorcycles Automotive in % factors: 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 Policies Notes to the Group Financial Statements Accounting Principles and BMW Group Group Financial Statements ↑ 124 123 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. 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. 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. 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. 1.11 1.09 1.06 2015 28 28 178 157 Total Foreign Germany 31 December 2016 31 December 2015 Included for the first time in 2016 No longer included in 2016 Included at Included at The following changes took place in the Group report- ing entity in the financial year 2016: 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. 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 collaborating with Toyota Motor Corporation, Toyota City, to develop a sports car. This collaboration is accounted for as a joint operation. 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. 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. - 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. 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. 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. 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. consolidation principles Group reporting entity and 02 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. 7 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. 7 178 2016 31.12.2015 31.12.2016 Average rate Closing rate Korean Won Japanese Yen Chinese Renminbi British Pound US Dollar ↑ The exchange rates of currencies which have a material impact on the Group Financial Statements were as follows: 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. Foreign currency receivables and payables in the sin- gle entity accounts of BMW AG and subsidiaries are measured on initial recognition using the exchange 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 translation 03 Policies Notes to the Group Financial Statements Accounting Principles and BMW Group Statements Group Financial 122 121 199 21 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. 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. 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. Presentation of Financial Statements IAS 1 Standard/Interpretation EU Date of mandatory application Date of mandatory application IASB IASB Date of issue by (a) Standards and Revised Standards significant for the BMW Group and applied for the first time in the financial year 2016: Financial reporting rules 05 Policies Accounting Principles and Notes to the Group Financial Statements BMW Group Statements Group Financial 130 ↑ 129 note 39 → see in note 39. 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 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. Share-based remuneration programmes which are expect- (Initiative to Improve Disclosure Requirements - Amendments to IAS 1) → see note 45 18.12.2014 1.1.2016 No The following uniform useful lives are applied through- out the BMW Group: 1.1.2019 13.1.2016 12.4.2016 11.9.2015 1.1.2018 28.5.2014 1.1.2018 24.7.2014 EU Date of mandatory application 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 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. 7 (b) Financial reporting pronouncements issued by the IASB that are significant for the BMW Group, but have not yet been applied: 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 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. 1.1.2018 1.1.2018 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. Notes to the Group Financial Statements Accounting Principles and BMW Group Group Financial Statements ↑ 126 125 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. 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. 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. 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. 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". 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". 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. 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. 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. 2 to 25 3 to 21 8 to 50 Other equipment, factory and office equipment Plant and machinery 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. in years 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. 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. - Policies 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. Factory and office buildings, residential buildings, fixed installations in buildings and outside facilities 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 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. 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. 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. 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). 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 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. 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. Policies BMW Group Notes to the Group Financial Statements Accounting Principles and Group Financial Statements ↑ 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. 127 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). 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. 128 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. 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. 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. 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. 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". 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. 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. Tax increases (+)/tax reductions (-) as a result of non-deductible expenses and tax-exempt income Tax expense (+)/benefits (-) for prior years -119 -119 Variances due to different tax rates 2,832 2,967 30.7% 30.7% 9,224 9,665 Expected tax expense Tax rate applicable in Germany Profit before tax 2015 30.7 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: 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). 7 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). 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. 78 Current tax expense includes tax income of €174 mil- lion (2015: tax expenses of €164 million) relating to prior periods. 2016 Effective tax rate -174 Property, plant and equipment Intangible 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: 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. 7 Tax income relating to prior years resulted primarily from adjustments to income tax receivables and pro- visions for prior years. 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. Income Statement → Notes to the 42 BMW Group Notes to the Group Financial Statements 136 135 30.7% 28.5% 2,828 2,755 Actual tax expense -91 3 Other variances Group Financial Statements 30.7 in % 14.9 85 2,670 Deferred tax expense Current tax expense 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: 2015 2016 in € million Taxes on income comprise the following: Income taxes 12 -433 -293 Net interest result -618 -489 Interest and similar expenses -5 -4 thereof to subsidiaries: -423 Leased products -327 2,751 German income tax rate 77 2016 14.9 Municipal trade tax rate 15.8 15.8 surcharge Corporation tax rate including solidarity 2,828 2,755 Income taxes 5.5 5.5 Solidarity surcharge 25 5 carryforwards and tax credits 15.0 15.0 Corporation tax rate thereof relating to tax loss 52 80 differences 2015 thereof relating to temporary Other investments -10,888 Tax loss carryforwards and capital losses 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 Change in deferred taxes recognised directly in equity Deferred tax expense (+)/income (-) recognised through income statement Deferred taxes at 1 January (assets (−)/liabilities (+)) in € million Changes in deferred tax assets and liabilities during the reporting period can be summarised as follows: 7 Deferred taxes recognised directly in equity amounted to €1,812 million (2015: €2,004 million). 137 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 at 31 December (assets (-)/ liabilities (+)) - €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. - Tax loss carryforwards – for the most part usable with- out restriction amounted to €637 million (2015: - 171 2,116 2,795 468 -9,988 -10,888 -9,988 1,945 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. 2016 2015 171 Other interest and similar expenses Profit attributable to preferred stock Profit attributable to common stock Net profit for the year after minority interest Earnings per share 13 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. 7 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. 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. 171 468 253 49 448 -561 -520 724 -72 163 77 85 -87 2,327 -502 -485 12,104 367 467 376 305 20 26 1,977 2,234 10 13 2015 2016 2015 2016 Deferred tax liabilities Deferred tax assets Net Deferred taxes Netting Valuation allowances on tax loss carryforwards and capital losses Eliminations Liabilities Provisions 6,987 Sundry other assets 6,260 5 13,683 12,435 13,700 715 797 3,281 3,481 478 298 2,654 2,760 178 184 4,187 4,966 548 536 2,109 2,861 1,363 1,448 11 17 3 -123 Telematics and roadside assistance benefit liability for pension plans in € million Cost of sales comprises: Cost of sales 07 note 44 5,169 5,164 Total research and development expenditure → see An analysis of revenues by segment and region is shown in the segment information in → note 44. 2016 2,064 development costs New expenditure for capitalised -1,166 -1,222 Amortisation 4,271 4,294 Research and development expenses 92,175 94,163 2,092 2015 Manufacturing costs 43,175 3,067 Other cost of sales 446 583 Average number of common stock shares in circulation 1,325 1,435 Service contracts 1,891 2,165 Warranty expenditure 4,271 4,294 Research and development expenses 1,495 1,638 to financial services business thereof: Interest expense relating 19,449 20,723 business Cost of sales relating to financial services 43,685 Revenues 3,133 3,262 Other income 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. 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. The accounting requirements for lessors, particularly in relation to the requirement to classify leases, will remain largely unchanged. 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. Income Statement Notes to the Policies Notes to the Group Financial Statements Accounting Principles and BMW Group Group Financial Statements ↑ ↑ 132 131 The BMW Group intends to apply the new Standard entirely retrospectively at the adoption date. 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. 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. 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. 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 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. 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). 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". NOTES TO THE INCOME STATEMENT 2,976 06 Revenues by activity comprise the following: 2015 2016 in € million 3,253 3,455 Interest income on loan financing 8,181 9,258 leased to customers Sales of products previously 8,965 9,507 Income from lease instalments 68,643 68,681 Sales of products and related goods 133 Research and development expenditure was as follows: 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). 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). 2015 2016 in € million Revenues -78 Cost of sales 74,043 -267 Sundry operating expenses -76 -28 write-downs Expense for impairment losses and -192 -303 Expense for additions to provisions -454 -241 131 -311 -249 Exchange losses -430 310 Sundry other financial result 914 670 Other operating income -430 Other financial result Other operating expenses -847 -820 Net interest expense on the net defined -72 -84 on other long-term provisions Expense relating to interest impact 185 196 Interest and similar income 19 12 thereof from subsidiaries: 185 196 Other interest and similar income 2015 2016 in € million Net interest result 10 Income from the reversal of impairment losses and expenses for the recognition of impairment losses relate primarily to impairment allowances on receiv- ables. 94 -177 Other operating income and expenses 310 financial instruments 219 196 2015 2016 2015 2016 in € million Other financial result 11 in € million Other operating income and expenses comprise the following items: Other operating income and expenses 09 Income Statement → Notes to the Financial Statements Notes to the Group BMW Group Statements Group Financial 134 Administrative expenses amounted to €3,128 million (2015: €2,875 million) and relate mainly to personnel and IT costs. Selling expenses amounted to €6,030 million (2015: €5,758 million) and comprise mainly marketing, advertising and sales personnel costs. Selling and administrative expenses 08 Income from investments in subsidiaries and participations 75,442 13 Exchange gains Sundry operating income Income (+) and expenses (-) from 173 46 Gains on the disposal of assets -24 -179 Result on investments 27 51 losses and write-downs Income from the reversal of impairment -25 -192 subsidiaries and participations Impairment losses on investments in 172 115 Income from the reversal of provisions 13 thereof from subsidiaries: 323 262 1 Average number of preferred stock shares in circulation The number of employees at the end of the reporting period is disclosed in the Combined Management Report. Dividend per share of common stock Dividend per share of preferred stock *Proposal by management. -155 50,161 Property, plant and equipment 2,253 3 -954 1,587 23 1,600 Advance payments made and construction in progress 3,631 2,672 32 234 22 2,606 Other facilities, factory and office equipment 35,924 1,589 691 1,510 -185 222 1,848 51,789 Leased products Non-current marketable securities 710 2 56 656 Participations 500 56 321 2 233 Investments in non-consolidated subsidiaries 2,546 200 513 2,233 the equity method Investments accounted for using 45,588 15,401 18,339 316 42,334 35,497 Plant and machinery 10,940 34 Disposals Reclassi- fications Additions Translation differences 1.1.20161 in € million Acquisition and manufacturing cost Analysis of changes in Group tangible, intangible and investment assets 2016 18 NOTES TO THE BALANCE SHEET Balance Sheet → Notes to the Financial Statements Notes to the Group BMW Group Statements Group Financial 140 139 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). 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 893 115 31.12.2016 28 Development costs Other intangible assets 231 300 -15 10,458 buildings on third party land Land, titles to land, buildings, including 13,348 1,188 1,495 58 369 11,484 1,130 2,192 -2 12,346 100 2 1,455 369 2,092 10,522 Intangible assets Goodwill 778 28 917 Investments accounted for using 42,266 14,452 18,011 1,738 36,969 Leased products 50,097 1,462 3,680 the equity method 766 Property, plant and equipment 1,597 4 -1,691 1,268 4 2,020 Advance payments made and construction in progress 2,601 215 47,113 1,088 1,293 148 2 Including assets under construction of €1,187 million. 1 Including mergers. 917 64 111 3 867 28 28 656 15 233 64 68 Other investments Non-current marketable securities 641 Participations 68 3 226 Investments in non-consolidated subsidiaries 2,233 34 218 47 2,517 15 1,445 369 9,341 Intangible assets Other intangible assets Goodwill Development costs 31.12.2015 Disposals Reclassi- fications Additions Translation differences 1.1.20151 Acquisition and manufacturing cost in € million Analysis of changes in Group tangible, intangible and investment assets 2015 2 Including assets under construction of €1,760 million. 1 Including first-time consolidation. 1,238 58 377 2 146 Other investments 11,155 2,210 Other facilities, factory and office equipment 35,469 1,168 1,362 1,954 551 32,770 Plant and machinery 10,430 75 295 240 164 9,806 buildings on third party land Land, titles to land, buildings, including 12,345 1,454 152 1,035 369 10,522 883 2,064 15 Basic earnings per share of common stock Basic earnings per share of preferred stock -189 3 thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin 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 Audit of financial statements thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin Other attestation services 2015 2016 Employees year was: 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). 10,870 11,535 in € million 733 802 Social insurance expenses Personnel expenses 1,250 1,152 Pension and welfare expenses The average number of employees during the 115,842 111,905 thereof at 1 1 3 21 2 4 4 5 4 4 15 15 2015 2016 Average number of employees proportionately-consolidated entities thereof at 7,783 7,913 Apprentices and students gaining work experience 214 204 proportionately-consolidated entities 8,887 9,581 Wages and salaries 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: € 3.20 3.50* € 9.72 10.47 € 9.70 10.45 € 54,499,460 601,995,196 601,995,196 54,809,375 number number 529.8 5,839.6 6,289.2 573.7 € million € million 6,369.4 6,862.9 € million 2015 2016 3.52* 23 3.22 financial years. As in the previous year, Fee expense for the Group auditor 15 2015 2016 in € million The income statement includes personnel expenses as follows: Personnel expenses 14 Income Comprehensive Statement of → Notes to the Income Statement Notes to the Financial Statements Notes to the Group BMW Group Statements Group Financial 个个 138 ings per share correspond to basic earnings per share. diluted earn- 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 -192 23 7 1,012 -401 1,413 -1,329 529 -1,858 Remeasurement of the net defined benefit liability for pension plans tax After Deferred taxes Available-for-sale securities tax Before After Deferred taxes Before tax 2015 2016 in € million Deferred taxes on components of other comprehen- sive income are as follows: 893 -189 tax 40 -12 28 Other comprehensive income 765 765 -230 -230 Currency translation foreign operations 75 4 71 14 -29 43 Other comprehensive income from equity accounted investments -842 459 -1,301 1,328 -680 2,008 Financial instruments used for hedging purposes -117 53 -170 Other comprehensive income for the period after tax -119 1,140 Items expected to be reclassified to the income statement in the future -1,329 Items not expected to be reclassified to the income statement in the future -401 529 1,413 -1,858 Remeasurement of the net defined benefit liability for pension plans Deferred taxes 2015 2016 in € million Other comprehensive income for the period after tax comprises the following: Disclosures relating to the statement of total comprehensive income 17 INCOME NOTES TO THE STATEMENT OF COMPREHENSIVE A large part of these amounts relate to public sector grants for the promotion of regional structures and to subsidies received for plant expansions. 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. 16 - 119,688 123,755 The fee expense shown for KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin, relates only to services provided on behalf of BMW AG and its German subsidiaries. 2 1,012 8 Available-for-sale securities 40 765 -230 Currency translation foreign operations 516 -721 71 43 Other comprehensive income from equity accounted investments Deferred taxes 1,318 550 -2,619 1,458 -1,301 2,008 -144 -39 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 -26 79 -170 thereof gains/losses arising in the period under report 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. 164 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. 13,220 380 12,991 486 2015 2016 2015 2016 2015 2016 DriveNow THERE BMW Brilliance in € million 1,240 Dividends received by the Group 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 Total comprehensive income Group Financial Statements 58 52 THERE BMW Brilliance 144 134 -6 -15 -171 1,081 1,061 -4 150 30 47 3 363 22 15 2 1 40 30 -6 -15 -149 1,399 1,328 369 Financial information relating to equity accounted investments is aggregated in the following tables: 144 143 72 77 due later than five years 37 37 due between one and five years 12 12 due within one year Present value of future minimum lease payments 69 97 126 27 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 50 121 21 Leased products 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 (in which the BMW Group has a 50.0% shareholding) offers car-sharing services in major German cities and abroad. 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 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). Investments accounted for using the equity method 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 later than five years 8,445 9,154 between one and five years 8,079 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: DriveNow 2016 2015 2016 1,551 1,925 Carrying amount -376 -414 Eliminations 142 20 102 668 611 1,927 611 2,339 20 15 2,003 1,832 3,853 4,678 Net assets 12 18 1,477 1,562 5,403 Group's interest in net assets 668 10 14 963 Balance at 1 January* 17,128 16,658 in € million 52,915 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 31.12.2016 Credit financing for retail customers in € million lowing: 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. 5,505 due later than five years Provisions and liabilities 33 1,832 3,853 4,678 Non-current financial liabilities Equity 33 365 592 3,841 4,405 Current assets 20 2,003 96 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 209 235 23 32 3,480 3,394 9,256 10,183 Assets RECONCILIATION OF AGGREGATED FINANCIAL INFORMATION 12 18 384 518 4,814 4,835 Current provisions and liabilities 48 73 641 87 Current financial liabilities 1,093 1,044 589 670 Non-current provisions and liabilities 598 525 201 151 32 69 73 due between one and five years 116 76 Investments accounted for using the equity method Leased products 2,233 2,546 34,965 37,789 7,799 2,834 3,306 19 192 7,308 17,960 33,829 1,806 3,403 -119 32,351 2,2532 2 2 Other facilities, factory and office equipment 660 721 1,591 Advance payments made and construction in progress 17,759 Property, plant and equipment 308 157 Investments in non-consolidated subsidiaries Disposals 31.12.2015 31.12.2015 31.12.2014 Reclassi- fications Current year Translation differences 1.1.20151 Carrying amount 134,213 Depreciation and amortisation Other investments Non-current marketable securities 428 560 678 3 192 489 26 26 2 2 Participations 245 226 484 3 76 411 1,951 3,888 214 218 364 364 5 6,351 7,221 4,263 1,130 1,403 3 4,973 181 3 58 797 4,171 1,222 31.12.2016 31.12.2015 31.12.2016 Disposals Reclassi- fications Current year differences 1.1.20161 Translation Carrying amount Depreciation and amortisation 5 923 572 657 9 1,942 Plant and machinery Land, titles to land, buildings, including buildings on third party land 9,593 8,832 27,092 1,566 2 2,865 -100 25,891 5,915 6,154 4,786 26 4 320 -28 4,516 Intangible assets Other intangible assets Development costs Goodwill 7,372 8,157 5,191 1,188 4 535 1,166 4,171 2 460 26 2 Participations 244 245 411 13 Investments in non-consolidated subsidiaries 164 157 27 76 398 12 2 62 Investments accounted for using the equity method 1,088 2,233 Leased products 30,165 34,965 7,301 3,277 232 489 428 408 22 23 Total of future minimum lease payments due within one year 31.12.2015 31.12.2016 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. Intangible assets 19 → Notes to the Balance Sheet BMW Group Notes to the Group Financial Statements Statements Group Financial 142 141 Other investments Non-current marketable securities 3,536 883 238 2,014 Advance payments made and construction in progress 17,182 Property, plant and equipment 77 4,181 Intangible assets Other intangible assets Goodwill Development costs 6,499 7,372 4,973 1,035 1,341 11 319 4,656 657 797 152 175 11 763 364 364 5 5 5,453 6,351 682 62 4,515 5,915 17,759 32,338 1,420 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 1,941 208 204 43 1,902 8,930 9,593 25,876 1,150 2,795 390 23,841 5,625 6,804 1,498 61,602 70,043 Utilised -21 -21 Allocated (+)/reversed (-) 11,071 11,841 96 12 84 Balance at 1 January 1,004 1,000 -19 Raw materials and supplies Inventories 1,157 Work in progress, unbilled contracts Total group basis item basis specific in € million 8,969 9,684 Finished goods and goods for resale recognised on a Allowance for impairment 1,098 -1 -20 Exchange rate impact Allocated (+)/reversed (-) Utilised 83 7 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 2 2 and other changes 2016 36 The impairment allowance on trade receivables devel- oped during the year under report as follows: 31.12.2016 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 Balance at 1 January 8 8 Balance at 1 January 4,693 5,087 thereof current 1,568 78,260 thereof non-current 9 9 6,261 6,682 Allocated (+)/reversed (-) 8 Allocated (+)/reversed (-) 7 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 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 Exchange rate impact and -8 7 8 -8 Utilised 31.12.2015 Other assets 7 -27 → Notes to the Notes to the Group Financial Statements BMW Group Group Financial Statements 150 149 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. Accumulated other equity The proposed distribution was not recognised as a liability in the Group Financial Statements. Distribution of a dividend of €3.50 per share of common stock (€2,107 million). Distribution of a dividend of €3.52 per share of preferred stock (€193 million). 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: Balance Sheet revenue reserves. Revenue reserves 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. Capital reserves 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. 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. 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. 601,995,196 601,995,196 601,995,196 601,995,196 2015 54,809,404 55,114,404 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 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. 144,839 68.3% 67.5% Proportion of total capital Total capital 91,683 97,731 Total financial liabilities 42,160 42,326 Current financial liabilities 49,523 55,405 Non-current financial liabilities 31.7% 32.5% Proportion of total capital 42,530 47,108 of BMW AG Equity attributable to shareholders 31.12.2015 31.12.2016 in € million was as follows: The capital structure at the end of the reporting period 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 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. Shares issued/in circulation at 31 December 43 54,499,544 309,944 84 Less: shares repurchased and re-issued 1-30 days overdue 31.12.2015 31.12.2016 in € million 2,751 2,825 Net carrying amount -96 -57 Allowance for impairment 2,847 2,882 174 Gross carrying amount 28 96 12 84 Balance at 31 December -2 -1 -1 other changes Exchange rate impact and -28 -1 Some trade receivables were overdue for which an impairment allowance was not recognised. Overdue balances are analysed into the following time windows: 128 31-60 days overdue 23 305,029 Shares issued in conjunction with Employee Share Programme 54,809,404 Shares issued/in circulation at 1 January 2016 2015 Common stock 2016 Preferred stock Number of shares issued Number of shares issued Equity 29 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. 195 307 Balance at 31 December 22 64 More than 120 days overdue 15 17 91-120 days overdue 10 29 61-90 days overdue 20 29 1 1,595 828 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). 70,043 78,260 Net carrying amount 13,321 in € million 12,270 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 allowances impairment allowances recognised Notes to the Group 31.12.2015 5,287 Marketable securities and investment funds 344 104 561 966 4,356 4,449 Other debt securities 134 18,924 18,527 32 31.12.2016 due later than five years 12,816 12,574 due between one and five years 5,974 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 Fixed income securities Stocks 24 7 17 2015 in € million Gross carry amount of items with 31.12.2015 31.12.2016 in € million 1,401 467 934 Balance at 31 December 25 -2 Allowance for impairment 27 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 Utilised 223 -25 248 Allocated (+)/reversed (-) and other changes recognised on a specific item basis Exchange rate impact and other changes 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 14,440 on a specific-item basis impairment allowances recognised Total group basis 5,261 Present value of future minimum 734 due within one year 31.12.2016 in € million in € million Other assets comprise: Other assets 26 Allowances for impairment losses on receivables relating to credit card business developed as follows during the year under report: 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. Income tax assets 25 272 287 31.12.2015 -8 280 296 31.12.2015 31.12.2016 Net carrying amount lease payments Gross carrying amount in € million Receivables relating to credit card business comprise the following: Allowances for impairment and credit risk 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. 6,635 -9 2016 Allowance for impairment recognised on a Sundry other assets -8 412 387 Collateral receivables 8 716 422 Receivables from subsidiaries 8 711 779 Expected reimbursement claims 1,036 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 7,065 2,208 Allowance for impairment thereof current 3,669 due later than three months 699 780 due within three months 2,705 in € million Financial assets comprise: Financial assets 24 1,796 1,869 3,657 Unrealised interest income 31.12.2016 in € million 17,128 16,658 127 32 due later than five years The contracted maturities of debt securities are as follows: 5,429 11,572 11,278 due between one and five years 5,348 31.12.2015 Other debt securities Fixed income securities 104 thereof non-current 8,843 9,770 Financial assets 147 145 due within three months Other 133 129 Loans to third parties 287 Credit card receivables 272 3,922 344 due later than three months Debt securities 3,030 4,700 31.12.2016 4,553 Marketable securities and investment funds 5,287 5,261 Derivative instruments 31.12.2015 32 1,922 915 382 30 299 221 1,037 123 55 7,256 2,599 6,254 2,399 Pension provisions 58 2,241 4,093 3,910 33 82 - 33 82 Absolute return funds 274 37 19 11 255 26 Other Money market funds 25 20 25 Real estate 1,532 2,230 37 36 186 507 1,309 1,687 20 5 5 Total with quoted market price thereof mixed funds 192 198 1 1 2 2 189 195 thereof investment grade 577 954 3 3 207 408 367 543 Debt instruments 13,575 14,689 683 734 6,251 6,790 6,641 7,165 thereof non-investment grade 8,345 9,738 383 2016 Total Other United Kingdom Germany COMPONENTS OF PLAN ASSETS in € million Plan assets in Germany, the UK and other countries comprised the following: Depending on the cash flow profile and risk structure of the pension obligations involved, pension plan assets are invested in various investment classes. 7 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. Balance Sheet → Notes to the Notes to the Group Financial Statements BMW Group Group Financial Statements 154 153 -1 3,000 thereof assets thereof pension provision 2,999 3 2,996 -16,930 19,926 2015 (funds without a rating) 2016 2016 422 4,437 5,564 3,525 3,752 thereof investment grade 9,877 11,968 420 458 4,623 6,071 4,834 5,439 Debt instruments 3,371 2,572 224 235 1,340 611 1,807 1,726 Equity instruments 2015 2016 2015 2015 348 178 179 48.6 43.1 28.6 27.8 75.0 79.1 23.4 26.7 66.3 67.3 31.12.2015 31.12.2016 31.12.2015 31.12.2016 31.12.2016 31.12.2015 Other United Kingdom Germany Defined benefit obligation Former employees with vested benefits Pensioners Current employees in € million The defined benefit obligation relates to current employees, former employees with vested benefits and pensioners as follows: 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 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 Employer contributions to plan assets are expected to amount to €1,190 million in the coming year. 17.5 16,930 16.7 5.1 -2,939 increase of 0.75% in % in € million in % 31.12.2015 in € million 31.12.2016 Change in defined benefit obligation In the UK, the sensitivity analysis for the pension level trend also takes account of restrictions due to caps and floors. Pension entitlement trend Average life expectancy Pension level trend Discount rate 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. It is only possible, however, to aggregate sensitivities to a limited extent. Since the change in obligations 7 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. 100.0 100.0 100.0 100.0 100.0 100.0 8.3 3.4 28.0 30.2 4.9 31 December 2015 18,315 958 Absolute return funds 41 27 1 24 9 17 17 Cash and cash equivalents 1,060 1,003 105 123 783 697 172 183 Real estate 207 229 2 2 205 227 thereof non-investment grade 178 527 419 922 376 705 8,153 8,714 7,855 8,643 31 December 3,355 3,626 239 224 1,902 1,924 1,214 1,478 Total without quoted market price 562 432 97 51 183 65 282 316 Other 1,115 1,210 34 46 745 154 154 -529 7,855 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 2,469 1,360 1,597 1,174 521 465 4,587 2,999 thereof pension provision 2,469 1,360 1,597 8,643 1,174 Fair value of plan assets 1,476 20.9 19.2 17.6 0.02 18.4 Mortality Table 2005 G issued by Prof. K. Heubeck (with invalidity rates reduced by 50%) SP2 tables with weightings 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%. 7 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 31.12.2016 31.12.2015 31.12.2016 Other 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 1,384 20.5 521 4,587 Plan assets Total 19,926 -16,930 2,996 557 557 557 -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 -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 the discount factor Gains (-) or losses (+) arising from changes in demographic assumptions Defined benefit obligation 466 REMEASUREMENTS Past service cost 3,000 thereof assets -1 -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 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. 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. The change in the net defined benefit liability for pension plans can be derived as follows: in € million 1 January 2016 EXPENSE/INCOME Current service cost Interest expense (+)/income (−) Gains (-) or losses (+) arising from settlements -12.8 21.3 2.55 123 494 4,603 2 -9 -9 123 -468 591 494 494 4,601 -15,861 20,462 Net defined benefit liability Limitation of the net defined benefit asset to the asset ceiling 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 -9 1 January 2015 325 325 683 Translation differences and other changes 14 14 554 - - -79 79 -540 Pensions and other benefits paid Employee contributions -872 -872 -872 Transfers to fund 1 -429 -429 -429 Gains (-) or losses (+) arising from experience adjustments Changes in the limitation of the net defined benefit asset to the asset ceiling -224 -224 -224 -1,181 -1,181 -1,181 Gains (-) or losses (+) arising from changes in the discount factor Gains (-) or losses (+) arising from changes in demographic assumptions 325 2.43 in € million 4,587 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. 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: 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 United Kingdom Germany United Kingdom Other 31.12.2016 31.12.2015 31.12.2016 31.12.2015 31.12.2016 31.12.2015 1.80 2.51 2.51 3.58 3.70 3.83 1.78 1.60 4,093 thereof assets -40 -40 thereof pension provision 4,587 4,584 -18,315 22,899 31 December 2016 -173 -173 1,166 -1,339 Translation differences and other changes 33 33 676 -643 Pensions and other benefits paid -85 85 Employee contributions -827 -827 -827 Transfers to fund -118 -118 -118 Gains (-) or losses (+) arising from experience adjustments Changes in the limitation of the net defined benefit asset to the asset ceiling -40 4,093 -2,577 decrease of 0.75% increase of 0.25% Weighted average nominal interest rate Weighted average maturity period (in days) in relevant currency (ISO-Code) Issue volume Issuer paper: The following details apply to the commercial 2.8 3.9 KRW 260,000 million fixed Other (in %) 10.3 INR 3,500 million fixed 3.3 3.0 CNY 2,000 million fixed 2.4 3.0 AUD 700 million variable 2.1 4.6 5.0 EUR 380 million 76 -0.32 Advance payments from customers Deferred income Total Maturity later than five years Maturity between one and five years Maturity within one year 31.12.2016 in € million Other liabilities comprise the following items: Other liabilities 34 7.33 91 INR 14,000 million BMW India Financial Services Private Ltd. 0.67 20 USD 2,722 million BMW US Capital, LLC -0.30 13 EUR 350 million 0.37 74 GBP 300 million BMW Malta Finance Ltd. BMW Finance N. V. CAD 1,600 million fixed BMW Canada Inc. 0.9 fixed 1.4 3.0 USD 1,295 million variable 2.9 3.0 NZD 30 million variable 0.7 1.8 GBP 250 million variable 0.0 3.2 EUR 1,500 million variable 1.9 5.0 SEK 1,750 million fixed BMW Finance N. V. 2.1 3.9 NOK 1,650 million fixed 0.4 AUD 130 million Deposits received 3.8 fixed 2.7 CAD 500 million variable 2.3 6.2 USD 8,210 million fixed BMW US Capital, LLC 4.4 3.0 NZD 100 million fixed 0.2 3.0 JPY 30,000 million fixed 1.6 3.0 HKD 834 million fixed 2.0 5.0 GBP 300 million fixed 0.9 6.6 EUR 3,500 million 2.8 Other taxes 2,599 4,238 in € million Deferred income comprises the following items: → Other Disclosures Balance Sheet → Notes to the Financial Statements Notes to the Group BMW Group Statements Group Financial 160 159 13,767 231 4,328 9,208 4,478 10 176 4,292 89 1 17 71 86 86 107 Deferred income relating to service contracts 107 Deferred income from lease financing Other deferred income 1,474 4,412 within one year Total within one year Total thereof due thereof due 31.12.2015 31.12.2016 7,773 8,512 Trade payables Maturity later than five years 7,701 72 Maturity between one and five years 8,512 Maturity within one year 31.12.2015 31.12.2016 in Mio. € Trade payables have the following maturities: Trade payables 35 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. 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. Deferred income Grants 3.7 1,080 871 10,198 4,816 10 147 4,659 92 21 71 Other liabilities Other Social security 99 99 Payables to subsidiaries 615 615 Payables to other companies in which an investment is held 807 807 893 387 501 977 130 847 7,256 419 4,923 1,080 434 in € million 5 374 492 802 121 681 6,254 215 3,640 2,399 Total Maturity later than five years Maturity between one and five years one year Maturity within 31.12.2015 accounts. Sundry other liabilities include mainly bonuses for services already performed as well as sales promotions, commission payable and credit balances on customers' Other liabilities Other Social security Payables to subsidiaries Payables to other companies in which an investment is held Other taxes Deposits received Advance payments from customers Deferred income 15,555 JPY 49,100 million fixed 1.9 -4,111 58 5,862 74 9,630 Other provisions 1,394 2,200 -283 -362 6 938 21 1,880 Other obligations 2,824 6,527 -289 -2,313 51 3,219 48 5,811 expenses Obligations for ongoing operational 1,661 2,191 -595 -23 10,918 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. 16,474 9,709 6,765 Asset backed financing transactions 44,421 9,683 25,496 9,242 Bonds Total Maturity later than five years Maturity between one and five years one year in € million 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. 5,879 Liabilities to banks -1,436 1,705 134 0.7 165 increase of 0.25% -3.2 -633 -3.7 -854 decrease of 1 year 3.2 632 3.7 853 increase of 1 year -3.1 -610 -3.1 -713 decrease of 0.25% 3.3 655 3.3 747 16.3 3,253 17.6 4,031 0.7 1 decrease of 0.25% -0.7 5 1,939 expenses Obligations for personnel and social thereof due 31.12.2016 within one year Reversed Utilised Reversal of discounting Additions differences 1.1.2016 Translation in € million Balance Sheet Other provisions changed during the year as follows: Other provisions 31 → Notes to the Financial Statements Notes to the Group BMW Group Statements Group Financial 156 155 -0.6 -128 -158 -12.9 10,251 644 0.1 2.2 EUR 6,101 million variable (in %) Weighted average nominal interest rate maturity period (in years) Weighted average Issue volume in relevant currency (ISO-Code) Interest Balance Sheet → Notes to the Issuer Notes to the Group Financial Statements Bonds comprise: 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 8,234 41,289 42,160 Financial liabilities 1,539 variable 586 GBP 67 million 0.7 4.1 HKD 1,093 million fixed 2.5 5.2 GBP 2,700 million fixed 2.0 7.2 EUR 15,214 million fixed 4.2 3.0 CNH 300 million fixed 1.8 6.0 CHF 300 million fixed 4.0 5.4 AUD 690 million fixed 0.0 3.0 SEK 1,950 million variable 1.0 3,997 325 4,550 Maturity within 31.12.2015 in € million 97,731 11,261 44,144 42,326 1,249 622 130 497 Financial liabilities Other 3,331 179 1,496 1,656 Derivative instruments 3,852 3,852 Commercial paper 13,512 133 3,316 10,063 Liabilities from customer deposits (banking) 14,892 one year 628 Maturity between one and five years Total 107 2,245 2,198 Other Derivative instruments 5,415 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 10,124 Bonds Maturity later than five years 1,397 30 9,938 Receivables from companies in which an investment is held Collateral receivables Other Total LIABILITIES Financial liabilities Bonds Liabilities to banks Liabilities from customer deposits (banking) Commercial paper Asset backed financing transactions Derivative instruments Cash flow hedges Receivables from subsidiaries Fair value hedges Other Trade payables Other liabilities Payables to subsidiaries Payables to other companies in which an investment is held Other Total 163 164 Group Financial Statements BMW Group Notes to the Group Financial Statements → Other Disclosures 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 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. Other derivative instruments in € million Other assets Cash and cash equivalents 563 767 1,452 1,249 8,512 1,539 7,773 99 86 615 107 5,535 5,075 109,161 Trade receivables 100,174 4,550 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 3,331 870 Receivables from sales financing Liabilities to banks 13,631 ISO Code EUR USD GBP JPY CNY -0.23 1.21 0.60 -0.20 2.94 -0.20 13,611 1.18 0.02 3.77 0.08 1.98 0.87 0.08 4.44 0.67 2.37 1.25 0.23 4.85 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. 0.55 Bonds 16,474 13,509 Liabilities from customer deposits (banking) Asset-backed financing transactions Fair value measurement of financial instruments The following interest rate structures were used to discount financial instruments at 31 December 2016: in % Interest rate for six months Interest rate for one year Interest rate for five years Interest rate for ten years 31.12.2016 31.12.2015 Fair value Carrying amount Fair value Carrying amount 16,556 81,621 72,309 70,043 45,140 44,421 40,701 40,319 14,942 14,892 12,783 12,720 13,545 13,512 13,543 78,260 Commodity derivatives were measured on the basis of the following quoted market prices: 2,535 13,631 31.12.2016 31.12.2015 Cash funds Loans and receivables 31.12.2016 31.12.2015 31.12.2016 534 402 78,260 70,043 100 5,287 31.12.2015 5,161 133 287 272 145 147 7,880 6,122 2,825 2,751 Receivables from subsidiaries 422 716 Receivables from companies in which an investment is held 129 1,217 Available for sale Trade receivables 2,217 Purchase commitments for intangible assets 1,363 757 161 162 Group Financial Statements BMW Group Notes to the Group Financial Statements → Other Disclosures 37 Financial instruments Other assets The carrying amounts of financial instruments are assigned to IAS 39 categories and cash funds as fol- lows:* 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 in € million 1,694 893 287 Fair value option 31.12.2016 Other liabilities 31.12.2015 31.12.2016 26 26 26 26 Held for trading 31.12.2015 31.12.2016 31.12.2015 *The carrying amounts of cash flow and fair value hedges are allocated to the category "Held for trading" for the sake of clarity. 1,758 949 1,215 1,006 3,922 3,030 44,421 40,319 14,892 12,720 13,512 13,509 3,852 5,415 16,474 830 1,194 Collateral receivables Total Payables to other companies in which an investment is held 314 100 98 Other 1,124 1,050 Total 8,167 6,436 84,409 76,105 5,921 5,661 Other 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 Other liabilities Payables to subsidiaries Financial liabilities Raw material 31.12.2016 31.12.2015 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. 168 Group Financial Statements BMW Group Notes to the Group Financial Statements 31.12.2016 31.12.2015 → Other Disclosures 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. → see notes 23,24 and 28 → see note 4 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. A concentration of credit risk with particular borrow- ers or groups of borrowers has not been identified in conjunction with financial instruments. 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 Credit risk 31.12.2016 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). 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 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. Net interest expenses from interest rate and interest rate/currency swaps amounted to €120 million (2015: €22 million). 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. 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. Cash flow hedges The impact of cash flow hedges on accumulated other equity is analysed as follows: in € million 2016 2015 Balance at 1 January -1,337 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 -480 1,415 -857 thereof reclassified to the income statement Balance at 31 December 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. Total changes during the year 32 Maturity within Maturity between one and five years 3,853 72 52,913 178 46,957 601 851 11,568 111,438 31.12.2015 Maturity within Maturity between in € million one year 3,853 one and five years Total Bonds 10,774 24,241 7,230 42,245 Asset backed financing transactions 5,195 8,849 14,044 Liabilities to banks 9,464 3,485 Maturity later than five years one year Total Commercial paper Maturity later than five years Total Bonds 9,954 26,766 10,089 46,809 Asset backed financing transactions 7,161 17,099 Liabilities to banks 11,238 4,234 Other financial liabilities 558 Liabilities from customer deposits (banking) 10,140 3,446 133 13,719 Trade payables 8,512 8,512 Derivative instruments 1,983 2,395 187 4,565 16,030 586 -77 -38 Interest rate risks Currency risks Raw materials price risks 1,933 1,842 147 1,402 1,479 450 31.12.2015 Level hierarchy in accordance with IFRS 13 Level 1 5,259 Derivative instruments (liabilities) 244 1,939 1,086 5 1,352 2,136 1,062 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 Level 2 Group Financial Statements Raw materials price risks Interest rate risks 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 are 1. measured at their fair values in an active market for identical financial instruments (Level 1), 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 Currency risks Level 2 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 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) Marketable securities, investment funds and collateral assets - available-for-sale BMW Group Notes to the Group Financial Statements → Other Disclosures Offsetting of financial instruments 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 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) -155 129 Net income from participations and investments 13 1 Accumulated other equity Balance at 1 January 24 141 Total change during the year Gains/losses on investments measured at fair value through profit and loss 28 thereof recognised in the income statement during the period under report -39 -144 Balance at 31 December 52 24 Loans and receivables Impairment losses/reversals of impairment losses Other income/expenses Other liabilities Income/expenses -210 -345 -117 Fair value option -717 1,265 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: in € million 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 31.12.2015 Reported on assets side Reported on equity and liabilities side 3,922 3,331 3,030 4,550 -1,169 -1,169 -1,285 -1,285 2,753 2,162 1,745 3,265 2016 2015 Gains/losses from the use of derivative instruments 3,141 Purchase commitments for property plant and equipment Level 1 31.12.2016 Euro/Japanese Yen Euro/Korean Won Euro/British Pound 1,162 1,510 1,985 1,926 5,396 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. 4,785 3,319 9,973 Euro/Chinese Renminbi 31.12.2015 31.12.2016 Euro/US Dollar in € million 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: 4,770 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 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. in € million Currency risk for the BMW Group is concentrated on 68 70 99 30 86 134 48 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: 278 249 31.12.2015 31.12.2016 Euro/Japanese Yen Euro/Korean Won Euro/British Pound Euro/US Dollar Euro/Chinese Renminbi 163 At 31 December 2016, derivative financial instruments, mostly in the form of forward currency contracts, were in place. 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. Currency risks Other financial liabilities Total Commercial paper 6,104 174 3,366 2,564 Derivative instruments 7,773 5,416 72 Trade payables 13,928 133 3,990 9,805 Liabilities from customer deposits (banking) 13,354 405 7,701 5,416 261 51,180 372 Further information is provided in the "Report on Outlook, Risks and Opportunities" section of the Combined Management Report. 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. 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. The principal market risks to which the BMW Group is exposed are currency risk, interest rate risk and raw materials price risk. Market risks BMW Group Notes to the Group Financial Statements → Other Disclosures Group Financial Statements 170 169 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. These refinancing activities are underpinned by the longstanding long- and short-term ratings issued by Moody's and Standard & Poor's. 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. 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 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). 104,067 8,512 44,375 1,203 570 the currencies referred to above. 31.12.2015 10,467 1,003 in € million 306 Contingent liabilities 213 474 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 67 31.12.2015 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 in € million 31.12.2016 31.12.2015 541 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. The following obligations also existed for the BMW Group at the end of the reporting period: Other financial obligations 2,190 816 895 1,102 2,444 371 447 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. due between one and five years due later than five years 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. 174 in € million Events after the end of the reporting period 43 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: Compensation of members of the Board of Management and Supervisory Board 173 42 Group Financial Statements 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. 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. 41 Shareholdings of members of the Board of Management and Supervisory Board 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. The total remuneration of former members of the Board of Management and their dependants amount- ed to €6.5 million (2015: €8.0 million). 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. 2016 BMW Group 2015 Compensation to members of the Board of Management 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. 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. 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). 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. SEGMENT INFORMATION 175 Group Financial Statements BMW Group Notes to the Group Financial Statements → Segment Information Segment information by operating segment is as follows: in € million Automotive Motorcycles 2016 2015 2016 Financial Services 2015 176 The Board of Management and the Supervisory Board of Bayerische Motoren Werke Aktiengesellschaft have 39.9 thereof due within one year 37.6 35.9 Fixed remuneration 7.8 7.7 Variable remuneration 29.0 27.1 Share-based remuneration component 0.8 1.1 Allocation to pension provisions 2.8 2.6 43.3 Benefits in conjunction with the 1.1 Compensation to members of the Supervisory Board 5.4 5.1 Fixed compensation and attendance fees 2.0 2.0 Variable compensation 3.4 3.1 Total expense 46.9 43.6 termination of an employment relationship Declaration with respect to the Corporate Governance Code 3,546 Further details on the remuneration of the Board of Management are provided in the Compensation Report for the financial year 2016. 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 2016 2015 2016 2015 at 31 December at 31 December Payables Receivables 2016 2015 29 UnternehmerTUM GmbH 50 312 3,617 22,554 22,818 64 37 1,331 2,476 SOLARWATT GmbH 309 received 287 1 7 ALTANA AG 2,690 2,764 458 324 2015 337 3 40 Supplies and services Supplies and services performed 2016 2015 2016 2015 at 31 December 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. DELTON 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. 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. 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 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. 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. 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. 2015 BMW Brilliance Automotive Ltd. THERE Holding B.V. 2016 5,316 in € thousand Seen from the BMW Group's perspective, the transac- tions of BMW Group companies with the above-men- tioned entities were as follows: 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. contracts. 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 7 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. 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. Business relationships of the BMW Group with other associated companies and joint ventures as well as with non-consolidated subsidiaries are small in scale. 2016 3 7 58 107 615 892 1,215 43 50 4,815 9 2015 25,681 BY OPERATING SEGMENT 31.12.2016 31.12.2015 96,423 92,238 7,432 7,132 Total liabilities - Financial Services segment 126,679 112,081 Non-operating assets - Automotive and Motorcycles segments 45,923 41,932 Reconciliation of segment assets Total for reportable segments Non-operating assets - Other Entities segment Liabilities of Automotive not subject to interest 33,858 31,817 Elimination of inter-segment items -121,780 -113,026 Total Group assets 188,535 172,174 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 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. 179 Information by region in € million and Motorcycles segments External revenues in € million 8,112 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 10,218 10,204 219 -316 -772 -664 Group profit before tax 9,665 9,224 Reconciliation of capital expenditure 8,195 Total for reportable segments 29,573 Elimination of inter-segment items -6,756 -5,672 Total Group capital expenditure on non-current assets 24,162 23,901 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 14,383 13,314 -6,271 -5,119 30,918 2016 Non-current assets 2015 261 121 Eliminations -7,345 -6,183 Group 94,163 92,175 63,906 60,096 180 Group Financial Statements BMW Group Notes to the Group Financial Statements 3,210 → List of Investments LIST OF INVESTMENTS AT 31 DECEMBER 2016 45 List of investments at 31 December 2016 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 ¬ 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 BMW Bank GmbH, Munich³ BMW Finanz Verwaltungs GmbH, Munich BMW Verwaltungs GmbH, Munich 3, 6 at 31 December 2016 3,251 Other regions 2,053 2016 2015 Germany 13,776 13,394 29,741 28,786 China 16,619 15,856 23 23 USA 16,000 18,155 23,249 21,000 2,628 3,361 3,507 Rest of the Americas 1,197 1,439 in € million 9,582 Rest of Asia 13,099 13,910 28,617 30,544 Rest of Europe 10,466 SEGMENT INFORMATION Segment figures can be reconciled to the correspond- ing Group figures as follows: 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). 114 92 25,105 23,689 Depreciation and amortisation on non-current assets 4,702 4,559 75 69 9,606 8,686 in € million Automotive Motorcycles 5,792 Financial Services 31.12.2015 31.12.2016 31.12.2015 31.12.2016 31.12.2015 Segment assets 9,411 10,024 600 557 11,049 9,948 Investments accounted for using the equity method 2,546 31.12.2016 2,233 5,699 518 External revenues 67,977 68,045 2,062 1,984 24,122 22,144 Inter-segment revenues 18,447 17,491 7 6 1,559 1,595 Capital expenditure on non-current assets Total revenues 86,424 85,536 2,069 1,990 Payables 23,739 7,695 7,836 187 182 2,166 1,975 Result from equity accounted investments 441 Segment result Other Entities 2016 2015 Group 31.12.2016 31.12.2015 31.12.2016 31.12.2015 31.12.2016 31.12.2015 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 75,363 71,709 Reconciliation to Group figures 92,112 188,535 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 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. 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). 79,936 Other Entities 8,195 518 23,901 Reconciliation to Group figures 2016 Group 2015 2015 2016 2 2 94,163 92,175 4 55 -20,017 -19,097 6 7 -20,017 24,162 8,112 -5,119 -6,271 -5,672 -6,756 9,224 The information disclosed for capital expenditure and depreciation and amortisation relates to non-current property, plant and equipment, intangible assets and leased products. 9,665 441 -553 211 170 92,175 94,163 -19,097 -980 Receivables at 31 December 475 2015 1,366 BMW Malta Finance Ltd., Floriana 100 73 1,541 BMW Malta Ltd., Floriana 100 267 2,502 BMW Österreich Holding GmbH, Steyr 100 7,898 100 1,180 14,696 BMW International Holding B.V., Rijswijk11 BMW Holding B.V., The Hague 48 100 BMW Motoren GmbH, Steyr 948 100 136 723 BMW (UK) Manufacturing Ltd., Farnborough 100 460 749 BMW (UK) Holdings Ltd., Farnborough Europe 13 100 775 BMW España Finance S. L., Madrid 100 282 881 BMW Financial Services (GB) Ltd., Farnborough 100 179 14 BMW Hams Hall Motoren GmbH, Munich 4,5,6 51 100 5,794 Capital invest- ment in % Profit/loss in € million in € million Equity FOREIGN² BAVARIA-LLOYD Reisebüro GmbH, Munich Bavaria Wirtschaftsagentur GmbH, Munich 3, 5, 6 LARGUS Grundstücks-Verwaltungsgesellschaft mbH, Munich Bürohaus Petuelring GmbH, Munich Parkhaus Oberwiesenfeld GmbH, Munich BMW Vertriebszentren Verwaltungs GmbH, Munich BMW Anlagen Verwaltungs GmbH, Munich 3,6 BMW Vermögensverwaltungs GmbH, Munich BMW Fahrzeugtechnik GmbH, Eisenach 3, 5, 6 Rolls-Royce Motor Cars GmbH, Munich 4, 5, 6 Alphabet Fuhrparkmanagement GmbH, Munich Alphabet International GmbH, Munich 4, 5, 6 .5 100 3,558 100 100 100 100 100 100 100 100 100 100 100 100 100 100 153 100 325 100 1,988 100 2016 BMW M GmbH Gesellschaft für individuelle Automobile, Munich 3, 5, 6 532 14 12 171 in € million Euro* US Dollar British Pound 33 Japanese Yen 31.12.2016 31.12.2015 28,063 25,772 14,340 10,742 5,708 4,220 *Previous year's figures adjusted. 3,124 16 244 MITEC Mikroelektronik Mikrotechnik Informatik GmbH, Munich 4,6 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: in € million 186 Euro* British Pound Chinese Renminbi Japanese Yen * Previous year's figures adjusted. 31.12.2016 31.12.2015 545 449 US Dollar 1,006 Chinese Renminbi 536 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 38 Related party relationship 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 571 Cash flow at risk 31.12.2016 31.12.2015 135 155 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. Supplies and services received Notes to the Group Financial Statements → Other Disclosures BMW Group 7 Group Financial Statements 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. Raw materials price risk 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. in € million Raw materials price exposures 31.12.2016 31.12.2015 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: 3,720 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. 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. 172 The risk at each reporting date for the following finan- 3,150 cial year was as follows: 100 100 100 100 100 100 BMW Automobile Distributors (Pty) Ltd., Midrand BPF Midrand Property Holdings (Pty) Ltd., Midrand Multisource Properties (Pty) Ltd., Midrand 100 100 Africa 100 BMW i Ventures, LLC, Wilmington, Delaware 100 100 100 Toluca Planta de Automoviles, S.A. de C.V., Mexico City MINI Business Innovation, LLC, Wilmington, Delaware Reach Now, LLC, Wilmington, Delaware 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 Experience Centre Inc., Richmond Hill, Ontario 217-07 Northern Boulevard Corporation, Wilmington, Delaware Asia The Americas 100 BMW Finance (United Arab Emirates) Ltd., Dubai Statement on Corporate Governance BMW Financial Services Singapore Pte Ltd., Singapore 90 Joint ventures - equity accounted Companies → 63 BMW AG's associated companies, joint ventures and joint operations at 31 December 2016 at 31 December 2016 → List of Investments BMW Group Notes to the Group Financial Statements Statements Group Financial 186 BMW Financial Services Hong Kong Limited, Hong Kong 185 100 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 BMW India Leasing Pvt. Ltd., Gurgaon 49 100 100 100 100 John Cooper Works Ltd., Farnborough 100 100 100 100 100 100 100 DOMESTIC 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 STATEMENT ON 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, 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). 000 BMW Leasing, Moscow 100 Park-line Aqua B.V., 's-Gravenhage 100 100 60 100 100 U.T.E. Alphabet España-Bujarkay, Sevilla Parkmobile Suisse SA, Bulle Parkmobile Software BV, Amsterdam Parkmobile Limited, Basingstoke Parkmobile Licenses B.V., Amsterdam Parkmobile Hellas SA, Athens Parkmobile Group Holding BV, Amsterdam 100 Parkmobile Group BV, Amsterdam 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 100 →Information on the Company's DriveNow GmbH & Co. KG, Munich³ Equity 16.9 18.6 9.1 11.8 1.7 0.9 2.7 2.6 1.2 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. 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 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. 10 Significant influence. 1.1 3.3 0.3 3.6 Carbon, Inc., Wilmington, Delaware ChargePoint, Inc., Wilmington, Delaware Desktop Metal, Inc., Wilmington, Delaware Life360, Inc., Dover, Delaware Nauto, Inc., Dover, Delaware Rever Moto, Inc., Wilmington, Delaware RideCell, Inc., Wilmington, Delaware Scoop Technologies, Inc., Wilmington, Delaware Srividya Tech, Inc., Wilmington, Delaware ¹¹Exemption pursuant to Article 2:403 of the Civil Code of the Netherlands applied. striVB Labs., Inc., Camden, Delaware Zendrive, Inc., Dover, Delaware ZIRX Technologies, Inc., Dover, Delaware Moovit App Global Ltd., St. Ness Ziona 1 The amounts shown for the German subsidiaries correspond to the annual financial statements drawn up in accordance with German accounting requirements (HGB). 1.5 12.0 6.7 10.6 1.1 Turo, Inc., Dover, Delaware Parkopedia Ltd., Birmingham 12 First-time consolidation. 187 → Page 198 Composition and Work Procedures of the Supervisory Board of BMW AG and its Committees → Page 204 → Page 205 Disclosures pursuant to the Act on Equal Gender Participation Information on Corporate Governance Practices Applied beyond Mandatory Requirements →Page 207 Compliance in the BMW Group →Page 212 Compensation Report → Page 223 Responsibility Statement by the Company's Legal Representatives →Page 224 BMW Group Auditor's Report 4 4 Corporate Governance Company's Govern- ing Constitution Board of Management Supervisory Board Compliance Compensation Report 190 Composition and Work Procedures of the Board of Management of BMW AG and its Committees Members of the Supervisory Board → Page 196 → Page 193 188 Group Financial Statements BMW Group Notes to the Group Financial Statements → List of Investments at 31 December 2016 Munich, 14 February 2017 Bayerische Motoren Werke Aktiengesellschaft 13 First-time consolidation in the financial year 2016: BMW Leasing (GB) Ltd., Farnborough. The Board of Management Milagros Caiña Carreiro-Andree Markus Duesmann Klaus Fröhlich Dr. Nicolas Peter Dr. Ian Robertson (HonDSc) Peter Schwarzenbauer Oliver Zipse CORPORATE GOVERNANCE → 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 → Page 192 Harald Krüger DriveNow Verwaltungs GmbH, Munich JustPark Parking Limited, London Chargemaster Plc., Luton PDB-Partnership for Dummy Technology and Biomechanics GbR, Gaimersheim FOREIGN¹ 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 Parkmobile International Holding BV, Utrecht 10 Mini Urban X Accelerator SPV, LLC, Wilmington, Delaware Bavarian & Co. Ltd., Incheon 4,678 1,061 Constitution 50 2,003 33 Governing 10 49 Abgaszentrum der Automobilindustrie GbR, Weissach The Retail Performance Company GmbH, Munich Digital Energy Solutions GmbH & Co. KG, Munich Encory GmbH, Unterschleißheim in € million Profit/loss in € million Capital invest- ment in % 38 -2 50 50 FOREIGN BMW Brilliance Automotive Ltd., Shenyang 49 Associated companies - equity accounted THERE Holding B.V., Amsterdam³ Joint operations - proportionately-consolidated entities DOMESTIC SGL Automotive Carbon Fibers GmbH & Co. KG, Munich SGL Automotive Carbon Fibers Verwaltungs GmbH, Munich³ FOREIGN SGL Automotive Carbon Fibers, LLC, Dover, Delaware Not equity accounted or proportionately-consolidated entities DOMESTIC¹ FOREIGN Gios Holding B.V., Oss 44 49 RA Rohstoffallianz GmbH i.L., Berlin Racer Benchmark Group GmbH, Landsberg am Lech SGL Carbon SE, Wiesbaden Equity in € million Profit/loss in € million Capital invest- ment in % 4.6 3.1 16.7 18.9 9.8 16.7 6.2 10.5 9.1 18.3 FOREIGN7 Joblinge gemeinnützige AG München, Munich Joblinge gemeinnützige AG Leipzig, Leipzig Joblinge gemeinnützige AG Berlin, Berlin IVM Industrie-Verband Motorrad GmbH & Co. Dienstleistungs KG, Essen 50 50 50 25 20 40 40 50 30 2 25 46 20 BMW AG's participations at 31 December 2016 → 64 Companies DOMESTIC Deutsches Forschungszentrum für Künstliche Intelligenz GmbH, Kaiserslautern GSB Sonderabfall-Entsorgung Bayern GmbH, Baar-Ebenhausen Hubject GmbH, Berlin 18 43 100 BMW i Ventures B.V., 's-Gravenhage BMW Portugal Lda., Porto Salvo Alphabet Italia Fleet Management S.p.A., Rome BMW Amsterdam B.V., Amsterdam BMW Renting (Portugal) Lda., Porto Salvo BMW Automotive (Ireland) Ltd., Dublin Park Lane Ltd., Farnborough BMW Services Belgium N.V., Bornem BMW Roma S.r.l., Rome BMW Financial Services Polska Sp. z o.o., Warsaw 12 BMW Distribution S.A.S., Montigny-le-Bretonneux BMW Danmark A/S, Copenhagen BMW Nederland B.V., Rijswijk 100 100 100 100 100 100 100 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 100 100 100 100 100 100 100 100 100 100 100 100 100 BMW Retail Nederland B.V., Delft 100 100 100 100 100 BMW Hellas Trade of Cars A.E., Kifissia 100 100 100 100 100 100 100 100 100 100 100 The Americas BMW (US) Holding Corp., Wilmington, Delaware 100 2,339 100 BMW Bank of North America, Inc., Salt Lake City, Utah 1,545 148 100 BMW Manufacturing Co., LLC, Wilmington, Delaware 1,429 289 100 667 100 100 100 100 100 182 Group Financial Statements BMW Group Notes to the Group Financial Statements → List of Investments at 31 December 2016 BMW Den Haag B.V., The Hague 100 Oy BMW Suomi AB, Helsinki BMW Milano S.r.I., San Donato Milanese Alphabet Luxembourg S.A., Leudelange Société Nouvelle WATT Automobiles SARL, Rueil-Malmaison BMW (UK) Investments Ltd., Farnborough BMW (UK) Capital plc, Farnborough Riley Motors Ltd., Farnborough BMW Central Pension Trustees Ltd., Farnborough Triumph Motor Company Ltd., Farnborough BLMC Ltd., Farnborough BMW Madrid S.L., Madrid Financial Services Vehicle Trust, Wilmington, Delaware 100 100 100 BMW Belgium Luxembourg S.A./N.V., Bornem 277 21 100 BMW (UK) Ltd., Farnborough 213 65 100 ALPHABET (GB) Ltd., Farnborough 202 36 100 BMW Financial Services Scandinavia AB, Sollentuna 180 12 Rolls-Royce Motor Cars Ltd., Farnborough 136 16 24 302 100 35 181 BMW (Schweiz) AG, Dielsdorf BMW Coordination Center V.o.F., Bornem BMW France, Montigny-le-Bretonneux BMW Finance S.N.C., Guyancourt BMW Italia S. p.A., San Donato Milanese BMW Iberica S.A., Madrid 719 49 Alphabet Nederland B.V., Breda 11 49 592 100 374 39 100 364 40 100 345 100 135 59 BMW Finance N.V., The Hague APD Industries plc, Farnborough BMW Financial Services Belgium S.A./N.V., Bornem BMW Austria Ges.m.b.H., Salzburg Alphabet UK Ltd., Glasgow Bavaria Reinsurance Malta Ltd., Floriana BMW Vertriebs GmbH, Salzburg BMW Bank OOO, Moscow BMW Finanzdienstleistungen (Schweiz) AG, Dielsdorf Swindon Pressings Ltd., Farnborough BMW Austria Bank GmbH, Salzburg BMW Sverige AB, Stockholm BMW Norge AS, Fornebu Alphabet España Fleet Management S.A.U., Madrid BMW Services Ltd., Farnborough BMW Financial Services B.V., Rijswijk Alphabet France Fleet Management S.N.C., Rueil-Malmaison Alphabet France SAS, Rueil-Malmaison 103 60 100 BMW Financial Services (Ireland) DAC, Dublin 100 100 104 134 26900 100 100 100 8 100 BMW Austria Leasing GmbH, Salzburg 123 156 7 BMW Russland Trading 000, Moscow 119 94 100 Alphabet Belgium Long Term Rental NV, Aartselaar 112 21 100 BMW International Investment B.V., 's-Gravenhage 100 1,007 -49 100 100 51 100 100 74 100 100 100 100 100 100 100 100 100 BMW Australia Finance Ltd., Mulgrave 394 -12 100 BMW Australia Ltd., Melbourne 100 100 100 287 Oceania 987 154 58 535 160 100 384 66 194 100 54 100 310 151 100 196 20 108 83 320 20 100 BMW Financial Services New Zealand Ltd., Auckland Equity in € million Profit/loss in € million Capital invest- ment in % 100 100 100 100 PM Parking Ventures GmbH, Munich 100 FOREIGN7 Europe Alphabet Insurance Services Polska Sp. z o.o., Warsaw BMW (GB) Ltd., Farnborough BMW (P+A) Ltd., Farnborough BMW (UK) Pensions Services Ltd., Hams Hall BMW Car Club Ltd., Farnborough BMW Drivers Club Ltd., Farnborough BMW Group Benefit Trust Ltd., Farnborough 100 BMW Osaka Corp., Osaka ParkNow GmbH, Munich Bavaria Betriebs-Gastronomie GmbH, Munich4 100 BMW New Zealand Ltd., Auckland 100 BMW Sydney Pty. Ltd., Sydney 100 BMW Melbourne Pty. Ltd., Melbourne 100 183 184 BMW Car IT GmbH, Munich4 BMW AG's non-consolidated companies at 31 December 2016 Group Financial Statements BMW Group Notes to the Group Financial Statements → List of Investments at 31 December 2016 Companies DOMESTIC7 Alphabet Fleetservices GmbH, Munich Automag GmbH, Munich → 62 BMW Holding Malaysia Sdn Bhd, Kuala Lumpur 107 BMW Lease (Malaysia) Sdn Bhd, Kuala Lumpur 100 100 100 100 BMW of Manhattan, Inc., Wilmington, Delaware BMW Leasing do Brasil, S.A., São Paulo BMW Insurance Agency, Inc., Wilmington, Delaware BMW Leasing de Mexico S.A. de C.V., Mexico City BMW Acquisitions Ltda., São Paulo 100 Rolls-Royce Motor Cars NA, LLC, Wilmington, Delaware SB Acquisitions, LLC, Wilmington, Delaware BMW Extended Service Corporation, 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 2 Inc., Richmond Hill, Ontario BMW Receivables Limited Partnership, Richmond Hill, Ontario BMW Receivables 1 Inc., Richmond Hill, Ontario BMW Canada Inc., Richmond Hill, Ontario BMW Consolidation Services Co., LLC, Wilmington, Delaware 100 100 -31 BMW of North America, LLC, Wilmington, Delaware 558 353 100 BMW US Capital, LLC, Wilmington, Delaware BMW Financial Services NA, LLC, Wilmington, Delaware BMW SLP, S.A. de C.V., Villa de Reyes 12 BMW do Brasil Ltda., São Paulo BMW Financeira S.A. Credito, Financiamento e Investimento, São Paulo 100 BMW de Mexico, S.A. de C.V., Mexico D.F. BMW Financial Services de Mexico S.A. de C.V. SOFOM, Mexico City BMW Manufacturing Indústria de Motos da Amazônia Ltda., Manaus 12 332 59 100 315 555 100 197 BMW de Argentina S.A., Buenos Aires Information on the Company's Governing Constitution 100 100 5 100 BMW China Automotive Trading Ltd., Beijing BMW Japan Finance Corp., Chiba BMW Financial Services Korea Co., Ltd., Seoul BMW Japan Corp., Tokyo BMW Korea Co., Ltd., Seoul BMW (Thailand) Co., Ltd., Bangkok BMW India Financial Services Private Ltd., Gurgaon 177 BMW Manufacturing (Thailand) Co., Ltd., Rayong BMW Asia Pte. Ltd., Singapore BMW India Private Ltd., Gurgaon BMW Leasing (Thailand) Co., Ltd., Bangkok BMW China Services Ltd., Beijing PT BMW Indonesia, Jakarta BMW Asia Technology Centre Sdn Bhd, Kuala Lumpur BMW Asia Pacific Capital Pte Ltd., Singapore BMW Credit (Malaysia) Sdn Bhd, Kuala Lumpur BMW Tokyo Corp., Tokyo BMW Malaysia Sdn Bhd, Kuala Lumpur 100 100 682 100 100 100 100 100 100 100 100 100 63 100 100 100 100 100 Africa BMW (South Africa) (Pty) Ltd., Pretoria BMW Financial Services (South Africa) (Pty) Ltd., Midrand Asia BMW Automotive Finance (China) Co., Ltd., Beijing 100 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. 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 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. → Report of the Supervisory Board 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. 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. 14 Expression of appreciation by the Supervisory Board 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. Munich, 9 March 2017 On behalf of the Supervisory Board Yours Men Norbert Reithofer Chairman of the Supervisory Board 15 16 → Statement of the Chairman of the Board of 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. 13 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. 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. 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"). 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. 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. 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. 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. 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. 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. 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. 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. Management Harald Krüger Chairman of the Board of Management 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. 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. 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. Targets met for financial year 2016 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. 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. 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 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. Highly motivated associates are the key to our success 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. 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. 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! 19 19 20 → Statement of the Chairman 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. Dear Shareholders, 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. - 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. 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. 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. Yours H. 35" Harald Krüger Chairman of the Board of Management Rolls-Royce delivered 4,011 vehicles to customers and reported the second-best year in its 113-year history. cycles and scooters sold. of the Board of Management 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- Our Vision Vehicles fascinate people the world over 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. Becoming a tech company for premium mobility and premium services with Strategy NUMBER ONE > NEXT 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. Cooperation for faster technological breakthroughs 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 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. 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. 17 18 → Statement of the Chairman of the Board of Management 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. future business. 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. 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. Campus for highly-automated and autonomous vehicles 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. 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 and BMW plug-in hybrid models. In 2017, we intend to go one better: this year alone, we aim 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. for its committees. 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 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. 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. The rules relating to meetings and resolutions taken by the full Board of Management are also applicable unanimously. A board meeting may only be held if more than half of the board members are present. 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. 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. 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. 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. The Board's Committee for Executive Management Matters deals with enterprise-wide issues affecting executive managers of the BMW Group, either in 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. 197 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. Statement on Corporate Governance 198 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. 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. Siemens Healthcare GmbH (Deputy Chairman) 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. Member since 2011 → Composition and Regional Head of IG Metall Bavaria Mandates - Schaeffler AG (Deputy Chairman) Member since 2001 Chairman of the Works Council, Regensburg 195 196 Statement on Corporate Governance →Composition and Work Procedures of the Board of 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. The Board of Management consults and takes deci- sions as a collegiate body in meetings of the Board Work Procedures of the Supervisory Board of BMWAG FESTO Management Aktiengesellschaft COMPOSITION AND WORK PROCEDURES OF THE SUPERVISORY BOARD OF BMW AG AND ITS COMMITTEES 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 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 Supervisory Board, the Presiding Board and com- mittees also meet without the Board of Management when necessary. 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 → Composition and Work Procedures of the Supervisory Board of BMWAG and its Committees 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. Jürgen Wechsler² (*1955) 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). and its Committees 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. 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. 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 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. 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. 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. 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"). 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 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. 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. Member of the Works Council, Dingolfing Werner Zierer¹ (*1959) Brigitte Rödig¹ (*1963) 192 Statement on Corporate Governance →Members of the Board of Management → Members of the Supervisory Board MEMBERS OF THE BOARD OF MANAGEMENT Klaus Fröhlich (*1960) Development Mandates HERE International B.V. Harald Krüger (*1965) Chairman Dr. Nicolas Peter (*1962) Finance (since 1 January 2017) Mandates BMW Brilliance Automotive Ltd. (Deputy Chairman, since 1 January 2017) Milagros Caiña Carreiro-Andree (*1962) Human Resources, Industrial Relations Director Dr.-Ing. Klaus Draeger (*1956) Purchasing and Supplier Network (until 30 September 2016) Mandates - Harald Krüger Chairman On behalf of the Board of Management Chairman Dr.-Ing. Dr.-Ing. E. h. Norbert Reithofer Franz Haniel (*1955) Industrial Engineer and General Works Council Chairman of the European Deputy Chairman Member since 1988 Member since 2013 Robert Bosch GmbH Mandates Second Chairman of IG Metall TÜV SÜD AG (since 15 July 2016) Member since 2014 Verizon Communications Inc. Bertelsmann Management SE (until 9 May 2016) Bertelsmann SE & Co. KGaA (until 9 May 2016) Deutsche Lufthansa Aktiengesellschaft 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. 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. 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). 191 Munich, December 2016 Bayerische Motoren Werke Aktiengesellschaft On behalf of the Supervisory Board Christiane Benner² (*1968) Member since 2004 Dr. Ian Robertson (HonDSc) (*1958) Sales Channels BMW Group 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: 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 Management of BMW AG Mandates Siemens Aktiengesellschaft Henkel AG & Co. KGaA (Shareholders' Committee) Dr. jur. Karl-Ludwig Kley (*1951) Member since 2008 Deputy Chairman Chairman of the Supervisory Board of the E.ON SE (since 8 June 2016) Mandates E.ON SE (Chairman, since 8 June 2016) Mandates Oliver Zipse (*1964) Production (Deputy Chairman, until 1 January 2017) BMW Brilliance Automotive Ltd. Mandates Weybourne Limited (since 3 January 2017) Weybourne Group Limited (since 25 February 2016) Weybourne Investments Holdings (since 25 February 2016) Weybourne Management Limited (since 25 February 2016) Markus Duesmann (*1969) Purchasing and Supplier Network (since 1 October 2016) Mandates Sales and Marketing BMW, BMW Motoren GmbH (until 7 November 2016) MINI, Motorrad, Rolls-Royce, Aftersales BMW Group Mandates Rolls-Royce Motor Cars Limited (Chairman) Dr. Friedrich Eichiner (*1955) Finance (until 31 December 2016) Mandates - Allianz Deutschland AG (until 30 June 2016) Allianz SE (since 4 May 2016) FESTO Aktiengesellschaft Peter Schwarzenbauer (*1959) Entrepreneur Manfred Schoch¹ (*1955) - Ingelheim Gruppe, Finance Member of Management of Boehringer Member since 2015 Simone Menne (*1960) Member from 2014 to 31 December 2016 Head of Product Line BMWi Ulrich Kranz³ (*1958) Robert Bosch GmbH Allianz SE (until 3 May 2017) Infineon Technologies AG Nestlé Deutschland AG Mandates Director of Institut für Demoskopie Allensbach Gesellschaft zum Studium der öffentlichen Meinung mbH Prof. Dr. rer. pol. Renate Köcher (*1952) Member since 2008 Chairman of the Works Council, Landshut Member since 1999 Willibald Löw¹ (*1956) Mandates MAN Truck & Bus AG KraussMaffei Group GmbH Mandates General Representative of IG Metall Munich Member since 2009 Horst Lischka² (*1963) (since 1 September 2016) General Electric Company Mandates - Member of the Works Council, Munich Dr. Dominique Mohabeer¹ (*1963) Member since 2012 Other mandates. 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). 1 Employee representatives (company employees). Miles & More GmbH (Chairman Advisory Board) (until 31 August 2016) (until 31 August 2016) (Exchange Council) FWB Frankfurter Wertpapierbörse (until 31 December 2016) Lufthansa Technik AG (until 31 December 2016) Lufthansa Cargo AG (until 31 December 2016) LSG Lufthansa Service Holding AG (Chairman) Deutsche Post AG Delvag Luftfahrtversicherungs-AG (Chairman) (until 31 August 2016) - - Mandates Städtisches Klinikum München GmbH Former Chairman and Chief Executive Officer of 2 Employee representatives (union representatives). 1 Employee representatives (company employees). Deutsches GeoForschungsZentrum - GFZ University Professor of Helmholtz-Zentrum Potsdam Chairman of the Executive Board Member since 2008 Deere & Company Chairman of the Works Council, Dingolfing Deputy Chairman Member since 2007 Stefan Schmid¹ (*1965) Head of Indirect Purchasing Member since 1 January 2017 Ralf Hattler³ (*1968) AQTON SE (Chairman) Entrust Datacard Corp. DELTON AG (Chairman) Mandates Entrepreneur Stefan Quandt (*1966) Member since 1997 Deputy Chairman TBG Limited DELTON AG (Deputy Chairman) Franz Haniel & Cie. GmbH (Chairman) Heraeus Holding GmbH ³ Employee representatives (members of senior management). Membership of other statutory supervisory boards. Prof. Dr. rer. nat. Dr. h.c. Reinhard Hüttl (*1957) ---Other mandates. Member since 2009 Dr. h.c. Robert W. Lane (*1949) UnternehmerTUM GmbH (Chairman) Membership of equivalent national or foreign boards of business enterprises. ALTANA AG (Deputy Chairman) Mandates Entrepreneur Member since 1997 Susanne Klatten (*1962) Aktiengesellschaft in München Münchener Rückversicherungs-Gesellschaft SGL Carbon SE (Chairman) Deutsche Bank AG Deutsche Post AG 193 Statement on Corporate Governance → Members of the Supervisory Board Prof. Dr. rer. nat. Dr.-Ing. E.h. Henning Kagermann (*1947) Member since 2010 194 der Technikwissenschaften e. V. Mandates - President of acatech - Deutsche Akademie Norbert Reithofer¹ Manfred Schoch Stefan Quandt Stefan Schmid Karl-Ludwig Kley PERSONNEL COMMITTEE ― 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 - Norbert Reithofer¹ Manfred Schoch Stefan Quandt Stefan Schmid Karl-Ludwig Kley Principal duties, basis for activities 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 and their composition Overview of Supervisory Board committees Compliance Controls. Any necessary follow-up meas- ures are organised by the BMW Group Compliance Committee Office. AUDIT COMMITTEE Members 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) 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. - 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. We also work in close partnership with our suppliers and promote their commitment to sustainability. 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. 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 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. 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. BMW Group Compliance Management System → 66 Compliance Risk Analysis Compliance Investigations and Controls Supervisory Board BMW AG Annual Report Board of Management BMW AG Annual Report BMW Group Compliance Committee BMW Group Compliance Committee ← Office Company-wide Compliance 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. 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. 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: Responsibility We take consistent decisions and commit to them personally. This allows us to work freely and more effectively. Appreciation We reflect on our actions, respect each other, offer clear feedback and celebrate success. Transparency We acknowledge concerns and identify inconsisten- cies in a constructive way. We act with integrity. Trust Network We trust and rely on each other. This is essential if we are to act swiftly and achieve our goals. We are excited by change and open to new opportu- nities. We learn from our mistakes. 205 206 Statement on Corporate Governance →Information on Cor- porate Governance Practices applied Beyond Mandatory Requirements → Compliance in the BMW Group Social responsibility towards employees and along the supplier chain Openness Annual Compliance Reporting Compliance Instruments and Measures of the BMW Group Legal Compliance Code and Regulations 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 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. 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. 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. 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 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 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. ― supervision of external audit, in particular auditor independence and additional work performed by external auditor 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. 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. 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 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. Core values 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. 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. Compliance Communication Compliance Reporting Compliance Contact and SpeakUP Line Compliance Training 210 Compliance Governance and Processes 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. 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. 208 Statement on Corporate Governance → Compliance in the BMW Group 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. 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. 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. 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. 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. 207 CORPORATE GOVERNANCE PRACTICES APPLIED BEYOND MANDATORY REQUIREMENTS 209 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". - ― 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 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 Group Financial Statements preparation of Supervisory Board's resolution on Company and of areas of audit emphasis and fee agreements with external auditor preparation of proposals for election of external auditor at Annual General Meeting, engagement of external auditor and compliance of audit engagement, determination - 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. 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, finances and human resources. 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 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 ― establishment in accordance with the recommendation contained in the German Corpo- rate Governance Code, activities based on terms of reference Norbert Reithofer¹ Susanne Klatten Karl-Ludwig Kley Stefan Quandt (In line with the recommendations of the German Corporate Governance Code, the Nomination Committee comprises only shareholder representa- tives.) 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 ― committee required by law Norbert Reithofer 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. Manfred Schoch Stefan Quandt Stefan Schmid 1 Chair. NOMINATION COMMITTEE 2 (Independent) financial expert within the meaning of §§ 100 (5) and 107 (4) AktG, no. 5.3.2 GCGC. 201 202 Statement on Corporate Governance → Composition and Work Procedures of the Supervisory Board of BMWAG and its Committees (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.) 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. 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. 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 is 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. 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 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. 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%). 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. 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 stood at 10.2% and 6.3% respectively. The targets were therefore achieved within the stipulated time frame. 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. Top management within the BMW Group is structured in terms of functions, following a consistent job eval- uation system based on Mercer. Proportion of female executives within management/function levels I and II at BMW AG → 65 in % 12 10.2 Function levell 6.3 Function level II 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. →Composition and Composition objectives of the Supervisory Board, diversity concept Statement on Corporate Governance 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. 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): - 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. 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. 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. - 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. 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. Two independent members of the Supervisory Board should have expert knowledge of accounting or auditing. 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. INFORMATION ON 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. 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. 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 203 204 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. 15,276 Provision at 31.12.2016 in accordance with HGB and IFRS¹ (268,970) 279,932 557,844 (166,581) 284,247 (109,760) (369,498) (1,106,057) 465,494 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) in accordance with HGB and IFRS 2,614,266 829,579 (9,915) (9,915) 71,285 61,370 (100,747) (59,311) 196,362 95,615 (491,185) 102,338 (224,354) 68,865 (34,375) (34,245) 111,253 76,878 (497,259) (133,415) 489,900 127,176 (-) 2,130 2,130 (497,690) (90,275) 435,753 Expense in 2016 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). Oliver Zipse 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) (4,313,952) (4,217,845) 3,861,711 3,780,900 (3,721,739) (3,645,082) 4,495,825 4,492,451 (-) 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 8,964 (457) 876 750,000 114,694 864,694 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 3 Member of the Board of Management until 30 September 2016. 4 Member of the Board of Management since 1 October 2016. 5 Member of the Board of Management until 31 December 2016. 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. Peter Schwarzenbauer Ian Robertson Klaus Fröhlich Friedrich Eichiner4 Markus Duesmann³ Klaus Draeger² Milagros Caiña Carreiro-Andree Harald Krüger in € Total5 financial year 2016 (2015) Share-based component of the individual members Report → Compensation Statement on Corporate Governance 218 217 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. ² Member of the Board of Management until 30 September 2016. 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. of the Board of Management for the 3 Member of the Board of Management since 1 October 2016. (3,992,702) 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. (22,343,033) 21,425,612 2,849,067 23,630,940 (2,888,441) (23,198,892) 2,634,212 (2,301,249) (1,187,721) (221,667) (1,188,313) (221,667) 1,620,978 1,621,507 357,410 355,045 (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 4,469,471 174,793 (184,066) 408,564 407,706 (408,960) 5,649,230 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. 