Scout24 SE (ETR:G24)
Germany flag Germany · Delayed Price · Currency is EUR
67.90
-0.20 (-0.29%)
Apr 28, 2026, 9:23 AM CET
← View all transcripts

AGM 2020

Jun 18, 2020

Hans Holger Albrecht
Chairman of the Supervisory Board, Scout24 AG

Ladies and gentlemen, dear shareholders and shareholder representatives, on behalf of the Supervisory Board and the Management Board, I would like to welcome you warmly and open the Annual General Meeting of Scout24 AG. My name is Hans Holger Albrecht. I'm the Chairman of the Supervisory Board of Scout24 AG, and thus, according to our articles of association, the Chairman of today's Annual General Meeting of Scout24 AG. Unfortunately, dear shareholders and shareholder representatives, this year, due to the COVID-19 pandemic, you will not be able to attend the Annual General Meeting in Munich this year. Due to the special circumstances, the Board of Management has decided, with the consent of the Supervisory Board, to hold this year's Annual General Meeting as a virtual AGM in accordance with the provisions of the new German Act on measures to combat the effects of the COVID-19 pandemic.

We ask for your understanding for this measure, which we have taken in accordance with the requirements of the authorities in order to protect the health and safety of you all and all those involved in the Annual General Meeting in the best possible way. Thank you very much for following the video and audio transmission of the Annual General Meeting. This Virtual Annual General Meeting is broadcast in full via our internet service for all registered shareholders and shareholders' representatives. In addition, my speech and that of the Executive Board will be broadcast for all interested parties on the internet via our company's Investor Relations site. I would therefore also like to welcome our guests and all those who are following my remarks and the subsequent statements of our CEO, Tobias Hartmann, and our CFO, Dr. Dirk Schmelzer, via the internet.

Please understand that the further course of the Annual General Meeting, i.e., in particular the answering of questions, is not generally broadcast on the internet. Shareholders and shareholder representatives who follow the Annual General Meeting on the internet are advised that they must log in to the internet service in order to be able to follow the meeting in full, especially the answers to questions. Before I say a few words about the development of Scout24 AG since the last Annual General Meeting and the report of the Supervisory Board, let me first make the necessary formal statements for today's Annual General Meeting. I welcome the notary, Dr. Tilman Goette. As you can see, Dr. Goette is sitting here with the appropriate distance from your perspective on the right. Dr. Goette will take the minutes of today's Annual General Meeting.

The members of the Board of Directors are present in full, again with the distance currently required. From your perspective on the left to my side, there's the Chairman of the Executive Board, Mr. Tobias Hartmann, and further from your perspective on the left to Mr. Hartmann is our Chief Financial Officer, Dr. Dirk Schmelzer. Since this is our first online general meeting here, I just heard from the notary, at the beginning there was a sound problem, so I may start right from the very start and recommence today's meeting. Okay. Again, ladies and gentlemen, dear shareholders and shareholders' representatives, on behalf of the Supervisory Board and the Management Board, I would like to welcome you warmly and open the Annual General Meeting of Scout24 AG. My name is Hans Holger Albrecht.

I'm the chairman of the Supervisory Board of Scout24 AG, and thus, according to our articles of association, the Chairman of today's Annual General Meeting of Scout24 AG. Unfortunately, you, dear shareholders and shareholder representatives, this year, due to the COVID-19 pandemic, you will not be able to attend the Annual General Meeting in Munich this year. Due to the special circumstances, the Board of Management has decided, with the consent of the Supervisory Board, to hold this year's Annual General Meeting as a virtual AGM in accordance with the provisions of the new German Act on measures to combat the effects of the COVID-19 pandemic. We ask you for understanding for this measure, which we have taken in accordance with the requirements of the authorities in order to protect the health and safety of you and all those involved in the Annual General Meeting in the best possible way.

Thank you very much for following the video and audio transmission of the Annual General Meeting today. Now, today's virtual Annual General Meeting is broadcast in full via our internet service for all registered shareholders and shareholders' representatives. In addition, my speech and that of the Executive Board will be broadcast for all interested parties on the internet via our company's Investor Relations site. I would therefore also like to welcome our guests and all those who are following my remarks and the subsequent statements of our CEO, Tobias Hartmann, and our CFO, Dr. Dirk Schmelzer, via the internet. Please understand that the further course of the Annual General Meeting, i.e., in particular the answering of questions, is not generally broadcast on the internet.

Shareholders and shareholder representatives who follow the Annual General Meeting on the internet are hereby advised that they must log in to the internet service in order to be able to follow the meeting in full, especially the answers to questions. Before I will say a few words in a second about the development of Scout24 AG since the last Annual General Meeting and give you the report of the Supervisory Board, let me first make the necessary formal statements for today's Annual General Meeting. So I welcome, first of all, notary Dr. Tilman Goette. As you can see, Dr. Goette is sitting here next to me at the appropriate distance from your perspective on the right. Dr. Goette will take the minutes of today's Annual General Meeting. The members of the Management Board are present in full.

These are, with the distance currently required from your perspective to the left of me, is the Chairman of the Executive Board, Mr. Tobias Hartmann, and further to the left from your perspective, again with the required appropriate distance next to Mr. Hartmann, there's our Chief Financial Officer, Dr. Dirk Schmelzer. In the meeting room in front of me are the other members of the Executive Board, Dr. Thomas Schroeter, Chief Product Officer, and Mr. Ralf Weitz, Chief Commercial Officer. At the beginning of this Annual General Meeting, I would also like to briefly introduce the other members of the Supervisory Board. In addition to myself as the chairman, these are Ms. Ciara Smyth, Mr. Christoph Brand, my deputy, Mr. Frank H. Lutz, Mr. Peter Schwarzenbauer, and Mr. André Schwämmlein.

In accordance with the German Act on measures to combat the COVID-19 pandemic, it can be provided that the members of the Supervisory Board will not participate in the virtual annual meeting directly on site but will join in by means of video and audio transmission, just like you, dear shareholders and shareholder representatives. We have made use of this option in order to minimize the risks for all those involved. The members of the Supervisory Board, with the exception of Mr. Lutz, who is present on site, therefore also follow the Annual General Meeting by means of video and audio transmission. An exception is made for Mr. Christoph Brand, who unfortunately will not be able to follow the Annual General Meeting in full due to an obligation that cannot be postponed. In accordance with the articles of association, the Supervisory Board appointed Mr. Lutz, Deputy Chairman of the Supervisory Board, as Deputy Chairman of the meeting.

Mr. Lutz will chair the meeting if I am prevented from attending, even if only temporarily. Mr. Lutz is therefore sitting here with the distance required in the current situation right here in front of me in the meeting room. I will go into more detail in a moment about the Supervisory Board elections scheduled for today and the proposed change in the composition of the Supervisory Board. However, I would already like to take this opportunity to thank my colleagues on the Supervisory Board for their commitment to our company. The company's proxies are also present on site. Today's Annual General Meeting was convened in due form and in time by an announcement in the Federal Gazette of 6 May 2020. The invitation was sent to the media on the same day for EU-wide distribution.

The confirmation of the Federal Gazette on the publication, as well as the confirmation of the forwarding to media for the EU-wide distribution of the convocation, is with the notary public, Dr. Tilman Goette. The invitation, together with the agenda and the management's proposed resolutions, was sent to all shareholders entered in the Scout24 AG share register directly or via their depository banks and shareholders' associations in accordance with Article 125 of the Stock Corporation Act. Attention was drawn to the possibility of exercising voting rights at the Annual General Meeting by a proxy. The documents relating to the items on the agenda described in more detail in the notice of meeting were published with the notice of meeting. These documents were available on the company's website from the time the meeting was convened and are also accessible during the Annual General Meeting.

Requests for additions, counter-motions, election proposals have not been received by the company. Ladies and gentlemen, all important information and instructions for the further course of events, including the options for voting and objecting to resolutions, can be found in the convening notice on the company's website and in the internet service. If you have already transmitted your votes in advance of the virtual general meeting in person or via a proxy by postal vote, either by conventional means or via the internet service, or if you have issued power of attorney and instructions to the proxy, you do not need to do anything else.

You can still cast, change, or revoke your yes or no votes or abstentions by postal vote electronically via the password-protected internet service, even now during the virtual Annual General Meeting, but only immediately before the vote is expressly closed by me as chair of the meeting. To do this, you must record these votes in the online form in the internet service and then submit the votes or your revocation electronically to us by selecting the submit votes field. If you wish to abstain from voting on one or more items of the agenda, do not select yes or no on the internet service or, if you have already selected yes or no in the past, now please select delete. Do this accordingly in the online form for the respective item to be voted on.

Please proceed accordingly if you wish to grant, change, or revoke power of attorney and instructions to the company's proxy during the Annual General Meeting. I will point out these possibilities again shortly before the start of the votes. Nevertheless, I would ask you to make use of these possibilities in good time, if necessary, as there may be delays in the live stream despite all the precautions taken. Furthermore, you can use the internet service to submit an objection to resolutions of the Annual General Meeting for recording in the minutes until the end of the Annual General Meeting if you exercise or have exercised your voting rights. I would like to point out that you should also make use of this option in good time, if necessary, because, as mentioned, there may be time delays in the live stream.

I would like to point out that recordings of the transmission of today's Annual General Meeting are not permitted. Ladies and gentlemen, we now come to the list of participants. As this is a virtual Annual General Meeting apart from the proxies of the company, only those shareholders are included in the list of participants who have themselves represented by the proxies of the company by disclosing their names. The subscriber directory is updated continuously. Any changes are recorded in a supplement. Ladies and gentlemen, as usual, I shall announce my presence before the start of the votes, but please note that this year's presence has a very limited information content because legally only the company's proxy and thus the votes represented by him are present, but not the votes received by postal vote, either by conventional means or via the internet service.

I will therefore also mention the number of postal votes received by then when I announce that I will be present in order to give you a more complete picture of the shareholder participation. Ladies and gentlemen, I would now like to give you an overview of the further course of today's virtual Annual General Meeting. I will first give you the report of the Supervisory Board. In this context, I will also deal in particular with our proposals for the election of the members of the Supervisory Board. Dr. Elke Frank, whom we are proposing to you today for the first time for election to the Supervisory Board, will introduce herself to you personally with a short video. Afterwards, our CEO, Tobias Hartmann, and our CFO, Dr. Dirk Schmelzer, will report on the past fiscal year and give you an outlook on the current fiscal year.

Mr. Schmelzer will briefly discuss the proposed resolutions concerning the partial distribution of the proceeds from the AutoScout24 transaction to our shareholders. These are the proposed resolutions on the appropriation of the balance sheet profit, the capital reduction, and the authorization to acquire and use treasury shares. A general debate in the conventional sense cannot take place this year. However, you, as shareholders and shareholder representatives, were able to submit questions in the run-up to the virtual Annual General Meeting, and you have made use of this opportunity. Thank you very much for this. We will answer all questions submitted individually after the speech by the board management. We will then proceed to the vote. Ladies and gentlemen, I now come to the report of the Supervisory Board.

I would like to take a closer look at the events of the last nearly 10 months, i.e., the time since our last Annual General Meeting. A lot has happened since then, and we have achieved a lot. On the one hand, we have reorganized the corporation within the Supervisory Board. Since the last Annual General Meeting, we have three new colleagues on the Supervisory Board: my deputy Frank Lutz and the two members, Christoph Brand and André Schwämmlein. As part of the personnel changes, we have recomposed the committees and set up an independent compensation committee. All the new members of the Supervisory Board have shown an excellent understanding of the work of the respective committees and their roles at Scout24, and they quickly familiarized themselves with the strategic issues at Scout24.

The decisive factors that set the company's course were the progress of the public takeover bid at the beginning of 2019, which we discussed in detail at the last Annual General Meeting, and the strategic review of the Scout24 Group's automotive and financial divisions in the second half of the year. Following the last Annual General Meeting, the company initiated a strategic review of the automotive and finance divisions and openly identified the alternatives for the division. To this end, the Board of Management has been throughout in close contact with me and my colleagues on the Supervisory Board. Prior to the sale, the company's Management Board carefully examined and weighed up the options of the further development of the group. At the end of the year, this process culminated in the successful sale of the AutoScout24 Group, including FinanceScout24 and FINANZCHECK, to Hellman & Friedman.

Hellman & Friedman were able to prevail in a highly competitive field of bidders. We are firmly convinced, also in the Supervisory Board, that the decision to sell is the best decision from the various options for the division in the interest of all stakeholders. The management will report to you in more detail on this strategic course. At this point, I would first of all like to say thank you. On the one hand, I would like to say thank you to all the employees of the sole business units, i.e., the AutoScout24 Group, FinanceScout24, and FINANZCHECK, for their great contribution to the corporate and growth history of Scout24. I wish each and every one of them all the best for the future.

On the other hand, my special thanks go to all the employees of the Scout24 Group who accompanied the strategic review, the sale, and the completion of the disposal. Without your extraordinary commitment, this would not have been possible. Once again, thank you. Finally, I would like to express my express thanks not only to the members of the Board of Management but also to all employees for the great development of Scout24, also on behalf of the entire Supervisory Board. Since when I look with you at the business development in 2019, we can see that it has been another record year for Scout24. This applies to both the continued and the divested divisions. The continuous work of the Management Board team and all employees is reflected in the strong results that Tobias Hartmann and Dirk Schmelzer will present to you in detail.

With the spread of the COVID-19 pandemic at the beginning of 2020, which I've already mentioned, our civil society was severely affected with significant cuts in people's public and economic lives. Our customers and users, and thus the business activities of Scout24, have also been affected. As regards this, the Board of Management informed the capital market in March of this year that the expected development for the year as a whole could not be planned with sufficient certainty. The forecast has therefore been canceled. We have discussed the effects of the COVID-19 pandemic intensely with the Management Board from the very beginning, and we also discussed the various measures that the company has taken to protect its employees and its business. This is still a difficult time for the general public and for the majority of companies.