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. 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. 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. 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. 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). 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. 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. 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 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". Responsibilities, regulation pursuant to Articles of Incorporation 2. Supervisory Board compensation Report → Compensation Statement on Corporate Governance 220 219 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. 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). 4 Member of the Board of Management until 30 September 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. 2 Member of the Board of Management until 31 December 2016. 1 Member of the Board of Management since 1 October 2016. (5,011,606) (5,251,799) 7,864,591 424,411 (1,510,725) (1,510,706) (350,000) (175,287) 4,763,838 4,764,941 510,811 507,444 with HGB6 Present value of pension obliga- tions (defined benefit plans), in accordance in accordance with IFRS6 Present value of pension obliga- tions (defined benefit plans), financial year 20165 financial year 20165 Service cost in accordance with HGB for the IFRS for the Service cost in accordance with Klaus Draeger4 Total³ Oliver Zipse Peter Schwarzenbauer Ian Robertson Klaus Fröhlich Friedrich Eichiner² Markus Duesmann¹ Milagros Caiña Carreiro-Andree Harald Krüger in € Pension entitlements (358,331) (3,993,819) 862,500 358,490 (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 "Member of the Board of Management until 31 December 2016. 189,754 (-) 620,307 622,236 87,500 87,500 (1,427,072) (1,427,599) (364,656) (360,767) 1,879,263 1,879,851 360,785 (-) Peter Schwarzenbauer (1,280,645) (914,501) (3,293,863) (matching component) Target bonuses p. a. (if target is 100% achieved): - €1.50 million (first term of appointment) €1.75 million (from second term of appointment onwards or fourth year in office) €3.00 million (Chairman of the Board of Management) 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 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 Formula: 50% of target bonus x performance factor 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 May be paid in justified circumstances on an appropriate basis, contractual basis, no entitlement 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 Earmarked cash remuneration equivalent to the amount required to be invested in BMW AG shares, plus taxes and social insurance contributions 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 OTHER COMPENSATION Contractual agreement, main points: use of Company cars, insurance premiums, contributions towards security systems, medical check-up RETIREMENT AND SURVIVING DEPENDANTS' BENEFITS Model Principal features a) Defined benefits (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) b) Defined contribution system with guaranteed minimum rate of return Pension of €120,000 p. a. plus fixed amounts based on length of Company and board service Pension based on amounts credited to individual savings accounts for contributions paid and interest earned, various forms of disbursement b) Share-based remuneration component a) Cash compensation component Share-based remuneration programme Special bonus payments 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. 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. 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. 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 213 214 Statement on Corporate Governance → Compensation Report 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 Overview of compensation system and compensation components 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. Pension contributions p. a.: Component Parameter/measurement base Member of the Board of Management: €0.75 million (first term of appointment) - €0.90 million (from second term of appointment onwards or fourth year in office) Chairman of the Board of Management: €1.50 million VARIABLE COMPENSATION Bonus a) Corporate earnings-related bonus (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) BASIC COMPENSATION P. A. Share-based remuneration programme Member of the Board of Management: €350,000-€400,000 Chairman of the Board of Management: €500,000 in € p. a. 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. 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 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 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%. 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. 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 pension entitlements. In addition, certain circumstances have 215 216 Statement on Corporate Governance → Compensation Report been specified, in the event of which the Company no longer has any obligation to pay benefits. Transitional payments are no longer provided. 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. 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 contractual period. The Company will make a final pension contribution of €0.167 million on behalf of Dr Eichiner for the financial year 2017. 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. Remuneration caps 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". Total compensation of the Board of Management for the financial year 2016 (2015) 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). in € million 2016 *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. 9,850,000 1,500,000 1,400,000 Member of the Board of Management in the first term of appointment Member of the Board of Management in the second term of appointment or from fourth year in office Chairman of the Board of Management Share-based compensation programme Cash compen- sation for share Bonus acquisition Monetary value of matching component Possible special bonus REMUNERATION CAPS (MAXIMUM REMUNERATION) Total* 700,000 700,000 1,000,000 4,925,000 3,500,000 800,000 800,000 1,200,000 5,500,000 6,000,000 1,400,000 3,000,000 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. 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 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. 675,000 (900,000) 187,500 Markus Duesmann4 Klaus Draeger³ (825,000) 900,000 Milagros Caiña Carreiro-Andree 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 compensation compensation number of matching shares Other Basic in € or Fixed compensation Share-based of the Board of Management for the financial year 2016 (2015) 13,929 201,429 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 1,752 (1,478) 1,097 (1,014) (14,501) (900,000) 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) Compensation of the individual members (923,982) (3,293,863) (900,000) 1,097 925,413 3,469,214 25,413 900,000 Friedrich Eichiner5 (-) (-) 288 (1,092) 823 (23,982) * 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 35.5 211 212 Statement on Corporate Governance → Compensation Report COMPENSATION REPORT 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. 1. Board of Management compensation Responsibilities 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. Principles of compensation 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. 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. 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. 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. Fixed remuneration 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. 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. Variable remuneration 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 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 Supervisory Board also has the option of paying an additional special bonus. 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. 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. 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 (1,092) → see notes 29 and 39 - 37.6 Total compensation 2.0 0.7 2.1 0.8 Share-based compensation component* 76.3 27.1 77.1 29.0 → see note 39 21.7 20.8 7.8 Variable cash compensation Fixed compensation Proportion in % Amount Proportion in % 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 39 to the Group Financial Statements). 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. 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. 7.7 100.0 (8,032) Amount 2015 921 4,212 7,803 7,383 4,853 413 351 3,873 10.2 10.7 8.0 0.8 0.7 6.9 2,692 2,476 1,610 203 21 739 34.5 33.5 289 5,111 8,018 8,275 Contract portfolio 80,974 75,245 66,233 61,202 60,653 51,257 Business volume (based on balance sheet carrying amounts)² INCOME STATEMENT Revenues 33.1 76,848 60,477 50,681 53,197 56,018 20.2 21.1 18.1 10.5 11.4 21.8 68,821 49.2 6.0 19.1 3.8 4.7 5.6 5.2 30,606 27,103 23,930 19,915 20,273 21,744 4.0 23.2 21.7 19.5 20.1 24.4 52,834 49,113 46,100 45,119 41,526 33,469 22.0 2,629,949 5.4 2,980 5,111 4,907 3,243 210 330 3,134 81,305 74,425 67,013 62,009 2,933 62,416 50,530 49,004 43,151 39,944 38,670 32,378 4,151 2,720 2,312 2,383 56,619 3,031,935 3,085,946 3,190,353 59,078 51,134 € million 188,535 172,174 154,803 138,377 CASH FLOW STATEMENT Cash and cash equivalents at balance sheet date € million 65,591 7,880 7,688 7,671 Operating cash flow Automotive segment4 € million 11,464 11,836 9,423 9,964 PERSONNEL Workforce at year-end5 6,122 Personnel cost per employee 67,989 51,643 3,826 4,601 4,967 % 4.0 4.2 5.7 6.5 € million 47,363 € million 42,764 35,600 % 25.1 24.8 24.2 25.7 € million 73,183 63,819 58,288 37,437 DIVIDEND Dividend total Dividend per share of common stock/preferred stock 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 1,861,826 113,811 1,845,186 106,358 1,738,160 110,360 1,258,417 99,236 82,631 1,439,918 104,220 1,541,503 104,396 Automobiles Motorcycles¹ FINANCIAL SERVICES 3,846,364 3,592,093 1,481,253 2007 2008 2009 € € million € 124,729 99,575 122,244 97,136 116,324 92,337 110,351 89,869 2,300 2,102 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. Total compensation of the Supervisory Board for the 2016 financial year 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. 2012 2011 2010 48,395 47,213 40,134 36,919 → 122 et seq. F → 80, 146 et seq., 162 et seq. Financial assets Financial instruments → 162 et seq. Financial liabilities → 70, 157 et seq. Financial result → 65,78 Financial Services segment Fleet emissions → 42 et seq. G Automotive segment → 49 et seq. B Balance sheet structure Bonds → 72 → 70, 157 et seq. Group tangible, intangible and investment assets → 124, 140 et seq. C → 67 et seq., 162 et seq. Capital expenditure → 5, 65 et seq. Cash and cash equivalents Cash flow → 5, 68 et seq., 116 et seq. Cash flow statement → 67 et seq., 116 et seq. CO2 emissions → 4, 39, 61, 86 et seq. Compensation Report → 212 et seq. Compliance → 207 et seq. → 4, 39, 61, 86 Connected Drive Accounting policies Apprentices → 57 INDEX 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. Post-tax return on sales A Group net profit as a percentage of Group revenues. 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 expense ratio Research and non-capitalised development costs as a percentage of Group revenues. 229 230 Other Information → Index Pre-tax return on sales Return on Capital Employed (ROCE) → 52 et seq. Corporate Governance Dow Jones Sustainability Index World E 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 → 35, 84, 97, 122, 170 → 61 5, 29 et seq., 40, 65, 86 Lease business Leased products → 49 et seq. → 143 Digitalisation → 23, 45, 51, 55, 85, 96 Dividend → 109, 137 Locations → 24 et seq. M Mandates of members of the Board of Management → 192 Mandates of members of the Supervisory Board → 193 et seq. Marketable securities → 67 et seq., 125, 140 et seq. → 48 Motorcycles segment N Net profit 5,63 New financial reporting rules → 130 et seq. List of investments → 180 et seq. Consolidated companies Consolidation principles Contingent liabilities → 191 Declaration with respect to the Cost of materials Cost of sales →133 → 121 → 121 Income statement Income taxes Intangible assets → 63, 77, 112 et seq., 133 et seq. → 65, 135 et seq., 156 → 80, 142 Corporate Governance Code Inventories → 71, 80, 148 K Key data per share → 109 → 190 et seq. L → 161 →74 et seq. D Dealer organisation/dealerships → 23,55 Investments accounted for using the equity method and other investments → 143 et seq. 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. 100,041 75,612 107,539 76,704 1,640 2.50/2.52 1,508 2.30/2.32 852 197 197 694 1.30/1.32 96,230 72,349 0.30/0.32 1.06/1.08 Gross profit margin³ 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 Capital expenditure (excluding capitalised development costs) 0.30/0.32 Capital expenditure ratio (capital expenditure/revenues) 83,141 95,453 39,287 33,784 131,835 123,429 110,164 101,953 101,086 88,997 8,370 7,776 84,887 7,432 7,454 2,393 9,167 8,110 8,149 4,921 4,471 6,246 105,876 89,161 100,306 7,767 Equity Equity ratio Non-current provisions and liabilities Current provisions and liabilities revenues. Capitalisation rate Capitalised development costs as a percentage of research and development expenditure. 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. Cash flow Liquid funds generated (cash inflows) or used (cash outflows) during a reporting period. EBIT Abbreviation for "Earnings Before Interest and Taxes", equivalent in the BMW Group income statement to "Profit/loss before financial result". Cash flow at risk Investments in property, plant and equipment and other intangible assets (excluding capitalised development costs) as a percentage of Group Similar to "value at risk" (see definition below). Profit/loss before financial result as a percentage of revenues. Cash flow hedge A hedge against exposures to the variability in fore- casted cash flows, particularly in connection with exchange rate fluctuations. Effective tax rate 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 EBIT margin Capital expenditure ratio 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) Balance sheet total CASH FLOW STATEMENT Cash and cash equivalents at balance sheet date Operating cash flow Automotive segment4 PERSONNEL Workforce at year-end5 Personnel cost per employee DIVIDEND Dividend total Dividend per share of common stock/preferred stock 227 228 Other Information → Glossary GLOSSARY 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. 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. 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. 3,731 € million 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 ¬ 56,844 210,220 (70,000) (10,000) (116,960) (196,960) 52,184 70,000 10,000 130,220 210,220 130,220 (70,000) (116,960) (196,960) Robert W. Lane 70,000 8,000 130,220 208,220 (70,000) (10,000) (116,960) (10,000) (196,960) 10,000 Renate Köcher (70,000) (10,000) (116,960) (196,960) Henning Kagermann 70,000 8,000 130,220 208,220 (70,000) 70,000 (10,000) (196,960) Susanne Klatten 70,000 10,000 130,220 210,220 (70,000) (10,000) (116,960) (196,960) (116,960) 210,220 Horst Lischka¹ 10,000 10,000 130,220 210,220 (70,000) (10,000) (116,960) (196,960) Brigitte Rödig¹ Jürgen Wechsler¹ 70,000 70,000 8,000 208,220 (70,000) (10,000) (116,960) (196,960) 70,000 8,000 130,220 208,220 (70,000) 130,220 70,000 Dominique Mohabeer¹ (74,662) 130,220 210,220 (70,000) (8,000) (116,960) (194,960) Willibald Löw¹ 70,000 10,000 130,220 (127,347) 210,220 (10,000) (116,960) (196,960) Simone Menne 70,000 10,000 130,220 210,220 (44,685) (8,000) (70,000) 130,220 10,000 70,000 222 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 2016 (2015) in € Norbert Reithofer (Chairman) Fixed compensation Attendance fee 100.0 Variable compensation 210,000 10,000 390,660 610,660 (134,055) (8,000) (223,986) (366,041) Manfred Schoch (Deputy Chairman)¹ 140,000 Total 10,000 5.1 5.4 €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 100.0 Amount Amount Proportion in % 2.0 37.0 2.0 39.2 3.4 63.0 3.1 60.8 Proportion in % 260,440 410,440 (140,000) (4,000) (233,920) (377,920) Christiane Benner¹ 70,000 10,000 130,220 210,220 (70,000) (10,000) (140,000) (116,960) Franz Haniel 70,000 8,000 130,220 208,220 (70,000) (10,000) (116,960) (196,960) Reinhard Hüttl (196,960) 408,440 260,440 8,000 (10,000) (233,920) (383,920) Stefan Quandt (Deputy Chairman) 140,000 10,000 260,440 410,440 (140,000) (10,000) (233,920) (383,920) Stefan Schmid (Deputy Chairman)¹ 140,000 10,000 260,440 410,440 (140,000) (10,000) (233,920) (383,920) Karl-Ludwig Kley (Deputy Chairman) 140,000 (8,000) (116,960) Ulrich Kranz Werner Zierer¹ contracts Business volume (based on balance sheet carrying amounts)² € million 5,114,906 123,394 4,718,970 111,191 4,359,572 96,390 4,130,002 84,347 INCOME STATEMENT Revenues Contract portfolio € million 92,175 80,401 76,059 Gross profit margin³ % 19.9 19.7 21.2 20.1 Earnings before financial result 94,163 € million FINANCIAL SERVICES 2,279,503 151,004 Contacts 226 Other Information → BMW Group Ten-year Comparison BMW GROUP TEN-YEAR COMPARISON SALES VOLUME Automobiles Motorcycles¹ 2,165,566 2,006,366 133,615 110,127 PRODUCTION VOLUME 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 Automobiles 9,386 9,593 9,118 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 € million Equity ratio Current provisions and liabilities Balance sheet total € million 121,671 110,343 97,959 86,193 € million 66,864 61,831 Non-current provisions and liabilities Net profit for the year 32.5 33.2 7,978 Earnings before tax € 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 (194,960) 2,564 Effective tax rate % 28.5 30.7 Financial Calendar Index of Graphs 2,890 Glossary Management and the Supervisory Board of BMW AG or its subsidiaries, nor were any contingent liabilities entered into on their behalf. RESPONSIBILITY STATEMENT BY THE COMPANY'S LEGAL REPRESENTATIVES 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." Munich, 14 February 2017 Bayerische Motoren Werke Aktiengesellschaft Apart from vehicle lease and financing contracts entered into on customary conditions, no advances or loans were granted to members of the Board of The Board of Management Milagros Caiña Carreiro-Andree Markus Duesmann Klaus Fröhlich Dr. Nicolas Peter Dr. Ian Robertson (HonDSc) Peter Schwarzenbauer Oliver Zipse 223 Harald Krüger 3. Other 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. (5,053,009) Index 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) 224 Statement on Corporate Governance 3 Research and development expenses included in cost of sales with effect from 2008. → Page 233 Financial Calendar → 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 KPMG AG Wirtschaftsprüfungsgesellschaft Sailer Ten-year Comparison Feege Wirtschaftsprüfer Wirtschaftsprüfer → Page 226 BMW Group Ten-year Comparison OTHER INFORMATION 5 5 →Page 234 Contacts Other Information → Page 232 Index of Graphs →Page 230 Index →Page 228 Glossary 17 May 2018 Annual General Meeting 2 August 2018 Quarterly Report to 30 June 2018 4 May 2018 Analyst and Investor Conference 22 March 2018 Quarterly Report to 31 March 2018 Annual Accounts Press Conference 21 March 2018 Annual Report 2017 → 57 Employee attrition rate at BMW AG → 59 Proportion of female executives within management →205 Sustainability Materiality matrix → 60 Further information Exchange rates compared to the euro → 36 Oil price trend Precious metals price trend Steel price trend → 37 → 36 → 35 7 November 2018 FINANCIAL CALENDAR 21 March 2017 Annual Accounts Press Conference 22 March 2017 Analyst and Investor Conference 4 May 2017 Quarterly Report to 31 March 2017 11 May 2017 Annual General Meeting 3 August 2017 Quarterly Report to 30 June 2017 7 November 2017 Quarterly Report to 30 September 2017 2018 21 March 2018 2017 Quarterly Report to 30 September 2018 Purchasing 234 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-141-217903). FSC www.fsc.org MIX Paper from responsible sources FSC® C002727 carbon neutral natureOffice.com | DE-141-217903 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 A further contribution www.rolls-roycemotorcars.com. and Information about the various BMW Group brands is available at www.bmw.com, www.mini.com Other Information → Contacts CONTACTS Business and Finance Press Telephone +49 89 382-2 45 44 +49 89 382-2 41 18 BMW Group apprentices at 31 December Proportion of female employees in management functions at BMW AG/BMW Group → 58 Fax E-mail +49 89 382-2 44 18 presse@bmwgroup.com 233 Investor Relations Fax E-mail +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 at www.bmwgroup.com/ir. Telephone +49 89 382-3 16 84 Workforce BMW Group Change in cash and cash equivalents → 68 → 42 R Rating → 110 Receivables from sales financing Refinancing → 69 et seq. Related party relationships → 71, 145 et seq. → 172 et seq. Remuneration system → 212 et seq. Report of the Supervisory Board → 8 et seq. Research and development →51 et seq. Result from equity accounted investments → 142 Return on sales → 5,29 et seq., 40, 65, 86 → 65 Revenues → 5,40 et seq., 63, 66 et seq., 78, 86 et seq., 133 Risks and opportunities ROCE → 5, 29 et seq., 40, 86 RoE → 5,30 et seq., 41, 87 → 88 et seq. S Revenue reserves → 149 0 Other financial result → 134 Other investments →165 Property, plant and equipment Profit before tax → 5 et seq., 39, 65, 85, 87 65 et seq. Profit before financial result → 5 et seq., 63 et seq., 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 Sales volume → 4, 39 et seq., 42 et seq., 48, 86 et seq. Segment information → 175 et seq. Selling and administrative expenses →65,133 Contract portfolio of Financial Services segment → 49 BMW Group new vehicles financed or leased by Financial Services segment → 49 Contract portfolio retail customer financing of Financial Services segment 2016 Development of credit loss ratio → 50 → 51 Regional mix of BMW Group purchase volumes 2016 → 54 → 54 → 70 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 → 207 → 88 → 72 Sales volume and locations BMW Group Locations → 24 et seq. BMW Group - key automobile markets 2016 BMW Group sales volume of motorcycles → 48 BMW Group-key motorcycle markets 2016 → 29 → 48 → 6 BMW Group in Figures Shareholdings of members of the Board of Manage- ment and the Supervisory Board → 174 Statement of Comprehensive Income Stock → 107 et seq. Sustainability → 59 et seq. →112, 139 T Tangible, intangible and investment assets → 140 et seq. Trade payables Trade receivables →160 → 148 et seq. 232 Other Information → Index of Graphs ↑↑ Financial Calendar INDEX OF GRAPHS Finances BMW Group Value drivers 231 → 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. REPORT 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 Electric vehicles: BMW i3 Plug-in-hybrid vehicles: BMW 2 Series, BMW i8 BMW 1 Series, BMW 2 Series M-models: BMW M2 the Chinese market. The Shenyang site comprises the Dadong and Tiexi automobile plants as well as an engine plant complete with foundry. COMBINED MANAGEMENT Locations Dadong (Shenyang) Products Germany USA Country Wackersdorf Moses Lake SGL AUTOMOTIVE CARBON FIBERS JOINT OPERATION Locations carbon fibres are produced for subsequent use in the production of carbon fibre fabrics in Wackersdorf. 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) JOINT VENTURE BMW BRILLIANCE AUTOMOTIVE HOLDINGS LTD. 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 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. throughout the BMW Group production network worldwide. 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 Structure and Business Model General Information on the BMW Group → Organisational Combined Management Report 26 Greece Rayong Regensburg Rosslyn Spartanburg Steyr 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 Thailand Carbon fibres United Kingdom Germany Germany United Kingdom Germany Germany Brazil Germany India Products Country Wackersdorf Swindon Brazil Germany Carbon fibre fabrics 27 27 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 → 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 Management of operating performance at segment level 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 System General Information on the BMW Group Combined Management Report 30 29 29 Revenues Expenses Average weighted cost of capital rate 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%. ROCE Automotive = Profit before financial result Average 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 Capital employed 2015 2015 2016 2015 2016 Return on capital employed in % capital employed in € million Profit before financial result in € million Average Automotive 2016 Bulgaria¹ Profit Cost of capital 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). 7 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 Business Model → Organisational Structure and General Information on the BMW Group Combined Management Report 28 Motorcycles 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 The BMW Group also awards production contracts to external partners for specific vehicle types. During the period under report, various MINI models were 7 produced by Magna Steyr Fahrzeugtechnik in Graz (Austria) and VDL Nedcar in Born (Netherlands). 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 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 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. MINI Hatch, MINI Convertible, MINI Countryman MINI Countryman, MINI Paceman Products Austria Netherlands Country Graz Born CONTRACT PRODUCTION Locations MANAGEMENT SYSTEM Romania¹ Components and electric drive systems Sales subsidiaries and Financial Services locations Europe 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. 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. 23 23 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 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. 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. General information on the BMW Group is provided below. There have been no significant changes com- pared to the previous year. General information on the BMW Group This Combined Management Report incorporates the management reports of Bayerische Motorenwerke Aktiengesellschaft (BMW AG) and the BMW Group. ORGANISATIONAL STRUCTURE AND BUSINESS MODEL → www.bmwgroup.com/company Distribution network enlarged Digitalisation and connectedness consistently increased THE NEXT 100 YEARS - shaping the future BMW GROUP GENERAL INFORMATION ON THE Structure and Business Model on the BMW Group → Organisational General Information → see section Motorcycles segment Management Report → 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. → Locations Business Model Structure and → Organisational on the BMW Group General Information Management Report Combined 24 24 → 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 Automotive segment and connected. → 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 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. Research and Development → see section Financial Services Combined 22 22 → Page 49 Motorcycles Segment → Page 48 Automotive Segment → Page 42 Review of Operations → Page 42 Financial and Non-financial Performance Indicators → Page 39 Overall Assessment by Management → Page 38 General and Sector-specific Environment → Page 34 Report on Economic Position → Page 34 → Page 29 Management System → Page 24 Locations → Page 22 Organisational Structure and Business Model →Page 22 General Information on the BMW Group Financial Services Segment → Page 51 Research and Development →Page 54 Hungary¹ → 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 Risks and Opportunities → Page 88 → 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 BMW Group locations worldwide Sustainability →Page 57 Workforce Capital Markets BMW Stock and General Information Economic Position Outlook, Risks and Opportunities Combined Management Report 2 Sales and Marketing → Page 55 Purchasing and Supplier Network → Page 59 → 09 2 7 Sales subsidiaries and Slovakia¹ Austria France Belgium Poland¹ Czech Republic¹ Denmark Finland¹ Sweden Ireland Great Britain Netherlands Germany Norway 25 25 → 10 BMW Group locations in Europe Australia Switzerland Spain Italy Slovenia¹ 43 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 BMW Group Research and Innovation Centre (FIZ), Munich, Germany network in Europe ▲ Research and development Partner plant, Born, Netherlands Partner plant, Graz, Austria Partner plants in Europe BMW Group plant Oxford, GB BMW Group plant Swindon, GB Rolls-Royce Manufacturing Plant, Goodwood, GB BMW Group plant Hams Hall, GB Indonesia¹ BMW Group plant Steyr, Austria 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 BMW Group plant Wackersdorf Singapore¹ Portugal Thailand BMW Group plant Chennai, India ■BMW Group plant Araquari, Brazil outside Europe Production ☐ New Zealand South Africa Argentina¹ Emirates 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) United Arab USA Canada Headquarters Research and development locations 13 Production and assembly plants 31 Malaysia Financial Services locations worldwide Mexico SGL Automotive Carbon Fibers (joint operation-2 plants) Brazil Partner plants outside Europe Partner plant, Hosur, India Partner plant, Jakarta, Indonesia Partner plant, Cairo, Egypt Partner plant, Kaliningrad, Russia Partner plant, Kulim, Malaysia Hong Kong” Japan South Korea China India Russia 1 Sales locations only. Sales subsidiaries and Financial Services locations worldwide BMW Technology, Chicago, USA BMW Group Engineering USA, Woodcliff Lake, USA 2 Financial Services only. 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 BMW Group Engineering Japan, Tokyo, Japan BMW Group Designworks, Newbury Park, USA ▲ Research and development network outside Europe 2017 38 88 37 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. Motorcycle markets Combined Management Report 33 Report on The global economy grew at a moderate pace in 2016, with conditions for financial services business gener- ally tending to be favourable. → General and Sector- specific Environment → Overall Assessment ↑ by Management Financial and Non- financial Perfor- mance Indicators Financial services markets 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. 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. Source: Working Group for the Iron and Metal Processing Industry. Economic Position 2016 Raw materials prices 2014 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. 2016 2017 - 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. 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. 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. Steel price trend → 18 Index: January 2012 = 100 Automobile markets 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%). 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 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. 85 110 60 2012 2013 2015 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. 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. OVERALL ASSESSMENT 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 Combined Management Report Report on Economic Position → Financial and Non- financial Perfor- mance Indicators 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. 10 40 2015 - 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. - 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. BY MANAGEMENT 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 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. 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. 1 Including the joint venture 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). (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%). 2 EU-28. Fleet carbon dioxide (CO2) emissions²: slight decrease 2014 Gold Platinum 2012 3,683 3,593 6,040 6,407 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 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. Value added Group Value-based project management 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. == 34 33 2013 Average capital employed in € million 2016 Motorcycles segment 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%. Return on Capital Employed → 13 Motorcycles Profit before financial result ROCE Motorcycles 7 Average capital employed Profit before financial result in € million 2016 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. 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. 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. Information provided by these two key performance indicators is reported with the performance indi- cators, pre-tax return on sales and value added. Value 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. 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 2016 2015 Return on capital employed in % Average equity capital Financial Services Profit before tax in € million 2016 Strategic management at Group level → Management System General Information on the BMW Group Combined Management Report 32 32 31 20.2 21.2 Combined 9,756 1,975 2,166 2015 2016 2015 2016 2015 Return on equity in % Average equity capital in € million 10,236 Management Report 2015 Economic Position Index: December 2011=100 200 150 100 LLL LL 2012 2013 2014 2015 2016 Source: Reuters. 2017 200 150 Centenary year sees best Company performance Russian Rouble Japanese Yen British Pound 100 → 15 Exchange rates compared to the euro 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. Report on Record results in operational segments Record sales volumes for automobiles and motorcycles - expectations exceeded €9,665 million 71 +4.8% Group profit before tax at record level GENERAL AND SECTOR-SPECIFIC ENVIRONMENT General economic environment Chinese Renminbi 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. 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. 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. 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. 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%. 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. 7 Currency markets 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. 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. 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. US Dollar 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. 35 2015 2016 2017 Source: Reuters. Precious metals price trend → 17 Index: December 2011 = 100 150 50 Source: Reuters. 150 Palladium 100 50 0 ON ECONOMIC POSITION REPORT specific Environment 35 2014 2013 100 2012 36 → General and Sector- Combined Management Report Report on Economic Position Oil price trend → 16 Price per barrel of Brent Crude → General and Sector- specific Environment 30 90 00 60 Price in US Dollar Price in € 120 90 60 120 30 29,280 0.3 -31.7 7,950 46,305 2.2 -6.4 29,513 5,432 -0.8 44 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). 43 43 43,323 1.5 8.3 20,962 168,143 Combined Management Report 13,400 -36.1 0.7 61,514 36,364 69.2 3.1 220,378 120,011 83.6 11.0 157,017 137,810 13.9 7.8 58,055 55,050 5.5 2.9 166,219 −1.1 Report on Economic Position Review of Operations → Automotive segment Sales volume of MINI vehicles by model variant 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; 13.7 304,509 346,291 17.4 2.6 400,904 411,171 Proportion of production in % Change in % 2015 2016 1 Joint Venture BMW Brilliance Automotive Ltd., Shenyang. 2 Contract production. BMW Group Partner plants (Jakarta, Cairo, Kaliningrad, Kulim) Graz (Magna Steyr)² Born (VDL Nedcar)² Goodwood Chennai Araquari Rayong Rosslyn Dadong1 Tiexi¹ Oxford Munich Leipzig Dingolfing Regensburg Spartanburg 14.7 339,769 360,804 -5.8 15,408 0.7 99.9 8,928 17,844 2.7 -11.5 71,353 63,117 6.1 0.7 142,767 143,825 6.9 in units 11.7 161,901 8.9 4.9 201,206 210,971 9.2 -2.4 221,998 216,769 10.4 5.5 233,656 246,550 14.4 144,988 MINI sets new sales volume record → 25 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%). 338,466 360,233 19.0 -22.8 88,477 68,301 17.6 8,003 63,509 8.3 50.2 20,004 30,050 55.1 -10.6 221,982 198,373 Proportion of MINI sales volume 2016 in % Change in % 2015 2016 MINI total MINI Countryman/Paceman MINI Clubman MINI Convertible/Coupé / Roadster MINI Hatch (3- and 5-door) in units → 23 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%). 6.4 100.0 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. 287,755 units). Automotive Ltd., Shenyang (2016: 305,833 units, 2015: BMW Brilliance * Including the joint venture 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. High capacity utilisation throughout production network 6.0 3,785 4,011 45.0 1,688 2,447 Wraith/Dawn Rolls-Royce total -27.0 Vehicle production of the BMW Group by plant 1,609 7 -20.3 488 389 Extended Wheelbase) Drophead Coupé, Phantom (incl. Coupé, Change in % 2015 2016 in units → 24 by model variant Sales volume of Rolls-Royce vehicles 1,175 Ghost 444,338 -4.5 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. Solid growth in deliveries to customers Automotive segment REVIEW OF OPERATIONS → Automotive segment → Review of Operations Economic Position Report on Combined Management Report under report, 42 41 21.2 (+1.0%pts) % 33.0 (+1.4%pts) % year's level slight decrease 145,032 (+5.9%) units 42 Q2: solid increase Q2: in line with last 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). → 20 thereof Germany Europe 2012 2013 2014 2015 2016 12.6 Germany 15.5 USA BMW Group - key automobile markets 2016 in 1,000 units BMW Group sales volume of vehicles by region and market Great Britain 10.7 France 3.6 Japan 3.2 Italy 3.5 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 Dynamic growth in Europe and Asia, challenges on the US market 21.8 China Other 29.1 as a percentage of sales volume → 21 slight increase 74.3 (+2.1 %pts) % slight increase Fleet emissions² Sales volume¹ slight increase slight increase AUTOMOTIVE SEGMENT Workforce at year-end Profit before tax BMW GROUP slight decrease Forecast revision during the year 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%. Comparison of 2016 forecasts with actual outcomes 2016 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 Financial Services segment in 2015 Annual Report slight increase target range between 8 and 10 moderate decrease Q2: slight decrease 8.9 (-0.3%pts) % 86,424 (+1.0%) € million 124 (-2.4%) 2,367,603 (+5.3%) units g CO2/km 9,665 (+4.8%) 124,729 (+2.0%) € 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 MOTORCYCLES SEGMENT Return on capital employed EBIT margin Revenues thereof Great Britain Americas thereof USA 1,092.2 BMW 7 Series BMW 6 Series BMW 5 Series BMW 4 Series BMW 3 Series BMW 2 Series BMW 1 Series Proportion of BMW sales volume 2016 in % Change in % BMW X1 2015 in units 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%). 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%). → 22 Sales volume of BMW vehicles by model variant* 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 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 The BMW brand exceeded the two-million threshold for the first time in 2016, selling 2,003,359 units. BMW* brand exceeds the two-million threshold, again taking a top position in the premium segment 2016 BMW X3 BMW X4 BMW X5 347,096 331,410 6.6 -12.5 152,390 133,272 20.5 -7.3 9,936 411,844 9.8 24.8 157,144 196,183 8.8 -3.4 182,158 176,032 BMW i BMW Z4 BMW X6 * 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). 16.5 1,845.2 2,118.0 366.5 425.3 463.8 482.3 495.9 460.4 174.5 189.1 205.1 405.7 231.0 287.4 259.2 272.3 286.1 298.9 865.4 859.5 914.6 1,000.4 252.2 397.0 376.6 348.5 2,247.5 2,367.6 Total* 61.1 61.8 62.7 65.4 67.7 Other markets 327.3 391.7 456.7 464.1 516.8 thereof China* 493.4 578.7 658.4 685.8 747.3 Asia* 1,963.8 55.1 By expanding its international production network, the BMW Group follows global market developments with the aim of ensuring a balanced distribution of added value. 8,568 Services segment Growth in new business volumes 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%). 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%).* 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). is represented by a consolidated 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). 2012 2013 2014 2015 2016 BMW Group new vehicles financed or leased by Financial Services segment* → 29 in % 50 49.6 46.3 44.0 the Financial 41.7 markets, in which ||||| 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. Other 43.2 Great Britain 5.8 17.2 Germany 9.5 USA 9.2 France 8.5 Italy 6.6 Spain 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). Contract portfolio of Financial Services segment → 28 in 1,000 units 6,000 - 3,000 5,115 4,719 4,360 4,130 3,846 * The calculation only includes automobile 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. 40.4 22.1 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%). Contract portfolio retail customer financing of Financial Services segment 2016 → 30 in % per region Asia/Pacific 17.7 es BMW Bank GmbH, its branch- es in Italy, Spain and Portugal, and its subsidiary in France. 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). 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%). Europe/ Middle East/ Africa 24.8 29.9 Americas 27.6 EU Bank* * EU Bank comprises BMW Bank GmbH, its branches in Italy, Spain and Portugal, and its subsidiary in France. Fleet business expanded 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). Growth in insurance business 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%). 0.6 Decrease in multi-brand financing 22.3 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. Report on 21.5 Leasing 19.7 20.9 25 27.3 Financing 20.7 22.5 24.2 20.8 2012 2013 2014 2015 2016 *Until 2015 excluding Rolls-Royce. 49 49 50 Combined Management Report → Research and Development Motorcycle production slightly down on previous year Economic Position Review of Operations → Financial Services segment Internationalisation continues 45 45 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. Strong production base in Germany 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. 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. 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. 46 Combined Management Report Report on Economic Position Review of Operations → Automotive segment 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. 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. 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. 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. 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. 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. Four engine production plants worldwide 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). 100.0 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. 3.5 2,359,756 7,716 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. 11.0 0.4 4,179 3,848 8.6 0.2 87,609 57,019 53.6 3.7 82,655 -35.2 2.3 32,256 27,216 18.5 1.4 2,279,503 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. 53,528 47 in 1,000 units 150 75 145.0 137.0 123.5 115.2 106.4 Dynamic growth in Europe 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%). 2012 2014 2015 2016 * Excluding Husqvarna, sales volume up to 5 March 2013: 59,776 units. BMW Group - key motorcycle markets 2016 47 as a percentage of sales volume → 27 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 2013 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 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. → Financial Services segment Internationalisation of BMW production network progresses 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. 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 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. 48 BMW Group sales volume of motorcycles* 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. Combined segment Management Report Report on Economic Position → 26 Review of Operations → Motorcycles 2013 Development of credit loss ratio → 31 in % 0.50 0.48 0.46 0.25 0.37 0.32 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%). 2012 0.5 3.47 59 5555 3.87 2014 3.5 7.0 as a percentage of workforce → 36 Risk profile improved Employee attrition rate at BMW AG* 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 51 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. 2015 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. 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". 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. 52 52 BMW Connected digital platform presented 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. 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. 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. Next generation of the Air Touch virtual touchscreen 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. 2.08 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. 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. 2016 Driver assistance systems, highly and fully automated driving 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. Research and Development → www.bmwgroup.com/innovation 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. 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. note 7 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. 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. Combined Report on Economic Position Review of Operations → Research and Development Expertise in drivetrain technology 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. 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. Management Report 2.70 Data protection 1.41 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 Attractive workplace, talent attraction and retention Diversity and equal opportunity Employee development and training Socio-economic impacts in society Customer satisfaction Design for recycling and resource efficiency Low materiality Less important Less important Water consumption Waste and water pollution 53 Importance for the BMW Group ← Political involvement Efficient use of materials in operations and supply chain Employee-management relations Occupational health and safety Responsible financial services Corporate Citizenship Donations and philanthropy Corporate volunteering Biodiversity Involvement with local communities Use of urban space Responsible marketing and product communication Üli Air emissions of vehicles Air emissions of operations and supply chain 0 2012 2013 2014 2015 2016 * Number of employees on unlimited employment contracts leaving the Company. Sustainability → www.bmwgroup.com/responsibility 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: the development of products and services for sustainable individual mobility (for example electric mobility and services such as DriveNow and ReachNow) the efficient use of resources along the entire value chain responsibility towards employees and society in general 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. 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. 60 60 Medium materiality Vehicle efficiency and CO2 emissions materiality High Importance for the stakeholders Absolutely crucial Energy use and GHG emissions of operations and supply chain 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. → 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 Combined Management Report 7 54 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. Report on 2016 2015 2014 2013 2012 2,500 4,266 4,613 4,700 4,445 4,595 5,000 → 34 BMW Group apprentices at 31 December 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). Rolls-Royce Dawn launched 2.0 122,244 Motorcycles 3,351 3,021 10.9 Financial Services 8,394 58 7,697 Other 115 116 -0.9 BMW Group 124,729 9.1 1.3 Combined Management Report Economic Position Review of Operations → 2013 2012 10.6 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. → Workforce → 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. Report on Highly attractive employer 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. BMW supplementary benefit plan and centenary bonus 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. Diversity as a competitive factor 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. functions and 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. 111,410 112,869 Change in % 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 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. Digitalisation continued 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. 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. 100th anniversary of BMW 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. → www.bmwgroup.com/brands Sales and Marketing 20.6 Eastern Europe 39.8 Germany 1.3 Africa NAFTA 17.2 Rest of Western Europe 15.4 Asia/Australia 5.7 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. 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. Connecting procurement markets Investments ensure expertise in productivity and technology 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. 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 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. 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 57 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 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. → www.bmwgroup.com/careers 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 Slight increase in workforce Combined Management Report both 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. 55 99 56 Combined Management Report Report on Economic Position Review of Operations 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. → Sales and Marketing → Workforce 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 Premium services for individual mobility Absolutely crucial Other Entities 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. 43,175 43,685 -1.2 Cost of sales relating to financial services business 20,723 19,449 6.6 thereof interest expense relating to financial services business 1,638 1,495 9.6 Research and development expenses Change in % 4,294 0.5 thereof amortisation of capitalised development costs 1,222 1,166 4.8 Warranty expenses Service contracts, telematics and roadside assistance Other cost of sales Cost of sales 2,165 1,891 14.5 4,271 2,018 2015 in € million 2016 2015 Europe (including Germany) 47.1 45.6 Asia (including China) 28.8 27.6 Americas (including USA) 20.7 23.3 3.4 Manufacturing costs 3.5 100.0 Other regions Group *Includes the joint venture BMW Brilliance Automotive, Shenyang Ltd. (2016: 316,200 units, 2015: 282,000 units). 64 Combined Management Report Report on Economic Position → Results of Opera- tions, Financial Posi- tion and Net Assets BMW Group cost of sales → 40 100.0 in % 1,771 3,067 change* in % 86,424 85,536 1.0 3.1 2,069 1,990 4.0 5.6 25,681 23,739 8.2 Change in % 9.9 7 -14.3 -14.3 -20,017 -19,097 -4.8 94,163 92,175 2.2 4.3 Eliminations Group 6 13.9 2015 Currency adjusted 2,976 3.1 75,442 74,043 1.9 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%). 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. 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%). 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. 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. 65 69 2016 99 Combined Management Report Report on Economic Position → Results of Opera- tions, Financial Posi- tion and Net Assets Results of operations by segment Revenues by segment → 41 in € million Automotive Motorcycles Financial Services Other Entities 66 → 39 BMW Group revenues by region region were as follows: 62 Combined Management Report Report on Economic Position Review of Operations → Sustainability → Results of Opera- tions, Financial Posi- tion and Net Assets 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. Sustainability along the value chain 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. Social engagement 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. Sustainability in human resources policies 62 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". CREATE. RESULTS OF OPERATIONS, FINANCIAL POSITION AND NET ASSETS Results of operations 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 MINI and Rolls-Royce brand cars sold rose by a solid 5.3% to 2,367,603* units. BMW Group Income Statement → 38 in € million Revenues Cost of sales Gross profit Selling and administrative expenses 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 Other operating income 61 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). 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. 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. Top rankings in sustainability ratings 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. 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. Clean production 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: in % 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). Energy consumption Water consumption Process wastewater Solvent emissions CO₂ emissions 2016 -35.4% -31.0% -48.8% -81.5% -54.6% -48.6% Fleet carbon dioxide emissions reduced 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%. 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. 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. Non-recyclable waste Other operating expenses Profit before financial result 2016 -489 -618 20.9 Other financial result Financial result Profit before tax 131 -454 279 -369 9,665 9,224 Interest and similar expenses 4.8 -2,755 -2,828 2.6 Net profit 6,910 6,396 8.0 6 63 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%). 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 African rand against the euro. Group revenues by Income taxes 5.9 185 196 2015 Change in % 94,163 -75,442 92,175 2.2 -74,043 -1.9 18,721 18,132 3.2 -9,158 -8,633 -6.1 670 914 -26.7 -847 -820 -3.3 9,386 9,593 -2.2 Result from equity accounted investments 441 518 -14.9 Interest and similar income *The adjustment for exchange rate factors is calculated by applying the relevant current exchange rates to the prior year's figures. Profit/loss before tax by segment 2016 in € million Intragroup net financial assets 12,077 11,278 799 Financial assets 21,018 19,556 1,462 Less: external financial liabilities* -1,498 -179 -2,645 Net financial assets Automotive segment 19,520 16,911 2,609 * Excluding derivative financial instruments. Refinancing 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. 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: 1. The ability to act at all times by assuring perma- nent access to strategically important capital mar- kets 2. Autonomy through the diversification of refi- nancing instruments and investors 1,147 3. Focus on value by optimising financing costs 4,326 investment funds -372 Cash outflow from investing activities -5,432 -7,524 2,092 Net investment in marketable securities and investment funds -240 1,092 -1,332 Free cash flow Automotive segment 5,792 5,404 4,147 388 69 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. Net financial assets of the Automotive segment com- prise the following: in € million 2016 2015 Change Cash and cash equivalents 4,794 3,952 842 Marketable securities and 69 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". 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. 70 Maturity (years) within between later 1 1-5 than 5 Asset-backed financing transactions Programme Programme framework Amount utilised 0 16,474 Euro Medium Term Notes 50.0 34.4 Australian Medium Term Notes Commercial Paper 1.7 0.3 13.8 3.9 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. Further information with respect to financial liabili- → see ties is provided in → notes 29, 33 and 37 to the Group Financial Statements. notes 29, 33 and 37 in € billion 11,261 → 42 42,326 Combined Management Report Report on Economic Position → Results of Opera- tions, Financial Posi- tion and Net Assets 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. BMW Group financial liabilities → 45 in € million Derivate instruments 3,331 Commercial paper 3,852 Liabilities from customer deposits (banking) 13,512 Other 1,249 Bonds 44,421 change rates at 31.12.2016. 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. 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. * 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: Liabilities to banks 14,892 BMW Group financial liabilities → 46 in € million 50,000 44,144 11,836 11,464 25,000 Change 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. 67 62 Motorcycles segment 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. Financial Services segment 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. 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. Higher business volumes and a slightly improved credit risk situation contributed to the solid increase in the Financial Services segment's profit before tax. Other Entities segment/Eliminations 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. 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. 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. 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. BMW Group financial position → 43 in € million 2016 2015 Change Cash inflow from operating activities 3,173 960 2,213 Cash outflow from invest- ing activities 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. 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 Cash inflow from operating activities Motorcycles Financial Services Eliminations Group 2016 2015 Change in % 7,916 7,523 5.2 185 179 3.4 1,975 9.7 170 211 -19.4 -772 -664 -16.3 9,665 9,224 4.8 Automotive segment -5,863 -7,603 2,166 Cash inflow from financing activities 12,000 +3,173 +4,393 +55 7,880 8,000 -5,863 Cash inflow Cash outflow from operating from investing activities 31.12.2015 activities Currency translation, Cash and changes in cash equivalents 31.12.2016 Free cash flow for the Automotive segment was as follows: in € million 4,000 1,740 2016 2015 Cash inflow from financing activities Cash and cash equivalents Group composition 6,122 -611 5,004 4,393 Effects of exchange rate and composition of Group Change in cash and cash equivalents 55 73 1,758 -1,566 3,324 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). 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. 68 98 -18 → 44 Report on Economic Position → Results of Opera- tions, Financial Posi- tion and Net Assets The Group's financing activities resulted in inflows and outflows in conjunction with bonds amounting to €967 million and €1,466 million respectively. 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. 7 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). BMW Group Change in cash and cash equivalents 8,000 in € million 12,000 - 4,000 Combined Management Report 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 expense for income taxes relates primarily to current tax for the financial year 2016. 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. 78 BMW AG Balance Sheet at 31 December → 53 in € million Financial and net assets position 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. of BMW AG 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. Financial Statements Economic Position → Comments on Report on 2016* Combined Management Report 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%. 2015 14,711 Intangible assets 4,260 77 Current assets Cash and cash equivalents Marketable securities Other receivables and other assets Receivables from subsidiaries Trade receivables Inventories ASSETS 14,619 Tangible, intangible and investment assets 3,250 3,238 Investments 11,016 11,163 Property, plant and equipment 353 310 4,267 * 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. 14,620 2,300 -3,635 14,404 -57,764 -60,946 72,384 75,350 2015 2016* 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 667 Selling expenses -3,427 2,102 -2,504 -4,504 Unappropriated profit available for distribution -639 -977 Transfer to revenue reserves 2,741 3,277 -49 -19 2,790 3,296 -1,782 -1,308 -1,043 -35 1,606 1,015 184 -137 -4,758 -2,610 628 5,951 6,229 36,299 Total equity and liabilities 1,549 2,066 Deferred income 12,772 12,382 239 406 6,690 4,500 5,030 1,343 995 Liabilities Other liabilities Liabilities to subsidiaries Trade payables Liabilities to banks 34,977 7,699 *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. 60 Gross profit 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. Liabilities to banks decreased as a result of the repay- ment of project-related loans. 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. Pension provisions, net of designated plan assets, increased from €82 million to €93 million. 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. 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”. 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. Receivables from subsidiaries, most of which relate to intragroup financing receivables, decreased slightly by €228 million to €6,001 million. At €4,260 million, inventories were practically identical to the end of the previous year (2015: €4,267 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. 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). Financial Statements of BMW AG Economic Position → Comments on Report on Combined Management Report 80 7,699 7,617 7,606 Subscribed capital EQUITY AND LIABILITIES 34,977 36,299 Total assets 722 1,183 Surplus of pension and similar plan assets over liabilities 303 430 Prepayments 19,333 19,975 2,478 2,676 3,911 3,846 1,820 2,525 19 79 Capital reserves Revenue reserves 82 93 30 30 12,927 14,122 2,102 2,300 8,061 6,001 9,038 2,127 657 657 Provisions Other provisions Pension provisions Registered profit-sharing certificates Equity Unappropriated profit available for distribution 2,107 Cost of sales APPLIED TO in € million 6.6 5.5 51.8 Trade payables 8,512 7,773 9.5 10.5 4.5 Other liabilities 15,555 13,767 13.0 12.1 8.3 Total equity and liabilities 188,535 172,174 9.5 91,683 97,731 Financial liabilities 2.1 10.8 13.6 25.1 Pension provisions 4,587 3,000 52.9 60.9 2.4 9.5 Other provisions 9,630 13.4 13.0 5.8 Deferred and current tax 3,869 3,557 88 3.9 10,918 42,764 100.0 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. 64% 39% 37% Non-current provisions and liabilities 66 Current assets 35% 36% 36% 38% Current provisions and liabilities thereof cash and cash equivalents 4% 4% 2016 2015 2016 2015 Balance sheet structure - Automotive segment → 49 Total equity and liabilities in € billion 100 89 Non-current assets 65% 133 25% Equity 172 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. Cash and cash equivalents went up by €1,758 million, thus ensuring a solid level of liquid funds at 31 Decem- ber 2016. 71 22 72 Combined Management Report Report on 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. Economic Position tion and Net Assets Balance sheet structure - Group → 48 Total equity and liabilities in € billion 200 189 189 172 25% → Results of Opera- tions, Financial Posi- 89 47,363 EQUITY AND LIABILITIES Leased products 37,789 34,965 8.1 7.3 20.0 Investments accounted for using the equity method 2,546 2,233 14.0 14.0 1.4 Other investments 560 428 30.8 30.5 0.3 Receivables from sales financing 9.5 1.1 1.1 17,759 Net assets BMW Group condensed balance sheet at 31 December → 47 in € million ASSETS Group Currency adjusted 2016 2015 78,260 Change in % Proportion of balance sheet total in % Intangible assets 8,157 7,372 10.6 11.4 4.3 Property, plant and equipment 17,960 change in % Equity 70,043 12.3 2,751 2.7 5.4 1.5 6,682 6,261 6.7 6.2 3.5 7,880 6,122 28.7 27.6 4.2 188,535 172,174 9.5 9.5 100.0 2,825 Total assets Cash and cash equivalents Other assets 41.5 Financial assets 9,770 8,843 10.5 9.9 5.2 Deferred and current tax 4,265 11.7 4,326 -3.2 2.3 Inventories 11,841 11,071 7.0 7.0 6.3 Trade receivables -1.4 83 83 Non-current assets 48% 48.3 6.1 1,965 8.3 1,918 8.5 2.5 3,213 13.7 3,340 14.8 -3.8 2,300 9.7 2,102 9.3 9.4 4,563 19.3 10,870 48.8 11,535 Net value added 33.0 3.8 Depreciation and amortisation of total tangible, intangible and investment assets 8,304 8.7 8,222 8.8 Net value added 4,267 23,623 22,524 24.2 4.9 Employees Providers of finance Government/public sector Shareholders Group Minority interest 24.7 30,746 19.0 47 15 75 66 76 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 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). 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. 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 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. 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. Results of operations BMW AG Income Statement → 52 -0.2% Minority interest 19.3% Group 9.7% Shareholders 13.7% Government/public sector 0.2 27 0.1 74.1 23,623 100.0 22,524 100.0 4.9 6.9 * Cost of materials comprises all primary material costs incurred for vehicle production plus ancillary material costs (such as customs duties, insurance premiums and freight). → 51 in % Depreciation and amortisation 8.7 14.1 Other expenses Cost of materials 52.5 C 48.8% Employees 24.7 Net value added 8.3% Providers of finance BMW Group value added 2016 33.4 31,927 Gross value added Current assets 52% thereof cash and cash equivalents 5% 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. 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%). 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. 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). 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. 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 increase in trade payables mainly reflects higher production volumes. Overall, the results of operations, financial position and net assets position of the BMW Group continued to develop positively during the year under report. 73 74 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, 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 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. 0 43% Current provisions and liabilities 2015 2016 66 48% 33 200 133 66 100 41% 40% Equity BMW Group value added statement |||| 52% 66 99 19% 17% Non-current provisions and liabilities 33 40% 5% 2015 2016 → 50 2016 in € million 1.0 95,708 100.0 93,289 100.0 2.6 50,279 52.5 51,145 914 54.8 14.1 11,398 12.2 Bought-in costs 63,781 66.6 62,543 67.0 2.0 13,502 Revenues 0.7 0.2 2016 in % 2015 2015 in € million in % Change in % WORK PERFORMED Revenues Financial income 670 Other income Cost of materials* Other expenses 94,163 98.4 92,175 98.8 875 0.9 200 Total output Net valued added by the BMW Group in the financial year 2016 remained at a high level. 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. g CO2/km 9.0 significant increase between 8 and 10 % 33.0 in line with last year's level FINANCIAL SERVICES SEGMENT Return on equity % 21.2 slight decrease 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2016: 316,200 units). 2 EU-28. % 80 88 88 Combined Management Report Report on Outlook, Risks and Opportunities → Risks and Opportunities RISKS AND OPPORTUNITIES 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. 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. 7 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. Risk management system 87 145,032 units slight decrease Fleet emissions² Revenues EBIT margin Return on capital employed MOTORCYCLES SEGMENT Sales volume EBIT margin Return on capital employed 2016 2017 Outlook € million 9,665 124,729 slight increase slight increase units 2,367,603 slight increase 124 slight decrease € million 86,424 slight increase % 8.9 between 8 and 10 % 74.3 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. Sales volume¹ Risk management in the BMW Group Effectiveness → Risks and Opportunities 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. 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 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). 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: Class Low Medium High Earnings impact > €0-500 million > €500-2,000 million > €2,000 million 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. Report on Outlook, Risks and Opportunities 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 Overall, the following criteria apply for the purposes of classifying the risk level: Class Low Medium High Opportunity management system and opportunity identification Risk amount > €0-50 million > €50-400 million > €400 million 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. 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. 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". 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. Combined Management Report 90 90 Usefulness Compliance Committee Reporting/ Monitoring Completeness Identification Group-wide risk management Internal Control System Analysis and Measurement Measures Controlling Risk Management Steering Committee Supervisory Board Board of Management Group Audit 99 89 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. 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 structure. 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. Risk management process 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. 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 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 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. → 55 AUTOMOTIVE SEGMENT 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. Profit before tax 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%. 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. 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. 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. 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. 83 83 84 Combined Management Report Report on Outlook, Risks and Opportunities → Outlook Currency markets 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. 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. 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. 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. 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. 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. Automobile markets 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. 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. 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. of 1.7%. 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 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". Economic outlook Workforce at year-end 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 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. 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. Outlook 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. 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. 81 82 62 Combined Management Report 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. Risks and → Outlook REPORT ON OUT- LOOK, RISKS AND OPPORTUNITIES Positive Company performance expected to continue in 2017 Automobile and motorcycle sales expected to reach new record levels Outlook foresees increase in revenues and profit World economy expected to grow despite risks 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. 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". 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 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. 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. Opportunities Motorcycle markets Report on Outlook, Financial Services markets EBIT margin in target range between 8 and 10% expected An EBIT margin within a range of 8 to 10% (2016: 8.9%) remains the target for the Automotive segment. 1 Includes the joint venture BMW Brilliance Automotive, Shenyang Ltd. units). Return on capital employed: slight decrease expected 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. Motorcycles segment Deliveries to customers: significant increase expected 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). 2 EU-28. EBIT margin in target range between 8 and 10% expected 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". 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%). Return on capital employed expected at previous year's level 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. 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. 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 Key performance indicators → 54 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. 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. 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. BMW GROUP 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). 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). Financial Services segment 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. 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. Fleet carbon dioxide emissions²: slight decrease expected 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. 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. 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. 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. 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. - - Outlook for the BMW Group BMW Group Profit before tax: slight increase expected 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". 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. 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. Automotive segment 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). → Outlook Opportunities Report Combined Management Report on Outlook, Risks and 86 98 85 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. -163 154 Eliminations¹ -45 80 -664 170 211 Other Entities 2,166 -2.1 2,161 2,207 1,975 1,723 Financial Services -772 -17.6 169 205 -534 6,910 Group income taxes¹ 6,910 6,396 185 5,817 8.83/8.85 Earnings per share¹ in € Group net profit¹ -33 Loss from discontinued operations -16.5 553 7,240 6,396 5,817 Profit from continuing operations -28.8 -2,575 -2,000 -2,755 -2,828 -2,890 8,675 179 -0.2 Motorcycles¹ Other Entities 2,190 2,194 2,184 1,981 1,756 Financial Services -15.5 175 71 207 182 112 Motorcycles¹ -21.6 6,182 7,888 7,695 8,675 7,836 187 107 169 14 -20.0 6,977 8,717 7,916 7,523 6,886 Automotive1 -8.1 9,815 -17 9,665 8,707 Group profit before tax (EBT)1 601 -404 -663 -575 -65 Eliminations¹ -27 9,224 9.70/9.72 94.2 92.2 13.07/13.09 9,665 11,000 10,675 in € million → 08 BMW Group profit before tax 20172 2018 2016 2015 2014 50 80.4 100 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 9,815 9,224 8,707 5,500 7,244 To Our Shareholders → Report of the Supervisory Board Norbert Reithofer Chairman of the Supervisory Board 80 CAPITAL MARKETS IN 2018 BMW AG STOCK AND 2015 BOARD OF MANAGEMENT BMW Group in Figures To Our Shareholders STATEMENT OF THE CHAIRMAN OF THE REPORT OF THE SUPERVISORY BOARD 1 20172 2018 2016 2015 2014 Report of the Supervisory Board Statement of the Chairman of the Board of Management BMW AG Stock and Capital Markets 2014 5,500 9,121 → 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. BMW Group revenues 1 Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. 10.1 10.9 10.3 10.0 10.8 Pre-tax return on sales ¹³ in % (change in %pts) -17.2/-17.2 -16.9 7,207 10.82/10.84 -0.8 10.45/10.47 → 07 2,500 9,386 9,118 9,899 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 in 1,000 units 2018 2016 2015 2014 0 1,250 2,118.0 2,247.5 2,463.5 2,490.7 2,367.6 2017 Automotive¹ 10,675 9,121 → 01 GROUP 2014 2015 2016 2017 2018 Change in % Key non-financial performance indicators Workforce at year-end¹ 122,244 124,729 129,932 134,682 3.7 AUTOMOTIVE SEGMENT Deliveries² 2,117,965 116,324 2,247,485 BMW GROUP IN FIGURES To Our Shareholders →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/. → BMW Group in Figures TO OUR SHAREHOLDERS To Our Shareholders BMW Group in Figures Report of the Supervisory Board Statement of the Chairman of the Board of Management BMW AG Stock and Capital Markets →Page 4 BMW Group in Figures →Page 8 Report of the Supervisory Board → Page 16 Statement of the Chairman of the Board of Management -7.9 1 1 →Page 184 Segment Information 2,367,603 130 Change in % Deliveries BMW2 MINI Rolls-Royce 1,811,719 302,183 4,063 Total² 2,117,965 2018 1,905,234 338,466 3,785 2,247,485 2,088,283 371,881 3,362 2,463,526 2,125,026 1.8 361,531 -2.8 4,107 22.2 2,490,664 2,003,359 360,233 4,011 2,367,603 Fleet emissions in g CO2/km³ 2017 2015 127 124 2,463,526 1284 2,490,664 1.1 128 MOTORCYCLES SEGMENT Deliveries 2016 123,495 145,032 164,153 165,566 0.9 Further non-financial performance figures → 02 AUTOMOTIVE SEGMENT 2014 136,963 Other Disclosures →Page 167 Notes to the Balance Sheet 4 CORPORATE GOVERNANCE →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 → Page 200 → Page 201 →Page 20 BMW AG Stock and Capital Markets in 2018 → Page 202 Board of Management Members of the Board of Management Members of the Supervisory Board →Page 206 2 COMBINED MANAGEMENT REPORT →Page 26 General Information and Group Profile →Page 26 Organisation and Business Model →Page 36 Management System → Page 40 Report on Economic Position → Page 203 → Page 40 General and Sector-specific Environment →Page 16 Statement of the Chairman of the 8 ANNUAL REPORT 2018 #Milestones in Future Mobility BMW GROUP THE NEXT 100 YEARS B M M Report of the Supervisory Board MINI Motor Cars Limited 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. CONTENTS → Page 1 TO OUR SHAREHOLDERS 4 BMW Group in Figures → Page Rolls-Royce →Page 44 Overall Assessment by Management →Page 45 Comparison of Forecasts for 2018 with Actual Results in 2018 →Page 48 Review of Operations → Page 65 Results of Operations, Financial Position and Net Assets GROUP FINANCIAL STATEMENTS →Page 110 Income Statement → Page 110 Statement of Comprehensive Income →Page 112 Balance Sheet →Page 114 Cash Flow Statement → Page 116 3 Statement of Changes in Equity Notes to the Group Financial Statements →Page 118 Accounting Principles and Policies → Page 139 Notes to the Income Statement → Page 145 Notes to the Statement of Comprehensive Income → Page 146 → Page 118 →Page 256 Contacts →Page 255 Financial Calendar →Page 254 Index of Graphs → 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 Composition and Work Procedures of the Board of Management of BMW AG and its Committees →Page 208 Composition and Work Procedures of the 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 1.1 Production volume →Page 20 BMW AG Stock and Capital Markets in 2018 MINI 8,013 12.7 Depreciation and amortisation 4,170 4,659 4,806 4,822 5,113 7,112 6.0 3,481 5,404 5,792 4,459 2,713 -39.2 Group revenues¹ 80,401 Free cash flow Automotive segment 5,823 5,890 6,100 -5.6 FINANCIAL SERVICES SEGMENT RoE in % (change in %pts) 19.4 20.2 21.2 18.1 14.8 -3.3 Further financial performance figures → 04 in € million 2014 2015 2016 2017 2018 Change in % Total capital expenditure² 92,175 28.4 94,163 97,480 BMW5 7 6 7 6 -14.3 Eliminations1 -17,057 Other Entities -19,097 -17,306 -18,710 -8.1 Group profit before financial result (EBIT)1 9,118 9,593 9,386 9,899 -20,017 2.2 28,165 27,567 -0.8 Automotive¹ 75,173 85,536 86,424 85,742 85,846 0.1 Motorcycles¹ Financial Services 1,679 1,990 2,069 2,272 2,173 -4.4 20,599 23,739 25,681 98,282 34.0 7 31.6 185,682 162,687 -12.4 1,509,113 1,655,961 1,811,157 1,828,604 1,908,640 145,555 4.4 Adjusted value based on planned conversion to WLTP (Worldwide Harmonised Light Vehicles Test Procedure). 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 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. 2016 151,004 New contracts with retail customers 33.0 Rolls-Royce Total 5 1,838,268 322,803 4,495 2,165,566 1,933,647 342,008 3,848 2,279,503 2,002,997 352,580 4,179 2,359,756 2,123,947 378,486 3,308 2,505,741 133,615 2,168,496 368,685 4,353 2,541,534 31.6 1.4 MOTORCYCLES SEGMENT Production volume BMW FINANCIAL SERVICES SEGMENT 2.1 2017 -2.6 Change in % -2.0 ROCE¹ in % (change in %pts) 61.7 72.2 74.3 77.7 49.8 -27.9 7.2 MOTORCYCLES SEGMENT 6.7 9.1 9.0 9.1 8.1 -1.0 2018 21.8 ROCE¹ in % (change in %pts) 9.2 EBIT margin in % (change in %pts) 9.2 8.9 9,665 10,675 9,815 -8.1 AUTOMOTIVE SEGMENT Revenues¹ in € million 75,173 85,536 9,224 85,742 85,846 8,707 0.1 EBIT margin¹ in % (change in %pts) 86,424 9.6 42 Risk management as a whole comprises the Risk Management Steering Committee, the Compliance Committee, the Internal Control System and the Group Internal Audit. 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. 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. 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. Combined Management Report 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. 92 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. 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. 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. 91 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. 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. Measures Board of Management Practicability Identification Compliance Committee Reporting/ Monitoring Completeness Effectiveness Report on Outlook, Risks and Opportunities Group Audit Overall assessment by Group management risk management Analysis and Measurement Internal Control System Controlling Risk Management Steering Committee Supervisory Board Group-wide → Risks and purposes 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. > € 400 million 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. 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. 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". 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 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. 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 RISKS AND OPPORTUNITIES Risks Classification to prior year* Classification of Change compared risk amount Opportunities > €50-400 million Opportunities > €0-50 million Opportunity management system and opportunity identification Risk measurement 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). 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: Class Low Medium High Potential earnings impact > €0-500 million > €500-2,000 million > €2,000 million In the following sections, earnings impact is used consistently to cover the overall impact on results of operations, financial position and net assets. 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. Overall, the following criteria apply for the of classifying the risk amount: Class Low Medium High Risk amount BMW Group key performance indicators % 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. year's level in line with last solid increase solid increase between 8 and 10 14.8 % 28.4 % 8.1 % 165,566 units between 6 and 8 significant decrease 49.8 7.2 89 % 90 Combined 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. Risk management system → 65 Change compared to prior year 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 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 (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. 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 Opportunities → Risks and Risks and Opportunities Report on Outlook, Management Report 90 → 64 slight reduction g CO2/km FINANCIAL SERVICES SEGMENT Return on capital employed EBIT margin Deliveries to customers MOTORCYCLES SEGMENT Return on capital employed EBIT margin Fleet emissions5 Deliveries to customers4 AUTOMOTIVE SEGMENT Workforce at year-end Profit before tax GROUP 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. Depending on the political and economic situation and the risks and opportunities described below, actual business performance could differ from current expectations. Return on equity 128 1 Adjusted with effect from the financial year 2018. 3 Based on adjusted outlook. slight increase 2,490,664 units in line with last year's level 134,682 significant decrease 9,627 9,815 € million Outlook³ 2019 20182 adjusted 2018 reported 5 EU-28. 4 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2018: 459,581 units). ² Adjusted in accordance with IFRS 16. 93 Stable* Macroeconomic risks and opportunities 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. 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. 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. 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. notes 33 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. 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. → Risks and Opportunities Report on Outlook, Risks and Opportunities Management Report Combined 96 Risks and opportunities relating to operations Risks and opportunities relating to production and technologies 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. 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. 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. 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 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. 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. → Risks and Opportunities Report on Outlook, Risks and Opportunities Combined Management Report 98 96 97 46 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 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. 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. 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 96 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. 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. 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. 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. Report on Outlook, - 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. Stable Medium Legal risks 93 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. Risks and Opportunities → Risks and Opportunities 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. information are available on page 108. 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. 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. 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 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. 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. 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. 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. 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. - Changes in legislation and regulatory requirements Stable High Stable Insignificant Stable Sales and marketing Insignificant Low Insignificant Stable Information, data protection and IT High Stable Insignificant Stable Stable Medium Production and technology High Stable Insignificant Stable Strategic and sector risks and opportunities High Stable Insignificant Stable Market developments High Stable Insignificant Stable Risks and opportunities relating to operations Stable Financial risks and opportunities Purchasing High Medium Stable Significant Stable Residual value High Stable* Significant Stable Interest rate changes Medium Foreign currencies Significant Medium Stable Credit risk Risks and opportunities relating to the provision of financial services Stable* Significant Stable Stable* Significant Stable Raw materials Medium Stable* Significant Operational risks Liquidity Stable Low Stable Pension obligations High Stable* → see note 41 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. 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 of the Group Financial Statements). 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 (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 in % Stefan Quandt, Germany AQTON SE, Bad Homburg v. d. Höhe, Germany 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. Direct or indirect investments in capital exceeding 10% of voting rights (b) payment of an additional dividend of €0.02 per €1 par value on non-voting preferred shares 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 § 289 (5) and § 315 (2) No. 5 HGB. *Disclosures pursuant to 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). 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. AQTON Verwaltung GmbH, Bad Homburg v. d. Höhe, Germany EXPLANATORY COMMENTS DISCLOSURES RELEVANT FOR TAKEOVERS* AND and Explanatory Comments for Takeovers → Disclosures Relevant Combined Management Report 104 103 accruement Composition of subscribed capital 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. Susanne Klatten, Germany for Takeovers → Disclosures Relevant 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. 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 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. 20.7 20.75 0.2 16.6 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. AQTON GmbH & Co. KG für Automobilwerte, Bad Homburg v. d. Höhe, Germany Direct share of voting rights voting rights 0.2 25.62 9.0 16.63 16.64 Indirect share of 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. Operational risks in the Financial Services segment Disclosures 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. 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 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. Further information on risks in conjunction with financial instruments is provided in → note 39 to the → see Group Financial Statements. 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. 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. Report on Outlook, Risks and Opportunities Management Report Combined 100 99 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 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. 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. 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. 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. Currency risks and opportunities and Explanatory Comments Financial risks and risks relating to the use of financial instruments → Risks and Opportunities notes 39 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. 101 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 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 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. 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. 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. Overall assessment of the risk and opportunities situation 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. → see notes 38 102 Combined Management Report Report on Outlook, Risks and Opportunities → Risks and Opportunities pursuant to § 289 (5) and § 315 (2) no. 5 HGB. → Internal Control System Relevant for Accounting and 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. → see note 38 Financial Reporting Process Authorisations of the Board of Management in particular with respect to the issuing or buying back of shares BMW M5/Competition 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. 198 209 9.1 8.5 227-224 10.0-9.8 (combined) in kWh/100 km Electric power consumption in g/km (combined) in l/100 km (combined) CO2 emissions Fuel consumption BMW i8 Roadster BMW i8 Coupé BMW i3s (120 Ah) with pure electric drive BMW eDrive 10.8-10.7 246-243 9.1 207-206 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. 14.5 46 14.0 42 1.8 13.1 14.6-14.0 BMW i3 (120 Ah) with pure electric drive BMW eDrive 0 330-328 14.5-14.4 341 15 13.7-13.2 56-55 2.5-2.4 0 BMW ELECTRIFIED MODELS 2.0 Cullinan 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. 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). 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. enables the acquirer to exercise control over a contractual party, or which constitutes a merger or a transfer of net assets. 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 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. ― 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. 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. 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: 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. Phantom 108 Combined Management Report Significant agreements of the Company taking effect in the event of change in control following a takeover bid and Explanatory Comments → Disclosures Relevant for Takeovers MINI BMW X3 M40i BMW M3 CS BMW M3 BMW M2 Competition BMW MINI Cooper SE Countryman ALL4 → 66 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 Model 7 ROLLS-ROYCE 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. Fuel consumption and CO2 emissions information other joint venture partner or in the liquidation of the joint venture entity. Subscribed capital 2,084 50,993 7,117 718 7,835 34 -77 31 2,118 56,121 Note 658 -2,630 658 31 50,815 Other comprehensive income for the period after tax Comprehensive income at 31 December 2017 (adjusted according to IFRS 15)* Dividend payments Subscribed share capital increase out of Authorised Capital Note Subscribed capital Capital reserves Revenue reserves 658 2,084 51,256 -441 658 2,084 178 Capital 15 Revenue reserves 50,815 * Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. Accumulated other equity Equity Derivative attributable to 2,084 Translation differences financial instruments Costs of hedging shareholders Minority of BMW AG Net profit* Securities reserves 658 31 December 2017* 31 657 2,047 44,445 -409 657 2,047 31 44,036 475 9,064 -2,300 relating to preferred stock 37 Other changes* 8,589 1 January 2017 (adjusted according to IFRS 15) Change in trade receivables 1 January 2017 (as originally reported) 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 Proceeds from non-current financial liabilities³ Repayment of non-current financial liabilities³ Change in other financial liabilities4 Interest paid² Intragroup financing and equity transactions Change in cash and cash equivalents Payment of dividend for the previous year 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 Payments into equity Change in trade payables Cash and cash equivalents as at 1 January Cash and cash equivalents as at 31 December 115 Other comprehensive income for the period after tax Comprehensive income at 31 December 2018 Net profit 1 January 2018 (adjusted according to IFRS 9) 31 December 2017 (adjusted according to IFRS 15) Effects from the first-time application of IFRS 9 Effect from the first-time application of IFRS 15 31 December 2017 (as originally reported) The reconciliation of liabilities from financing activities is presented in note 35. in € million BMW GROUP Changes in Equity → BMW Group Statement of Statements Group Financial 116 STATEMENT OF CHANGES IN EQUITY Effects from the first-time application of IFRS 15 Change in inventories Change in receivables from sales financing 7,157 -1,190 129 2,363 interest 1,474 4,794 Dividend payments out of Authorised Capital Premium arising on capital increase relating to preferred stock Other changes 31 December 2018 in € million Subscribed share capital increase Changes in working capital 1,856 8,631 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 3,046 Interest received² Current tax Loss from discontinued operations Net profit 1,856 1,985 7,157 Income taxes paid Total 112 93 41 1,437 9,219 86 9,305 -2,300 -1,323 -2,300 1 37 37 15 95 110 1 -1,494 8,675 630 1,437 -409 47,363 -409 1 January 2017 (as originally reported) Effects from the first-time application of IFRS 15 -171 52 78 630 46,699 46,954 1 January 2017 (adjusted according to IFRS 15) 8,589 86 -1,323 41 255 255 93 53,671 NOTES TO THE GROUP FINANCIAL STATEMENTS ACCOUNTING PRINCIPLES AND POLICIES 01 Basis of preparation 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. Policies The Group currency is the euro. All amounts are disclosed in millions of euros (€ million) unless stated otherwise. 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"). note 45 On 19 February 2019, the Board of Management granted approval for publication of the Group Finan- cial Statements. 111 64 The BMW Group and segment income statements are presented using the cost of sales method. 1,515 Principles and Financial Statements 436 54,107 Net profit* Other comprehensive income for the period after tax Comprehensive income at 31 December 2017 (adjusted according to IFRS 15)* Dividend payments Subscribed share capital increase out of Authorised Capital → Accounting Premium arising on capital increase relating to preferred stock 31 December 2017* 117 118 Group Financial Statements Notes to the Group Other changes* 47,108 78 52 1,515 5 53,772 436 54,208 1 January 2018 (adjusted according to IFRS 9) 11 7,117 168 -12 -906 -572 -604 168 90 -12 -1,494 54,107 101 1,515 54,112 436 -441 54,548 -441 31 December 2017 (as originally reported) Effect 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 -1,494 1,515 53,671 436 -82 5 101 93 -906 -572 6,513 Derivative Translation differences Securities financial instruments Costs of hedging Equity attributable to shareholders of BMW AG Accumulated other equity Minority interest Dividend payments Subscribed share capital increase out of Authorised Capital Premium arising on capital increase relating to preferred stock Other changes 31 December 2018 -171 Total 58,088 529 57,559 90 7,207 -604 6,603 Net profit Other comprehensive income for the period after tax Comprehensive income at 31 December 2018 -2,630 -2,630 -1,326 34 34 -51 -2 -130 3 -127 558 -569 -1,494 -25 Premium arising on capital increase 65 -199 -18,710 Depreciation and amortisation of tangible, intangible and investment assets 5,113 4,822 Other non-cash income and expense items 111 -249 Result from equity accounted investments -632 -739 Gain/loss on disposal of tangible and intangible assets and marketable securities -34 -43 Change in deferred taxes 355 -559 Change in provisions Change in trade payables Change in trade receivables Change in inventories 166 7 Other interest and similar income/expenses² -573 -7,440 -5,670 Change in receivables from sales financing -1,134 -1,693 Change in leased products Changes in working capital Change in other operating assets and liabilities 125 Interest received² Other liabilities Non-current provisions and liabilities Other provisions Current tax Financial liabilities Trade payables Other liabilities Liabilities in conjunction with assets held for sale Current provisions and liabilities Total equity and liabilities 113 114 Group Financial Statements → BMW Group Cash Flow Statement BMW GROUP CASH FLOW STATEMENT in € million -2,301 -1,972 Income taxes paid 2,558 2,220 33 170 8,675 Current tax Loss from discontinued operations Net profit 20171 2018 Group 7,207 Cash inflow/outflow from operating activities -357 -1,293 Payment of dividend for the previous year Intragroup financing and equity transactions Interest paid² Proceeds from non-current financial liabilities³ Repayment of non-current financial liabilities³ Change in other financial liabilities4 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 -7,363 -6,163 25 -2,630 38 -2,324 -136 -165 30,762 23,955 Cash and cash equivalents as at 31 December Cash and cash equivalents as at 1 January 1,159 1,940 64 -25 Payments into equity -223 1,572 4,296 -3,131 -1,161 -16,801 -22,564 -19 Cash inflow/outflow from investing activities 3,866 3,761 Proceeds from subsidies for intangible assets and property, plant and equipment -7,112 -7,777 Total investment in intangible assets and property, plant and equipment 5,909 5,051 21 1,211 752 -82 1,414 -328 45 112 697 Financial liabilities Proceeds from the disposal of intangible assets and property, plant and equipment 30 Proceeds from the sale of marketable securities and investment funds -4,041 -3,725 Investments in marketable securities and investment funds 969 Proceeds from the sale of subsidiaries and other business units 107 267 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 6235 Deferred tax Other provisions Pension provisions 460 669 5,484 5,331 48,775 1,163 797 45,963 -98 -307 -66,487 -66,938 1,985 1,856 351 18 47,655 41,062 50,256 47,942 -66,585 -67,245 146,808 343 706 128 72 49 -18,096 55 -17,292 20,683 14,740 14,919 82,950 -127,818 -120,147 91,596 137,828 18,102 79 1,531 1,325 -1,964 130 28 442 483 -39 3,562 1,089 176 138 48,321 48,109 -11,457 -10,765 695 356 3,082 26,628 32,113 38,674 152 91 24 17 33,956 -52,902 35,008 41,340 96,766 99,153 -198 -1,436 -31,783 -40,610 -61,233 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. 4,611 22 28,811 -66,387 -67,233 146,808 137,828 91,596 82,950 -127,818 -120,147 ASSETS Intangible assets Property, plant and equipment Leased products Investments accounted for using the equity method Other investments Receivables from sales financing Financial assets Deferred tax Other assets Non-current assets Inventories Equity Minority interest Equity attributable to shareholders of BMW AG Accumulated other equity Revenue reserves Capital reserves 24,971 Subscribed capital Total assets Current assets Cash and cash equivalents Assets held for sale Financial assets Current tax Other assets Receivables from sales financing Trade receivables EQUITY AND LIABILITIES 71,704 71,383 -66,289 -66,926 -198 -3,639 -3,843 -39 -40,257 -44,139 35,095 198 36,037 45,942 51,384 -30,981 -34,818 60,506 28,835 36,333 44,624 17,819 19,170 38 1,168 4,302 532 9 -307 -98 15,607 11 13,167 12,339 11 12,595 849 45,220 43,988 549 950 25,705 17 17 233 208 9 24,853 ³ Proceeds/Repayment of bonds are recognised under Proceeds/Repayment of non-current financial liabilities. Prior year figures adjusted accordingly. 4 The change in commercial paper is recognised under change in other financial liabilities. Prior year figures adjusted accordingly. 5 Includes dividends received from investment assets amounting to €384 million (2017: €258 million). 5,091 5,299 124 142 Attributable to minority interest 90 86 30 22 Attributable to shareholders of BMW AG 31 7,117 8,589 5,061 5,277 124 142 Diluted earnings per share of preferred stock in € 13.07 10.82 15 Diluted earnings per share of common stock in € Dilutive effects 8,675 13.09 15 Basic earnings per share of preferred stock in € 13.07 10.82 15 Basic earnings per share of common stock in € 10.84 7,207 Net profit/loss -33 169 8,717 6,977 10,675 9,815 Profit/loss before tax 205 -2 829 795 776 694 Financial result 295 -6 15 Income taxes -2,575 -33 Loss from discontinued operations 142 124 5,299 5,124 14 8,675 Profit/loss from continuing operations -63 -45 -3,418 -1,853 -2,000 7,240 129 10.84 Statement of Comprehensive Income for Group 192 Other comprehensive income for the period after tax Items that can be reclassified to the income statement in the future Currency translation foreign operations -597 674 -30 -157 -620 1,914 -1,381 39 -30 475 718 -218 -217 Note 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) -1,171 Financial instruments used for hedging purposes Other comprehensive income from equity accounted investments Deferred taxes 7,207 8,675 32 935 693 Costs of hedging -1,322 155 19 information) 2017 2018 Eliminations (unaudited supplementary information) (unaudited supplementary 2017 2017* 28,165 27,567 6 in € million → 68 2018 13.09 Other Entities information) -604 630 Total comprehensive income Total comprehensive income attributable to minority interests 6,603 90 9,305 2018 85,742 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 Total comprehensive income attributable to shareholders of BMW AG 7,160 248 13 4,699 34 35 83 25 33 46 -632 -739 -35 -41 1 -2 -71 909 28 -1,872 43 59 -20 7 -1,179 -390 4,982 161 78 -758 -7,440 -5,670 -1,855 -1,783 176 -5 1 89 2017 2018 20171 2018 information) (unaudited supplementary 5,091 Financial Services (unaudited supplementary Automotive 9,039 10,979 7,880 9,039 information) 60 5,299 4,047 -165 - - 125 170 -315 1,653 -299 -1,751 -114 308 2,699 1,886 33 -1,896 51 19 →Page 110 Income Statement Automotive (unaudited supplementary Group information) Note 2018 2017* 2018 Motorcycles (unaudited supplementary information) 2017* 2018 2017* Revenues 8 Cost of sales Other financial result -6 -530 -533 -412 -386 in € million 12 325 567 201 98,282 85,846 -78,329 -71,918 97,480 9 -78,924 18,556 Gross profit Interest and similar expenses → 67 Income Statements for Group and Segments STATEMENT OF COMPREHENSIVE INCOME Notes to the Statement of Comprehensive Income Notes to the Balance Sheet Other Disclosures →Page 167 → Page 146 → Page 145 →Page 139 →Page 184 Segment Information → Page 118 Notes to the Income Statement Notes to the Group Financial Statements Accounting Principles and Policies → Page 116 Statement of Changes in Equity →Page 114 Cash Flow Statement →Page 112 Balance Sheet →Page 110 Statement of Comprehensive Income → Page 118 GROUP FINANCIAL STATEMENTS → Page 190 List of Investments at 31 December 2018 3 INCOME STATEMENT BMW GROUP prehensive Income → Statement of Com- Income Statement → BMW Group 3 Statements 110 Notes Balance Sheet Cash Flow Statement Income Income Statement Statement of Comprehensive Group Financial Statements Group Financial 2018 6,660 1 Other assets 28 2,026 1,630 1,630 5,085 3,671 33 32 Non-current assets 125,442 122,090 121,964 45,655 42,615 527 477 2,663 2,546 30 580 568 12,103 2,857 12,462 12,707 13,047 20 Trade receivables 29 Inventories 12,707 2,667 3,043 1,965 388 23 38,572 36,257 36,257 2,624 2,769 2,769 2,624 2,769 Other investments 739 690 690 4,843 4,985 Receivables from sales financing 1,590 14 Deferred tax 1,302 216 2,369 1,993 2,369 26 Financial assets 48,321 48,475 48,109 25 1,010 2,287 2,354 167 8 Assets held for sale 2 461 461 Current assets 83,538 73,496 73,542 51,463 51,030 749 753 Total assets 208,980 195,586 195,506 2,084 2,118 31 Capital reserves 658 658 12 658 Subscribed capital EQUITY AND LIABILITIES 1,230 1,276 93,645 97,118 31 7,157 8,631 9,039 Current tax 5,578 4,988 7,965 7,949 6,675 27 26 32,113 32,087 38,674 25 Receivables from sales financing 160 Financial assets 399 1,366 1,566 9,039 10,979 Cash and cash equivalents 5 2 23,124 1,566 22,016 7,485 9,790 28 Other assets 714 618 7,485 18,050 19,372 18,471 -63 -231 3,562 3,655 199 211 -6,769 -6,544 130 937 25 -2,630 38 -2,324 2,099 567 5,097 4,315 -1,859 -4,310 827 73 -2 -1,053 -7,608 -3,810 -12,071 -410 11,937 12,940 1 -165 -136 -48 -3,692 969 1 10,848 9,352 705 -1,259 -1,468 175 -6,790 225 1,069 344 162 109 1,214 -427 -13 6,793 -6,384 -6,972 2 1,037 1,210 -209 -482 -145 -7,618 2 28 105 3 18 -15 -13 2 2,084 4,334 -82 ASSETS Group Note 2018 1.1.20181 31.12.2017² Automotive (unaudited supplementary information) 2018 Motorcycles (unaudited supplementary information) 20172 2018 20172 Intangible assets 21 10,971 18,471 19,801 22 222 24 Investments accounted for using the equity method in € million Leased products 57 95 8,981 10,472 9,464 9,464 Property, plant and equipment BALANCE SHEET AT 31 DECEMBER 2018 BMW GROUP at 31 December 2018 -874 Revenues Cost of sales Gross profit Selling and administrative expenses Other operating income Other operating expenses 420 Profit/loss before financial result Other financial result Financial result Profit/loss before tax Income taxes Profit/loss from continuing operations Loss from discontinued operations Net profit/loss 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 € -141 Result from equity accounted investments Interest and similar income Interest and similar expenses -31 61 3,983 Balance Sheet → BMW Group Statements Group Financial -874 1,653 -81 4,047 61 420 -874 60 64 1,593 -81 Revenue reserves 31 56,121 739 632 739 Interest and similar income 12 397 506 487 Non-current provisions and liabilities 79,983 69,616 69,634 17,034 16,374 640 657 Other provisions 933 1,124 1,124 1,158 34 Current tax 632 99 5,710 5,436 6,367 6,367 6,078 33 101 24 Result from equity accounted investments 207 720 774 11 Other operating income -256 -263 810 -7,927 -9,560 -9,558 10 Selling and administrative expenses 474 435 -7,880 874 675 4 175 7,888 6,182 9,899 9,121 Profit/loss before financial result 4 -15 -1,200 -676 -1,214 -651 11 Other operating expenses -1 16,340 Financial liabilities 38,825 195,586 195,506 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 information) 2018 Other Entities (unaudited supplementary information) 2017 2018 Eliminations (unaudited supplementary -8,028 -7,855 20172 44,285 46,427 33 208,980 30 1 425 403 2018 2017 information) 1 Total equity and liabilities 573 636 Other liabilities 355 348 8,516 8,360 9,731 36 9,731 37 Trade payables 947 879 41,100 41,097 9,669 35 15,117 13,443 37,910 40,306 71,765 71,762 70,909 Current provisions and liabilities 13,443 62 2 Liabilities in conjunction with assets held for sale 119 187 21,863 24,636 62 2 13,928 -1,798 70 101 Deferred tax 14 1,806 2,166 2,157 1,016 1,456 Financial liabilities 35 64,772 53,521 53,548 1,017 832 Other liabilities -19 -133 -340 1,653 4,047 -81 5,175 61 6,506 7,549 5,045 5,045 5,299 36 420 5,363 5,632 5,632 436 436 529 Minority interest 50,815 114 53,671 53,772 Equity 57,559 Equity attributable to shareholders of BMWAG 37 -1,338 31 Accumulated other equity 50,993 31 -36 58,088 54,107 5,776 33 Other provisions 69 64 2,405 54,208 2,089 3,252 2,330 32 Pension provisions 39,361 39,778 3,252 19,953 1,840 -534 -80 -113 -124 -185 -208 130 126 96 42 20 16 -27 -79 -1,370 -1,352 -449 563 -1,738 -69,402 2,272 2,173 -17,306 -24,541 -96 -23,986 19,273 16,857 3,624 3,581 6 7 - 230 210 2,190 11 -51 -58 -29 13 -18 -27 66 -130 2,161 2,207 -45 80 553 -48 -508 1,116 -986 2,194 -27 14 601 -404 12 1,312 12 1,110 -1,360 -1,246 -14 -10 -1,145 1,178 2017* Russian Rubel 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 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 recognition based on acquisition cost. The following changes took place in the Group report- ing entity in the financial year 2018: Included at 31 December 2017 Included for the Germany Foreign Total 21 187 208 22 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. 24 2 No longer included in 2018 Included at 31 December 2018 22 15 15 23 194 217 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. 119 first time in 2018 120 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. 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. 134.93 125.77 7.63 7.81 7.80 7.87 0.88 0.88 0.89 0.89 2017 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 (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 31.12.2017 Average rate 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 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 58 structured entities, consisting of asset- backed securities entities and special-purpose funds. 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 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. 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. 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. 31.12.2018 in note 41. Statements Notes to the Group Financial Statements Total identified net assets 97 40 GOODWILL CALCULATION Consideration transferred (purchase price) 418 Total identified net assets 97 Goodwill 321 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. 3 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. 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. 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. 03 Foreign currency translation and measurement The financial statements of consolidated compa- nies which are presented in a foreign currency are 7 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". 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. The exchange rates of currencies which have a mate- rial impact on the Group Financial Statements were as follows: 1 Euro = British Pound Chinese Renminbi Japanese Yen 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. Other liabilities 34 Deferred tax liabilities → Accounting Principles and Policies 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 services. 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. 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. The following table shows the purchase price allocation: in € million IDENTIFIED ASSETS Intangible assets Fair values at acquisition date 111 22 9 7 1 5 Trademarks Trade receivables Other receivables Inventories Cash and cash equivalents IDENTIFIED LIABILITIES Provisions 16 Trade payables 5 130.36 126.68 Group Financial 1,281.41 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. 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 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. 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 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 8 to 50 3 to 21 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. Plant and machinery 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. 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. 1,271.07 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 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. Group Financial Statements 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. 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 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. 128 Factory and office buildings, residential buildings, fixed installations in buildings and outside facilities 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 following useful lives are applied throughout the BMW Group: 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 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 122 121 1.13 1.18 1.20 1.14 15.04 15.62 14.81 16.45 65.91 74.07 69.04 79.72 1,276.47 in years 1,298.78 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. 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. Group Financial Notes to the Group Financial Statements → Accounting Principles and Policies 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. 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). Korean Won 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. 13.4 12.0 12.0 12.0 12.0 2017 13.4 Financial Services 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. 2018 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 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. 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. 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 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. 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: in % Automotive Motorcycles 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. f) e) a FINANCIAL ASSETS Other investments 7 7 -30 155 -30 -77 Receivables from sales financing -30 Financial assets Other assets Cash flow hedges Fair value hedges Other derivative instruments Marketable securities and investment funds b) 이 Loans to third parties Credit card receivables Other Cash and cash equivalents Trade receivables Receivables from subsidiaries 116 Derivative instruments -8 evaluation -6 change of Receivables from companies in which an investment is held category measurement -8 Equity effects Accumulated Deferred taxes other equity Revenue reserves Note 128 -35 -8 -76 76 a) b) 93 c) 5 5 -2 2 .6 22 -2 3 Collateral assets 114 Other assets in € million Impairment allowances 31.12.2017 Adjustment to impairment Impairment allowances allowance due to IAS 39 IFRS 9 1.1.2018 IFRS 9 Receivables from sales financing -1,147 128 -1,019 Credit card receivables -10 -8 -18 Trade receivables -56 -4 -60 Marketable securities and investment funds -2 -2 Total -1,213 -1,099 measurement → 75 23 BMW Group reconciliation of impairment allowances (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. Total financial assets FINANCIAL LIABILITIES Financial liabilities Trade payables Other liabilities 23 -77 178 137 Total financial liabilities Total impact on equity 138 Group Financial Statements Notes to the Group Financial Statements → Accounting Principles and Policies → Notes to the Income Statement The impact of the various changes arising in con- junction with the first-time application of IFRS 9 is explained below: (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. (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. (c) Adjustment of impairment allowances in accor- dance with the new requirements of 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. 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. new 1,731 111,171 Total current provisions and liabilities thereof other provisions thereof other liabilities Total equity and liabilities 2,795 26 2,821 5,357 -281 5,076 67,989 2,240 70,229 thereof other liabilities 5,879 5,916 10,198 2,203 12,401 188,535 1,731 190,266 BMW Group change in presentation of balance sheet at 31 December 2017 → 70 in € million ASSETS Total non-current assets thereof investments accounted for using the equity method 37 thereof deferred tax thereof deferred tax 155 66,864 1,509 68,373 5,087 1,509 6,596 188,535 190,266 Total assets EQUITY AND LIABILITIES Total equity 47,363 -409 5,194 46,954 47,108 -409 46,699 Differences through 44,445 -409 44,036 Total non-current provisions and liabilities 73,183 -100 73,083 thereof other provisions 5,039 thereof equity attributable to shareholders of BMW AG thereof other assets Total current assets thereof other assets 53,671 thereof revenue reserves 51,256 -441 50,815 Total non-current provisions and liabilities 69,888 -254 69,634 thereof other provisions 5,437 195 5,632 -441 thereof deferred tax Total current provisions and liabilities thereof other provisions thereof other liabilities Total equity and liabilities 2,241 -84 2,157 5,410 -365 5,045 69,047 2,718 71,765 thereof other liabilities 54,112 thereof equity attributable to shareholders of BMW AG 54,107 Total assets As originally reported Adjustment IFRS 15 Adjusted according to IFRS 15 121,901 63 121,964 2,767 2 2,769 1,927 66 1,993 1,635 -5 1,630 71,582 1,960 73,542 5,525 1,960 7,485 193,483 2,023 195,506 EQUITY AND LIABILITIES Total equity 54,548 -441 1,589 -6 1,595 2,553 Date of mandatory application IASB Date of mandatory application EU 13.1.2016 1.1.2019 1.1.2019 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 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. 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. 129 130 Group Financial Statements Notes to the Group Financial Statements → Accounting Date of issue by IASB Principles and Policies 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). 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 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. 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 revenue reserves 1.1.2018 2018 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. Leases IFRS 16 Standard/Interpretation 05 Financial reporting rules (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 Financial Instruments Foreign Currency Transactions and Advance Consideration Date of issue by IASB Date of mandatory application IASB Date of mandatory application EU 28.5.2014 11.9.2015 1.1.2018 1.1.2018 12.4.2016 24.7.2014 8.12.2016 1.1.2018 1.1.2018 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. 1.1.2019 6,313 Segment Lessor Notes to the Group Financial Statements → Accounting Principles and Policies 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 Total non-current assets thereof investments accounted for using the equity method Statements thereof deferred tax Total current assets thereof other assets As originally reported Adjustment IFRS 15 Adjusted according to IFRS 15 121,671 222 121,893 2,546 2 2,548 2,327 226 thereof other assets Group Financial 132 131 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 -15 -131 -146 Lessor Changes in timing of income statement recognition of volume-dependent bonuses Financial Services -101 -12 -113 Total impact -116 -143 -291 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. 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. 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. 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. Lessee 54 thereof revenue reserves 10,779 Hedge accounting 2,187 2,187 Hedge accounting Hedge accounting 814 814 Held for trading Fair value through profit or loss 1,340 1,340 Available-for-sale Fair value through profit or loss Hedge accounting 790 5,447 3,919 At amortised cost 730 Loans and receivables At amortised cost 112 112 Fair value option Fair value through profit or loss 2 2 Loans and receivables Fair value directly through equity 80,562 80,434 At amortised cost → Accounting Principles and Policies in € million FINANCIAL ASSETS Category IAS 39 IFRS 9 Other investments Receivables from sales financing Financial assets Derivative instruments Available-for-sale Fair value option Loans and receivables 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 Carrying amount IAS 39 IFRS 9 Fair value through profit or loss 366 395 29 At amortised cost Financial Statements 248 Loans and receivables 97 Other assets Total financial assets Loans and receivables At amortised cost 1,108 1,108 105,903 6,367 FINANCIAL LIABILITIES Financial liabilities Trade payables Other liabilities 97 Total financial liabilities Other liabilities At amortised cost 94,648 94,618 Other liabilities At amortised cost 9,731 9,731 Other liabilities At amortised cost 6,822 6,822 111,201 Total impact on equity Fair value directly through equity Available-for-sale 219 At amortised cost 184 184 Cash At amortised cost 8,407 9,039 Fair value through profit or loss 632 Loans and receivables At amortised cost 2,667 2,663 Other assets Receivables from subsidiaries Receivables from companies Loans and receivables At amortised cost 276 276 Loans and receivables At amortised cost in which an investment is held 1,334 1,334 Collateral assets Cash At amortised cost 219 240 Notes to the Group 106,011 BMW Group reclassification of financial instruments at 1 January 2018 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 Change in deferred taxes Other Cash inflow/outflow from operating activities The effects of the first-time application of IFRS 15 on equity are shown in the Statement of Changes in Equity. As originally reported Adjustment IFRS 15 Adjusted according to IFRS 15 Total comprehensive income attributable to shareholders of BMW AG 98,678 98,282 -78,744 415 -78,329 19,934 19 19,953 9,880 19 9,899 10,655 20 10,675 -396 Total comprehensive income Net profit in € million → 74 2,664 13,443 193,483 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 Statements Financial Statements → Accounting Principles and Policies → 71 in € million Revenues Cost of sales Gross profit Profit/loss before financial result Profit/loss before tax 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 -1,949 -51 Notes to the Group 8,706 Adjusted according to IFRS 15 8,706 -31 8,675 696 56 752 -609 50 -559 -2,884 -75 Adjustment IFRS 15 -2,959 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. 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. 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. 135 136 Group Financial -2,000 Statements 5,909 As originally reported → see note 4 -31 9,219 -31 8,620 -31 8,589 8,675 -0.05 13.07 13.14 -0.05 13.09 13.12 -0.05 13.07 13.12 -0.05 13.14 9,305 -31 9,336 -31 8,706 8,675 9,250 Adjusted according to 13.09 Adjustment IFRS 15 As originally reported IFRS 15 Gains on the disposal of assets -211 11 Net interest result Income from the reversal of impairment -386 96 -412 losses and write-downs 8 15 774 Sundry operating income 262 212 Other operating income 720 13 Exchange losses -135 -246 Expense for additions to provisions Other financial result 80 Interest and similar expenses -62 216 Other operating income and expenses Interest and similar income 397 -193 201 Other operating income and expenses comprise the following items: Expense relating to interest impact on other long-term provisions -91 -66 in € million 138 2018 Net interest expense on the net defined benefit liability for pension plans Other interest and similar expenses -81 -233 -265 thereof subsidiaries: -2 -2 Exchange gains 185 282 Income from the reversal of provisions 2017 -580 Income from the reversal of and expenses for the recognition of impairment allowances and write- downs relate mainly to impairment allowances on receivables. write-downs 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 -105 234 Other financial result 51 248 14 Income taxes Impairment losses recognised on receivables from contracts with customers amounted to €47 million (2017: €29 million). Taxes on income of the BMW Group comprise the following: Current tax expense 2018 2017* 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. 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 income (-) 11 Deferred tax expense (+)/ in € million Expense for impairment losses and 14 156 -48 -29 in € million 2018 2017 Sundry operating expenses -275 -359 Other operating expenses -651 -1,214 14 Income from investments in subsidiaries and participations Other operating income and expenses 123 -494 thereof from subsidiaries: 9 13 14 13 Expenses from investments in subsidiaries and participations -122 Result on investments 278 9 Revenues by activity comprise the following: thereof from subsidiaries: 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* 2018 in € million 2017* 2018 Cost of sales comprises: Cost of sales 09 in € million Revenues 08 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. NOTES TO THE INCOME STATEMENT Cost of sales relating to financial services business 23,383 22,932 Income from lease instalments 355 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). 3,744 2,081 2,234 Other income and roadside assistance Expenses for service contracts, telematics 1,737 1,640 telematics and roadside assistance 3,384 4,920 Research and development expenses Revenues from service contracts, 3,720 3,744 Interest income on loan financing 1,801 2,051 to financial services business thereof: Interest expense relating 9,816 9,691 5,320 Warranty expenditure 1,729 2,097 2,984 2,424 Total research and development expenditure 6,890 6,108 139 140 Group Financial Statements Notes to the Group Financial Statements New expenditure for capitalised development costs → Notes to the 10 Selling and administrative expenses Selling and administrative expenses relate mainly to expenses for marketing, personnel and IT. 12 Net interest result in € million 2018 2017 Other interest and similar income 397 201 Income Statement 8 -1,236 4,920 Revenues 97,480 98,282 Other cost of sales 2,996 2,857 * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. Cost of sales 78,924 78,329 * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. -1,414 Revenues recognised from contracts with customers in accordance with IFRS 15 totalled €82,024 million (2017: €82,894 million). 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. 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 2017 Research and development expenses Amortisation 5,320 note 45 -558 175 differences 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 within one year 8,980 8,586 between one and five years 9,863 9,383 later than five years 23 110 105 60 due within one year 9 10 due between one and five years due later than five years 26 32 38 40 37 73 Present value of future minimum lease payments due within one year 9 9 due between one and five years due later than five years 49 41 47 82 lease payments 13 18,880 -1,061 Other comprehensive income 192 -124 33 -157 Other comprehensive income from equity accounted investments Currency translation foreign operations -433 187 -620 Costs of hedging 1,346 -568 1,914 -945 436 -1,381 457 192 -604 -30 -1,171 1,445 -31 17,982 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. Acquisition and manufacturing cost Analysis of changes in Group tangible, intangible and investment assets 2018 20 NOTES TO THE BALANCE SHEET Balance Sheet → Notes to the Minimum lease payments Notes to the Group Financial Statements Group Financial 146 145 (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). 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 -1,171 630 -815 -61 Statements Financial instruments used for hedging purposes Interest portion of the future minimum 178 7,801 -379 3,633 3,169 7,886 36,257 37,789 Leased products 2,769 2,546 Investments accounted for using the equity method Investments in non-consolidated 192 189 249 308 subsidiaries Advance payments made and construction in progress Property, plant and equipment 721 Other facilities, factory and office equipment Plant and machinery Land, titles to land, buildings, including buildings on third party land 1,548 27,838 8,995 8,832 1,952 -62 238 158 484 1,970 2,5252 33,830 -708 3,395 1,743 34,774 18,471 2,253 17,960 829 192 -76 412 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. 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 amounting to €41 million (2017: €41 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 2018. thereof relating to temporary Minimum lease payments are as follows: in € million 31.12.2018 31.12.2017 Total of future minimum lease payments due within one year 18 19 due between one and five years due later than five years 75 73 85 100 Intangible assets 21 Balance Sheet → Notes to the 226 Participations 2 -3 -1 29 26 Non-current marketable securities 408 678 596 690 560 Other investments 147 148 Group Financial Statements Notes to the Group Financial Statements -79 41 2 39 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: Fee expense for the Group auditor 17 Other services include mainly IT consulting, bench- mark analyses as well as advisory work relating to production processes. Tax advisory services were performed particularly in conjunction with tax compliance. Other attestation services include mainly project- related audits, comfort letters as well as legally prescribed, contractually agreed or voluntarily commissioned attestation work. and, in accordance with current requirements, all work related thereto, including the review of the Group Interim Financial Statements. The number of employees at the end of the reporting period is disclosed in the Combined Management Report. 127,524 131,565 1 proportionately-consolidated entities Average number of employees thereof at 7,913 8,228 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. These amounts relate mainly to public sector grants aimed at the promotion of regional structures as well as to subsidies received for plant expansions. in € million Audit of financial statements 22 4 3 5 5 17 17 17 experience 2017 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 Other attestation services thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin 2018 3 Apprentices and students gaining work Employees 12,479 Personnel expenses 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 12,052 * Distribution to wages and salaries and pension and welfare expenses adjusted in previous year figures. 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). 144 182 119,611 123,337 2017 2018 proportionately-consolidated entities year was: The average number of employees during the thereof at Income Statement of → Notes to the Income Statement Financial Statements Notes to the ↑ ↑ Notes to the Group Statements Group Financial Comprehensive 2 2 2 630 -604 in € million Deferred taxes on components of other comprehen- sive income are as follows: Other comprehensive income for the period after tax 155 -1,322 -1,171 192 -597 674 -30 -157 353 -973 -620 -103 2018 2017 Before tax Deferred -12 18 -30 Marketable securities (at fair value through other comprehensive income) 475 -218 693 718 -1,048 -217 Remeasurement of the net defined benefit liability for pension plans After tax Deferred taxes tax tax taxes Before After 935 2,017 -333 1,914 693 935 Remeasurement of the net defined benefit liability for pension plans 2017 2018 in € million Other comprehensive income for the period after tax comprises the following: Disclosures relating to the statement of comprehensive income Deferred taxes 19 The audit of financial statements comprises mainly the audit of the Group financial statements and Company financial statements of BMW AG and its subsidiaries, 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 thereof KPMG AG Wirtschafts- prüfungsgesellschaft, Berlin 25 24 1 NOTES TO THE STATEMENT OF COMPREHENSIVE INCOME 5 -217 Items not expected to be reclassified to the income statement in the future -1,381 -44 -29 83 -1 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 -218 thereof reclassifications to the income statement 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 Marketable securities (at fair value through other comprehensive income) 475 718 thereof gains/losses arising in the period under report 2,820 -531 27,092 Other facilities, factory and office equipment 36,833 1,560 1,027 2,123 -681 35,924 Plant and machinery 11,088 52 228 271 -299 10,940 buildings on third party land Land, titles to land, buildings, including 15,100 2,674 -91 314 70 -3,047 45,595 Leased products 53,245 1,782 4,402 -1,168 51,793 972 Property, plant and equipment 2 -1,325 1,694 -97 2,255 Advance payments made and construction in progress 2,799 168 2,525 18,281 2,710 13,400 in € million Analysis of changes in Group tangible, intangible and investment assets 2017 2 Including €74 million recognised through the income statement 1 Including assets under construction of €2,017 million. Other investments 1,410 11 123 12 1,286 28 28 Non-current marketable securities 938 444 | 56 Development costs Goodwill Other intangible assets Intangible assets 1,750 29 286 -37 1,530 385 -1 386 -38 12,965 2,424 11,484 Disposals 31.12.2017 Reclassi- fications Additions 1.1.20171 differences Translation Acquisition and manufacturing cost 943 16,686 44,143 Investments accounted for using 6,202 1,048 1,609 5 5,636 675 615 1,183 92 195 5 1,075 380 380 5 5 8,409 10,971 9,464 Development costs Goodwill Other intangible assets 270 17 1,970 8,995 10,078 28,111 2,767 2,886 9,976 154 6,122 6,420 5,310 33 348 29 4,966 Intangible assets 27,838 5,014 956 1,414 710 438 129 74 -8 501 2,769 418 -7 639 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 and changes in accordance with IFRS 15. Other investments Non-current marketable securities Participations Investments in non-consolidated subsidiaries the equity method 2,548 115 118 820 4,556 31.12.2018 31.12.2017 31.12.2018 Disposals Value adjustments² Reclassi- fications differences Current year 1.1.2018 | Translation Depreciation and amortisation 1,286 130 192 -15 1,239 28 28 Carrying amount 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. 9 Participations -1 73 480 1 596 74 671 739 |སྒྱུ| | 412 Participations 29 Non-current marketable securities 690 Other investments Depreciation and amortisation Carrying amount 408 subsidiaries 249 253 Land, titles to land, buildings, including buildings on third party land Plant and machinery 829 Other facilities, factory and office equipment Advance payments made and construction in progress Property, plant and equipment 7,886 113 3,328 3,556 1.1.20171 7,771 36,257 Leased products 2,624 2,769 Investments accounted for using the equity method Investments in non-consolidated 189 191 38,572 18,471 Translation differences Reclassi- fications 1,075 675 572 Other intangible assets 971 5,636 9,464 8,157 Intangible assets 4,786 -115 337 -5 37 4,966 6,122 6,154 28 Goodwill Development costs 364 Value adjustments³ Disposals 31.12.2017 31.12.2017 31.12.2016 4,263 5 928 -16 191 Current year 5,196 1,427 1,236 943 4,556 8,409 7,221 5 380 -16 19,801 35,503 2,975 2,395 6 -1,551 1,409 18 2,525 Advance payments made and construction in progress 2,990 183 60 294 20 2,799 Other facilities, factory and office equipment 38,189 2,852 1,119 Property, plant and equipment 53,245 314 4,868 8 3 438 Investments in non-consolidated subsidiaries 2,624 692 547 2,769 2,888 the equity method 46,343 16,956 18,421 735 44,143 Leased products 55,304 3,123 Investments accounted for using 201 36,833 Plant and machinery 1,750 385 12,965 Other intangible assets Goodwill Development costs Disposals 31.12.2018 Reclassi- fications 12 Additions 1.1.2018 in € million 908 2,3951 2,525 34,774 200 3,504 Translation differences 820 161 12 11,730 82 372 277 75 11,088 buildings on third party land Land, titles to land, buildings, including 15,100 Intangible assets 1,084 1,798 125 385 14,990 959 2,984 3,145 17,173 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. As in the previous year, no financing costs were recog- nised as a cost component of intangible assets in 2018. 3.522 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). 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: in % 2018 2017 Corporate tax rate 15.0 15.0 Solidarity surcharge 5.5 5.5 Corporate tax rate including solidarity surcharge 15.8 15.8 Municipal trade tax rate 15.0 14.9 German income tax rate 30.8 30.7 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%). Current tax expense includes tax income of €16 mil- lion (2017: €104 million) relating to prior periods. Actual tax expense Effective tax rate 18.7% 2,000 2,575 2,000 Profit before tax 9,815 10,675 * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. Tax rate applicable in Germany Expected tax expense 30.8% 30.7% 3,023 3,277 Variances due to different tax rates Tax increases (+)/tax reductions (-) as a result of non-deductible expenses and tax-exempt income -359 -1,026 141 58 Tax expense (+)/benefits (-) for prior years -16 -104 Other variances -214 -205 2,575 26.2% * 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. 171 88 359 195 487 473 5,210 4,655 3 3 20 10 1,185 3,254 3,629 891 608 5,323 5,192 29 78 4.02 2,082 2,593 3,077 18 22 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 Group Financial Statements Notes to the 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 Income taxes Leased products Sundry other assets Tax loss carryforwards and capital losses Provisions Liabilities Eliminations Deferred tax assets Deferred tax liabilities 2018 2017* 2018 2017* Other investments -56 613 2017* € million Net profit attributable to the shareholders of BMW AG 20171 2018 Earnings per share 15 143 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. 7 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. 164 216 -361 117 ² Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 1 The figures at 1.1.2018 adjusted due to first-time application of IFRS 9, see note 7. Deferred taxes at 31 December (assets (-)/liabilities (+)) Exchange rate impact and other changes 43 -2 thereof from currency translation 181 222 7,117.4 8,589.0 Profit attributable to common stock Profit attributable to preferred stock € million -286 € 4.00 3.502 € 13.09 € 13.07 10.82 55,114,290 601,995,196 591 601,995,196 55,605,380 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 Basic/diluted earnings per share of preferred stock Basic/diluted earnings per share of common stock Average number of preferred stock shares in circulation Average number of common stock shares in circulation 721.4 7,867.6 6,514.5 602.9 € million number number -677 10.84 815 -11,744 Netting -502 -498 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 2,570 641 thereof relating to tax loss carryforwards and tax credits 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 in € million 2018 Deferred taxes 1,590 -502 -11,744 -10,137 1,993 Change in deferred taxes recognised directly in equity 355 268 201 Deferred taxes at 1 January (assets (-)/ liabilities (+)) 20172 2018¹ -457 in € million as follows: Deferred tax expense (+)/income (-) recognised through income statement Deferred taxes recognised directly in equity amounted to €1,457 million (2017: €1,000 million). -10,137 Net Changes in deferred tax assets and liabilities during the reporting period can be summarised 1,806 216 2,157 -558 * 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. 164 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. 48 5,926 Equity 45 102 9 289 2 2,617 46 thereof cash and cash equivalents 110 26 2 5,211 6,570 Current assets 5,382 4 2,937 289 Current provisions and liabilities 2,195 Assets INFORMATION 1,906 AGGREGATED FINANCIAL RECONCILIATION OF 6 81 thereof current financial liabilities 10 6 1,764 22 4,779 6,094 960 1,193 Non-current provisions and liabilities 71 Non-current financial liabilities 40 149 42 3 1,763 -15 6,714 -344 1,217 1,311 Total comprehensive income 2 -7 -121 -250 Other comprehensive income 513 thereof from discontinued operations -151 -337 1,338 1,561 thereof from continuing operations -10 -15 -17 13,284 -6 364 5,910 -6 -10 Non-current assets THE BALANCE SHEET DISCLOSURES RELATING TO 2017 2018 2017 2018 2017 2018 20171 2018 IONITY DriveNow THERE BMW Brilliance in € million 2 Revenues relate only to the month of January up to the time of loss of control of HERE. 1 Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 258 384 Dividends received by the Group -17 11,121 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: 2,195 365 Impairment allowances at 1 January 2018 Total Simplified General Stage 3 Stage 2 Stage 1 7 80,434 86,783 18,033 20,262 62,401 66,521 in Mio. € sales financing Receivables from Finance lease receivables and dealerships has been adjusted. 192 * Prior year figure lion (2017: €1,240 million *). 12 1,019 362 33 -17 -10 59 Derecognition and origination of receivables 110 138 -23 -4 Reclassification to Stage 3 51 -21 79 -7 Reclassification to Stage 2 -21 -4 -20 3 Reclassification to Stage 1 450 1,765 Unguaranteed residual values amount to €1,392 mil- 31.12.2018 2,691 2,963 Group's interest in net assets 40 149 4 2,195 1,764 5,382 5,926 Net assets 10 9 22 1 5,739 7,358 Provisions and liabilities 50 158 26 522 31.12.2017 732 37 Credit financing for retail customers in € million Receivables from sales financing comprise the fol- lowing: Receivables from sales financing 25 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. 2 Corresponds to the consolidated equity capital provided by the shareholders of Drive Now GmbH & Co. KG and its subsidiaries. 1 Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 10 37 2 732 522 2,025 2,065 Carrying amount - -666 -898 Eliminations 10 23 -337 Capital reserves 1,561 Shares issued in conjunction with Employee Share Programme Shares issued/in circulation at 1 January 2018 Preferred stock Balance Sheet Number of shares issued Equity 31 → Notes to the Financial Statements Notes to the Group Statements Group Financial 154 153 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. 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. * 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. * 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 55,605,404 12,707 Less: shares repurchased and re-issued Common stock 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: 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 €2,118 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. -3 In addition, 24 previously issued shares of preferred stock were acquired and re-issued to employees. 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. 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. 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 55,605,404 56,126,904 601,995,196 601,995,196 55,114,404 491,114 114 24 521,524 2017 2018 2017 Shares issued/in circulation at 31 December Distribution of a dividend of 3.52 per preferred stock (€196 million) 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). has been adjusted. 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 -2 Balance at 31 December* 49 7 56 group basis The expense recorded in conjunction with inven- tories during the financial year 2018 amounted to €58,079 million (2017: €55,969 million). item basis recognised on a 30 Trade receivables Trade receivables comprise the following: in € million 31.12.2018 31.12.2017 Gross carrying amount Allowance for impairment 2,600 2,723 -56 simplified procedure -20 Allowances for impairment of stage 3 -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 Allowance for impairment specific 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. 17,766 Revenues 2017 2018 2017 IONITY 2018 2017 2018 20171 2018 DriveNow THERE BMW Brilliance THE INCOME STATEMENT DISCLOSURES RELATING TO in € million Balance Sheet Financial information relating to equity accounted investments is summarised in the following tables: → Notes to the Financial Statements 14,627 Notes to the Group 712 71 Profit/loss after tax 2 3 454 535 Income taxes Interest expenses 46 62 Interest income -12 -18 -17 -6 1,620 1,922 Profit/loss before financial result 1 637 636 Scheduled depreciation 14 Group Financial Statements 150 149 64,772 Non-current financial liabilities 36.2% 35.7% Proportion of total capital 53,671 57,559 Equity attributable to shareholders of BMW AG 31.12.2018 31.12.2017* in € million The capital structure at the end of the reporting period was as follows: notes 6 and 7 → see 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. 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 is managed in order to meet needs arising from changes in economic conditions and the risks of the underlying assets. 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 management disclosures 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. 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 53,548 Current financial liabilities 38,825 41,100 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%. 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. 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 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. 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. note 2 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 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. 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. 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. 1,338 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). * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 148,319 161,156 Total capital 63.8% 64.3% Proportion of total capital 94,648 103,597 Total financial liabilities 24 -20 Write off of receivables -105 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 22,710 -19,477 3,233 Effect of limitation of the net defined benefit asset to the asset ceiling Net defined benefit liability 3 3,236 Past service cost 508 Interest expense (+)/income (−) EXPENSE/INCOME 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 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. 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. 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. 157 158 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 Current service cost 508 508 475 -264 -264 -264 Transfers to fund Employee contributions Pensions and other benefits paid Translation differences and other changes 31 December 2018 thereof pension provision thereof assets -658 -658 73 -73 -632 Gains (-) or losses (+) arising from experience adjustments Changes in the limitation of the net defined benefit asset to the asset ceiling -416 -416 -416 -413 62 62 59 59 59 -10 Germany -10 999 999 999 Gains (-) or losses (+) arising from changes in financial assumptions Gains (-) or losses (+) arising from changes in demographic assumptions -1,274 -1,274 -1,274 -10 The most significant of the BMW Group's pension plans are described below. Numerous defined benefit plans exist within the BMW Group. -16 Total 31.12.2018 31.12.2017 31.12.2018 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 Other United Kingdom Germany S2PA tables and S2PA light tables with weightings 1.79 2.69 2.34 3.66 3.13 1.62 1.82 Fair value of plan assets 2.25 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%) 2.44 689 9,721 8,167 3,236 thereof pension provision 1,823 2,037 125 702 382 513 2,330 3,252 thereof assets -2 -15 -16 -17 2,313 513 382 686 8,908 1,049 1,475 965 21,247 22,710 18,937 19,477 9,604 Effect of limiting net defined benefit asset to asset ceiling 3 3 3 Carrying amounts at 31 December 1,821 2,037 110 3 1.91 57 8 31.12.2017 31.12.2018 in € million -1 -26 21 60 2018 Reversed (-) Allocated (+) Balance at 1 January* in € million Inventories comprise the following: Inventories 29 Utilised year 2018 Exchange rate impact and other changes 10,592 -19,477 3,233 3,236 3,252 -1,165 -16 1,146 1,247 Raw materials and supplies 1,125 1,208 Work in progress, unbilled contracts 54 Balance at 31 December 10,436 Finished goods and goods for resale to IFRS 9 developed during the financial as follows: Impairment allowances on trade receivables according Collateral assets comprise mainly customary collateral (banking deposits) arising on the sale of receivables. thereof non-current 31.12.2017 31.12.2018 in € million 9,115 11,816 Other assets 825 1,204 Sundry other assets 847 933 Expected reimbursement claims 316 293 2,026 1,630 thereof current 9,790 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. * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 4,913 5,316 Debt securities due later than three months 251 22,710 957 Other debt securities 628 4,034 787 3,572 due later than three months due within three months Fixed income securities 7,485 due within three months -98 -98 450 Total 22,899 -18,315 4,584 Effect of limitation of the net defined benefit asset to the asset ceiling Net defined benefit liability 3 4,587 581 581 581 489 -408 81 Plan assets obligation Defined benefit Gains (-) or losses (+) arising from settlements 14 14 21,247 -18,937 2,310 3 2,313 81 2,330 -17 in € million 1 January 2017 EXPENSE/INCOME Current service cost Interest expense (+)/income (−) Past service cost -658 57 -2 -2 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 Changes in the limitation of the net defined benefit asset to the asset ceiling -134 -134 -134 -212 -212 -212 REMEASUREMENTS Gains (-) or losses (+) on plan assets, excluding amounts included in interest income -590 -590 -2 -590 322 322 322 -152 -152 -152 Gains (-) or losses (+) arising from experience adjustments Gains (-) or losses (+) arising from changes in financial assumptions Gains (-) or losses (+) arising from changes in demographic assumptions 31.12.2017 31.12.2018 31.12.2017 1,882 2,053 Unrealised interest income 18,033 20,262 20 23 12,358 14,001 due between one and five years due later than five years 5,655 6,238 due within one year 1,147 446 701 at 31 December 2017 Present value of future minimum lease payments Impairment allowances -65 -17 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). 151 152 262 Gross carrying amount Marketable securities and -1 31.12.2017 31.12.2018 in € million 31.12.2017 31.12.2018 the following: -48 Receivables relating to credit card business comprise → Notes to the in € million Balance Sheet Financial Statements Financial assets comprise: Financial assets 26 Notes to the Group Statements Group Financial Allowances for impairment and credit risk Exchange rate impact and other changes 19,915 22,315 in € million Finance leases are analysed as follows: The impairment allowances according to IAS 39 in the financial year 2017 developed as follows: 1,032 482 12 175 363 Impairment allowances at 31 December 2018 -61 31.12.2018 15 -24 -54 Other changes 30 26 -1 1 4 Changes in risk parameters -129 2 258 31.12.2017 specific item basis -345 -8 -337 Utilised 21 24 due later than five years 145 2 143 in € million Allocated (+)/reversed (-) 6,811 15,480 due between one and five years 1,412 469 943 at 1 January 2017 Impairment allowances Gross investment in finance leases due within one year Total group basis 6,122 13,772 investment funds Allowances for impairment of stage 2 - 5,447 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 Income tax assets 4,359 28 534 957 251 Other assets Other assets comprise: 5,316 5,447 in € million 31.12.2018 4,662 31.12.2017* Marketable securities and investment funds relate to available-for-sale financial assets and comprise: 6,675 5,316 4,341 Net carrying amount 244 248 Credit card receivables 244 248 Loans to third parties 20 7,965 114 128 184 Financial assets 7,685 10,334 27 thereof non-current thereof current 1,010 2,369 Other 1,977 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. 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 United Kingdom 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 31.12.2018 31.12.2017 31.12.2018 Derivative instruments -10 The contracted maturities of debt securities are as follows: → Notes to the Balance Sheet Notes to the Group Financial Statements Group Financial Statements 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 -18 1,334 1,747 1,537 Receivables from subsidiaries 295 276 Collateral assets The equity ratio attributable to shareholders of BMW AG increased during the financial year by 7.2%, primarily reflecting the increase in revenue reserves. 155 156 Other taxes Allowance for impairment 118,129 *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 Total Other 781 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 Other assets Receivables from subsidiaries Receivables from companies in which an investment is held Collateral assets Other Total in € million At fair value through other com- The carrying amounts of financial instruments are assigned to IFRS 9 categories* in the following table. 39 1,310 1,179 916 849 2,694 2,474 In addition, the following commitments exist for the BMW Group at the end of the reporting period: in € million 31.12.2018 31.12.2017 Purchase commitments for property, plant and equipment 3,486 4,137 Purchase commitments for intangible assets 1,554 1,804 167 168 Group Financial Statements Notes to the Group Financial Statements → Other Disclosures Financial instruments At amortised cost prehensive income At fair value through profit or loss 86,783 13,196 Liabilities from customer deposits (banking) 14,359 Commercial paper 2,480 Asset-backed financing transactions 17,335 Derivative instruments Cash flow hedges Fair value hedges Other derivative instruments Other Trade payables Other liabilities Payables to subsidiaries Payables to other companies in which 697 556 1,206 9,669 422 92 an investment is held Liabilities to banks 53,346 Bonds Financial liabilities 429 840 654 483 675 3,671 970 17 3 244 5,665 128 885 2,546 295 1,916 293 1,444 104,435 3,671 4,264 LIABILITIES 10,094 31.12.2018 17.8 446 Other obligations for ongoing 1,310 2,087 -625 -454 653 -10 2,523 Other obligations 1,861 2,819 -30 -1,761 1,827 1 2,782 social expenses Obligations for personnel and 1,367 5,158 -2,019 59 1,959 operational expenses 1,620 34 694 162 161 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. Income tax liabilities 34 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. Other obligations for ongoing operational expenses include in particular expected payments for bonuses and other price deductions. Provisions for other obligations cover numerous specific risks and uncertain obligations, in particular for litigation and liability risks. 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. 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). * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 85 6,078 -732 -4,715 59 5,133 110 11,999 Other provisions 1,540 1,790 -77 -481 11,854 5,074 obligations, product guarantees Statutory and non-statutory warranty 856 3.6 770 increase of 1 year -3.0 -672 -2.7 -567 3.1 712 2.8 3.8 597 17.1 3,878 15.7 3,334 -13.5 -3,055 -12.5 -2,652 increase of 0.75% decrease of 0.75% in % in € million increase of 0.25% decrease of 0.25% Group Financial Statements decrease of 1 year -3.7 thereof due 31.12.2018 within one year Reversed Utilised Reversal of discounting Additions Translation differences 1.1.2017* in € million Other provisions changed during the year as follows: Other provisions 33 -779 In the UK, the sensitivity analysis for the pension level trend also takes account of restrictions due to caps and floors. -155 -0.7 -147 decrease of 0.25% 0.7 162 0.7 156 increase of 0.25% -3.8 -855 -0.7 Notes to the Group Financial Statements → Notes to the Balance Sheet 373 Financial liabilities Other Derivative instruments 4,461 4,461 Commercial paper 12,658 1,048 3,170 8,440 544 Liabilities to banks 132 3,296 10,144 Liabilities from customer deposits (banking) 16,855 10,818 6,037 Asset-backed financing transactions 44,880 7,861 25,887 13,572 11,132 173 513 Asset-backed financing transactions -33 707 7,784 44,880 Bonds 31.12.2018 Other changes fair values Changes in Changes due to exchange rate factors 1,090 Changes due to the acquisition or disposal of companies 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 outflows in % Bonds Maturity later than five years 14,359 109 3,289 10,961 Liabilities from customer deposits (banking) 17,335 11,603 5,732 Asset-backed financing transactions 53,346 10,992 Liabilities to banks 32,592 Bonds Total Maturity later than five years Maturity between one and five years Maturity within one year in € million 31.12.2018 following: Financial liabilities of the BMW Group comprise the Financial liabilities 35 9,762 Total 8,678 1,225 Maturity between one and five years one year in € million Maturity within 31.12.2017 103,597 12,921 51,851 38,825 1,206 481 3,293 159 1,675 114 915 646 2,480 2,480 Financial liabilities Other Derivative instruments Commercial paper 13,196 566 31.12.2017 in € million 31.12.2018 7,169 Total with quoted market price 5 15 5 15 Other 51 233 268 42 7,350 47 due between one and five years due later than five years Other financial obligations 191 221 |י Money market funds 93 93 93 93 Real estate funds 3,092 195 2,786 6,402 879 1,141 918 404 216 737 702 (funds without a rating) thereof mixed funds 198 307 198 7,074 307 1,340 1,280 1 404 270 935 1,009 Debt instruments 15,255 14,450 831 thereof investment grade thereof non-investment grade 35 620 478 407 1,682 1,565 Equity instruments COMPONENTS OF PLAN ASSETS 2017 2018 2017 2018 2017 172 2018 2018 Total Other United Kingdom Germany in € million Plan assets in Germany, the UK and other countries comprised the following: Depending on the cash flow profile and risk structure of the pension obligations involved, pension plan assets are invested in a diversified portfolio. in the United Kingdom. The revision of German mor- tality tables had an offsetting effect. The gains arising from changes in demographic assumptions relate mainly to revised mortality tables 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. 2017 34 222 2,382 550 2,437 2,202 thereof non-investment grade (funds without a rating) thereof mixed funds 9,399 9,144 434 518 5,734 2,144 5,224 3,402 thereof investment grade 12,491 11,930 469 552 6,354 5,774 5,668 5,604 Debt instruments 3,231 16,855 54 55 66.6 65.9 31.12.2017 31.12.2018 31.12.2017 31.12.2018 31.12.2017 31.12.2018 Other United Kingdom Germany 23.9 Defined benefit obligation Pensioners Current employees in % The defined benefit obligation relates to current employees, pensioners and former employees with vested benefits as follows: Balance Sheet → Notes to the Notes to the Group Financial Statements Group Financial Statements 160 159 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. Former employees with vested benefits 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 77.3 29.3 Change in defined benefit obligation Pension entitlement trend Average life expectancy Pension level trend Discount rate 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. It is only possible to aggregate sensitivities to a lim- ited extent. Since the change in obligation follows 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. 100.0 100.0 100.0 78.5 100.0 100.0 3.7 3.9 31.1 51.5 5.1 4.8 18.8 45.0 48.5 28.3 100.0 1 Employer contributions to plan assets are expected to amount to €526 million in the coming year. 18,937 47 65 617 605 708 669 Absolute return funds 27 13 1 1 1,339 10 12 Cash and cash equivalents 902 1,039 36 662 678 240 325 Real estate 1 16 19,477 1,372 537 966 1,049 8,908 8,167 9,603 9,721 31 December 4,222 4,487 135 581 Other 816 67 67 170 1,834 1,765 2,253 2,552 Total without quoted market price 141 212 354 86 288 Absolute return funds Liabilities from customer deposits (banking) Sundry other liabilities include mainly commission payable and credit balances on customers' accounts. Other liabilities include contract liabilities relating to contracts with customers amounting to €4,985 million (31 December 2017: €4,820 million). 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. 165 Deferred income comprises the following items: 166 Group Financial Statements Notes to the Group Financial Statements Notes to the Balance Sheet → Other Disclosures in € million * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 31.12.2018 Total thereof due within one year thereof due Total within one year Deferred income relating to service contracts Deferred income from lease financing Grants 3,826 1,534 3,659 1,228 31.12.2017* 2,764 18,488 4,605 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 2.6 440 3.0 fixed 0.3 3.0 SEK 500 million variable 1.1 2.2 GBP 1,175 million variable Other 2.0 3.9 KRW 120,000 million 1,092 2,361 973 Other Contingent liabilities 31.12.2018 31.12.2017 275 125 399 204 14 10 351 203 765 Guarantees 816 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. 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. 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. 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. Other financial commitments 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. In the financial year 2018, an expense of €483 million (2017: €430 million) was recognised for payments on operating leases. Total minimum future lease payments from non-can- cellable rental contracts by maturity is as follows: in € million 31.12.2018 31.12.2017 due within one year Other contingent liabilities comprise mainly risks relating to taxes and customs duties. Litigation Investment subsidies in € million 337 27 332 28 Other deferred income 557 118 314 55 Deferred income 7,484 2,771 6,666 2,284 * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 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. 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. 37 Trade payables As in the previous year, trade payables are due within one year. OTHER DISCLOSURES 38 Contingent liabilities and other financial commitments Contingent liabilities The following contingent liabilities existed at the balance sheet date: 3.3 fixed GBP 850 million 4.6 6,666 428 3,954 2,284 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 2,807 31.12.2017* 20,416 471 4,828 15,117 Other liabilities 2,000 8 87 1,905 Sundry 92 92 in € million 2,807 3,097 3,097 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 5 346 505 Deposits received 1,056 122 934 Advance payments from customers 934 934 Other taxes Payables to subsidiaries 468 102 76 31.12.2018 in € million Other liabilities comprise the following items: Other liabilities 36 7.9 44 INR 4,500 million BMW India Financial Services Private Ltd. 0.9 59 GBP 350 million Maturity within one year BMW International Investment B.V. 140 EUR 2,030 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: Issuer The following details apply to commercial 1.6 -0.3 Maturity between one and five years Maturity later than five years Total 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 4,311 7,484 453 4,260 2,771 Other taxes Bonuses and sales aides Refund liabilities for future leased products Deferred income 26 Other liabilities 13,443 variable 2.7 2.6 CAD 500 million variable BMW Canada Inc. 2.8 3.5 AUD 130 million fixed 2.0 5.0 GBP 300 million fixed 2.0 3.0 HKD 334 million fixed 1.0 7.6 EUR 2,500 million fixed fixed 2.7 CAD 1,400 million GBP 20 million Notes to the Group Financial Statements → Notes to the Bonds comprise: Issuer Interest Issue volume in relevant currency (ISO-Code) Weighted average maturity period (in years) Weighted average nominal interest rate (in %) Balance Sheet BMW Finance N.V. variable EUR 6,100 million 2.1 0.0 variable USD 130 million 1.3 2.8 variable 2.0 5.7 USD 13,450 million fixed 4.7 HKD 1,342 million fixed 1.8 5.0 SEK 1,750 million fixed 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 2.1 fixed GBP 1,150 million 5.8 2.0 3.0 NZD 30 million variable 0.0 3.0 EUR 500 million variable 2.5 2.8 Statements USD 3,608 million BMW US Capital, LLC 3.3 6.9 AUD 290 million fixed 2.5 4.0 USD 300 million fixed 1.5 1.2 Group Financial 192 164 604 -31 Liabilities relating to financing activities 93,883 7,037 1,063 529 105 38 15 626 -33 26 101,976 in € million 1.1.2017 Cash inflows/ outflows Changes due to the acquisition or disposal of companies Changes due to exchange rate factors Changes in fair values Other changes Other (excluding interest payable) -9 114 Liabilities from finance lease contracts 13,572 557 227 Liabilities to banks 12,658 679 -141 Commercial paper 4,461 -2,021 31.12.2017 40 53,346 17,335 3 14,359 13,196 2,480 Financial liabilities towards companies in which an investment is held 739 -210 8 EUR 21,150 million Bonds 2,687 615 124 739 Liabilities from finance lease contracts 127 -13 114 Other (excluding interest payable) 684 -143 151 88 604 Liabilities relating to financing activities 94,577 4,023 151 -4,541 -328 93,883 163 investment is held Financial liabilities towards companies in which an 4,461 12,658 -1,901 -328 Asset-backed financing transactions 16,474 1,338 -957 Liabilities from customer deposits (banking) 13,512 656 -596 44,421 Liabilities to banks -1,579 -655 Commercial paper 3,852 953 -344 1 44,880 16,855 13,572 14,892 fixed Gross carrying amount of financial assets with good credit ratings 173 31.12.2018 in € million Maturity within one year Maturity between one and five years Maturity later than five years Total Bonds 10,789 Total 11,546 56,531 Asset-backed financing transactions 6,942 11,710 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 The following table shows the maturity structure of expected contractual cash flows (undiscounted) for financial liabilities: Liquidity risk notes 25, 26 and 30 to the relevant categories of receivables in → notes 25, → see 26 and 30. 79,597 751 420 80,768 269 Gross carrying amount of financial assets with medium credit ratings 4,382 1,059 52 52 5,493 189 Gross carrying amount of financial assets with poor credit ratings 9,669 187 37 987 1,816 592 Total 84,166 2,415 509 987 88,077 1,050 Further disclosures relating to credit risk – in particu- lar with regard to the amounts of impairment losses recognised - are provided in the explanatory notes 605 9,669 Commercial paper 2,478 19 43 187 31.12.2017 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 Total 29 34 375 2,066 25 31.12.2018 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. 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. 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. Notes to the Group Financial Statements → Other Disclosures Group Financial Statements 174 61-90 days overdue More than 90 days overdue Total Expected credit loss 75 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: 2,478 Derivative instruments Other financial liabilities Total 976 1,180 81 2,237 20 318 454 792 51,732 349 54,576 119,396 31.12.2017 Maturity within in € million one year Maturity between one and five years Maturity later than five years Stage 3 Simplified General Stage 2 Stage 1 in € million 13,088 34,196 Derivative instruments 11,735 Raw material price risks hedging rates Currency risks 17,159 9,097 Interest rate risks 4,619 24,295 12,027 Raw material price risks 1,526 2,109 32 Aluminium (EUR/t) Lead (EUR/t) Copper (EUR/t) Nominal amounts of hedging intruments Palladium (EUR/oz) 23,304 35,501 12,059 Platinum (EUR/oz) The average hedging rates of hedging instruments used by the BMW Group at 31 December 2018 were as follows: Average Maturity later than five years Maturity between one and five years one year 409 177 178 Group Financial Statements Disclosures on hedging measures Currency risks Average hedging rates Notes to the Group Financial Statements The following disclosures on hedging measures include derivatives of fully consolidated companies before offset of deferred tax. EUR/CNY in € million EUR/USD EUR/GBP The nominal amounts of hedging instruments at 31 December 2018 were as follows: EUR/KRW EUR/JPY 8.26 1.17 0.79 1,288.91 125.29 in € million Maturity within → Other Disclosures Cash Flow Hedges Currency risks Raw material price risks 3,667 189 334 -453 52,580 654 556 Balances in accumulated other equity Liabilities Change in value of hedged items Continuing hedge 121 relationships 941 453 -262 8,930 49,846 -33 27 24 Terminated hedge relationships Group Financial -119 327 363 26,256 Fair Value Hedges Interest rate risks 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: 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 adjustments is €15 million for assets and €243 million for liabilities. 7 651 1,797 5,279 745 945 The following table provides information on the nominal amounts, carrying amounts and fair value changes of contracts designated as hedging instruments: Fair Values Assets Fair Values Nominal amounts Assets Liabilities Change in fair value of designated components 1,784 Bonds 31.12.2017 Cash flow at risk 1,214 110 53,363 191 451 752 46,004 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. Currency risks 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. 111 637 466 Other financial liabilities Total 27,201 8,285 47,221 Asset-backed financing transactions 7,087 10,901 17,988 Liabilities to banks 9,546 3,656 771 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. 13,973 10,225 3,418 130 13,773 Trade payables 9,731 9,731 Commercial paper 4,463 4,463 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. Liabilities from customer deposits (banking) 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: 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 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 31.12.2018 1,123 31.12.2017* 1,180 * Prior year figure adjusted due to the fact that the entire interest rate risk is considered, not just the significant interest rate portfolios. Raw materials price risk 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 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 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: Raw material price exposures This for 31.12.2018 31.12.2017 4,174 3,969 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. 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 in € million 31.12.2018 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. 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 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 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. Fair values of interest rate portfolios 31.12.2017* 60,356 60,790 * Prior year figure adjusted, due to the fact that entire interest rate risk is shown, not just of the significant interest rate portfolios. in € million Currency exposure 31.12.2018 31.12.2017* 28,407 29,203 * Prior year figure adjusted, due to the fact that entire currency risk is shown, not just of the significant currencies. 31.12.2018 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). 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 162 53,831 53,346 45,566 44,880 17,443 17,335 17,005 16,855 80,434 14,374 13,588 13,572 13,277 13,196 12,724 12,658 At 31 December 2018 the financial assets and liabil- ities measured at fair value according to IFRS 9 are 7 classified as follows in the measurement levels in 14,359 accordance with IFRS 13. 83,853 90,445 170 Group Financial Statements Notes to the Group Financial Statements → Other Disclosures 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 in € million amounts differ from their fair value. For some balance sheet items, fair value corresponds to the carrying amount due to their short maturity. 31.12.2017 86,783 31.12.2018 Carrying amount Fair value Carrying amount Receivables from sales financing Bonds Asset-backed financing transactions Liabilities from customer deposits (banking) Liabilities to banks Fair value 169 in € million Other investments 713 191 4 923 409 343 The classification of financial assets and liabili- ties measured at fair value according to IAS 39 to measurement levels in accordance with IFRS 13 at 1,069 31 December 2017 was as follows: 31.12.2017 Level hierarchy in accordance with IFRS 13 Level 1 Level 2 Marketable securities, investment funds and collateral assets - available-for-sale Other investments - available-for-sale/fair value option 5,544 284 Cash equivalents Loans to third parties in € million Marketable securities, investment funds and collateral assets 3 265 Cash equivalents Loans to third parties Derivative instruments (assets) Interest rate risks Currency risks Raw material market price risks Other risks Derivative instruments (liabilities) 885 Interest rate risks Raw materials market price risks 31.12.2018 Level hierarchy in accordance with IFRS 13 Level 1 Level 2 Level 3 4,641 164 Currency risks *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 Other Total LIABILITIES Financial liabilities Bonds Liabilities to banks Liabilities from customer deposits (banking) Commercial paper Collateral assets Asset-backed financing transactions Cash flow hedges Fair value hedges Other derivative instruments Other 31.12.2017 Cash funds Loans and receivables Available for sale Derivative instruments Fair value option an investment is held Receivables from subsidiaries Credit risk For the financial year 2017, items are allocated by category in accordance with the requirements of IAS 39* as applied in that year: in € million ASSETS Other investments Receivables from sales financing Financial assets Derivative instruments Receivables from companies in which Cash flow 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 Fair value hedges Other liabilities Held for trading 366 2,187 814 1,340 4,341 190 571 329 1,132 9,731 16,855 Trade payables Payables to subsidiaries Payables to other companies in which an investment is held Other 129 744 5,949 Total Other liabilities 4,461 13,572 12,658 29 80,434 5,447 112 2 248 184 9,039 2,667 276 1,334 219 97 1,108 9,258 86,363 5,910 31 44,880 Derivative instruments (assets) Interest rate risks The balance sheet carrying amount of Level 3 financial instruments developed as follows: Raw material market price risks Gross amount of derivatives which can be offset in case of insolvency Net amount after offsetting 31.12.2018 31.12.2017 Reported on Reported on equity assets side and liabilities side Reported on assets side Reported on equity and liabilities side 1,977 Balance sheet amounts as reported 1,675 1,090 -913 -913 -835 -835 1,064 762 3,506 4,341 255 in € million Derivative financial instruments of the BMW Group are subject to legally enforceable master netting agree- ments or similar contracts. However, receivables and 7 Unquoted equity instruments Convertible bonds unquoted equity instruments Financial Instru- ments Level 3 103 2 8 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: -6 105 8 3 3 -1 -7 2 109 Offsetting of financial instruments 105 Options on Gains and losses on financial instruments in € million Balance at 31 December Loans and receivables Impairment losses/reversals of impairment losses Other income/expenses Other liabilities Income/expenses 2017 961 thereof recognised in the income statement during the period under report 3 14 52 41 -44 93 -162 -94 Currency risks 48 The following table shows the net gains and losses arising on financial instruments in the financial year 2018 pursuant to IFRS 9: Total change during the year Accumulated other equity Financial instruments measured at fair value through profit or loss Financial assets measured at amortised cost Financial liabilities measured at amortised cost 2018 -150 203 155 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. Balance at 1 January Interest expenses from financial liabilities measured at amortised cost amounted to €1.8 billion. in € million Held for trading Gains/losses from the use of derivative instruments Gains/losses on investments measured at fair value through profit and loss 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) Net income from participations and investments in subsidiaries The following table shows the net gains and losses arising on financial instruments in the financial year 2017 pursuant to IAS 39: 272 Fair value option 3 Unquoted equity instruments Convertible bonds Fair value 31.12.2018 Valuation method Input Parameter 265 Last financing round Milestone analysis (quantitative and Price per share in € million qualitative factors) 3 Income-based approach Expected Company performance Risk adequate discounted Options on unquoted equity instruments 4 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. interest rate Last financing round Milestone analysis (quantitative and qualitative factors) Consideration of exercise price Company performance Contractual rights by share class Price per share 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: note 7 Derivative instruments (liabilities) Other risks 4 Interest rate risks Currency risks Raw materials market price risks Level 3 105 Where the fair value was required for a financial instrument for disclosure purposes, the discounted ¬ - 1,797 2,008 534 2 778 91 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. → see 2 Company performance Contractual rights by share class Exercise price 221 172 Convertible bonds unquoted equity instruments Financial Instru- ments Level 3 111 2 103 3 -2 115 106 -6 45 2 47 171 265 10 10 Unquoted equity instruments Options on 2 Currency translation differences Notes to the Group Financial Statements → Other Disclosures in € million Statements 31 December 2017 1 January 2018* Additions Gains (+)/losses (-) recognised in accumulated other equity Gains (+)/losses (-) recognised in the income statement Currency translation differences Disposals *Opening balance adjusted due to first-time application of IFRS 9. in € million 1 January 2017 Gains (+)/losses (-) recognised in the income statement Gains (+)/losses (-) recognised in accumulated other equity 31 December 2018 Disposals Additions 9,962 25,024 Depreciation and amortisation on non-current assets 4,982 97 27,567 88 in € million 9,992 24,608 4,699 125 Result from equity accounted investments 6,972 7,853 Capital expenditure on non-current assets 739 632 2,207 2,161 207 175 Segment assets 6,182 7,888 147 Investments accounted for using the equity method 2017 Automotive 4 98,282 28,165 97,480 3 2 2018 2017* 2017* Group 2018 Reconciliation to Group figures 2018 * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. Other Entities 14,919 618 618 11,223 2,769 13,836 2,624 31.12.2017 31.12.2018 31.12.2017 31.12.2018 31.12.2017* 31.12.2018 Financial Services Motorcycles 14,740 2,272 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). 85,742 Notes to the Group Financial Statements Statements Group Financial 186 185 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. 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 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. 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. Internal management and reporting 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. 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. 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 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. The activities of the BMW Group are broken down into the operating segments Automotive, Motorcycles, Financial Services and Other Entities. 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. Explanatory notes to segment information Information on reportable segments 45 SEGMENT INFORMATION → Segment Information Notes to the Group Financial Statements Statements Group Financial 184 183 4 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. → Segment Information Segment information by operating segment is as follows: in € million 85,846 Segment result Total revenues 1,710 1,810 2 -3 15,590 16,899 Inter-segment revenues 25,857 26,355 2,270 2,173 2,176 68,947 External revenues BY OPERATING SEGMENT SEGMENT INFORMATION 2017 2018 2017* Financial Services 2018 2017* 2018 Motorcycles Automotive 70,152 -18,710 Reconciliation of depreciation and amortisation on non-current assets 6 8,441 -6,324 -6,600 14,779 15,041 Total for reportable segments Elimination of inter-segment items Total Group depreciation and amortisation on non-current assets Events after the end of the reporting period 25,393 26,434 on non-current assets Total Group capital expenditure -6,728 -6,174 Elimination of inter-segment items 32,121 32,608 Total for reportable segments on non-current assets Reconciliation of capital expenditure 10,675 9,815 Group profit before tax -534 553 Elimination of inter-segment items -2 -6 8,455 in € million 31.12.2018 31.12.2017* 208,980 Total Group assets -120,147 -127,818 Elimination of inter-segment items 7,829 7,084 Other Entities segment Non-operating assets - 123,088 131,889 Financial Services segment Total liabilities - 829 572 not subject to interest Liabilities of Motorcycles segment 40 45 Non-operating assets - Motorcycles 34,489 34,643 47,933 48,639 Non-operating assets - Automotive Liabilities of Automotive segment not subject to interest 101,702 113,885 Reconciliation of segment assets Total for reportable segments 613 -17,306 795 8,473 31.12.2017* Group 31.12.2018 31.12.2017 31.12.2018 Reconciliation to Group figures Other Entities 8,455 8,441 -6,324 -6,600 739 25,393 26,434 -6,728 -6,174 632 10,675 9,815 293 1,342 80 -45 98,282 97,480 -17,306 -18,710 7 31.12.2018 31.12.2017* SEGMENT INFORMATION BY OPERATING SEGMENT External revenues Inter-segment revenues Total for reportable segments Financial result of Automotive segment Financial result of Motorcycles segment 2017* 2018 Reconciliation of segment result 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. The information disclosed for capital expenditure and depreciation 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 €1,178 million (2017: €1,110 million) and interest and similar expenses amounting to €1,145 million (2017: €986 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). 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). Notes to the Group Financial Statements → Segment Information Group Financial Statements 10,382 188 Investments accounted for using the equity method 2,769 Segment assets 195,506 208,980 2,624 93,804 95,095 75,121 84,512 Capital expenditure on non-current assets Depreciation and amortisation on non-current assets Result from equity accounted investments Segment result Total revenues 187 44 UnternehmerTUM GmbH 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). Supplies and services performed in € million 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. Related party relationships 40 -7 328 -335 31.12.2017 Gains/losses on hedging instruments designated as part of a fair value hedge relationship Gains/losses from hedged items Ineffectiveness of fair value hedges in € million The following table shows gains and losses from fair value hedge relationships on hedging instruments and hedged items in the financial year 2017: Fair value hedges 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. 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 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 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. 1,515 -103 thereof reclassified to the income statement Balance at 31 December 1,437 Total changes during the year Balance at 1 January 78 2017 in € million The impact of cash flow hedges on accumulated other equity was as follows: 2018 Cash flow hedges 7 Supplies and services 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. 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. 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 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 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 Business relationships of the BMW Group with other associated companies and joint ventures as well as with non-consolidated subsidiaries are small in scale. 739 772 1,333 1,829 63 99 5,946 7,691 BMW Brilliance Automotive Ltd. 2017 2018 2017 2018 2017 at 31 December at 31 December Payables Receivables 2018 2017 received A significant proportion of the BMW Group's transac- tions with related parties relates to the joint venture BMW Brilliance Automotive Ltd. Notes to the Group Financial Statements → Other Disclosures Group Financial Statements 180 Costs of hedging Costs of hedging Designated component in € million Raw materials price risk Interest rate risk Currency risks -6 -19 12 -614 -931 -497 recognised in income statement ineffectiveness Hedge hedging in other comprehensive income Costs of Change of designated com- ponents in other comprehensive income Designated components and costs of hedging within accumulated other equity changed as follows: Interest rate risks Fair Value Hedges Raw material price risks Currency risks Cash Flow Hedges in € million Hedge relationships give rise to following effects: 195,506 Designated component Costs of hedging Opening balance at 1 January 2018 179 The following section shows disclosures relevant for hedging instruments used in the financial year 2017 in accordance with IAS 39. Changes in fair value include additional effects from the application of the modified closing rate method. 12 -262 -13 -614 940 -2 -51 7 Closing balance at 31 December 2018 Reclassification to acquisition costs for inventories Susanne Klatten, Germany, is also the sole share- holder and Chairwoman of the Supervisory Board of UnternehmerTUM GmbH, Garching. In 2018, 33 for terminated hedge relationships 319 -987 for continuing hedge relationships Reclassification to profit or loss 14 235 -453 -20 -966 120 Change in fair value during the reporting period 6 1,875 -68 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 the BMW Group bought in services from Unter- nehmerTUM GmbH, Garching, mainly in the form of consultancy and workshop services. Seen from the perspective of BMW Group entities, the volume of transactions with the above-mentioned entities was as follows: 20.3 Variable remuneration 7.7 8.2 Fixed remuneration 40.2 28.8 Board of Management Compensation to members of the 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. the Supervisory Board of BMW AG or its subsidiaries, nor were any contingent liabilities entered into on their behalf. 2017 2018 in € million 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: Compensation of members of the Board of Management and Supervisory Board 43 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 Further details on the remuneration of the Board of Management are provided in the Compensation Report for the financial year 2018. 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. 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 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 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 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. → see note 31 31.7 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. thereof Performance Cash Plan Share-based remuneration component The total remuneration of former members of the Board of Management and their dependants amounted to €9.2 million (2017: €6.7 million). With effect from the financial year 2018, variable cash compensation includes a multi-year and future-oriented Performance Cash Plan. 45.9 30.7 thereof due within one year 49.8 41.7 Total expense 3.6 3.6 Variable compensation 2.0 2.0 Fixed compensation and attendance fees 5.6 5.6 Supervisory Board Compensation to members of the 0.9 3.9 termination of board activity Benefits in conjunction with the 3.1 3.4 Allocation to pension provisions 0.8 0.3 5.3 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. 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. 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. 36 22 SOLARWATT GmbH 2,235 4,464 94 34 29,816 23,386 3,393 3,536 DELTON Health AG (formerly DELTON AG) DELTON Logistics S.à r.l. 2017 2018 2017 2018 2017 Payables at 31 December Receivables at 31 December 2018 2017 Supplies and services received 2018 performed Supplies and services in € thousand 181 1 1 5 ALTANA AG Share-based remuneration 41 Notes to the Group Financial Statements → Other Disclosures Group Financial Statements 182 note 43 For disclosures relating to key management personnel, please see → note 43 and the Compensation Report. → see 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. 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. 