However, I'm very confident that Scout24 is well equipped to emerge well and strongly from the crisis thanks to the measures taken and its robust business model. [Foreign language] . But back to the work of the Supervisory Board and its meetings. The Supervisory Board in the business year of 2019 performed the tasks and duties required by law, the articles of association, and the rules of procedure for the Supervisory Board without restriction. In the 2019 financial year, the Supervisory Board held a total of eight meetings, four of which were ordinary meetings and four extraordinary meetings. The Supervisory Board has formed three committees: a presiding committee, which also performs the function of the nomination committee, an audit committee, and since September 2019, a remuneration committee.

The continuing strong regulation of Executive Board compensation, in particular with the act implementing the second shareholders' rights directive, abbreviated and more commonly known as ARUG II, and the plan to create a new compensation system for Scout24, which has been listed in the MDAX since last year, have prompted us to set up the compensation committee. The presiding committee met three times in the 2019 financial year. The audit committee held a total of three face-to-face meetings and three conference calls in the 2019 financial year. Since its establishment in September 2019, the compensation committee has held one meeting outside the meetings in addition to its preparatory work. The participation rates in the meeting mentioned were consistently above 90% in most cases, even 100%.

The Management Board informed the Supervisory Board regularly, promptly, and comprehensively in the form of detailed written and oral reports on all issues of strategy, planning, business development, risk situation, risk management, and compliance that were of material importance to the company and the group, and thus fully complied with its reporting obligations to the Supervisory Board in the relevant period. The Supervisory Board and its committees were involved in all important business transactions and decisions of fundamental importance to the company. Outside of these meetings, the members of the Supervisory Board, in particular myself as the Chairman of the Supervisory Board and the Chairman of the committees, were also in regular contact with each other and also with the Executive Board, with the Management Board, sorry. In particular, matters of strategy, planning, business development, the risk situation, the risk management, corporate governance, and compliance of the company were discussed.

In addition, the Management Board informed me immediately of important events that were of material importance for the assessment of the situation and development and for the management of the company. The other members of the Supervisory Board were informed at the latest at the next plenary or committee meetings. The Supervisory Board also dealt with the general business development of the Scout24 Group. The Supervisory Board discussed the individual segments of the Scout24 Group, the financial outlook for the 2020 financial year was discussed, and the development of the individual business segments was presented and discussed. The Supervisory Board discussed the financial situation of Scout24 AG and the Group in detail together with the Board of Management, and they discussed the business development in detail with the Management Board. The Supervisory Board also passed a resolution on the budget for the 2020 financial year.

No conflicts of interest arose in the Supervisory Board in the fiscal year 2019. The Supervisory Board issued the current annual Declaration of Compliance with the German Corporate Governance Code together with the Management Board in February 2020. An explanation of the deviations from the recommendations can be found in the Declaration of Compliance. This Declaration of Compliance is also available on the company's website. Further details on the company's corporate governance and on the implementation of the recommendations and suggestions of the German Corporate Governance Code can also be found in our corporate governance report, which is also published on the company's website. With regard to further explanations on the report of the Supervisory Board, I would also like to refer to pages 17 to 25 of the annual report for the business year 2019.

The term of office of all members of the Supervisory Board ends at the end of today's Annual General Meeting. This is because last year's election to the Supervisory Board was only a by-election for the remaining term of office of the retiring members. For this reason, the Supervisory Board continued to look intensively into the question of candidates for the new Supervisory Board. In preparation for the new elections, the Supervisory Board conducted an extensive efficiency review. Our aim was to determine, also by means of so-called benchmarking with the help of third independent parties, whether the Supervisory Board meets its requirements and in which areas there is a potential for improvement. Only with these findings did we want to proceed to the decision on the selection of candidates for the next term of office.

In addition, together with the Deputy Chairman of the Supervisory Board, I took part in Scout24's first Corporate Governance Roadshow and met with many shareholders and investors. Of course, the point of view of shareholders and investors is of fundamental importance to us for our future orientation, and that is why we were very glad to have so many good discussions with you. We were and are able to take this into account in the selection of candidates that we suggest to you for election into the Supervisory Board. The composition of the Supervisory Board as a whole and moreover with the recently elected members is relatively new. Nevertheless, we have proposed a slightly shorter term of office for the new election, and in accordance with changing market practices remain below the maximum limit of the German Stock Corporation Act.

The term of office available to them for decision with the election proposals extends until the end of the Annual General Meeting, which decides on the discharge for the financial year 2023. However, since my colleague on the Supervisory Board, Ciara Smyth, informed me that she would not be available for another term of office for capacity reasons, a partial change was necessary. On behalf of the entire Supervisory Board, I would like to thank you once again, dear Ciara, for your excellent cooperation and your valuable contributions to the further development of our company. I wish you all the best for the future, and we wish you all the best for the future. Let's get back to the election process.

It had to be taken into account that the sale of the auto and finance division will mean that Scout24's business will be somewhat different in the future than it was in the past. We discussed this intensively in the Supervisory Board and explored various options. As you can see, we have come to the conclusion that last year's composition with the addition of Dr. Elke Frank is the best decision for the company and for you, the shareholders, and we therefore propose this team for election. Essential for the decision is the competence profile of the Supervisory Board, which we have critically questioned against the background of the sale of the auto and finance division, but have not changed in structure.

For the further development of Scout24, with its focus orientation on the real estate sector, we have the right minds and the right mix of entrepreneurship and experienced managers on the Supervisory Board, people who have all the necessary personal and professional skills to continue the good work with the Management Board in the future. As I've already announced, Dr. Frank, who has been proposed for election to the Supervisory Board for the first time today, would like to introduce herself to you personally. We are very pleased to have found an excellently suited candidate who is a very good match for us in every respect. Her many years of management experience in international companies, her valuable experience in technology and IT companies, her expertise in the areas of human resources, IT, digitization, and law, as well as her hands-on, winning manner, will be a valuable addition.

Dr. Frank recorded her presentation on video before the Annual General Meeting in order to reduce the risk of possible technical difficulties during transmission. However, Dr. Frank also follows the Annual General Meeting today by means of video and audio transmission. I'm asking for the video message from Dr. Frank.

Elke Frank
Member of Supervisory Board, Scout24 AG

Good morning, ladies and gentlemen. My name is Elke Frank. I'm a member of the board with the Software AG and responsible for human resources. Maybe you have heard about the Software AG, maybe not, but I'm sure that some of you use our software or have already used it. For instance, if you think of online banking or if you have your daily coffee, we push the thought of integration further. We trigger transformations of companies, and we also enable quick innovations for the Internet of Things.

We provide you the liberty to link every kind of technology from the app to the edge and to integrate them. Software AG is a market leader in key categories of digital transformation and the worldwide first digital business platform. We have 5,000 employees worldwide and are active in more than 70 countries. As a member of the board, I am in charge of human resources, IT, legal, and transformation. A few words about my professional career. I studied law in Würzburg in Germany and began my professional career with Daimler AG. From 1998 on, I had several management functions, and in 2004, I came to the affiliate company, the Mercedes-AMG, and there I was in charge of human resources and law. Further stations in my leadership career were with Carl Zeiss Vision and with Microsoft Germany GmbH in Munich.

I looked a lot into the possibilities of a new way of working during my time there. In 2015, I started working with the Deutsche Telekom and was able to establish a competence center for human resources development. I was also in charge of trainings for all employees of the Deutsche Telekom, management trainings, performance management, talent management. Last year, in August, I started working with Software AG. As you can see, I look back to more than 20 years of management experience in stock-listed companies who act both nationally and internationally and who have proved that they can sustainably grow. During my professional career, I accompanied several M&A activities, and so I learned a lot about transforming and change processes. You said that there was a problem, and the interpreters apologize. We have a problem here.

Ladies and gentlemen, COVID, we have to learn a lot about these meetings, about virtual meetings. Several difficulties are possible. And as far as I heard, there was no audio transmission, and therefore we suggest that we have a very short break, that we try to find a solution for this technical problem and that we show this video once again, and that then we continue this meeting.

Hans Holger Albrecht
Chairman of the Supervisory Board, Scout24 AG

Also, [Foreign language] . Ladies and gentlemen, welcome back.

We hope that we were able to solve the technical problems, and we will once again try to show the video clip from Dr. Elke Frank. And you will have the opportunity to see an English version later on on the website, so we try that again. And yes, the interpreters don't have any sound, so we will not interpret the speech right now. You will have it later on on the website.

[Foreign language] .

Thank you very much, dear Elke, and once again, my apologies for these technical problems. I hope that now you could hear her speech. Dr. Frank and all the members of the Supervisory Board who are standing for re-election today have already declared that they will accept their offices as members of the Supervisory Board if they are elected by the Annual General Meeting. As we informed you, there has been a change in the other mandates following the convening of the Annual General Meeting on 6 May 2020. It concerns me. I have been elected Non-Executive Member of the Board of Directors of the stock-listed company VEON Ltd., Hamilton, Bermuda as of June 1, 2020.

As a non-executive ordinary member of this board, I merely exercise a controlling function with a manageable amount of time. In this context, I have in the meantime resigned as Chairman of the Board of Directors of the listed ICE Group ASA Oslo in Norway, and I am now only an ordinary member of the board of the ICE Group ASA. Therefore, I will continue to have sufficient time and capacity for my office at Scout24 AG. You can also see from the sum of all the mandates that there is no critical accumulation of offices and that the recommendations of the German Corporate Governance Code for good corporate management are complied with in this respect.

In the event that the Annual General Meeting elects the candidates proposed for re-election to the Supervisory Board by the Supervisory Board today, I intend to stand for re-election as Chairman of the Supervisory Board, and Mr. Lutz intends to stand for re-election as Deputy Chairman of the Supervisory Board. Before I hand over the floor to the Management Board, let me turn to the report on the other tasks of the Supervisory Board. The annual financial statements, the consolidated financial statements, and the combined management report of the company and the Group for the 2019 financial year have been issued with an unqualified audit opinion by the auditors.

Furthermore, the auditors determined that the Executive Board or the Management Board has set up an appropriate information and monitoring system whose design and operation is suitable for the early detection of developments that could jeopardize the continued existence of the company. The auditors' reports were presented to the Supervisory Board during the discussions on the annual and consolidated financial statements and the combined management report. The Supervisory Board approved the result of the audit of the annual financial statements and the combined management and Group management report of Scout24 AG by KPMG on the basis of its own audits. In the opinion of the Supervisory Board, no objections were raised to the annual financial statements and the management report after the final result of its audits. The Supervisory Board has therefore approved the annual financial statements.

They are thus adopted in accordance with Section 172 of the German Stock Corporation Act. The Supervisory Board also approved the result of the auditor's audit with regard to the consolidated financial statements and the Group management report on the basis of its own audits, and in the opinion of the Supervisory Board, there were no objections to be raised against the consolidated financial statements and the Group management report. Accordingly, it also approved the consolidated financial statements. The Supervisory Board has also commissioned KPMG to conduct a voluntary external review of the content of the separate non-financial consolidated report. This report is based on the EU Corporate Social Responsibility Directive. The aim of this directive and thus of the report is, in particular, to increase transparency regarding the environmental and social aspects of companies in the EU.

The Supervisory Board had no objections following its independent review of the separate non-financial Group report, which was conducted in the light of the findings of KPMG. Further details on the audit of the annual and consolidated financial statements and the combined management report can be found in the written report of the Supervisory Board on its activities, which is printed on pages 17 to 25 of the annual report. The documents relating to agenda item one have been accessible and are available on the company's website since the convening of the meeting and are also available today during the Annual General Meeting. In addition, our CEO, Tobias Hartmann, and then our CFO, Dirk Schmelzer, will present their report on agenda item one. Ladies and gentlemen, thank you very much for your attention so far. Dear Tobias, dear Dirk, you have the floor.

Tobias Hartmann
CEO, Scout24 AG

Thank you very much, Hans Holger Albrecht.

Dear shareholders, dear ladies and gentlemen, I too would like to welcome you on behalf of the Board of Management in unusual times and unusual format. The fiscal year 2019 has brought about important changes for our company. The Scout24 Group, as we presented it to you last year, has focused considerably. Last year, both strategically was groundbreaking and pointing into a new direction, and operationally, it has been a record-breaking year. In 2019, we asked ourselves difficult questions and had to take important decisions in order to get the best possible answers to these questions. First of all, we concentrated on our core activities with the two directions, automobile and real estate, in the different. And the consumer services, which before was a section of its own, we integrated into AutoScout24 and ImmoScout24. The interlocking of consumer services is thus even closer to our core business.

Secondly, we have implemented more streamlined structures in order to be able to act faster and in a more target-oriented fashion. Moreover, wherever it was possible, we actually identified potential for cost reduction, and this process of continual improvement is one that we will continually pursue in the future. In June 2019, we also announced a share and stock buyback activity in order to have you, dear shareholders, participate in our great operational results. In the first section, from September 2019 till late January, we actually bought back shares to the amount of EUR 150 million. In the second section, as of today, we had acquired additional shares to the amount of EUR 116 million. And then in September 2019, we paid EUR 70 million in dividends, which is about 40% of the profit of 2018.