15 2 106 103 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. Entrust Datacard Corp. 36 56 367 1,435 1,527 27 58 360 401 296 341 2,421 2,322 255 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. * Prior year figures adjusted due to first-time application of IFRS 15, see note 6. 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. 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. 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. 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. 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. 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. 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 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. Description of Presiding Board activities and committee work 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. 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 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. 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. 11 To Our Shareholders → Report of the Supervisory Board 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 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. 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 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. 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. 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. 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. 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. 12 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 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. 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. 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. 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. 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. 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. 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. Systematic electrification for emissions-free driving 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. 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. 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. Despite tough headwinds, second-best result in our history 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. 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. 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. 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. 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. 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 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. 9 10 To Our Shareholders → Report of the Supervisory Board 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. Monitoring and advisory activities of the Supervisory Board 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. 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. Composition of the Board of Management → Statement of the Chairman of the Board of Management Harald Krüger Chairman of the Board of Management 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. Tech company in the premium mobility sector 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. - iNEXT ' – a building block for the future Shareholders 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. 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. 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. WLTP systematically implemented 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. 17 18 To Our Shareholders → Statement of the Chairman of the Board of Management Mobility services from a single source The Mediation Committee, which is prescribed by law, did not need to convene during the financial year 2018. To Our 15 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. 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. Composition of the Supervisory Board, the Presiding Board and the Supervisory Board's committees For the first time, BMW M GmbH broke through the 100,000 unit sales mark with its M and M Performance models. 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. 13 14 To Our Shareholders → Report of the Supervisory Board 16 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. 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 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. 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 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. 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. Expression of appreciation by 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. Munich, 15 March 2019 On behalf of the Supervisory Board Yours Norbert Reithofer Chairman 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. 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. 0 100 BMW of North America LLC, Wilmington, Delaware -116 2,670 100 BMW Financeira S.A. Credito, Financiamento e Investimento, São Paulo 100 BMW de Mexico S.A. de C.V., Mexico City 100 BMW Financial Services de Mexico S.A. de C.V. SOFOM, Mexico City -24 100 100 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 100 100 100 BMW of Manhattan, Inc., Wilmington, Delaware 175 BMW do Brasil Ltda., Joinville 100 BMW Canada Inc., Richmond Hill, Ontario BMW US Capital LLC, Wilmington, Delaware 4,991 2,599 100 1,817 270 100 1,530 340 100 1,445 164 100 513 134 100 228 -35 100 BMW Financial Services NA LLC, Wilmington, Delaware 190 85 100 100 BMW Consolidation Services Co. LLC, Wilmington, Delaware BMW Acquisitions Ltda., São Paulo 0 0 0 0 0 0 0 0 0 0 0 ooo 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 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 100 100 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 BMW Canada 2015-A, Richmond Hill, Ontario 13 BMW Canada 2018-A, Richmond Hill, Ontario 13 BMW Canada Auto Trust 2016, Richmond Hill, Ontario 13 BMW Canada Auto Trust 2017-1, Richmond Hill, Ontario 13 BMW Canada Auto Trust 2018-1, Richmond Hill, Ontario 13 193 100 100 100 100 100 100 100 100 100 100 100 The Americas 0 0 11,071 11,400 1,508 1,588 3,606 3,689 3,435 2,941 2,696 2,975 396 355 -7,855 -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 0 14,807 Notes to the Group Financial Statements 100 100 0 0 0 0 Bavarian Sky UK B Ltd., London 13 Bavarian Sky UK A Ltd., London 13 Bavarian Sky UK 2 plc, London 13 Bavarian Sky UK 1 plc, London 13 Bavarian Sky FTC, Compartment French Auto Leases 3, Paris 13 Bavarian Sky FTC, Compartment French Auto Leases 2, Paris 13 Bavarian Sky Europe S.A., Compartment Swiss Auto Leases 2, Luxembourg 13 Bavarian Sky Europe S.A. Compartment A, Luxembourg 13 Bavarian Sky S.A., Compartment B, Luxembourg 13 0 0 0 0 100 100 100 100 100 100 100 0 → List of Investments at 31 December 2018 46 Profit/loss in € million Capital invest- ment in % 5,497 -13 100 3,558 100 1,988 100 326 100 153 100 100 100 100 100 100 100 100 100 0 0 in € million LIST OF INVESTMENTS AT 31 DECEMBER 2018 Equity LARGUS Grundstücks-Verwaltungsgesellschaft mbH, Munich 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 BMW Verwaltungs GmbH, Munich³,6 Parkhaus Oberwiesenfeld GmbH, Munich Alphabet Fuhrparkmanagement GmbH, Munich 4 Alphabet International GmbH, Munich 4, 5, 6 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 FOREIGN² Group Financial Statements Parkmobile International Holding B.V., Amsterdam 100 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 Portugal Lda., Porto Salvo BMW Roma S.r.I., Rome BMW Den Haag B.V., The Hague 100 100 100 100 100 100 100 100 100 100 BMW Danmark A/S, Copenhagen BMW Financial Services (Ireland) DAC, Dublin Alphabet Fuhrparkmanagement (Schweiz) AG, Dielsdorf BMW Hellas Trade of Cars A.E., Kifissia 123 19 69 100 100 101 2 100 100 100 Alphabet UK Ltd., Glasgow 100 BMW Austria GmbH, Salzburg Bavaria Reinsurance Malta Ltd., Floriana BMW Finanzdienstleistungen (Schweiz) AG, Dielsdorf BMW Bank 000, Moscow BMW Financial Services Belgium S.A./N.V., Bornem BMW Northern Europe AB, Stockholm Alphabet España Fleet Management S.A.U., Madrid 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 16 100 100 BMW Milano S.r.I., Milan Société Nouvelle WATT Automobiles S.A.R.L., Rueil-Malmaison BMW Slovenská republika s.r.o., Bratislava11 Alphabet Polska Fleet Management Sp. z o.o., Warsaw BMW Madrid S.L., Madrid at 31 December 2018 → List of Investments Notes to the Group Financial Statements Group Financial Statements 192 100 Alphabet Luxembourg S.A., Leudelange 100 100 100 100 100 100 100 100 100 100 100 100 100 BMW (UK) Investments Ltd., Farnborough DriveNow Sverige AB, Sollentuna¹¹ DriveNow Austria GmbH, Vienna¹¹ 100 100 100 100 100 100 100 100 100 100 100 100 100 100 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 DriveNow UK Ltd., London 11 DriveNow Italy S.r.I., Milan¹¹ DriveNow Belgium S.p.r.l., Brussels¹¹ BLMC Ltd., Farnborough Triumph Motor Company Ltd., Farnborough BMW Central Pension Trustees Ltd., Farnborough Riley Motors Ltd., Farnborough BMW (UK) Capital plc, Farnborough BiV Carry ISCS, Senningerberg BMW Coordination Center V.o.F., Bornem 100 0 128 29 BMW Financial Services (GB) Ltd., Farnborough 1,014 269 100 BMW Motoren GmbH, Steyr 963 176 100 BMW (Schweiz) AG, Dielsdorf 895 55 100 100 588 9 100 BMW (UK) Manufacturing Ltd., Farnborough 561 105 100 191 BMW Finance S.N.C., Guyancourt 476 57 BMW International Investment B.V., The Hague 22 1,020 BMW España Finance S. L., Madrid 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 BMW Österreich Holding GmbH, Steyr BMW (UK) Holdings Ltd., Farnborough 3,064 838 100 1,889 385 100 100 100 BMW Italia S.p.A., San Donato Milanese 61 BMW Finance N.V., The Hague 205 19 100 Rolls-Royce Motor Cars Ltd., Farnborough 195 71 100 BMW Russland Trading O00, Moscow BMW Austria Leasing GmbH, Salzburg Alphabet Nederland B.V., Breda 10 100 BMW Austria Bank GmbH, Salzburg Alphabet Belgium Long Term Rental NV, Aartselaar APD Industries plc, Birmingham BMW Malta Ltd., Floriana 157 156 22 75 100 20 100 129 BMW Vertriebs GmbH, Salzburg 19 213 BMW Iberica S.A., Madrid 100 BMW Belgium Luxembourg S.A./N.V., Bornem 316 16 100 BMW (UK) Ltd., Farnborough 304 84 100 ALPHABET (GB) Ltd., Farnborough 284 64 100 BMW France S.A.S., Montigny-le-Bretonneux 225 27 100 BMW Financial Services Scandinavia AB, Sollentuna 222 11 100 BMW i Ventures SCS SICAV-RAIF, Senningerberg 218 43 100 388 Asia 100 BMW China Automotive Trading Ltd., Beijing 100 Capital invest- ment in % 149 -15 25 5,926 1,561 50 1,764 -337 29.6 50 50 50 20 20 40 40 50 51 252223 20 51 100 100 100 The Retail Performance Company GmbH, Munich PDB - Partnership for Dummy Technology and Biomechanics GbR, Gaimersheim FOREIGN7 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 20 Stadspasparkeren B.V., Deurne Profit/loss in € million in € million 49 100 70 100 100 100 100 100 Equity 30 BMW AG's participations at 31 December 2018 → 79 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. 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 § 264b 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. SGL Composites LLC, Dover, Delaware 1º Exemption pursuant to Article 2:403 of the Civil Code of the Netherlands (Burgerlijk Wetboek). 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 Notes to the Group Financial Statements → List of Investments at 31 December 2018 Munich, 19 February 2019 Bayerische Motoren Werke Aktiengesellschaft The Board of Management 11 First-time consolidation. Digital Energy Solutions GmbH & Co. KG, Munich Gios Holding B.V., Oss 18.3 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 FOREIGN7 Equity in € million in € million Capital invest- ment in % 4.6 3.1 17.8 18.9 9.8 16.7 6.2 9.1 Profit/loss Harald Krüger Encory GmbH, Unterschleißheim Not equity accounted or proportionately consolidated entities 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 60 100 100 100 100 100 100 100 100 195 Parkmobile Ltd., Basingstoke Parkmobile Software B.V., Amsterdam ParkNow Austria GmbH, Vienna ParkNow France S.A.S., Versailles ParkNow Suisse S.A., Bulle RingGo (GB) Ltd., Basingstoke U.T.E. Alphabet España-Bujarkay, Sevilla The Americas 217-07 Northern Boulevard Corp., Wilmington, Delaware BMW Experience Centre Inc., Richmond Hill, Ontario BMW i Ventures Inc., Wilmington, Delaware 100 BMW i Ventures LLC, Wilmington, Delaware 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 Electronic Parking Solutions Canada Inc., Vancouver Parkmobile Montgomery County LLC, Baltimore, Maryland Parkmobile USA Inc., Atlanta, Georgia Parkmobile LLC, Wilmington, Delaware ParkNow LLC, Wilmington, Delaware ReachNow LLC, Wilmington, Delaware Toluca Planta de Automoviles S.A. de C.V., Mexico City Africa BMW Automobile Distributors (Pty) Ltd., Midrand BPF Midrand Property Holdings (Pty) Ltd., Midrand Multisource Properties (Pty) Ltd., Midrand BMW Leasing de Argentina S.A., Buenos Aires 100 100 100 BMW Financial Services Singapore Pte Ltd., Singapore BMW Philippines Corp., Manila BMW India Foundation, Gurgaon BMW Hong Kong Services Ltd., Hongkong BMW Insurance Services Korea Co. Ltd., Seoul BMW Mobility Services Ltd., Sichuan Tianfu New Area (Chengdu Section) BMW Finance (United Arab Emirates) Ltd., Dubai BMW Middle East Retail Competency Centre DWC-LLC, Dubai BMW India Leasing Private Ltd., Gurgaon Herald Hezhong (Beijing) Automotive Trading Co. Ltd., Beijing BMW Financial Services Hong Kong Ltd., Hongkong THEPSATRI Co. Ltd., Bangkok⁹ Oceania BMW AG's associated companies, joint ventures and joint operations at 31 December 2018 → 78 Companies Associated companies - equity accounted DOMESTIC IONITY Holding GmbH & Co. KG, Munich FOREIGN BMW Brilliance Automotive Ltd., Shenyang Joint operations - proportionately consolidated entities FOREIGN THERE Holding B.V., Amsterdam Parkmobile International (Australia) Pty. Ltd., Sydney DOMESTIC Asia Notes to the Group Financial Statements → List of Investments 90 100 100 100 100 100 100 100 100 100 100 at 31 December 2018 100 100 100 100 100 100 100 100 100 100 196 Group Financial Statements 100 BMW Automotive Finance (China) Co. Ltd., Beijing Milagros Caiña Carreiro-Andree Klaus Fröhlich Dr. Nicolas Peter BMW Australia Finance Ltd., Mulgrave Oceania Bavarian Sky China 2018-2, Beijing 13 Bavarian Sky China 2018-1, Beijing 13 Bavarian Sky China 2017-3, Beijing 13 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 2018-1 ABL, Tokyo 13 2017-3 ABL, Tokyo 13 2017-1 ABL, Tokyo 13 2017-2 ABL, Tokyo 13 2016-2 ABL, Tokyo 13 2016-1 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 BMW Australia Ltd., Melbourne BMW Financial Services New Zealand Ltd., Auckland BMW New Zealand Ltd., Auckland BMW Sydney Pty. Ltd., Sydney 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 Alphabet Insurance Services Polska Sp. z o.o., Warsaw Europe FOREIGN7 PM Parking Ventures GmbH, Munich ParkNow GmbH, Munich Digital Charging Solutions GmbH, Munich 100 BMW i Ventures GmbH, Munich Blitz 18-354 GmbH, Munich Blitz 18-353 GmbH, Munich Automag GmbH, Munich Alphabet Fleetservices GmbH, Munich DOMESTIC Companies → 77 BMW AG's non-consolidated companies at 31 December 2018 Bavarian Sky Australia Trust A, Mulgrave 13 BMW Australia Trust 2011-2, Mulgrave 13 BMW Melbourne Pty. Ltd., Melbourne BMW Car IT GmbH, Munich4 100 100 100 173 BMW Korea Co. Ltd., Seoul 58 13 197 Herald International Financial Leasing Co., Ltd., Tianjin 100 93 337 BMW Japan Corp., Tokyo 100 27 62 BMW Japan Finance Corp., Tokyo 100 47 530 BMW Financial Services Korea Co. Ltd., Seoul 100 480 557 58 248 2,107 482 BMW Group Benefit Trust Ltd., Farnborough 100 123 100 100 BMW Lease (Malaysia) Sdn Bhd, Kuala Lumpur BMW Credit (Malaysia) Sdn Bhd, Kuala Lumpur BMW Asia Pacific Capital Pte Ltd., Singapore PT BMW Indonesia, Jakarta BMW Asia Pte. Ltd., Singapore BMW Asia Technology Centre Sdn Bhd, Kuala Lumpur BMW India Private Ltd., Gurgaon BMW Holding Malaysia Sdn Bhd, Kuala Lumpur 100 BMW India Financial Services Private Ltd., Gurgaon, Haryana BMW China Services Ltd., Beijing BMW Leasing (Thailand) Co. Ltd., Bangkok 51 BMW Malaysia Sdn Bhd, Kuala Lumpur 100 BMW Manufacturing (Thailand) Co. Ltd., Rayong 100 87 108 BMW (Thailand) Co. Ltd., Bangkok 100 7 74 Pieter Nota 100 0 Rest of the Americas Other regions Eliminations 16,088 16,726 21,361 20,766 31,415 30,925 15,526 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 John Cooper Works Ltd., Farnborough John Cooper Garages Ltd., Farnborough Rest of Asia Rest of Europe USA 85 Peter Schwarzenbauer Dr.-Ing. Andreas Wendt Oliver Zipse Parkmobile Licenses B.V., Amsterdam 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 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 Content4all B.V., Amsterdam Non-current assets 2018 2017* Germany 13,596 14,299 34,883 31,678 China 19,008 18,268 90 2017* Cobalt Telephone Technologies Ltd., Basingstoke Cobalt Holdings Ltd., Basingstoke BMW Russland Automotive 000, Kaliningrad 100 100 100 100 53 100 27 28 179 403 0 100 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Equity 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 100 100 100 100 100 100 0 100 100 100 100 100 100 100 100 100 Capital invest- ment in % Profit/loss in € million in € million 100 100 Willibald Löw¹ (*1956) 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. 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. Membership of equivalent national or foreign boards of business enterprises. Production General Counsel: Dr. Jürgen Reul Dr.-Ing. Dr.-Ing. E.h. Norbert Reithofer (*1956) Member since 2015 Chairman Former Chairman of the Board of Management of BMW AG Mandates MEMBERS OF THE SUPERVISORY BOARD Siemens Aktiengesellschaft Oliver Zipse (*1964) E.ON SE (since 9 May 2018) Customer Engagement and Digital Business Innovation BMW Group Mandates Scout24 AG Rolls-Royce Motor Cars Limited (Chairman) Milagros Caiña Carreiro-Andree (*1962) Human Resources, Industrial Relations Director HERE International B.V. (until 28 February 2018) Markus Duesmann (*1969) Purchasing and Supplier Network Dr.-Ing. Andreas Wendt (*1958) Purchasing and Supplier Network (since 1 October 2018) Mandates Pöttinger Landtechnik GmbH (Chairman, until 29 October 2018) Klaus Fröhlich (*1960) Development Mandates (until 24 July 2018) MINI, Rolls-Royce, BMW Motorrad, Henkel AG & Co. KGaA (Shareholders' Committee) Member since 2008 Member since 17 May 2018 Former Chairman of the Board of Management of BASF SE Mandates Fresenius Management SE Münchener Rückversicherungs-Gesellschaft Aktiengesellschaft (since 25 April 2018) Dr. rer. pol. Kurt Bock (*1958) Stefan Quandt (*1966) Deputy Chairman Entrepreneur Mandates DELTON Health AG (Chairman) DELTON Technology SE (Chairman, since 19 November 2018) Member since 1997 Dr. jur. Karl-Ludwig Kley (*1951) Industrial Engineer Chairman of the European Deputy Chairman Chairman of the Supervisory Board of E.ON SE and of the Deutsche Lufthansa Aktiengesellschaft Mandates ― E.ON SE (Chairman) Deutsche Lufthansa Aktiengesellschaft (Chairman) Verizon Communications Inc. (until 3 May 2018) Christiane Benner² (*1968) and General Works Council Member since 2014 Mandates ― Continental AG (Deputy Chairman, since 1 March 2018) Manfred Schoch¹ (*1955) Member since 1988 Deputy Chairman Second Chairman of IG Metall AQTON SE (Chairman) Peter Schwarzenbauer (*1959) Mandates 4 4 Corporate Governance Company's Govern- ing Constitution Board of Management → Page 240 Independent Auditor's Report Supervisory Board Compliance Compensation 200 Statement on Corporate Governance →Information on the Company's Governing Constitution STATEMENT ON Report CORPORATE GOVERNANCE → Page 239 Responsibility Statement by the Company's Legal Representatives →Page 223 Compensation Report 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. CORPORATE GOVERNANCE →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 of the Supervisory Board Pursuant to § 161 AktG Members of the Board of Management → Page 202 → Page 203 (Part of the Combined Management Report) Members of the Supervisory Board Composition and Work Procedures of the Board of Management of BMW AG and its Committees → Page 208 Composition and Work Procedures of the 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 →Page 218 Compliance in the BMW Group → Page 206 Deutsche Telekom AG (since 17 May 2018) 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). Governing Constitution 202 Statement on Corporate Governance →Members of the Board of Management → Members of the Supervisory Board 201 MEMBERS OF THE Dr. Nicolas Peter (*1962) Finance Mandates BMW Brilliance Automotive Ltd. (Deputy Chairman) Harald Krüger (*1965) Chairman BOARD OF MANAGEMENT Information on the Company's Chairman On behalf of the Board of Management 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 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. 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". 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 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": 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. Harald Krüger 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. 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). 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. Munich, December 2018 On behalf of the Supervisory Board Dr.-Ing. Dr.-Ing. E. h. Norbert Reithofer Chairman 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. Entrust Datacard Corp. Bayerische Motoren Werke Aktiengesellschaft Member since 2004 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. Member since 2001 205 Statement on Corporate Governance →Composition and Work Procedures of the Board of 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 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. 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. 206 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. Werner Zierer¹ (*1959) Schaeffler AG (Deputy Chairman) 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. Dr. Dominique Mohabeer¹ (*1963) Member since 2012 Siemens Healthcare GmbH (Deputy Chairman) Member of the Works Council, Munich Member since 2013 Member of the Works Council, Dingolfing Jürgen Wechsler² (*1955) Member since 2011 Former Regional Head of IG Metall Bavaria Mandates Brigitte Rödig¹ (*1963) (since 19 January 2019) - 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. → Composition and Work Procedures of the Supervisory Board of BMWAG and its Committees COMPOSITION AND WORK PROCEDURES OF THE SUPERVISORY BOARD OF BMW AG 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 Statement on Corporate Governance reasons. 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. Franz Haniel (*1955) 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. Following its meetings, the Supervisory Board is generally shown information on new vehicle models in the form of a short presentation. 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. 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. 208 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. 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 unanimously. A Board meeting may only be held if more than half of the Board members are present. 207 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. 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. 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. 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 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 rules relating to meetings and resolutions taken by the full Board of Management are also applicable for its committees. Russell Reynolds Associates Inc. 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. Johnson Controls International plc 203 204 Statement on Corporate Governance → Members of the Supervisory Board Dr.-Ing. Heinrich Hiesinger (*1960) Member since 2017 Membership of equivalent national or foreign boards of business enterprises. Former Chairman of the Board of Management of thyssenkrupp AG 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 Mandates Membership of other statutory supervisory boards. 3 Employee representatives (members of senior management). 2 Employee representatives (union representatives). Entrepreneur - DELTON Health AG (since 7 March 2018) - (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 Mandates Former Chairman and Chief Executive Officer of Deere & Company Horst Lischka² (*1963) 1 Employee representatives (company employees). General Representative of IG Metall Munich SGL Carbon SE (Chairman) UnternehmerTUM GmbH (Chairman) Prof. Dr. rer. pol. Renate Köcher (*1952) Member since 2008 Director of Institut für Demoskopie Allensbach Gesellschaft zum Studium der öffentlichen Meinung mbH Mandates Infineon Technologies AG Robert Bosch GmbH Simone Menne (*1960) Member since 2015 Member of supervisory boards Mandates Member since 2009 Deutsche Post AG (since 23 April 2018) Springer Nature AG & Co. KGaA ALTANA AG (Deputy Chairman) Mandates Nestlé Deutschland AG Member since 1997 Entrepreneur MAN Truck & Bus AG KraussMaffei Group GmbH Prof. Dr. rer. nat. Dr. h.c. Reinhard Hüttl (*1957) Member since 2008 Städtisches Klinikum München GmbH of Helmholtz-Zentrum Potsdam Chairman of the Executive Board Mandates Deutsches GeoForschungsZentrum - GFZ University Professor Member since 1999 Chairman of the Works Council, Landshut Susanne Klatten (*1962) 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 (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 Norbert Reithofer Manfred Schoch Stefan Quandt Stefan Schmid - Karl-Ludwig Kley 1,2 ― establishment in accordance with the recommendation contained in the German Corporate 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 - 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 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 Norbert Reithofer Manfred Schoch Stefan Quandt Stefan Schmid preparation of Supervisory Board's resolution on Company and Group Financial Statements ― establishment in accordance with the recommendation contained in the German Corpo- rate Governance Code, activities based on terms of procedure (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.) At least two members should have international management experience. 2 (Independent) financial expert within the meaning of §§ 100 (5) and 107 (4) AktG, no. 5.3.2 GCGC. 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): 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. - 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. The Board of Management should collectively have extensive experience in the fields of devel- opment, production, sales and marketing, fi- nances and human resources. At least two members of the Board of Manage- ment should have a technical background. 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 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 212 211 1 Chair. supervision of external audit, in particular auditor independence and additional work performed by external auditor 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 - Statement on Corporate Governance 210 209 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. coordination work. 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 2018 → see Report of the Supervisory Board for the - 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. 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. → Composition and Work Procedures of the Supervisory Board of BMWAG and its Committees 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 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. 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. - - 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 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 ― 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 Overview of Supervisory Board committees 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. 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. - → 81 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 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. 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. 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 Management System COMPLIANCE IN THE BMW GROUP BMW Group → Compliance in the Governance Statement on Corporate 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. 218 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". 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. 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 We are excited by change and open to new opportu- nities. We learn from our mistakes. Openness 217 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 Compliance Communication 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. Internal Rules and Regulations Risks and Preventive Efforts Compliance Legal Compliance Monitoring and Trends Compliance Strategy Annual Compliance Reporting Run Compliance Academy and Culture Compliance Instruments of the BMW Group Network Company-wide Compliance Compliance Processes and IT Systems Compliance Case Management Compliance Reporting BMW Group Compliance Committee ← Office Compliance Controls BMW Group Compliance Committee Annual Report Board of Management BMW AG Report We trust and rely on each other. This is essential if we are to act swiftly and achieve our goals. 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. Trust Transparency in % → 80 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 214 213 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. 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. Statement on Corporate Governance 10 8.0 7.8 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 216 215 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". 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. Function level II 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. We acknowledge concerns and identify inconsisten- cies in a constructive way. We act with integrity. 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. 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. 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. - 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 approx. 24 Cash Plan Performance Base salary approx. 27 approx. 14 remuneration Share-based Pension contribution approx. 8 in % → 82 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 Statement on Corporate Governance 224 223 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. 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 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 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. The variable remuneration of the Board of Manage- ment comprises three components: bonus Performance Cash Plan and share-based remuneration EARNINGS COMPONENT BONUS → 84 Bonus overview 225 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. 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. 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 Principles of compensation 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 Earnings-based component of the bonus approx. 12 approx. 37 Performance Cash Plan Share-based remuneration approx. 22 in % → 83 Overview of compensation system: simplified 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. 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). approx. 29 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 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. 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. 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. 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. 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. in activities. 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 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. 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. → Compliance in the BMW Group Statement on Corporate Governance 220 219 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. 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. matters. 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 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. 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. 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. 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 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. 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. 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. 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. 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 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. → see notes → see note 41 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. 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. 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). Three share-based remuneration schemes were Share-based compensation programmes for employees and members of the Board of Management Report Earnings factor → Compensation → Compliance in the Statement on Corporate Governance 222 221 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. 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. 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. 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 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. 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. 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. BMW Group - x 0.3 of target amount Group net profit €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 VARIABLE REMUNERATION €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 Statement on Corporate Governance 228 - €1.8 million (Chairman of the Board of Management) - - Capped at 180% of target amount, see section Remuneration caps Formula: 30% target amount x earnings factor Base amount p.a. (30% target amount per bonus): €0.255 million (1st period of office) €0.30 million (from 2nd period of office or 4th year of mandate) €0.54 million (Chairman of the Board of Management) Quantitative criteria fixed in advance for a period of three financial years Earnings factor is derived from Group net profit and Group post-tax return on sales 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 may not exceed 1.8 Maximum amount of earnings-related bonus p.a.: €0.459 million (1st period of office) 227 €0.54 million (from 2nd period of office or 4th year of mandate) Formula: 70% target amount x performance factor Base amount p.a. (70% target amount per bonus): €0.595 million (1st period of office) €0.70 million (from 2nd period of office or 4th year of mandate) €1.26 million (Chairman of the Board of Management) 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 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 Performance factor may not exceed 1.8 Maximum amount of performance-related bonus p.a.: €1.071 million (1st period of office) €1.26 million (from 2nd period of office or 4th year of mandate) €2.268 million (Chairman of the Board of Management) - €0.972 million (Chairman of the Board of Management) 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. 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. 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. 구 of 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 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. 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. Performance Cash Plan Report → Compensation Statement on Corporate Governance 226 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. of target amount Cash payment TOTAL Qualitative, mainly non-financial parameters Value between 0 and 1.8 at least three financial years Contribution to sustainable and long-term business development over a period of Basis for performance factor: x 0.7 of target amount Performance factor PERFORMANCE COMPONENT Value between 0 and 1.8 Group post-tax return on sales · Capped at 180% Basis for earnings factor: Performance Cash Plan overview → 85 PCP factor overview 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 Value between 0.9 and 1.1 Individual contribution to profitability Forecast trend in business development TARGET AMOUNT 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 PCP FACTOR → 86 - Overview of compensation system for financial year 2018: simplified depiction of allocation to cash benefits (target compensation) and pension contribution¹ 31 and 41 (-) Oliver Zipse Andreas Wendt6 Peter Schwarzenbauer Nicolas Peter Pieter Nota Klaus Fröhlich Markus Duesmann5 Milagros Caiña Carreiro-Andree Harald Krüger (4,115,640) 2,710,234 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) 1,045 (1,008) 9,087 (9,913) (-) 612,359 Total7 634,004 233 Statement on Corporate Governance Oliver Zipse Andreas Wendt5 Peter Schwarzenbauer Nicolas Peter Pieter Nota Klaus Fröhlich Markus Duesmann³ Milagros Caiña Carreiro-Andree Harald Krüger in € financial year 2018 (2017)¹ of the Board of Management for the Share-based component of the individual members Report → Compensation 234 Total6 (4,837,519) 2,983,015 (4,951,164) 1,004 (4,155,771) (90,700) (4,246,471) (1,008) 2,893,233 2,988,273 95,040 1,100 (4,192,381) (4,289,829) (97,448) (1,083) 1,102,142 1,135,233 33,091 86,746 2,941,756 2,574,435 (303,169) (113,645) 21,645 277 (1,263) 102,038 1,181 (4,272,838) (4,182,138) (90,700) (1,008) 2,435,932 2,516,716 80,784 935 (-) (-) (-) 2,487,689 Expense in 2018 in accordance with HGB and IFRS Provision at 31.12.2018 in accordance with (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 70,000 8,000 (70,000) 140,000 220,000 10,000 (70,000) (10,000) (140,000) (220,000) Simone Menne 70,000 8,000 140,000 218,000 (70,000) (8,000) (140,000) (218,000) Dominique Mohabeer¹ 70,000 140,000 218,000 (70,000) (8,000) 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. 268,257 46,218 (515,677) (54,038) 458,341 30,821 HGB and IFRS2 (5,618,344) (3,610,156) (188,000) (1,820,188) (140,000) (218,000) Werner Zierer¹ 70,000 10,000 140,000 220,000 383 (70,000) (140,000) (220,000) Total5 1,820,188 188,000 3,620,377 5,628,565 (10,000) (4,915,446) (4,985,985) (113,645) 495,720 1,101,600 890,369 90,369 800,000 Pieter Nota (3,339,888) (556,638) (2,783,250) (815,883) (65,883) (750,000) 1,879,200 583,200 1,296,000 1,597,320 1,014,033 (-) (-) 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 (-) (-) (-) 64,033 950,000 Klaus Fröhlich 583,200 1,296,000 1,024,964 74,964 950,000 Milagros Caiña Carreiro-Andree (6,679,776) (1,113,276) (5,566,500) (1,521,464) (21,464) (1,500,000) 3,382,560 1,049,760 2,332,800 1,879,200 (900,000) (75,775) (975,775) (3,339,913) (556,663) (2,783,250) (852,468) (102,468) (750,000) 609,490 950,000 189,152 492,652 41,039 451,613 Markus Duesmann5 (3,896,565) (649,440) (3,247,125) 420,338 220,000 51,777 1,296,000 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. the end of their service relationship. This relates to the expense for allocations to pension provisions in accordance with IAS 19. 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 expense of the PCP for the financial year 2018 recognised in accordance with IAS 19 amounted to €5.3 million. 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. 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. 6 Member of the Board of Management since 1 October 2018. 5 Member of the Board of Management until 24 July 2018. 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. 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. 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. (31,729,048) 15,008,860 (3,339,888) 1,785,240 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. (5,288,173) Share-based Compensation Total (1,263) 2,985,294 3,006,202 102,038 1,181 (8,295,070) (8,382,730) (181,490) 5,293,109 5,376,110 171,158 1,981 (2,017) Monetary value Number Total value of benefits allocated in financial year¹ compensation component (matching component)³ (26,440,875) 4,657,922 10,350,938 123,930 275,400 213,029 13,029 200,000 Andreas Wendt6 (3,896,565) (-) (649,440) (3,247,125) (940,954) (40,954) (900,000) 1,879,200 583,200 399,330 (-) (-) Oliver Zipse 8,222,822 (7,641,704) (441,704) (7,200,000) 421,209 7,801,613 Total' (556,638) 1,001,777 (2,783,250) (25,752) (750,000) 554,040 1,231,200 924,994 24,994 900,000 (775,752) 140,000 10,000 70,000 (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) 1,521,226 (1,020,053) 1,521,192 (1,018,857) '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). 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 (-) 356,550 Oliver Zipse (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 132,500 132,500 1,886,766 1,886,766 353,289 Statement on Corporate Governance → Compensation Report Variable compensation Total compensation Supervisory Board members did not receive any further compensation or benefits from the BMW Group for advisory or agency services personally rendered. 2018 2017 Amount Proportion in % Amount Proportion in % 2.0 35.7 2.0 35.7 Fixed compensation in € million 237 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. 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. (1,757,459) 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 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. 3.6 (350,000) 2,004,567 (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. (186,278) 5 Member of the Board of Management since 1 October 2018. 354,125 (29,175) 78,614 121,745 (41,001) (43,131) -19,0974 254,591 (162,436) (273,688) 23,661 23,661 (-) (-) 51,812 80,987 (29,175) 32,264 * 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. Pension entitlements in € 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 353,119 356,382 2,004,567 2,660,630 356,382 353,119 Klaus Fröhlich Service cost in accordance with IFRS for the Service cost in accordance with HGB for the financial year 2018' financial year 2018¹ Defined Benefit Obligation IFRS Defined Benefit Obligation HGB Harald Krüger (350,000) Milagros Caiña Carreiro-Andree 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) 504,831 (505,281) 1,822,392 64.3 64.3 70,000 10,000 140,000 220,000 (44,785) (6,000) (89,570) (140,355) Reinhard Hüttl 70,000 10,000 120,0004 200,000 (70,000) (10,000) Heinrich Hiesinger (109,780) (220,000) (10,000) Franz Haniel 70,000 8,000 140,000 218,000 (70,000) (10,000) (140,000) (220,000) Ralf Hattler 70,000 10,000 140,000 220,000 (70,000) (140,000) (189,780) Susanne Klatten 70,000 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 53,065 2,000 26,532 Robert W. Lane³ 8,000 140,000 218,000 (70,000) (10,000) (140,000) (220,000) (-) Renate Köcher 10,000 140,000 220,000 (70,000) (10,000) (140,000) (220,000) 70,000 3.6 138,968 8,000 10,000 420,000 640,000 (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) 210,000 (430,000) Norbert Reithofer (Chairman) compensation 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 Total Stefan Quandt (Deputy Chairman) 140,000 10,000 (140,000) (10,000) (280,000) (430,000) Christiane Benner¹ 70,000 8,000 140,000 218,000 (70,000) (6,000) (140,000) (216,000) Kurt Bock2 43,656 430,000 280,000 10,000 140,000 280,000 430,000 (140,000) (10,000) (280,000) (430,000) Stefan Schmid (Deputy Chairman)¹ 87,312 140,000 280,000 428,000 (140,000) (10,000) (280,000) (430,000) Karl-Ludwig Kley (Deputy Chairman) 8,000 22,392 (63,120) Harald Krüger 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 Report → Compensation Statement on Corporate Governance 230 229 Contractual agreement, main points: non-cash benefits from use of Company car, insurance premiums, contributions towards security systems OTHER REMUNERATION REMUNERATION CAPS (MAXIMUM REMUNERATION) Maximum remuneration, see section Remuneration caps in € p.a. in the first period of office 4,925,000 344,500 688,500 1,530,000 1,530,000 Total* of matching component Monetary value Share-based compensation programme Cash compen- sation for share acquisition 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 Member of the Board of Management Maximum remuneration, see section Remuneration caps €0.45 million (from 2nd period of office or 4th year of mandate) €0.81 million (Chairman of the Board of Management) €0.3825 million (1st period of office) - | || - | | | | - Target amount p.a. (at 100% target achievement): b) Share-based remuneration component (matching component) a) Cash remuneration component (investment component) Share-based remuneration programme b) Multi-year performance factor a) Multi-year earnings factor VARIABLE REMUNERATION Performance Cash Plan Parameter/measurement base Component 1,800,000 €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) 3-year evaluation period Capped at 180% of target amount, see section Remuneration caps 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 and the status of compliance within the Board member's area of responsibility period, the forecast trend in business development, individual contribution to profitability 1,800,000 Criteria include in particular the trend in business development during the evaluation 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 PCP factor may not exceed 1.8 PCP factor: multi-year earnings factor x multi-year performance factor Formula: PCP factor xtarget amount Determined by Supervisory Board at end of evaluation period 1,710,000 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 405,000 40.3 100.0 24.0 Total compensation 2.2 0.9 3.3 0.8 Share-based compensation component* 78.7 31.7 62.5 15.0 19.1 7.7 100.0 *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 810,000 Cash Plan 2018-2020² Performance Share-based compensation component (invest- ment component) Variable cash compensation Bonus Total 34.2 Other compensation number of matching shares in € or Fixed compensation financial year 2018 (2017)¹ Compensation of the individual members of the Board of Management for the Report → Compensation Base salary 8.2 Total 5,500,000 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. 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). depending on their age and education - are entitled to receive benefits as surviving dependants. 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 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. 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. 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 Variable cash compensation 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. 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. 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 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. Proportion in % Amount Proportion in % Amount 2017 2018 231 in € million Fixed compensation Total compensation of the Board of Management for the financial year 2018 (2017) 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. 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 2018 on account of their activities as members of the Board of Management. 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. 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). 2,828 28.5 18.7 26.2 % Effective tax rate 2,755 10.1 2,575 € million Income taxes 10.0 10.3 10.9 30.7 2,000 Net profit for the year 121,964 7,207 % 125,442 € million Balance sheet total Current provisions and liabilities Non-current provisions and liabilities Equity ratio € million Equity Capital expenditure (excluding capitalised development costs) Current assets Non-current assets BALANCE SHEET 6,396 6,910 8,675 Capital expenditure ratio (capital expenditure/revenues) Return on sales (earnings before tax/revenues) 92,175 9,665 Revenues INCOME STATEMENT 5,114,906 4,718,970 111,191 123,394 5,380,785 124,719 5,235,207 133,210 € million Business volume (based on balance sheet carrying amounts) contracts Contract portfolio FINANCIAL SERVICES 2,359,756 2,279,503 145,555 151,004 2,505,741 185,682 2,541,534 162,687 units units € million 97,480 98,282 94,163 10,675 9,815 € million Earnings before tax 9,593 9,386 9,899 9,224 9,121 Earnings before financial result 19.7 19.9 20.3 19.0 % Gross profit margin € million 121,671 4 Proposal by management. € million Personnel cost per employee Workforce at year-end³ PERSONNEL 5,404 5,792 4,459 2,713 € million Free cash flow Automotive segment 6,122 7,880 9,039 10,979 € million Cash and cash equivalents at balance sheet date 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. 2,490,664 2,463,526 2,367,603 2,247,485 165,566 164,153 145,032 136,963 3 Figures exclude dormant employment contracts, employees in the non-work phases of pre-retirement part-time arrangements and low wage earners. 2,102 3.20/3.22 2,300 3.50/3.52 2,630 4.00/4.02 3.504/3.524 2,303 CASH FLOW STATEMENT € 97,136 122,244 124,729 99,575 129,932 100,760 134,682 101,178 € ² Excluding Husqvarna, deliveries up to 2013: 59,776 units; production up to 2013: 59,426 units. € million 172,174 188,535 195,506 58,088 € million 4.2 4.0 4.8 5.2 % 54,107 3,826 4,688 5,029 € million 61,831 66,864 73,542 83,538 3,731 110,343 47,363 % 208,980 € million 65,591 67,989 71,765 70,909 € million 42,764 63,819 69,634 79,983 € million 24.8 25.1 27.7 27.8 73,183 units units →Page 250 Glossary - Explanation of Key Figures 2016 Our audit approach → Independent Auditor's Report Statement on Corporate Governance 242 241 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. 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. 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. The financial statement risk 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. 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 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. 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. Management is responsible for the other information. The other information comprises: Other Information 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. Our observations 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. 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. 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 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. Our audit approach 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. 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. The financial statement risk 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. Valuation of provisions for statutory and non-statutory warranty obligations and product guarantees 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. Our observations 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. 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. 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. → Independent Auditor's Report Statement on Corporate Governance 240 239 Oliver Zipse Dr.-Ing. Andreas Wendt Peter Schwarzenbauer INDEPENDENT Dr. Nicolas Peter Milagros Caiña Carreiro-Andree Klaus Fröhlich Harald Krüger The Board of Management Bayerische Motoren Werke Aktiengesellschaft Munich, 19 February 2019 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." RESPONSIBILITY STATEMENT BY THE COMPANY'S LEGAL REPRESENTATIVES Pieter Nota - AUDITOR'S REPORT Report on the Audit of the Consoli- dated Financial Statements and of the Group Management Report 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. 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 38,572 million. The financial statement risk 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. 2015 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. To Bayerische Motoren Werke Aktiengesellschaft, Munich Key Audit Matters in the Audit of the Consolidated Financial Statements 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 content 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 [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 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 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. 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. the corporate governance statement and Valuation of residual values of leased products 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. Other Information 5 5 →Page 256 Contacts → Page 255 Financial Calendar → Page 254 Index of Graphs →Page 252 Index →Page 248 BMW Group Ten-year Comparison OTHER INFORMATION [German Public Auditor] Feege Wirtschaftsprüfer [German Public Auditor] Wirtschaftsprüfer Sailer Wirtschaftsprüfungsgesellschaft Ten-year Comparison Glossary- Explanation of Key Figures Index 20171 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. 2018 Motorcycles² Automobiles PRODUCTION VOLUME Motorcycles² KPMG AG Automobiles TEN-YEAR COMPARISON BMW GROUP Comparison → BMW Group Ten-year Other Information 248 Financial Calendar Contacts DELIVERIES Munich, 27 February 2019 Index of Graphs German Public Auditor Responsible for the Engagement We exercise professional judgement and maintain professional scepticism 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. Group Management Report Auditor's Responsibilities for the Audit of the Consolidated Financial Statements and of the 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, 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. 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. 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. Statement on Corporate Governance 244 243 otherwise appears to be materially misstated. The German Public Auditor responsible for the engagement is Mr Andreas Feege. 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 → Independent Auditor's Report 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. 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. 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. Further Information pursuant to Article 10 of the EU Audit Regulation evaluate the appropriateness of accounting poli- cies used by management and the reason- ableness of estimates made by management and related disclosures. Other Legal and Regulatory Requirements Auditor's Report → Independent 246 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). Statement on Corporate Governance 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. 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. 245 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. 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 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. - 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. 413 80788 Munich Telephone +49 89 382-0 Aktiengesellschaft 10.2 Bayerische Motoren Werke 10.4 10.8 Germany 289 7,383 7,803 7,893 8,707 8,018 8,275 7,978 10.5 PUBLISHED BY 9,118 4,853 This version of the Annual Report is a translation from the German version. Only the original German version is binding. The BMW Group on the Internet carbon neutral Investor Relations 18.1 Telephone +49 89 382-2 53 87 Fax E-mail +49 89 382-1 46 61 ir@bmwgroup.com Further information about the BMW Group is available online at www.bmwgroup.com. Investor Relations information is available directly natureOffice.com | DE-141-436949 at → www.bmwgroup.com/ir. 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 Information about the various BMW Group brands is available at www.bmw.com, www.mini.com 21.1 2,165,566 133,615 20.1 Motorcycles² Automobiles PRODUCTION VOLUME Motorcycles² Automobiles DELIVERIES 1,258,417 82,631 1,481,253 99,236 1,738,160 110,360 FINANCIAL SERVICES 2,006,366 1,861,826 110,127 113,811 1,963,798 1,845,186 1,668,982 1,461,166 115,215 106,358 104,286 98,047 2,117,965 123,495 2009 2010 2011 2012 2013 2014 presse@bmwgroup.com 1,286,310 87,306 20.2 4,359,572 3,846,364 21.2 50,681 60,477 68,821 76,848 76,059 80,401 Revenues INCOME STATEMENT 4,130,002 Business volume (based on balance sheet carrying amounts) 66,233 75,245 80,974 84,347 96,390 Contract portfolio 3,085,946 3,190,353 3,592,093 61,202 +49 89 382-2 44 18 BMW Group in figures +49 89 382-2 41 18 Other Information → Glossary- Explanation of Key Figures - 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. 250 Cash flow 249 DIVIDEND Dividend total 197 1.30/1.32 0.30/0.32 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 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 CASH FLOW STATEMENT Cash and cash equivalents at balance sheet date Free cash flow Automotive segment PERSONNEL Workforce at year-end³ Personnel cost per employee Dividend per share of common stock/preferred stock 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). 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. 251 252 Other Information → Index INDEX F Financial assets 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) 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 revenues. Cash flow hedge 852 A hedge against exposures to the variability in fore- casted cash flows, particularly in connection with exchange rate fluctuations. 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. Effective tax rate 1,508 2.30/2.32 1,640 2.50/2.52 1,707 2.60/2.62 49,113 52,834 51,643 58,288 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 46,100 45,119 59,078 51,134 1,456 4,471 3,166 3,809 3,003 3,481 7,767 7,432 7,776 8,370 5.7 7,671 101,953 110,164 123,429 131,835 138,377 154,803 36,919 40,134 47,213 48,395 7,688 A 2,383 2,720 33.2 203 1,610 2,476 2,692 2,564 2,890 0.8 8.0 10.7 116,324 92,337 110,351 89,869 105,876 89,161 100,306 95,453 96,230 84,887 83,141 72,349 1,904 2.90/2.92 32.5 34.5 33.5 33.1 4,151 4,967 4,601 39,944 43,151 49,004 50,530 52,184 56,844 62,009 2,312 67,013 81,305 86,193 97,959 210 3,243 4,907 5,111 5,329 5,817 49.2 74,425 Accounting policies Apprentices → 61 Automotive segment → 122 et seq. 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 BMW Group locations → 34 et seq. - BMW Group key automobile markets 2018 BMW Group deliveries of motorcycles → 53 BMW Group - key motorcycle markets 2018 → 6 Finances INDEX OF GRAPHS Financial Calendar → 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 → 48 → 110, 145 Tangible, intangible and investment assets → 146 et seq. Trade payables Trade receivables →166 →153 253 254 Other Information → Index of Graphs ↑ ↑ T Risks and opportunities → 53 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 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 Quarterly Report to 30 June 2020 4 November 2020 Quarterly Report to 30 September 2020 255 256 Other Information → Contacts CONTACTS Business and Finance Press Telephone +49 89 382-2 45 44 Quarterly Report to 30 September 2019 6 November 2019 Quarterly Report to 30 June 2019 1 August 2019 → 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 Workforce Overview of compensation system of the Board of Management: cash benefits and pension contribution → 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 Overview of compensation system of the Board of Management: variable remuneration → 224 Fax E-mail Revenues → 5, 45 et seq., 65 et seq., 68 et seq., 81, 139 → 8 et seq. → 119 et seq. → 119 et seq. →167 → 200 et seq. Cost of materials → 78 et seq. Cost of sales → 66, 139 Income statement →65, 81, 110 et seq., 139 et seq. Income taxes → 67, 141 et seq., 161 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. → 223 et seq. Corporate Governance Consolidated companies Consolidation principles Contingent liabilities → 28 → 76, 83, 152 et seq. Financial instruments Financial liabilities → 168 et seq. →74, 77, 162 et seq. Financial reporting rules Financial result → 67,81 Financial Services segment → 48 et seq. G List of investments → 190 et seq. → 129 et seq. B Balance sheet structure → 76 Bonds →74, 164 Group tangible, intangible and investment assets → 146 et seq. C → 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 → 54 et seq. → 28 et seq., 57 D → 27,59 → 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 →148 R Rating → 22 Receivables from sales financing → 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 P Outlook → 84 et seq. Other provisions → 161 Other operating income and expenses → 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 → 5, 37, 45 et seq., 88 et seq. → 41 et seq., 86 et seq., 99, 121, 176 et seq. Dealer organisation/dealerships Declaration with respect to the Corporate Governance Code Digitalisation → 28, 59 et seq. Dividend → 22, 143 et seq. M 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. Mandates of members of the Board of Management → 202 5,111 print production KEY DATA PER SHARE IN € 3 Weighted average number of shares for the year. 57.03 65.11 Dear Shareholders, 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. 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. Stock weighted according to dividend entitlements. 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. We aim to ensure that your Company remains an attractive investment as we move towards the future. Yours H. 35" Harald Krüger Chairman of the Board of Management 19 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. 19 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. 24 →Page 40 Report on Economic Position →Page 36 Management System →Page 26 Organisation and Business Model →Page 26 General Information and Group Profile REPORT COMBINED MANAGEMENT 23 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. in 2018 Capital Markets → BMW AG Stock and Shareholders To Our 14 Intensive communication with capital markets continued →Page 40 General and Sector-specific Environment 20 To Our BMW BMW preferred common stock stock Prime Auto- DAX mobile 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 BMW AG development of stock 60 → 10 200 150 100 200 150 DAX Index: December 2013 = 100 20 83.0 100.0 Shareholders → BMW AG Stock and Capital Markets in 2018 BMW AG STOCK AND CAPITAL MARKETS IN 2018 Political uncertainties unsettle capital markets 88.1 BMW AG stock outperforms sector → www.bmwgroup.com/ir 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. Development of BMW AG stock compared to stock market indices since 30 December 2013 → 09 in % 110.5 120 Ratings remain at top level BMW preferred stock →Page 44 Overall Assessment by Management →Page 48 Review of Operations 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 (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. Motorcycles segment 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. 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. 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. 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. Automotive segment Presentation of segments 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. 27 27 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. 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. 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. 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. The segment also supports the BMW Group's dealer- ship organisation, for example by financing dealer- ship vehicle inventories. Combined 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. 3. Connected 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. 2. Autonomous 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. 28 1. Design 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). 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. Research and Development → Research and Development General Information and Group Profile Organisation and Business Model Management Report Accordingly, the BMW Group's R&D activities include the following five key topics: →Page 45 Comparison of Forecasts for 2018 with Actual Results in 2018 General information on the BMW Group is provided below. There have been no significant changes com- pared to the previous year. → www.bmwgroup.com/company →Page 90 Risks and Opportunities Outlook Page 84 → Page 84 Report on Outlook, Risks and Opportunities →Page 80 Comments on Financial Statements of BMW AG →Page 65 Results of Operations, Financial Position and Net Assets → Page 103 Internal Control System Relevant for Accounting and Financial Reporting Processes →Page 63 Sustainability → Page 59 Sales and Marketing →Page 58 Purchasing and Supplier Network →Page 57 Research and Development → Page 54 Financial Services Segment → Page 53 Motorcycles Segment →Page 48 Automotive Segment →Page 61 Workforce This Combined Management Report incorporates the management reports of Bayerische Motoren Werke Aktiengesellschaft (BMW AG) and the BMW Group. → Page 104 Disclosures Relevant for Takeovers and Explanatory Comments 2 ORGANISATION AND BUSINESS MODEL High investments in the flexibility of the production network Customer in focus with innovative offerings Increasing R&D expenditure secures future business Over 140,000 electrified vehicles delivered GENERAL INFORMATION AND GROUP PROFILE 2 → Organisation and Business Model Management Report Combined 26 and Group Profile Economic Position Outlook, Risks and Opportunities General Information Combined Management Report General Information and Group Profile 100 5 Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. BMW common stock High Year-end closing price Stock exchange price in €¹ 601,995 601,995 601,995 Low 601,995 Number of shares in 1,000 COMMON STOCK 2014 2015 2016 2017 601,995 2018 70.70 Prime Automobile PREFERRED STOCK 77.41 75.68 65.10 77.71 69.86 86.83 95.51 92.25 90.83 96.26 89.77 97.63 88.75 122.60 → 11 BMW AG stock 22 Moody's Company rating The BMW Group continues to be the best-rated car- maker in Europe. Ratings remain at top level 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. →BMWAG Stock and Capital Markets in 2018 Standard & Poor's Shareholders Although affected by the generally unfavourable mar- ket environment, BMW stock held its value relatively well, particularly in comparison with the sector index. 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. 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. 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 The EURO STOXX 50 fared slightly better than the DAX, finishing the year 14.3% lower at 3,001 points. 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. To Our Non-current financial liabilities Current financial liabilities Outlook A1 P-1 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 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. 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. Employee Share 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 Number of shares in 1,000 56,127 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. 55,114 92.19 3.20 2.90 3.522 4.02 3.22 3.50 2.92 13.075 10.45 9.70 8.83 10.84 13.095 10.82 10.47 4.00 2 Proposed by management. 55,605 74.60 60.70 67.29 56.53 58.96 3.50² 59.08 Common stock Preferred stock Earnings per share of common stock³ Earnings per share of preferred stock4 Free cash flow Automotive segment Equity 1 Xetra closing prices. Dividend 9.72 3.52 4.12 50 74.15 78.89 82.50 67.84 77.41 72.70 74.64 62.10 8.85 High Year-end closing price Stock exchange price in €1 54,500 54,809 50 2014 Low 2016 2015 6.78 8.81 5.30 88.26 82.305 72.08 8.23 24 21 Source: Reuters. 2019 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. 2017 2018 Argentina¹ South Africa New Zealand ☐ 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 Potosí², Mexico Brazil BMW Group plant Spartanburg, USA BMW Brilliance Automotive, China (joint venture-3 plants) Production United Arab Emirates Production and assembly plants USA Canada Headquarters Research and development locations 16 31 Financial Services locations worldwide 7 Sales subsidiaries and 43 → 12 Partner plants Mexico 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 Engineering China, Beijing, China BMW Group Designworks, Newbury Park, USA BMW Car IT, Munich, Germany 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 ▲ Research and development network in Europe Partner plant, Graz, Austria Partner plant, Born, Netherlands BMW Group Lightweight Partner plants in Europe 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 Oxford, UK BMW Group plant Swindon, UK Rolls-Royce Manufacturing Plant, Goodwood, UK Construction and Technology Center, Landshut, Germany BMW Group Diesel Competence Centre, Steyr, Austria Sales subsidiaries and Financial Services locations Europe Management Combined 36 35 35 Greece Bulgaria¹ Romania¹ Hungary¹ Slovakia¹ Austria Poland Republic¹ Czech Denmark Finland¹ Sweden BMW Group plant Dingolfing ▲ Research and development network outside Europe BMW Group plant Berlin Malta South Korea China India Russia ² 2018 only pre-series production, plant opens in 2019. 1 Sales locations only. Sales subsidiaries and Financial Services locations worldwide Japan BMW Technology, Chicago, USA BMW Group Engineering Japan, Tokyo, Japan BMW Group Technology Office, Shanghai, China China, Shanghai, China, and BMW Group Designworks Studio Shanghai, China BMW Group ConnectedDrive Lab Oxnard, USA BMW Group Engineering and Emission Test Center, BMW Group Technology Office USA, Mountain View, USA BMW Group Engineering USA, Woodcliff Lake, USA Hong Kong Thailand Malaysia Slovenia¹ Italy Portugal Spain Switzerland France Belgium Ireland UK Netherlands Germany Norway → 13 BMW Group locations in Europe Australia Indonesia¹ Singapore¹ ■ Production in Europe BMW Group plant Eisenach 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. Business Model 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 Production Network → Production Network Organisation and Business Model General Information and Group Profile Combined Management Report 32 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. 32 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. Report BMW Foundation Herbert Quandt 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. 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. 31 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. Locations Products Steyr Spartanburg San Luis Potosí¹ Rosslyn Regensburg Rayong Oxford Country Munich Landshut Leipzig Hams Hall Eisenach Dingolfing Chennai Berlin BMW GROUP PLANTS Araquari Manaus Swindon WLTP 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. 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. 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. 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. * Fuel consumption 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 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 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. to planned conversion to and CO₂ emis- sions informa- tion are available on page 108. 30 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 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. Sustainability 1 EU-28 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. 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. 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. 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. Cooperation Agreements and Partnerships → Sustainability → Cooperation Agreements and Partnerships Organisation and Business Model General Information and Group Profile Management Report Combined 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. Wackersdorf Brazil Germany India Germany Born CONTRACT PRODUCTION Locations 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). 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, ¬ 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 BMW 3 Series, BMW 5 Series, BMW 7 Series, BMW X1, BMW X3, BMW X5, MINI Countryman Chongqing Egypt Products Country Kaliningrad Kulim Cairo Jakarta PARTNER PLANTS Locations Indonesia manufactured in Jakarta (Indonesia), Cairo (Egypt), Kaliningrad (Russia) and Kulim (Malaysia). Graz Country → Organisation and and Group Profile General Information Report Management Combined 34 Hosur 33 Scooter BMW 5 Series, BMW Z4 Motorcycles MINI Hatch, MINI Convertible, MINI Countryman, BMW X1 Products India Austria China Netherlands 33 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 BMW 1 Series, BMW 2 Series, BMW 3 Series, BMW X1 Petrol engines, production of core engine parts BMW 5 Series, BMW X3 Petrol and diesel engines, high-performance engines for M models Core engine parts BMW 3 Series, BMW 4 Series, BMW M Lightweight construction components, electric drivetrain systems and special engines BMW 1 Series, BMW 2 Series, BMW i, BMW M Motorcycles Petrol engines for BMW, MINI BMW i8 plug-in hybrid engines Core engine parts Toolmaking, outer body parts for Rolls-Royce, aluminium tanks for BMW Motorrad 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 United Kingdom MINI Hatch, MINI Clubman United Kingdom Germany Mexico South Africa Germany Thailand United Kingdom Germany Germany Brazil Germany Germany United Kingdom USA Austria 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 Products China Tiexi (Shenyang) China Tiexi (Shenyang) China Dadong (Shenyang) JOINT VENTURE BMW BRILLIANCE AUTOMOTIVE HOLDINGS LTD. Country Locations automobile plants. Tiexi also has an engine plant with a foundry and a battery factory. The plants in Shenyang (China) are operated by the joint venture BMW Brilliance Automotive (BBA). The Shenyang site comprises the Dadong and Tiexi ¬ 2 Fuel consumption and CO2 emissions information are available on page 108. 1 2018 only pre-series production, plant opens in 2019. Rolls-Royce Manufacturing Plant Goodwood 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 High-performance engines for M models BMW Group locations worldwide General Information and Group Profile → 15 MANAGEMENT SYSTEM 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 2018 2017 2018 609 Return on capital employed in % 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%. Motorcycles segment →Management System General Information and Group Profile Average capital employed in € million Report 28.4 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. → Management System 18.1 14.8 12,167 14,630 2,207 2017 2018 2017 2018 2017 34.0 2018 Average equity capital in € million Profit before tax in € million Financial Services 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 Return on equity in % Combined Management 2,161 88 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. 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 Profit Cost of capital Capital turnover Return on sales × Return on capital (ROCE or RoE) Value added 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 38 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. Profit before financial result ROCE Automotive → 14 Average capital employed = 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. 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). 77.7 49.8 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 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 2017 Average Automotive Profit before financial result in € million capital employed in € million Return on capital employed in % 36 2018 2017 2018 2017 37 2018 2014 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 & 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. 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 14.2 USA 25.7 China 12.5 Germany BMW Group deliveries of vehicles by region and market → 25 2018 2017 2016 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%). 2015 UK 9.6 in 1,000 units 47 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. year's level % Europe 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. Asia and Americas slightly up, Europe at previous year's level % 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 14.8 (-3.3%pts) thereof Germany 353.8 Americas Asia* 876.6 848.8 747.3 685.8 658.4 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* 28.4 (-5.6%pts) 2,490.7 397.0 405.7 366.5 356.0 1,098.5 1,101.8 1,092.2 1,000.4 914.6 310.4 295.8 298.9 286.1 272.3 thereof UK 238.3 252.2 231.0 205.1 457.7 451.1 460.4 100 495.9 482.3 thereof USA 241.7 Q1: in line with last Business performance impacted by various factors 8.1 (-1.0%pts) BMW Group 10,086 * Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. 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. 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. 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. 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 40 Combined Management Report Report on Economic Position → General and Sector- specific Environment REPORT ON ECONOMIC POSITION Automobile and motorcycle deliveries reach record levels 2,463.5 4,174 2,788 6,804 7,298 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. 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 generating more value than the cost of capital. Value added Group = earnings amount cost of capital - - = earnings amount (cost of capital rate x capital employed) Value added Group* Group profit before tax down moderately → 18 Earnings amount Cost of capital (equity + debt capital) Value added Group 2018 2017 2018 2017 2018 2017 10,978 in € million slight increase €9,815 million GENERAL AND 9,815(-8.1%) moderate decrease 134,682 (+3.7%) slight increase 2,490,664 (+1.1%) 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 % % 49.8 (-27.9%pts) significant decrease solid increase Q1: slight increase units 165,566 (+0.9%) in line with last year's level between 8 and 10 % in 2018 Actual outcome € million Q3: slight decrease SECTOR-SPECIFIC ENVIRONMENT General economic environment 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. 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. 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. 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 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. 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, Exchange rates compared to the euro → 19 ✓ -8.1% with the growth rate almost halved compared to one year earlier. The export sector slowed down in 2018 after a strong previous year. Currency markets 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. Index: December 2013=100 200 150 - 100 Russian Rouble 200 150 British Pound 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. 2,367.6 Revenues: in line with previous year's level 2,118.0 100 140 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. 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 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. Energy and raw materials prices Source: Reuters. 2019 2018 2017 2016 2015 2014 100 100 600 ........ Platinum International automobile markets 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. → Overall Assessment by Management ↑ ↑ ↑ Economic Position → General and Sector- specific Environment Report on Report Management Combined 44 43 33 Source: Working Group for the Iron and Metal Processing Industry. 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). 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%). Palladium 1,200 Gold 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 41 Source: Reuters. 2019 2018 2017 2016 2015 2014 50 50 US Dollar Japanese Yen Chinese Renminbi Strategic management at Group level 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 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. Oil price trend → 20 1,800 600 1,200 1,800 Price in US Dollar → 21 Precious metals price trend 2019 2018 2017 Comparison of 2016 2014 50 Price in US Dollar Price in € 100 150 Source: Reuters. 50 100 150 Price per barrel of Brent Crude 2015 Forecasts for 2018 with Actual Results in 2018 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. BMW Group comparison of 2018 forecasts with actual outcomes 2018 The key performance indicators of the BMW Group and its segments can be summarised as below. 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. Financial Services segment 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. Return on capital employed: moderate decrease The return on capital employed (RoCE) for the Motor- cycles segment in 2018 was 28.4%, moderately down ¬ 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. 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. 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%). Motorcycles segment As foreseen in the outlook for the financial year 2018, the RoCE decreased significantly, in line with expectations. 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%. 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. EBIT margin: at least 7% 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. 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. 2 EU-28. joint venture BMW Brilliance Automotive Ltd., Shenyang (2018: 459,581 units, 2017: 384,124 units). 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 carbon dioxide (CO2) emissions²: in line with previous year's level As foreseen in the outlook for the financial year 2018, Automotive segment deliveries increased slightly and were therefore in line with expectations. → 23 GROUP Profit before tax Workforce at year-end * 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). units slight decrease slight increase slight increase € million Q3: moderate decrease in line with last year's level during the year in 2017 Annual Report 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%). Forecast revision Return on capital employed EBIT margin Deliveries to customers MOTORCYCLES SEGMENT Return on capital employed EBIT margin Revenues Fleet emissions³ Deliveries to customers² AUTOMOTIVE SEGMENT Forecast for 2018 2,247.5 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. 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. 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. - - 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: 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. 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. COMPARISON OF FORECASTS FOR 2018 WITH ACTUAL RESULTS IN 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. In the Automotive segment, revenues are fore- cast to be slightly lower than the previous year (previously: slight year-on-year increase). The EBIT margin in the Automotive segment is expected to be at least 7% (previously: 8 to 10%). Group profit before tax is expected to show a moderate year-on-year decrease (previously: in line with the previous year). 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. At €85,846 million, segment revenues were in line adjusted due to have been Deliveries to customers: slight increase Automotive segment Forecasts for 2018 with Actual Results in 2018 Economic Position → Comparison of Report on Management Report Combined note 6 to the Group Financial Statements. 46 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 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. 45 slight increase g CO2/km BMW total 1.6 BMW i 37,545 33,676 28.8 26.0 24.2 Financing 20.8 27.3 Leasing 20.9 30 20.8 22.1 -13.5 21.2 41.7 46.8 46.3 50.0 49.6 60 60 in % → 34 BMW Group new vehicles financed or leased by Financial Services segment* 2018 2017 2016 22.3 40,531 35,040 BMW X6 BMW 7 Series 56,037 64,311 2.6 BMW 8 Series 923 BMW X1 286,827 286,743 0.0 13.5 BMW X2 67,576 3.2 BMW X3 201,637 146,395 37.7 9.5 BMW X4 45,950 52,167 -11.9 2.2 BMW X5 155,575 180,905 -14.0 7.3 2015 2014 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. 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). Eight new models introduced 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 2014 123.5 137.0 145.0 164.2 165.6 90 180 in 1,000 units → 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 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. 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 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. 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. 1.3 14.4 Germany Other 46.5 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 Review of Operations →Financial Services Economic Position Report on Combined Management Report 54 53 UK 5.5 6.7 Spain 8.4 USA 8.5 Italy 10.0 France 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. 11,052 BMW 6 Series 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. 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. 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. 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. 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. → www.bmwgroup.com/innovation Research and Development 52 57 Further information on the risk situation is provided in the section Risks and Opportunities. 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. 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%). 2018 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. 2017 2015 2014 !!!!! 0.50 15 0.5 in % → 36 Development of credit loss ratio 0.25 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. Risk profile Development 2016 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. 58 Combined Management Report 1.8 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 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). 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. 49 22.4 Eastern Europe 38.0 Germany 1.2 Other Rest of Western Europe 17.0 North America 14.9 Asia 6.5 in %, basis: production material → 37 Regional mix of BMW Group purchase volumes 2018 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. Global trade policy influences purchasing 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. 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 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. Ensuring access to resources in a volatile environment Purchasing and Supplier Network →Sales and Marketing → Purchasing and Supplier Network Review of Operations Economic Position Report on → Research and Review of Operations →Financial Services Segment Economic Position Report on 2018 2017 Change in % Proportion of BMW sales volume 2018 in % BMW 1 Series 199,980 201,968 -1.0 9.4 BMW 2 Series 152,215 181,113 -16.0 7.2 BMW 3 Series 366,475 409,005 -10.4 17.2 BMW 4 Series 109,887 133,104 -17.4 5.2 BMW 5 Series 382,753 347,313 10.2 18.0 in units 26,606 → 26 0 Report Combined Management 56 99 55 55 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). 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 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%). 32.8 Europe/ Middle East/Africa EU Bank✶ 21.1 China 10.7 Asia/Pacific 8.7 in % per region 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%). 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. Decrease in multi-brand financing → 35 Contract portfolio retail customer financing of Financial Services segment 2018 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%). *Until 2015 excluding Rolls-Royce. 2018 2017 2016 2015 2014 Deliveries of BMW vehicles by model variant* International production network -12.9 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. 2017 Change in % Phantom* 830 235 Ghost 958 1,098 -12.8 Wraith/Dawn 1,775 2018 2,029 544 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. 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). Deliveries of electrified models → 29 in units 2018 -12.5 2017 in units Deliveries of Rolls-Royce vehicles by model variant 2018 in % 182,189 194,070 -6.1 50.4 32,356 33,351 -3.0 8.9 47,236 59,572 → 28 -20.7 99,750 84,888 17.5 27.6 361,531 371,881 -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. 13.1 Change in % BMW i 37,545 Araquari 2018 2017 Change in % Proportion of production in % 51 555 356,749 371,316 -3.9 14.0 Chennai 328,862 -12.7 12.9 319,592 338,259 -5.5 Combined Management Report 50 *Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2018: 459,581 units, 2017: 384,124 units). 100.0 1.8 2,088,283 376,580 Rayong Rosslyn Munich 33,676 11.5 BMW iPerformance 91,853 63,605 44.4 MINI Electric 13,219 5,799 Total 142,617 103,080 38.4 *Fuel consumption and CO2 emissions information are available on page 108. Production reaches new all-time high 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 Vehicle production of the BMW Group by plant → 30 (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%). in units Spartanburg Dingolfing Regensburg Leipzig Oxford Change in % 2017 Cullinan* MINI sales volume 2,541,534 1.7 12.1 38,064 42,660 2.5 28.2 50,272 64,431 63 8.3 2,505,741 25.3 211,660 7.6 50.6 127,440 191,888 11.8 11.4 269,309 299,939 308 0.2 168,969 1.4 100.0 Goodwood 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. 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. 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. → Automotive Segment → Motorcycles Segment Review of Operations Economic Position Report on Management Report Combined 52 52 2018 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. 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. 4 Contract production. 3 Joint Venture BMW Brilliance Automotive Ltd., Shenyang. 2 2018 only pre-series production, plant opens in 2019. 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2018: 491,872 units, 2017: 396,749 units). Group Partner plants Graz (Magna Steyr)4 Born (VDL Nedcar)4 Dadong (BBA)³ Tiexi (BBA)³ San Luis Potosí² 31.6 3,308 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. 0.3 9.6 -0.7 246,043 244,248 12.7 2,125,026 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. Report on Economic Position Review of Operations → Automotive Segment 234,501 MINI achieves second-best year Deliveries of MINI vehicles by model variant → 27 in units Proportion of MINI total MINI Countryman MINI Clubman MINI Convertible MINI Hatch (3- and 5-door) 4,353 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 7 223,817 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%). 4.8 22.4 0.4 7,752 12,768 -39.3 11.5 06 0.6 10,956 21,084 15,612 2.0 -5.4 -26.0 8,952 9.2 157,799 53,105 196,455 -19.7 6.2 50,224 26.2 18.7 7.5 * Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. The BMW Group had a worldwide workforce of 134,682 employees at the end of the reporting period (31 December 2017: 129,932 employees). Economic Position 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. 69 65 99 BMW Group revenues by region Group revenues by region were as follows: 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. 66 Combined Management Report → Results of Opera- tions, Financial Posi- tion and Net Assets Report on 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 8.8 -1.3 13.07 -17.2 10.84 13.09 -17.2 in % 10.82 → 43 2018 2017* Change in %pts Pre-tax return on sales 10.1 10.9 -0.8 Post-tax return on sales 7.4 -1.4 Gross margin 19.0 20.3 Effective tax rate in % 2017* 2018 22,932 2.0 thereof interest expense relating to financial services business 2,051 1,801 13.9 Research and development expenses 5,320 4,920 8.1 23,383 thereof amortisation of capitalised development costs Service contracts, telematics and roadside assistance 1,236 14.4 2,234 2,081 7.4 Warranty expenses Other cost of sales Cost of sales 1,729 Earnings per share of preferred stock in € 1,414 Europe Asia Cost of sales relating to financial services business 43,442 2017* 46.1 46.0 30.9 30.2 Americas 20.2 20.8 7 Other regions -0.4 2.8 Group 100.0 100.0 BMW Group cost of sales → 44 in € million 2018 Change in % Manufacturing costs 43,262 3.0 Earnings per share of common stock in € Cost of sales 8,675 2,500 3.7 129,932 134,682 Group 1.7 117 119 Other 4,750 4,613 2014 4,700 5,000 4,964 2.5 8,645 8,860 Financial Services 5.8 3,506 3,709 Motorcycles 3.7 4,595 2015 2016 2017 2.70 2.64 2.78 3.5 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. 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. 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. → 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 117,664 2.08 121,994 → 39 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. → Workforce MINI achieves second-best year 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. Change in % 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 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. BMW enters Formula E 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 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". 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. Automotive -16.9 1.41 2014 18,556 -0.8 -78,329 -78,924 -0.8 98,282 97,480 Change in % 2017* 2018 Profit before financial result 19,953 Selling and administrative expenses Other operating income and expenses 2,097 Revenues in € million figure includes 459,581 units (2017: 384,124 units) manufactured by the joint venture BMW Brilliance Automotive Ltd., Shenyang. → 42 BMW Group condensed income statement 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 Results of operations RESULTS OF OPERATIONS, FINANCIAL POSITION AND NET ASSETS 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. Social engagement Gross profit -7.0 -9,558 -9,560 7,207 Net profit -33 Loss from discontinued operations -16.5 8,675 7,240 -28.8 -2,000 -2,575 Profit from continuing operations Income taxes -8.1 10,675 9,815 -10.6 776 694 Profit before tax Financial result -7.9 9,899 9,121 -494 123 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. ¡III Sustainability in human resources policies Sustainability along the value chain 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 2016 2015 2014 BMWAG 11.3 12.5 → www.bmwgroup.com/responsibility 13.3 BMW Group 13.5 14.3 15.1 15.3 16.0 17.2 18 2018 2017 2016 2015 14.0 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 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. 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 2.12 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. Clean production 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. → Sustainability → Results of Opera- tions, Financial Posi- tion and Net Assets Review of Operations Economic Position Report on Combined Management Report 64 63 63 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. 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. Top rankings in sustainability ratings 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 at www.bmwgroup.com/svr. The separate combined non-financial report is availa- ble online within the Sustainable Value Report 2018 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 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"). 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 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. 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. -17.5 0.8 2,857 Currency adjusted 2018 20171 Change in % change² in % 85,846 85,742 0.1 2 The adjustment for exchange rate factors is calculated by applying the relevant current exchange rates to the prior year figures. 