For the fiscal year of 2019, we now propose dividend to the amount of EUR 93.7 million, which is nearly 50% of the cleaned-up net profit. With this, we reinforce our dividend strategy, which says that between 30% and 35% per annum of the net profit is to be sold out, which is another sign for the strength of our company. Next, AutoScout24 and the sections belonging to it, we actually submitted to comprehensive strategic testing. In front of this backdrop, we checked all the options for AutoScout24 for its value maximization and for the long-term strategic lineation of the Scout24 Group. The strategic check has ended with the signed contract on 17 December 2019 with the sale of AutoScout24. This transaction, as of end of March 2020, has been concluded.

At this point, once again, thank you very, very much also from my part to all the employees of AutoScout24 for the successful time together throughout so many years and wishing you all the best for the future. We are of the firm conviction that the decision to sell AutoScout24 is in the interest of all stakeholders and is the best option in your all interest. Let me quickly explain why I see it like this. Scout24 has been able to realize a very attractive purchasing price. The company value of EUR 2.9 billion represents an EBITDA multiplier of about 26, and that's one of the highest multipliers that have ever, ever been achieved for a portal like ours, an advertising portal. Our shareholders profit by the EUR 1.69 billion payback program.

In part, this has already been started, like I said, and in part, today's resolutions, if they are approved, will form the basis for that. Moreover, the concentration on the very strong real estate section will allow us for the very strong development from an advertising portal to a digital ecosystem in a very focused manner. Of course, such a process of strategic check represents challenges for the organization. Of course, it is difficult to sell off a section of business where in the past we have been able to achieve impressive growth. Still, the advantages outweigh all other considerations. So the decision is clear and has been made very clearly and unequivocally. Then, it was not quite going without saying that the actual realization of the sale was able to be achieved so quickly as taking it out of the entire group.

We managed to do it by 31 March 2020. This is especially true since at the beginning of 2020, the COVID-19 pandemic has brought about more and more cuts in the markets and more and more limitations to everyday life and business life. It is our plan to actually hand over the purchasing value of AutoScout24 as much as possible to the stakeholders and to integrate the rest into the ongoing business, and my colleague Dirk Schmelzer will tell you more about that later today. All our decisions today, our overarching strategy was actually in the foreground, and this says we want to expand our market leadership, and we want to focus on further profitable growth. With ImmoScout24, we want to develop from an advertising portal to a totally interlocked and interconnected marketplace of the future.

The increasing interconnection and networking opens up new market possibilities and new sources of revenue. In the long run, we want a real estate transaction to be able to be conducted totally digitally via our interconnected marketplace. On the way to this aim, we want to give the best possible user experience to our users with the continually increasing data quality and market transparency. To this end, we increasingly improve our offers and develop new digital products and services. In 2019, in our product offering, we have realized the biggest push in innovations in our entire corporate history. One important additional product was, for example, the Realtor Lead Engine, i.e., the source for brokering mandates, which increased its amount of orders to EUR 10 million per annum, which is nearly tripling. Another one is the digital lease or the digital offering for landlords.

In September 2019, the second Capital Markets Day for Scout24 AG took place, and among them, we communicated our targets for growth and profitability. Due to COVID-19, we first of all had to take back our goals for 2020 and a little bit more in the future. Our overarching goal is still the same: profitable growth. The program, Growth Simply Done, that we communicated at the Capital Markets Day, is supposed to be contributed throughout 2021 on an increased capital basis, and last but not least, in November 2019, we introduced a new brand appearance. And this is the most comprehensive redesign in our entire corporate history and now visualizes our strategy even more emotionally experienceable in our brand experience. The new brand style makes complex decisions when looking for real estate easier and simpler.

Like we presented at the Capital Markets Day 2019, we now have an even stronger customer-oriented appearance across all our sections. In 2019, in operational terms, we were able to achieve record results. At this point, a great thank you to all our employees who are behind this success and made it possible. In the continued operations, i.e., in ImmoScout24 segment and in the real estate proximate business, we could actually achieve nearly two-digit growth and actually achieve the EUR 349.7 million sales from business results. Our EBITDA, i.e., our normal operational result, even increased by 10.9% to reach EUR 209.3 million, which again represents an improvement of the profit margin by one percentage point. ImmoScout24 continues to be number one for active listings and has a clear leadership position with 13.5 million visitors.

Dirk Schmelzer will actually later on tell us about the results in a little bit more detail later on today. In order to round off the positive picture, not only in operational terms, but also for you, my dear shareholders, we actually increased considerable value due to actually publicizing the long-term roadmap to growth. The stock price for the first time went above the EUR 50 mark in July 2019. Yeah. And again, the stock price rally has been reinforced by the remaining decisions. At the Capital Market Day 2019, we presented the goals of growth and profitability, and they have convinced you, dear stakeholders, and they actually were behind a further continued positive stock price development.

So overall, in 2019, we created value for our shareholders and created a total shareholder return, i.e., the share price performance plus the dividend by nearly 49%, which is very clearly above the performance of the MDAX index, which is a comparable index. That was only 31%. Dear shareholders, this year has made it once more very important how important social responsibility is. As a company, we are very aware of our social responsibility. In 2019, which is my first complete year as the CEO of the Scout24 Group, we have pushed many things forward in this respect, and with our growth and business strategy, we linked it with our strategy. At the first point, I'd like to name the DNA Culture Code for Scout24. Varied employees from all over the world. It is important to have a strong corporate culture.

That's why I'm happy to say that in 2019, with our new Culture Code, our value codex, we've been able to start a new codex at Scout24. And this codex, this code defines how we treat each other. It gives our employees and our managers clear values for their activities, directions, and their intentions. With this, we create an environment where we like to work and are happy to be successful. And this new culture, corporate culture, actually is condensed in our new Make It Happen brand core, which is Make It Happen. This is not just a slogan. This is our core value that we want to fill with life. Also, in 2019, we introduced sustainability successfully into our corporate activities, something that is very close to my heart in particular.

Not only have we been able to reduce our CO2 emissions by 8%, also social days with more than 600 employees have managed to show social commitment on location. Just to give you two examples. If you want to see it in more detail, you can actually see our sustainability initiative and really roll up in our sustainability report that is published together with our annual statement. Living. Living in apartments, in houses, and in homes is one of the central issues of our times. And so we launched a new online platform, which is called Wohnen Weiter Denken, which means translated something think further when it comes to living environments, where we all can discuss further issues of living. Since the platform was launched, we've been able to actually register 31 million contacts. That is immense and shows the immense relevance of this topic.

Now, all of this has been taken or did take place in 2019. Currently, the COVID-19 pandemic poses challenges so far unknown to our society. We want to actually contribute to this actively and make a contribution to help our partners during this crisis. The COVID-19 supporting and help program that we introduced rests on three pillars. First of all, liquidity plus for the customers of brokers in order to get through the crisis unscathed. Secondly, listing plus in order to go over a standstill for free of charge ads for private clients. And thirdly, leads plus in order to get a quick comeback to life afterward. In the course of the COVID-19 crisis, we have also together with leading companies and associations of the real estate industry actually launched a 10-point program for the real estate industry.

In the core, it is about pushing forward the digitization of the real estate business. COVID-19 has shown and made very clear the increased need for digitized processes in real estate business, and we should actually use the opportunities arising from this crisis, and for this, however, we need the support of the government to give us a legal basis for this. Dear shareholders, let us once again tell you how creating value within the Scout24 Group works. Our business model is based on that. We have consumers, we have homeowners, and we have brokers, and we want to interlink all three groups in a successful and profitable way. The consumers are looking for an apartment or a home that belongs to the landlord, the tenant, the owner, and that's being offered by the broker, and ImmoScout24 is in the center of this relationship.

Like no other company, we understand the needs of these respective groups. These groups have always been around, of course, but the needs continue to change ever faster and ever more. And we are close to them, and we orient our actions close to that. By doing that, we want to create and build up and establish an ecosystem, a real estate ecosystem that interlinks and interconnects these three groups and fulfills their needs in an optimal way. People looking for real estate or apartments have an ever harder time of finding an apartment, especially in the big cities in Germany. Also, they don't want to be overwhelmed by a huge amount of unusable offers. Homeowners are looking for support for the entire process and want to find the right partner quickly that helps them.

They are not in the mood, and they are sick and tired to actually spend their lifetime and their leisure time to react to X amount of broker requests, and finally, the real estate brokers need to find out how they can acquire mandates in such a challenging business environment as the basis for their next business that they conclude. Now, to give you a concrete example, let me walk you through the examples of a broker, a homeowner, and a family looking for a new place to live. Let's start with the broker. Let's say he's called Ralf. He's a successful broker for real estate to live in, working in a big city in Germany. In order to be even more successful, he became a customer, a client of ImmoScout24, and signed an annual contract.

He actually bought the Image Edition and can position one of his objects at a premium position. And for this, he pays about EUR 750 per month. In the Image Edition package, Ralf receives important services like Image Boost and Top List All, with which Ralf can make his offers and his profile visible on our portal. And he stands out from the competition and gets up to 60% more contact requests. Ralf is only one of our about 17,000 partners of real estate to live in. And the other clients are also banks and also other institutions that deal in real estate. And usually, they're doing annual contracts. And our average turnover is EUR 729 per month. And if we take our core customers, the brokers for private dwellings, for business real estate, altogether, they are about 28,000 brokers. And all of them are active on ImmoScout24.

We think that about 80% of all real estate brokers in Germany are our clients. We want to help Ralf to be even more successful. Let's delve a little bit into Ralf's things. He does about 25 transactions per year, and he gets about EUR 245,000 of commission turnover. And he pays about EUR 30,000 as marketing. The remaining 10, for example, rental things he gets about as a rule two monthly leases. The commission pool for real estate agents in Germany is about EUR 6 billion a year. We haven't talked about the principle for shareholders, but we can see clearly how it's going to be continuing. Even in the five federal states where this hasn't been the case yet, we will actually arrive at a point where the commission will be split 50/50 on the buyer and the seller.

And this has been approved after a six-month period. This regulation will come into effect as of December 2020. And we expect no sustainably negative ramifications to Scout24. Let's come back to Ralf. He spends about EUR 30,000 for marketing. [Foreign language] .

And about 30% of that go to us for his membership in our products, and the rest goes to other platforms and marketing instruments. And the remaining share is spent for obtaining new business, new mandates. And this means that about 70% of his marketing expenditures represent further growth potential for ImmoScout24. If we translate this to Germany as a whole, we have a huge potential for ImmoScout24. And we have very good arguments why Ralf should shift his marketing expenditures to ImmoScout24 in the future. Out of the 3.7 million rental transactions in Germany in 2019, one-sixth happened via ImmoScout24.

Out of the 700 million or 700,000, sorry, sales of property in Germany, also a considerable share happened via ImmoScout24. So if Ralf wants to do good business without too much effort, he has already done the right step by registering for ImmoScout24 products. And if he spends the remaining part of his marketing budget in a more targeted way, he can achieve even better results. On the other side, there is Stephanie. She wants to sell her flat. She works full-time, so she doesn't have the time to look for potential buyers herself or to call a whole lot of real estate agents to find out who's the best suited for her. And she has no idea what price would be appropriate. On ImmoScout24, she found the Immobilien Atlas.

On the basis of hundreds of thousands of real property ads, we determine the average price of the past years. Based on this information, Stephanie can define the minimum requirements or the minimum price for her flat. She is one of 340,000 sellers of residential property who are registered with us. She also receives personal information, personal notifications about her project. Now she starts to compare real estate agents in order to find the best suited for her. ImmoScout24 helps her by giving her contact to appropriate real estate agents. In 2019, we generated a growth of 83% as compared to the previous year. ImmoScout24 then established a contact between Stephanie and the best real estate agent for her case, for instance, Ralf.

And he is able to sell the property even with a higher price as the one that she set as the minimum price. 22,500 cases of sellers. And we put them in contact with the buyers. And this generated a turnover of EUR 10.7 million in 2019. And this means that the value of the previous year was tripled. Now about the Family Schneider. The Family Schneider is looking for a new house or flat. And so they are or represent the side of our interest groups. We are familiar with the needs of those who look for housing. And the two children of the Family Schneider are growing, and therefore they would like to find a flat with two children's rooms. And so Ms. Schneider registers for the MieterPlus package.

She receives functions like checking of exclusive ads and a calendar for flat viewings, just to mention a few of the functions that are made available to her. On top of that, Ms. Schneider also gives information about herself. And she also deposits proof of her income, and so she can start looking for a new flat. The membership in the MieterPlus package gave the Family Schneider the necessary advantage as compared to others who are looking for flats. After five months, they can move to the new bigger flat. And they found it in one of more than 165,000 ads. The Family Schneider is not the only one who was successful. We have a lot of other members, more than 100,000 MieterPlus members.

I hope that you, dear shareholders, can see that we already offer a lot of interesting features for our interest groups, which are targeted to their specific needs. There's still a lot to be done. We want to establish a whole ecosystem for real estate transactions in Germany and Austria. Therefore, we need the cooperation of the three stakeholders, those who want to sell their houses, the real estate agents, and those who want to buy property. The needs become more and more complex. We want to create our ecosystem in such a way that it can target the needs in a more differentiated way. Our long-term strategy and the strengths of our company have been clearly formulated. We want to expand our strong position in the German market. We look back to an impressive success history.

In Scout24, over the past years, we revolutionized the property ad business. We want to keep up the speed of innovations for the time to come. We make a lot of data available. In doing so, we play a decisive role in increasing market transparency. For instance, builders can use our data, or project developers can use our data for their projects. We also automate other parts of the consumer journey on our platform. The digital rental agreement is one example for an additional value, an additional comfort that we can offer to our clients. We offer our customers additional value through additional new products like image acquisition, which met with a lot of interest in January and February. This helps us to increase our turnover. We have put a lot of effort in the project private ads.