2.2 2,272 -4.4 -1.4 28,165 27,567 2.2 4.5 6 2,173 7 1 Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. Gross profit margin Eliminations Group BMW Group profit/loss before tax by segment → 47 in € million Automotive Motorcycles Financial Services EBIT margin Other Entities Group BMW Group margins by segment → 48 in % Automotive Gross profit margin EBIT margin Motorcycles Eliminations -14.3 -7.6 -18,710 9,815 10,675 -8.1 2018 20171 Change in %pts 16.2 -2.9 -534 7.2 -2.0 20.0 20.9 -0.9 8.1 9.1 -1.0 2,996 9.2 553 80 -45 -17,306 -8.1 11.1 97,480 98,282 -0.8 1.2 2018 20171 Change in % 6,977 8,717 -20.0 169 205 -17.6 2,161 2,207 -2.1 Other Entities Financial Services 19.1 Automotive Capitalisation rate 0.9 6.2 7.1 Research and development expenditure ratio 0.5 5.5 Research and development expenses as a percentage of revenues Change in %pts 2017* 2018 in % year. → 45 78,924 78,329 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 financial services business were offset by positive currency effects. Inter-segment eliminations reduced the Group's warranty expense for the BMW Group performance indicators relating to research and development expenses Motorcycles 4.9 43.3 39.7 5.0 *Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. BMW Group revenues by segment Results of operations by segment → Results of Opera- tions, Financial Posi- tion and Net Assets Economic Position Report on 3.6 → 46 in € million Report Combined Management 68 98 Overall, profit before tax decreased moderately to €9,815 million (2017: €10,675 million). 67 62 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. The income tax expense for the year amounted to €2,575 million (2017: €2,000 million). 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. 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. Profit before financial result (EBIT) fell by €778 million to €9,121 million (2017: €9,899 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. BMW Group composition financial liabilities → Results of Opera- tions, Financial Posi- tion and Net Assets Commercial paper 2,480 in € million Derivate instruments 1,675 → 54 Liabilities to banks 13,196 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: 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. Programme Programme framework Amount utilised* Economic Position in € billion Liabilities from customer deposits (banking) 14,359 Report on 937 Combined Change -6,790 -6,384 -406 130 Euro Medium Term Notes -807 6,793 4,334 2,459 133 -1,113 1,246 Refinancing 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. The overall objective of Group financing 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 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 Management Report Australian Medium Term Notes 12,921 BMW Group financial liabilities by maturity 2017 2018 2017 2018 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. Net assets 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 75 15 Intangible assets 10,971 9,464 2017 2018 Commercial Paper between 1-5 62% → 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 1.5 13.1 2.4 9,683 2017 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. within 1 2018 Cash inflow (+)/outflow (-) from investing activities Cash inflow (+)/outflow (-) from financing activities Net 19,787 0 10,000 -44 10,979 +4,296 15,000 -7,363 +5,051 -5,000 Cash and cash equivalents 31.12.2017 9,039 10,000 15,000 in € million → 50 BMW Group change in cash and cash equivalents 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 15.9 Cash inflow from operating activities Cash outflow from 10,848 9,352 Cash inflow (+)/outflow (-) from operating activities Change 2017 2018 0 5,000 in € million → 51 Free cash flow Automotive segment Free cash flow for the Automotive segment was as follows: cash equivalents 31.12.2018 Cash and Currency translation, changes in Group composition activities financing investing activities from Cash inflow 130 155 2,713 4,459 Cash inflow (+)/outflow (-) from operating activities 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 in € million -299 → 53 Net cash inflows and outflows for the Financial Ser- vices segment were as follows: -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 Financial assets Less: external financial liabilities* Net financial assets Automotive segment *Excluding derivative financial instruments. Net cash flows for the Financial Services segment 15.8 -2.0 Property, plant and equipment -25.6 10,334 7,685 Financial assets 41.4 7.2 7.9 80,434 86,783 -26.0 Receivables from sales financing 6.0 7.1 690 739 Other investments 1.3 -5.2 -5.2 2,769 0.4 3.7 Deferred and current tax 2,956 -4.5 -4.5 2,667 2,546 6.2 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 2,624 Investments accounted for using the equity method 18.5 4.6 Non-current assets 47% 46% 66 - 33 97 94 94 94 41% 18% 28% Equity 35% Non-current provisions and liabilities 37% Current provisions and liabilities 42% Equity #] || Current assets 53% 781 54% 41% 17% Non-current provisions and liabilities 41% Current provisions and liabilities 97 1.2 100 → 58 6.4 36,257 38,572 Leased products 9.5 6.7 7.2 38% 209 28% 38% 196 H 34% thereof cash and cash equivalents 5% 5% 2018 2017* 2018 2017* Balance sheet structure - Automotive segment Balance sheet total in € billion 5.2 Cash and cash equivalents Total assets 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 66 195,506 Total equity and liabilities 0.0 62 Liabilities in conjunction with assets held for sale 9.8 9.7 10.4 18,488 20,416 208,980 76 Combined Management Report Report on 19,801 18,471 -70 Current assets 40% Non-current assets 60% 140 196 209 210 70 10 140 210 Balance sheet total in € billion → 57 Balance sheet structure - Group 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. → see note 6 7 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. Economic Position → Results of Opera- tions, Financial Posi- tion and Net Assets Other liabilities 66 4.6 -1.0 2,330 Pension provisions 27.8 7.6 7.4 54,107 58,088 Equity 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 3,252 Assets held for sale -28.4 1.1 -0.6 9,731 9,669 Trade payables 49.6 8.2 9.5 94,648 103,597 Financial liabilities 1.4 -14.4 -9.7 3,281 2,964 Deferred and current tax 5.7 -1.2 11,999 11,854 Other provisions -28.6 1,159 0 Maturity (years) 115 7.5 99,243 100.0 100,125 100.0 -0.9 53,132 53.5 51,043 51.0 4.1 12,924 0.7 13.1 15.6 -17.3 Bought-in costs 66,056 66.6 66,673 66.6 -0.9 Gross value added 33,187 33.4 33,452 15,630 thereof cash and cash equivalents 9% 720 0.8 Net valued added by the BMW Group remained at a high level in the financial year 2018. 2018 in € million 2018 in % 20171 20171 in € million in % Change in % WORK PERFORMED Revenues Financial income Other income Total output Cost of materials² Other expenses 97,480 98.2 98,282 98.2 -0.8 989 1.0 1,123 1.1 -11.9 774 33.4 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. -0.8 intangible and investment assets 26.0 2,303 9.3 2,630 10.5 -12.4 4,814 19.5 5,959 23.8 -19.2 Minority interest 8.9 90 86 0.3 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). 1,940 0.4 2,204 11.2 2,777 8,441 8.5 8,455 8.4 -0.2 Net value added 24,746 24.9 24,997 25.0 -1.0 ALLOCATION Employees 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 Depreciation and amortisation of total tangible, BMW Group value added statement → 60 0 -858 Economic Position → Results of Opera- tions, Financial Posi- tion and Net Assets Report on Combined Management Report 70 69 69 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. Other Entities segment/Eliminations Profit before tax in the Financial Services segment was slightly down on the previous year, primarily due to negative foreign currency translation effects. 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. 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. Cost of sales relating to financial services business increased by €555 million (2017: €23,986 million). Despite unfavourable foreign currency translation effects, Financial Services segment revenues rose slightly year-on-year on the back of portfolio growth. Financial Services segment Profit before tax for the twelve-month period was significantly lower than one year earlier. 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. Motorcycles segment 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 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. 2,724 1,572 4,296 -1,200 -6,163 -7,363 5,909 5,051 Change → Results of Opera- tions, Financial Posi- tion and Net Assets 2017 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. 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 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 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. Effects of exchange rate and changes in composition of Group Change in cash and cash equivalents Cash inflow (+)/outflow (-) from financing activities 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. 2018 -44 Economic Position Combined Management Report 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* 2018 8% 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. 31.12.2017* Change in %pts 27.8 27.7 78 77 → 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. Report on * Prior year figures adjusted due to first-time application of IFRS 15, see note 6 to the Group Financial Statements. 10.7 10.2 Financial Services segment -1.0 42.0 41.0 Automotive segment Group 0.1 -0.5 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. -159 Japan's central bank is likely to maintain its ultra-ex- pansive monetary policy in order to drive inflation and stimulate the economy. Combined Management Report 86 98 85 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%). 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. 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. 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. 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. 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. 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. Total equity and liabilities 545 965 5,560 5,619 12,670 8,187 285 Report on Outlook, Risks and Opportunities → Outlook 8,570 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. 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. 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. International interest rate environment 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 motorcycle markets 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. 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%). 333 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%). 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%). International automobile markets 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. 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. 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 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 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. 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. Currency markets 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%). 19,060 15,104 3,168 45,535 Management Report 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% Combined 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. Economic outlook OUTLOOK 7,641 84 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. 2,685 41,472 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). 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. 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. Provisions for pensions increased from €139 million to €214 million, after offsetting of pension liabilities with pension assets. 883 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. 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. 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. 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. 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 Opportunities section of the Combined Management Report. Liabilities to banks decreased by €420 million, mainly as a result of the repayment of project-related loans. 3,595 2,827 4,080 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). 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 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. 1 Includes the joint venture BMW Brilliance Automotive, Shenyang Ltd. 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. Automotive segment (2018: 459,581 Motorcycles segment 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%). 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. Financial Services segment 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%). Deferred income units). Liabilities → Outlook Risks and 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 to continue. - 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). Opportunities Outlook for the BMW Group → see note 5 88 87 88 88 Combined Management Report Report on Outlook, 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. Other liabilities Liabilities to subsidiaries The US Federal Reserve is likely to pursue a more restrictive monetary policy again in 2019. Revenue reserves Capital reserves Subscribed capital EQUITY AND LIABILITIES 41,472 45,535 Total assets 1,290 668 Unappropriated profit available for distribution Surplus of pension and similar plan assets over liabilities 535 Prepayments 24,280 28,545 4,218 6,542 Current assets Cash and cash equivalents 4,185 483 Equity Registered profit-sharing certificates Pension provisions Liabilities to banks 8,608 8,038 8,469 7,824 139 214 29 28 15,046 15,241 2,630 2,303 9,605 10,103 2,153 2,177 658 658 Provisions Other provisions 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. Trade payables 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. 2,630 15,787 Tangible, intangible and investment assets 3,676 3,559 Investments 11,455 11,976 Property, plant and equipment 288 252 Intangible assets ASSETS 2017 2018 in € million → 63 Financial Statements of BMW AG → Comments on Economic Position Report on Management Report Combined BMW AG Balance Sheet at 31 December 15,419 Inventories 4,811 4,643 → 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 pro- visions of the German Commercial Code (HGB) and the relevant supplementary provisions contained in the German Stock Corporation Act (AktG). 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. 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. 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. 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. At 31 December 2018, BMW AG employed a workforce of 89,842 people (31 December 2017: 87,940 people). 60 80 Financial and net assets position Results of operations → 62 in € million 2018 2017 81 766 947 Marketable securities Other receivables and other assets Receivables from subsidiaries Trade receivables BMW AG Income Statement 62 82 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. -1,452 Financial result 1,081 2,344 Result on investments -303 1,026 Other operating income and expenses -5,168 -5,859 Research and development expenses -541 -2,733 Administrative expenses -3,958 -4,078 16,398 14,514 -62,817 -63,841 79,215 78,355 Selling expenses Gross profit -2,803 Economic Position Income taxes -1,563 The expense for income taxes relates primarily to current tax for the financial year 2018. 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 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. higher expenditure for the electrification of vehicles and autonomous driving. Compared to the previous year, research and development expenses increased by 13.4%. 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 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. overall 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. 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%). 4 2,303 -872 -567 3,197 2,801 -16 -19 Unappropriated profit available for distribution Transfer to revenue reserves Net profit Other taxes 3,213 2,820 Profit after income tax -498 Cost of sales Report on Combined Management Report BMW Group value added 2018 → 61 in % Depreciation and amortisation 8.5 13.1 Other expenses Cost of materials 53.5 C Revenues 24.9 Net value added 9.2% Providers of finance 11.2% Government/public sector 9.3% Shareholders 19.5% Group 50.4% Employees -0.4% Minority interest 79 6 BMW Group Report 2021 Group Financial Statements Combined Management Report 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. Corporate Governance Remuneration Report To Our Stakeholders 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 REPORTING CONCEPT 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. Integrated reporting and corporate strategy (PART OF THE COMBINED MANAGEMENT REPORT) ABOUT THIS REPORT About This Report ← = Q Other Information Remuneration Report 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. Other Information Changes in reporting and outlook for reporting requirements About This Report 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. Group Financial Statements UN Global Compact Progress Report: see references in GRI Content Index (GRI-Index) Task Force on Climate-related Financial Disclosures (TCFD) (TCFD-Index) Sustainability Accounting Standards Board (SASB) (7 SASB-Index) Global Reporting Initiative (GRI) ( GRI-Index), option "comprehensive" - Furthermore, the following reporting standards and trans- parency requirements have, for the most part, been integrat- ed in the Combined Management Report: Guidelines on Alternative Performance Measures issued by the European Securities and Markets Authority (ESMA) German Corporate Governance Code 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 German Stock Corporation Act (AktG) Combined Non-Financial Statement (NFS) at Group and Company level in accordance with § 289 b and § 315 b HGB. 7 NFS-Index German Commercial Code (HGB) (among other relevant legislation) The Combined Management Report is based on the follow- ing legal frameworks: Combined Management Report The BMW Group Report 2021 is based on the following re- porting and accounting standards: FRAMEWORKS APPLIED SASB-Index 7 GRI 102-48, 102-49 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. Corporate Governance German Accounting Standards (GASS) underpinning HGB requirements Group Financial Statements 5 To Our Stakeholders 121 EU Taxonomy BMW Group and Capital Markets 31 Dialogue with Stakeholders 28 The Board of Management 27 Statement of the Chairman of the Board of Management 21 124 Outlook, Risk and Opportunity Management 157 Notes to the Group Financial Statements Financial Performance 91 Report of the Supervisory Board 153 Cash Flow Statement for Group and Segments 12 Employees and Society 80 BMW Group in Figures 9 155 Statement of Changes in Equity for Group Combined Management Report 143 Internal Control System 4 BMW Group Report 2021 6 352 Contacts 351 Financial Calendar 346 Glossary and Explanation of Key Figures 342 Consumption and Carbon Disclosures 341 NFS-Index 337 TCFD-Index 332 SASB-Index 144 Disclosures Relevant for Takeovers and Explanatory Comments 321 Further GRI Information 5 271 Remuneration Report REMUNERATION REPORT 5 267 Independent Practitioner's Report 259 Independent Auditor's Report 258 Responsibility Statement by the Company's Legal Representatives 248 Fundamental Aspects of Corporate Governance (Part of the Combined Management Report) CORPORATE GOVERNANCE 6 OTHER INFORMATION 344 BMW Group Ten-year Comparison in € million TO OUR STAKEHOLDERS TO THE CHAPTER BMW Group in figures -> 3 BMW Group Report 2021 To Our Stakeholders Combined Management Report KEY PERFORMANCE INDICATORS 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. BMW GROUP REPORT 2021 ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 2 7 Link to the Online-Report its ecological and social contributions. 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 ADDITIONAL INFORMATION ON THE REPORT 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. EBIT MARGIN AUTOMOTIVE SEGMENT in % EBIT MARGIN MOTORCYCLES SEGMENT in % ROE FINANCIAL SERVICES SEGMENT in % 16,060 Significant increase compared to prior year 10.3 8.3 22.6 ↑ Significant increase to prior year Significant increase to prior year Significant increase to prior year DIGITAL AND GROUP EMPLOYEES DELIVERIES AUTOMOTIVE SEGMENT in units DELIVERIES MOTORCYCLES SEGMENT in units SHARE OF ELECTRIFIED VEHICLES IN DELIVERIES in % 118,909 Slight decrease to prior year 2,521,514 194,261 Solid increase to prior year 71 Significant increase to prior year ↑ end of year PROFIT / LOSS BEFORE TAX ELECTRIC, M BMW Group Integrated Strategy -> 4 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Contents CONTENTS 2 COMBINED MANAGEMENT REPORT 5 About this Report (Part of the Combined Management Report) 34 Overview of the BMW Group 38 BMW Group Integrated Strategy 3 GROUP FINANCIAL STATEMENTS 149 Income Statement for Group and Segments 150 Statement of Comprehensive Income for Group 51 Products and Mobility Solutions 151 Balance Sheet for Group and Segments at 31 December 2021 1 TO THE CHAPTER > 20% supply chain Reduction of CO₂ emissions in the BMW GROUP Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q STRATEGIC TARGETS OF THE BMW GROUP FINANCIAL TARGETS EBT margin Group EBIT margin Automotive segment > 10% TARGET ACHIEVEMENT BY 2025 8-10% Share of electrified cars in total deliveries THE FUTURE IS Share of women in management positions TARGET ACHIEVEMENT BY 2030 22% ↑ Share of fully electrified cars in total deliveries > 50% Reduction of CO2 emissions per vehicle produced 80% 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 indication of the scope of the audit can be found in the respective chapters of the report. Return on capital employed Automotive segment ≥ 18% Reduction of CO2 emissions in the use phase of the vehicle > 50% >30% Publication and scope 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). 7 GRI 102-45, 102-48, GRI-Index 102-52 2,284 2,368 2,173 2,272 18.1 95,476 80,853 91,682 85,846 85,742 12.4 111,239 98,990 104,210 96,855 98,282 87.2 2,748 6,354 20.3 27,705 9,899 39.9 -19,857 - 14,194 - 19,443 - 18,875 - 17,306 66.7 5 3 5 6 7 9.4 32,867 30,044 29,598 27,567 3,395 2,567 2,713 Other Entities Financial Services² Motorcycles Automotive Group profit/loss before financial result (EBIT)² Eliminations² Other Entities Financial Services² Motorcycles Automotive Group revenues² Free cash flow Automotive segment Depreciation and amortisation Total capital expenditure¹ Change in % 2021 2020 Eliminations² Group profit/loss before tax (EBT)² Automotive Motorcycles 4,459 5.7 6,495 6,143 6,017 5,113 4,822 20.8 8,933 7,518 7,784 8,013 7,112 Profit/loss from continuing operations² Group income taxes² Eliminations² Other Entities Financial Services² 6,222 7,411 4,830 13,400 - 3,597 -1,365 - 2,140 -2,530 - 2,000 8,675 -257 910 288 383 -534 531 -235 -96 -45 80 3,753 1,725 Profit/loss from discontinued operations 7,097 -33 Group net profit/loss² 8,675 14.4 5.3 6.8 9.9 10.9 12,463 18.77/18.79 3,857 5.73/5.75 12,463 2,272 3,857 10.60/10.62 13.07/13.09 3 Group profit/loss before tax as a percentage of Group revenues. 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). 1 Expenditure for capitalised development costs, other intangible assets and property, plant and equipment. Pre-tax return on sales 2,3 in % Earnings in € per share of common stock / preferred stock² 7,064 4,978 44 5,022 7.47/7.49 2019 2,143 228 -27 14 3,701 1,721 2,312 2,172 2,194 227 103 194 175 207 9,870 2,162 4,499 6,182 7,888 29 36 -8 - 404 100 187 169 205 11,805 2,722 4,467 6,977 2,207 8,717 5,222 7,118 9,627 10,675 -390 808 377 431 16,060 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. 2018 in € million KEY PERFORMANCE INDICATORS BMW GROUP IN FIGURES BMW Group in Figures ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 9 STAKEHOLDERS TO OUR BMW Group and Capital Markets 31 Dialogue with Stakeholders GROUP 28 Profit/loss before tax in € million Share of women in management positions in the BMW Group³ 2020 2019 2018¹ 2017 RoE in % FINANCIAL SERVICES SEGMENT Deliveries RoCE in % EBIT margin in % MOTORCYCLES SEGMENT CO₂ emissions per vehicle produced (in tons) 10, 11, 12 CO2 emissions EU new vehicle fleet (in g/km) 6,7 Share of electrified vehicles in deliveries (in %) Deliveries 4,5 RoCE in % EBIT margin in % AUTOMOTIVE SEGMENT Workforce at year-end² The Board of Management 27 Statement of the Chairman of the Board of Management 7 GRI 102-46, 102-49 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. 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 Material topics addressed in the NFS 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. 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. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 About This Report 7 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. External audit 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 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 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. 21 Report of the Supervisory Board 12 BMW Group in Figures 9 ← = Q Other Information Remuneration Report 2021 Corporate Governance Combined Management Report To Our Stakeholders BMW Group Report 2021 8 Summarised disclosures of fuel consumption, carbon emis- sions and electricity consumption are provided in the section Consumption and carbon emissions data. 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). 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. Editorial comments Group Financial Statements Change in % 10,675 129,932 16.0 9,627 22.6 11.2 15.0 14.8 18.1 14.8 194,261 169,272 175,162 165,566 164,153 35.9 15.0 29.4 28.4 34.0 84.4 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 %. 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 %). 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). 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. FURTHER FINANCIAL PERFORMANCE FIGURES BMW Group in Figures ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report 8.3 To Our Stakeholders 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. 67 BMW Group Report 2021 2017 4.5 8.1 2,486,149 2,465,021 59.9 12.7 29.0 49.8 10.3 2.7 4.9 7.2 9.2 77.7 - 1.5 5.6 16,060 118,909 18.8 5,222 120,726 17.8 126,016 17.2 134,682 17.2 7,118 2,537,504 2,325,179 2,521,514 8.4 9.1 - 5.7 0.33 - 14.1 115.99 99.1 (135.0)8 0.35 0.40 0.40 8.2 0.41 127.5 128.0 56.6 13.0 8.3 5.8 5.7 4.2 127.0 Production, Purchasing and Supplier Network 107 -0.1 Europe thereof Germany thereof France thereof Italy thereof Spain thereof United Kingdom (UK) Change compared to previous year in % -2 -10 +1 +6 +1 +1 International motorcycle markets 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%. Registration figures on international motorcycle markets developed as follows in the year under report: COOPER USA thereof France +10 - 12 +7 Change compared to previous year in % thereof Germany INTERNATIONAL AUTOMOBILE MARKETS Europe -3 +3 +3 INTERNATIONAL MOTORCYCLE MARKETS Total Japan China +1 thereof Italy 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. ← = Q 100 90 90 80 10 70 60 60 50 40 30 20 10 0 2017 2018 2019 Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders Financial Performance BMW Group Report 2021 Source: Reuters Price in euros - Price in US dollars 2022 2021 2020 95 105 Refinancing 103 +14 OVERALL ASSESSMENT BY MANAGEMENT OF THE 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 Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Financial Performance 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. BMW GROUP: COMPARISON OF THE FORECASTS FOR 2021 WITH ACTUAL OUTCOMES IN 2021 AUTOMOTIVE SEGMENT Share of women in management positions in the BMW Group Workforce at year-end Profit before tax GROUP 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. Total 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. outcome in 2021 Actual during the year in 2020 Group Report Forecast revision Forecast for 2021 COMPARISON OF FORE- CASTS WITH ACTUAL OUTCOMES +44 thereof China +31 ← = Q Financial Performance 91 FINANCIAL PERFORMANCE General and Sector-Specific Environment 95 Other Information Overall Assessment by Management of the Financial Year Comparison of Forecasts with Actual Outcomes 98 Earnings Performance of the BMW Group 101 Financial Position of the BMW Group 96 Price per barrel of Brent Crude Remuneration Report Group Financial Statements Asia +32 + 15 +19 + 11 +22 Corporate Governance thereof Brazil Americas thereof Spain 91 BMW Group Report 2021 To Our Stakeholders Combined Management Report thereof USA 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 Financial Performance Currency markets and international interest rate environment 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. EXCHANGE RATES COMPARED TO THE EURO Index: December 2016 = 100 150 140 130 30 120 110 00 100 06 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. 2020 2019 2018 2017 50 50 Other Information 60 60 80 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. The average exchange rate of the Japanese yen was 130 to the euro during the year under report. 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. 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. 70 Remuneration Report Corporate Governance Group Financial Statements Profit before tax: Financial Services segment €3,753 million 7 Direct link to section Profit before financial result: Automotive segment (up 356.5 % on the previous year) € 9,870 million Group profit before tax (up 207.5 % on the previous year) Direct link to section (up 117.6% on the previous year) 16,060 million Financial Statements of BMW AG Comments on the 117 Course of Business 109 Value Added Statement AT A GLANCE 2021 7 Direct link to section GENERAL AND SECTOR-SPECIFIC ENVIRONMENT Combined Management Report To Our Stakeholders BMW Group Report 2021 92 92 M FINANCIAL PERFORMANCE ECONOMIC GROWTH 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. 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. 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 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. 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. DECENT WORK AND Deliveries to customers' Russian rouble --- US dollar - British pound 2019 2020 2021 2022 -Lithium hydroxide ---Lithium carbonate Silver ― Palladium Cobalt STEEL PRICE TREND Index: January 2016 = 100 200 150 50 100 50 2017 2018 ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report 2018 To Our Stakeholders 94 Source: Working Group for the Iron and Metal Processing Industry. 2022 2021 2020 2019 BMW Group Report 2021 2017 0 45 Financial Performance ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Energy and raw materials prices Combined Management Report BMW Group Report 2021 93 Source: Reuters 2022 Source: Reuters Chinese renminbi To Our Stakeholders Japanese yen 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. rhodium and palladium. Lower demand from the automotive industry also had a dampening effect on prices. 90 90 135 135 180 225 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 270 360 405 450 Index: December 2016 = 100 DEVELOPMENT OF METALS 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. 315 significant increase slight decrease slight increase 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 26,409 27,114 -2.6 thereof interest expense relating to financial services business 12.8 1,411 1,591 13.2 1,710 1,935 Combined Management Report thereof amortisation of capitalised development costs Service contracts, telematics and roadside assistance 5,689 6,299 Research and development expenses - 16.2 1,960 1,643 10.7 To Our Stakeholders BMW Group Report 2021 99 13.7 19.8 Gross profit margin³ %-points 2020 2021 6.1 in % 5.75 18.79 Earnings per share of preferred stock in € 5.73 18.77 Earnings per share of common stock in € Change in Warranty expenses Pre-tax return on sales¹ 5.3 BMW GROUP COST OF SALES "Income taxes as a percentage of Group revenues. 3 Gross profit as a percentage of Group revenues. ² Group net profit as a percentage of Group revenues. 1 Group profit before tax as a percentage of Group revenues. - 3.7 14.4 26.1 Effective tax rate4 7.3 3.9 11.2 Post-tax return on sales² 9.1 22.4 3,857 Other cost of sales 2,192 Amortisation 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 -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. 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. 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. 36.6 36.5 Change in %-pts. -0.1 6.3 6.2 2020 New expenditure for capitalised development costs 2021 1 Research and development expenditure as a percentage of Group revenues. Research and development expenditure ratio¹ Capitalisation rate² in % BMW GROUP PERFORMANCE INDICATORS RELATING TO RESEARCH AND DEVELOPMENT EXPENSES 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%). 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. ² Capitalised development costs as a percentage of research and development expenditure. Research and development expenditure in € million BMW GROUP RESEARCH AND DEVELOPMENT EXPENSES Group cost of sales rose to € 89,253 million (2020: € 85,408 mil- lion; +4.5%), mainly due to sales volume growth. 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 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 Increase in Group net profit in 2021 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. Antitrust investigation concluded 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 89,253 4.2 1,345 1,401 -26.2 2,971 85,408 Cost of sales 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. Further information is provided in note 32 to the Group Financial Statements. 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. 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. Financial Performance ← = Q Other Information Remuneration Report 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). Corporate Governance Combined Management Report To Our Stakeholders BMW Group Report 2021 100 = Q ↑ Group Financial Statements Net Assets Position of the BMW Group 12,463 - 1,365 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 between 12 and 15 Q2: between 17 and 20 Q3: between 20 and 23 % 22.6 (+11.4%-points) 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. 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. 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: Retail vehicle delivery data* Financial Performance ← = Q Other Information significant increase Remuneration Report Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 97 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 Corporate Governance 59.9 (+47.2 %-points) % 10.3 (+7.6 %-points) Q2: between 7 and 9 Q3: between 9.5 and 10.5 between 6 and 8 Return on capital employed (ROCE]6 FINANCIAL SERVICES SEGMENT Return on equity (ROE) EBIT margin MOTORCYCLES SEGMENT Deliveries to customers Return on capital employed (RoCE) 6 significant increase EBIT margin CO2 emissions per vehicle produced³ significant decrease Emissions new vehicle fleet² significant increase Share of electrified vehicles in deliveries solid increase moderate decrease 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. € million significant increase % 0.33 (-5.7%) 5 moderate decrease 13.0 (+ 56.6%) significant increase 115.9 (-14.1 %)4 significant decrease solid increase 2,521,514 (+8.4%) in tons 16,060 (+207.5 %) in g/km units solid increase 18.8 (+ 5.6%) % slight decrease 118,909 (-1.5%) % Net profit 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: 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. 61.9 Asia 32.5 32.1 Selling and administrative expenses -9,233 - 8,795 - 5.0 Americas 22.8 21.4 Other operating income and expenses 647 43 Other regions 2.3 2.2 -3,597 5,222 16,060 392 2,660 Income taxes 13,582 Profit/loss before tax 100.0 100.0 Group 4,830 13,400 Profit before financial result Financial result 21,986 44.3 42.4 EARNINGS PERFORMANCE OF THE BMW GROUP Financial Performance ← = Q Other Information Remuneration Report Corporate Governance BMW GROUP CONDENSED INCOME STATEMENT Group Financial Statements To Our Stakeholders BMW Group Report 2021 98 * See Glossary for the definition of deliveries. 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. 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). Combined Management Report 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. Group revenues by region were as follows: Revenues Europe - 4.5 - 85,408 -89,253 2020 2021 in € million in % Change in % 12.4 2020 98,990 111,239 2021 Gross profit Cost of sales BMW GROUP REVENUES BY REGION 6,279 98.4 2,904 Receivables from sales financing 0.5 61.9 68.8 735 1,241 Other investments 87,417 2.2 42.6 3,585 5,112 Investments accounted for using the equity method 5.7 9.8 19.5 2.9 6.4 42.6 41,995 84,277 - 1.0 10,326 10,243 Other assets 1.6 16.6 21.7 3,065 3.7 3,731 3.3 -4.6 -3.1 7,752 7,515 Financial assets 38.1 Deferred and current tax -0.8 44,700 0.7 Remuneration Report Corporate Governance Combined Management Report To Our Stakeholders BMW Group Report 2021 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. Other Information * Measured at the exchange rate on the trade date of the respective transaction. 13.0 Commercial Paper 1.6 Australian Medium Term Notes 30.7 50.0 Euro Medium Term Notes 1.4 Leased products ← = Q NET ASSETS POSITION OF THE BMW GROUP 2.5 21,850 22,390 Property, plant and equipment 4.9 5.2 12,342 Financial Performance 12,980 ASSETS Currency-adjusted change in %1 Change in % 2020 2021 in € million BMW GROUP CONDENSED BALANCE SHEET AT 31 DECEMBER Intangible assets -3.0 4.4 Inventories -2.7 106,376 103,463 Financial liabilities 86.0 89.4 1,256 -6.0 2,379 6.1 -2.5 -0.2 13,982 13,954 Other provisions 0.5 Deferred and current tax - 66.5 45.1 10,932 100.0 2.6 5.9 216,658 229,527 Total equity and liabilities 9.8 Trade payables 1.3 21,187 22,420 Other liabilities 4.8 24.4 26.5 8,644 5.8 -66.2 3,693 1,247 16.2 18.3 13,537 16,009 Cash and cash equivalents 1.0 - 4.5 Total assets - 1.6 2,261 Trade receivables 6.9 4.0 6.9 14,896 15,928 2,298 229,527 216,658 5.9 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 2.6 Amount utilised* Programme volume in € billion Programmes 2021 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: 2020 Financial Performance Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 ← = Q 102 12,583 -6,208 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: 8,178 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. 2,959 3,395 829 - 850 -21 6,354 Change 4,405 -2,275 - 3,933 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 971 1,501 2,472 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 BMW GROUP CASH FLOWS Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Financial Performance To Our Stakeholders BMW Group Report 2021 101 12.4 in € million Cash inflow (+)/ outflow (-) from operating activities Cash inflow (+)/outflow (-) from investing activities 2021 Change in cash and cash equivalents -447 140 -307 Effects of exchange rate and changes in composition of Group 1,519 - 8,254 -6,735 Cash inflow (+)/ outflow (-) from financing activities - 2,753 -3,636 -6,389 2,652 13,251 15,903 Change 2020 12,009 1 The adjustment for exchange rate factors is calculated by applying the relevant current exchange rates to the prior-year figures. 9,522 Marketable securities and investment funds 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 1. The ability to act through permanent access to stra- tegically important capital markets -96 - 2,508 -2,629 - 350 424 74 497 2,762 -121 3,259 2. Autonomy through the diversification of refinancing in- struments and investors 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. 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 3. Focus on value through the optimisation of financing costs Remuneration Report Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 104 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 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. Corporate Governance Change 2020 2021 Net financial assets Automotive segment 290 -2,815 -2,525 Less: external financial liabilities* 3,610 21,277 22,362 24,887 1,115 7,996 9,111 Intragroup net financing 8 3,759 3,767 Financial assets 18,462 3,900 *Excluding derivative financial instruments. Effects of exchange rate and changes in composition of segment 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 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 2,487 2 Further information is provided in note 4 to the Group Financial Statements. Group Financial Statements BMW Group Report 2021 Other expenses 11.8 % Depreciation and amortisation 10.1% Cost of materials 51.9 % in % Net 26.2% Employees 40.5 % Government/public sector 12.4 % Group 28.2% Providers of finance 6.0% value added Shareholders BMW GROUP VALUE ADDED 2021 ← = Q - 1.2 Net value added 30,315 100.0 19,459 100.0 55.8 Financial Performance * 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 Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information 108 12.6 % Minority interest 0.3% 109 192,662 70.4 COURSE OF BUSINESS Automotive segment 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. 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. 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. 328,314 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- in units 1 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2021: 651,236 units; 2020: 602,247 units). ² See 7 Glossary for definition of deliveries. 3 Includes the joint venture BMW Brilliance Automotive Ltd., Shenyang. 47 Consumption and carbon emissions. ix lutants. 133.2 44,541 103,854 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Financial Performance DELIVERIES OF ELECTRIFIED MODELS 2021 2020 Change in % BMW Group PHEV BMW Group BEV Total 224,460 148,121 51.5 0.4 4 82 81 11.8 16,766 16.7 - 18.9 73,772 63.7 69,121 13,599 68.8 Gross value added 42,073 106 31,435 31.3 33.8 Depreciation and amortisation of total tangible, 6.7 intangible and investment assets Other expenses Bought-in costs 52.1 2.5 650 0.6 1,702 1.5 916 0.9 14.9 85.8 100.0 100,556 100.0 15.2 60,173 51.9 52,355 115,845 11,758 10.1 11,976 Government / public sector 3,758 12.4 1,229 6.3 Shareholders 3,827 - 15.1 12.6 6.4 Group 8,555 28.2 2,522 13.0 Minority interest 1,253 10.9 2,129 6.0 11.9 - 1.8 Net value added 30,315 26.2 19,459 19.3 55.8 ALLOCATION Employees 12,286 40.5 12,244 63.0 0.3 Providers of finance 1,808 0.3 110 36.3 To Our Stakeholders 98,990 96.0 111,239 Change in % in % 2020 2020 in € million 2021 in % 37 Consumption and carbon emissions. in € million Cost of materials * 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. 2021 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). 2,465.0 871.8 847.7 thereof China¹ 847.9 778.4 724.7 635.8 595.0 Other markets 52.8 45.4 52.2 59.9 59.3 Total1 2,521.5 2,325.2 2,537.5 2,486.1 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. 930.8 VALUE ADDED STATEMENT ← = Q 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). 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. 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. The earnings-related higher cash holdings of Group com- panies contributed to the increase in cash and cash equivalents. Automotive segment 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. Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q BMW Group Report 2021 Financial Performance To Our Stakeholders 31.12.2021 31. 12. 2020 Change in %-points 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 37.0 41.5 4.3 28.4 32.7 Financial Performance 986.5 4.5 Asia¹ USA 3.1 14.6 UK 6.5 Germany 10.6 BMW GROUP DELIVERIES OF VEHICLES BY REGION AND MARKET 2 in 1,000 units 2021 2020 2019 2018 2017 BMW brand sets new record 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. Europe thereof Germany Korea 3.0 France 2.8 1,067.9 Corporate Governance Remuneration Report Other Information ← = Q Financial Performance Sales volume situation in main markets: new record set in China 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). thereof UK 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%). 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%). - LARGEST AUTOMOBILE BMW GROUP MARKETS 2021 as a percentage of sales volume Other 25.8 Italy Group Financial Statements 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%). Americas China 33.6 913.6 310.6 1,101.9 296.5 164.3 163.2 233.8 236.8 242.4 451.7 330.5 379.7 457.1 949.1 thereof USA 368.0 307.9 375.7 355.4 358.8 472.9 285.0 456.1 1,081.6 Combined Management Report 1,097.4 266.8 2,239 10,322 10,417 Provisions 3,336 3,077 Cash and cash equivalents Current assets 8,824 Marketable securities 10,093 9,995 Prepaid expenses 6,822 Liabilities to banks 1 Other liabilities 1,261 1,086 Surplus of pension and similar plan assets over liabilities Total assets 23,404 24,462 Liabilities to subsidiaries 73 72 4,785 6,531 Trade payables 39,472 45,036 101 Other provisions 3,849 229 Property, plant and equipment 7,287 Inventories 3,827 Unappropriated profit available for distribution 3,826 5,067 5,748 Investments 11,013 12,096 18,927 Revenue reserves 12,520 12,740 15,165 4,071 Trade receivables 778 422 Pension provisions 18,939 21,019 Other receivables and other assets 16,834 758 18,511 1,253 Equity Receivables from subsidiaries 27 26 Registered profit-sharing certificates Tangible, intangible and investment assets 462 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. 64,705 2,342 2020 50.5 46.7 | 22.3 21.2 2021 21.4 LEASING 20.7 FINANCING 28.9 29.9 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. 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. 20.8 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%). 1 The calculation only includes automobile markets in which the Financial Services segment is represented by a consolidated entity. 116 49.8 50.1 52.2 in % BMW GROUP NEW VEHICLES FINANCED OR LEASED BY FINANCIAL SERVICES SEGMENT1 Financial Performance 2 EU Bank comprises BMW Bank GmbH with its branches in Italy, Spain and Portugal. ← = Q Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 Other Information 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. 120 Receivables from subsidiaries increased to € 21,019 million (2020: € 18,939 million), mainly reflecting the higher level of intragroup trade receivables. 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. 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. 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). 57,640 BMW Group Report 2021 3,615 Total equity and liabilities Deferred income 28,511 31,456 Liabilities 57,640 3,879 64,705 To Our Stakeholders Combined Management Report Group Financial Statements 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 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. 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. 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 221 Capital reserves -5,394 704 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. At 31 December 2021, BMW AG employed a workforce of 83,308 people (31 December 2020: 84,668 people). 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. 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. 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. 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. 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). FINANCIAL STATEMENTS OF BMW AG COMMENTS ON THE Financial Performance ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements 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. Combined Management Report 118 To Our Stakeholders 75,040 2020 Gross profit Cost of sales Revenues in € million BMW AG INCOME STATEMENT Results of operations Financial Performance ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report BMW Group Report 2021 - 63,726 To Our Stakeholders 117 EU Bank² 14.2 China 7.8 Asia/Pacific in % per region CONTRACT PORTFOLIO RETAIL CUSTOMER FINAN- CING OF FINANCIAL SERVICES SEGMENT 2021 2021 2020 2019 2018 2017 0 26.0 2019 18.3 BMW Group Report 2021 Europe/ Americas 24.5 17 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. 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. Other Entities segment/Eliminations 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. - 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. The Financial Services segment's profit before tax rose sig- nificantly to € 3,753 million (2020: € 1,725 million). 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. 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. 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). Dealership financing significantly lower 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%). 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. Due to adjustments in delivery figures, numbers have been adjusted retroactively, 7 Glossary. Middle East/Africa 35.2 488 11,314 -2,747 To Our Stakeholders BMW Group Report 2021 BMW AG BALANCE SHEET AT 31 DECEMBER Financial and net assets position 119 119 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%. 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. The expense for income taxes related primarily to current tax for the financial year 2021. The financial result deteriorated by € 146 million, mainly due to lower income from designated plan assets offset against pension obligations. Income from profit transfer agreements with Group com- panies, reported in the line item Result on investments, was similar to one year earlier. 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. 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. 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. 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- Combined Management Report Overall, selling expenses decreased slightly and general ad- ministrative expenses increased significantly. Group Financial Statements Remuneration Report 660 662 Subscribed capital EQUITY AND LIABILITIES 2020 2021 in € million 2020 2021 Intangible assets ASSETS in € million Financial Performance ← = Q Other Information Corporate Governance -4,030 3,084 Cost of sales went up by 13.4% to € 72,283 million, mostly due to sales volume growth. - 280 -426 2,991 - 1,250 - 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 - 1,068 Gross profit rose by € 4,929 million to € 16,243 million. 4,927 -17 4,910 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%). 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 expenses 1,253 -449 - 1,083 3,827 1,702 -18 -214 1,720 2018 8.3 | 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. 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. 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. 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. 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. BMW GROUP MARGINS BY SEGMENT in % AUTOMOTIVE Remuneration Report Gross profit margin¹ MOTORCYCLES Gross profit margin¹ Profit before tax for the year amounted to € 11,805 million and was therefore significantly higher than one year earlier (2020: € 2,722 million). 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. 2021 2020 Change in %-points 17.6 11.6 6.0 10.3 2.7 7.6 EBIT margin² 17.8 Corporate Governance Combined Management Report 48.7 2021 2020 Change in % Share of MINI deliveries 2021 in % 164,270 157,040 4.6 54.4 25,120 24,875 1.0 30,385 Group Financial Statements 32,958 10.0 82,363 77,709 6.0 27.3 302,138 292,582 3.3 100.0 ⚫ 7 Consumption and carbon emissions 113 BMW Group Report 2021 To Our Stakeholders -7.8 3,756 15.0 EBIT margin² 2017 2018 2019 2020 2021 - BMW GROUP MARKETS 2021 LARGEST MOTORCYCLE as a percentage of sales volume Germany 13.4 France 10.2 Other 0 Italy 8.3 Brazil USA 5.7 Spain 6.5 8.3 China 7.4 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. 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. 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. 15 40.2 2.8 ||||| 169.3 8.3 4.5 3.8 1 Gross profit as a percentage of segment revenues. 2 Profit before financial result as percentage of segment revenues. 114 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information 194.3 ← = Q Motorcycles segment 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. Sales volume growth in nearly all markets 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%). 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%). New models launched in the year under report - 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. BMW GROUP DELIVERIES OF MOTORCYCLES in 1,000 units 175.2 164.2 165.6 Financial Performance 115 5,586 10.1 BMW 5 Series / BMW 6 Series 326,212 322,457 1.2 14.7 BMW 7 Series / BMW 8 Series 62,628 66,728 - 6.1 2.8 BMW Z4 14,778 14,982 22.2 - 1.4 BMW X1/X2 311,928 304,270 2.5 14.1 BMW X3/X4 414,671 347,565 19.3 18.7 BMW X5/X6 240,504 206,774 0.7 16.3 16.8 490,969 28.4 111 1=1 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information Financial Performance Numerous new BMW brand products 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. 420,295 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. in units 2021 2020 ↑ = Q Share of BMW Change in % deliveries 2021 in % 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 BMW 3 Series / BMW 4 Series DELIVERIES OF BMW VEHICLES BY MODEL VARIANT 1,2 Rolls-Royce total 10.9 54,957 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 Convertible MINI Clubman MINI Countryman MINI total DELIVERIES OF ROLLS-ROYCE VEHICLES BY MODEL VARIANT * in units 2021 2020 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. Change in % Ghost 427 360 18.6 1,909 324 Wraith/Dawn 828 873 -5.2 Cullinan 2,422 2,199 Phantom BMW X7 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. UCC 991 48,693 12.9 2.5 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 Sales growth for MINI 17 Consumption and carbon emissions data 1 12 112 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Financial Performance LNC 3136 2 Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (2021: 651,236 units, 2020: 602,247 units). 2017 29.7 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. 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. New business with retail customers moderately up on previous year 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). ities in the Financial Services segment is provided in the chapter Risk and opportunity management. 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- Financial Services segment Record segment profit before tax 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. 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. Results of operations of the Motorcycles segment Financial Performance ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders 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%. BMW Group Report 2021 CONTRACT PORTFOLIO OF FINANCIAL SERVICES SEGMENT WITH RETAIL CUSTOMERS 5,235 5,486 5,592 5,577 4,926 in 1,000 units Remuneration Report Corporate Governance Group Financial Statements Combined Management Report 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. ]] 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 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 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. ]] 0.0 0 Proportion (in %) 100.0 4,478 Total (in € million) parties or the delivery of parts to cooperation partners (in- cluding BBA) are not taken into account. 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. Corporate Governance Non-eligible activities EU Taxonomy [ MANDATORY EU TAXONOMY DISCLOSURES REVENUES Eligible activities Non-eligible activities CAPITAL EXPENDITURE Eligible activities Non-eligible activities [Technical information Total (in € million) Proportion (in %) 82.9 17.1 Total (in € million) 25,917 67 Proportion (in %) 99.7 0.3 OPERATIONAL EXPENDITURE Eligible activities Other Information 92,262 18,977 ← = Q After a slight recovery in the year under report, the pace of growth in Japan is projected to increase moderately in 2022 (+2.3%). OUTLOOK, 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. Europe's automobile markets are expected to grow moder- ately in 2022 (12.5 million units; +6%). 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. In China, on the other hand, the automobile market as a whole is expected to remain flat, reflecting the slowdown in 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. 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 Group Financial Statements Outlook, Risk and Opportunity Management To our Stakeholders 125 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%). The UK economy is projected to grow by 3.5% in 2022 de- spite labour shortages and continued supply bottlenecks. 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 economy. 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. ← = Q 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. BMW Group Report 2021 Other Information Ensuring the minimum Corporate Governance 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. Our understanding of sustainability 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 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. 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] ⚫ Commission Delegated Regulation (EU) 2021/2139 dated 4 June 2021 and Commission Delegated Regulation (EU) 2021/2178 dated 6 July 2021. 122 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information EU Taxonomy ↑ = Q significantly harmed, and minimum protection criteria for oc- cupational safety and human rights must also be met. [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. 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 4) The transition to a circular economy 5) Pollution prevention and control 121 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q EU Taxonomy EU TAXONOMY [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. 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. Essentially, an economic activity can only be classified as sustainable if it makes a substantial contribution to one of the following six environmental objectives: 1) Climate change mitigation 2) Climate change adaptation 3) The sustainable use and protection of water and marine resources 6) The protection and restoration of biodiversity and ecosystems Remuneration Report 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: 7 Overview of the BMW Group Economic activity does not cause significant harm to other environmental objectives Europe safeguard criteria + for occupational and human rights ]] Economic activity is taxonomy- aligned * 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. 123 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements + Economic activity 3.3 Manufacture of low carbon technol- ogies for transport including the production of passenger vehicles and motorcycles. environmental objectives screening criteria: 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 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*. 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 [EXPLANATORY COMMENTS ON REPORTING PROCEDURES Reporting in 2021 Reporting from 2022 onwards Financial Services segment, are not described as economic activities in the Delegated Regulation and are therefore not taxonomy-eligible. Accordingly, for 2021, 82.9% of revenues, 99.7% of capital expenditure, and 100.0% of operational expenditure are taxonomy-eligible. 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. 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. ]] Economic activities are described in the Delegated Act on environmental objectives 1 and 2 Taxonomy eligibility + Fulfillment of technical substantial contribution to at least one of the Group Financial Statements thereof Germany thereof France thereof Italy thereof Spain thereof UK China Combined Management Report Combined Management Report BMW Group Report 2021 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 % Group Financial Statements between 19 and 24 35.9 % between 8 and 10 8.3 % Slight increase 194,261 units between 7 and 9 between 14 and 19 21.9 Corporate Governance Remuneration Report Other Information Corporate Governance Group Financial Statements Combined Management Report Outlook, Risk and Opportunity Management To our Stakeholders BMW Group Report 2021 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. 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. 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 Slight decrease Remuneration Report Slight decrease in line with last year's level 2,521,514 units Deliveries to customers' 18.8 % 16,060 118,909 € million 2021 adjusted 2021 reported Share of electrified vehicles in deliveries AUTOMOTIVE SEGMENT 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 Remuneration Report in the BMW Group % 13.0 CO₂ emissions EU New Vehicle Fleet² Slight increase Significant increase 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 Other Information ← = Q Organisation of Risk Management 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. Combined Management Report 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. 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 outlook does not factor in the following: A significant tightening of sanctions against Russia or a change in the interpretation of existing sanctions An escalation of the conflict outside Ukraine 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. Outlook for the BMW Group indicators - - key performance 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. To our Stakeholders BMW Group Report 2021 126 Japan Total International motorcycle markets Change in Registrations % +6 +6 +4 +4 +6 +12 +6 +1 +2 +4 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. 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. 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 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. 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. 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%. 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- 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. both the Board of Management and the Supervisory Board's Audit Committee. 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 Group Audit USA To our Stakeholders 128 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 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 ments and interruptions triggered by the war in Ukraine, a ROCE in a range between 14 and 19% is now considered more likely. 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. 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. 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 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. 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. 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 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. BMW Group Report 2021 To our Stakeholders Remuneration Report BMW Group Report 2021 Other financial risks 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. 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. 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. 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. Liquidity risks ← = Q Other financial risks worth mentioning include counterparty risks as well as those arising in connection with investments in other entities. Other Information Corporate Governance Group Financial Statements Combined Management Report Outlook, Risk and Opportunity Management To our Stakeholders BMW Group Report 2021 137 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. Remuneration Report 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. 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- The BMW Group holds equity investments of varying amounts in numerous entities, which could give rise to risks requiring the recognition of impairment losses. Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Outlook, Risk and Opportunity Management To our Stakeholders BMW Group Report 2021 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. 138 The risk amount attached to pension obligations is classified as medium. 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 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. 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. 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 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. 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. 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. 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 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. 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 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 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. BMW Group has already experienced temporary bottlenecks in the supply of electronic components. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements 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. 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. 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. 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. 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 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. ← = Q Combined Management Report Outlook, Risk and Opportunity Management Legal Risks 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. 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. Corporate Governance Increased Stable Significant Stable Low Stable Significant Stable Medium Insignificant Remuneration Report ← = Q 131 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- 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. Other Information 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 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. Residual value risks and opportunities relating to the Financial Services segment Outlook, Risk and Opportunity Management 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. Stable Stable High Medium Alleged or actual non-compliance with the law could also have a negative impact on the BMW Group's reputation. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Outlook, Risk and Opportunity Management Risk Management System in fhe Financial Services Segment To our Stakeholders 139 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. 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. 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. International movements of goods require compliance with extensive export control regulations. In addition to 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. 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. BMW Group Report 2021 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. 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 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. Credit and counterparty risks and opportunities relating to 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. The following overview provides a summary of the main risks and opportunities in the Financial Services segment: 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. To our Stakeholders Credit risk 135 Classification Change compared to prior year 2 Classification of the risk amount¹ Risks Sales network Purchasing Risks and opportunities relating to operations Production and technology Medium Macroeconomic risks and opportunities Strategic and sector-specific risks and opportunities Changes in legislation and regulatory requirements Market developments 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 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. Outlook, Risk and Opportunity Management Stable Opportunities Insignificant Stable High Stable Insignificant Stable Medium Insignificant Stable Stable Insignificant Stable Decreased Medium High Decreased Change compared to prior year Insignificant ← = Q Other Information Remuneration Report €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). Risks are measured net of any risk mitigation measures that are already taking effect (net basis). 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”. Class Low Risk Measurement Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Outlook, Risk and Opportunity Management BMW Group Report 2021 To our Stakeholders ← = Q Previous risk amount range €0 50 million Medium Corporate Governance Group Financial Statements Combined Management Report To our Stakeholders 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. 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. > € 1,000 million > € 400 million High > € 200 1,000 million > € 50-400 million Stable Low Managing Reputational Risks Insignificant 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. Market developments Combined Management Report 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. emissions could affect the Company's reputation. 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 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 Macroeconomic opportunities that could have a sustained positive impact on the BMW Group's results of operation are classified as insignificant. 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. 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. Group Financial Statements Corporate Governance Remuneration Report 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. Stable 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. 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. 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. 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. 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. 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. 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. 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. ← = Q Other Information 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. Outlook, Risk and Opportunity Management 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. Medium Low High Stable Significant Decreased Low Liquidity Raw materials Foreign currencies Stable Insignificant Increased Stable 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. High Information security, data protection and IT Financial risks and opportunities Medium Medium Other financial risks Pension obligations Legal risks Significant Combined Management Report Outlook, Risk and Opportunity Management 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. Increased Stable Stable Decreased Stable ← = Q Other Information Corporate Governance To our Stakeholders BMW Group Report 2021 Group Financial Statements 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 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. Decreased Stable Insignificant Significant Note 2021 2020 2020 2021 Selling and administrative expenses 2021 2020 Gross profit 2021 7 2021 2020 2021 2020 111,239 98,990 95,476 - 85,408 Cost of sales - 89,253 8 2020 Revenues To Our Stakeholders supplementary information) supplementary information) Remuneration Report 231 List of investments at 31 December 2021 - 78,637 Other Information ←三〇 GROUP - 3 FINANCIAL STATEMENTS 149 BMW Group Report 2021 Combined Management Report in € million Group Financial Statements Income Statement Remuneration Report Other Information ← = Q for Group and Segments INCOME STATEMENT FOR GROUP AND SEGMENTS Automotive (unaudited Motorcycles (unaudited Group supplementary information) supplementary information) Financial Services (unaudited supplementary information) Other Entities (unaudited Eliminations (unaudited Corporate Governance 80,853 - 71,456 34 2,284 -264 - 240 -1,385 - 1,326 -41 -26 37 Other operating income 10 1,702 916 1,614 931 3 2 36 34 34 125 15 -176 228 Segment Information Other operating expenses -7,237 2,748 -2,259 -7,580 -9,233 32,867 - 1,941 -27,749 30,044 -26,958 5 3 -19,857 - 14,194 19,392 14,947 21,986 13,582 16,839 9,397 489 343 5,118 3,086 5 3 -465 753 9 - 8,795 201 Other Disclosures AQTON SE, Bad Homburg v. d. Höhe, Germany 176 Notes to the Statement of Comprehensive Income Stefan Quandt, 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. 1 Based on voluntary notifications provided by the listed shareholders as at 31 December 2021. 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. 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 in % 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 Direct or indirect investments in capital exceeding 10% of voting rights = Q 10 Composition of subscribed capital 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 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). 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 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 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". 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). 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. * Disclosures pursuant to § 289 a, § 315 a HGB. 145 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information Disclosures Relevant for Takeovers and Explanatory Comments ↑ 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 178 Notes to the Balance Sheet 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). BMW Group Report 2021 Disclosures Relevant for Takeovers and Explanatory Comments 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. 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. 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. 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. - 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 Management or with employees for situations involving a takeover offer. 148 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance 149 Income Statement for Group and Segments 150 Statement of Comprehensive Income for Group 151 Balance Sheet for Group and Segments at 31 December 2021 153 Cash Flow Statement for Group and Segments 155 Statement of Changes in Equity for Group 157 Notes to the Group Financial Statements 157 Accounting Principles and Policies 169 Notes to the Income Statement ← = Q Other Information Remuneration Report Corporate Governance 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: 146 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 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. 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. 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 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 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. 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). 147 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements 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. - 1,055 3,857 - 1,003 100 3,753 1,725 531 -235 -257 910 13 -3,597 -1,365 -2,645 -713 -51 -26 - 838 -456 -119 62 56 -232 12,463 DISCLOSURES RELEVANT FOR TAKEOVERS* AND EXPLANATORY COMMENTS 9,160 228 2,009 2,722 5,222 Attributable to minority interest 12 1,170 - 186 479 17 53 5 638 - 208 2,660 392 1,935 560 1 -3 52 4 539 -271 133 102 16,060 11,805 177 74 2,915 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 5.73 14 18.79 5.75 150 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Statement of Comprehensive Income for Group Remuneration Report Other Information ← = Q STATEMENT OF COMPREHENSIVE INCOME FOR GROUP in € million 14 Basic earnings per share of common stock in € Basic earnings per share of preferred stock in € Dilutive effects 678 - 201 1,269 412 - 173 -201 678 81 82 10 17 71 67 Net profit / loss -2 31 12,382 3,775 9,150 1,992 177 74 2,844 1,202 412 - 171 Attributable to shareholders of the BMW AG -873 Income taxes Financial result 920 I Interest and similar income 11 135 116 246 236 2 3 875 1,169 -989 - 1,292 Interest and similar expenses 11 -165 -458 -310 Net profit/loss 3,159 14,783 31 1,520 82 920 24 -929 -1 -2 - 68 -73 -6 -66 23 197 Profit/loss before financial result 13,400 4,830 9,870 2,162 227 103 3,701 1,721 - 8 36 -390 808 Result from equity accounted investments 1,520 81 3,241 14,864 Note * Prior year's figure adjusted. Total comprehensive income attributable to shareholders of BMW AG Total comprehensive income attributable to minority interests Total comprehensive income Other comprehensive income for the period after tax 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 Costs of hedging Derivative financial instruments Items not expected to be reclassified to the income statement in the future Marketable securities (at fair value through other comprehensive income) Deferred taxes -613 - 3 -3 -4 -974 -1,232 1,122 1,394 Other financial result 2021 2020 12,463 3,857 - 616 2,401 19 - 401 1,382 - 1,283 1,228 -423 163 106 -50 Profit/loss before tax 201 991 14 7 -45 -215 1,019 139 -224 -354 1,243 32 72 Disclosures Relevant for Takeovers and Explanatory Comments Remeasurement of the net liability for defined benefit pension plans Other Information 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. 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. 142 To our Stakeholders Combined Management Report Outlook, Risk and Opportunity Management Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q 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. 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. Physical climate risks ← = Q 141 141 To our Stakeholders Combined Management Report Outlook, Risk and Opportunity Management Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q 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 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. Scenario analyses for identifying climate-related opportunities and risks The BMW Group focuses on both mitigating and adapting to the consequences of climate change. 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 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 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. 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. BMW Group Report 2021 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 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 Corporate Governance Climate-related opportunities Remuneration 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. 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. Group Financial Statements 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 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. ]] - BMW Group Report 2021 To Our Stakeholders Combined Management Report Internal Control System Group Financial Statements Corporate Governance Remuneration Report Other Information 143 ← = Q 74 -3,933 - 6,208 -3,636 - 6,389 521 2,200 1,679 37 302 - 91 - 185 - 829 -16 260 424 - 1,671 28 218,348 -925 -27 -447 -367 -275 164,478 -217 224,916 103 -2,438 -901 - 1,545 - 1,277 - 1,671 - 1,277 28 103 -2,511 -271 53 260 - 5,990 2020 2021 -6,439 - 6,150 2020 - 6,619 2021 Effect of exchange rate on cash and cash equivalents Cash inflow/outflow from financing activities Change in other financial liabilities Repayment of non-current financial liabilities Proceeds from issue of non-current financial liabilities Interest paid¹ Intragroup financing and equity transactions - 18 153,823 2021 -12 2020 -14 54 1,328 263 -1 - 199 - 132 - 176 -158 1,327 1 39 34 40 8 11 45 43 34 -232,089 16,009 -659 STATEMENT OF CHANGES ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Statement of Changes in Equity for Group Combined Management Report To Our Stakeholders BMW Group Report 2021 155 The reconciliation of liabilities from financing activities is presented in 7 Note [35]. 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). 2,863 3,471 9,522 IN EQUITY FOR GROUP 12,009 in € million Net profit Revenue reserves reserves Capital Subscribed capital Note Accumulated other equity 31 December 2021 Other changes preferred stock Premium arising on capital increase relating to Authorised Capital Subscribed share capital increase out of Dividend payments Comprehensive income at 31 December 2021 Other comprehensive income for the period after tax 1 January 2021 13,537 Payment of dividends for the previous year Cash and cash equivalents as at 31 December - 143 180 -307 -2,508 -2,629 -3,973 -3,745 - 8,254 2,782 1,049 718 1,829 -6,735 -156,657 -219,488 -982 130 -96 110 Effect of changes in composition of Group on cash and cash equivalents 2,075 2,863 9,077 9,522 12,036 13,537 788 - 171,532 608 2,487 1,501 2,472 Cash and cash equivalents as at 1 January Change in cash and cash equivalents 43 - 40 445 Payments into equity - 1,256 Proceeds from the sale of marketable securities and investment funds 130 - 1,513 - 1,423 -382 - 1,805 - 1,605 -3,217 1,725 3,753 2,722 11,805 2020 2020 2021 2020 5,222 163 2021 16,060 220 2 99 -713 46 35 5,974 6,341 6,139 6,495 1 1 152 115 104 78 3 283 Group (unaudited supplementary information) (unaudited supplementary information) Financial Services Automotive Corporate Governance Group Financial Statements Cash Flow Statement for Group and Segments Combined Management Report To Our Stakeholders BMW Group Report 2021 153 .148,919 -152,215 - 83,071 - 88,809 - 83,023 -88,622 21,797 34,829 105,233 22,943 38,456 105,593 147,617 Remuneration Report Other Information ← = Q CASH FLOW STATEMENT 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 -470 Result from equity accounted investments 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 Other non-cash income and expense items 94 6 - 1,520 - 1,192 Cash inflow/outflow from operating activities Change in other operating assets and liabilities 2,762 3,259 8,178 12,583 13,251 - 1,432 1,047 -26 - 1,425 754 129 87 15,903 154 BMW Group Report 2021 To Our Stakeholders Investments in marketable securities and investment funds Proceeds from the disposal of investment assets and other business units² 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 Total investment in intangible assets and property, plant and equipment in € million Group (unaudited supplementary information) (unaudited supplementary information) Financial Services 1,122 Automotive CASH FLOW STATEMENT ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Cash Flow Statement for Group and Segments Combined Management Report FOR GROUP AND SEGMENTS Cash inflow/outflow from investing activities - 1,440 31 -841 762 - 996 1,355 4,184 926 4,192 965 -311 - 1,602 - 1,016 -1,282 - 920 - 1,520 - 920 433 -76 -563 370 -34 -11 -1,454 1,810 - 1,526 1,799 1 1,115 6 -16 160 119 -43 438 422 - 1,032 191 660 1 59,550 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. 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. 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. - 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. (joint) control, the BMW Group undertakes a new assess- ment. ← = 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 158 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. 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 In the case of a joint venture, the parties which have joint control only have rights to the net assets of the arrangement. 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. To Our Stakeholders BMW Group Report 2021 159 In this context, the Group's 50% shareholding in BMW Bril- liance at the acquisition date will be measured at fair value, 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). 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. 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. 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. 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. 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 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. 03 Increased shareholding in BMW Brilliance Automotive Ltd. 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. Associated companies and joint ventures are accounted for using the equity method, with measurement on initial recog- nition based on acquisition cost. 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. 205 185 Approval for the publication of the Group Financial State- ments was granted by the Board of Management on 8 March 2022. 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"). The income statement for the BMW Group and segments 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 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 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. 01 Basis of preparation ACCOUNTING PRINCIPLES AND POLICIES NOTES TO THE GROUP FINANCIAL STATEMENTS ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Financial Statements Combined Management Report 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 20 31 December 2021 Included at 17 16 1 16 Combined Management Report 16 206 185 21 Total Foreign Germany 31 December 2020 Included for the first time in 2021 No longer included in 2021 Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Standard/Interpretation a Financial reporting standards applied for the first time in the financial year 2021: 05 Financial reporting rules 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. ← = 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 160 1,345.42 1,353.58 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. 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. 06 Accounting policies, assumptions, judgements and estimations 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. 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. 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. b Financial reporting pronouncements issued by the IASB, but not yet applied 01.01.2021 1,329.79 01.01.2021 Date of issue by IASB Mandatory application IASB Mandatory application EU ments. 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- Further explanatory comments on the impact of the interest rate benchmark reform are provided in 7 note 39. interest rate benchmark reform do not therefore have any direct impact on profit or loss. 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 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. 27.08.2020 To Our Stakeholders 1,351.64 87.18 The exchange rates of currencies which have a material impact on the Group Financial Statements were as follows: 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. Korean Won Russian Rouble Chinese Renminbi British Pound US Dollar 1 Euro = 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 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". 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. 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. 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. ← = Q Other Information Closing rate Average rate 31.12.2021 31.12.2020 90.54 85.23 7.87 7.63 8.00 7.22 0.89 82.71 0.86 0.84 1.14 1.18 1.23 1.14 2020 2021 0.90 BMW Group Report 2021 157 61,520 2 - 438 71,705 2,325 661 31 - 102 80 -182 - 189 7 126 126 126 1 362 -251 74,366 766 Other comprehensive income for the period after tax Net profit 1 January 2020 in € million IN EQUITY FOR GROUP STATEMENT OF CHANGES ← = Q 1 Other Information Corporate Governance Group Financial Statements Statement of Changes in Equity for Group Combined Management Report To Our Stakeholders BMW Group Report 2021 156 75,132 Remuneration Report Comprehensive income at 31 December 2020 153,437 -24 12,382 61,520 629 60,891 -264 868 34 Total interest Minority Equity attributable to shareholders of BMW AG Costs of hedging Derivative financial instruments Marketable securities Translation differences -2,156 12,382 81 12,463 1,019 -1,253 -1,253 14,864 81 14,783 13 -317 -1,277 -32 13,401 2,401 2,401 13 -317 -32 1,718 1,718 2,199 Dividend payments Authorised Capital 1 1 - 1,671 - 25 - 1,646 - 1,646 3,241 82 3,159 187 803 5 - 1,396 3,560 -616 1 38 38 38 629 60,891 -264 868 34 - 2,156 59,550 -616 2,199 31 4 -11 15 -4 50 - 31 660 Subscribed share capital increase out of 187 5 Costs of hedging Derivative financial instruments Marketable securities Translation differences Revenue reserves reserves Capital Subscribed capital Note Accumulated other equity * Prior year's figures adjusted. 31 December 2020 Other changes * preferred stock Premium arising on capital increase relating to Equity attributable to shareholders of BMW AG Minority interest Total 31 - 1,396 -215 3,857 82 3,775 3,775 59,907 803 583 -447 15 29 - 760 57,667 2,161 659 59,324 1,502 2021 111,225 -42,316 -46,467 -63,360 - 65,655 Inventories 29 15,928 14,896 14,868 13,391 656 687 404 818 Trade receivables 30 2,261 2,298 2,076 1,979 91 219 94 -1,418 100 - 1,873 46,818 618 550 39 Other assets 28 1,302 1,216 2,057 2,861 30 33 2,649 2,929 38,882 Non-current assets 143,354 134,851 51,548 48,092 635 589 107,713 100,956 131 41,860 50,869 Receivables from sales financing 25 35,705 1,146 2 5,425 5,952 56,589 Cash and cash equivalents 16,009 13,537 12,009 9,522 9 5 3,471 2,863 Current assets 86,173 81,807 69,770 63,133 759 913 45,724 46,661 64 83 N│I 3 36,252 35,705 36,252 Financial assets 26 5,800 5,108 4,925 4,152 542 612 3,196 520 27 1,529 606 300 342 Other assets 28 8,941 9,110 35,592 33,747 Current tax 520 58,775 3,418 2,202 2020 2021 2020 2021 2020 2021 2020 ASSETS Intangible assets Property, plant and equipment Leased products 22 21 1,394 12,342 12,438 11,809 167 155 374 377 1 22 2021 22,390 2020 2020 151 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 Other Information ← = Q BALANCE SHEET FOR GROUP AND SEGMENTS AT 31 DECEMBER 2021 in € million Group Automotive Motorcycles Financial Services Other Entities Eliminations (unaudited supplementary (unaudited supplementary (unaudited supplementary (unaudited supplementary (unaudited supplementary information) information) information) information) information) Note 2021 2021 21,850 21,885 21,371 -11,740 25 51,712 48,025 I 51,808 48,082 -96 - 10,934 -57 Financial assets 26 1,715 2,644 577 559 I 159 161 1,939 -18 - 15 Deferred tax 13 6,938 6,899 20 21 438 401 67 78 23 44,700 41,995 52,017 48,759 -7,317 -6,764 2,459 Investments accounted for using the equity method 24 5,112 3,585 5,112 3,585 Other investments Receivables from sales financing 1,241 735 6,061 4,711 24 Total assets 12,980 997 19,519 667 705 62,525 63,243 41,873 78 47,588 1,011 49,015 -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 4 18,518 46 83,175 Non-current provisions and liabilities 2,812 88 Financial liabilities 35 62,342 67,390 2,247 2,087 2 18,909 17,730 41,202 Other liabilities 36 5,676 5,095 6,739 7,270 524 522 40,003 42,506 475 77,929 Current tax 34 921 16,092 34,517 240 319 47,666 Current provisions and liabilities 76,466 71,963 52,504 50,589 727 797 73,588 892 42,169 68,819 10 12,959 9 -187 -48 Total equity and liabilities 229,527 216,658 121,318 229,527 216,658 16,744 36 Other liabilities 894 747 700 537 140 192 81 18 Financial liabilities 35 41,121 38,986 3,426 1,462 24,428 25,178 15,418 Trade payables 37 10,932 8,644 9,650 7,365 378 378 897 697 34,830 509 Other Entities Eliminations (unaudited supplementary (unaudited supplementary (unaudited supplementary (unaudited supplementary (unaudited supplementary information) information) information) information) information) in € million Note 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 EQUITY AND LIABILITIES Subscribed capital 31 661 Financial Services Motorcycles Automotive Group 121,318 1,515 111,225 1,394 1,502 153,437 147,617 105,593 392 200 52,625 1,147 54,364 105,233 -187 -48 660 -88,668 152 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 Other Information ← = Q BALANCE SHEET FOR GROUP AND SEGMENTS AT 31 DECEMBER 2021 - 88,855 - 83,264 -152,215 - 148,919 Capital reserves -83,216 2,325 1,073 3,197 31 109 35 49 108 21,389 338 -17,752 - 16,541 Other provisions 33 7,206 6,488 6,944 6,268 74 152 146 Deferred tax 1,458 31 13 3,693 1,247 110 Pension provisions Revenue reserves 31 32 2,199 71,705 59,550 Accumulated other equity -325 - 1,518 Equity attributable to shareholders of BMW AG 31 74,366 31 Minority interest 60,891 41,117 50,296 15,555 61,520 Equity 629 766 25,264 75,132 17,324 Group Financial Statements Notes to the Group Financial Statements Corporate Governance 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. Remuneration Report Other Information ← = Q 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. 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. 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 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. 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. 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. accumulated other equity. Amounts accumulated in equity are reclassified to other financial result within the income statement over the term of the hedging relationship. Combined Management Report 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). 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. 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 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. To Our Stakeholders 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. 165 Remuneration Report Other Information 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. ← = Q 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. 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. 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 non-derivative financial assets, initial recognition takes place at the settlement date. 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. 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. 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. Receivables from sales financing are measured as a gen- eral rule at amortised cost using the effective interest rate method. Receivables from sales financing also include finance lease receivables which are measured at the amount of the net 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. 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 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. 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. - 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 BMW Group Report 2021 Fair value hedge ineffectiveness is generally recognised in other financial result. 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. - 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 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. 167 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance 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. Remuneration Report 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). 8,795 Group Financial Statements Corporate Governance Notes to the Group Financial Statements Income from the reversal of and expenses for the recognition of impairment allowances and write-downs relate mainly to impairment allowances on receivables. 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. Inventories also include vehicles held for sale in the financial services business, measured at their amortised cost or lower net realisable value. 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. 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. 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 166 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Notes to the Group Financial Statements Remuneration Report Other Information ← = Q 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. 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. 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. 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. 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. 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. 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. 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. Inventories of raw materials, supplies and goods for resale are stated at the lower of average acquisition cost and net realisable value. - Combined Management Report 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. BMW Group Report 2021 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 Group Financial Statements Notes to the Group Corporate Governance Remuneration Report 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. Other Information Financial Statements of the recoverable amount, but no higher than the amortised acquisition or manufacturing cost. Impairment losses on goodwill are not reversed. - 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 % Automotive ← = Q Motorcycles 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. Intangible assets also include emission allowances and similar rights arising from programmes aimed at reducing 161 9,233 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Notes to the Group Financial Statements Remuneration Report Other Information 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. ← = Q 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). 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. 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. Financial Services 2021 2020 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. 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. 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. 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. Plant and machinery 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 - 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 into account, given that collateral received in the context of alternative financing arrangements is not relevant within the BMW Group. Factory and office buildings, residential buildings, fixed installations in buildings and outside facilities in years The following useful lives are applied throughout the BMW Group: 10.1 10.2 10.1 10.2 13.0 13.2 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. All items of property, plant and equipment are measured at acquisition or manufacturing cost less accumulated depreci- ation and accumulated impairment losses. 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. - 163 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 To Our Stakeholders expenses ← = Q 647 2,763 2,335 98,990 111,239 Revenues 2,424 Other income 2,766 telematics and roadside assistance Revenues from service contracts, Revenues recognised from contracts with customers in accordance with IFRS 15 totalled € 95,795 million (2020: € 83,814 million). 3,677 and finance leases Interest income on loan financing 11,345 11,322 11,526 Income from lease instalments 13,780 to customers Sales of products previously leased 3,701 2020 67,548 An analysis of revenues by segment is shown in the explan- atory comments on segment information provided in 7 note 45. from lease instalments and interest income on loan financ- ing and finance leases are allocated to the Financial Ser- vices segment. 6,299 1,960 1,643 to financial services business Research and development expenses thereof: interest expense relating 27,114 26,409 Cost of sales relating to financial services business 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 46,878 Manufacturing costs 2020 2021 in € million 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 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. 51,361 77,042 Sales of products and related goods 2021 168 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 BMW Group Report 2021 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. 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. 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). 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. 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. To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements in € million Revenues by activity comprise the following: 07 Revenues Financial Statements NOTES TO THE INCOME STATEMENT ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Combined Management Report To Our Stakeholders BMW Group Report 2021 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 5,689 43 Expenses for service contracts, telematics and roadside assistance Warranty expenditure Other cost of sales Cost of sales 1,411 Expense for additions to provisions - 286 -204 Exchange losses 916 1,702 Other operating income Selling and administrative expenses relate mainly to expenses for marketing and communication, personnel and IT. -474 09 Selling and administrative expenses 285 Sundry operating income 5,689 6,299 Research and development expenses 30 13 Gains on the disposal of assets 282 1,710 - 157 -7 Other operating income and expenses Total selling and administrative -47 - 117 - 266 - 873 -1,055 Other operating expenses 3,495 3,909 Administrative expenses Expense for impairment losses and write-downs -272 5,300 5,324 Selling expenses -98 Loss on the disposal of assets 2020 2021 in € million Sundry operating expenses 1,935 Amortisation 164 compared to total Group cost of sales, they have not been disclosed separately in the income statement. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Financial Statements Combined Management Report To Our Stakeholders Research and development expenses are as follows: BMW Group Report 2021 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 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). 85,408 89,253 1,345 1,401 2,971 2,192 170 10 Other operating income and expenses Other operating income and expenses comprise the follow- ing items: in € million 2021 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 Income from the reversal of provisions 6,279 6,870 Research and development expenditure 326 232 Exchange gains 2020 2021 in € million 2020 1,591 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. 789 IONITY 118,626 Average number of employees 12,244 12,286 Personnel expenses 2020 2021 911 968 Social insurance expenses 2020 10,081 1,252 720 Pension and welfare expenses 10,598 122,874 2021 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). Personnel expenses include € 223 million (2020: 602 mil- lion) of costs relating to workforce measures. Wages and salaries in € million The income statement includes personnel expenses as fol- lows: 15 Personnel expenses 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. -55 -48 measurement of lease liabilities 1.92 5.82* Е Interest expense arising on the The average number of employees during the year was: thereof at proportionately- consolidated entities 304 1,167 1,557 previously leased to retail customers under finance leases Selling profit on the sale of vehicles 890 964 Financial income on the net investment in finance leases 17 13 Income from variable lease payments for finance leases 148 109 Income from variable lease payments for operating leases 2020 2021 in € million As lessor 139 Most of the expenses for leases of 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 € 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 1.90 BMW Group Report 2021 Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q To Our Stakeholders Variable lease payments are based on distance driven. The agreements have, in part, extension and purchase options. 5.80* -13 * Proposal by the Board of Management Dividend per share of preferred stock Basic / diluted earnings per share of common stock Basic / diluted earnings per share of preferred stock Dividend per share of common stock Average number of preferred stock shares in circulation Average number of common stock shares in circulation 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 Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Financial Statements 16 Leases Combined Management Report BMW Group Report 2021 174 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. 35 1,950 744 -144 -23 26 161 -250 -443 247 - 305 23 To Our Stakeholders 2021 € million 12,382.2 - 14 of lease liabilities 5.75 18.79 Е payments not included in the measurement Expenses relating to variable lease 5.73 18.77 € - 91 -74 Expenses for leases of low-value assets and short-term leases 56,867,180 57,686,234 number 601,995,196 2020 3,775.0 As lessee In terms of accounting for leases as a lessee, the following amounts are included in the income statement: € million 11,298.4 3,448.1 Е € million 326.9 in € million 2021 2020 number 601,995,196 1,083.8 658 17 Fee expense for the Group auditor 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. Items that can be reclassified to the income statement in the future -1,283 1,228 Currency translation foreign operations -423 163 106 -50 Other comprehensive income from equity accounted investments Deferred taxes* 638 359 -437 -287 201 1,382 72 -11 1,636 25 991 14 -13 -7 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 -645 -401 Other comprehensive income for the period after tax 2,401 -32 13 -45 Marketable securities (at fair value through other comprehensive income) Derivative financial instruments * -215 After tax Deferred taxes 139 - 354 1,019 -224 1,243 Before tax After tax Deferred taxes Before tax Remeasurement of the net liability for defined benefit pension plans in € million -616 * Prior year's figure adjusted. 177 BMW Group Report 2021 To Our Stakeholders Combined Management Report 20 Group Financial Statements Notes to the Group Financial Statements Remuneration Report Other Information ← = Q Deferred taxes on components of other comprehensive income are as follows: 2021 2020 Corporate Governance 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: -38 7 0 0 0 0 0 2 1 2 4 5 14 16 2020 2021 1 2020 thereof: PwC GmbH PwC International Fee expense Other services Tax advisory services 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 subsi- dies received for plant expansions. 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. Other services mainly include consulting services relating to production processes. Tax advisory services include primarily services related to transfer pricing and tax compliance. Other attestation services include mainly project-related audits, comfort letters and statutorily prescribed, contractu- ally agreed or voluntarily commissioned attestation work. 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. 2021 3 1 0 -45 Marketable securities (at fair value through other comprehensive income) - 215 1,019 Items not expected to be reclassified to the income statement in the future 139 -224 Deferred taxes - 354 1,243 Remeasurement of the net liability for defined benefit pension plans 2020 2021 in € million Other comprehensive income for the period after tax com- prises the following: 19 Disclosures relating to the statement of comprehen- sive income OF COMPREHENSIVE INCOME 19 18 8 4 176 BMW Group Report 2021 thereof gains/losses arising in the period under report To Our Stakeholders Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q NOTES TO THE STATEMENT Combined Management Report 7 - 1,085 1,950 Expenses from investments in 30.8 30.8 German income tax rate 12 14 thereof from subsidiaries: 15.0 15.0 Municipal trade tax rate 1,365 3,597 Income taxes 135 subsidiaries and participations 612 15.8 15.8 surcharge - 208 -583 wards and tax credits Income from investments in subsidiaries Corporate tax rate including solidarity thereof relating to tax loss carryfor- 2020 2021 in € million 5.5 5.5 and participations -28 - 87 Result on investments 5,222 16,060 Profit before tax 2020 2021 in € million The allocation of deferred tax assets and liabilities to bal- ance sheet line items at 31 December is shown in the fol- lowing table: 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: 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 584 48 Income (+) and expenses (-) from finan- cial instruments 586 -234 Solidarity surcharge Sundry other financial result -234 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%). Other financial result 1,170 - 186 172 586 in € million - 450 differences -34 -22 benefit liability for pension plans Net interest expense on the net defined - 199 71 Net interest impact on other long-term provisions 116 135 Interest and similar income 8 12 thereof from subsidiaries: 116 Other interest and similar expenses 135 2020 2021 in € million Net interest result 11 ← = 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 171 Other interest and similar income -214 - 225 thereof subsidiaries: thereof relating to temporary 15.0 15.0 Corporate tax rate 12 Other financial result - 658 1,085 2020 2021 in % Deferred tax expense (+)/ deferred tax income (-) 2,023 2,512 Current tax expense 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: 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). 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. -1 Interest and similar expenses -165 - 458 in € million 2021 1,668 2020 -30 - 342 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: Net interest result 1,562 Tax rate applicable in Germany 30.8% - 348 -490 - 138 - 140 13,848 15,755 16,284 17,129 1,766 1,826 3,721 3,936 852 601 - 14,297 3,717 33 29 6,655 6,070 348 490 476 1,061 3,966 4,646 1,013 886 1 1 4,303 - 13,339 - 14,297 - 13,339 2020 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 (-)) Exchange rate impact and other changes thereof relating to the remeasurements of net liabilities for defined benefit pension plans thereof from currency translation thereof relating to fair value gains and losses on financial instruments and marketable securities recognised directly in equity 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 Deferred taxes recognised directly in equity amounted to € 1,733 million (2020: € 1,710 million). Deferred tax assets and deferred tax liabilities are netted for each relevant tax entity if they relate to the same tax author- ities. 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. 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. 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. 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. ← = Q 2,202 2,459 1,458 509 744 1,950 6 173 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 30.8% 5 4,493 Liabilities 61 -54 years Tax expense (+) / benefits (-) for prior Provisions -210 -370 Equity accounted Capital Losses 398 314 Non-deductible expenses Tax loss carryforwards Effects from tax rate changes - 97 Tax-exempt income Sundry other assets due to: Other investments Tax increases (+)/ tax reductions (-) Leased products -397 -596 Variances due to different tax rates Property, plant and equipment 1,608 4,946 Expected tax expense Intangible assets -597 25 17 Eliminations 282 300 673 665 49 74 3,354 3,494 17 4 2020 2021 2020 2021 Deferred tax liabilities Deferred tax assets 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. Other variances -71 -15 Actual tax expense 3,597 Valuation allowances on tax loss carryforwards 3,203 Effective tax rate 26.1 % 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. 22.4% 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. -2 14 10,060 30,239 1,500 2 3,071 -511 29,177 40,299 1,548 710 1,841 -765 40,061 Plant and machinery 10,884 2,681 796 73 5 452 -14 426 3,108 219 12 280 -72 3,107 thereof right-of-use assets from leases 9,345 2,312 thereof right-of-use assets from leases 82 1 206 37 34 - 1 31 121 20 41 -4 104 thereof right-of-use assets from leases 333 -59 2,147 3,138 226 44 8 31 58 6 1 15 9,244 2 40 76 Other facilities, factory and office equipment 3,172 - 100 248 18 2,211 6,691 846 2 271 -52 2,075 Other intangible assets 380 379 5 5 384 - 1 385 Goodwill 5,969 11,007 10,443 545 689 4,948 Disposals 31.12.2020 31.12.2020 31.12.2019 cations justments¹ Reclassifi- Value ad- Current year Translation 1.1.2020 differences cations Disposals 31.12.2020 715 16,976 2,300 15,391 Development costs 1.1.2020 differences Additions in € million Carrying amount Depreciation, amortisation and impairment losses 1,710 1,751 1,169 -16 - 135 6,104 15,935 293 538 621 - 380 15,449 buildings on third party land Land, titles to land, buildings, including 11,729 12,342 6,769 1,232 2 1,893 -16 183 2 543 795 956 906 124 Intangible assets -53 2,571 2 1,260 19,111 6,122 17,851 Acquisition and manufacturing cost Reclassifi- 927 16 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. 21 Intangible assets ← = 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 180 2 Including assets under construction of € 1,297 million. 1 Including € 57 million recognised through the income statement 703 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. 735 10 - 57 7 589 1,264 149 156 -35 1,292 Other investments Non-current marketable securities 3,199 3,585 240 529 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. 22 Property, plant and equipment (including right-of- use assets arising from leasing) BMW Brilliance produces BMW brand models primarily for the Chinese market at its two vehicle production plants as BMW Brilliance 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. 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). 20,872 23,026 35 35 275 302 1,534 1,702 9,285 6,327 3,416 3,812 7,052 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 10,123 No impairment losses were recognised in 2021, 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 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: 499 in € million 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. 31.12.2020 YOUR NOW 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. 31.12.2021 within one year 1,025 519 10 15,712 17,820 - 1,930 49,942 Leased products 21,850 23,245 39,141 1,830 -2 4,250 - 705 37,428 60,991 2,067 50,120 -2 - 1,264 60,673 Property, plant and equipment 1,991 1,6192 1,619 - 1,294 941 - 19 1,991 Advance payments made and construction in progress 73 70 51 3,651 7,333 - 300 5,833 .57 10 501 963 97 84 -24 1,000 204 216 85 -3 88 301 52 72 -11 4,741 8,125 41,995 42,609 Investments accounted for using the equity method 3,439 444 Investments in non-consolidated Participations 1,440 1,054 3,825 240 292 subsidiaries 5 Translation ← = Q 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 2 2,795 285 46 Intangible assets 956 1,027 948 61 202 12 795 1,975 112 2 289 45 1,751 19,111 221 344 16,886 2 3,180 468 30,239 41,739 2,350 864 2,292 634 40,299 Plant and machinery 2,312 2,229 1,134 115 433 20 6,691 124 843 206 7,452 9,434 Other intangible assets 9,244 3,108 59 416 220 3,363 796 thereof right-of-use assets from leases 2,311 379 5 - 284 -332 2,401 - 61 2,462 * Prior year's figures adjusted. Other comprehensive income - 1,283 - 1,283 1,228 1,228 51 -55 106 -616 85 -50 Other comprehensive income from equity accounted investments Currency translation foreign operations 141 - 60 201 50 -22 72 Costs of hedging * 685 - 306 991 51 37 135 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 5 385 1 384 Goodwill Disposals 31.12.2021 31.12.2021 31.12.2020 7,714 11,573 11,007 190 Current Reclassifi- Value ad- year cations justments¹ 1,935 Translation 1.1.2021 differences 5,969 19,287 195 2,506 16,976 Development costs cations Disposals 31.12.2021 1.1.2021 differences Additions in € million BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report 380 Other Information 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 ← = Q 31,574 10,165 10,060 28 963 216 253 87 2 85 340 19 47 11 301 Participations subsidiaries 75 Investments in non-consolidated 5,112 240 240 5,352 209 1,736 3,825 equity method Investments accounted for using the 44,700 41,995 9,147 4,542 5,263 301 3,585 46 1,020 444 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 179 2 Including assets under construction of € 1,354 million. 1 Including € 434 million recognised through the income statement 735 1,241 119 -39 -434 -15 529 -17 -434 -39 32 988 519 8,125 Non-current marketable securities 1,264 39 122 55 65 1,360 Other investments 53,847 16,463 18,465 927 907 2,344 249 2 335 45 2,211 3,251 262 73 25 4 121 thereof right-of-use assets from leases 71 235 thereof right-of-use assets from leases 58 125 38 145 18 19 15 14 131 40 Other facilities, factory and office equipment 3,138 67 19 Analysis of changes in Group tangible, intangible and investment assets 2020 131 2 1,725 50,120 Leased products 22,390 21,850 41,370 2,766 4,358 637 39,141 63,760 2,961 -2 4,723 1,009 60,991 Property, plant and equipment 1,619 36 20 69 62 70 51 Advance payments made and construction in progress 23 1,407 -1,160 5 1,884 1,8842 1,619 1,365 1,581 due between four and five years 65,258 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 United Kingdom Other Proportion of total capital 41.8% 36.4% Non-current financial liabilities 62,342 67,390 in % 31.12.2021 31.12.2020 31.12.2021 31.12.2020 Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Financial Statements Combined Management Report 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: ― 31.12.2021 Distribution of a dividend of € 5.82 per share of preferred stock (€ 336 million) The proposed distribution was not recognised as a liability in the Group Financial Statements. Accumulated other equity 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 Distribution of a dividend of € 5.80 per share of common stock (€ 3,491 million) 822,124 31.12.2020 41,121 167,267 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 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 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 177,829 Total capital 15.9 15.4 38,986 Discount rate 1.04 0.55 1.83 1.19 2.27 1.88 Total financial liabilities 103,463 106,376 Current financial liabilities Pension level trend 1.33 2.36 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 2.10 Other 1,718,070 3,070 59,404,304 2021 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 -18 -24 Raw materials and supplies 2,277 1,660 Allowances for impairment of stage 3 -14 -23 Vehicles held for sale in the financial services business 404 818 Net carrying amount 31.12.2020 31.12.2021 in € million 31.12.2020 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 2,261 Combined Management Report Corporate Governance Remuneration Report Other Information ← = Q 29 Inventories Inventories comprise the following: Financial Statements 30 Trade receivables Trade receivables comprise the following: in € million 31.12.2021 Group Financial Statements Notes to the Group 57,689,304 2,298 389 187 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 31 Equity Number of shares issued 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 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 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. Reversed 47 32 503 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 Advance payments to suppliers Inventories 2020 72 8 16 -20 - 36 Utilised -4 -1 Exchange rate impact and other changes Balance at 31 December 1 -4 47 Total in € million Present value of defined benefit obligations 27 21 24,989 -25,011 -22 1,187 1,165 1,247 -82 1,950 Other taxes 199 216 Other 3,695 4,435 due between three and four years 2,048 2,190 Receivables from companies in which an investment is held 71 58 Loans to third parties -6 -717 711 - 5 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 5,190 - 1,082 Employee contributions Pensions and other benefits paid Translation differences and other changes 31 December 2021 thereof pension provisions thereof assets 90 -90 - 680 675 5 - 1,082 Gains (-) or losses (+) arising from experience adjustments 5,590 3,256 Financial Statements Finance leases are analysed as follows: ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Combined Management Report To Our Stakeholders BMW Group Report 2021 185 1,639 643 39 474 483 Impairment allowances at 31 December 2020 195 24 27 75 69 Other changes 26 Financial assets Financial assets comprise: 28 Other assets Other assets comprise: 2,998 Derivative instruments 3,041 2,405 products 6,293 6,528 due between one and two years Return right assets for future leased 4,226 4,243 due between two and three years Marketable securities and investment funds 7,147 due within one year 31.12.2020 31.12.2021 in € million 31.12.2020 31.12.2021 in € million 31.12.2020 31.12.2021 in € million 6,970 -616 Gains (-) or losses (+) arising from changes in demographic assumptions -1,341 3 1,187 3 Carrying amounts 940 3,084 60 355 165 241 1,165 3,680 thereof pension provisions thereof assets 947 3,084 106 355 194 254 1,247 3,693 -7 -46 3 1,184 Effect of limiting net defined benefit asset to asset ceiling 22,910 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 -29 9,944 1,108 24,989 26,587 Fair value of plan assets 14,105 12,451 9,968 9,589 938 870 25,011 1,100 -13 - 82 - 13 -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 26,587 - 235 -527 -527 411 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 22 10,243 Plan assets Defined 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 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 benefit obligation BMW Group Report 2021 Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance 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 To Our Stakeholders 176 Other assets thereof non-current thereof current 2,610 298 335 424 591 42 49 183 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 € million DISCLOSURES RELATING TO THE INCOME STATEMENT Revenues Scheduled depreciation Profit/loss before financial result Interest income Interest expense 4,305 - 1,084 - 1,283 49 87 297 486 127 55 Net assets Group's interest in net assets Eliminations Carrying amount 11,176 7,388 Income taxes 1,090 897 1,226 209 244 5,588 3,694 298 335 424 591 42 1,214 9,763 Profit/loss after tax thereof from discontinued operations 28,001 23,913 248 234 30 8 729 707 263 127 26 19 4,457 3,174 -1 -1 - 309 - 693 -39 -43 185 80 9 2020 2021 2020 2021 Other comprehensive income Total comprehensive income Group dividend income 25 Receivables from sales financing Receivables from sales financing comprise the following: in € million 31.12.2021 31.12.2020 Credit financing for retail customers and dealerships* 63,584 Finance lease receivables 22,159 thereof from continuing operations 20,693 87,417 84,277 * Figure includes operating leases BMW Brilliance THERE YOUR NOW IONITY 2021 2020 2021 2020 Receivables from sales financing 4 12,836 299 Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Financial information relating to equity accounted invest- ments is summarised in the following tables (from a 100% perspective): BMW Brilliance THERE YOUR NOW IONITY in € million DISCLOSURES RELATING TO THE BALANCE SHEET Non-current assets Current assets thereof cash and cash equivalents Equity 31.12.2021 31.12.2020 31.12.2021 31.12.2020 31.12.2021 31.12.2020 31.12.2021 31.12.2020 8,950 Combined Management Report To Our Stakeholders BMW Group Report 2021 182 181 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 THERE 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. 7,292 Solid Power in € million Disclosures relating to the Income Statement Profit/loss after tax thereof from continuing operations thereof from discontinued operations Other comprehensive income Total comprehensive income 2021 2020 -26 -26 -26 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. Provisions and liabilities 1,175 666 2,027 1,546 87 84 113 16 13 Current financial liabilities, provisions and liabilities 10,809 8,217 213 373 111 42 RECONCILIATION OF AGGREGATED FINANCIAL INFORMATION Assets 24,012 17,151 1,177 1,214 1,194 1,712 336 Non-current financial liabilities, provisions and liabilities 244 209 1,226 945 287 244 15,062 9,859 2 24 528 767 49 55 1,190 8,493 2 24 444 341 19 17 11,176 7,388 1,090 1,214 897 5,137 Collateral assets comprise mainly customary collateral (banking deposits) arising on the sale of asset-backed financing instruments. 38 2 195 160 Derecognition and origination of receivables 12 21 1 -33 1 Write-off of receivables -1 -14 -1 -90 - 106 Changes in risk parameters 60 66 1 669 558 Financial assets 7,515 7,752 -1 -30 -4 Reclassification to Stage 3 567 Stage 1 Stage 2 Stage 3 in € million General Simplified Total Impairment allowances at 1 January 2020 361 209 Expected reimbursement claims 12 1,099 Reclassification to Stage 1 1 -6 - 4 -9 Reclassification to Stage 2 - 15 153 -15 123 517 35 1,112 due later than five years 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 due later than five years 42 45 Net investment in finance leases without loss allowances 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. 1,200 Sundry other assets 5,809 6,001 44 48 Gross investment in finance leases 24,413 22,754 thereof non-current 1,715 Receivables from subsidiaries 694 546 2,644 1,046 due within one year 6,426 thereof current 5,800 5,108 Collateral assets 397 364 Prepaid expenses 295 454 due between one and two years 6,625 5 550 Impairment allowances at 31 December 2021 174 169 -17 10 -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 -48 199 - -37 3 2 1 1,150 822 8 6 -6 - 8 3,596 2,560 Impairment allowances on receivables from sales financing -108 -337 - 749 -35 -37 3,596 2,560 - 108 206 -536 -701 -35 206 447 in accordance with IFRS 9, which only arise within the Finan- cial Services segment, developed as follows: -67 -35 -37 -1 170 129 Derecognition and origination of receivables 34 11 -55 -9 Write-off of receivables -1 -11 -131 - 143 Changes in risk parameters 10 -46 -31 Other changes -65 31 -4 3 -3 Total Reclassification to Stage 3 -25 1,599 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. Impairment allowances include € 102 million (2020: € 95 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 € 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). Stage 1 Stage 2 Stage 3 in € million General Simplified Impairment allowances at 1 January 2021 119 483 39 643 1,639 Reclassification to Stage 1 4 -31 -7 -34 Reclassification to Stage 2 -15 159 474 49 11 BMW Group Report 2021 Norbert Reithofer 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 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 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. 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. 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 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. 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. 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. 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. 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. The Supervisory Board performed the duties incumbent upon it with the utmost dili- gence in the financial year 2021. Remuneration Report Other Information ← = 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 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. 13 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Report of the Supervisory Board Focus of Supervisory Board activities during the past financial year BMW Group Report 2021 Corporate Governance 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 BMW Group Report 2021 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. 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. Description of Presiding Board activities and committee work 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. 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 Audit Committee held five meetings and three conference calls during the year under report. 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 Remuneration Report Corporate Governance Group Financial Statements Combined Management Report 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. 15 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. 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. 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. 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. 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 To Our Stakeholders 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. Group Financial Statements Combined Management Report To Our Stakeholders 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 2,184,939 347,465 5,100 2,537,504 2,028,841 292,582 3,756 2,325,179 2,213,790 9.1 302,138 3.3 5,586 48.7 2020 2019 2018 2017 To Our Stakeholders Chairman of the Supervisory Board Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q BMW Group in Figures 2,521,514 OTHER NON-FINANCIAL PERFORMANCE FIGURES Spending on employee training and development (in million €)1 AUTOMOTIVE SEGMENT Deliveries by brand² BMW3 MINI Rolls-Royce Total 3 Production by brand BMW4 GROUP 8.4 2,123,947 2,168,496 Production volume BMW 185,682 162,687 187,116 168,104 11.5 FINANCIAL SERVICES SEGMENT New contracts with retail customer MOTORCYCLES SEGMENT 1,828,604 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 1,908,640 Other Information - 0.9 2.12 MINI 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 2,166,644 2.10 9.4 6.5 5,912 56.6 2,461,269 9.1 Energy consumption per vehicle produced (in MWh] 5,6 2.17 2.12 2.04 288,713 ← = Q 187,500 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. 1 1 100 Dr. Dominique Mohabeer 5 5 100 Brigitte Rödig 4 3 75 Anke Schäferkordt 5 5 100 Prof. Dr. Christoph Schmidt² 4 4 100 Simone Menne¹ 100 3 3 3 3 100 Prof. Dr. Reinhard Hüttl¹ 1 1 100 Susanne Klatten 7 Dr. Vishal Sikka 7 Jens Köhler5 2 2 100 Horst Lischka¹ 1 1 100 Willibald Löw4 100 5 5 100 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Report of the Supervisory Board 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. BMW Group Report 2021 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. 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. Expression of appreciation by the Supervisory Board 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. Munich, March 2022 On behalf of the Supervisory Board ла Report of the Supervisory Board Yours 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. Johann Horn³ 20 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. Dr. Thomas Wittig 5 5 5 5 100 Werner Zierer 1 Member of the Supervisory Board until 12 May 2021. 2 Member of the Supervisory Board since 12 May 2021. 20 3 Member of the Supervisory Board since 14 May 2021. 5 Member of the Supervisory Board since 3 August 2021. 6 Member of the Supervisory Board until 1 October 2021. 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. 4 Member of the Supervisory Board until 16 July 2021. 100 100 5 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 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: 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 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. BMW Group Report 2021 Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Report of the Supervisory Board Member of the Supervisory Board Meetings To Our Stakeholders Attendance Composition of the Supervisory Board, the Presiding Board and the Supervisory Board's committees Report of the Supervisory Board 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 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. 5 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. 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. 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. 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. 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 Mediation Committee, which is prescribed by law, did not need to convene during the financial year 2021. The Supervisory Board extended the mandates of four Board of Management mem- bers during the year under report. Composition of the Board of Management 18 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q 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. Attendance in % 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. 23 5 5 100 Dr. Marc Bitzer² 4 4 100 Verena zu Dohna³ 5 Christiane Benner 5 Bernhard Ebner 1 1 100 Rachel Empey² Dr.-Ing. Norbert Reithofer 4 100 Dr.-Ing. Heinrich Hiesinger 100 100 4 20 23 21 20 100 21 100 Stefan Quandt Manfred Schoch 23 100 Stefan Schmid 23 21 100 Dr. Karl-Ludwig Kley¹ 4 4 21 100 Dr. Kurt Bock Remuneration Report Group Financial Statements Notes to the Group Financial Statements Cash inflows / the acquisition or ← = Q Liabilities related to financing activities can be reconciled as follows: Other Information Corporate Governance Changes due to disposal outflows Changes in € million Bonds Asset-backed financing transactions 1.1.2021 Combined Management Report of companies exchange rate factors 56,665 - 6,021 1,647 in fair values -787 Other changes Changes due to To Our Stakeholders 103,463 198 31.12.2021 38 1,374 1,148 1,374 550 550 736 75 342 1,153 533 248 399 1,180 Financial liabilities 41,121 49,626 12,716 38,986 52,771 14,619 106,376 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). 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. BMW Group Report 2021 -6 Changes due to 18,819 153 2,188 Other (excluding interest payable) 752 Liabilities relating to financing activities 105,540 - 18 - 5,344 -10 724 3,672 - 846 1,295 325 the acquisition or in € million Bonds Asset-backed financing transactions 1. 1. 2020 Cash inflows/ outflows disposal Changes due to of companies exchange rate factors 517 Changes 103,347 51,498 740 1,374 -331 874 19,362 Liabilities from customer deposits (banking) 16,466 -229 465 16,702 Liabilities to banks 9,037 -357 Financial liabilities towards companies in which an investment is held 458 9,079 Lease liabilities 2,511 -464 42 331 2,420 Commercial paper 550 781 43 -59 593 - 171 148 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 BMW Group Report 2021 To Our Stakeholders -663 Combined Management Report Corporate Governance Remuneration Report Other Information ← = Q Notes to the Group 35 Financial liabilities Financial liabilities of the BMW Group comprise the follow- ing: Financial Statements 31.12.2021 31.12.2020 in € million Group Financial Statements - 5.549 186 7.232 2.496 in fair values - 19 1.405 19 - 1.288 -31 2,582 1,483 3.271 -43 1.361 9 - 508 -337 3,753 2,794 1.892 -94 1.288 - 1.399 1,516 1,486 13.209 -433 Bonds Asset-backed financing transactions Maturity within one year Maturity between one and five years 22 16,466 Liabilities to banks 4,918 3,186 975 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 3,709 1,875 12,735 20 Maturity later than five years Total Maturity within one year Maturity between one and five years Maturity later than five years Total 12,406 28,675 10,417 51,498 12,642 32,001 12,022 56,665 6,891 12,471 19,362 6,863 11,956 18,819 Liabilities from customer deposits (banking) 13,175 3,507 16,702 Other changes in € million 62,165 EUR 1,500 million 8.7 0.8 BMW International Investment B. V. variable GBP 200 million 2.0 0.0 fixed GBP 1,550 million 4.1 fixed 1.4 NOK 1,000 million 10.0 3.3 fixed CHF 600 million 6.8 0.5 Other fixed JPY 10,000 million 3.0 fixed 3.0 6.7 USD 15,400 million HKD 1,759 million 6.1 2.7 fixed USD 1,750 million 5.6 2.5 fixed NOK 750 million 4.0 2.3 fixed GBP 600 million 6.0 0.9 fixed AUD 273 million 10.0 3.2 BMW US Capital, LLC variable USD 2,138 million 3.4 0.4 fixed 0.2 fixed fixed 3.3 814 Other taxes 1,143 1,484 Deposits received 895 1,019 Payables to subsidiaries Other advance payments received for orders Social security Sundry 2,367 Other liabilities 180 160 139 123 133 1,546 22,420 1,550 21,187 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. 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 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. 180 Payables to other companies in which an investment is held 3,926 3,108 1.4 200 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 36 Other liabilities Other liabilities comprise the following items: 1,731 Contract liabilities Deferred income Bonuses and sales aides 31.12.2021 31.12.2020 5,955 5,485 3,820 3,546 3,123 2,911 Refund liabilities for future leased products CAD 800 million 0.6 5.6 JPY 13,400 million -40 550 Financial liabilities towards companies in which an investment is held 296 492 -48 740 Other (excluding interest payable) 864 -78 -34 -2,025 752 114,477 - 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 Liabilities relating to financing activities 2,615 Commercial paper 2,511 - 4,306 - 1,972 766 12 56,665 19,549 -82 -648 18,819 Liabilities from customer deposits (banking) 14,657 2,329 - 520 16,466 Liabilities to banks 11,436 -2,172 - 248 21 9,037 Lease liabilities 2,895 - 494 -63 173 Corporate Governance Remuneration Report Other Information ← = Q variable NOK 1,730 million 3.0 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 fixed 0.1 31.12.2020 16 0.0 Bonds comprise: Financial Statements The following details apply to commercial paper: Issue volume Weighted average Weighted average Issue volume Issuer 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 BMW US Capital, LLC USD 1,220 million 6,131 31.12.2021 - 2.354 624 7 7 3,151 2,916 Real estate funds 20 19 20 19 Money market funds 704 157 37 2 194 87 Absolute return funds Other 223 128 I 4 6 85 2,285 2,440 thereof non-investment grade 2,875 2,166 342 348 85 74 3,302 Debt instruments 7,742 7,326 7,081 6,940 660 632 2,588 15,483 14,898 thereof investment grade 5,302 5,041 6,377 6,316 653 625 12,332 11,982 thereof mixed funds (funds without a rating) 227 31.12.2021 31.12.2020 31.12.2021 31.12.2020 31.12.2021 31.12.2020 31.12.2021 31.12.2020 134 10,840 5 1 5 1 Real estate 494 428 786 656 1,280 1,084 thereof non-investment grade Cash and cash equivalents 159 1 56 159 709 645 742 643 10 23 1,461 55 1,128 1,118 673 9,620 7,580 7,373 806 733 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 Total with quoted market price 1,311 Equity instruments Total ← = Q Defined benefit obligation Plan assets 24,652 -21,340 Total 3,312 488 488 337 - 303 Other Information 34 - 54 Effect of limitation of the net defined benefit asset to the asset ceiling Net defined benefit liability 2 3,314 488 34 - 54 -1,880 - 1,880 -1,880 -54 Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Financial Statements 37 Trade payables 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 31 December 2020 thereof pension provisions thereof assets 2,726 in € million 2,726 - 239 - 144 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 Combined Management Report To Our Stakeholders Group Financial Statements Notes to the Group Corporate Governance Remuneration Report 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 Combined Management Report To Our Stakeholders BMW Group Report 2021 192 - 239 - 239 -144 -144 1 1 -524 -524 - 524 84 - 84 -645 639 -6 -6 - 618 26,587 582 -36 -36 -22,910 3,677 3 3,680 3,693 -13 2,726 Other 1,207 820 Group Financial Statements Notes to the Group Corporate Governance 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 Combined Management Report Additions 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 -212 Reversal of discounting To Our Stakeholders BMW Group Report 2021 196 increase of 1 year 896 3.6 1,078 4.1 Average life expectancy 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 6,600 - 2.7 1,798 2,582 -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 7,127 1.1.2020 Additions Reversal of discounting thereof due Utilised Reversed 31.12.2020 within one year 5.550 -277 3.178 158 Translation differences 352 13,982 1,333 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. 1,603 56 1,111 - 1,108 -214 1,448 Obligations for personnel and social expenses - 721 -2.3 - 586 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 % 31.12.2020 Combined Management Report 31.12.2021 31.12.2021 31.12.2020 Current employees 62.0 66.2 - 59.9 62.9 Pensioners 30.6 27.4 31.12.2020 To Our Stakeholders BMW Group Report 2021 194 214 244 116 113 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 12,451 9,968 9,589 938 870 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). 50.4 42.2 32.2 29.9 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 Discount rate increase of 0.75 % decrease of 0.75 % -2,650 in % -10.6 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 % - - 124 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. Financial Statements Former employees with vested benefits 7.4 6.4 49.6 57.8 7.9 7.2 Defined benefit obligation 100.0 100.0 100.0 100.0 100.0 100.0 ↑ = 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 - As in the previous year, trade payables are due within one year. Absolute return funds in € million 2,420 619 250 1,153 10,932 Trade payables Other 1,180 8,644 Lease liabilities 550 16,466 9,037 56,665 1,006 Other derivative instruments 18,819 Fair value hedges Other liabilities 180 * Prior year's figures adjusted. 116,976 4,621 15,017 18,693 619 117,503 Payables to subsidiaries Total Remaining other liabilities * 814 2,367 investment is held Payables to other companies in which an 180 4,856 31.12.2020 Cash flow hedges 19,362 LIABILITIES in € million ← = Q Other Information Remuneration Report Corporate Governance Financial liabilities Group Financial Statements Notes to the Group To Our Stakeholders BMW Group Report 2021 203 30,048 2,693 3,245 Combined Management Report Derivative instruments Financial Statements At fair value through other comprehensive Asset-backed financing transactions 1,374 Commercial paper 16,702 Liabilities from customer deposits (banking) 9,079 31.12.2021 Liabilities to banks Bonds At amortised cost Not allocated to an IFRS 9 category At fair value through profit or loss income At amortised cost 51,498 82,939 At fair value through other comprehensive income Not allocated to an IFRS 9 category 2,293 2,345 210 BMW Group Report 2021 To Our Stakeholders Combined Management Report 60 Group Financial Statements Notes to the Group Remuneration Report Other Information ← = Q Receivables from sales financing are allocated to internally defined rating categories based on credit risk. amount Fair value Corporate Governance Carrying 34 14 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 23 31.12.2021 2,113 2,002 120 229 12 31 31.12.2020 At fair value through profit or loss 31.12.2020 Liabilities to banks Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 Other Information 204 788 15,572 2,511 788 248 112 18,443 31.12.2021 ← = 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. Liabilities from customer deposits (banking) Asset-backed financing transactions Bonds Financial liabilities Financial assets - Marketable securities and investment funds Receivables from sales financing - finance and operating leases Disclosures relating to financial instruments measured at amortised cost - in € million 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. 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. 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. 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 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. Receivables from sales financing credit financing 31,041 2,371 3,238 3,350 31.12.2020 31.12.2021 Purchase commitments for intangible assets Purchase commitments for property, plant and equipment in € million 3,264 In addition to liabilities, provisions and contingent liabilities, the following commitments exist for the BMW Group at the end of the reporting period: 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 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. 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. Other financial commitments 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. 2,190 202 Other investments ASSETS in € million to IFRS 9 categories in the following table: The carrying amounts of financial instruments are assigned 39 Financial instruments 2,787 ← = Q Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Combined Management Report To Our Stakeholders BMW Group Report 2021 Other Information Receivables from sales financing 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. The classification into creditworthiness levels is based on default probabilities. The related gross carrying amounts in accordance with IFRS 9 are allocated as follows: The following contingent liabilities existed at the balance sheet date: Contingent liabilities commitments 38 Contingent liabilities and other financial OTHER DISCLOSURES in € million ← = Q Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 Other Information 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. Investment subsidies Guarantees 1,292 1,466 1,067 1,202 43 77 Litigation 105 77 56 31.12.2020 31.12.2021 Contingent liabilities Other 131 Financial assets Derivative instruments Cash flow hedges 199 22 49 866 3,245 115 12,622 413 851 21,173 258 477 Not allocated to an IFRS 9 category 31.12.2020 1,992 694 915 546 88,036 Total 5,774 1,504 5,517 1,547 2,298 Remaining other assets 295 Collateral assets 2,048 2,190 investment is held Receivables from companies in which an 454 Receivables from subsidiaries Other assets 2,261 22,622 294 947 64,795 At fair value through profit or loss At fair value through other comprehensive income 63,104 At amortised cost At fair value through profit or loss At fair value through other comprehensive income At amortised cost 31.12.2021 Financial Statements Fair value hedges Not allocated to an IFRS 9 category 1,596 1,012 Other derivative instruments 46 26 15,983 216 Trade receivables Cash and cash equivalents Other 23 35 Loans to third parties 985 3,238 20 Marketable securities and investment funds 390 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. 201 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. 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). 1 3 919 171 52 6 573 206 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Notes to the Group Financial Statements Remuneration Report Other Information ← = Q BMW Group Report 2021 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: 335 101 Raw material market price risks Other risks Derivative instruments (liabilities) Interest rate risks 1,373 466 2,344 I 67 40 729 Currency risks 1,045 Raw material market price risks 1,092 Currency risks in € million 31.12.2020 Fair value 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. 207 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements 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 Other Information ← = Q The balance sheet carrying amount of Level 3 financial instruments developed as follows: in € million 1 January 2021 Additions Remuneration Report 31.12.2021 Fair value 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 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. Unquoted equity instruments 724 397 Convertible bonds 23 22 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. Options on unquoted equity instruments Derivative instruments 3 -5 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). - 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. 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- ment. 67 Disposals Interest rate risks 23 18,818 18,819 16,732 16,702 16,599 16,466 19,362 9,177 9,209 9,037 205 BMW Group Report 2021 To Our Stakeholders Combined Management Report 9,079 Group Financial Statements Notes to the Group Financial Statements 19,602 58,136 67,158 64,795 65,326 63,104 24,675 22,622 56,665 23,116 20 20 116 115 53,022 51,498 21,173 223 Corporate Governance Other Information Marketable securities, investment funds and collateral assets 3,675 548 3,608 503 Other investments Level 3 223 80 Cash equivalents 26 915 Loans to third parties Derivative instruments (assets) 724 Remuneration Report Level 2 Level 3 ← = 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 Level 1 As a general rule, any transfers between fair-value hierarchy levels are made at the end of the relevant reporting period. 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. Level hierarchy in accordance with IFRS 13 Level hierarchy in accordance with IFRS 13 in € million Level 1 Level 2 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. Gains (+)/losses (-) recognised in accumulated other equity Gains (+)/losses (-) recognised in the income statement Currency translation differences Gains and losses on financial instruments The following table shows the net gains and losses arising on financial instruments in accordance with IFRS 9: 31.12.2021 Reported on Reported on equity and assets side liabilities side 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. Reported on assets side 1,875 3,256 1,148 -1,118 1,880 -1,118 757 2,998 - 790 2,466 Gross amount of derivatives which can be offset in case of insolvency Net amount after offsetting in € million 417 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). 208 BMW Group Report 2021 To Our Stakeholders Combined Management Report Balance sheet amounts as reported Group Financial Statements Notes to the Group Remuneration Report Other Information ← = Q Financial Statements 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: Corporate Governance - 5 - 790 Reported on equity and liabilities side Financial liabilities measured at amortised cost 818 -350 209 BMW Group Report 2021 To Our Stakeholders - 1,050 Combined Management Report Corporate Governance Remuneration Report Other Information ← = 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). Group Financial Statements Notes to the Group Financial Statements 31.12.2020 803 310 358 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). 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 assets measured at amortised cost comprise mainly exchange rate gains / losses and impairment losses/reversals. 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). Financial assets measured at amortised cost in € million 2020 Financial instruments measured at fair value through other comprehensive income -45 7 Financial instruments measured at fair value through profit or loss -35 2021 3 22 397 724 23 Financial instruments Level 3 417 100 -49 -4 75 75 1 491 34 -49 -254 67 52 488 Level transfer 31 December 2021 Unquoted equity instruments Options on unquoted equity 397 Convertible bonds 22 32 instruments 3 -5 76 24 -220 -30 Derivative instruments 814 Options on Unquoted equity -2 2 -94 Gains (+)/losses (-) recognised in accumulated other equity -7 -7 -7 Gains (+)/losses (-) recognised in the income statement 31 December 2020 85 85 - 29 -2 - 31 Currency translation differences - 87 Disposals 90 unquoted equity in € million instruments Convertible bonds instruments Derivative instruments Financial instruments Level 3 1 January 2020 355 14 5 374 Additions 73 17 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. Carrying amount Fair value 89,016 6,025 517 3,778 1,653 38 5,469 431 71 769 1,054 1,907 705 118 937 17 1,019 2,091 802 83,020 4,511 431 1,054 1,599 80,252 4,223 422 1,019 85,916 1,639 44 2,671 13 406 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 3,310 Stage 1 Stage 2 Stage 3 Stage 1 Stage 2 Stage 3 Expected General Simplified Total 31.12.2020 General credit loss 78,356 367 76,356 377 81,084 374 1,633 1,071 79,639 Expected credit loss Total Simplified 33,813 Interest rate risks Nominal amounts of 2,442 2,669 Raw material price risks 11,251 25,145 9,474 hedging instruments 11,996 EUR/JPY Currency risks Maturity later than five years Maturity Maturity within between one one year and five years in € million 31.12.2021 EUR/KRW EUR/GBP EUR/USD EUR/CNY 39,583 21,670 31.12.2021 The principal market risks to which the BMW Group is exposed are currency risk, interest rate risk and raw materi- als market price risk. 7.99 Currency risks Palladium (EUR/oz) Platinum (EUR/oz) 4,530 11,939 Currency risks Nickel (EUR/t) Maturity later than five years one year and five years in € million Maturity between one within Maturity Copper (EUR/t) 31.12.2020 Aluminium (EUR/t) Raw material price risks in this context relate to variable yield curves relating to the euro, US dollar and British pound currency areas. 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). 1,334.86 124.20 0.87 0.87 1,341.73 1.23 8.05 31.12.2020 The following table shows the most significant average hedging rates of hedging transactions used by the BMW Group: Raw materials price risk 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 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. 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. Interest rate risks ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Financial Statements Combined Management Report 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: To Our Stakeholders 214 1,160 1,237 31.12.2021 31.12.2020 Value at risk in € million 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: 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). BMW Group Report 2021 The nominal amounts of hedging instruments were as follows: in € million 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: Disclosures on hedging measures ← = 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 215 Raw material price exposures 310 31.12.2021 31.12.2020 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. 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. This exposure is compared to all hedges that are in place. The net cash flow surplus represents an uncovered risk posi- tion. Cash flow at risk 4,204 6,872 in € million 31.12.2020 31.12.2021 597 8,082 Financial Statements 12,373 250 1,012 57,920 466 58 574 1,169 54 277 16,469 3,241 -1,138 -795 820 1,159 5,111 905 437 33,666 Change in fair value of designated components 31.12.2020 Liabilities Assets Nominal amounts 101 Change in fair value of designated components 59,774 248 1,141 56,985 10,611 1,057 - 820 -274 795 Terminated hedge relationships Continuing hedge relationships Change in value of Liabilities hedged items 1,992 Assets Continuing hedge relationships Change in value of Liabilities hedged items Assets Balances in accumulated other equity Carrying amounts Balances in accumulated other equity Carrying amounts 31.12.2020 31.12.2021 723 Terminated hedge relationships Liabilities Assets Nominal amounts 216 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 701 676 1,350 1,822 11,188 14,475 4,568 5,389 BMW Group Report 2021 1,573 31.12.2020 31.12.2021 12,373 34,535 21,470 hedging instruments Nominal amounts of 1,792 1,449 Raw material price risks 1,730 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Carrying amounts 31.12.2021 Carrying amounts 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. Interest rate risks Fair Value Hedges Raw material price risks Currency risks Cash Flow Hedges in € million 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: Interest rate risks Fair Value Hedges 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 con- tracts designated as hedging instruments: 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 Other Information Remuneration Report Corporate Governance 28,213 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. 31.12.2020 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. Commercial paper 2,767 1,028 1,227 512 2,640 990 1,167 483 Lease liabilities 1,374 8,644 10,932 10,932 Trade payables 16,611 22 3,781 12,808 16,805 20 3,574 8,644 13,211 1,374 550 With net settlement Cash inflows Cash outflows 694 14 248 432 2,380 9 937 550 1,434 DERIVATIVE FINANCIAL LIABILITIES 765 357 288 120 738 301 116 321 Other financial liabilities With gross settlement Cash outflows Liabilities from customer deposits (banking) 1,388 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 Maturity later than five years The following table shows the maturity structure of expected contractual cash flows (undiscounted) for financial liabilities: Notes to the Group ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 211 Liquidity risk 10,000 Total Bonds 3,317 5,295 9,507 1,027 3,350 5,130 Liabilities to banks 19,436 12,369 7,067 NON-DERIVATIVE FINANCIAL LIABILITIES 19,586 6,964 Asset-backed financing transactions 58,610 11,930 33,224 13,456 54,158 10,821 30,071 13,266 12,622 Total financial liabilities 29,300 15,117 in € million 33,975 38,134 -1,169 -467 31.12.2021 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. 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. 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 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. Currency exposure Cash flow at risk in € million 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 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. 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. cial instruments mostly in the form of forward currency con- tracts and currency swaps. 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- Currency risk Further information is provided in the "Outlook, Risk and Opportunity Management" section of the Combined Man- agement Report. Currency, interest rate and raw materials market price risks of the BMW Group are managed at a corporate level. 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. Market risks 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: Further information is provided in the Combined Manage- ment Report. 31.12.2021 564 For selected fixed-interest assets, part of the interest rate risk is hedged on a portfolio basis. In view of the fact that own credit risk is excluded from the hedging relationship, ineffectiveness is expected to be low. 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. 58,545 63,835 31.12.2020 31.12.2021 Fair values of interest rate portfolios in € million The fair value of the Group's interest rate portfolios was as follows at the end of the reporting period: 31.12.2020 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. ← = 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 213 531 Interest rate risk 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. 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. ← = Q 552 28 144 380 523 88 216 219 -20,391 - 617 219 -5,296 -42,203 - 157 -14,180 -27,866 21,085 631 5,544 14,910 44,583 166 - 14,478 216 88 523 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 212 Solvency is assured at all times by managing and monitoring the liquidity situation on the basis of a rolling cash flow fore- cast. 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). 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 118,629 14,767 54,598 49,264 118,643 13,256 52,053 53,334 552 28 144 380 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. 532 11,251 8,483 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. 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. 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. 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. 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. Associated companies, joint ventures, non-consolidated subsidiaries, BMW Trust e. V. and BMW Foundation Her- bert Quandt The Board of Management and the Supervisory Board of the BMW Group Stefan Quandt and Susanne Klatten, as well as compa- nies controlled by them The following individuals and entities are related parties in accordance with IAS 24: 40 Related party relationships ← = 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 218 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. 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. 219 To Our Stakeholders 2020 2021 2020 2021 2020 2021 2020 2021 in € thousand Payables at 31 December Receivables at 31 December Supplies and services received Supplies and services performed Seen from the perspective of BMW Group entities, the vol- ume of transactions with the above-mentioned entities was as follows: ← = Q Other Information Corporate Governance Group Financial Statements Notes to the Group Financial Statements Combined Management Report BMW Group Report 2021 DELTON Health AG (formerly DELTON AG) 510 - 299 Reclassification to profit or loss 1 466 5 -443 1,170 820 20 -307 -795 Change in fair value during the reporting period 5 1 -4 Designated component Costs of hedging component Costs of hedging Costs of hedging -497 -22 Designated Designated component Costs of hedging 510 for continuing hedge relationships - 2 -4 -3 532 1,057 15 -244 -274 Closing balance at 31 December 6 72 -273 Reclassification to acquisition costs for inventories -29 84 - 104 7 -7 for terminated hedge relationships 3 557 -512 355 -2 1,821 1 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. Business relationships with non-consolidated companies are small in scale. Other joint ventures and associated companies in € million In total, the following amounts of goods and services were supplied to or received from other joint ventures and associ- ated 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 220 804 2,345 2,045 2,158 155 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. 1,030 For disclosures relating to key management personnel, please see note 43 and the Remuneration Report. Supplies and services received 510 9 2020 15 8 2021 2020 Payables at 31 December 5 64 2021 2020 Receivables at 31 December 70 32 2021 2020 27 2021 Supplies and services performed 1,950 9,701 2021 UnternehmerTUM GmbH 251 2,425 2,572 ALTANA AG 287 1,574 3,362 5 65 1,369 49 2,363 8,827 SOLARWATT GmbH 19,068 19,450 1,235 1,090 DELTON Logistics S.à r.l. 37 2020 809 315 2020 2021 2020 2021 2020 2021 11,500 Payables at 31 December Receivables at 31 December Supplies and services received Supplies and services performed 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. BMW Brilliance Automotive Ltd. in € million A significant proportion of the BMW Group's transactions with related parties relates to the joint venture BMW Bril- liance Automotive Ltd. 510 337 80 49 243 273 1,310 - 299 Remuneration Report Interest rate risks 55 2021 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 554 509 198 - 5 2 3 2021 2020 Currency risks Interest rate risk Raw material price risk Raw material price risk Designated in € million Opening balance at 1 January component Costs of hedging Costs of hedging 532 58,714 Change in costs of hedging in other comprehensive income 547 Currency risks Interest rate risk Change of designated components in other comprehensive income -806 217 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Corporate Governance Remuneration Report Other Information ← = Q -720 in € million Hedge relationships give rise to following effects: Financial Statements Designated components and costs of hedging within accu- mulated other equity changed as follows: Raw material price risks Currency risks Cash Flow Hedges Fair Value Hedges - 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 ― Formula: 50% of target amount x RoCE factor - Target amount RoCE component p. a. (50% of target amount of the personal investment cash amount): - € 0.55 million (first period of office) ― 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 ― € 0.264 million (from second period of office or fourth year of mandate) ― € 1.175 million (Chairman of the Board of Management) - ROCE factor is derived from the ROCE achieved in the Automotive segment for the grant year - € 0.990 million (first period of office) ― ROCE factor may not exceed 1.8 - Maximum amount of RoCE component p. a.: · € 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) -50% of target amount depends on ROCE achieved in the Automotive segment (ROCE component) ― € 1.175 million (Chairman of the Board of Management) - At least two strategic focus targets derived from the strategic plan Minimum, target and maximum values for ROCE are defined before the start of the financial year ― € 2.35 million (Chairman of the Board of Management) Personal investment cash amount - € 1.10 million (first period of office) Group Financial Statements Notes to the Group Financial Statements - Weighting of the strategic focus targets is decided before the start of the financial year Combined Management Report To Our Stakeholders BMW Group Report 2021 226 Corporate Governance Remuneration Report Other Information ↑ = Q COMPONENT SHARE-BASED REMUNERATION (SHORT-TERM BENEFITS) Basis of computation 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 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) ― Assessment period of five years in total (one year for determining the personal investment cash amount, four years holding requirement) - Target amount p. a. (at 100 % target achievement): ― € 1.28 million (from second period of office or fourth year of mandate) - Formula in event of two strategic focus targets with equal weighting p. a.: 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 ― Minimum, target and maximum values are defined before the start of the financial year 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 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 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. The activities of the BMW Group are broken down into the operating segments Automotive, Motorcycles, Financial Ser- vices and Other Entities. 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 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. 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. ― 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 ― Earnings component of bonus rewards attainment of financial targets and is beneficial for earnings-related aspects of business strategy - 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 227 BMW Group Report 2021 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 To Our Stakeholders Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q COMPONENT MALUS AND CLAWBACK RULES Malus Clawback Parameters/measurement base, applicable amounts Combined Management Report ― € 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) To Our Stakeholders BMW Group Report 2021 224 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. * 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. Chairman of another committee Member of the Audit Committee Member of another committee Combined Management Report 300,000 400,000 2.00 400,000 2.00 450,000 2.25 1.50 Group Financial Statements Notes to the Group Corporate Governance Remuneration Report VARIABLE REMUNERATION COMPONENTS (SHORT-TERM BENEFITS) Remuneration linked to corporate strategy Retirement benefits (other long-term benefits) Compensation payments Fringe benefits Parameters/measurement base, applicable amounts Base remuneration (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 ← = Q Other Information Chairman of the Audit Committee Bonus 400,000 600,000 5.5 Total expense Current compensation Supervisory Board Compensation to members of the 0.6 5.6 0.5 0.6 1.1 tion of board activity Benefits in conjunction with the termina- 3.9 8.5 Share-based remuneration component 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. 3.00 Chairman of the Supervisory Board Deputy Chairman of the Supervisory Board 200,000 1.00 Member of the Supervisory Board Factor Amount in € p. a. REMUNERATION SUPERVISORY BOARD* 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. 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. 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. 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). 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. The total remuneration of former members of the Board of Management and their dependants amounted to € 14.2 mil- lion (2020: € 13.1 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). 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. 2.00 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. Member of the Board of Management: ― € 1.05 million p. a. (from second period of office or fourth year of mandate) ― € 1.035 million (from second period of office or fourth year of mandate) - € 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% ― € 1.890 million (Chairman of the Board of Management) -Profit attributable to shareholders of BMW AG and Group post-tax return on sales in grant year - 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 ― Earnings factor is derived from a predefined allocation based on the parameters - Assessment period one year ― Base amount p. a. (50% of target bonus amount): - € 0.475 million (first period of office) - 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 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 -10% individual targets -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) Parameters/measurement base, applicable amounts ― € 0.90 million p. a. (first period of office) Remuneration linked to corporate strategy Performance component - € 0.95 million (first period of office) — Target amount p. a. (at 100 % target achievement): (sum of earnings component and performance component) Bonus 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 Chairman of the Board of Management: € 700,000 - € 1.15 million (from second period of office or fourth year of mandate) Member of the Board of Management: € 400,000 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, em- ployee discounts ― Monthly payment on time-apportioned basis - € 1.95 million p. a. Chairman of the Board of Management: Pension contribution p. a.: — € 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 (at 100 % target achievement corresponds to 50% of target amount) Earnings component Bonus VARIABLE REMUNERATION COMPONENTS (SHORT-TERM BENEFITS) COMPONENT = 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 225 (at 100% target achievement corresponds to 50% of target amount) 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. Motorcycles 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. 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 77,173 68,106 2,761 2,293 31,304 28,590 1 1 111,239 98,990 Inter-segment revenues 18,303 12,747 -13 - 9 External revenues 1,563 in € million Reconciliation to Group figures Group to Group figures 96,201 98,226 97,917 31. 12. 2020 31.12.2021 15,555 17,324 681 619 15,779 3,585 17,466 5,112 31. 12. 2020 31.12.2021 31. 12. 2020 31.12.2021 31.12.2021 Other Entities Remuneration Report Other Information ← = Q 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. 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. Segment information by operating segment is as follows: 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. 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). Automotive Motorcycles Financial Services Other Entities Group 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 1,454 2 920 Capital expenditure on non-current assets 7,329 6,041 169 146 24,936 24,146 Depreciation and amortisation on non-current assets 6,341 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 Investments accounted for using the equity method Reconciliation Automotive 1,520 4 920 Result from equity accounted investments - 19,857 - 14,194 Total revenues 95,476 80,853 2,748 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 1,679 1,467 16,060 5,222 1,520 230 BMW Group Report 2021 To Our Stakeholders 229,527 Total Group assets 24,042 25,983 non-current assets 19,487 20,878 17,837 21,522 USA Total Group capital expenditure on 2020* 40,254 213 2021 41,202 308 21,315 25,333 China 7,007 - 148,919 -152,215 Elimination of inter-segment items - 6,291 -6,451 Elimination of inter-segment items 7,676 13,638 14,206 2020 2021 216,658 Corporate Governance Rest of Europe 30,258 229 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Financial Services 328 2,130 2,562 Other regions 18,151 17,027 Total for reportable segments 3,192 3,222 3,379 3,821 Rest of the Americas tion on non-current assets 1,821 2,315 10,433 10,875 Rest of Asia Reconciliation of depreciation and amortisa- 17,630 19,134 32,920 region in E million Germany Non-operating assets - Other Entities segment 30,333 Non-operating assets - Automotive 560 1,935 Financial result of Automotive segment 133,326 Reconciliation of segment assets Total for reportable segments 3,755 14,381 Total for reportable segments Reconciliation of segment result 31.12.2021 31.12.2020 in € million 2020 2021 in € million 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. 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. Financial Statements The total of the segment figures can be reconciled to the cor- responding Group figures as follows: 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 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). ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Combined Management Report 66,942 130,241 59,677 Financial result of Motorcycles segment 1 32,434 Total for reportable segments 132,062 Other long-term benefits 136,113 Information by Total liabilities - Financial Services segment non-current assets Reconciliation of capital expenditure on Non-current assets External revenues 782 735 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). Liabilities of Motorcycles segment not subject to interest 16,060 Group profit before tax 39 40 Non-operating assets - Motorcycles 910 -257 Elimination of inter-segment items 35,769 36,910 not subject to interest Liabilities of Automotive segment - 3 5,222 16.9 Elimination of inter-segment items Short-term benefits Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q 41 Share-based remuneration 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- To Our Stakeholders 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. BMW Group Report 2021 -5,269 35.3 354 * Prior year's figures adjusted 76,187 80,070 98,990 111,239 Group 11,976 11,758 on non-current assets Total Group depreciation and amortisation -7,317 Eliminations - 6,175 221 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). - 6,764 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). 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 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 2020 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. Board of Management Compensation to members of the 223 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. 43 Remuneration of members of the Board of Management and Supervisory Board 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. To Our Stakeholders BMW Group Report 2021 42 Declaration with respect to the Corporate Governance Code Combined Management Report Group Financial Statements Notes to the Group Financial Statements Remuneration Report Other Information Corporate Governance 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 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. 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). 222 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). ← = Q 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). 2,042 BMW Manufacturing Co. LLC, Wilmington, Delaware BMW Bank of North America Inc., Salt Lake City, Utah 0 0 0 389 0 The Americas 10 100 100 202 100 BMW of North America LLC, Wilmington, Delaware 948 549 Financial Services Vehicle Trust, Wilmington, Delaware 698 405 100 Bavarian Sky UK D Ltd., London" BMW Canada Inc., Richmond Hill, Ontario 1,473 Bavarian Sky UK C Ltd., London 11 Profit / loss in € million Capital investment in % Bavarian Sky UK A Ltd., London 11 663 Group Financial Statements Notes to the Group Financial Statements Corporate Governance Remuneration Report Other Information ↑ = Q Companies Equity in € million Bavarian Sky FTC, Compartment French Auto Leases 4, Paris 11 Bavarian Sky S. A., Compartment A, Luxembourg 11 0 0 Bavarian Sky S. A., Compartment B, Luxembourg 11 0 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 Bavarian Sky UK 4 plc, London 11 0 0 0 0 0 0 Bavarian Sky UK B Ltd., London 11 324 BMW Leasing do Brasil S. A., São Paulo BMW (US) Holding Corp., Wilmington, Delaware 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 Combined Management Report BMW Manufacturing Indústria de Motos da Amazônia Ltda., Manaus BMW Manufacturing LP, Woodcliff Lake, New Jersey BMW of Manhattan Inc., Wilmington, Delaware BMW Receivables 1 Inc., Richmond Hill, Ontario BMW Financial Services de Mexico S. A. de C. V. SOFOM, Mexico City BMW Receivables 2 Inc., 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 Equity in € million Profit / loss in € million Capital investment in % 100 100 BMW Receivables Ltd. Partnership, Richmond Hill, Ontario BMW Financeira S. A. Credito, Financiamento e Investimento, São Paulo BMW Facility Partners LLC, Wilmington, Delaware BMW Extended Service Corporation, Wilmington, Delaware BMW Acquisitions Ltda., São Paulo 100 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 I 100 100 100 100 236 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 Companies BMW do Brasil Ltda., Araquari 100 To Our Stakeholders Park Lane Ltd., Farnborough 235 100 100 100 100 100 100 100 100 100 100 100 100 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 Companies 234 100 ☐ 100 BMW Bulgaria EOOD, Sofia BMW Central Medical Trustees Ltd., Farnborough BMW Czech Republic s. r.o., Prague BMW Danmark A/S, Copenhagen BMW Distribution S. A.S., Vélizy-Villacoublay BMW España Finance S. L., Madrid BMW Financial Services (Ireland) DAC, Dublin BMW Financial Services B. V., The Hague 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 Equity in € million Profit / loss in € million Capital investment in % 100 100 100 100 100 100 100 100 100 100 100 100 BMW Financial Services Scandinavia AB, Sollentuna BMW France S. A., Montigny-le-Bretonneux BMW Hungary Kft., Vecsés ⁹ BMW Iberica S. A., Madrid 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 0 100 BMW Group Report 2021 100 Profit / loss in € million Capital investment in % BMW International Investment B. V., The Hague BMW Italia Retail S. r.I., Rome BMW Italia S. p.A., San Donato Milanese BMW Madrid S. L., Madrid BMW Malta Ltd., Floriana 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 BMW Romeania S. R.L., Bucharest BMW Services Ltd., Farnborough BMW Slovenia distribucija motornih vozil d. o.o., Ljubljana BMW Slovenská republika s. r.o., Bratislava BMW Vertriebs GmbH, Salzburg Oy BMW Suomi AB, Helsinki 100 Riley Motors Ltd., Farnborough Swindon Pressings Ltd., Farnborough The British Motor Corporation Ltd., Birmingham Triumph Motor Company Ltd., Farnborough Bavarian Sky Europe S. A. Compartment A, Luxembourg 11 Equity in € million 100 100 BMW (UK) Investments Ltd., Farnborough 100 17,535 BMW Holding B. V., The Hague Profit / loss in € million Capital investment in % Equity in € million Europe FOREIGN² Companies ← = Q Other Information Remuneration Report 2,049 Corporate Governance Combined Management Report To Our Stakeholders BMW Group Report 2021 232 51 100 100 100 100 100 Group Financial Statements Notes to the Group Financial Statements 100 BMW International Holding B. V., The Hague 4,055 BMW i Ventures SCS SICAV-RAIF, Senningerberg 100 5 806 BMW Hellas Trade of Cars A. E., Kifissia 100 8 879 BMW (Schweiz) AG, Dielsdorf 100 192 937 BMW Motoren GmbH, Steyr 100 488 1,116 BMW Financial Services (GB) Ltd., Farnborough 100 1,167 3,286 BMW Österreich Holding GmbH, Steyr 100 2,185 100 515 100 100 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 BMW Beteiligungs GmbH & Co. KG, Munich 6 BMW INTEC Beteiligungs GmbH, Munich 3,6 BMW Bank GmbH, DOMESTIC 1, 10 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. Companies AFFILIATED COMPANIES (SUBSIDIARIES) OF BMW AG AT 31 DECEMBER 2021 BMW Vermögensverwaltungs GmbH, Munich AT 31 DECEMBER 2021 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 231 LIST OF INVESTMENTS Bürohaus Petuelring GmbH, Munich LARGUS Grundstücks-Verwaltungsgesellschaft mbH, Munich Rolls-Royce Motor Cars GmbH, Munich 4,5,6 100 100 100 27 106 100 173 100 179 100 3 213 100 251 2,075 100 4,515 100 1,494 8,390 Profit / loss in € million Capital investment in % Equity in € million BAVARIA-LLOYD Reisebüro GmbH, Munich 100 100 387 Alphabet España Fleet Management S. A.U., Madrid BMW Belgium Luxembourg S. A./ N. V., Bornem BMW Bank 000, Moscow BMW Automotive (Ireland) Ltd., Dublin BMW Austria Leasing GmbH, Salzburg BMW Austria GmbH, Salzburg BMW (UK) Manufacturing Ltd., Farnborough BMW (UK) Capital plc, Farnborough BLMC Ltd., Farnborough BiV Carry II SCS, Senningerberg⁹ BiV Carry ISCS, Senningerberg Corporate Governance Bavaria Reinsurance Malta Ltd., Floriana Alphabet Nederland B. V., Breda Alphabet Luxembourg S. A., Leudelange Companies Financial Statements ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group Combined Management Report Alphabet Polska Fleet Management Sp. z o. o., Warsaw Group Financial Statements Notes to the Group Financial Statements Combined Management Report To Our Stakeholders 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 0 0 | | 0 0 0 237 BMW Group Report 2021 To Our Stakeholders 100 BMW Group Report 2021 100 100 46 251 100 97 251 ALPHABET (GB) Ltd., Farnborough BMW (UK) Ltd., Farnborough BMW Austria Bank GmbH, Salzburg BMW Finance S. N.C., Guyancourt 203 BMW Finance N. V., The Hague 313 315 BMW Russland Trading 000, Moscow 100 779 316 BMW (UK) Holdings Ltd., Farnborough 100 19 417 100 8 100 198 100 100 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 Finanzdienstleistungen (Schweiz) AG, Dielsdorf Rolls-Royce Motor Cars Ltd., Farnborough 100 189 181 100 82 233 4 100 100 Equity in € million Bavarian Sky China Leasing 2020-1, Tianjin 11 Bavarian Sky China 2021-3, Beijing 11 Bavarian Sky China 2021-2, Beijing 11 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 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 Profit / loss in € million Capital investment in % 100 100 100 0 0 0 0 0 0 0 0 0 PT BMW Indonesia, Jakarta 0 0 0 0 0 51 100 100 100 100 0 0 BMW Tokyo Corp., Tokyo BMW Lease (Malaysia) Sdn Bhd, Kuala Lumpur 100 BMW Asia Pacific Capital Pte Ltd., Singapore 100 BMW (Thailand) Co. Ltd., Bangkok 94 116 BMW Manufacturing (Thailand) Co. Ltd., Rayong 100 100 128 BMW Japan Corp., Tokyo 58 51 210 Herald International Financial Leasing Co. Ltd., Tianjin 100 119 269 BMW Korea Co. Ltd., Seoul BMW Asia Pte. Ltd., Singapore I 100 BMW Asia Technology Centre Sdn Bhd, Kuala Lumpur BMW India Financial Services Private Ltd., Gurgaon BMW India Private Ltd., Gurgaon BMW Holding Malaysia Sdn Bhd, Kuala Lumpur Companies Financial Statements ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Notes to the Group BMW Leasing (Thailand) Co. Ltd., Bangkok Combined Management Report BMW Group Report 2021 238 100 BMW Credit (Malaysia) Sdn Bhd, Kuala Lumpur 100 100 BMW China Services Ltd., Beijing BMW China Automotive Trading Ltd., Beijing 100 To Our Stakeholders 100 0 239 BMW Drivers Club Ltd., Farnborough BMW China Capital B. V., The Hague BMW Car Club Ltd., Farnborough BMW (UK) Pensions Services Ltd., Hams Hall BMW (GB) Ltd., Farnborough Alphabet Insurance Services Polska Sp. z o. o., Warsaw Europe 100 100 100 100 100 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 BMW Financial Services Czech Republic s. r.o., Prague 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 BMW Motorsport Ltd., Farnborough BMW Poland sp. z o. o., Warsaw 100 100 100 100 100 100 100 100 100 Alphabet Fleetservices GmbH, Munich 4 100 100 100 100 100 100 100 000 BMW Leasing, Moscow John Cooper Garages Ltd., Farnborough John Cooper Works Ltd., Farnborough BMW Russland Automotive 000, Kaliningrad 100 0 DOMESTIC' BMW AG'S NON-CONSOLIDATED COMPANIES AT 31 DECEMBER 2021 BMW Sydney Pty. Ltd., Sydney BMW New Zealand Ltd., Auckland BMW Melbourne Pty. Ltd., Melbourne BMW Financial Services New Zealand Ltd., Auckland BMW Australia Ltd., Melbourne BMW Australia Finance Ltd., Mulgrave Oceania Bavarian Sky Korea 2021-1, Seoul 11 11 Bavarian Sky China Leasing 2021-1, Tianjin 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 Bavarian Sky Australia Trust A, Mulgrave 11 BMW Australia Trust 2011-2, Mulgrave 11 Equity in € million Profit / loss in € million Capital investment in % 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 Companies 240 0 100 100 100 100 100 100 0 0 0 71 100 BMW Financial Services Korea Co. Ltd., Seoul 104 BMW Financial Services (South Africa) (Pty) Ltd., Midrand BMW (South Africa) (Pty) Ltd., Pretoria Africa 0 0 0 0 13 Profit / loss in € million Capital investment in % = Q ↑ 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 Companies Other Information Remuneration Report 279 Equity in € million 100 0 559 66 527 BMW Japan Finance Corp., Tokyo 100 100 559 BMW China Investment Ltd., Beijing⁹ 58 306 2,561 BMW Automotive Finance (China) Co. Ltd., Beijing Asia 0 SuperDrive Investments (RF) Ltd., Cape Town¹¹ 100 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. 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. Combined Management Report the Chairman. The findings and conclusions resulting from this self-assessment process are subsequently discussed in plenary. 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 reasons. 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. DOMESTIC 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. 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. 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. 7 GRI-Index: 102-23 250 BMW Group Report 2021 To Our Stakeholders Governance). Group Financial Statements 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. 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 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". 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. Governance). INFORMATION ON THE COMPANY'S GOVERNING CONSTITUTION 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 major proceedings. The Supervisory Board is not, however, authorised to undertake management measures itself. Corporate Governance Fundamental Aspects of Corporate Governance BOARD OF MANAGEMENT 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 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 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. 249 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Fundamental Aspects of Corporate Governance Remuneration Report Other Information ← = Q 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. 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 Remuneration Report Corporate Governance ← = Q Equity in € million Profit loss in € million Capital investment in % 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 Other Information 40 Remuneration Report Group Financial Statements Notes to the Group Combined Management Report To Our Stakeholders BMW Group Report 2021 244 40 20 20 50 Corporate Governance Other Information 50 50 SHAREHOLDERS AND ANNUAL GENERAL MEETING 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. 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. 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. 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- structions to Company representatives or by postal vote (both in writing and online). 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. DECLARATION OF COMPLIANCE 50 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. BMW AG'S PARTICIPATIONS AT 31 DECEMBER 2021 Other Information Remuneration Report 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 Group Financial Statements Notes to the Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 245 Companies 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. 256 Overview of Supervisory Board Committees and their Composition FUNDAMENTAL ASPECTS OF CORPORATE GOVERNANCE (PART OF THE COMBINED MANAGEMENT REPORT) 10 Deconsolidation in the financial year 2021: BMW Verwaltungs GmbH (merger), BMW Leasing de Mexico S. A. de C. V. (merger). 11 Control on basis of economic dependence. 5 3 16 22 10 17 6 10 9 18 3 246 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Financial Statements Corporate Governance 9 First-time consolidation. 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. Deutsches Forschungszentrum für Künstliche Intelligenz GmbH, Kaiserslautern 50 GSB Sonderabfall-Entsorgung Bayern GmbH, Baar-Ebenhausen IVM Industrie-Verband Motorrad GmbH & Co. Dienstleistungs KG, Essen Joblinge gemeinnützige AG Berlin, Berlin Joblinge gemeinnützige AG Leipzig, Leipzig Joblinge gemeinnützige AG Munich, Munich Mobimeo GmbH, Berlin Racer Benchmark Group GmbH, Landsberg am Lech Remuneration Report SGL Carbon SE, Wiesbaden Northvolt AB, Stockholm ↑ = 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). 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. 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 § 264b HBG. FOREIGN Other Information ← = Q Munich, 8 March 2022 250 Declaration of Compliance 251 Current Members of the Board of Management 251 Outgoing Members of the Board of Management 252 Current Members of the Supervisory Board 255 Outgoing Members of the Supervisory Board 258 Responsibility Statement by the Company's Legal Representatives 259 Independent Auditor's Report 267 Independent Practitioner's Report 250 Shareholders and Annual General Meeting CORPORATE 248 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 GOVERNANCE - 249 Supervisory Board 248 Information on the Company's Governing Constitution Bayerische Motoren Werke Aktiengesellschaft The Board of Management Oliver Zipse Ilka Horstmeier Dr.-Ing. Milan Nedeljković Pieter Nota Dr. Nicolas Peter Dr.