Now we can see the fruits. We introduced a version that is free of charge for the private ads, private rental ads. So we could find a lot of new 1,600 ads per day. And at the same time, we also increased our turnover with the MieterPlus package. All this shows that we are on the right track, but there's still a lot to be done, as we can see. We have detailed this in the 10-point plan. I have a lot of confidence in the strength of our company. In terms of finances and also in terms of staff, we have the necessary resources in order to continue our strong history and our strong development. Here, I would like to deviate from the official part of the report.

And I would like to personally address all the colleagues, all our employees who in these difficult times have done an extraordinary job. In 2019, in the business year 2019, and also in the first quarter of 2020, until the sale of AutoScout24, meant a lot of work for all of us. And then COVID-19 came on top of it. And today, we still can present a very successful company with very good growth. And this is thanks to your commitment, to your ideas, to your creativity, and to your way of doing the work. On behalf of the whole Management Board, I would like to thank you very warmly for this. Dear shareholders, let me now sum up why 2019 was such a successful year for Scout24. First of all, in 2019, we could increase our turnover by about 10%.

And the EBITDA margin from the ordinary business could be increased by 60%. And secondly, we could sell AutoScout24 at a maximum value. EUR 2.84 billion are the proceeds from the sale. And we plan to distribute EUR 1.69 billion out of these to you, the shareholders. We use the rest to pay back debt and to increase the business of inner ImmoScout24. In 2019, we could achieve 49% return for our shareholders, which is much better than the MDAX as a comparison. We continue to focus on our strengths in the very successful German real estate market. And we continue to expand our business. And finally, in time for opening the new chapter, we introduced our new marketing, and we show our agility. And this can be seen very clearly also in the difficult times that we are going through at the moment.

We use our flexibility in order to help our partners in the current situation. COVID-19 will boost digitization, and we and the real estate business as a whole will profit from this situation. Despite all the current challenges in the context of the pandemic, we look to the future in a very confident way. Thank you very much for your attention, dear shareholders, with this, I give the floor to our CFO, Dirk Schmelzer, who will explain our KPIs.

Dirk Schmelzer
CFO, Scout24 AG

[Foreign language] . Thank you very much, Tobias. Thank you. Ladies and gentlemen, a very warm welcome to you also from my side. I will guide you through or talk you through the figures of our company in 2019. By selling AutoScout24, our reporting has changed significantly.

According to the International Financial Reporting Standards, our activities, even if you look at the whole business year of 2019, and even if AutoScout24 was still a part of the group in 2019, have to be shown as discontinued activities. What you can see here in green are the financial figures for the continued business activities of Scout24 Group. The new group comprises the business of ImmoScout24 and the related activities from Scout24's consumer services segment. The income increased by 10%, and EBITDA from ordinary business increased by 11% to EUR 209 million. And this corresponds to a margin of 60%. For the groups and the consolidation, after the consolidation effects, we have 62% of EBITDA for the new ImmoScout24. In the lower part of the slide, you can see the results for the old Scout24 Group.

There you can see ImmoScout24, AutoScout24, and consumer services. With focusing on the real estate business, starting from 2019 financial year, our segment structure is also changing. The new reporting structure gives you, the shareholders, very clear and precise insight in our business, also in the future, and guarantees transparency. The segments are structured as follows in the future. First of all, the segment residential real estate. This segment is the biggest one, and it comprises the business with real estate agents, like the example of Ralf that Tobias mentioned earlier, and also the other stakeholders, those who offer flats for rental, like residential property construction companies, and the consumers who want to offer a real estate property via ImmoScout24 like Stephanie, or who are looking for a house or a flat like the Family Schneider. They are also part of this segment.

Other turnover comes from passing on inquiries to holding companies and other service providers. The second segment, business real estate, comprises commercial property and the business with project developers. The third segment contains our turnover from advertisements and also the business from FLOWFACT, our partner. For 2019, the segment development looks as follows. The biggest segment, residential real estate, grew by 11% and achieved turnover of EUR 245.9 million. This results from a higher number of clients and also from the growth of the average monthly turnover from each customer. The business real estate segment could grow by 10.3% to nearly EUR 70 million turnover. This growth can be traced back to an increase of the monthly income. The third-party media and other segment, or third segment, grew by 8.9% to EUR 35 million. Also, the profitability of the segments in total became better.

The EBITDA margin achieved 62.2% in 2019, an increase as compared to 2018. On the next slide, we show you the figures on the turnover and profit from the ordinary business activities. Here in the table, you can see the most important targets and KPIs. Let us have a closer look at the business development in 2019. You can see that human resources budget is below. The difference to 2018 is below the increase in turnover, but sales increased, and this is mainly due to the high online marketing expenditures and for our new product, which has a very important strategic significance for us and could lead to plus in turnover of 190%, and our expenditures of EUR 40 million are based on the data center cloud, so the cloud-based application, and this led to an increase in costs.

The operating costs increased by 8%, which is a lower increase than the turnover, which grew by 9%, and this highlights the scalability of our business model and our ability to use this in a profitable way. If we go now to the reported EBITDA and the net result, you can first of all see that the non-operating costs increased considerably, and this reflects the costs from the reorganization and also from the share-based remuneration. The reported EBITDA remained mainly unchanged as compared to the previous year. The financial result of 2019 is met by expenditures that have been positively influenced by the results from refinancing. And the net result of the continued business is the result of this, and if we add this number, then we achieve a net result for the old Scout24 AG of EUR 80 million.

If we add the non-recurring costs and the cost of the reorganization, also in the context of the AutoScout24 transaction, then we achieve the, or we come to the final result, net result, which was at EUR 189.6 million in 2019. This is the basis for our strategy and reflects an increase by 11% as compared to the previous year. And this shows that the 2019 business year was a really positive year. It is a very clear concern to have our shareholders participate in our corporate success. And so we propose a dividend of EUR 0.91 per share for the year 2019. And this represents a disbursement growth of 49% of the result per share. We are at the upper end of the range.

Compared to EUR 0.64 per share last year, this is again an increase that wants you to participate in the results and the increased profitability of the fiscal year 2019. You will be able to vote about this proposal in the course of today's meeting. Like we actually told you in the invitation, we actually updated this dividend with regard to our share buyback program. So this means by buying back the shares, the dividend is distributed on a smaller share of stock, which represents EUR 0.91 per share. And since we need the amount without a fraction for the dividend, we actually can't avoid to transfer EUR 93.7 million and disburse those as a dividend. Yeah? Like last year, the dividend will be done without a tax deduction by Scout24. This is made possible because we have a positive balance in the tax account now.

EUR 93.7 million for the dividend and finalizing the 2020 section of the buyback activities, this positive amount in the tax account will, however, be used up completely. Now we're getting a little bit more technical because, like Tobias hinted at, we're now talking about the capital repayment plan. Because we sold AutoScout24, we were able to realize an important cash influx. And now, dear shareholders, I want to show you in more detail how we plan to use the results from this sale and to hand it back to you for the most part. The sale results in an influx of net EUR 2.84 billion, of which EUR 780 million we used to actually pay back debts in order to save on interest and also to avoid negative interest on cash holdings. Also, our dividend proposal again is EUR 93.7 million, nearly EUR 94 million.

The last and biggest plan consists in share buyback. In this context, I'd like to tell you how we've made use of this to date. At 8 July 2019, in our annual meeting, the company was actually allowed to buy shares for any required purpose and to use shares for this purpose. This authorization has been executed by us between September 2019 and 11 June 2020. So far, 4.3% of the share capital have been used for an overall price of EUR 266.5 million. The buyback is already used for disbursing the dividend of the sale of AutoScout24. The company holds the bought shares itself and plans to actually keep it or use it for future acquisition activities. The second section of the buyback program happened until very shortly before today's annual meeting.

With EUR 460 of volume, we use the remaining part of the tax depository. Further share buybacks are planned for 2021. These programs comprise up to EUR 200 million via a normal share buyback program and EUR 1 billion with a buyback program with capital reduction. We plan to do this via a normal offer to the shareholders. Dear shareholders, this is something that you will be able to vote on today, these proposals. Now, the page that you see here actually shows you the three main agenda topics on actually the top three proposals. The agenda point two refers to using the profit of Scout24 AG of EUR 94 million. Agenda point seven, item seven, actually refers to decreasing the capital by buying back shares. Number eight, agenda item number eight, refers to authorization to buy back own shares through 7 June 2025.

And by doing this, we plan to actually use the EUR 200 million that we showed you on the slide before and hand them back to you, our shareholders. The next slide I will show you as the legal requirements call for. I will actually report on agenda item 10. The Scout24 AG and the Scout24 Beteiligungs SE can be found on our internet website together with all the documents relating to agenda item 10. So I shall be as concise as possible here. The contract was concluded on 28 April 2020 by both companies. In the meantime, the Scout24 Beteiligungs SE has actually authorized this contract by their annual meeting. So what's missing is actually today's acceptance by Scout24 AG and the registration into the Register of Commerce. Only then will it become valid.

When it becomes valid, it will be in force starting 1st January 2020, should you accept this and authorize us to do that. And this has the result that the positive and negative results of the companies belonging to that, in particular the Scout24 AG and the Scout24 Beteiligungs SE, can actually be calculated at the same time. And so the tax amounts can be harmonized and equalized. So the Scout24 AG is liable to take over any loss. However, the Scout24 Beteiligungs SE actually took in the sales proceeds of the AutoScout24 sale. And together with that, we can transfer this amount to you as shareholders. Because due to this contract, the Scout24 Beteiligungs SE is also obligated to actually transfer their profit to Scout24 AG. So both the loss and the profit takeover have to be subject to interest.

This contract has been taken for indeterminate time and can be terminated with a notice period of six months. However, the first basis is five years. The first term is five years, so it can be terminated for the first time in 2024. And after this contract will have been terminated, then if the shareholders want to, they have to be given a security for that. And apart from that, the contract contains normal formulations and phrasings, as you can see on our website. Okay. Let me now quickly take a look at the financial development of Scout24 in the first quarter 2020. ImmoScout24 has again been able to convince with growth and resilience and been able to do a very good start into the new year. Compared to the first quarter of the previous year, the sales have increased by 5.6%.

The normal EBITDA from ordinary business activities has even been able to achieve a growth of 14.4%. And this results in an EBITDA margin from ordinary business activities of 4.7 percentage points. So ImmoScout24, i.e., without consolidation effects, it was even 64.6%, i.e., 4.2 percentage points more than in the quarter of the previous year. The increase of the profitability can also be seen as a result of our program for cost optimization, which we presented to you last year on the Capital Market Day. And this program is something that we actually realize today with great success. Looking at our segments, it shows that all three elements have been able to increase our profitability. The residential real estate has been able to increase its sales by 7.1% to 6.3%. The EBITDA margin from ordinary business activities has even risen by 6.4%. No, excuse me, to 64.6%. Yeah.

The business real estate has been able to realize an EBITDA margin to 73.6%, which is equivalent to the sales of 6.4%+ . The third-party media and other segment, our sales have decreased by 6.4%. So here again, you see the influence of COVID-19 with a result on the advertising revenue. Still, EUR 500,000 less than the previous year, our profitability, fortunately enough, has increased to 39.9% compared to 37.2%. These very good results from the first quarter are, however, faced as a challenge by the negative impact by the COVID-19 crisis, which also impacted our business and will show their way during the course of the year. However, we've been able to react very quickly and actively, most notably by our quick support program to our customers and brokers.

Thanks to our profitability, our innovative power, and our digital way of working, and our increased liquidity, we are very hopeful to be able to weather this crisis. And with these final words, I now hand the floor back to Hans Holger Albrecht, the Chairman of today's meeting.

Hans Holger Albrecht
Chairman of the Supervisory Board, Scout24 AG

Dear Tobias, dear Dirk, thank you very much for your comprehensive and very informative report. Dear ladies and gentlemen, viewers who are actually viewing our virtual meeting on the internet, I'd like to say that at this point, we will close the public part of the live transmission. Thank you very much for your interest. And let's say goodbye to you. And now the further course of today's meeting can now be followed by the registered members of the shareholders and their representatives that have logged in to the internet service.

Ladies and gentlemen, we now come to the answers to your questions. Unfortunately, due to the special circumstances of COVID-19, we are not able to actually enter into a direct dialogue with you today, as is usually the case. However, you had the opportunity to submit your questions in advance to the Annual General Meeting via the company's internet service. We have prepared the answers to your questions very conscientiously and are convinced that we will succeed in fulfilling your request for information to your satisfaction, even in the special situation this year. In the context of the answers to your questions, we will deal with all items on the agenda together. We will answer the questions sorted by topic by the Executive Board and, insofar as questions concern the Supervisory Board, by myself.

First of all, let me start with the questions addressed to the Management Board and in general, and then I will answer the questions addressed to the Supervisory Board. No. The other way around, excuse me. But before I do this, I first communicate to you an update on the current status of our presence from the registered capital to the amount of EUR 506 in stocks. 48,386,654 shares are present with the same amount of questions, which is 78.4% of the registered capital. Moreover, we have a voting right for 350,286 shares via postal vote. Together, this is 78.43% of the registered capital. Let me now start with answering the questions. Matthias Gebler asked in connection with the COVID-19 crisis, which financial contribution will the Management Board and the Supervisory Board give? And has this been discussed? And will they have a signal to the employees?

A voluntary cost reduction participation contribution by the board, we don't see any reason because the corporation is still very profitable. And the Supervisory Board will still do its very best to actually push the company forward. And as concerns the question to the Management Board, the Management Board will say, "Matthias Gebler says about the organization of this meeting, will all the members of the boards take part for the entire duration of the meeting, or is it up to their own discretion?" Like I said, Frank H. Lutz and myself are here ourselves, and the remaining members are virtually taking part with one exception. Christoph Brand has another need to attend to, and so he will not be here in total. The Management Board is here completely and is just taking part in full.