-Ing. Joachim Post 248 Board of Management Frank Weber BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q 248 Fundamental Aspects of Corporate Governance (Part of the Combined Management Report) 247 50 Hubject GmbH, Berlin 30 BMW Finance (United Arab Emirates) Ltd., Dubai 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 Middle East Retail Competency Centre DWC-LLC, Dubai BMW Mobility Services Ltd., Sichuan Tianfu New Area (Chengdu Section) BMW Parts Manufacturing (Thailand) Co., Ltd., Rayong Province BMW Technology Office Israel Ltd., Tel Aviv 100 100 100 100 Asia 100 100 100 100 100 100 100 100 242 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Notes to the Group Corporate Governance 100 Remuneration Report BMW Automobile Distributors (Pty) Ltd., Midrand BPF Midrand Property Holdings (Pty) Ltd., Midrand Multisource Properties (Pty) Ltd., Midrand 100 7 241 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 Companies Equity in € million Profit / loss in € million Capital investment in % Africa The Americas BMW Experience Centre Inc., Richmond Hill, Ontario 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 100 100 100 100 100 100 100 100 100 100 217-07 Northern Boulevard Corporation, Wilmington, Delaware Other Information 100 Companies 897 -337 50 209 -35 20 FOREIGN BMW Brilliance Automotive Ltd., Shenyang 8 11,176 3,596 50 Associated companies - equity accounted FOREIGN Equity in € million Profit / loss in € million Capital investment in % THERE Holding B. V., Amsterdam 8 Joint operations - proportionately consolidated entities Spotlight Automotive Ltd., Zhangjiagang 8 Not equity accounted or proportionately consolidated entities DOMESTIC Encory GmbH, Unterschleißheim The Retail Performance Company GmbH, Munich PDB - Partnership for Dummy Technology and Biomechanics GbR, Gaimersheim FOREIGN Bavarian & Co Co. Ltd., Incheon BMW Albatha Finance PSC, Dubai 1,090 ← = Q - 108 Solid Power, Inc., Wilmington, Delaware IONITY Holding GmbH & Co. KG, Munich 8 FOREIGN DOMESTIC Herald Hezhong (Beijing) Automotive Trading Co. Ltd., Beijing Financial Statements YOUR NOW Holding GmbH, Munich 8 THEPSATRI Co. Ltd., Bangkok BMW Philippines Corp., Manila BMW Financial Services Hong Kong Ltd., Hong Kong Equity in € million Profit / loss in € million Capital investment in % 100 70 51 243 BMW Group Report 2021 To Our Stakeholders 100 Group Financial Statements Notes to the Group Combined Management Report BMW AG'S ASSOCIATED COMPANIES, JOINT VENTURES AND JOINT OPERATIONS AT 31 DECEMBER 2021 Financial Statements Companies Joint ventures - equity accounted ← = Q Remuneration Report Corporate Governance Other Information – Preparing Supervisory Board meetings where the subject matter to be discussed does not fall within the remit of a committee PRESIDING BOARD - Activities based on rules of procedure Principal duties, basis for activities OVERVIEW OF SUPERVISORY BOARD COMMITTEES AND THEIR COMPOSITION PERSONNEL COMMITTEE ← = Q "Group mandate. Group Financial Statements Remuneration Report Corporate Governance Fundamental Aspects of Corporate Governance Combined Management Report -Memberships of other statutory supervisory boards. Memberships of comparable boards of business enterprises in Germany and abroad. 256 ― 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 To Our Stakeholders BMW Group Report 2021 Other Information ― 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 - 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 - Activities based on rules of procedure 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. Kurt Bock 1,2, Norbert Reithofer 3³, Manfred Schoch, Stefan Quandt, Stefan Schmid 3 Expertise in auditing within the meaning of § 100 (5) AktG. Not listed on the stock exchange. ― Established in accordance with recommendation in the German Corporate Governance Code, activities based on rules of procedure - Amendments to Articles of Incorporation only affecting wording -― Making decisions on approval for utilisation of the Authorised Capital 2019 and determinations concerning the form of share certificates and dividend coupons ― 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) ― 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 ― Engaging and signing the fee agreement with the external auditor as well as determining areas of audit emphasis - Preparing the proposal for the election of the external auditor at the Annual General Meeting, - 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 - 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 ― Auditing the accounts and supervising the financial reporting process AUDIT COMMITTEE Norbert Reithofer 1, Manfred Schoch, Stefan Quandt, Stefan Schmid, Karl-Ludwig Kley (until 12 May 2021), Kurt Bock (since 12 May 2021) Norbert Reithofer¹, Manfred Schoch, Stefan Quandt, Stefan Schmid, Karl-Ludwig Kley (until 12 May 2021), Kurt Bock (since 12 May 2021) Members - 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) 3 Executive employee of the enterprise. PROF. DR. DR. H. C. REINHARD HÜTTL (b. 1957) Member from 2008 to 12 May 2021 1 Employees of the enterprise. HORST LISCHKA² (b. 1963) Scientific Director and Managing Partner of EUREF Energy Innovation GmbH Deutsche Lufthansa Aktiengesellschaft, Chairman E.ON SE, Chairman Mandates Chairman of the Supervisory Boards of E.ON SE and Deutsche Lufthansa Aktiengesellschaft Deputy Chairman of the Supervisory Board (until 12 May 2021) DR. JUR. KARL-LUDWIG KLEY (b. 1951) Member from 2008 to 12 May 2021 OF THE SUPERVISORY BOARD OUTGOING MEMBERS ← = Q Other Information Remuneration Report Corporate Governance Fundamental Aspects of Corporate Governance 257 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Member from 2009 to 12 May 2021 2 Union representative. Former Secretary to the Executive Board of IG Metall - Member of the Works Council, Landshut (Chairman until 13 July 2021) Member from 1999 to 16 July 2021 WILLIBALD LÖW¹ (b. 1956) ABB AG Mandates Head of Industrial Relations Regulations and Co-determination Policy at the Executive Board of IG Metall (In-house) Counsel Member from 2019 to 31 December 2021 VERENA ZU DOHNA² (b. 1975) Member from 2013 to 1 October 2021 Member of the Works Council, Dingolfing BRIGITTE RÖDIG¹ (b. 1963) Johnson Controls International plc Russell Reynolds Associates Inc.* Deutsche Post AG Henkel AG & Co. KGaA Mandates - Member from 2015 to 12 May 2021 Member of supervisory boards SIMONE MENNE (b. 1960) MAN Truck & Bus SE* Deputy Chairman (until 10 May 2021) KraussMaffei Group GmbH *, Mandates BMW Group Report 2021 Report on the Audit of the 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 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. 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. 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. 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. 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. 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. 1 Measurement of leased products Hereinafter we present the key audit matters: 3 Reference to further information Combined Management Report 2 Audit approach and findings To Our Stakeholders 259 255 Remuneration Report Corporate Governance Responsibility Statement by the Company's Legal Representatives Group Financial Statements Other Information ← = 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 Pieter Nota Dr. Nicolas Peter Dr.-Ing. Joachim Post Frank Weber BMW Group Report 2021 1 Matter and issue Our presentation of these key audit matters has been struc- tured in each case as follows: 4 Presentation of the acquisition of BMW Brilliance Automotive Ltd., Shenyang, China, after the balance sheet date in the notes 258 ⚫ Chair. (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.) Norbert Reithofer, Manfred Schoch, Stefan Quandt, Stefan Schmid - Established as required by law ― 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 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 Members ― Established in accordance with recommendation in the German Corporate Governance Code, activities based on terms of proce- dure - 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 NOMINATION COMMITTEE Principal duties, basis for activities ← = Q Other Information Remuneration Report Corporate Governance Fundamental Aspects of Corporate Governance Group Financial Statements BMW Group Report 2021 To Our Stakeholders Combined Management Report financial performance for the financial year from Janu- ary 1 to December 31, 2021, and 3 Valuation of provisions for statutory and non-statutory warranty obligations and product guarantees 2 Valuation of receivables from sales financing 1 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 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. Key Audit Matters in the Audit of the Consolidated Fi- nancial Statements 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. ← = Q Other Information To Our Stakeholders Remuneration Report Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 260 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 Basis for the 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 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 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. Corporate Governance Independent Auditor's Report ← = Q - Memberships of other statutory supervisory boards. Remuneration Report Not listed on the stock exchange. 2 Union representative. 1 Employees of the enterprise. Oracle Corporation Mandates DR. DOMINIQUE MOHABEER¹ (b. 1963) Member since 2012, elected until the AGM 2024 Member of the Works Council, Munich Member since 2019, elected until the AGM 2024 CEO & Founder, Vianai Systems, Inc. DR. VISHAL SIKKA (b. 1967) Chairman of the Works Council, Leipzig Member since 3 August 2021, appointed until the AGM 2024 JENS KÖHLER¹ (b. 1964) (Chairman since 1 January 2022) ZF Friedrichshafen AG* Fresenius Management SE* Deutsche Post AG Mandates Thyssen Vermögensverwaltung GmbH* Basalt-Actien-Gesellschaft* Mandates 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 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 "Group mandate. BMW Group Report 2021 DR.-ING. JOACHIM POST (b. 1971) DR.-ING. MILAN NEDELJKOVIĆ (b. 1969) Production Chairman (until 10 February 2022 Deputy Chairman) BMW Brilliance Automotive Ltd. ****, ― Mandates DR. NICOLAS PETER (b. 1962) Finance Human Resources, Labour Relations Director ILKA HORSTMEIER (b. 1969) OLIVER ZIPSE (b. 1964) Chairman OF THE BOARD OF MANAGEMENT CURRENT MEMBERS ← = Q Other Information Remuneration Report Corporate Governance Fundamental Aspects of Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders 251 Purchasing and Supplier Network (since 1 January 2022) UnternehmerTUM GmbH*, Chairwoman ALTANA AG ****, Deputy Chairwoman Other Information Remuneration Report Corporate Governance Fundamental Aspects of Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 253 Simex Trading AG* Whirlpool Corp. **, Chairman Mandates Member since 12 May 2021, elected until the AGM 2025 Chairman and Chief Executive Officer of Whirlpool Corporation DR. MARC BITZER (b. 1965) Deputy Chairman of the Supervisory Board Chairman of the Works Council, Dingolfing Member since 2007, elected until the AGM 2024 STEFAN SCHMID1 (b. 1965) Continental AG, Deputy Chairwoman Mandates - Memberships of comparable boards of business enterprises in Germany and abroad. ← = Q SGL Carbon SE, Chairwoman SprinD GmbH* BERNHARD EBNER¹ (b. 1978) Chairman of the Works Council, Landshut - Mandates Member since 2017, elected until the AGM 2022 Chairman of the Supervisory Board of ZF Friedrichshafen AG DR.-ING. HEINRICH HIESINGER (b. 1960) Fresenius Kabi AG***, Deputy Chairwoman Fresenius Medical Care Management AG**** Mandates Member since 1997, elected until the AGM 2024 Entrepreneur SUSANNE KLATTEN (b. 1962) Member since 12 May 2021, elected until the AGM 2025 Member of the Board of Management of Fresenius Man- agement SE (finance division) RACHEL EMPEY (b. 1976) Serviceplan Group Management SE* Wayfair Inc. BASF SE (until 29 April 2022) Mandates Member since 2020, elected until the AGM 2025 Member of supervisory boards ANKE SCHÄFERKORDT (b. 1962) EDAG Engineering GmbH* (until 28 May 2021) Siemens Healthcare GmbH* Mandates Member since 14 May 2021, appointed until the AGM 2024 Head of Bavaria Region, IG Metall JOHANN HORN² (b. 1958) Member since 8 October 2021, appointed until the AGM 2024 Mandates BMW (South Africa) (Pty) Ltd. ****, Chairman BMW Motoren GmbH ***, Chairman FRANK WEBER (b. 1966) Development SIBYLLE WANKEL² (b. 1964) Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 254 -Memberships of comparable boards of business enterprises in Germany and abroad. - Memberships of other statutory supervisory boards. "Group mandate. Not listed on the stock exchange. 3 Executive employee of the enterprise. 3 Executive employee of the enterprise. 2 Union representative. 1 Employees of the enterprise. Deputy Chair of IG Metall Member since 2014, elected until the AGM 2024 CHRISTIANE BENNER² (b. 1968) FUCHS PETROLUB SE, Chairman (until 3 May 2022) Mandates Member since 4 January 2022, appointed until the ** 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. AGM 2024 Mandates Corporate Governance Fundamental Aspects of Corporate Governance -Memberships of comparable boards of business enterprises in Germany and abroad. - Memberships of other statutory supervisory boards. "Group mandate. Not listed on the stock exchange. 3 Executive employee of the enterprise. 2 Union representative. 1 Employees of the enterprise. 31 October 2021) Member of the Works Council, Regensburg (Chairman until Member since 2001, elected until the AGM 2024 WERNER ZIERER¹ (b. 1959) BMW Automotive Finance (China) Co. Ltd.***, Chairman BMW Bank GmbH ****, Chairman Mandates Senior Vice President Financial Services Member since 2019, elected until the AGM 2024 DR. THOMAS WITTIG³ (b. 1960) KraussMaffei Group GmbH*, Deputy Chairwoman (since 31 May 2021) 1. Authorised Representative and Head of IG Metall's Munich Office Entrust Corp.*.** - SOLARWATT GmbH *** Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 252 DR. ANDREAS LIEPE General Counsel: DR.-ING. ANDREAS WENDT (b. 1958) Purchasing and Supplier Network (until 31 December 2021) MANAGEMENT OF THE BOARD OF OUTGOING MEMBERS -Memberships of comparable boards of business enterprises in Germany and abroad. - Memberships of other statutory supervisory boards. **Group mandate. Not listed on the stock exchange. Rolls-Royce Motor Cars Limited ****, Chairman Mandates Customer, Brands, Sales PIETER NOTA (b. 1964) Corporate Governance Fundamental Aspects of Corporate Governance Remuneration Report Other Information ← = Q DELTON Health AG ***, Chairman DELTON Technology SE***, Chairman Frankfurter Allgemeine Zeitung GmbH* AQTON SE***, Chairman Mandates Chairman of the European and General Works Council Industrial Engineer Deputy Chairman of the Supervisory Board Member since 1988, elected until the AGM 2024 MANFRED SCHOCH (b. 1955) Henkel AG & Co. KGaA (Shareholders' Committee) Henkel Management AG* Other Information Siemens Aktiengesellschaft 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. RER. POL. KURT BOCK (b. 1958) Member since 1997, elected until the AGM 2024 Deputy Chairman of the Supervisory Board Entrepreneur STEFAN QUANDT (b. 1966) Former Chairman of the Board of Management of BMW AG DR.-ING. DR.-ING. E. H. NORBERT REITHOFER (b. 1956) Member since 2015, elected until the AGM 2025 Chairman of the Supervisory Board CURRENT MEMBERS OF THE SUPERVISORY BOARD Mandates In our opinion, on the basis of the knowledge obtained in the audit, 5 REPORT the "Corporate Governance" section of the group man- agement report Other Information ← = Q 2 Valuation of receivables from sales financing 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. 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. 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- 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. In our view, the assumptions and parameters used in the measurement of receivables from sales financing were appropriate overall. 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. 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- 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. 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. 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 262 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Independent Auditor's Report Remuneration Report Other Information ← = Q (comprising parts and labor input) as well as the expect- ed 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. 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. 4 Presentation of the acquisition of BMW Brilliance Automotive Ltd., Shenyang, China, after the balance sheet date in the notes 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- Remuneration Report 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. Corporate Governance Independent Auditor's Report Combined Management Report 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. 261 BMW Group Report 2021 To Our Stakeholders Group Financial Statements 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: 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. 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. 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. 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- 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. We exercise professional judgment and maintain profession- al 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 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. 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. 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. 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 264 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Independent Auditor's Report Remuneration Report Other Information ← = Q 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. 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. 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 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. 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 derivation of the prospective information from these as- sumptions. We do not express a separate audit opinion OTHER LEGAL AND on the prospective information and on the assumptions REGULATORY used as a basis. There is a substantial unavoidable risk that future events will differ materially from the prospec- tive information. 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. Auditor's Responsibilities for the Audit of the Consoli- dated Financial Statements and of the Group Manage- ment Report 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. 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. 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 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.". Other Information The executive directors are responsible for the other infor- mation. The other information comprises the following non-audited parts of the group management report: the disclosures marked with "[[ ... ]]" of the non-financial statement pursuant to § 289b Abs. 1 HGB and § 315b Abs. 1 HGB The other information comprises further 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 excep- tion 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. 263 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Independent Auditor's Report Remuneration Report Other Information ← = Q 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 — 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 otherwise appears to be materially misstated. Responsibilities of the Executive Directors and the Su- pervisory Board for the Consolidated Financial State- ments and the Group Management Report 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. 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. 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. 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. 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. 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. 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 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 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. 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. In the course of our assurance engagement, we have, amongst other things, performed the following assurance procedures and other activities: Obtaining an understanding of the structure of the sus- tainability organization and of the stakeholder engage- ment - 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 Identification of the likely risks of material misstatement of the Integrated Group Report Testing of processes for the collection, control, analysis and aggregation of selected data from various Group sites on a sample basis Analytical evaluation of selected disclosures in the Inte- grated Group Report Evaluation of the process to identify taxonomy-eligible economic activities and the corresponding disclosures in the Combined Non-financial Statement Inquiries on the relevance of climate-risks Evaluation of the presentation of the disclosures 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. 269 BMW Group Report 2021 To Our Stakeholders 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. Combined Management Report Responsibility of the Assurance Practitioner We have complied with the German professional provisions regarding independence as well as other ethical require- ments. " 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. Responsibility of the Executive Directors 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”). 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. 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. 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 268 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Independent Practitioner's Report Remuneration Report Other Information ← = Q Independence and Quality Control of the Audit Firm 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. Group Financial Statements Corporate Governance Independent Practitioner's Report 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 310 III. Remuneration of the members of the Supervisory Board 314 IV. Comparison of change in remuneration and earnings pursuant to § 162 (1) Sentence 2 No. 2 of the German Stock Corporation Act (AktG) Other considerations Remuneration Report Other Information ← = Q 318 V. 318 VI. Outlook for the 2022 financial year 319 VII. Auditor's Report REMUNERATION Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders Other Information ← = Q Assurance Opinion Based on the assurance procedures performed and evi- dence obtained, nothing has come to our attention that causes us to believe that 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 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. 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. Restriction of Use 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". 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. PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft Andreas Fell Wirtschaftsprüfer Nicolette Behncke Wirtschaftsprüferin [German public auditor] [German public auditor] 270 BMW Group Report 2021 Munich, 9 March 2022 To BMW AG, Munich Not subject to our assurance engagement are the external sources of documentation or expert opinions mentioned in the Integrated Group Report. INDEPENDENT PRACTITIONER'S REPORT 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 266 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Independent Auditor's Report 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. GERMAN PUBLIC AUDITOR RESPONSIBLE FOR THE ENGAGEMENT The German Public Auditor responsible for the engagement is Andreas Fell. Munich, March 9, 2022 PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft (sgd. Petra Justenhoven) Wirtschaftsprüferin (German Public Auditor) Independent Practitioner's Report on a Limited As- surance Engagement on Disclosures on Non-financial Reporting and Sustainability Discloures¹ 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. REFERENCE TO AN OTHER MATTER - USE OF THE AUDITOR'S 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. Corporate Governance Independent Practitioner's Report ← = Q Other Information Remuneration Report Group Financial Statements Combined Management Report To Our Stakeholders Further Information pursuant to Article 10 of the EU Audit Regulation 267 (German Public Auditor) BMW Group Report 2021 consolidated financial statements and to the audited group management report. Evaluate whether the ESEF documents provide an XHTML rendering with content equivalent to the audited (sgd. Andreas Fell) Wirtschaftsprüfer Fixed remuneration (basic remuneration) Fringe benefits (other remuneration) (-) 595,000 18 1,050,000 Fixed remuneration 8 900,000 27 1,800,000 27 1,950,000 26 255,000 (-) (-) 12 400,000 7 500,000 10 700,000 Contribution to the company pension scheme in € 800,000 3 1 47,633 66,256 0.3 19,355 24 FY 20202 in % 87,374 350,000 10 Total 19 1,260,000 (-) 8 540,000 (-) (-) Earnings component of bonus 2020 Performance component of bonus 2020 Earnings component of bonus 2021 BONUS 37 1,237,374 40 1,347,633 35 2,366,256 37 2,669,355 CC FY 20211 in % Basic in % BOARD OF MANAGEMENT REMUNERATION FOR MEMBERS OF THE OVERVIEW OF TOTAL TARGET 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. 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. 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 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. 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. Determination and review of the remuneration system and individual remuneration 3. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 277 ― Amounts may also be clawed back 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 - 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 Malus and clawback rules Malus in % in € Fringe benefits 1-4% 15 in € in % in € FY 20202 FY 20211 since 1 November 2019 Human Resources, Labour Relations Director ILKA HORSTMEIER Chairman of the Board of Management since 16 August 2019 Member of the Board of Management since 13 May 2015 OLIVER ZIPSE TARGET REMUNERATION FOR THE FINANCIAL YEAR 2021 (2020) ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 278 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. Bonus 27-30% Variable remuneration 58-66% Share-based payment 31-36% remuneration 25-30% Contributions to retirement benefit plans 7-12% (-) 1 475,000 Combined Management Report To Our Stakeholders BMW Group Report 2021 279 " 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 63 2,145,290 3,382,664 100 3,397,633 100 6,700,129 100 7,119,355 60 ―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 2,050,000 65 4,333,873 63 4,450,000 (-) (-) 16 Group Financial Statements 550,000 Corporate Governance Other Information 27 1,050,000 24 800,000 27 900,000 Fixed remuneration (basic remuneration) FY 2020² in % in € in % in € in % in € in % in € FY 20211 FY 20202 FY 20211 since 1 January 2018 Customer, Brands, Sales PIETER NOTA since 1 October 2019 MILAN NEDELJKOVIĆ Production TARGET REMUNERATION FOR THE FINANCIAL YEAR 2021 (2020) ← = Q Remuneration Report (-) (-) 17 Target total remuneration Total Strategic focus target component RoCE component Personal cash investment amount 20214 (matching component) 2020 for holding obligation 2021-20253 Share-based remuneration component (investment component) 2020 for holding obligation 2021-2025 Cash remuneration component SHARE-BASED PAYMENT remuneration PCP 2020-2022 Variable PERFORMANCE CASH PLAN CC 14 475,000 (-) (-) 15 1,050,000 Performance component of bonus 2021 (-) (-) 14 1 Remuneration system as of financial year 2021. (-) 2 Remuneration system applicable until financial year 2020. 1,600,000 1,175,000 16 550,000 (-) (-) 17 1,175,000 2 62,790 (-) 2 123,873 (-) 11 382,500 (-) (-) 12 810,000 (-) (-) 25 850,000 Τ 24 (-) ― 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 Pension contribution p. a.: ― € 1.152 million (from second period of office or fourth year of mandate) Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 274 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. do not have to be directly reflected in the key financial indicators for a given vesting year. 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 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 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 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. Corporate Governance ← = Q Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 273 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. 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 per- formance as well as the company's situation. Other Information Remuneration Report Other Information ← = Q (sum of earnings component and performance component) Bonus Bonus ― 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 Chairman of the Board of Management: € 700,000 Member of the Board of Management: € 400,000 800,000 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 - Monthly payment on a pro rata basis - € 1.95 million p.a. Chairman of the Board of Management: ― € 1.05 million p.a. (from second period of office or fourth year of mandate) € 0.90 million p.a. (first period of office) Member of the Board of Management: Parameters/measurement base, applicable amounts VARIABLE REMUNERATION COMPONENTS Remuneration linked to corporate strategy Compensation payments Retirement benefits Fringe benefits Base remuneration FIXED REMUNERATION COMPONENTS The table below shows an overview of the remuneration system applicable from the financial year 2021 onwards. COMPONENT Overview of remuneration system from the financial year 2021 onwards 2. ment. 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- 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: Principles of the remuneration system and the contribution of remuneration to the promotion of the company's business strategy and its long-term development 318 VI. Outlook for the 2022 financial year 319 VII. Auditor's Report 318 V. Other considerations 314 IV. Comparison of change in remuneration and earnings pursuant to § 162 (1) Sentence 2 No. 2 of the German Stock Corporation Act (AktG) members of the Supervisory Board pursuant to § 162 of the German Stock Corporation Act (AktG) 310 1. Articles of Incorporation and procedure 310 2. Principles and elements of remuneration 310 3. Remuneration granted and owed to 310 III. Remuneration of the members of the Supervisory Board 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) 295 9. Remuneration granted and owed to mem- bers of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG) 295 8. Regulations in the event of death, inva- lidity and post-contractual non-competition clause 295 7. Malus and clawback provisions 294 6. Retirement benefits 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 Board of Management 272 II. Remuneration of the members of the 271 I. Review of the past financial year from a remuneration perspective REMUNERATION REPORT ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 271 REMUNERATION REPORT Earnings component 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 The auditing firm PricewaterhouseCoopers GmbH has audited the remuneration report beyond the requirements of §162 (3) Sentences 1 and 2 AktG. 1. II. Remuneration of the members of the Board of Management 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. 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. 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. 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. 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". 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. 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. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 272 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. 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. 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. 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. 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. ― € 2.115 million (Chairman of the Board of Management) (at 100% target achievement corresponds to 50% of target amount) - € 0.95 million (first period of office) COMPONENT ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 276 > VARIABLE REMUNERATION COMPONENTS Share-based remuneration 1 See below for the set targets for the 2021 financial year (Variable remuneration for the 2021 financial year). - 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) - € 1.10 million (first period of office) — 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 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) - 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 ― Payment after the Annual General Meeting at which the Company Financial Statements are presented for the relevant vesting year 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 - € 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.: ― 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) € 0.64 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): ― € 2.115 million (Chairman of the Board of Management) ― € 1.152 million (from second period of office or fourth year of mandate) - € 0.990 million (first period of office) - Maximum amount of RoCE component p. a.: - ROCE factor may not exceed 1.8 ― 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) ― € 0.264 million (from second period of office or fourth year of mandate) - € 0.55 million (first period of office) - Target amount RoCE component p. a. (50% of target amount of the personal investment cash amount): Parameters/measurement base, applicable amounts ― € 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.: Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 275 > - € 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 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 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 ―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 ― 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 ― Payment after the Annual General Meeting at which the Company Financial Statements are presented for the relevant financial year ― Capped at 180% of target amount - € 2.10 million (Chairman of the Board of Management) ― € 1.15 million (from second period of office or fourth year of mandate) Remuneration Report - Target amount p. a. (at 100% target achievement): Other Information COMPONENT ― 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 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 -10% individual targets -40% other cross-divisional targets - 50% cross-divisional targets with ESG criteria - Composition of performance factor:1 - 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 members 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) - € 0.475 million (first period of office) - Base amount p. a. (50% of target bonus amount): Assessment period one year Parameters/measurement base, applicable amounts Basis of computation Share-based remuneration Personal investment cash amount Remuneration linked to corporate strategy (at 100% target achievement corresponds to 50% of target amount) Performance component Bonus VARIABLE REMUNERATION COMPONENTS ← = Q 24 1,676,203 Fringe benefits (other remuneration) (-) Performance component of bonus 2020 (-) 8 300,000 (-) 700,000 (-) BONUS 36 603,593 41 1,397,833 35 Earnings component of bonus 2020 18 (-) C C 575,000 Performance component of bonus 2021 (-) (-) 14 475,000 (-) (-) 15 575,000 Earnings component of bonus 2021 18 297,500 8 127,500 1,324,231 15 38 Total 24 400,000 26 900,000 25 950,000 Fixed remuneration 27 Fixed remuneration (basic remuneration) in % in € in % in € in % 1,050,000 Fringe benefits (other remuneration) 22,746 1 10 175,000 12 400,000 9 350,000 10 400,000 Contribution to the company pension scheme 2 28,593 3 97,833 1 24,231 1,472,746 (-) (-) 475,000 (-) 16 550,000 (-) (-) 16 (-) 640,000 16 550,000 (-) (-) 16 640,000 (-) 2,430,000 62 2,468,802 Fixed 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 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. 100 100 3,447,833 100 3,793,033 100 3,902,746 64 1,072,610 59 2,050,000 65 2 31,360 (-) 11 Strategic focus target component RoCE component Personal cash investment amount 20214 (matching component) 2020 for holding obligation 2021-20253 (-) (investment component) 2020 for holding obligation 2021-2025 Cash remuneration component SHARE-BASED PAYMENT remuneration PCP 2020-2022 Variable PERFORMANCE CASH PLAN (-) (-) 14 Total in € Target total remuneration 2 Remuneration system applicable until financial year 2020. 191,250 25 425,000 I I 2 68,802 (-) (-) 12 450,000 に 25 950,000 (-) 1 Remuneration system as of financial year 2021. in % Share-based remuneration component FY 2020² (-) 15 575,000 (-) (-) 14 (-) 475,000 18 595,000 (-) (-) 18 595,000 Earnings component of bonus 2021 Performance component of bonus 2021 475,000 14 SHARE-BASED PAYMENT remuneration 26 850,000 Τ 25 850,000 (-) PCP 2020-2022 Variable PERFORMANCE CASH PLAN 15 575,000 (-) (-) (-) 8 255,000 (-) 400,000 10 350,000 12 400,000 Contribution to the company pension scheme 1 18,408 0.5 18,525 3 101,973 1 in € 43,237 10 Cash remuneration component 350,000 Total 8 255,000 CC Performance component of bonus 2020 (-) Earnings component of bonus 2020 BONUS 35 1,168,408 38 1,468,525 37 1,251,973 40 1,343,237 11 (investment component) 2020 for holding obligation 2021-2025 (-) (matching component) 2020 for holding obligation 2021-20253 100 3,313,698 65 2,145,290 62 68 100 3,898,525 100 3,397,263 100 3,393,237 2,430,000 63 2,145,290 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. 60 " 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. To Our Stakeholders FY 20211 FY 2020² Share-based remuneration component FY 20211 since 1 July 2020 FRANK WEBER Development since 1 January 2017 NICOLAS PETER Finance TARGET REMUNERATION FOR THE FINANCIAL YEAR 2021 (2020) ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report BMW Group Report 2021 2,050,000 280 (-) 12 382,500 (-) (-) 11 (-) (-) 2 Remuneration system applicable until financial year 2020. 1 Remuneration system as of financial year 2021. Target total remuneration Total (-) Personal cash investment amount 20214 Strategic focus target component RoCE component (-) 62,790 382,500 16 (-) 16 550,000 640,000 16 640,000 2 (-) (-) 16 (-) 550,000 2 62,790 (-) 609,500 575,000 10% 503,500 since 1 January 2018 Max Min PIETER NOTA Customer, Brands, Sales Member of the Board of Management 1.06 Interdepartmental targets - ESG Interdepartmental targets - Other Departmental targets 40 % 107.0% 475,000 50% Pieter Nota 113.1% 1,950,000 10% 102.5 % 1,950,000 947,633 Min Earnings component of bonus 1.06 1,890,000 1,050,000 18,525 1,068,525 1,050,000 18,525 1,068,525 900,000 43,237 943,237 900,000 43,237 943,237 947,633 1,969,355 1,969,355 47,633 47,633 19,355 19,355 900,000 Min. Max. Min Max Max 900,000 102.5 % ← = Q 107.0% Proportionate target bonus amount in € Performance factor Average target achievement Weighting 50% Interdepartmental targets - ESG Interdepartmental targets - Other Departmental targets Targets Oliver Zipse OVERVIEW OF TARGET ACHIEVEMENT FOR THE PERFORMANCE COMPONENT OF THE BONUS FOR FINANCIAL YEAR 2021 Performance component of bonus in € Other Information Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 10% 0 289 Remuneration Report 107.0% 40 % 102.5 % 50% Interdepartmental targets - ESG Interdepartmental targets - Other Departmental targets Milan Nedeljković 113.8% 10% 503,500 475,000 1.06 102.5 % 40 % 107.0% 50% Interdepartmental targets - ESG Interdepartmental targets - Other Departmental targets Ilka Horstmeier 118.1% 10% 1,113,000 1,050,000 1.06 40 % 855,000 TARGETS SET AND ACHIEVED EARNINGS COMPONENT OF BONUS FOR THE FINANCIAL YEAR 2021 BMW Group Report 2021 value Actual achievement value in % Earnings factor Profit attributable to shareholders of BMW AG in € billion 3.0 5.3 11.0 12.4 Maximum 180% 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 1,800 Target value value Performance criteria Profit attributable to shareholders in € billion 40% 11.0 maximum value 286 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- Target Minimum Ilka Horstmeier Milan Nedeljković of bonus in € Proportionate target bonus To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance 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 0 287 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. Earnings component amount in € Earnings factor 1,050,000 475,000 475,000 575,000 1.800 575,000 Frank Weber 475,000 Andreas Wendt 500,000 Pieter Nota Nicolas Peter 1,890,000 855,000 855,000 1,035,000 1,035,000 855,000 900,000 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, 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. 50% To Our Stakeholders 1 Collective assessment of the Board of Management as a team. 2 Individual assessment for each member of the Board of Management. 10 350,000 11 400,000 Contribution to the company pension scheme 2 56,319 2 Total 60,303 800,000 26 937,500 Fixed remuneration (basic remuneration) Fringe benefits (other remuneration) Fixed remuneration in % in € in % 24 1,397,803 39 1,206,319 PERFORMANCE CASH PLAN (-) 14 500,000 Performance component of bonus 2021 (-) 14 500,000 18 595,000 (-) (-) Performance component of bonus 2020 Earnings component of bonus 2021 8 255,000 (-) Earnings component of bonus 2020 BONUS 36 in € FY 2020² FY 20211 from 1 October 2018 until 31 December 2021 Employer attractiveness Develop the Company's reputation e.g. (corporate culture, promoting integrity and ensuring compliance) Transformability (investment in training and further education, sustainability) Innovation performance (environmental) Target set Oliver Zipse All members of the Board of Management² Joint departmental targets Entire Board of Management¹ Interdepartmental other non-financial targets Interdepartmental ESG targets OVERVIEW OF DEPARTMENTAL TARGETS FOR THE PERFORMANCE COMPONENT OF THE BONUS FOR FINANCIAL YEAR 2021 ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders MILAN NEDELJKOVIĆ Production Board of the Board of Management since 1 October 2019 Leadership performance (employee satisfaction) Variable Expand market position Customer orientation (product, customer service quality) Purchasing and Supplier Network ANDREAS WENDT TARGET REMUNERATION FOR THE FINANCIAL YEAR 2021 (2020) ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report 1.800² BMW Group Report 2021 Promote employer attractiveness Continue to develop the Compliance Management System Present and promote new products Positioning with regard to proposed legislation Coordination of the work of the Board of Management Achievement of departmental diversity targets Preventive activities in ensuring compliance Leadership performance in the department Contribution to meeting growth and profitability targets Development of reputation (e.g. awareness in the capital market, brand strength) Innovation performance (economic) Weighting PCP 2020-2022 850,000 Milan Nedeljković Ilka Horstmeier Staff restructuring and qualification Total remuneration Fixed remuneration (basic remuneration] Fringe benefits Fixed in € Pieter Nota OLIVER ZIPSE Chairman of the Board of Management since 16 August 2019 Member of the Board of Management since 13 May 2015 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. 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 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. Maximum and minimum remuneration for the financial year 2021 b) ← = Q MAXIMUM AND MINIMUM REMUNERATION FOR THE FINANCIAL YEAR 2021 Specific departmental targets Nicolas Peter Frank Weber Establish a CO₂ management system in the supply chain Meet quality requirements and cost targets in the supplier network Maintain an efficient and flexible supplier network during the Covid-19 pandemic Ensure production flexibility for vehicle components Continue to develop automated driving and hydrogen technology Develop new vehicle architecture Ensure planned new products are handed over to production on time Develop attractive and exciting vehicle models 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 Expand the internal control system (ICS) with regard to sales management and reporting Ensure reliable communication with capital markets Expand the digital marketing and sales concepts Plan sales and prices, realise potential in our sales markets Prepare and successfully deliver launches of new products Reduce carbon emissions in production Achieve quality targets in production Deliver dynamic alignment of the production structure in line with strategic factors Ensure the production network is managed effectively Promote the strategic development of real estate management Implement the diversity strategy Andreas Wendt Other Information Remuneration Report Corporate Governance Group Financial Statements Target total remuneration Total Strategic focus target component RoCE component Personal cash investment amount 20214 2 62,790 (-) (matching component) 2020 for holding obligation 2021-20253 Share-based remuneration component 11 382,500 (-) (-) (investment component) 2020 for holding obligation 2021-2025 Cash remuneration component SHARE-BASED PAYMENT remuneration 25 1 Remuneration system as of financial year 2021. (-) 2 Remuneration system applicable until financial year 2020. 16 Combined Management Report To Our Stakeholders BMW Group Report 2021 282 " 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 3,351,609 100 3,542,803 64 2,145,290 61 2,145,000 (-) (-) 16 572,500 (-) 572,500 2 Earnings factor 2021 1,035,000 target value 947,633 4,637,633 1,969,355 9,979,355 Total fixed and variable remuneration 0 4,374,000 0 4,633,237 3,690,000 3,690,000 0 8,010,000 Total 0 1,152,000 0 990,000 0 Pension expense² Maximum remuneration ³ / Minimum remuneration 702,274 9,850,000 10% 609,500 575,000 1.06 102.5 % 40 % 107.0% 50% Interdepartmental targets - ESG Interdepartmental targets - Other Departmental targets Interdepartmental targets - ESG Interdepartmental targets - Other Departmental targets Interdepartmental targets - ESG Interdepartmental targets - Other Departmental targets Andreas Wendt Frank Weber Nicolas Peter 113.1% 401,466 401,765 401,765 702,274 0 116.3% 990,000 2,115,000 1,035,000 0 855,000 Remuneration Report Other Information ← = Q MAXIMUM AND MINIMUM REMUNERATION FOR THE FINANCIAL YEAR 2021 in € 0 Fixed remuneration (basic remuneration) Fringe benefits remuneration Total BONUS Earnings component of bonus Performance component of bonus Variable SHARE-BASED REMUNERATION Fixed Performance component of bonus 1,890,000 0 Strategic focus target component 0 1,152,000 0 990,000 0 990,000 0 2,115,000 RoCE component (PERSONAL CASH INVESTMENT AMOUNT) 1 remuneration SHARE-BASED REMUNERATION Variable 1,035,000 0 855,000 0 855,000 0 50% 107.0% 40% FY FY FY FY при Share performance over 4 years هلر Total performance period: 5 years n+2 payment amount) n+1 FY Taxes Performance period: 1 year Payment amount Strategic Focus targets 50% ROCE Acquisition of shares¹ (amounting to 100 % of the n+3 n+4 n+5 BONUS Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 283 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. 402,852 1,471,377 1,068,525 5,442,525 402,852 5,500,000 943,237 401,466 1,344,703 4,925,000 1,349,398 4,925,000 2,671,629 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. Freely available shares Performance period: 4 years 50% Target Weighting Overall target achievement 290 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. 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- (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 115.6% 10% 530,000 500,000 1.06 102.5 % 40% 107.0% 50% 115.6% 10% 503,500 475,000 1.06 102.5 % BMW Group Report 2021 remuneration (PERSONAL CASH INVESTMENT AMOUNT) 1 To Our Stakeholders Group Financial Statements (Cap: 180% of the target amount) Personal cash investment amount 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. FY Target amount OVERVIEW OF SHARE-BASED REMUNERATION 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 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 targets component of the personal cash invest- ment amount 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. 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 + strategic focus targets component 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: Personal cash investment amount ← = Q Other Information Remuneration Report Corporate Governance Combined Management Report RoCE component Strategic focus target component Total 900,000 97,833 997,833 937,500 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. 1,072,746 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. BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q 285 22,746 1,050,000 1,068,525 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. OVERVIEW OF FIXED REMUNERATION FOR THE 2021 FINANCIAL YEAR (IN €) Oliver Zipse Ilka Horstmeier Milan Nedeljković 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 OVERVIEW OF VARIABLE TARGET REMUNERATION OVERVIEW OF THE COMPOSITION OF THE BONUS Bonus Performance component¹ 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, 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 (1) Bonus for the 2021 financial year Overview 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. - Performance factor may not exceed 1.8. -50% cross-divisional targets with ESG criteria, Bonus Earnings component¹ 1 Each represents approx. 23-24% of variable target remuneration. ² Each represents approx. 26-27% of variable target remuneration. Share-based payment RoCE component² EARNINGS COMPONENT Share-based payment Strategic focus target component² PERFORMANCE COMPONENT 50% OF TARGET AMOUNT EARNINGS FACTOR 50% OF TARGET AMOUNT PERFORMANCE FACTOR BONUS (MAX. 180% OF TARGET AMOUNT) 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 -40% other cross-divisional targets, -10% individual departmental targets. 1 Simplified depiction 4. 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 22,746 97,833 97,833 60,303 60,303 1,072,746 997,833 997,833 22,746 1,072,746 997,803 0 855,000 0 900,000 0 1,035,000 0 855,000 997,803 937,500 937,500 900,000 Total fixed and variable remuneration Pension expense² Maximum remuneration ³ / Minimum remuneration NICOLAS PETER Finance 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 Min Max Min 1,050,000 1,050,000 900,000 0 900,000 0 1,152,000 402,075 5,500,000 1,473,845 4,925,000 402,075 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 Other Information ← = 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. 401,099 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. 401,099 4,687,833 0 990,000 0 1,030,500 0 1,152,000 0 990,000 0 1,030,500 0 4,374,000 0 3,690,000 0 3,861,000 0 5,446,746 1,072,746 997,833 ILKA HORSTMEIER Human Resources, Labour Relations Director Member of the Board of Management since 1 November 2019 281 STATEMENT OF THE CHAIRMAN OF THE BOARD Transformation takes place not just on greenfield sites or around the confe- rence table - but on the ground at our plants. 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. 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. 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. 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. 25 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. BMW Group Report 2021 Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q To Our Stakeholders Statement of the Chairman of the Board of Management 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. into cutting-edge 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. 24 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements locations for electromobility." Corporate Governance Other Information ← = Q Statement of the Chairman of the Board of Management "We have mastered both competence development from the ground up and how to transform existing plants Remuneration Report - NEUE KLASSE for a new age. Your Company is leveraging the opportunities and potential of global auto- motive markets. BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report 26 Other Information Statement of the Chairman of the Board of Management Dear Shareholders, 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. 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. 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. ← = Q 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. 26 Focused on the customer and their mobility experience. 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. 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. _ E-mobility shifts into sport mode. 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. We already aim to at least double our sales of battery-electric vehicles this year com- pared to 2021. 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. By 2025 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. Merging the digital and the physical experience. 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. Over-the-air updates: BMW has the largest fleet. 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. 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. 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. 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. Staying flexible and pivoting quickly. 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 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information BMW Group Report 2021 ← = Q the Board of Management DEAR SHAREHOLDERS, LADIES AND GENTLEMEN: A company needs to know what it stands for. 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. - Statement of the Chairman of 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. 22 Chairman of the 21 BMW Group Report 2021 To Our Stakeholders Combined Management Report Corporate Governance Remuneration Report Board of Management Other Information Statement of the Chairman of the Board of Management OF MANAGEMENT BMW Group: The Impact Company. We make a difference. Oliver Zipse ←三〇 success. 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. 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. Holistic sustainability based on concrete targets. 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. _ 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. 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%. Building credibility by keeping promises. 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. - 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. 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. 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 %. - 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. The BMW Group exists because we move body, heart and mind. Statement of the Chairman of the Board of Management Other Information Your Company presents its second Integrated Report. We lead the way in the German automotive industry with our integrated reporting of the Company's financial and non-financial performance. 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? "BMW has clearly defined the next big future topic of circularity for itself with the BMW i Vision Circular." ← = Q 23 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report 23 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. Group Financial Statements V.fiume 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. 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. 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. 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- Other Information In the interest of transparency, the BMW Group always dis- closes the most important association memberships on its website BMW Group List of Memberships. 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 Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 29 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). ← = Q STAKEHOLDER GROUPS AND FORMS OF DIALOGUE Outlook Yours Civil society and NGOs Local stakeholders Media Academia 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 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. 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. BMW Group 29 in 7 GRI 102-40, 102-43 Surveys (including a corporate reputation study), social media, trade fairs, mass media Customers Dialogue with employees and managers, employee surveys, idea management, internal media Dialogue, conferences and technology workshops with investors and analysts Dialogue in the context of industry initiatives, joint events, training courses, presentations, supplier risk assessments dialogue 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. Dialogue with Stakeholders 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. 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 Corporate Governance Group Financial Statements Combined Management Report Pieter Nota Oliver Zipse 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. Chairman of the Board of Management "We see transform- ation as an oppor- tunity. As a global Impact Company, we will continue to make a difference in the future." 27 Nicolas Peter 27 To Our Stakeholders BMW GROUP The Board of Management Milan Nedeljković Member of the Board of Management, Production BMW Group Report 2021 Member of the Board of Management, Finance Remuneration Report Member of the Board of Management, Ensuring a sufficient supply of critical raw materials BMW Group Xchange 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. Consistency between supply-side and demand-side de- carbonisation policies DIALOGUE WITH STAKEHOLDERS Stakeholder engagement Human Resources, Labour Relations Director THE BOARD OF MANAGEMENT 28 BMW Group Report 2021 To Our Stakeholders Combined Management Report Member of the Board of Management, Customer, Brands, Sales Corporate Governance Remuneration Report Other Information ← = Q Dialogue with Stakeholders Group Financial Statements PCP FACTOR OVERVIEW 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- Corporate Governance 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. 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 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 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 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 Remuneration Report 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. - MULTI-YEAR PERFORMANCE FACTOR Measurement based on multi-year performance factor: 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. Group Financial Statements Forecast trend in business development Value between 0.9 and 1.1 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. Individual contribution to profitability Status of compliance in each Board member's area of responsibility Trend in business development PCP FACTOR - PCP 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 = Combined Management Report OVERVIEW OF REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 WITH PAYOUT PROFILE 1 BMW Group Report 2021 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 2016 Disbursement matching component 2016 Performance Cash Plan 2019-2021 Four-year holding period for acquired BMW shares ▼ 2 Share-based remuneration 2016 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. 298 (assessment period 2019-2021) To Our Stakeholders 2017 2019 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 2018 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. 2026 2022 1 Simplified depiction. Basic remuneration and fringe benefits Contribution to company pension scheme - 11 May 2021 2020 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. BMW Group Report 2021 (-) Combined Management Report Remuneration (payment amount PCP 2019-2021) 1,211,349 11.0 (Upper limit) 9.0 1 The advance payment was paid out in 2020. Andreas Wendt Total amount PCP Frank Weber Ilka Horstmeier Milan Nedeljković Nicolas Peter in € Oliver Zipse PERFORMANCE CASH PLAN 2019-2021 1Simplified depiction 2Earnings factor 2019 3 Earnings factor 2020 "Earnings factor 2021 Group net profit after tax (in € billion) 6.9 Pieter Nota 1.000 Target amount 1,194,624 2019-2021 1.014 850,000 215,475 year. 215,475 1.014 PCP factor 212,500 143,650 1.014 141,667 498,449 Advance payment¹ 712,900 1.014 143,650 1.500 1.637 1.8004 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. EARNINGS COMPONENTS: ALLOCATION TABLE FOR CALCULATING EARNINGS FACTOR FOR 2019-20211 Share-based remuneration component (matching compo- nent) 2016 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 Remuneration Report Corporate Governance Group Financial Statements c) Group post-tax return on sales in % 9.0 5.0 5.3 3.9 3.0 (Lower limit) (Lower limit) ཥཊྛོ 3.0 0.135 3.9 0.4443 0.7982 4.8 5.6 7.3 8.0 (Upper limit) To Our Stakeholders 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 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. 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) (59,341)³ (1,997) (22,418) (23,616) 58,560 2,771 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. 17,294 (5,684) (-) (4,696) (988) 7,969 (-) 44,037 2,285 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- Nicolas Peter Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 295 Pieter Nota 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 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 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. Remuneration Report 5,684 (-) (-) 2,285 8,650 (1,174) (-) (-) 10,935 (782) 2,285 861,900 (-) 3,459 (-) (1,174) 1,174 (-) (3,954) (-) (-) (-) 1,142 1,142 0 (11,110) (4,696) (-) (6,736) 13,614 (-) 2,504 11,110 (8,650) (4,374) Other Information ← = Q benefits correspond to allocations to pension provisions in accordance with IAS 19. 18,883,016 3,112,630 (2,863,441) (351,746) 3,379,883 401,099 (2,615,352) Andreas Wendt (175,000) 1,100,507 402,075 Frank Weber (3,134,163) (351,746) (655,460) 3,731,163 (18,289,989) 1 Disclosures for the previous year include amounts relating to members of the Board of Management who left office during the financial year 2020. 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) 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 Total1 Remuneration Report 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. Corporate Governance 401,099 Nicolas Peter (1,157,145) in € Oliver Zipse PENSION ENTITLEMENTS 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 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) Ilka Horstmeier 9. 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 8. Regulations in the event of death, invalidity and post-con- tractual non-competition clause The Supervisory Board has not identified any reason to with- hold or reclaim variable remuneration components in the 2021 financial year. 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. 7. Malus and clawback provisions 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. Service cost in accordance with IFRS for the financial year 2021 Cash value of entitle- ments to pension benefits in accordance with IFRS as at 31 December 2021 4,644,382 (3,701,016) (354,680) 1,632,365 402,852 Pieter Nota (1,830,168) (352,121) 2,441,046 401,466 Milan Nedeljković (1,391,936) (352,433) 1,953,670 401,765 (502,626) 702,274 1 Remuneration system from financial year 2021. 500,000 100 850,000 4 43 887,374 24 947,633 (-) 87,374 (-) 1 47,633 39 (-) FY 2020 as a % of total remuneration in €³ Earlier vesting years (-) Vesting year 2020 in €² 800,000 (-) (-) (-) 503,500 (-) (-) 22 (-) 113,220 855,000 (-) 684,250 (-) (-) (-) 6 33 13 23 as a % of total remuneration ILKA HORSTMEIER REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 (2020) ← = Q Other Information Remuneration Report Corporate Governance Human Resources, Labour Relations Director Group Financial Statements To Our Stakeholders BMW Group Report 2021 300 ^ 9 An advance payment in the amount of € 566,666 was paid out from the PCP 2018-2020 in 2019. 8 An advance payment in the amount of € 712,900 was paid out from the PCP 2019-2021 in 2020. Combined Management Report 900,000 Member of the Board of Management since 1 November 2019 Fixed remuneration Earlier vesting years in €3 Vesting year 2021 in € 1 FY 2021 remuneration Cash remuneration component (investment component) 2020 for holding obligation 2021-2025 SHARE-BASED PAYMENT Variable Fixed remuneration PCP 2019-2021 PERFORMANCE CASH PLAN Performance component of bonus 2021 Earnings component of bonus 2021 Performance component of bonus 2020 Earnings component of bonus 2020 Fringe benefits (other remuneration) Total BONUS PCP 2018-2020 (-) (-) (-) Remuneration for vesting year 2021 or earlier vesting years 57 1,156,332 76 3,002,275 Total variable remuneration 3,806,258 57 1,156,332 72 or 4 (-) (-) (-) 13 (-) (-) 143,650 143,650 2,043,706 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 96 or 4 2,043,706 352,433 2,396,139 3,949,908 401,765 4,351,673 Total amount received incl. service cost 6 Service cost 5 Remuneration according to § 162 German Stock Corporation Act (AktG) 100 (-) 100 2,858,625 Total variable remuneration Vesting year 2021 or earlier vesting years 510,125 18 (-) 358,862 (-) (-) (-) Share-based remuneration component (matching component) 2015 for holding obligation 2016-2020 4 (-) (-) (-) (-) (-) (-) 143,650 (-) (-) (-) Strategic focus target component (-) (-) (-) 25 990,000 RoCE component Personal cash investment amount 20214 I (-) (-) (-) Share-based remuneration component (matching component) 2016 for holding obligation 2017-2021 Т (-) 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. 361,900 6 The pension expense in accordance with IAS 19 reflects the expense recognised by the BMW Group; this amount is not paid out. 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. (-) 1,800,000 22 0.2 (-) 19,355 (-) 34 1,950,000 in €3 Earlier vesting years Vesting year 2020 in €2 FY 2021 as a % of total remuneration in €3 in €1 FY 2020 as a % of total remuneration Earlier vesting years 66,256 1 (-) 1,449,000 (-) (-) (-) 4 (-) (-) (-) (-) 35 1,866,256 23 1,969,355 239,760 27 Vesting year 2021 PCP 2019-2021 299 861,900 861,900 (-) 1.014 850,000 BMW Group Report 2021 (-) (-) (-) 361,900 500,000 861,900 1.014 (-) SHARE-BASED PAYMENT To Our Stakeholders Group Financial Statements PCP 2018-2020 PERFORMANCE CASH PLAN Performance component of bonus 2021 Earnings component of bonus 2020 Performance component of bonus 2020 Earnings component of bonus 2021 Fringe benefits (other remuneration) Total BONUS Fixed remuneration Combined Management Report Fixed remuneration Chairman of the Board of Management since 16 August 2019 REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 (2020) OLIVER ZIPSE ← = Q Other Information Remuneration Report Corporate Governance Member of the Board of Management since 13 May 2015 1,890,000 (-) 22 3,472,609 77 6,783,203 Total variable remuneration (-) 46 or 19 1,023,907 65 2,448,702 575,390 6,207,813 Total variable remuneration Vesting year 2021 or earlier vesting years (-) 12 1,089,813 71 or 7 Strategic focus target component Remuneration for vesting year 2021 or earlier vesting years 575,390 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. (782) 5,338,865 502,626 5,841,491 100 8,177,168 8,752,558 702,274 9,454,832 Service cost Remuneration according to § 162 German Stock Corporation Act (AktG) 81 or 19 1,023,907 4,314,958 93 or 7 Total amount received incl. service cost? 24 2,115,000 RoCE component Variable 13 712,9008 (-) 6 498,4498 remuneration (-) 277,584⁹ (-) (-) 13 1,113,000 (-) 5 Cash remuneration component (investment component) 2020 for holding obligation 2021-2025 (-) (-) Personal cash investment amount 20215 1 76,941 Share-based remuneration component (matching component) 2016 for holding obligation 2017-20214 1 33,423 (-) (-) (-) (-) Share-based remuneration component (matching component) 2015 for holding obligation 2016-2020 14 (-) 759,942 (-) 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. (-) 2 Remuneration system applicable until financial year 2020. focus targets Proportionate target amount Factor - Strategic Component Personal cash Strategic TARGETS SET AND EXTENT OF ACHIEVEMENT BEV SALES focus target focus target BEV in € (PHEV) PHEV in € investment amount in € Oliver Zipse 1,175,000 Ilka Horstmeier 550,000 in € focus targets (BEV) in € CO₂ in € Total Proportionate Member of the Board target amount of Management in € RoCE factor RoCE - component in € Proportionate target amount in € Factor - Strategic Component Strategic focus targets focus target Proportionate target amount Factor - Strategic Component Strategic (CO2) 2,115,000 990,000 Component Strategic focus target (PHEV) 587,500 293,750 Pieter Nota 640,000 1.80 1,152,000 320,000 0.91 291,200 160,000 1,500,125 1.03 160,000 0.86 137,600 1,745,600 Nicolas Peter 640,000 1,152,000 164,800 118,250 137,500 141,625 302,563 293,750 252,625 3,204,813 275,000 250,250 137,500 141,625 137,500 118,250 1,500,125 Milan Nedeljković 550,000 990,000 275,000 250,250 137,500 534,625 320,000 Component Strategic focus target (BEV) RoCE component → Target achievement: 86% PHEV sales in units 293 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements maximum value Corporate Governance Other Information ← = Q The following tables provide an overview of the targets set and extent of achievement of share-based remuneration for the 2021 financial year. TARGETS SET AND TARGET ACHIEVEMENT OF SHARE-BASED REMUNERATION FOR FY 2021 Minimum Performance criteria Weighting Remuneration Report 400,000 241,000 target value 180,000 minimum value 100% Actual value 2021 103,854 50% 0% 75,000 minimum value 101,000 target value 170,000 maximum value BEV sales in units → Target achievement: 103 % Target achievement TARGETS SET AND EXTENT OF ACHIEVEMENT PHEV SALES 200% 180% 150% 100% 50% 0% Actual value 2021 224,460 value Component - Strategic focus target (CO2) Target value value 0.91 12.50% 75,000 101,000 170,000 103,854 103 % 91% 1.03 180,000 241,000 400,000 224,460 86% 0.86 OVERVIEW OF SHARE-BASED REMUNERATION FOR THE 2021 FINANCIAL YEAR 12.50% 115.9 100 114 Actual Value Target achievement Factor RoCE in the Automotive RoCE component Component- Strategic focus targets 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 50% 10.00 16.00 45.00 59.90 180% 1.80 25% 125 Maximum 291,200 160,000 164,800 16 minimum value target value 45 maximum value ROCE in the Automotive segment in % → Target achievement: 180 % Target achievement 100% 50% 150% 100 maximum value Actual value 2021 115.9 114 target value 125 minimum value CO₂g/km → Target achievement: 91 % 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. Target achievement 292 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information 10 ← = Q 150% Actual value 2021 59.9 Target achievement 291 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 for the ROCE component for the 2021 financial year 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: 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. Targets set and extent of achievement for the strategic focus targets component for the 2021 financial year In December 2020, the Supervisory Board set the following strategic focus targets for the vesting year 2021, in accord- ance with the remuneration system: ― Reduce CO2 fleet emissions in the EU according to WLTP; weighting in relation to personal cash investment amount: 25%. Sales of all-electric vehicles (Battery Electric Vehicles, BEV); weighting in relation to personal cash investment amount: 12.5%. Sales of plug-in hybrid vehicles (PHEV); weighting in relation to personal cash investment amount: 12.5%. TARGETS SET AND EXTENT OF ACHIEVEMENT ROCE 200% 180% 150% 100% 50% 0% TARGETS SET AND EXTENT OF ACHIEVEMENT REDUCTION OF FLEET CARBON EMISSIONS (EU)¹ 200% 180% 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. 0% 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. Combined Management Report To Our Stakeholders BMW Group Report 2021 294 1,561,494 123,088 143,125 147,419 143,125 260,488 286,250 1,030,500 572,500 Andreas Wendt 1,500,125 118,250 137,500 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: 137,500 250,250 275,000 990,000 550,000 Frank Weber 1,745,600 137,600 160,000 Group Financial Statements Corporate Governance 141,625 Other Information Remuneration Report 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. 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. 3,067 2,285 782 (16,637) (1,997) (6,696) (11,938) 18,374 2,771 4,508 16,637 200% 180% Additions in the financial year² ← = Q period in the Share portfolio as at financial year 31 December 2021 6. Milan Nedeljković 5. Shareholding rules Retirement benefits 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 Oliver Zipse Ilka Horstmeier End of the holding Share portfolio as at 1 January 2021 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. 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. " 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. 302 Remuneration Report To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance 100 Other Information ← = Q REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 (2020) PIETER NOTA BMW Group Report 2021 2,058,305 352,121 2,396,139 (-) 4,017,337 401,466 4,418,803 71 or 5 1,156,332 (-) 56 Total variable remuneration 3,074,100 1,156,332 56 Remuneration for vesting year 2021 or earlier vesting years 3,801,862 215,475 95 or 5 2,058,305 100 Remuneration according to § 162 German Stock Corporation Act (AktG) Service cost 5 Total amount received incl. service cost 6 100 77 Performance component of bonus 2020 (-) 22 Vesting year 2020 in €² 800,000 Earlier vesting years in €3 FY 2020 as a % of total remuneration (-) 39 43,237 (-) 1 (-) 101,973 5 943,237 23 901,973 44 (-) (-) (-) 113,220 (-) (-) (-) (-) (-) (-) 153,966³ 11 (-) (-) 983,566 72 (-) (-) 360,000 (-) 26 (-) (-) (-) (-) (-) (-) (-) 323,691 (-) 89 (-) (-) 6 (-) (-) (-) (-) (-) (-) Share-based remuneration component (matching component) 2016 for holding obligation 2017-2021 (-) (-) (-) Τ Personal cash investment amount 20214 RoCE component 990,000 25 (-) (-) (-) Strategic focus target component 510,125 Total variable remuneration Vesting year 2021 or earlier vesting years 2,858,625 (-) 215,475 13 (-) (-) (-) Customer, Brands, Sales, Member of the Board of Management since 1 January 2018 (-) 17 684,250 (-) 855,000 21 (-) 33 (-) 503,500 13 (-) (-) (-) 215,475 5 (-) (-) Variable remuneration Cash remuneration component (investment component) 2020 for holding obligation 2021-2025 (-) (-) (-) 358,862 (-) Share-based remuneration component (matching component) 2015 for holding obligation 2016-2020 Total remuneration according to § 162 German Stock Corporation Act (AktG) Fixed remuneration Fringe benefits (other remuneration) Total 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 Factor Amount in € p. a. ³ Member of the Supervisory Board 1.00 200,000 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. 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. Development, Member of the Board of Management since 1 July 2020 Remuneration granted and owed to members of the Super- visory Board pursuant to § 162 of the German Stock Corporation Act (AktG) 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. 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 Corporate Governance Remuneration Report Other Information ← = Q 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- 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 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. 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- 3. REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 (2020) FRANK WEBER ← = Q Other Information 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 (-) 593,600 Strategic focus target component 24 Fixed remuneration 361,900 93 or 8 2,334,621 782,850 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. 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. 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. 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. " 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 Remuneration system applicable until financial year 2020. 1 Remuneration system from financial year 2021. 100 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 Remuneration according to § 162 German Stock Corporation Act (AktG) 75 or 25 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 Total remuneration according to § 162 German Stock Corporation Act (AktG) in € 21,600 21,600 Earlier vesting years in €1 as a % of total remuneration 7 7 (-) 96,3644 31 96,364 31 (-) (-) (-) 191,038 62 (-) 191,038 (-) 62 212,638 96,364 309,002 Member of the Board of Management until 31 December 2017 Financial year 2021 100 IAN ROBERTSON Total remuneration for financial years 2021 or earlier vesting years Earnings component of bonus 2020 360,000 26 323,691 89 387,241 983,566 1,370,807 100 363,847 363,847 (-) 100 Fixed Fringe benefits (other remuneration) 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 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 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. 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). Total remuneration 2016 for holding obligation 2017-2021 Waiting allowance Waiting allow- Pensions ance/Pensions (Partial) capital payments Total (-) 92,9463 3 395,696 12 (-) (-) (-) (-) 2,882,022 (-) 87 2,882,022 87 Total remuneration for financial years 2021 or earlier vesting years 2,901,473 395,696 Share-based remuneration component (matching component) Variable 9 1 309 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 PETER SCHWARZENBAUER 3,297,170 Member of the Board of Management until 31 October 2019 Financial year 2021 in € Fixed Fringe benefits (other remuneration) remuneration Total 19,451 years in €¹ (-) 19,451 Performance Cash Plan 2019-2021 (-) 302,750² as a % of total remuneration 1 Earlier vesting Fixed remuneration 1,152,000 Personal cash investment amount 20214 (-) (-) (-) Share-based remuneration component (matching component) 2016 for holding obligation 2017-2021 (-) (-) (-) 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 18 500,0007 (-) 8 361,900 (-) 10 Personal cash investment amount 20214 282,8508 RoCE component 24 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 70 or 8 12 (-) 361,900 3,390,100 Total variable remuneration Vesting year 2021 or earlier vesting years 593,600 Strategic focus target component (-) (-) (-) 1,152,000 (-) (-) (-) 29 (-) 800,000 22 (-) FY 2020 as a % of total remuneration in €3 Earlier vesting years Vesting year 2020 in €2 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 Earnings component of bonus 2020 BONUS 18,525 (-) 0.4 18,408 13 609,500 (-) (-) 21 1,035,000 25 (-) 684,250 (-) (-) 1,974,740 (-) (-) 113,220 (-) (-) (-) 30 818,408 22 1,068,525 1 (-) 4 RoCE component 782,850 Remuneration according to § 162 German Stock Corporation Act (AktG) 609,500 (-) (-) 21 1,035,000 26 (-) 805,000 (-) (-) (-) 4 (-) 133,200 (-) (-) (-) 31 974,231 22 1,072,746 1 (-) 13 24,231 (-) (-) (-) (-) (-) Share-based remuneration component (matching component) 2016 for holding obligation 2017-2021 (-) (-) (-) Share-based remuneration component (matching component) 2015 for holding obligation 2016-2020 14 (-) 422,190 (-) (-) Cash remuneration component (investment component) 2020 for holding obligation 2021-2025 remuneration Variable 16 9 282,8508 500,0007 (-) 8 361,900 (-) (-) 0.5 (-) 22,746 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. 7 An advance payment in the amount of € 500,000 was paid out from the PCP 2019-2021 in 2020. 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. 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 ← = Q REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 (2020) NICOLAS PETER Finance, Member of the Board of Management since 1 January 2017 Fixed remuneration 30 (-) FY 2020 as a % of total remuneration in €3 Earlier vesting years Vesting year 2020 in €2 950,000 22 (-) FY 2021 as a % of total remuneration in €³ Earlier vesting years 72 or 28 Vesting year 2021 in €¹ 1,050,000 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 Fixed SHARE-BASED PAYMENT Total remuneration for financial years 2021 or earlier vesting years years in €¹ ance/Pensions (Partial) capital payments 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. 12 96,3643 (-) remuneration 2016 for holding obligation 2017-2021 Share-based remuneration component (matching component) 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). Variable 4 4 as a % of total remuneration 363,300² (-) Performance Cash Plan 2019-2021 47 32,950 ance/Pensions (Partial) capital payments Total remuneration for financial years 2021 or earlier vesting years (-) (-) (-) (-) 37 (-) Total 285,000 459,664 Pensions Waiting allow- Waiting allowance Total Total remuneration according to § 162 German Stock Corporation Act (AktG) 59 32,950 Fixed Fringe benefits (other remuneration) remuneration Total years in €¹ 88 (-) 216,814 (-) (-) (-) (-) (-) Total (-) (-) (-) Share-based remuneration component (matching component) remuneration 2016 for holding obligation 2017-2021 Variable (-) (-) (-) 216,814 Total Member of the Board of Management until 31 October 2019 Financial year 2021 MILAGROS CAIÑA CARREIRO-ANDREE in € ^ Total remuneration for financial years 2021 or earlier vesting years Total remuneration according to § 162 German Stock Corporation Act (AktG) (Partial) capital payments Total ance/Pensions Waiting allow- Pensions Waiting allowance 100 246,942 (-) 246,942 88 (-) (-) (-) 37 Waiting allow- Pensions Waiting allowance remuneration 2016 for holding obligation 2017-2021 Total Share-based remuneration component (matching component) Variable ance/Pensions (Partial) capital payments (-) (-) (-) (-) (-) Performance Cash Plan 2019-2021 7 (-) 27,335 Total Total remuneration according to § 162 German Stock Corporation Act (AktG) (-) (-) (-) (-) 24 96,364 Total remuneration for financial years 2021 or earlier vesting years 19 24 96,3643 (-) 19 72,2732 (-) 72,273 7 27,604 remuneration Total REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements KLAUS DRAEGER Combined Management Report BMW Group Report 2021 307 100 777,615 459,664 317,950 To Our Stakeholders Member of the Board of Management until 30 September 2016 Financial year 2021 Earlier vesting in € 7 27,335 7 27,604 Fringe benefits (other remuneration) Fixed 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 as a % of total remuneration years in €1 285,000 (-) (-) Performance Cash Plan 2019-2021 (-) 9 195,713 (-) (-) (-) 861,900 11 (-) (-) 19 (-) 900,000 31 530,000 (-) 18 (-) 16 (-) 358,862 (-) (-) (-) (-) obligation 2021-2025 Variable SHARE-BASED PAYMENT PCP 2019-2021 PCP 2018-2020 PERFORMANCE CASH PLAN (-) remuneration Cash remuneration component (investment component) 2020 for holding 684,250 (-) (-) in €2 800,000 19 (-) 937,500 Earlier vesting years Vesting year 2020 in €3 as a % of total remuneration in €1 Earlier vesting years Vesting year 2021 FY 2021 Performance component of bonus 2021 Earnings component of bonus 2021 in €3 FY 2020 as a % of total remuneration (-) 36 5 (-) 113,220 (-) (-) 39 856,319 21 997,803 3 (-) 56,319 1 (-) 60,303 Share-based remuneration component (matching component) 2015 for holding obligation 2016-2020 (-) (-) (-) Group Financial Statements Combined Management Report 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. Corporate Governance 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. 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 2,208,364 351,746 2,560,110 100 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. 4,851,197 401,099 5,252,296 Remuneration Report ← = Q 12 12 30,128 30,128 Fixed Fringe benefits (other remuneration) remuneration Total as a % of total remuneration years in €1 Other Information in € Member of the Board of Management until 31 March 2013 Financial year 2021 FRANK-PETER ARNDT REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 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. 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. 10. Remuneration granted and owed to former members of the Board of Management pursuant to § 162 of the German Stock Corporation Act (AktG) Earlier vesting Total amount received incl. service cost 6 Service cost 5 Remuneration according to § 162 German Stock Corporation Act (AktG) Total variable remuneration Vesting year 2021 or earlier vesting years 11 530,994 Strategic focus target component (-) 21 2,991,494 1,030,500 Personal cash investment amount 20214 (-) Share-based remuneration component (matching component) 2016 for holding obligation 2017-2021 (-) (-) (-) RoCE component 861,900 62 or 18 (-) 1,156,332 91 or 9 195,713 2,012,651 82 or 18 861,900 3,989,297 Remuneration for vesting year 2021 or earlier vesting years 61 1,352,045 79 3,853,394 Total variable remuneration (-) 52 or 9 195,713 (-) (-) (-) Earlier vesting (-) Fixed 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 remuneration Remuneration Report Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 301 Fixed Corporate Governance remuneration Fringe benefits (other remuneration) Total Earnings component of bonus 2020 20,629 in € FY 2021 as a % of total remuneration in €³ in €¹ 900,000 Earlier vesting years BONUS Vesting year 2021 PCP 2019-2021 PCP 2018-2020 PERFORMANCE CASH PLAN Performance component of bonus 2021 Earnings component of bonus 2021 Performance component of bonus 2020 SHARE-BASED PAYMENT Fringe benefits (other remuneration) Total BONUS Earnings component of bonus 2020 (-) 40 97,833 (-) 3 28,593 FY 2020 as a % of total remuneration (-) 997,833 26 428,593 43 (-) (-) 3 in €3 Earlier vesting years Vesting year 2020 in €² 400,000 Performance component of bonus 2020 Earnings component of bonus 2021 Performance component of bonus 2021 PERFORMANCE CASH PLAN PCP 2018-2020 PCP 2019-2021 SHARE-BASED PAYMENT FY 2021 Vesting year 2021 Earlier vesting years in €¹ 900,000 in €³ as a % of total remuneration (-) 23 years in €¹ (-) (-) 20,629 as a % of total remuneration 40,156 2 27,241 remuneration Total Fixed Fringe benefits (other remuneration) remuneration (-) years in €¹ as a % of total Earlier vesting Financial year 2021 as a % of total remuneration in € 279,984 in € Chairman of the Board of Management until 13 May 2015 Chairman of the Supervisory Board since 13 May 2015 11 2 Waiting allow- Pensions Waiting allowance remuneration 2016 for holding obligation 2017-2021 Total Share-based remuneration component (matching component) Variable 27,241 (-) 61 829,6002 (-) Performance Cash Plan 2019-2021 11 40,156 (-) NORBERT REITHOFER Chairman of the Board of Management until 15 August 2019 Financial year 2021 HARALD KRÜGER (-) (-) (-) 38 (-) 285,000 (-) 59 10 76,9415 (-) 49 3 3 440,241 (-) 285,000 38 REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 308 > 100 745,870 440,241 305,629 363,3004 56,610 Earlier vesting 6 Remuneration Report Other Information ← = Q REMUNERATION GRANTED AND OWED IN FINANCIAL YEAR 2021 (2020) ANDREAS WENDT Purchasing and Supplier Network Corporate Governance Member of the Board of Management from 1 October 2018 until 31 December 2021 Fixed remuneration Fringe benefits (other remuneration) Total BONUS Earlier vesting 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). "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. Fixed remuneration 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). Group Financial Statements To Our Stakeholders Service cost 5 Total amount received incl. service cost 6 402,075 4,258,533 1,006,759 175,000 1,181,759 100 1 Remuneration system from financial year 2021. Combined Management Report 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. " 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 € 4,258,533, which is below the maximum remuneration. 305 BMW Group Report 2021 > 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). Total remuneration according to § 162 German Stock Corporation Act (AktG) Total remuneration for financial years 2021 or earlier vesting years 307,588 (-) 69 272,727 74 (-) (-) 72,273 (-) (-) 279,984 69 (-) 272,727 74 (-) (-) 379,861 100 96,364 Total ance/Pensions (Partial) capital payments Pensions Waiting allow- Waiting allowance Total remuneration 2016 for holding obligation 2017-2021 Share-based remuneration component (matching component) Performance Cash Plan 2019-2021 Variable remuneration Total Fixed Fringe benefits (other remuneration) Member of the Board of Management until 30 June 2020 Financial year 2021 KLAUS FRÖHLICH 100 100 3,856,458 300,062 396,427 100 remuneration Cash remuneration component (investment component) 2020 for holding obligation 2021-2025 (-) I 179,431 (-) Variable 18 (-) (-) (-) Share-based remuneration component (matching component) 2016 for holding obligation 2017-2021 (-) (-) Share-based remuneration component (matching component) 2015 for holding obligation 2016-2020 (-) (-) (-) (-) Remuneration according to § 162 German Stock Corporation Act (AktG) (-) (-) 342,125 (-) (-) 34 22 (-) 503,500 13 (-) (-) 855,000 Т (-) Personal cash investment amount 20214 74 578,166 (-) 57 Total variable remuneration 2,858,625 74 57 Remuneration for vesting year 2021 or earlier vesting years 3,856,458 (-) 100 (-) Τ 1,006,759 (-) 2,858,625 578,166 Total variable remuneration Vesting year 2021 or earlier vesting years (-) RoCE component 26 990,000 510,125 (-) 235 Strategic focus target component (-) (-) (-) 13 (-) (-) (-) 0% since November 2001 220,000 220,000 210,000 220,000 0% 51% 210,000 -5% 210,000 0% 0% Werner Zierer¹ (-) (-) 139,532 139,532 (-) since May 2019 Thomas Wittig 1% 210,000 49 % FORMER MEMBERS OF THE SUPERVISORY BOARD IN € 208,000 210,000 Karl-Ludwig Kley³ 200,000 430,000 220,000 0% (-) 220,000 220,000 from May 2009 to May 2021 Horst Lischka¹ - 62% 75,118 0% 200,000 0% 5% 200,000 189,780 from May 2009 to May 2021 Reinhard Hüttl - 65% 148,237 0% 428,548 0% 428,000 0% 430,000 from May 2008 to May 2021, Deputy Chairman (-) 86,258 since May 2019 since June 2012 Dominique Mohabeer¹ (-) (-) (-) (-) (-) since August 2021 Jens Köhler¹ 0% 210,000 220,000 -5% 132,344 (-) (-) 210,000 1 % 220,000 - 1% 218,000 220,000 since May 1997 0% Susanne Klatten (-) 220,000 0% 220,000 Vishal Sikka (-) 135,419 (-) (-) (-) (-) since May 2021 Christoph Schmidt 56% 210,000 (-) 134,344 (-) (-) (-) (-) (-) since May 2020 Anke Schäferkordt 0% 210,000 -5% 210,000 0% (-) 210,000 Auditor's Report 75,118 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. Auditor's Responsibilities 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. Board Responsibilities of the Executive Directors and the Supervisory 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 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]. 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 Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 To Bayerische Motoren Werke Aktiengesellschaft, Munich 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. Restriction on use 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. (-) 6 INFORMATION OTHER ← = Q Other Information Remuneration Report 352 Contacts 351 Financial Calendar 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 Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 320 Andreas Fell Wirtschaftsprüfer Petra Justenhoven Wirtschaftsprüferin PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft Munich, March 9, 2022 319 Chairman of the Board of Management Oliver Zipse For the Board of Management 210,000 210,000 0% 1 % 220,000 220,000 0% 220,000 220,000 0% 218,000 218,000 from May 2015 to May 2021 from July 2013 to October 2021 Brigitte Rödig¹ Simone Menne - 45% 114,602 - 5% 210,000 0% 220,000 0% 220,000 220,000 from May 1999 to July 2021 Willibald Löw¹ - 64% -5% -5% 75,118 - 5% Dr.-Ing. Dr.-Ing. E.h. Norbert Reithofer Chairman of the Supervisory Board For the Supervisory Board 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). 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. V. Other considerations ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 318 3 Chairman of the Audit Committee until 2020 Annual General Meeting. 2 Dr. Bock was elected Chairman of the Audit Committee after the 2020 Annual General Meeting. 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 - 64% (-) 220,000 (-) 5 10,000 95 200,000 Vishal Sikka (-) (-) (-) (-) 210,000 (-) 135,419 6 8,000 94 127,419 Christoph Schmidt 4 (100) (134,344) [6]) 100 100 (200,000) (96) 10,000 95 200,000 Werner Zierer¹ (100) (210,000) (5) (10,000) (95) (200,000) 100 210,000 5 10,000 95 200,000 Thomas Wittig (100) (208,000) (4) (8,000) (8,000) (94) (126,344) 100 100 86,258 5 4,000 95 82,258 Jens Köhler 1,3 (100) (210,000) (5) (10,000) (95) (200,000) 100 210,000 5 10,000 95 200,000 Susanne Klatten (-) (-) 5 (-) (-) 210,000 5 10,000 95 200,000 Anke Schäferkordt (100) (210,000) (5) (10,000) (95) (200,000) 100 210,000 5 10,000 95 200,000 Dominique Mohabeer¹ (-) (-) (-) (-) 210,000 (200,000) (5) (10,000) (95) (190,000) 100 75,118 3 2,000 97 (200,000) 73,118 (428,548) (2) (10,000) (98) (418,548) 100 148,237 1 2,000 (100) (100) 73,118 97 (210,000) (5) (10,000) (95) (200,000) 100 114,602 5 6,000 95 108,602 (100) (210,000) (5) (10,000) (95) (200,000) 100 75,118 3 2,000 99 as a % of total remuneration in € as a % of total remuneration 3 Member of the Supervisory Board since 3 August 2021. 2 Member of the Supervisory Board since 14 May 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) (3) (136,000) (97) (3,884,274) 100 4,863,096 4 176,000 96 4,687,096 Total acting members of the Supervisory Board (100) (210,000) (5) (10,000) (95) 4 Member of the Supervisory Board since 12 May 2021. 