Matthias Gebler says, "Please, when you tell us the results, please also display the exact numbers and allow the shareholders to do a screenshot." Now, if this is not planned or not provided for or not allowed, then he refers to the respective article of the Shareholders Act and demands that this be followed. The answer, displaying the results in an overview is something that we've provided, but screenshots are not allowed like no other recordings. But there is no need for it because we will actually publish the results after today's meeting at the internet website. Publishing the results according to the respective section of the legal basis is provided for and planned for. And if you want to, we will actually notify you of the results according to the respective article in the law. Another question.

Please tell us in more detail how the active members of the board got EUR 10 million, while former members of the board got more than three times the amount. Who was it actually? And were these amounts transfers to national or international accounts? Answer, the overall amount of the active board members, according to the respective legal basis, has been EUR 10.2 million . And former members of the board include Greg Ellis and Christian Gisy. And the overall amount of Greg Ellis as a former member of the board in the fiscal year 2019 amounted to EUR 25.3 million , of which EUR 24.5 million are a third-party remuneration in connection with the management participation program. And Christian Gisy as former member of the board in the fiscal year 2019 was EUR 9.5 million , of which EUR 9.3 million actually referred to a third-party remuneration program with a participation program.

Also, in December 2019, there was an amount of EUR 220,300 that was allocated to a deposit. Now, this third-party remuneration in connection with the management participation program is 97% in total, and this program was launched in the course of the merchant acquisition in the 2014 fiscal year by Hellman & Friedman, and it was given by Hellman & Friedman and paid by that company as well. All these payments by Scout24 have been transferred to national accounts of the members of the board. Dr. Wolfgang Zuber asks to item six, voting into the advisory board.

Mr. Schwarzenbauer was proposed in 2017 for a vote with a reason that Mr. Schwarzenbauer is very well versed to the sector, especially the sector of the business, especially out of Scout24, thanks to his long-standing activities in a lot of leading companies in the automotive sector. Which relevant additional competencies does Mr. Schwarzenbauer have in the meantime that would actually qualify him for a further term of office, although the AutoScout24 segment will not be continued?

The answer, Peter Schwarzenbauer has more than 25 years of management experience, most recently as a DAX member of the board with the sales focus and great experience. He also has been well versed with the ImmoScout24 business thanks to his three years in business in the company and thanks to his strong sales competence and the international experience, as well as the knowledge he gathered during his first term of office. His individual competency profile makes him very well qualified for a further term of office. And another question by Matthias Gebler. He asked for the Supervisory Board. What has the Supervisory Board made clearly better than 2019?

Dear Mr. Gebler, within the course of the report of the Supervisory Board, I told you about the efficiency check, and the efficiency check has shown many strengths of our members and our cooperation, but it's also, and that's also good, it has shown further potential for further improving our already high efficiency. We will actually go and work on this. And apart from that, I look forward to continuing a successful collaboration. I now hand over to the financial officer, Dr. Dirk Schmelzer, to answer further questions.

Dirk Schmelzer
CFO, Scout24 AG

Thank you, Dr. Albrecht. Now, I will ask the questions by complex. The first complex is by COVID-19. Jens Gerlach asks, "Thank you very much, dear board. Thank you for your valuable work for last year.

How high do you estimate the damage to the AG that has come about by the COVID-19 pandemic and will be due to the required results?" Matthias Gebler asks in a similar way, "With which financial losses do you estimate due to the COVID-19?" (In parentheses, please detail.) The answer is, due to the corona crisis, has made this change of prognosis or forecast for 2019. We've, first of all, taken that up. We informed the capital market that we can expect the same level of turnover as in the previous year, probably rather lower. So in terms of turnover, we would not only like to not grow, but we might also see turnover below the 2019 level. Taken together the damage to turnover. Now, on the cost side, we naturally try to take countermeasures where possible.

At the moment, however, the German real estate market seems not to have been badly hit. Our current demand and supply data and property price do not include this, even if there have been short-term declines here and there. Matthias Gebler asks, "What financial measures and to what extent were you able to adjust your costs?" Answer: "In the context of the publication of our first quarter figures in 14 May, we specifically addressed measures to optimize our cost base. With regard to COVID-19, we have mentioned a cost savings potential of approximately EUR 10 million. Examples are savings on internal wage costs, new hires, travel costs, facility management costs for trade fairs and customer events, and the costs for a TV campaign." Matthias Gebler asks, "To what extent were planned investments reduced or postponed?

Like I said, for example, customer events and marketing measures, as well as a planned TV campaign, have been postponed. Matthias Gebler asks, "What could be the amount of cost saved in the longer term after overcoming the COVID crisis if only 10% of the hours worked were done in the so-called home office?" We assume right now, right now we don't see any potential cost reductions. We would think that any savings would be offset by opportunity costs due to, for example, higher coordination efforts. Dr. Andrea Winter from SDK asks, "Turnover and revenue show record results. The KPIs are flawless. The share price has recovered well. The corona crisis has pulled it down, but the prices are higher than before. Turnover in Q1 has also been up compared to the previous year. No sign of crisis.

Is the company negatively affected, or are you profiting from the crisis that has brought about a surge in digital?" First of all, thank you very much for praising our performance, Ms. Winter. It is true that the turnover in the first quarter showed solid growth. However, at the end of the first quarter, the crisis also affected us, our customers and users, and the German real estate market as a whole. This trend has continued in the second quarter. And therefore, we have the bans on social contacts that have been enforced in Germany since mid-March have temporarily slowed down real estate transactions, both for sale and for rent. This was also reflected in the advertisements and visits to ImmoScout24, but we were able to counteract this quite well with our supporting and aid program.

In the meantime, all important key figures, advertisement visits, inquiries are back to pre-crisis levels or even higher, as Tobias Hartmann mentioned in his presentation. We are also seeing increasing interest and acceptance for certain digital products, such as virtual viewings, flat viewings. We have also drawn attention to this with our 10-point program for the digitization of the industry. The next complex of questions relates to the virtual general annual meeting. DSW asks, "In the past turbulent years, there have been several reports on differences among shareholders. And how were you able to calm the situation down? What about the corporation, or did you never experience any stress, and this only was brought to you from the outside?" And the answer to this is, "We maintain a continuous dialogue with our shareholders and investors.

In particular, last year, we also gave a detailed presentation of the future development of the company after the Annual General Meeting at our capital markets day in November. We have no knowledge of any differences between shareholders. That there might be different results on certain points on the agenda is customary. Mr. Gebler asks, "What will be the costs for the virtual Annual General Meeting and how they relate to the different positions?" We assume costs that are generated by the costs incurred for this meeting and by cancellation costs amounting to EUR 14,000, then external service providers by a bit more than EUR 100,000, then services by EUR 22,000, then service providers like the notary, the interpreters, etc. What will be the notary costs for this general meeting? The notary costs will be at EUR 21,000.

Matthias Gebler asks, "What is the business value from the items on the agenda two, seven, nine, and 11?" It is EUR 5 million at most. Even if we combine several processes to one notarization event, the result from this is costs for notarization of approximately EUR 16,000 . Matthias Gebler also asks, "Will the dividend in kind lost by shareholders today be doubled accordingly next year, or has the Management Board at least donated the money saved for this purpose, for example, to food banks or similar charities?" No. As Tobias Hartmann explained in his speech, we are committed to social projects in an appropriate manner. One example for this is the COVID-19 Support and Help Program. Let's not forget that.

Matthias Gebler asks, "How many questions did the company receive from how many shareholders at the virtual general meeting?" We received a total of 72 questions from six shareholders or shareholders' associations. Mr. Gebler also asks, "At what time did you receive the last questions in due time?" The last question came on 16 June at 11:59 P.M., and he also asks, "Will the answers to all or the answered questions be made available on the company's website after the end of the virtual Annual General Meeting, or how can it otherwise be ensured that shareholders attending the meeting can take notes of the answers if the management, for instance, reads them out too quickly?" Mr. Gebler, I hope that I'm not doing this at the moment, so we will not make the answers available after the AGM, but we will try to read them slowly and clearly.

Mr. Gebler asks, "Will you make the Q&A after the Annual General Meeting available as an MP3 audio file on your website as Bayer AG has done in the interest of shareholder friendliness? If not, why not?" Please do not point out that this was not done at last year's Annual General Meeting. Last year, the shareholders were able to ask additional questions. No, Mr. Gebler, because every interested shareholder can follow the Annual General Meeting live via the protected internet service, including the Q&A session. Mr. Gebler asks, "If not all questions submitted should be answered, what criteria did the Management Board use to select questions from shareholders, and how many of these were not taken into account?" The answer is, we answer every single question of our shareholders and shareholder representatives.

Mr. Gebler asks, "Why were the shareholders hindered deliberately and unnecessarily in the submission of questions by limiting the number of characters to only certain characters and by limiting the number of characters to only 10,000?" There is no intentional unnecessary hampering of shareholders. The limitation of the number of characters per entry is an appropriate and customary measure to protect against abuse of the right to ask questions, and this is in the interest of all shareholders. We can see that every shareholder was able to ask his or her questions without any hindrance. Mr. Gebler asks, "Why is it not possible to access an overview of questions that have already been submitted and possibly add or change them?" And I quote, "Isn't this backwards approach really shameful for a technology company like Scout24?" There is no limitation of the number of questions entered.

With the technical solution of our service provider, we offer an effective way to ask questions. We did not consider the additional functionality you are asking for because we don't think that it is necessary. The technical solution we offer is based on the standard of one of the large German service providers organizing Annual General Meetings. And Mr. Gebler asks, "Why does Scout24 use such duck software, and what did its use actually cost?" Mr. Gebler, as I explained to you, we use one of the major German service providers for the technical organization of Annual General Meetings. The costs for this general meeting are at EUR 22,000, and this includes making available a platform that allows you to ask questions. And Mr. Gebler also asks, "Why didn't you follow the example set by Bayer AG where it was possible to send the questions simply by email?" Yeah.

We preferred a uniform solution. This has administrative reasons and also it hinders misuse of the services. And Mr. Gebler also asks, "How many people were dialed in at the beginning of this meeting, and how many were attended last year?" Last year, we had 50 guests according to the list of participants. This year, we had 51 attendees in the password-protected part, and at the end of the Management Board speech, it was 51. And we also had a live public broadcast, and we do not record the number of participants of this live broadcast. Mr. Gebler asks, "How many guests were admitted to the virtual Annual General Meeting?" 64 guests were admitted with the opportunity to follow the Annual General Meeting virtually. No guests have been admitted on-site. Matthias Gebler asks, "How was it made possible to journalists to attend the meeting?

Was it possible at all?" All interested persons had a possibility to follow the Annual General Meeting up to and including the speech of the board. The link to the webcast is openly visible at our website. On top of that, journalists have been given the possibility to apply for personalized guest access. So media representatives had a possibility to attend the whole assembly virtually in video and sound and audio. Some journalists made use of this possibility. Matthias Gebler also asks, "Who, apart from the shareholders and their representatives, can access the whole of the meeting?" Those guests can access the meeting. This is especially media representatives, employees, and consultants, but of course, there are no guests here on-site. Dr. Andrea Winter from SDK asks, "Does Scout24 plan another virtual meeting next year if possible? If yes, why?

If not, why not?" At the moment, we do not have any plans for the meeting in 2021, and we do not expect that the contact limitations will continue to apply next year. As a technology company, we welcome the facilitations that the legislator made possible, and we observe the future development with a lot of interest. Now I come to the next complex of questions, three questions that have to do with taxes. Matthias Gebler asks, "What is the amount of taxes that the company and all the companies, the group companies, paid in Germany, and what kind of taxes was it? If it is about wage tax, please only mention the employer." In 2019, the Scout24 AG, as the controlling company, paid taxes amounting to EUR 88,218,000. All domestic group companies taken together, including Scout24, paid taxes amounting to EUR 87.1 million.

Of the taxes paid, EUR 43.9 million are for corporate income tax, including solidarity surcharge. EUR 32 million are for trade tax, EUR 11.3 million for sales tax, and EUR 22 million for wage tax to be borne by the employer. Matthias Gebler also asks, "How much tax, social security, and pension contributions were paid by the domestic employees, A, of the company, and B, all domestic group employees?" Scout24 AG paid in the 2019 financial year wage tax amounting to EUR 8.5 million in social security contributions like health insurance, nursing care insurance, unemployment insurance, and pension insurance amounting to EUR 1.4 million . All domestic group companies taken together, including the Scout24 AG, paid wage taxes amounting to EUR 25.3 million and social security contributions amounting to EUR 14.5 million .

Matthias Gebler asks, "In the case of profit and loss transfer agreements existing within the group, was the income always received in full, or what proportion was left in the subsidiaries?" Where applicable, from which companies did losses have to be absorbed? What were the reasons for this, and what has been or is being done to bring these companies to profitability? In the financial year 2019, profit and loss transfer agreements were in place with Immobilien Scout24 GmbH, FlOWFACT GmbH, AutoScout24 GmbH, and Consumer First Services GmbH. All the results of the subsidiaries for the 2019 financial year were fully collected by Scout24 AG. Consumer First Services GmbH generated a loss of EUR 17 million in 2019, which is mainly related to the sale of FINANZCHECK. Now I come to questions about our financing. Matthias.

Do you have or do you foresee difficulties due to a possible need for additional financing? Due to our high cash position, which is mainly attributable to the proceeds from the sale of AutoScout24 and the high cash generation from operating business, we currently see no financing requirements. Matthias Gebler asks, "Due to the crisis, have you failed to meet certain indicators for existing credit liabilities, and what consequences did this have, if any?" No. The answer is the key indicator in the context of credit liabilities were not failed to meet because the key indicator for credit liabilities is the net debt ratio, which is significantly below the threshold value, and it's not only because of the cash that we receive from the sale of AutoScout24.

Matthias Gebler asks, "At which banks do you have possible credit lines, at which amounts, and under which specific conditions?" In brackets, an arrow range is sufficient. The answer is, we have a syndicated loan consisting of the term loan and two revolving credit lines. The first line, which runs until July 2023, has a volume of EUR 200 million and an interest rate of Euribor plus 0.85%. The second line, which runs until July 2021 and amounts to EUR 500 million, has an interest rate of Euribor plus 0.8%, whereby the Euribor can't fall below 0% in the interest calculation. Both credit lines are currently undrawn, but we have the possibility to use them anytime, and we also have extension options for the two credit lines.

The following banks are participating in the syndicated loan: the UniCredit Bank, the ING Bank, the LBBW, ABN AMRO, BNP Paribas, BayernLB, NORD/LB, DZ Bank, and Helaba. In addition to the syndicated loan, there are also promissory note loans as of 31st December 2019 in the amount of EUR 197 million , which were reduced to EUR 152 million as of 31st March 2020 at interest rates of 0.79% to 1.62%. 20 to 30 investors are involved in the promissory note loan consisting mainly of Sparkassen and Landesbanken banking institutions. Matthias Gebler asks, "Did you pay negative interest in 2019? If yes, in what amount and with which banks? Please state the names." Answer is we have not paid any negative interest on bank balances in 2019. This is due to the interest rate exemption limits granted to us by our principal banks.

We now come to the next part, questions about the items on the agenda of today's Annual General Meeting. Dr. Andrea Winter about the buyback of shares. She says that the SDK would prefer a special dividend payment instead of a buyback and redemption. In 2020, we will buy back the shares. The dividends will be paid according to the current dividend policy, and in our opinion, this is the best way to hand the money down to the shareholders. This is certain benefits for the shareholders because every single shareholder can decide if they want to use their right to sell their shares or not, and it can also be beneficial in terms of tax payments. Matthias Gebler asks the same questions on item on the agenda eight. Why do you also want to use derivatives?

This additional alternative of acquiring shares also by using derivatives gives the company the opportunity in the future to optimally structure the acquisition of treasury shares and to react in the best possible way to the market conditions. This is because it can be economically advantageous for Scout24 AG to use put or call options instead of directly acquiring shares. Mr. Gebler also asks, "What are the put and call options for Scout24 shares that are currently being offered on the market separately at home and abroad, and by whom? And what is actually the volume behind the best-selling options?" Options for Scout24 shares are structured and offered by banks, investors, asset managements, and other financial service providers, among others, without any intervention or influence by Scout24. Scout24, therefore, does not follow the daily changing offer of options for Scout24 shares and its trading volumes.

When investors touch notification thresholds through derivative instruments or options under the securities trading at the investor's concern, notify Scout24 of this, and Scout24 informs the general public by means of a voting rights notification as required by law. Dr. Winter asks, "Due to we are still asking what is planned and how to use the capital. Where is any need seen?" Dr. Winter, this is about renewal of the capital, and we'd like to actually want to retain the flexibility of capital increase, particularly for the time after we have returned the proceeds from the AutoScout24 transaction to our shareholders. The current wave of consolidation in the classifieds environment and in platform business models makes it necessary for the Management Board to be able to react quickly to possible value-creating consolidation options. Matthias Gebler asks for the same thing.

You ask me what sense it makes to actually reduce the share capital where you actually propose a capital of more than EUR 32.2 million. Item nine, i.e., the renewal of the authorized capital gives us authorization for an active reaction time through 2024, like already mentioned in my previous answer. For the capital reduction on the agenda item seven, the Management Board is bound by the terms of the resolution and must implement it between a fixed period of time, i.e., between February 1st and June 30, 2021. The capital reduction is part of a plan to return the proceeds from the AutoScout24 transaction to the shareholders. It makes it possible for shareholders who, without AutoScout24, only want to invest less in Scout24 to withdraw their capital from the company.

Matthias Gebler continues, asks, "Which financial need does the company really have over the coming five years?" I already answered to a similar question by you. Thanks to the high cash position, mainly thanks to the transaction of AutoScout24, as well as the high cash generation from operative business, we currently do not have any need for financing. Thanks to our structure, we are, however, prepared for all structural and other possible challenges. Matthias Gebler asks, "For agenda item 10, what do you hope to do from the proposed profit and loss transfer agreement where actually AutoScout24 only had EUR 30,000 of loss? What's your long-term plan?" See, Scout24 Beteiligungs SE was actually created in return to the structural simplification of the group structure and the associated cost saving.

The conclusion of the profit and loss transfer agreement between Scout24 Beteiligungs SE and Scout24 AG serves the purpose of realizing income under commercial law from the disposal of the AutoScout24 Group at Scout24 Beteiligungs SE in the amount of EUR 2.55 billion at Scout24 AG level in the 2020 financial year via the corresponding profit and loss transfer from Scout24 Beteiligungs SE to Scout24 AG. We also have two questions about stock prices. Mr. Gebler asks, "What realistic risks must still be expected at present that could have a negative impact on the share price?" The Scout24 share price is determined by supply and demand on the capital market. Scout24 can only influence this indirectly, among other things, by consistently implementing the strategic roadmap and continuing profitable growth. Further risk and opportunities come from, of course, the regulatory surroundings and, of course, COVID-19.

Matthias Weber asks, "In the fall of 2019, your capital market information was received with a little bit of confusion. When the margin objective was communicated to at least achieve the lower end, you made a small stock price deterioration. What do you think of it after the fact, and what are your conclusions from that?" Whether this statement was reason for a share price erosion is nothing we can detect. The nine-month margin we published was at 51.8%. The margin forecast for the full year was in the range of 52%-54%. The consumer services business, in particular, was weaker in the third quarter. The decline in the margin in this segment was primarily due to increased marketing expenses for FINANZCHECK and the declining advertising business. At the end of the year, the EBITDA margin from ordinary business activities for continuing and discontinued operations combined was 52.5%.

Exposed, we have therefore managed expectations appropriately and given transparency with regard to the capital market. I also referred to the stock price development through to the end of the fiscal year 2019. One question by Mr. Gebler to finish for our forecast. It says, "What's the updated forecast for the current year?" In parentheses, please answer in numbers and no verbal fluff like, "Wow, we're not able to do that." I know that it's not easy in the current situation. However, the Board of Management will have some realistic forecasts that it will probably also have submitted to the Supervisory Board. End of parenthesis. Mr. Gebler, our annual forecast, we suspended our full-year forecast for the publication of the 2019 full-year figures.

In the analyst call on 26 March, we announced that as a result of COVID-19, we can expect at most the same level of turnover as in the previous year, probably lower. In publishing the Q1 figures on May 14 this year, we did not announce an updated forecast either. However, we have addressed specific measures to optimize our cost base, and in this context, we repeated our target of improving the margin by 200 to 300 basis points by 2021. So my complex of questions is finished, and now I hand over the floor to my colleague, Thomas Schroeter.

Thomas Schroeter
Chief Product Officer, Scout24 AG

Dear shareholders, dear ladies and gentlemen, again from my side, welcome.

My name is Thomas Schroeter, and as a product head, I'm also responsible for the products and the pricing, and also I'm co-member of the board for the ImmoScout24, and I'm glad to answer the questions posed on ImmoScout24. The first one is by Thomas Linnemann. He asks, "Is it correct that since the COVID-19 pandemic has broken out, i.e., since March 2020, the internet platform interest has increased considerably, and by how many % have the clicks increased? What's the time the users spend on the platform, and what's the average lingering time on the platform in seconds?" Okay. The traffic on ImmoScout24 have clearly significantly went down at the beginning of the crisis. Then they stagnated about one and a half weeks, and since then, they've increased continuously.

By mid-April, the traffic had reached a normal level again, and since then, it has increased to continue to rise since then. In May, the traffic measured in website and app visits was approximately 5% higher than before the corona crisis and approximately 25% higher than last year. The corona crisis also had an impact on the average length of stay. In March, the time of stay fell to 5.6 minutes from 7.4 minutes in February 2020, before stabilizing relatively quickly to a normal level of 7.5 minutes in April. Matthias Gebler asks, "How have ImmoScout24 KPIs changed since the beginning of 2020 to date compared to last year?" Answer, "The significant non-essential KPIs have developed considerably. The number of real estate classifieds is more than 5% higher than last year. The increase compared to 2019 is 2.9.

The number of visits to ImmoScout24 website and apps has risen by 5%, and in 2019, it had decreased because of the normal seasonal fluctuations. It sank, decreased. So that means that the number of visits is 25% above last year's level. Financial KPIs, my colleague Dirk Schmelzer has already given comprehensive information. Matthias Gebler asks, "Why at ImmoScout24, you offer classifieds free of charge? I mean, have you deteriorated compared to your competitors?" No. The free-of-charge classifieds is part of a COVID-19 support and help program. It is an important part in our support for the brokers. I mean, there are free classifieds for those, but there are also non-free classifieds for clients. Matthias Gebler asks, "Why are the classified prices at ImmoScout24 not published more clearly on the website?" Now, for private offers, we have a very differentiated pricing model for classifieds.

For example, the type, is it purchase or rental, but also in which region a piece of real estate is to be marketed, and against this backdrop, we are using so-called up prices. The exact price is shown once the details of the ad have all been entered. In the professional area, we used to have classic package prices, but by launching our memberships and, to list all arguments, these, of course, are no longer valid. Over the past years, we had individual flat rate prices that we worked with that reflect the size and the quality of the portfolio of a broker, and for the future, we have actually wanted to work on the topic of price transparency, and we're actually working currently on the prices that we are to publish, that we will publish on our website.

Matthias Gebler asks, "Are the classified prices on ImmoScout24 not far too high? I mean, if you see the long-lasting development, maybe you were too greedy, and now you're losing customers?" Answer, "Now if we compare our prices for classifieds in the print sector, we're still clearly more affordable and have much better reach. Our positive customer positioning, our low number of customer losses show that we do not lose any customers due to over-high prices." Matthias Gebler asks, "How high are the actually existing costs for normal four-week classified at ImmoScout24?" Like I just said, this is a very differentiated price model in the advertising classified segment. It depends on where actually an ad is placed, in which region. We make a differentiation who places it, whether owner or renter, and about EUR 45 per week for rental and about EUR 100 for a sales classified.

How high is the amount to cover costs at ImmoScout24? Normally, no variable costs are connected to classifieds. All Scout24 activities are geared to getting together the demand and the supply of real estates. So we cannot actually make a comparison of our consolidated costs for each classified. This was my last answer, and now I'm happy to walk over to my colleague Frank.

Ralf Weitz
Chief Commercial Officer, Scout24 AG

Dear visitors, dear viewers, dear listeners, Ralf Weitz speaking. Welcome from my part. My name is Ralf Weitz. I'm head of sales of Scout24 AG. And I'd now like to answer two questions from Dr. Winter from SDK, who asks, "Has the crisis of ImmoScout24 brought about any results?

Maybe less offers or due to the fact that owners want to keep and hang on to the real estate and not sell it or vice versa?" Now, answer: "Despite the crisis, the real estate market is currently proving very resilient. Our data show that this applies both to supply and demand as well as to property prices. We see no evidence in our data that owners are holding back their material assets. On the contrary, it is astonishing how stable the advertisements for existing apartments and houses for sale are developing despite the pandemic." Second question by DSW. In your statement, you write that the German real estate is only at the beginning. What exactly do you mean by that? In the same context, we said the German real estate market offers enormous potential in the future.

In order to use that, we want to make real estate transactions as digital and efficient as possible, with the best user experience and with the greatest possible transparency. Let me speak specifically on the topic of digitization. Tobias Hartmann in his speech has mentioned the digitization of the real estate industry, and we, together with other representatives in the industry, demand the digitization of building permit procedures, the expansion of virtual flat viewings, digital documentation for purchase and sales transactions, or digital solutions for notarization, just to name a few of the 10- points of our paper. And here, also, the government has to move until they are as far as we are and the signatures to this paper. There's a lot to do until then. With this, I hand over the microphone to today's chairperson.

Tobias Hartmann
CEO, Scout24 AG

Thank you, Ralf Weitz.

Before we come to the questions and answers to the Head of the Supervisory Board, I will say that the question and answer period will be finished soon, and it will only be during this time that you will have the possibility to actually cast, change, or revoke postal votes via the internet service. So we hand over to the Chairperson of the Supervisory Board and his questions. Now, let me come to our last block of questions concerning HR. Matthias Gebler asks, "Has there been or is there or will there be at some locations reduced working time or the closing down of locations?" No. Now, despite the slump in business at the end of Q1 2020 due to corona, Scout24 has not introduced short-time work.

Matthias Gebler continues to ask, "Do you increase the short-time working allowance if appropriate, and do you do it according to income classes, i.e., higher subsidies for lower income classes and lower subsidies for higher salary classes, and how, if any, any staggering looks like?" Scout24 has not introduced short-time work. Matthias Gebler asks, "Is a staff reduction to be expected only due to the corona crisis? If yes, please provide further details on scope, timeframe in Germany or abroad, other countries." The answer is Scout24 does not envisage any staff cuts. Matthias Gebler asks, "How many employees have worked from the home office even before the outbreak of the corona crisis?" Answer, "All our employees had the possibility for mobile work even before corona because of our flexible working times and the technological possibilities. Big part of our employees has actually taken advantage of this.