100 313 To Our Stakeholders in € as a % of total remuneration in € 146,237 total remuneration fixed remuneration Total current and former members of the Supervisory Board Total former members of the Supervisory Board Brigitte Rödig 1,4 Simone Menne² Willibald Löw 1,3 Horst Lischka 1,2 Reinhard Hüttl2 Karl-Ludwig Kley (Deputy Chairman)² FORMER MEMBERS OF THE SUPERVISORY BOARD COMPENSATION PAID AND OWED TO SUPERVISORY BOARD MEMBERS ACCORDING TO § 162 OF THE GERMAN STOCK CORPORATION ACT (AKTG) IN FISCAL YEAR 2021 (2020) ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report BMW Group Report 2021 (-) (-) (-) (2) (10,000) (98) (400,000) 100 410,000 2 10,000 98 (410,000) 400,000 (100) (410,000) (2) (10,000) (98) (400,000) 100 410,000 2 Stefan Schmid (Deputy Chairman)¹ (100) Kurt Bock (Deputy Chairman, Chairman of the Audit Committee) 450,000 (10,000) (95) (200,000) 100 210,000 5 10,000 95 200,000 Christiane Benner¹ (100) (367,930) (3) (10,000) (97) (357,930) 100 460,000 2 10,000 98 10,000 98 400,000 Stefan Quandt (Deputy Chairman) Norbert Reithofer (Chairman) as a % of total remuneration in € as a % of total remuneration in € as a % of total remuneration in € total remuneration attendance fee fixed remuneration MEMBERS OF THE SUPERVISORY BOARD IN OFFICE AS OF DECEMBER 31, 2021 COMPENSATION PAID AND OWED TO SUPERVISORY BOARD MEMBERS ACCORDING TO § 162 OF THE GERMAN STOCK CORPORATION ACT (AKTG) IN FISCAL YEAR 2021 (2020) ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 311 600,000 (5) 98 2 (100) (410,000) (2) (10,000) (98) (400,000) 100 410,000 2 10,000 98 400,000 Manfred Schoch (Deputy Chairman)¹ (100) (610,000) (2) (10,000) (98) (600,000) 100 610,000 10,000 (210,000) (100) Marc Bitzer² To Our Stakeholders BMW Group Report 2021 312 4 Member of the Supervisory Board until 31 December 2021. > 3 Member of the Supervisory Board since 8 October 2021. 2 Member of the Supervisory Board since 12 May 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) (210,000) (5) (10,000) (95) (200,000) 100 210,000 5 10,000 95 200,000 Heinrich Hiesinger Combined Management Report (-) Group Financial Statements Remuneration Report (-) 100 132,344 5 6,000 95 126,344 Johann Horn 1,2 as a % of total remuneration in € as a % of total remuneration in € as a % of total remuneration in € total remuneration attendance fee fixed remuneration MEMBERS OF THE SUPERVISORY BOARD IN OFFICE AS OF DECEMBER 31, 2021 COMPENSATION PAID AND OWED TO SUPERVISORY BOARD MEMBERS ACCORDING TO § 162 OF THE GERMAN STOCK CORPORATION ACT (AKTG) IN FISCAL YEAR 2021 (2020) ← = Q Other Information Corporate Governance (100) (-) (-) (10,000) (95) (200,000) 100 210,000 5 10,000 95 200,000 Verena zu Dohna 1,4 (-) (-) (-) (-) (-) 100 135,419 6 8,000 94 127,419 (5) (-) (210,000) Bernhard Ebner 1,3 (-) (-) 100 135,419 6 8,000 94 127,419 Rachel Empey² (-) (-) (-) (-) (-) (-) 100 48,237 4 2,000 96 46,237 (100) (-) attendance fee Group Financial Statements until October 2019 Peter Schwarzenbauer6 - 69% until December 2017 1 % - 64% 1,370,807 363,847 - 21% -10% - 1% until May 2015, Chairman of the Supervisory Board since May 2015 - 34% 10% -36% until August 2019 - 69% 745,870 - 39% - 83% -2% 10% - 54% 309,002 IV. REMUNERATION OF THE SUPERVISORY BOARD IN € COMPARISON OF CHANGES IN EARNINGS AND REMUNERATION FOR EMPLOYEES, THE BOARD OF MANAGEMENT AND THE SUPERVISORY BOARD ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report - 23% To Our Stakeholders 317 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.. "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. 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. 1 The reported remuneration for the years 2017-2020 has been recalculated in accordance with the requirements of § 162 German Stock Corporation Act (AktG). 149 % 3,297,170 7% BMW Group Report 2021 10% -30% 2% -32% Norbert Reithofer Harald Krüger 4,5 Klaus Fröhlich² Klaus Draeger Friedrich Eichiner Frank-Peter Arndt Milagros Caiña Carreiro-Andree 2,3 FORMER MEMBERS OF THE BOARD OF MANAGEMENT IN €1 Change in 2021 on 2020 in % 2021 lan Robertson Change in 2020 on 2019 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 Change in 2018 on 2017 in % 2017 until March 2013 until June 2020 396,427 62% - 8% - 73% 379,861 2% - 8% - 1% until October 2019 until September 2016 until December 2016 - 68% -25% 8% - 39% 1 % 246,942 4% 0% - 28% 777,615 2018 Change in % 2019 Change in % 2020 Change in % since 2014 since May 2021 since May 2019 since October 2021 since May 2021 Verena zu Dohna Bernhard Ebner¹ Marc Bitzer Christiane Benner¹ Rachel Empey 25% 460,000 216,000 67 % 58% 220,000 (-) 138,968 since May 2018, Deputy Chairman and Chairman of the Audit Committee Kurt Bock2 0% 410,000 367,930 - 5% 218,000 220,000 139,532 (-) (-) (-) (-) 135,419 (-) (-) 1 % (-) (-) (-) (-) 0% 210,000 -5% 210,000 1 % (-) BMW Group Report 2021 410,000 430,000 430,000 430,000 since 1988, Deputy Chairman Stefan Quandt Manfred Schoch¹ 0% 610,000 -5% 0% 610,000 640,000 0% 640,000 640,000 since 2015, Chairman Norbert Reithofer Change in % 2021 0% 0% 430,000 410,000 0% 428,000 430,000 since 2007, Deputy Chairman Stefan Schmid¹ 0% 410,000 -5% 0% 410,000 430,000 0% 430,000 430,000 since 1997, Deputy Chairman 0% 410,000 -5% 0% (-) 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. 2017 2018 Change in % 2019 Change in % 2020 Change in % 2021 Change in % Net income of BMW AG according to the German Commercial Code (HGB) (in € million) Profit attributable to shareholders of BMW AG (in € million) 3,197 8,589 2,801 - 12 % 2,107 -25% 1,702 - 19% 7,117 - 17% COMPARISON OF CHANGES IN EARNINGS AND REMUNERATION FOR EMPLOYEES, THE BOARD OF MANAGEMENT AND THE SUPERVISORY BOARD ← = Q Other Information Remuneration Report To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report 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) Group post-tax return on sales (in %) 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. 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. 315 BMW Group Report 2021 To Our Stakeholders Combined Management Report (-) Corporate Governance 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. 8.8 7.3 - 17% 14% III. REMUNERATION OF THE BOARD OF MANAGEMENT IN €¹ Oliver Zipse² since May 2015, Chairman since 16 August 2019 Ilka Horstmeier since November 2019 Milan Nedeljkovic 99,169 since October 2019 since January 2018 Nicolas Peter³ since January 2017 Frank Weber Andreas Wendt since July 2020 from October 2018 until December 2021 4,115,640 2,710,234 Pieter Nota3 BMW Group Report 2021 -3% - 4% 4,915 4.8 - 31 % 3,775 - 23% 4,978 12,382 192 % 228% - 34% 3.9 86,715 - 19% 187 % I. CHANGES IN EARNINGS II. AVERAGE REMUNERATION OF EMPLOYEES IN € Employees of BMW AG 90,771 93,522 3% 89,353 11.2 314 ^ "Member of the Supervisory Board until 1 October 2021. 2,435,932 4,182,138 (-) 2,487,689 (-) (-) 537,696 (-) (-) (-) 45% 3,923,856 384,435 73,118 97 2,000 3 75,118 100 (-) (200,000) (-) 612,359 2,651,143 2,660,349 1 The reported remuneration for the years 2017-2020 has been recalculated in accordance with the requirements of § 162 German Stock Corporation Act (AktG). 120% 283 % 3,856,458 4,851,197 - 1% 55% 75% 4% 4,820,525 17% 4,824,746 (-) - 42% (-) 95% 93% 3,949,908 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% 4,017,337 > (95) (5) (60,000) (4) (1,468,548) (100) 5,311,827 (5,292,822) 96 196,000 4 (96) 5,507,827 (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. 2 Member of the Supervisory Board until 14 May 2021. 3 Member of the Supervisory Board until 16 July 2021. 100 (10,000) (1,408,548) 644,731 (210,000) (100) 150,538 96 6,000 4 156,538 100 100 (200,000) (10,000) (5) (210,000) (100) 624,731 97 20,000 3 (95) - 34% 210,000 210,000 51% (-) since May 2021 Johann Horn¹ 0% 210,000 -5% 210,000 0% 57% 220,000 140,355 since May 2017 Heinrich Hiesinger (-) (-) (-) (-) 135,419 (-) (-) (-) (-) (-) 0% (-) (-) (-) (-) (-) 48,237 (-) Employees' commuter traffic 3,7 71,714,741 1,497,075 169,233 140,187 73,093,077 1,563,919 159,039 136,608 75,042,286 1,570,397 129,646 146,298 132,520,346 1,570,397 129,646 166,586 146,298 Business trips 6 117,682,832 1,322,859 25,217 166,586 121,705,368 Upstream chain 8 16,786,192 17,221,109 65,100,863 1,322,859 25,2172 Logistics4 2020 SCOPE 3: INDIRECT GREENHOUSE GAS EMISSIONS To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information BMW GROUP CO₂ FOOTPRINT¹ Total emissions Further GRI Information 2017 2018 Utilisation phase ³,9 2019 old 2019 2020 old 2021 ← = Q Disposal 8 110,899,066 1,269,018 52,759,567 1,252,835 323 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Further GRI Information ENERGY CONSUMPTION 1,2,3 in MWh TOTAL ENERGY CONSUMPTION Total energy consumption 2017 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. 18,505,921 53,421,006 1,269,018 18,505,921 16,234,959 16,234,959 BMW Group Report 2021 46,200,385 98,782,354 51,887,708 1,234,346 1,878,9105 29,765 139,999 18,534,765 99,805,490 1,150,857 1,316,438 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 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. 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. " 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. 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. 1,150,857 322 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. >>> 2019 133,552,843 2020 old 65,828,005 2020 2021 118,491,889 122,539,929 2019 old 75,987,119 SCOPE 1: DIRECT GREENHOUSE GAS EMISSION 625,072 581,703 642,259 678,403 642,885 BMW Group locations 3,4,5 529,728 Total emission 487,249 74,213,402 2018 321 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report 72,850,724 Other Information Further GRI Information FURTHER GRI INFORMATION PRODUCTION, PURCHASING AND SUPPLIER NETWORK BMW GROUP CO₂ FOOTPRINT¹ in t CO₂/CO₂e Total emission² 2017 ← = Q 550,494 586,638 568,538 510,911 510,911 538,622 538,622 302,574 302,574 354,095 354,095 84,257 84,257 130,090 130,090 Electricity/heat purchased by BMW Group locations 3,4,5,6 134,849 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). 2018 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. 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. 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. 134,849 Total emission Scope 2: INDIRECT GREENHOUSE GAS EMISSION 1,967 678,967 604,620 699,713 631,3049 company vehicles 7,8 company-owned planes 88,782 88,272 85,667 85,667 72,554 72,554 66,442 6,562 6,182 6,098 6,098 1,793 1,793 ^ 2019 old 6,348,009 2020 old 1,703 1,703 2,316 2,316 2,344 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 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. 1,091 4 The decrease was mainly due to the pandemic-related interruption of production at most BMW Group plants. BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information 324 ← = Q 381 1,211 192,911 192,911 177,564 84,166 86,787 68,560 68,560 Solar (photovoltaics) 65,065 67,038 220 220 68 1,501 56 1,161 65,065 164,957 Further GRI Information 2017 CO₂e emissions in t 959,147 974,189 993,320 23,622 850,569 28,497 1,058,685 TOTAL (INBOUND AND OUTBOUND) 26,489 Transport volume in million tkm 40,426 1,497,075 40,268 1,563,919 42,123 1,570,397 37,245 1,322,8595 CO₂e emissions in t TRANSPORT LOGISTICS: CARRIERS AND CO2 EMISSIONS 1 25,777 Transport volume in million tkm 2018 2019 2020 2021 INBOUND² (MATERIAL PROVISION OF THE PLANTS AND SPARE PARTS DELIVERY) Transport volume in million tkm 25,881 CO₂e emissions in t 14,491 537,928 589,730 15,634 577,077 13,623 472,290 23,244 820,226 OUTBOUND³ (DISTRIBUTION OF VEHICLES AND SPARE PARTS) 14,545 2019 164,957 224,819 1,001,199 4,946,865 114,072 653,673 4,946,865 5,329,550 114,072 979,887 125,450 1,021,955 TOTAL ENERGY CONSUMPTION BY SOURCE 120,583 Electricity 2,513,308 2,439,675 Community heating 408,735 395,609 358,992 2,653,855 367,040 2,588,409 2,154,8994 5,226,227 530,3993 2020 2021 5,852,666 5,788,965 5,974,625 5,714,610 6,040,824 5,226,227 120,583 627,825 6,476,955 Vehicle production 5,362,618 5,169,266 95,493 89,300 Non-manufacturing areas 394,555 TOTAL ENERGY CONSUMPTION BY SEGMENT 205,320 2,320,314 266,112 9,368 8,908 2,624,557 2,669,457 3,005,902 3,117,505 3,093,542 3,660 3,206,948 258,380 294,724 412,451 425,796 498,299 498,299 508,318 3,517,068 2,453,215 7,760 2,888 274,484 284,763 Community cooling Heating oil Natural gas of which CHP losses Biogas (landfill gas) 2,205 of which CHP losses 1,095 4,450 1,072 1,123 33,688 1,113 33,322 31,882 Wood pellets Motorcycle production 52.9 51,741 1,878,9104 Further GRI Information ← = Q 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% 193 196 313 105 89 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 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). 61 % 62 % 48 % Number of identified sustainability deficits at potential and existing supplier locations from an ESG perspective 98% 98 % 95 % 64 % 153 2021 2019 768,292 822,848 Waste for disposal 9,031 9,906 9,749 7,168 6,650 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. SOLVENT EMISSIONS PER VEHICLE PRODUCED 1 in kg 1.03 0.93 0.85 0.81 0.70 0 2018 2017 0 2.90 3.33 4.09 | 2020 3.86 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 4.27 771,162 108 Number of existing supplier relationships that had to be terminated prematurely due to serious sustainability violations Automotive Motorcycles Financial Services Other Employees with fixed-term contract² 129,932 134,682 126,016 120,726 118,909 117,664 121,994 113,719 108,676 106,928 3,506 3,709 4,685 97 103 110 119 117 BMW Group 8,466 8,684 8,860 8,645 3,418 3,474 3,503 8,473 81 2021 2019 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 2 8 8 co co 2018 2017 EMPLOYEES AT END OF YEAR' EMPLOYEES AND SOCIETY Further GRI Information ← = Q 2020 Other Information Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 328 Remuneration Report 779,911 776,179 Materials for recycling 2 0.6 12.2 0.5 10.6 1.0 17.9 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. 325 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information Further GRI Information AVERAGE DISTRIBUTION OF MATERIALS IN 50.3 Steel and iron -1.9 Duromers Others 10.0 (e.g. tyres and seals) 3.7 Elastomers (e.g. aluminium) 20.0 16.3 Non-ferrous metals resins 12.6 Thermoplastic Naturwerkst.) 0.3 M.O.N. (modif. organ. in % BMW GROUP VEHICLES 1,2 Textiles 1.2 PROCESS WASTEWATER PER VEHICLE PRODUCED¹ 0.9 0.7 75.0 50.3 73.0 47.8 74.7 52.0 77.2 51.1 Road in % Rail in % 17.2 31.7 17.6 31.1 20.1 37.5 17.1 Air in % 3.8 7.6 3.8 7.7 2.6 12.9 6.3 6.5 2.5 6.3 27.2 14.2 33.6 2.3 in m³ 2.39 2.32 14.6 0.0 0.3 1 Water consumed by automobile production (BMW Group plants, including the BMW Brilliance Automotive Ltd. joint venture, excluding partner plants and contract manufacturing). ↑ = Q 326 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Further GRI Information WASTE 1 829,498 775,459 780,911 789,817 785,209 in kg 13.6 2021 2019 2018 2017 Total waste in t WASTE FOR DISPOSAL PER VEHICLE PRODUCED¹ 2020 12.6 85.1 4,924,477 in m³ WATER CONSUMPTION1 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). 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 Water consumption 2020 2018 2017 1.0 2.15 2.25 2.22 2019 4,638 of which drinking water in % of which surface water in % 2021 1111 4,722,310 2020 87.4 5,417,428 of which groundwater in % 2019 88.0 5,425,073 5,073,220 2017 2018 of which rainwater in % 90.4 75.8 3,489 2,503 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 30.7 14.1 16.7 Non-tariff employees 2021 2020 877 Brazil 2019 ACADEMY, BY EMPLOYEE CATEGORY AVERAGE TRAINING HOURS AT THE BMW AG Other Information Remuneration Report Corporate Governance Group Financial Statements Employee category "Meister" 4 Statistical population not including apprentices, interns, thesis students working at the company and doctoral candidates. ² Of which 3,716 were female (62%). For systemic reasons, this number is only calculated for BMW AG. 6.1 6.6 6.0 4.8 South Africa 2,894 Sabbaticals 567 648 Sea in % 653 464 in % of total number of employees 0.6 0.7 0.9 0.8 0.6 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). 5.4 5.2 4.9 4.1 3 Only workers in administrative positions who engaged in teleworking. 3.9 4,158 4,082 3,675 3,389 in % of total number of employees Parental leave 4,211 5.3 (master craftsmen) 21.1 Voluntarily left company - 20 Brazil (termination or suspension of employment contract by employee) 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 PERCENTAGE SHARE OF CARRIERS IN TOTAL (INBOUND AND OUT- BOUND) IN TERMS OF TRANSPORT VOLUME AND CO2 EMISSION tkm g CO₂e tkm 9 Соге tkm 1,938 g CO₂e g CO₂e tkm g CO₂e = Q 52 China 2 Increase mainly due to a set of personnel measures. tkm 14.1 1,884 1,314 27 Tariff 10.6 7.1 10.8 Further GRI Information ↑ SHARE OF WOMEN IN THE WORKFORCE BY COUNTRY WITH PRODUCTION SITE(S) in % TOTAL NUMBER OF EMPLOYEES LEAVING BMW AG, BY REASON FOR LEAVING¹ -7 India Number 2017 2018 2019 2020 2021 1,207 Part-time retirement, retirement, death 3,720 4,535 2,794 2,247 1,700 2,077 33 Thailand -22 South Africa 15 Austria (incl. sales region Eastern Europe) - 25 USA -17 UK -17 Germany Total in % of total number of employees" of which fixed-term 12 3,736 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 Other Information ← = Q Further GRI Information SHARE OF EMPLOYEES REPRESENTED BY A TRADE UNION OR FALLING UNDER COLLECTIVE AGREEMENTS in % 2017 2018 2019 83 84 85 85 86 UK 4 Of whom 38.2 % are tariff-bound production employees of the BMW Group 100 100 100 100 Germany¹ 2021 2020 100 China (plant) 3 Of whom 35.3% are tariff-bound production employees of the BMW Group 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 %. 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 2021 2020 2019 2018 2017 0 ² Of whom 35.7% are tariff-bound production employees of the BMW Group 30 Employees 60 90 90 abroad Employees in Germany 100 100 100 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 Teleworking position³ 31,754 34,339 36,208 4,747 5,474 5,508 4,690 Number of employees who use "Vollzeit Select" of which fixed-term 39 India 562 2021 84.3 70.8 66.1 63.3 in % of total number of employees 41,180 43,309 87.2 2020 2019 2018 20 0 USA (no collective agreements exist) 62 53 South Africa 59 100 100 100 100 Austria¹ 100 100 100 2,892 63 0 2017 Part-time workers² Number of employees China 2,059 Number of employees SHARE OF EMPLOYEES PER COUNTRY WITH PRODUCTION LOCATION(S) 70 ALTERNATIVE WAYS OF WORKING AT BMW AG1 100 100 100 Mexico¹ 0 0 1 Excluding executives and contractors. 7 GRI 102-41 764 BMW Group Report 2021 C. Integrating processes for identifying, assessing and managing climate-related risks within the Group's general risk management system 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 C. Resilience of the BMW Group's strategy BMW Group Report 2021 Group Financial Statements Outlook, Risk and Opportunity Management 7 Climate-Related Opportunities and Risks BMW Group Integrated Strategy B. Group processes for managing climate-related risks 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 Production, Purchasing and Supplier Network 7 Environmental Analysis and Megatrends Strategy Process 7 Carbon Emissions at BMW Group Locations Combined Management Report BMW Group Report 2021 risks associated with the use of critical materials TR-AU-440a.1 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 7 Corporate Governance Outlook, Risk and Opportunity Management To Our Stakeholders 7 Organisation of Risk Management BMW Group Integrated Strategy 7 Strategy Process 7 Performance Indicators CDP questionnaire 2021 C1.1a, C 1.1b C 1.2, C 1.2a ]] > TCFD-Index 338 7 Climate-Related Opportunities and Risks * Reducing Carbon Emissions in the Supply Chain Outlook, Risk and Opportunity Management 7 Climate-Related Opportunities and Risks BMW Group Integrated Strategy Category Accounting Metric Fuel Economy & Use-phase Emissions [C Topic Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders Unit of Measure BMW Group Report 2021 ^ ]] *Including the joint venture BMW Brilliance Automotive Ltd., Shenyang (3) Plug-in hybrid electric vehicles (PHEV): 224,460* (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. "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 Flexibilities defined in the regulatory requirements for 2021: eco-innovations at 1.7 g CO2/km (WLTP). 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. 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. 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. 335 Code TR-AU-410a.3 Discussion of strategy for managing fleet Discussion and Analysis n/a fuel economy, and emissions risks and opportunities 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 BMW Group Report 2021 To Our Stakeholders 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 Discussion and Analysis Description of the management of Material Sourcing SASB-Index 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 ↑ Response Comment C6.1, C6.3, C6.5 C4.1, C4.1b, C4.2 ]] Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 340 CDP questionnaire 2021 C4.2 > C2.2 C 2.2, C2.2a C2.2, C2.2a, C 2.1 CDP questionnaire 2021 7 Climate-Related Opportunities and Risks Outlook, Risk and Opportunity Management 7 Organisation of Risk Management 7 Environmental Analysis and Megatrends Strategy Process 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 BMW Group Integrated Strategy 7 Climate-Related Opportunities and Risks ]] Outlook, Risk and Opportunity Management 7 Organisation of Risk Management 7 Circular Economy, Resource Efficiency and Renewable Energy 7 Carbon Emissions and Pollutants TCFD-Index (C Key Sustainability Indicators and Targets BMW Group Report 2021 A. Key sustainability indicators the Group uses to assess climate-related risks and opportunities B. Disclosure of Scope 1, Scope 2 and Scope 3 greenhouse gas (GHG) emissions C. Targets according to which the Group addresses climate-related opportunities and risks BMW Group Integrated Strategy 7 Dashboard 7 Performance Indicators Production, Purchasing and Supplier Network Other GRI Information (Table BMW Group CO₂ Footprint) 7 Performance Indicators Products and Mobility Solutions 7 Carbon Emissions and Pollutants Production, Purchasing and Supplier Network ― Circular Economy, Resource Efficiency and Renewable Energy Other GRI Information (Table BMW Group CO₂ Footprint) BMW Group Integrated Strategy Strategy Process 7 Performance Indicators Products and Mobility Solutions BMW Group Integrated Strategy BMW Group Report 2021 Topic Materials Efficiency & Recycling Corporate Governance Remuneration Report Other Information ← = Q TCFD-INDEX [c 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 Group Financial Statements ← = Q Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 336 ]]>>> 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 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. Other Information Combined Management Report To Our Stakeholders BMW Group Report 2021 Accounting Metric Category Total amount of waste from manufactur- ing, percentage recycled Quantitative 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 Total amount of waste: 829,498 t.; 93.4 % of this was recycled and 5.8 % thermally utilised. 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). n/a 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 = Q EU (WLTP): 115.9 g CO2/km²,3 197.9 g CO2/km¹ Global carbon emissions of the new vehicle fleet, including emissions generated by upstream supply chain (normalised based on WLTP): Thailand 82.2 78.8 73.7 76.7 76.5 China2 85.1 84.9 78.2 56.8 77.6 Brazil 16.6 Handling parts 78.4 68.4 82.1 74.4 70.0 India Assembly/ dismantling 16.3 85.4 76.1 85.9 56.8 57.8 Activity Metric [C Topic SASB-INDEX ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders 57.1 BMW Group Report 2021 SASB-Index 3 Start of production 06/2019. 2 Including employees of the joint venture BMW Brilliance Automotive Ltd., Shenyang, which is not consolidated in the BMW Group. 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. 67.8 62.9 48.4 Mexico 3 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). 60.0 332 82.7 82.8 83.0 99.5 99.4 UK Germany 6.7 Processing 2021 2020 2019 2018 331 99.7 2017 MAIN ACCIDENT FACTORS¹ SHARE OF LOCAL EMPLOYEES IN MANAGEMENT POSITIONS AT MAJOR COMPANY LOCATIONS 1 Further GRI Information ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders in % 99.7 99.8 86.3 - 23.9 Walking activities 12.8 Testing 2.8 Secondary 79.1 78.7 82.3 85.6 82.8 88.3 89.1 87.4 88.3 87.7 South Africa Austria USA 3.1 Driving Other 7.6 Transport 8.3 Cleaning 1.9 89.5 89.8 87.5 86.9 Accounting Metric Number of vehicles manufactured Category Quantitative Unit of Measure ]] 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. 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. Strike action is usually taken to reinforce pay rise demands. * Excluding senior management and contractors. reporting on this accounting metric. on the aforementioned countries for the purposes of Based on the availability of data, the BMW Group focuses Mexico: 100 % USA: no collective agreements in place 334 South Africa: 70% China (Plant): 100% UK: 83% Germany: 100 % 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. Response Comment SASB-Index TR-AU-310a.2 Number, Days idle Quantitative (1) Number of work stoppages and (2) total days idle Austria²: 100 % BMW Group Report 2021 To Our Stakeholders Combined Management Report Response Comment = Q ↑ SASB-Index TR-AU-410a.2 Number Quantitative Number of (1) zero-emission vehicles (ZEV), (2) hybrid vehicles and (3) plug-in hybrid vehicles sold TR-AU-410a.1 Mpg, L/km, gCO₂/km, km/L Quantitative Sales-weighted average passenger fleet fuel economy, by region Fuel Economy & Use-phase Emissions Code Unit of Measure Category Accounting Metric Topic [C Other Information Remuneration Report Corporate Governance Group Financial Statements TR-AU-310a.1 ← = Q Percentage (%) Percentage of active workforce covered under collective bargaining agreements - 100% - European New Car Assessment Programme (Euro NCAP) *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). 194,261 (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) 2,461,269* (Automobiles) 187,500 (Motorcycles) Response Comment TR-AU-250a.2 Number, Percentage (%) Quantitative Number of safety-related defect complaints, percentage investigated - 87% China New Car Assessment Programme (C-NCAP) ― 60 % - U. S. National Highway Traffic Safety Admin- istration's (NHTSA) New Car Assessment Programme (NCAP) TR-AU-250a.1 Quantitative Percentage of vehicle models rated by NCAP programmes with an overall 5-star safety rating, by region Product Safety TR-AU-000.B Number Quantitative Number of vehicles sold TR-AU-000.A Number Code Percentage (%) -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. 100 %* of the security-related complaints were reviewed. Labour Practices TR-AU-250a.3 Number Code Unit of Measure Category Quantitative Number of vehicles recalled Product Safety Accounting Metric Topic [C ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 333 ^ ]] *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 Other Information 1.8 1.3 10,979 Capital expenditure (excluding capitalised development costs) € million 5,012 3,922 5,650 5,029 4,688 3,731 3,826 4,601 4,967 4,151 Capital expenditure ratio (capital expenditure / revenues) 52,184 % 4.0 5.4 5.2 4.8 4.0 4.2 5.7 6.5 5.4 Equity € million 75,132 61,520 4.5 56,844 61,831 66,864 Remuneration Report Other Information ← = Q BMW Group Ten-year Comparison 2021 2020 2019 20181 2017 2016 2015 2014 2013 2012 BALANCE SHEET Non-current assets Current assets € million € million 143,354 86,173 134,851 81,807 90,630 137,404 124,202 84,736 121,964 73,542 121,671 110,343 97,959 86,193 81,305 59,907 9,039 57,829 47,363 71,765 67,989 65,591 59,078 51,134 48,395 Balance sheet total € million 229,527 216,658 228,034 208,938 195,506 71,411 188,535 154,803 138,377 131,835 CASH FLOW STATEMENT Cash and cash equivalents at balance sheet date € million 16,009 13,537 Free cash flow Automotive segment € million 6,354 3,395 12,036 2,567 172,174 82,625 71,963 76,466 42,764 37,437 35,600 30,606 Equity ratio Non-current provisions and liabilities % 32.7 28.4 26.3 27.7 27.7 25.1 24.8 24.2 25.7 23.2 € million 77,929 83,175 85,502 79,698 73,183 63,819 58,288 51,643 52,834 Current provisions and liabilities € million 54,107 50,530 BMW Group employees 6,122 Earnings per share (EPS) 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. EBIT 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 margin Profit loss before financial result as a percentage of reve- nues. EBT EBIT plus financial result. Effective tax rate The effective tax rate is calculated by dividing the income tax expense by the Group profit before tax. Electrified vehicles 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. Consolidation The process of combining separate financial statements of Group entities into Group Financial Statements, depicting 348 BMW Group Report 2021 To Our Stakeholders Combined Management Report E Group Financial Statements 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. D Group Financial Statements Corporate Governance Remuneration Report Other Information Glossary and Explanation of Key Figures ← = Q 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. Cash flow Liquid funds generated (cash inflows) or used (cash out- flows) during a reporting period. Cash flow at risk Similar to "value at risk” (see definition below). Cash flow hedge Hedges against exposures to the variability in forecasted cash flows, particularly in connection with exchange rate fluctuations. Commercial paper Short-term debt instruments with a term of less than one year which are usually issued at a discount to their face val- ue. the financial position, net assets and results of operations of the Group as a single economic entity. Credit default swap (CDS) 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. Deliveries Combined Management Report Corporate Governance Other Information 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. L Liquidity Cash and cash equivalents as well as marketable securities and investment funds. M Management positions Management positions are positions at functional levels I to IV below the Board of Management level. Maternity protection, parental leave 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). N Number of training participants 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 349 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Interns Remuneration Report I Gross profit margin Glossary and Explanation of Key Figures ← = Q Employees 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 in the non-work phase of partial retirement working arrangements 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). Equity ratio Equity capital as a percentage of the balance sheet total. 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. F Fair value 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 hedge A hedge against exposures to fluctuations in the fair value of a balance sheet item. Free cash flow 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. G 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. Gross profit as a percentage of Group revenues. 7,880 To Our Stakeholders 347 110,351 105,876 89,869 89,161 Dividend total € million Dividend per share of common stock / preferred stock € 3,8275 5.80/5.825 1,253 1,646 2,303 2,630 2,300 2,102 1,904 1.90/1.92 2.50/2.52 3.50/3.52 116,324 92,337 4.00/4.02 122,244 97,136 129,932 100,760 7,688 7,671 8,370 2,713 4,459 5,792 5,404 3,481 3,003 3,809 PERSONNEL Workforce at year-end 4 Personnel cost per employee 4 DIVIDEND € 118,909 103,569 120,726 99,647 126,016 98,901 134,682 101,178 124,729 99,575 BMW Group Report 2021 3.50/3.52 2.90/2.92 Asset-backed financing transactions A form of corporate financing involving the sale of receiva- bles to a financing company. B Corporate Governance 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. 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 products" and "Receivables from sales financing" (current and non-cur- rent), as reported in the balance sheet for the Financial Ser- vices segment. C Capital expenditure ratio Investments in property, plant and equipment and other in- tangible assets (excluding capitalised development costs) as a percentage of Group revenues. Capitalisation rate Capitalised development costs as a percentage of research and development expenditure. 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- 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 worldwide, including upstream emissions 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- 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. 3.20/3.22 Apprentices EXPLANATION OF KEY FIGURES 1,707 2.60/2.62 1,640 2.50/2.52 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 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. "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 %. 5 Proposal by management. 346 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Glossary and Explanation of Key Figures GLOSSARY AND A Group Financial Statements 2016 To Our Stakeholders 51-60 2.0-1.7 45-40 15.9-15.2 BMW 330e Touring 1.9-1.4 42-31 18.3-16.2 52-61 1.9 1.7 44-38 15.6-14.5 BMW 330e xDrive Touring 2.1-1.6 48-35 19.3 17.3 48-57 2.2 1.9 49-43 15.8-14.7 BMW M3 10.2 10.0 231-227 10.8 248 BMW X3 xDrive30e 2.6-2.0 18.6-16.5 59-45 43-31 14.8-13.9 1.8-1.5 41-35 14.8 - 14.2 BMW 320e Touring 1.9-1.4 44-32 18.6 -16.7 50-59 1.9 1.7 44-38 15.3 14.3 BMW 320e xDrive Touring 2.2-1.5 49-35 19.5-17.3 46-57 2.1 1.9 49-43 16.4-16.0 BMW 330e BMW 330e xDrive 1.8 1.3 41-30 18.4-16.5 52-60 1.8 1.5 41-35 1.9 1.4 52-61 20.5-18.9 BMW iX3 22.5 18.0 19.1 16.1 416-521 493-590 BMW 520e 41-30 18.2-16.3 53-61 BMW 520e Touring 1.9 1.5 43-35 18.4-17.0 51-57 1.9-1.7 2.0-1.8 43-39 15.1-14.5 46-42 15.6-15.0 BMW 530e 1.8 1.3 41 - 30 18.3-16.2 53-61 1.9 -1.7 43-39 14.9-13.8 BMW 530e xDrive 2.2-1.6 BMW i4 eDrive40 42-50 BMW i4 M50 Figures according to WLTP 18.9 18.5 453-461 BMW M4 10.1 9.9 230-226 343 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Consumption and Carbon Disclosures As of February 2022 Model Electric range (combined weighted combined) Fuel consumption in l/100km (combined weighted combined) max/min CO₂ emissions in g/km (combined/weighted combined) max/min Figures according to NEDC Electricity power consumption in kWh/100 km (combined weighted combined) max/min Fuel consumption in l/100km (combined weighted combined) max/min CO₂ emissions in g/km (combined/weighted combined) max/min Electricity power consumption in kWh/100 km (combined/weighted combined) max/min BMW 49-35 18.1 -16.1 1.8 1.3 7 Managing sustainability 7 Environmental Analysis and Megatrends Risk and Opportunity Management About this Report 7 Compliance and Human Rights 7 Employer Attractiveness and Employee Development 7 BMW Group Integrated Strategy 7 Environmental Analysis and Megatrends 7 Performance Indicators 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 Health and Performance 7 Diversity 7 BMW Group Integrated Strategy 7 Environmental Analysis and Megatrends 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 Performance Indicators 7 EU Taxonomy 7 Strategy Process 7 BMW Group Integrated Strategy 341 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q NFS-INDEX Mandatory disclosure pursuant to section 289 c - e HGB Business model Integration of top management Risks Connection to figures in financial statements Environmental matters Employee matters Social matters Respect for human rights Combatting corruption and bribery Mandatory disclosure requirement according to Art. 8 of the EU Taxonomy Regulation* Revenues that are taxonomy eligible Capital expenditures that are taxonomy eligible Operational expenditures that are taxonomy eligible BMW Group Report 2021 7 Business Model and Segments 7 BMW Group Integrated Strategy 41-30 NFS-Index 342 2.1 1.7 44-39 15.7-15.0 47-52 2.1-1.9 48-43 1.7-1.5 39-35 15.0-14.4 69-80 1.8-1.8 41-41 14.3 13.8 13.5-13.5 1.4 1.1 30-22 20.0 17.9 up to 90 BMW X2 xDrive25e BMW 320e (automatic transmission) 1.8-1.7 42-38 15.2 -14.9 51-53 1.9 43 13.7 BMW 230e xDrive Active Tourer (preliminary figures) * 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). BMW 225xe Active Tourer (model year 2021) BMW BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q Consumption and Carbon Disclosures CONSUMPTION AND CARBON DISCLOSURES FIGURES FOR FUEL CONSUMPTION, CO2-EMISSIONS AND POWER CONSUMPTION 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, 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 As of February 2022 Fuel consumption in l/100km (combined weighted combined) max/min CO2 emissions in g/km (combined/weighted combined) max/min Electricity power consumption in kWh/100 km (combined/weighted combined) max/min Figures according to WLTP Electric range (combined weighted combined) Fuel consumption in l/100km (combined weighted combined) max/min CO2 emissions in g/km (combined weighted combined) max/min Figures according to NEDC Electricity power consumption in kWh/100 km (combined/weighted combined) max/min Model BMW X1 xDrive25e Combined Management Report 19.4-17.4 2.1 2.0 % 19.8 13.7 17.3 19.0 20.3 19.9 19.7 21.2 20.1 20.2 € million 13,400 4,830 7,411 8,933 9,899 9,386 9,593 9,118 7,978 8,275 Earnings before tax € million 16,060 5,222 7,118 Earnings before financial result 9,627 Gross profit margin 76,059 2017 Other Information 2015 2014 2013 2012 units units 2,521,514 2,325,179 2,537,504 194,261 169,272 175,162 2,486,149 2,465,021 165,566 164,153 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 units 2,461,269 2,255,637 2,564,025 2,541,534 units 187,500 168,104 187,116 162,687 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 1,861,826 113,811 € million contracts 5,859,890 5,981,928 139,530 133,093 5,973,682 5,708,032 142,834 133,147 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 Revenues € million 111,239 98,990 104,210 96,855 98,282 94,163 92,175 80,401 76,848 20181 10,675 9,224 30.1 26.3 18.7 28.5 30.7 33.2 32.5 34.5 Net profit for the year € million 12,463 3,857 5,022 7,064 8,675 6,910 6,396 5,817 5,329 5,111 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 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. "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 %. 5 Proposal by management. 345 BMW Group Report 2021 26.1 9,665 22.4 Effective tax rate 8,707 7,893 7,803 Return on sales (earnings before tax revenues) % 14.4 5.3 6.8 9.9 10.9 10.3 10.0 10.8 10.4 10.2 Income taxes € million 3,597 1,365 2,140 2,530 2,000 2,755 2,828 2,890 2,564 2,692 % 47-55 2019 2021 13.1 47-37 301 25.2-23.5 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 49-41 18.9 17.9 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 2.2 1.8 2.1-1.6 50-42 77-88 39-27 305-299 49-46 16.5-15.9 BMW 530e Touring 1.9 1.5 44-35 18.6-17.1 51-57 2.0 1.8 46-42 16.1-15.4 BMW 545e xDrive 2.2-1.6 51-37 19.2-17.2 47-57 2.3-2.2 53-49 16.3-15.8 BMW X5M BMW X5 xDrive45e 13.6-13.3 1.7 1.2 307-303 13.3 303 BMW X6M 13.4 13.1 27.7 24.3 2020 19.1 - 18.1 2.2-2.2 359 348 16.0-15.9 365-363 16.3-16.1 372 - 367 344 BMW Group Report 2021 To Our Stakeholders Combined Management Report Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q BMW Group Ten-year Comparison BMW GROUP TEN-YEAR COMPARISON DELIVERIES Automobiles 2 Motorcycles 3 PRODUCTION VOLUME Automobiles Motorcycles 3 FINANCIAL SERVICES Contract portfolio Business volume (based on balance sheet carrying amounts) INCOME STATEMENT 15.8 15.2 47-54 14.8 14.1 6.5-6.2 2.1-1.9 51-49 17.1 -16.5 MINI MINI Cooper SE 17.6 -15.2 MINI Cooper S Countryman ALL4 7.5-6.9 170-158 MINI Cooper SE Countryman ALL4 2.1 1.7 47-39 15.9 14.8 ROLLS-ROYCE 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 16.9-16.2 381-367 * Figures are preliminary and rely on an outlook based on the WLTP type test procedure. 16.9-14.9 149-142 48-44 Glossary and Explanation of Key Figures 69,634 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 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 - 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"). Return on equity (ROE) - Return on capital employed (ROCE) ← = Q Glossary and Explanation of Key Figures Other Information Remuneration Report 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. Scope 1 to Scope 3 carbon emissions 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). T ← = Q 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. Value at risk V 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 Corporate Governance Group Financial Statements 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 To Our Stakeholders [-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. Part time, full time Slight decrease Solid increase Moderate decrease Significant increase Significant decrease At previous year's level Slight increase P [-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 courses. Combined Management Report >= 10.0 %-pts. 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). Unlike the other key performance indicators, the RoCE fore- cast for the Automotive and Motorcycles segments is based on the change in percentage points: Payout ratio 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 sum of research and non-capitalised development cost and capitalised development cost (not including the associ- ated scheduled amortisation). Research and development expenditure R nues. BMW Group Report 2021 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. Group profit loss before tax as a percentage of Group reve- E-mail 7 www.bmwgroup.com +49 89 382-2 44 18 Fax +49 89 382-2 41 18 Further information about the BMW Group is available online at: THE BMW GROUP ON THE INTERNET Telephone +49 89 382-2 45 44 ← = Q CONTACTS Contacts Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BUSINESS AND FINANCE PRESS presse@bmwgroup.com WWW.BMWGROUP.COM 7www.bmwgroup.com/ir BMW Group Report 2021 7 www.bmw-motorrad.com 7www.rolls-roycemotorcars.com www.mini.com 7 www.bmw.com ir@bmwgroup.com E-mail Investor Relations information is available directly at: +49 89 382-1 46 61 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 Fax 352 Other Information 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 ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 351 Quarterly Statement to 30 September 2023 Quarterly Statement to 31 March 2022 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 Automotive segment 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. 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. Business model AND SEGMENTS BUSINESS MODEL 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. ORGANISATIONAL STRUCTURE To Our Stakeholders ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Overview of the BMW Group BMW Group Report 2021 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 OVERVIEW OF THE BMW GROUP 1 The change took place outside of the financial period under report. Motorcycles segment M.ST 9056 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. Financial Services 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 34 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 Royce Motor Cars specialises in providing bespoke customer specifications and offers the utmost in terms of quality and service. With a tradition stretching back well over a century, Rolls- Royce is the ultimate marque in the ultra-luxury class. Rolls- 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. 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. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Overview of the BMW Group To Our Stakeholders BMW Group Report 2021 35 M.NW 5143 27 Consumption and carbon emissions data REPORT 56 COMBINED Compliance and Human Rights 48 Comparison of Forecasts with Actual Outcomes 96 Performance Management 44 Overall Assessment by Management of the Financial Year 95 98 Performance Indicators General and Sector-Specific Environment 91 Strategy Process 39 Financial Performance 91 Environmental Analysis and Megatrends 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- 43 Earnings Performance of the BMW Group 51 Products and Mobility Solutions 144 Disclosures Relevant for Takeovers and Explanatory Comments 143 Internal Control System 129 Risk and Opportunity Management 124 Outlook 124 Outlook, Risk and Opportunity Management 121 EU Taxonomy 67 Production, Purchasing and Supplier Network 67 Product Safety and Data Protection 65 Mobility Concepts and Services 62 Electric Mobility 59 Carbon Emissions and Pollutants Innovation and Customer Orientation 51 101 Financial Position of the BMW Group MANAGEMENT clude assisting customers to manage their fleets on a sus- tainable and climate-friendly basis. BMW Group - Report 2021 LOCATIONS BMW Group Technology Office USA, Mountain View, USA BMW Group Engineering and Emission Test Center, Oxnard, USA BMW Group Designworks, Newbury Park, USA ▲ Research and development network outside Europe Partner plant, Kulim, Malaysia Partner plant, Cairo, Egypt Partner plant, Jakarta, Indonesia Partner plant, Hosur, India Partner plant, Chongqing, China BMW Group ConnectedDrive Lab China, Shanghai, China, Partner plants outside Europe BMW Brilliance Automotive, China (joint venture - 3 plants) BMW Group plant Spartanburg, USA BMW Group plant San Luis Potosí, Mexico BMW Group plant Rosslyn, South Africa BMW Group plant Araquari, Brazil BMW Group plant Chennai, India BMW Group plant Manaus, Brazil BMW Group plant Rayong, Thailand ■ Production outside Europe ☐ 0.15 ☑ and BMW Group Designworks Studio Shanghai, China 18 BMW Group Technology Office, Shanghai, China 9 Belgium/Luxembourg 16 Czech Republic 8 Ireland 1 Germany Financial Services • Sales subsidiaries and LOCATIONS IN EUROPE ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Overview of the BMW Group To Our Stakeholders 38 37 BMW Group Technology Office Tel Aviv, Tel Aviv, Israel BMW Group R&D Center Seoul, Seoul, South Korea 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 Engineering China, Beijing, China *Sales locations and development locations Countries with research 13 2 Canada 1 Headquarters Financial Services • Sales subsidiaries and LOCATIONS WORLDWIDE ← = Q Other Information Purchasing and Supplier Network Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Overview of the BMW Group To Our Stakeholders BMW Group - Report 2021 36 2 Including cooperation partners 17 Consumption and carbon emissions data 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. Global overview 3 USA Financing dealership vehicle fleets serves to support the dealership organisation and rounds off the segment's range of services. Financial Services segment 4 Mexico 8 South Africa Production and assembly plants 31 Sales subsidiaries and Financial Services locations worldwide 41 10 ☐ ☐ 19 New Zealand 18 Australia 17 Indonesia * 13 Japan 12 South Korea 11 China 10 India 9 Russia 16 Singapore 15 Malaysia 14 Thailand 7 Argentina * 5 United Arab Emirates 6 Brazil Corporate Citizenship 51.60 BMW Group Integrated Strategy 601,995 Number of shares in 1,000 Stock exchange price in €1 Year-end closing price 2017 2018 2019 2020 2021 Low 601,995 COMMON STOCK BMW AG STOCK DIVIDEND TO RISE SIGNIFICANTLY BMW Group and Capital Markets ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements 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%). 601,995 601,995 601,995 59,404 Number of shares in 1,000 PREFERRED STOCK 77.71 69.86 58.70 37.66 68.34 90.83 96.26 77.75 76.68 95.89 86.83 70.70 73.14 72.23 88.49 High Combined Management Report To Our Stakeholders BMW Group Report 2021 32 BMW GROUP AND CAPITAL MARKETS BMW Group and Capital Markets ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 31 117 Comments on the Financial Statements of BMW AG 109 Course of Business 107 Value Added Statement 105 Net Assets Position of the BMW Group 103 Refinancing Production Network 70 Circular Economy, Resource Efficiency and Renewable Energy RATINGS REMAIN AT HIGH LEVEL 57,689 The BMW Group continues to enjoy the best ratings on the capital market of Europe's automobile manufacturers. 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. 32 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. stable stable Outlook A-1 P-1 Short-term debt A A2 and Poor's Moody's Standard Company rating Long-term debt 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. 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. tations that the BMW Group will continue performing well, SUSTAINABILITY RATINGS GOOD PLACEMENT IN In addition to the general recovery in the automotive indus- try, the upgraded outlook reflects the rating agencies' expec- 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. 89 56,867 55,605 BMW Group Report 2021 33 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). 4 Stock weighted according to dividend entitlements. 3 Weighted average number of shares for the year. 2 Proposed by management. 1 Xetra closing prices. 82.95 To Our Stakeholders 88.265 93.26 113.60 Equity 6.78 4.12 3.90 5.15 9.61 90.92 Combined Management Report Group Financial Statements Corporate Governance 38 Diversity 86 Locations 35 Health and Performance 83 Business Model and Segments 34 80 Employer Attractiveness and Employee Development Organisational Structure 34 Employees and Society 80 Overview of the BMW Group 34 ← = Q Other Information Remuneration Report Free cash flow Automotive segment 13.09 10.625 7.49 67.29 60.70 47.54 32.50 17 Poland Low 78.89 85.50 67.85 57.60 82.00 High 74.64 62.10 55.05 55.20 73.30 Year-end closing price Stock exchange price in €1 KEY DATA PER SHARE IN € 56,127 Dividend 5.802 5.75 18.79 Earnings per share of preferred stock" 13.07 10.605 7.47 5.73 18.77 Earnings per share of common stock³ 4.02 3.52 2.50 1.92 5.822 Preferred stock 4.00 3.50 2.50 1.90 Common stock 2 Norway 74 10 France 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. 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. Electromobility and drive technologies 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. 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. Digitalisation and connectivity 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 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. 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. especially in urban areas, but will mainly be used as a sup- plementary option 7 Mobility concepts and services. Other Information 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 ← = Q 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, BMW Group Report 2021 To Our Stakeholders Combined Management Report BMW Group Integrated Strategy Group Financial Statements Corporate Governance Remuneration Report 39 * 7 Consumption and carbon emissions data. 40 40 Performance indicators. 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 Position Strategic approach Collaboration Direction 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 developed. Plug-in hybrid (PHEV) concepts also provide a good alternative in these circumstances. Products and mobility 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 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. What drives the BMW Group? - 3 Denmark Direction solutions. 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. 2. In production, a reduction of 80 % for every vehicle produced 1. In the use phase of the vehicle, an average reduction of more than 50 % for every kilometre driven BMW Group Report 2021 To Our Stakeholders Combined Management Report BMW Group Integrated Strategy Corporate Governance Remuneration Report Other Information ← = Q 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. Corporate strategy 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. 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. Position - What does the BMW Group stand for? 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: ― The BMW Group strategy is developed from an analysis of the global megatrends that are crucial to the transformation 7 Compliance and Human rights. Group Financial Statements 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. 23 Greece 20 ☐ 23 BMW Group plant Eisenach BMW Group plant Landshut 22 Bulgaria * BMW Group plant Leipzig 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 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 ▲ Research and development network in Europe 20 Hungary* 18 Austria 4 Sweden 11 Switzerland 12 Italy 5 Finland 13 Slovenia * The BMW Group's integrated strategy is based on funda- mental elements, like the integrity of our actions. 19 Slovakia 6 The Netherlands 7 UK 15 Portugal Sales locations only. 15 10 ■ Production in Europe BMW Group plant Berlin BMW Group plant Dingolfing 14 Spain BMW Group Research and Innovation Centre (FIZ), Munich, Germany 21 Romania * BMW Group Autonomous Driving Campus, Unterschleißheim, Germany 39 Strategy Process 43 Performance Indicators 48 Compliance and Human Rights ELECTRIC BMW GROUP INTEGRATED STRATEGY BMW Car IT, Munich, Germany Diverging social expectations in the face of climate change Environmental Analysis and Megatrends Megatrends such as electrification and connectivity A capital market focused on profitability and growth Sustainability BMW GROUP INTEGRATED STRATEGY The BMW Group operates at the intersection of challenging, increasingly complex and differentiated conditions around the world. This includes: Global competition 38 ← = Q 44 Performance Management Other Information Critical TechWorks S.A., Porto, Portugal BMW France, S. A. S., Montigny, France Technology Center, Landshut, Germany BMW Group Lightweight Construction and BMW Group Designworks, Munich, Germany CIRCULAR 38 Rolls-Royce Motor Cars Ltd., Goodwood, UK To Our Stakeholders Combined Management Report BMW Group Integrated Strategy Group Financial Statements Corporate Governance Remuneration Report BMW Group Report 2021 BMW Group Diesel Competence Centre, Steyr, Austria 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. 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". 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. Corruption Data RESPOND compliance protection Human rights PREVENT Technical Compliance Management System (CMS) THREE-STAGE APPROACH TO COMPLIANCE MANAGEMENT SYSTEM AND COMPLIANCE TOPICS chored by the Board of Management in the Company's en- hanced understanding of leadership. BMW Group Report 2021 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 8,061 prevention 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. 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 46 48 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- To Our Stakeholders 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 Combined Management Report BMW Group Integrated Strategy Fraud 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 Antitrust 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. 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 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 avoid compliance risks on the basis of this evaluation. Company-wide compliance network Reporting system for detecting possible non-compliance with the law and compliance 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 CMS monitoring/controls 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 50 50 BMW Group Report 2021 To Our Stakeholders 8,938 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 prevention 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. Note 10 to the Group Financial Statements GRI-Index: 205-3 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 Increasingly strict national legislation to protect personal data, and the higher risks associated with this, shaped com- pliance measures regarding data privacy. BMW Group Report 2021 Combined Management Report BMW Group Integrated Strategy Group Financial Statements Corporate Governance 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. To Our Stakeholders 5,464 2021 2021 2020 632 687 2021 35.9 2020 15.0 RETURN ON EQUITY (FINANCIAL SERVICES SEGMENT) Profit before tax in € million 2021 Average equity capital Return on equity in % 2021 2020 2021 2020 2021 2020 in € million 2020 103 227 Combined Management Report BMW Group Integrated Strategy 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%. ROCE Motorcycles Profit before financial result Average capital employed 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. Financial Services segment 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%. Profit before tax RoE Financial Services Average equity capital RETURN ON CAPITAL EMPLOYED (MOTORCYCLES SEGMENT) Profit before financial result in € million Average capital employed in € million Return on capital employed in % Motorcycles Financial Services 3,753 1,725 16,586 Motorcycles Financial Services VALUE ADDED GROUP in € million BMW Group Earnings amount Cost of capital (equity + debt capital) 2021 2020 12.0 12.0 12.0 12.0 13.4 13.4 Value added Group 2021 2020 2021 2020 (cost of capital rate x capital employed) 16,289 = in % 15,343 22.6 11.2 47 BMW Group Report 2021 To Our Stakeholders Combined Management Report BMW Group Integrated Strategy Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q 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%. 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 - Automotive Group Financial Statements EQUALITY Remuneration Report Profit before financial result as a percentage of segment revenues (EBIT margin) Automotive segment Number of employees at the end of the year Share of women in management positions Group profit before tax (Group EBT) Group 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 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). 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. Return on capital employed (ROCE) in % Deliveries (in units) 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. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report BMW Group Integrated Strategy To Our Stakeholders BMW Group Report 2021 PERFORMANCE INDICATORS 43 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) - The BMW Group's performance management system is based on a multi layered structure. Operational performance 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. PERFORMANCE MANAGEMENT ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Motorcycles segment Combined Management Report BMW Group Integrated Strategy BMW Group Report 2021 44 44 M.VE 291E * 7 Consumption and carbon emissions data Financial Services segment Return on equity (ROE) in % Return on capital employed (ROCE) in % Deliveries (in units) Corporate Governance To Our Stakeholders * Consumption and carbon emissions data 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. 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 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. 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. 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. Where is the BMW Group heading? Strategic approach - 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. 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. 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. 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. Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report BMW Group Integrated Strategy To Our Stakeholders BMW Group Report 2021 41 ← = Q 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. 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 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- 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. How does the BMW Group ensure cooperation? 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. 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. 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. 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. 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. 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. ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report BMW Group Integrated Strategy To Our Stakeholders BMW Group Report 2021 42 42 BMW GROUP - Profit before financial result as a percentage of segment revenues (EBIT margin) 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. 46 VALUE DRIVERS 12.7 59.9 17,026 16,486 2,162 9,870 BMW Group Report 2021 2020 2020 2021 2020 2021 in % Return on capital employed Average capital employed in € million Profit before financial result in € million 2021 Automotive To Our Stakeholders Group Financial Statements 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 Combined Management Report BMW Group Integrated Strategy 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. 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 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. 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. ← = Q Other Information Remuneration Report Corporate Governance 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. RETURN ON CAPITAL EMPLOYED (AUTOMOTIVE SEGMENT) 46 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. BMW Group Report 2021 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 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. 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. Revenues Expenses cost of capital rate To Our Stakeholders Average weighted Capital employed Capital turnover Return on capital (ROCE or RoE) Value added Return on sales Profit 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 Managing sustainability Cost of capital Combined Management Report BMW Group Integrated Strategy 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 Corporate Governance Group Financial Statements UN ALLIANCE OF GENDER DUNAOC 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- Average capital employed Profit before financial result ROCE Automotive 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. CIVILIZATIONS 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 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). 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. Automotive segment 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. ← = Q Other Information Remuneration Report 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. charging points available to customers in Europe with the BMW and MINI Charging Cards. "> 250,000 > 40% 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 AT A GLANCE electrified vehicles delivered by the BMW Group in 2021 more than twice as many as in 2019. 7 Broader offering 7 Range of reliable charging services ]] Circular design - a topic shaping the future CUSTOMER ORIENTATION [[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. 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. 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] 7 SASB-Index [100 % PRODUCTS AND MOBILITY SOLUTIONS recycled and recyclable. This design study points to what is conceivable as we move forward. ]] INNOVATION AND Product Safety and Data Protection PRODUCTS AND MOBILITY SOLUTIONS Mobility Concepts and Services 3 GOOD HEALTH 51 BMW Group Report 2021 To Our Stakeholders Combined Management Report Products and Mobility Solutions Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q 51 Innovation and Customer Orientation 56 Carbon Emissions and Pollutants 59 Electric Mobility 62 65 AND WELL-BEING Scope 2 QINDUSTRY INNOVATION EU carbon emissions targets achieved 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 JOINING THE INITIATIVE BUSINESS AMBITION FOR 1.5°C 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. 2 Scope 3 in this case includes emissions from logistics, business travel, employee commuting, upstream supply chain, use phase and waste disposal. 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. " EU-27 countries including Norway and Iceland. 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. 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. 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 8 58 BMW Group Report 2021 To Our Stakeholders Combined Management Report Products and Mobility Solutions 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 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 Decarbonisation during the use phase meets legal requirements [ 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 2 Figure rounded for simplification purposes. The target validated in conjunction with the SBTi is 22%. 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 "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. 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. 57 57 BMW Group Report 2021 W Combined Management Report Products and Mobility Solutions Group Financial Statements Corporate Governance Remuneration Report 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. Other Information 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 [ THE BMW GROUP'S CARBON FOOTPRINT (ABRIDGED VERSION)³ in t CO₂ / CO₂e TOTAL EMISSIONS Scope 1 Scope 32 For definition, Glossary: Carbon emissions Scope 1 to Scope 3 2021 122,539,929 699,713 134,849 121,705,368 2020 118,491,889 678,967 130,090 117,682,832 For a detailed version, see 7 Carbon footprint of the BMW Group in "Further GRI information" ]] ← = Q 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. 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. 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 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 The BMW Group's range of electrified products consists of purely battery electric vehicles (BEV¹) and plug-in hybrid models (PHEV²). 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. 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] 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 share of electrified vehicles to total BMW Group deliveries reached 13.0%. [[Increasing range to suit customer needs 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. 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. Hydrogen 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. 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. Expanding charging infrastructure and enabling faster charging 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] 1 Battery electric vehicle. 2 Plug-in hybrid electric vehicle. 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*. "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. 60 60 7 Consumption and carbon emissions data. 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] 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. 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). 59 BMW Group Report 2021 To Our Stakeholders Combined Management Report Products and Mobility Solutions Group Financial Statements Corporate Governance Remuneration Report Designing conventional drive systems for greater efficiency and lower emissions Other Information [Pollutant emissions 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. 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. ]] 7 GRI-Index: 305-7 ELECTRIC MOBILITY [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. Driving electric mobility forward 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. 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. ← = Q 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. To Our Stakeholders 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 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 BMW Group Report 2021 closed-loop systems for essential production materials [[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. Hydrogen fuel cell technology 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 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 HYDROGEN 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 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. ]] MHEV 5057 E ** Consumption and carbon emissions data 54 BMW Group Report 2021 This high technological standard will be integrated in a com- plete vehicle architecture exclusively geared towards electric drive systems. 1] To Our Stakeholders 53 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. CLIMATE ANDINFRASTRUCTURE ACTION 52 BMW Group Report 2021 To Our Stakeholders Combined Management Report Products and Mobility Solutions Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q 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 [Digitalisation - an opportunity for innovation and 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 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] REMOTE SOFTWARE UPGR customer orientation Combined Management Report Products and Mobility Solutions CONCEPT PROTECTION VRS Corporate Governance 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. 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 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 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. 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. Information on the overall scope of the BMW Group's re- search and development activities is provided in the section. 7 Earnings performance Group Financial Statements BMW Group Report 2021 To Our Stakeholders Combined Management Report Products and Mobility Solutions Group Financial Statements Corporate Governance Remuneration Report Other Information ← = Q CARBON EMISSIONS AND POLLUTANTS [ 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. Decarbonising across the entire life cycle 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. Holistic management system 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 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. Decarbonisation targets across the value chain 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. ]] 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. 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. 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. 56 Other Information Remuneration Report Other Information ← = Q [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. ← = Q 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. 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. 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. 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 Remuneration Report Corporate Governance Combined Management Report Products and Mobility Solutions To Our Stakeholders BMW Group Report 2021 Group Financial Statements 55 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: Cooperations and partnerships 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. 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. Developing expertise for battery cell production Restructuring production for electric mobility 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. 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). ← = Q 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. 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. 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 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). ]] Other Information CIRCULAR ECONOMY, RESOURCE EFFICIENCY Remuneration Report 69 Group Financial Statements Production, Purchasing and Supplier Network 80% decrease in carbon emissions on average per vehicle produced compared with 2019 - that is our target by 2030. * Carbon emissions at BMW Group locations "Up to 30% share of secondary raw materials in our vehicles - and that figure is set to increase. 7 Preference for secondary raw materials ]] "Catena-X is a network-based system for exchanging information and data that creates greater transparency in the supply chain. * Highlight box ]] DECENT WORK AND QINDUSTRY INNOVATION ANDINFRASTRUCTURE ECONOMIC GROWTH M RESPONSIBLE AT A GLANCE CONSUMPTION QO PRODUCTION, PURCHASING AND SUPPLIER NETWORK PRODUCTION NETWORK 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. The BMW Group production network 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. TRANSFORMING THE MAIN PLANT IN MUNICH 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. * BMW Group production sites, including contract manufacturing at Magna Steyr Fahrzeugteile (Austria), VDL Nedcar (the Netherlands) and Inokom Kulim (Malaysia). 69 68 BMW Group Report 2021 AND PRODUCTION To Our Stakeholders Purchasing and Supplier Network Circular Economy, Resource Efficiency and Renewable Energy [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. Data protection - an essential task 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. Customer data protection 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. [In 2021, more than 100,000 customers worldwide took part in BMW and MINI Driving Experience training courses. 1] 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. 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. Securely connected 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). 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] NAVIGATION NAVIGATION IS NOW SET TO ISLA TAPAS CALENDAR LOCATIONS 74 DINNER WITH FRIENDS AT 7PM 67 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 PRODUCTION, PURCHASING AND SUPPLIER NETWORK Production Network 67 70 [ BMW CarData provides BMW and MINI customers with transparency and sovereignty over any data transferred to authorised third parties. 1] Combined Management Report Group Financial Statements Production, Purchasing and Supplier Network Corporate Governance Remuneration Report San Luis Potosí Spartanburg Rolls-Royce Manufacturing Plant, Goodwood Germany BMW 1 Series, BMW 2 Series, BMW X1, BMW X2 PHEV South Africa BMW X3 Mexico USA BMW 2 Series, BMW 3 Series PHEV BMW X3, BMW X4, BMW X5, BMW X6, BMW X7, BMW M PHEV United Kingdom Rolls-Royce Cullinan, Dawn, Ghost, Phantom, Wraith Rosslyn BEV from 2023 BMW BRILLIANCE AUTOMOTIVE JOINT VENTURE (VEHICLE PLANTS) Location Dadong (Shenyang) Tiexi (Shenyang) Country China 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 BMW Group Report 2021 ** Additional information on consumption and carbon emissions data. Regensburg 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 Other Information ← = Q Production sites in key markets 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. BMW GROUP VEHICLE PLANTS Location Araquari Berlin Chennai Country Brazil Production programme 2021 Electrification portfolio Germany India BMW 3 Series, BMW X1, BMW X3, BMW X4, BMW X5 BMW motorcycles BEV Dingolfing Germany Leipzig Manaus 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 Rayong ← = Q Oxford 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 BEV, PHEV To Our Stakeholders Other Information Corporate Governance Remuneration Report Other Information ← = Q MOBILITY CONCEPTS AND SERVICES [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. 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 Corporate Governance 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. Corporate Governance 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. 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. ]] 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 [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. 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. 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. 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 Group Financial Statements To Our Stakeholders 61 BMW Group Report 2021 To Our Stakeholders 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. 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 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. Combined Management Report Products and Mobility Solutions Improving framework conditions 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. 2 The entire value chain was taken into account and standard consumption levels as well as the European electricity mix were used as a basis. 37 Consumption and carbon emissions data. 62 BMW Group Report 2021 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. 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 * 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 Corporate Governance Remuneration Report Other Information ← = Q PRODUCT SAFETY AND DATA PROTECTION [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 as part of quality management 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. European towns and cities are compatible with BMW eDrive Zone technology. ]] 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 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. 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 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 [ 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 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. Customer awareness and empowerment 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. ]] 66 BMW Group Report 2021 To Our Stakeholders Combined Management Report Products and Mobility Solutions Group Financial Statements Effective safety systems $138 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. ]] 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. 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 Safety of automated and smart systems 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. 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. 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. [ 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. ← = Q Remuneration Report Other Information Corporate Governance Group Financial Statements Combined Management Report Products and Mobility Solutions To Our Stakeholders BMW Group Report 2021 64 Remuneration Report Combined Management Report Production, Purchasing and Supplier Network 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 29,220 69,149 56.6 3,776 5,912 20.3 8,400 10,104 36.0 6,228 8,472 - 4.4 25,752 24,624 21.3 50,760 61,580 5.1 143,758 151,154 6.2 175,984 186,883 -4.7 200,968 191,604 56,081 - 8.3 23.3 Combined Management Report 25.2 105,214 125,666 - 16.3 7.8 Graz (Magna Steyr)³ 54,547 35,747 52.6 Partner plants 311,137 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 venture (2021: 700,777 units; 2020: 602,935 units). 2 BMW Brilliance Automotive Ltd., Shenyang joint venture. 3 Contract manufacturing. 70 70 BMW Group Report 2021 To Our Stakeholders 335,311 199,991 183,485 5.5 Corporate Governance Remuneration Report Other Information 291,798 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 Dingolfing Regensburg Group Financial Statements Leipzig Oxford Munich ← = Q Rayong Rosslyn 231,970 244,734 Change in % 20.0 361,365 433,810 2020 365,466 Born (VDL Nedcar)³ Dadong (BBA)² Tiexi (BBA)² San Luis Potosí Goodwood Araquari 2021 Chennai 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 Preference for secondary materials 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 - 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 - [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. Re:cycle our circular economy principles. Re:think, Re:duce, Re:use, ← = Q Other Information Corporate Governance Group Financial Statements Production, Purchasing and Supplier Network Combined Management Report To Our Stakeholders BMW Group Report 2021 7 Average distribution of materials in BMW Group vehicles Remuneration Report 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 RECYCLING EMPLOYEES AND SOCIETY ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Employees and Society To Our Stakeholders 80 BMW Group Report 2021 27 Consumption and carbon emissions data. 1 Average per vehicle produced; figure rounded for simplification purposes. The target validated in conjunction with the SBTi is 22%. 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 80 Employer Attractiveness and Employee Development 83 ECONOMIC GROWTH 8 DECENT WORK AND 7 Direct link to section ]] jects and other activities in conjunction with its corporate citizenship responsibilities. spent by the BMW Group in 2021 on social pro- "€ 35 million Direct link to section of management positions at BMW Group held by women at the end of 2021. By 2025, the share is expected to rise to 22%. 18.8% Direct link to section invested in vocational and further training of BMW Group employees in 2021. € 389 million AT A GLANCE EMPLOYEES AND SOCIETY Corporate Citizenship 89 Diversity 86 Health and Performance 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. - 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. [[ 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.]] ALLIANCE FOR CROSS-COMPANY, DECENTRALISED DATA EXCHANGE [[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 Production, Purchasing and Supplier Network ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report 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. To Our Stakeholders BMW Group Report 2021 78 18 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] 7 Raw Material Outlook Platform. The platform currently contains risk profiles for ten raw materials. [[ 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] TRAINING FOR THE SUPPLY CHAIN 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. 71 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. 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. [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. ]] TYRES MADE OF FSC-CERTIFIED NATURAL RUBBER 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 - [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 ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Production, Purchasing and Supplier Network To Our Stakeholders BMW Group Report 2021 79 * Since the end of 2021: Federal Ministry for Economic Affairs and Climate Protection (BMWK). [[ 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 ]] CONFLICT MINERAL TUNGSTEN: CLOSING MATERIAL CYCLES 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. ]] [t Traceability of conflict minerals back to the certified mine. ]] 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 MATERIALVERTEILUNG Energy management and efficiency 54,2% Remuneration Report Other Information ← = Q [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. 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. 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. 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% Corporate Governance Group Financial Statements Production, Purchasing and Supplier Network Combined Management Report To Our Stakeholders 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). 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). 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 Eastern Europe 18.3% 0 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 2019 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 IM AKTUELLEN BMW 3ER 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 Checking effectiveness [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 [ We require suppliers with more than 100 employees to have externally audited and certified environmental protection man- agement systems in place. 1] ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Production, Purchasing and Supplier Network To Our Stakeholders BMW Group Report 2021 77 * 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. 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] 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. 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 Preventive and remedial measures 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. In addition to the preventive measures mentioned above, the BMW Group conducts audits of environmental and social 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. 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. 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 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 [[ 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. Remuneration Report ← = Q [ Obligatory sustainability standards apply to all BMW Group suppliers and are incorporated in the supply contracts. 1] 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 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. 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 Standardisation and cooperation Other Information 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. 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 Other Information 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. 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 * 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 %. 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 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 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 The BMW Group's attractiveness as an employer [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] EMPLOYER ATTRACTIVE- NESS AND EMPLOYEE DEVELOPMENT M 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 ENERGY CONSUMPTION PER VEHICLE PRODUCED 1,2 in MWh 2.17 Solvents 2.12 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 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. WIEDERVER- 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 painting process and can be reduced through the use of new painting technologies. Waste ← = Q 2.04 | 0 2017 2018 2019 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 2.10 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). 3 As of 2021, this figure also includes energy consumption at further BMW Group loca- tions as well as energy consumption in production. For comparison purposes, the figure for 2020 has been adjusted accordingly (2020 prior to adjustment: 5,714,610 MWh). "Including BMW Brilliance Automotive Ltd., Shenyang. 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 2 Figures for 2017 and 2018 figures were subjected to a limited assurance review. 2.12 | 7 GRI-Index: 308-1, 412-1, 412-3, 414-1 in % To Our Stakeholders BMW Group Report 2021 81 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. Gender 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. [t People from over 110 countries work successfully together at the BMW Group. 1] ||||| 4.0 2017 2018 2019 Combined Management Report Employees and Society Other Information Corporate Governance Group Financial Statements Combined Management Report Employees and Society To Our Stakeholders BMW Group Report 2021 88 88 "The figure for 2021 comprises all orders completed and billed by 31 December 2021. ments in accordance with the German Social Code (SGB IX). 3 The share of employees with severe disabilities is based on the statutory require- 2 All employees without clock control. 1 Clock-controlled and production employees. ]] Remuneration Report Group Financial Statements Corporate Governance Remuneration Report [[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 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. [Cultural background ]] 21.4 63.4 15.2 female 6.3 6.4 2020 6.6 | 6.5 2017 0 Sexual orientation and identity 4.71 5.51 2.78 2.64 3.39 as a percentage of workforce EMPLOYEE ATTRITION RATE1 ← = Q Other Information 6.5 2021 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. ]] 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] 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 [[DONATIONS WORLDWIDE 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. ]] 2021 2019 2018 2017 0 34,646 33,229 33,631 33,436 37,242 Donations/ payments in kind → Commercial Activities → Community Investment → in € thousand [[TOTAL EXPENDITURE ON CORPORATE CITIZENSHIP BY TYPE OF ACTIVITY3 2020 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. 2 Of which approximately €900,000 was called upon in 2021. 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 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 Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 90 90 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 2019 2018 2017 0 19.7 18.8 19.5 17.8 19.3 17.2 17.2 16.0 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 BMW Group at 18.8 %. Share of women in manage- ment functions in the 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 2020 ← = Q 2021 Entire workforce 31.9 [[ 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 Employees and Society ← = Q Other Information Remuneration Report 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. Management positions 59.2 1 Number of occupational accidents with at least one day of absence from work per one million hours worked. male 4,750 4,801 4,964 Number APPRENTICES AND PARTICIPANTS IN YOUNG TALENT PROGRAMMES¹ [The recruitment and promotion of future talents is increasingly focused on the future-oriented topics of electrification, automation and artificial intelligence. 1] 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] Recruiting and promoting new staff [Key role for managers in the transformation process ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Employees and Society To Our Stakeholders BMW Group Report 2021 83 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. 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. ]] 2021 2020 2019 2018 2017 200 4,672 illil 4,517 4,000 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- Global approach 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. [Health management on a holistic basis Employees and Society ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report To Our Stakeholders BMW Group Report 2021 84 * Includes SpeedUp (an undergraduate programme) and Fastlane (a master's programme). 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. ]] 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. HEALTH AND PERFORMANCE 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. [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 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. Securing future talents 2021 2020 2019 2018 2017 iliii 279 349 370 Corporate Governance Group Financial Statements Combined Management Report Employees and Society To Our Stakeholders BMW Group Report 2021 82 3 E-roaming enables electric vehicles to be charged irrespective of the provider. 2 All BMW Group employees on fixed contracts at 1 August 2021. 1 BMW AG; departures of employees with permanent employment contracts. 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. ]] [[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). Results of the employee survey 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. Employer rankings and awards 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 2021 [Attractive employment conditions 2020 2019 2018 Remuneration Report 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: 102-43 373 389 in € million INVESTMENT IN TRAINING AND FURTHER EDUCATION² 2021 2020 2019 2018 2017 0 23.1 Illi 16.0 MEASURES ADOPTED IN LIGHT OF THE CORONAVIRUS PANDEMIC 26.0 27.1 Number of hours [AVERAGE HOURS OF FURTHER TRAINING1 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 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. Largest training initiative in the BMW Group's history locations. necessitated by electrification with substantial levels of in- vestment at its various 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 Developing expertise for the future 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 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 Employee involvement 26.6 8.8 [[ 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 % To Our Stakeholders BMW Group Report 2021 87 *Abbreviation for all sexual orientations and forms of identity. 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] Promoting diversity 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. 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. Employee engagement 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. Group-wide initiatives 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 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. 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 [ A diverse workforce brings with it different perspectives, experiences and competen- cies – making the BMW Group more innovative and competitive. ]] 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 Embedding 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. - DIVERSITY ← = Q Other Information Remuneration Report Corporate Governance Group Financial Statements Combined Management Report Employees and Society To Our Stakeholders Combined Management Report BMW Group Report 2021 Group Financial Statements Remuneration Report 28.6 63.6 7.8 indirect² 33.1 53.6 13.3 direct¹ 30.3 59.9 9.8 2021 total 29.7 59.9 10.4 2020 total 59.2 11.6 2019 total 30-50 years old <30 years old in % [ BMW AG EMPLOYEES ACCORDING TO AGE GROUP, DIVIDED INTO FUNCTIONS AND GENDER > 50 years old 29.2 Employees and Society ← = Q Other Information Corporate Governance 86 2 Management systems in accordance with ISO 45001 and derived from the Interna- tional Labour Organization (ILO) or UNGC (United Nations Global Compact). worked. ]] Corporate Governance Group Financial Statements Combined Management Report Employees and Society To Our Stakeholders BMW Group Report 2021 85 3 Figures excluding temporary employees included in the management system. 2 Occupational Health and Risk Management System. 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. 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] [ 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 ment to ensure that their health and performance are main- tained in the long term. GRI-Index: 403-3, 403-6 2021 2020 2019 2018 2017 2.0 سال 3.4 3.4 3.7 4.6 4.9 Remuneration Report Other Information ← = Q [[ACCIDENT FREQUENCY RATE¹ [12.8 accidents per million hours - 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] 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. Occupational safety along the value chain [The BMW Group requires its suppliers to comply with internationally recognised occupational health and safety requirements. 1] 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. Regular training for employees 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 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. 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 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- - [[ SICKNESS RATE¹ Recognising and avoiding risks 2021 [ Accident frequency 2020 2019 2018 2017 0 ||||| 2.8 3.2 3.5 3.5 3.6 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 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.