So we, as a company, have been able to react quickly to the circumstances." DSW asks, "We could read that during the tough corona times, your employees all, without exception, worked from home. Is that still the case? Was that quickly possible, or did you have to spend a lot of money on new technologies? And how will things continue here?" The answer is Scout24 has been offering the possibility of working from the home office already for some years. The necessary implementation of our digital strategy has been there, and thanks to COVID-19, this has been a great help. In fact, so we've been able, in a very short time, to have employees working from home within a very short time and without any significant financial or organizational effort, and that is all employees.

The board has actually, together with the representatives for the workers, developed a voluntary return plan. This plan also includes recommended hygiene and social distancing rule. Matthias Gebler asks, "How high has been the fluctuation of staff in the year under observation and the one?" The fluctuation in 2019 for all Scout24 corporations, i.e., Scout24 AG, ImmoScout24, and AutoScout24, has been about 25%. In the previous year, 2018, the fluctuation was 22%.

Matthias Gebler asks, "How many employees in Germany have an annual gross income of more than EUR 120,000, and how has this figure developed compared to the previous year?" The answer, "As of 31 December 2019, 71 employees of Scout24, i.e., again, Scout24 AG, Immobilien Scout24, and AutoScout24 in Germany, had an annual gross income of more than EUR 120,000 compared to 64 employees in the year before." Matthias Gebler asks, "How did, from mid-March 2020 and until further notice, how have the meetings of the board and the Supervisory Board been looking like?" The answer is in accordance with the applicable regulations on infection. I also answer for the Supervisory Board. In accordance with the applicable regulations on infection protection against the spread of the coronavirus since mid-March 2020, the meetings of the Management Board and Supervisory Board have been held primarily as video or audio conferences.

This form of meeting, which is in line with the rules of procedure of the two bodies, will be retained until further notice. Matthias Gebler asks, "Which financial contributions, if any, will members of the board and the Supervisory Board voluntarily contribute? Have you been discussing this, and will you be sending a signal towards the employees?" The Board and Supervisory Board, even especially in the current crisis, give all their best to drive the company towards the future. For a voluntary contribution by the Board to save costs, we don't see any reason to do this in the current situation of the company, which is highly profitable, and we don't see any reason for that. We pay out a significant dividend to the shareholders, and we're actually at the top of the business of the industry.

We haven't any reduced work time, and we have a very healthy balance sheet. And as regards to the Supervisory Board, the chair of the Supervisory Board has already given you an answer. I may move on to the topics of mergers and acquisitions and strategy. Thomas Linnemann asks, "Have, since January 1, 2020, KKR or associated companies, persons, or others, have they approached Scout24 with the intent of taking over significant amounts of shares? Has since 1st January 2020, Axel Springer or associated companies have approached Scout24 with the aim of acquiring significant amounts of shares? Has this issue been discussed at any Supervisory Board or Management Board meeting, and if so, at which meeting?" The answer is there has not been any such approach. Neither was the topic discussed during any Supervisory Board or Management Board meeting.

Dr. Andrea Winter of SDK asks, "With regard to taking the takeover proposals that actually made a big topic last year, is this history, or are there still issues open?" The answer is since the public takeover offer that did not take on the necessary level, there have been no further discussions on this matter, and no other party has expressed a corresponding interest to us. Dr. Winter continues to ask, "The company is now structured a little bit differently than in the previous year, and now the sales of AutoScout24, FinanzScout24, and FINANZCHECK have been finished. Without these sections, only with ImmoScout24, will the positive development continue?" The answer is we can now concentrate completely on ImmoScout24, and yes, we have a long-term growth plan that I've detailed to you before. DSW asks, "Why did you sell FinanzScout24 and FINANZCHECK as well?

Mightn't they have been useful for the real estate section?" FinanceScout24 and FINANZCHECK are usually, for the most part, purely consumer loan intermediaries and are not active in the mortgage sector. They are therefore closely linked to AutoScout24, and there is no close overlap with ImmoScout24. Matthias Gebler also asks the question to the board, "What does the board want to improve clearly and considerably in 2020 than 2019?" Mr. Gebler, like I said in my speech already, we'd like to actually increase the topic of sustainability even more in this year. For this year, among others, we've set ourselves a goal to reduce our CO2 footprint in 2020 by 5% and to increase our position in sustainability rankings, i.e., ESG ratings, to improve them. Matthias Gebler asks. Outside the corona complex, what will be the main challenges for the company in 2020?

This is the last question of today's virtual Annual General Meeting, and I would like to answer it as follows. One challenge that was already present last year is the principle that the one who owes the real estate agent has to pay for his services, and this law, the new law, has been approved by the Bundesrat, which foresees that the fee of the real estate agent is to be split between the buyer and the seller. Each of them has to pay 50%, and the real estate agents of the federal states, where things had been different in the past, have now to adapt to the new situation, and we will support them in doing so. At the same time, we expect that ImmoScout24 will also be affected by a certain insecurity, but our long-term strategy remains untouched by the corona pandemic.

We want to expand the digital ecosystem of our business in Germany and Austria. We want to further support the digitization, and we want to grow further, and we also intend to expand our market position in the field of private ads. Even though COVID-19 means that we had to change direction in certain areas, also our support and aid program helps us for the long term. Liquidity+ is beneficial for the long-term partnerships and needs, plus opens up new turnover sources because it is aligned with the marketing budgets of the real estate agents. And with this, I hand the floor back to the chairman of today's meeting.

Hans Holger Albrecht
Chairman of the Supervisory Board, Scout24 AG

Thank you, Tobias. This brings us to the end of the Q&A session. I would like to thank the shareholders and shareholder representatives for their questions.

I would like to thank the Management Board for the careful and comprehensive answers, and I would like to thank you for your attention. As chairman, I answer questions concerning the Supervisory Board, and I assume that the Management Board will adopt my comments as its own. Is this the case? Yes, it seems that's the case. I may now point out that we will shortly be closing the vote. If you still wish to cast, change or revoke postal votes via the internet service or grant, change or revoke power of attorney and instructions to the company's proxy, you will only have the last opportunity to do so via the company's internet service on the internet until immediately before the voting is closed. I repeat once again, the vote will be closed soon. Ladies and gentlemen, we now come to the resolutions.

According to our articles of association, it is incumbent upon me as chairman of the meeting to determine the order in which the items on the agenda are discussed and the manner of voting. Ladies and gentlemen, I now call for the vote on the proposed resolutions announced in the convening notice on items three to 10 on the agenda and the adjusted proposal for a resolution on item two on the agenda. I will put all the resolutions proposed by the management to the vote by means of an addition procedure. Only the yes and no votes are counted. Abstentions have no influence on the result and are therefore not counted. Therefore, all the shareholders and shareholder representatives who wish to vote yes or no to all our individual agenda items must actively participate in the voting.

If you have already submitted your vote to us in the run-up to the virtual Annual General Meeting in person or via proxy by postal vote, either by conventional means or via the internet service, or if you have issued power of attorney and instructions to the proxy, you do not need to do anything else, as already mentioned. You can still cast, change, or revoke your yes or no votes or abstentions electronically or by postal vote. To do so, you must record these votes in the online form in the internet service and then submit the votes or their revocation to us electronically by selecting the cast votes field.

If you wish to abstain from voting on one or more items on the agenda, do not select yes or no in the internet service, or if you have already selected yes or no in the past, select delete now. Do this accordingly in the online form for the respective item to be voted on. Please proceed accordingly if you wish to grant change or revoke power of attorney and instructions to the company's proxy. The notary, Dr. Goette, has satisfied himself of the correctness of the voting procedure and will supervise its execution. Resolutions on agenda items two to seven are adopted by a simple majority of the votes cast.

The resolutions on agenda items eight, nine, and 10 require a majority. Well, in addition to a simple majority of the votes cast, they require a majority of at least three-quarters of the share capital represented at the time of the resolution. According to our articles of association, in accordance with the German Stock Corporation Act, members of the Management Board and Supervisory Board may not vote for themselves or for another person or be represented when resolutions are passed on their own discharge, the approval of their acts. The members of the boards were informed of this exclusion of voting rights in the approval of their acts concerning them. It is technically ensured that the announced voting right exclusions are complied with.

The full text of the management's proposed resolutions on agenda items two to 10, as published in the Federal Gazette, can be found in the convening notice, including the announcement of an adjustment to the proposed resolution on agenda item number two. The proposals for resolutions on agenda items three to 10 will be put to the vote as announced in the German Federal Gazette on 6 May 2020, with the convening of today's Annual General Meeting. I will comment on the adjustment to agenda item two in a moment. I will now call up the items on the agenda individually. Agenda item one, presentation of annual accounts, etc. No vote is required on agenda item one, the presentation of the accounts. Agenda item two, resolution on the appropriation of the net profit of Scout24 AG for the 2019 financial year.

Item two on the agenda concerns the management's proposal for the use of the balance sheet profit. As already announced in the convening notice published in the German Federal Gazette, the Board of Management and the Supervisory Board propose a correspondingly adjusted proposal for the appropriation of net income due to the ongoing share buyback and the reduced number of shares entitled to dividend in the meantime, which continues to provide for the distribution of the total amount of the dividend published in the convening notice. Accordingly, the Management Board and the Supervisory Board propose that of the unappropriated surplus of EUR 887,177,968 generated in fiscal year 2019 and reported in the approved annual financial statements as of December 31st, 2019, an amount of EUR 94,325 be appropriated to distribute this dividend in the amount per no-par-value share entitled to dividend for the past 2019 financial years.

EUR 664,000 are to be allocated to the profit reserve and EUR 792,853,453.7 as profit. EUR 673,000. At the moment, the company holds 2 million shares of the company are entitled to dividends. Agenda item number three, resolution on the discharge of the members of the approval of the acts of the Management Board for the 2019 financial year. Under item three of the agenda, the Management Board and the Supervisory Board propose that the actions of the members of the Management Board holding office in the 2019 fiscal year be discharged for this period. Agenda item number four, resolution on the approval of the acts of the Supervisory Board members for the 2019 financial year.

Under item four of the agenda, the Management Board and the Supervisory Board propose that formal approval be granted for the actions of the members of the Supervisory Board in office in the 2019 financial year for this period. Agenda item number five, resolution on the appointment of the auditor. Under agenda item five, the Supervisory Board proposes, based on the recommendation of the audit committee, that KPMG AG, [Foreign language] Berlin, be appointed the auditor of the annual and consolidated financial statements for the 2020 fiscal year and also for a possible audit review of the condensed financial statements and the interim management report in the 2020 and 2021 business years, as well as for a possible audit review of financial reports during the year, so interim financial reports in the years 2020 and 2021 until the next Annual General Meeting. Agenda item six, elections of Supervisory Board members.

Under agenda item six, a vote will be taken on the elections to the Supervisory Board. As already announced in the convening notice, we will conduct the elections as separate individual elections. The Supervisory Board proposes the following persons: Mr. Christoph Brand, Dr. Elke Frank, Mr. Frank H. Lutz, Mr. Peter Schwarzenbauer, Mr. André Schwämmlein, and me, Hans Holger Albrecht. In each case, until the end of the Annual General Meeting that results on the discharge for the financial year 2023. Dr. Frank, who the Supervisory Board is proposing for election to the Supervisory Board for the first time today, has already introduced herself to you. I already explained the further details of the Supervisory Board's election proposals to you at the beginning of this meeting. Agenda item seven, reduction of the share capital by redeeming shares in the simplified procedure after requisition by Scout24 AG.

Under agenda item seven, the Management Board and the Supervisory Board propose that the share capital of Scout24 AG be reduced by a total amount of up to EUR 30 million by redeeming fully paid-up shares still to be bought by way of simplified redemption pursuant to section 237(3) number two, four, and five, German Stock Corporation Act. The shares to be redeemed will be acquired and redeemed by Scout24 AG in accordance with section 71, paragraph one, number six, German Stock Corporation Act, within a period to be determined by the Management Board, which begins no earlier than 1st February 2021 and ends no later than the end of 30th June 2021. The bought shares shall be redeemed immediately.

The capital reduction through the redemption of shares is carried out for the purpose of the partial repayment of the share capital to the shareholders as a result of the sale of AutoScout24. The shares will be acquired outside the stock exchange by means of a public purchase offer addressed to all shareholders after the capital reduction resolution has been entered into the commercial register and after the annual financial statements for the 2020 financial year have been adopted. The purchase price for the shares to be acquired totals, excluding incidental acquisition costs, up to EUR 1 billion. The wording of the proposed resolution can be found in the notice, the convening notice to the Annual General Meeting, which is available on the company's website.

In this context, I also refer to the voluntary report of the Management Board, which is printed in the convening notice after the agenda items and is available on the internet as well. Agenda item eight, authorization to acquire and use treasury shares and to exclude subscription rights. Under agenda item eight, the Management Board and Supervisory Board propose that the authorization to acquire and use treasury shares resolved by the Annual General Meeting on 8 June 2017 and limited until 7 June 2022 be renewed, as this authorization has already been partially utilized. It is therefore proposed to authorize Scout24 AG to acquire own shares, treasury shares of Scout24 AG, until June 17, 2025, in an amount of up to a total of 10% of the share capital existing at the time of the resolution or if this value is lower at the time the authorization is exercised.

Together with other treasury shares held by Scout24 AG or attributable to Scout24 AG pursuant to section 71a and following of the German Stock Corporation Act, the shares acquired under this authorization may at no time account for more than 10% of the share capital. For the wording of the proposed resolution, I would again like to refer you to the notice convening this Annual General Meeting, which is also available on the company's website. Also, on item eight, the Management Board has submitted a report, which is printed in the notice of meeting following the agenda items and which is available on the internet. Agenda item nine, resolution of the creation of authorized capital 2020 against cash and/or non-cash contributions with the option to exclude subscription rights, the cancellation of the authorized capital 2015, and the corresponding amendment to article 4 of the company's articles of association.

Under agenda item nine, the Management Board and the Supervisory Board propose the creation of a new authorized capital 2020 with the option to exclude subscription rights. The current authorized capital 2016 expires on 3 September 2020. The Management Board is to be authorized with the approval of the Supervisory Board to increase the share capital of the company in one or more tranches until 17 June 2025 by issuing new no-par-value registered shares against contributions in cash or in kind up to a total amount of EUR 32.28 million, which corresponds to 30% of the current share capital. The shareholders are generally to be granted a subscription right. However, the Management Board is to be authorized with the consent of the Supervisory Board to exclude shareholder subscription rights in whole or in part in the cases described in the convening notice.

In total, the pro rata amount of capital stock represented by shares issued on the basis of authorized capital 2020 under exclusion of shareholder subscription rights may not exceed 10% of the registered share capital, either at the time this authorization becomes effective or at the time it is exercised. Shares issued or to be issued to service bonds with conversion option rights or conversion obligation shall be counted towards the aforementioned 10% limit if the bonds were issued during the term of this authorization with the exclusion of shareholders' subscription rights. The wording of the proposed resolution can be found in the notice of the Annual General Meeting, which is available on the company's website. On agenda item nine, the Management Board also submitted a report, which is printed following the items of the agenda and which is available on the internet in the convening notice.

Agenda item 10, approval of the profit and loss transfer agreement with Scout24 Beteiligungs SE. Under agenda item 10, the Management Board and the Supervisory Board propose that the profit and loss transfer agreement dated 28 April 2020 between Scout24 AG as the controlling company and Scout24 Beteiligungs SE with the registered office in Bonn as the controlled company be approved. For the wording of this resolution proposal, I would like to refer you to the convening notice, which is available on the company's website. All other documents related to agenda item 10 are also available on the company's website, and now, one more remark. [Foreign language].

At 1:20 P.M., the vote is closed for everybody outside, not for everybody else. So, I hope, please now, if you haven't done so, and if you wish, please cast, change, or revoke your postal votes in the internet service or to grant, change, or revoke your power of attorney and instructions to the company-nominated proxy.

If you still wish to cast, change, or revoke your yes or no votes or abstentions by postal vote, you must record these votes in the online form on the internet service and then submit these votes or the revocation just electronically by selecting the respective field. If you wish to abstain from voting on one or more agenda items, then please select yes or no in the internet service or, if you have previously selected yes or no, now select delete. Do this accordingly in the online form for the respective item to be voted on. Please proceed accordingly if you still wish to grant, change, or revoke power of attorney and instructions to the company's proxy.

As already mentioned, the possibility to cast, change, or revoke votes by postal vote and to grant, change, or revoke power of attorney and instructions to the company's proxy will be closed at, like I already mentioned, 1:20 P.M., 1320 hours. The presence at the time of the end of voting will be read out before the results. I note that all shareholders and shareholder representatives have been advised several times that the closing of the voting is imminent and that at 1:20 P.M., 1320 hours, the possibility of using the internet service to cast, change, or revoke postal votes or to grant, change, or revoke power of attorney and instructions to the company's proxy holder ends. I would now like to ask the notary public, Dr. Goette, to make a note of this.

Ladies and gentlemen, my watch shows 1:21 P.M., and at 1:20 P.M., as announced, the shareholders and the proxies have no longer been able to use the internet service to cast, change, or revoke votes by postal vote or to grant, change, or revoke authorizations and instructions to the company's proxies. Technology has taken this into account accordingly, and I would ask the notary to make a note of this. The counting of votes begins now, and the proxies of the company will now release their votes stored in the computer system in accordance with the instructions of the shareholders and their representatives on the individual agenda items. The final postal votes cast are also stored in the EDP system. Okay, the vote is closed. The counting of votes begins now, I just hear. I would now ask that the votes be counted and the results of the votes determined.

The counting will be supervised by the notary, Dr. Goette, and the determination of the voting results will take a few minutes. Until then, we will take a short break. Thank you. [Foreign language] .

Tilman Goette
President, National Association of Notaries

Dear Ladies and Gentlemen, the voting results of the agenda items two to 10 are present, and also the presence, by the time of the casting of votes. The presence is as follows: from the registered share capital to the amount of EUR 107,600,000, distributed into the same amount of no-par value shares of today's meeting, 84,368,660 shares are present with the same amount of votes. This relates to 78.4% of the registered capital. Moreover, there's votes for 25,527,000 votes with the corresponding number of votes we have received by postal votes. So that means 78.43% of the registered capital.

I state and announce that the meeting has voted with the presence of 84,368,660 votes of shares, with one vote each, and under consideration of 25,527,000 postal votes/shares. This together represents 78.43% of the votes. It has actually taken on the following resolutions. For each resolution, I tell the votes individually, and the results will be published after the close of today's meeting on the corporate website. Let's start with the vote on number two: resolution on the appropriation of the net profit of Scout24 AG for the 2019 financial year. The vote for TOP 2 resulted in 84,393,000 shares; valid votes were cast with 78.43% of the registered capital. Yes votes: 84,380,050, which is a percentage of 99.2%. No votes represent 0.08%.

Okay, so the meeting today has actually agreed upon the item two: resolution on the appropriation of the net profit of Scout24 AG for the 2019 financial year. Has taken on the resolution like, proposed and announced in the Federal Gazette of 14 May, has agreed upon this resolution with the majority of 99.92% of the votes cast, i.e., with the necessary amount of votes. So that means that from the profits of fiscal year 2019 to the amount of EUR 887,177,968, an amount of EUR 93,663,220.56 will be used to distribute a dividend of EUR 0.91 per share, as well as an amount of EUR 662,293.4 will actually be down to revenue reserves and the carry forward amount of EUR 792,852,453.7 as profit.

Now, the vote on the resolution of agenda item number three: resolution on the discharge of the members of the Management Board for the 2019 financial year. The vote cast with 82,175,191 votes cast represents 76.37% of the registered capital. Yes, 82,193, no, 139,000, excuse me, 293, so 99.96%. No, 34,400, so 0.04%. So that means that today's meeting has actually adopted the resolution on the discharge of the members of the Management Board for the 2019 financial year like published in the Federal Gazette of 14 May 2019 with a majority of 99.96% of the cast votes with the necessary majority. Vote result on agenda item four: resolution on the discharge of the members of the Supervisory Board for the 2019 financial year. The vote resulted in with 82,178,691 shares for which valid votes were cast. This represents 76.37% of the registered capital. 82,141,515 yes, which is 99.95%.

Nays: 37,176, 0.05%. So today's annual meeting has adopted the resolution of agenda item four: resolution on the discharge of the members of the Supervisory Board for the 2019 fiscal year as published in the Federal Gazette of 6 May 2019 with a majority of 99.95% of the votes cast, i.e., with the required majority. Agenda item five: the vote on the resolution of the appointment of the auditor for the annual report and the Group's annual report, as well as for the financial statements and a possible audit review of the condensed financial statements and the interim management report in the years 2020 and 2021 fiscal years, as well as for the possible audit review of financial reports during the year in the years 2021 and 2022 until the next and 2023. Yeah.

The votes cast on TOP 5: 84,393,013 shares, valid votes cast, which represents 70.43% of the registered capital. Yeas, 84,392,218. That's a percentage of 99.99%. The nays were 795, percentage of 0.01%. So that means that the Annual General Meeting has adopted the resolution of agenda item number five, i.e., the resolution on the appointment of the auditor for the years 2020 and 2021, as well as on a possible audit of the condensed financial statements and the interim management report in the 2020 and 2021 fiscal years, as well as published in the Federal Gazette of the proposal of the Supervisory Board on 6 May 2019 with a majority of 99.99%, i.e., with the required majority. Agenda item six (a): election to the Supervisory Board members for Mr. Christoph Brand through Hans Holger Albrecht. So 83,684,757 votes cast, which is 77.7% of the registered capital.

Yes, 64,286,229, which is 67.82%. Nays 19,397,828. That is a percentage of 23.18%. The Annual General Meeting thus has adopted Mr. Hans Holger Albrecht as published in the Federal Gazette proposal with a majority of 76.82%, i.e., with the required majority. So, now Mr. Christoph Brand to be accepted to the Supervisory Board. So 84,265,388 shares valid votes cast, which represents 78.31% of the registered capital. Yes, 82,764,332, a percentage of 98.22%. The nays 1,501,056. That's a percentage of 1.78%. So the Annual General Meeting has adopted the resolution for election of Supervisory Board members. In this case, Mr. Christoph Brand as published in the Federal Gazette of 6 May 2020, with the majority of 98.22% of votes cast, i.e., with the required amount of votes. Item six (c): election of Supervisory Board members, Dr. Elke Frank.

The votes cast on the resolution has for 84,265,582 votes shares of which valid votes cast which represents 78.31% of the registered capital. The yays 84,059,541. So that's a percentage of 99.76%. The nays 205,194. That's a percentage of 0.24%. So the Annual General Meeting for annual item six (c), electing Elke Frank, as published in the Federal Gazette of 6 May 2020, has elected Dr. Elke Frank with the necessary majority, i.e., 99.76% into the Supervisory Board. Item six (d): Mr. Frank H. Lutz, the votes cast 84,291,634 shares for which valid votes were cast, which represents 78.31% of the registered capital. It means the yes 74,313,667. The nays 9,947,867 which is a percentage of 11.81%.

So the Annual General Meeting for agenda item six (d): election of Mr. Frank H. Lutz as proposed in the Federal Gazette, publication of 6 May 2020 with a majority of 88.19%, i.e., with the required majority. Mr. Peter Schwarzenbauer, so for 84,265,534, which is 78.31% of the registered capital. The yays 83,880,109 percentage is 98.60%. The nays 1,177,123, which is a percentage of 1.40%, i.e., the Annual General Meeting has adopted the resolution for electing Mr. Peter Schwarzenbauer into the Supervisory Board as proposed in the Federal Gazette on 6 May 2020, by the proposal of the Supervisory Board with a majority of 98.6%, i.e., with the required majority. And now item six (f), Mr. André Schwämmlein. So with 84,146,965 votes for which valid votes were cast represents 78.20% of the registered capital. The yays 78,030,473, and nays 6,116,528 percentage is 7.72%.

So the Annual General Meeting has elected Mr. André Schwämmlein to the Supervisory Board as published in the Federal Gazette proposal of the Supervisory Board published on 6 May 2020 with 92.73% of the votes cast, i.e., with the majority that was required. Let's go to the agenda item seven: reduction of the share capital by retiring shares in the simplified procedure of the acquisition by Scout24 AG. The votes resulted with 83,566,952 votes cast representing 77.66% of the registered capital. The yays 83,563,302 percentage 99.99%. The nays 3,650 percentage 0.01%. The Annual General Meeting has thus adopted the agenda item seven, the proposal of the reduction of share capital by retiring shares in the simplified procedure after acquisition of the Scout24 AG as by the Federal Gazette publication of the proposal by the Supervisory Board of 6 May 2020 by a majority of 99.99% of the vote cast, i.e., with the required majority.

Result on agenda item eight: authorization to acquire and use treasury shares and to exclude subscription rights. The vote resulted after 83,436,946 shares for which valid votes were cast, which represents 77.54% of the registered capital. The yays 81,193,177. So that's 97.31%. The nays 2,243,169. So the percentage is 2.69%, which means that the Annual General Meeting for agenda item eight, the authorization to acquire and use treasury shares and to exclude subscription rights as published by the proposal of the Supervisory Board of the Federal Gazette of 6 May 2020, has adopted this resolution with a majority of 97.31% of the votes cast, i.e., with the necessary majority.

Results on agenda item nine: resolution on the creation of authorized capital 2020 against cash and/or non-cash contributions with the option to exclude subscription rights, the cancellation of authorized capital 2015, and the corresponding amendment to article four of the company's articles of association. The vote for agenda item nine resulted in with 81,303,486 shares for which valid votes were cast, i.e., 75.56% of the registered capital. The yays 74,755,823, which represents 91.95%. The nays 6,547,663, so that's 8.05%.

So that means that the Annual General Meeting, on agenda item nine, the resolution on the creation of authorized capital 2020 against cash and/or non-cash contributions with the option to exclude subscription rights, the cancellation of authorized capital 2015, and the corresponding amendment to article four of the company's articles of association as published in the Federal Gazette of 6 May 2020, the proposal by the Supervisory Board and the Management Board has adopted with the majority of 91.95% of the votes cast, i.e., with the required qualified majority. Let's move now to the next, to the last voting result agenda item 10: approval of the profit and loss transfer agreement with Scout24 Beteiligungs SE. The vote on agenda item ten resulted in 84,391,687 shares for which valid votes were cast, representing 78.43% of the registered capital. The yays 84,390,986 (99.99%). The nays 701 (0.01%).

So the Annual General Meeting has adopted the agenda item 10: the approval of the profit and loss transfer agreement with Scout24 Beteiligungs SE as published at the Federal Gazette of 6 May 2020, by the Supervisory Board and the Management Board which has adopted it with a majority of 99.99%, i.e., with the required qualified majority. So far, the resolutions adopted. Ladies, dear ladies and gentlemen, this brings today's agenda to a close and we come to the end of this virtual Annual General Meeting. At this point, I would like to take the opportunity to thank all our employees once again for their commitment for our company. My special thanks also go to those who helped to prepare and conduct this virtual Annual General Meeting and contributed to its proper execution in keeping with our slogan: Make it happen.

Thank you very much that you were here. Stay healthy and I hope we'll meet soon in person. Thank you very much.

Powered by