Groupama // 2021 Universal Registration Document
1 OVERVIEW OF THE GROUP History of the Company
Against this background, the Group implemented measures in 2012 to strengthen its solvency margin while reducing the sensitivity of its balance sheet to financial market fluctuations. Groupama thus adjusted its scope of activities by selling Gan Eurocourtage’s non-life business, Gan Eurocourtage’s marine business in France, the Spanish subsidiary, and the non-life insurance subsidiary in the United Kingdom. In 2013, the Group finalised the adjustment of its scope with the disposal of 100% of the capital of Groupama Private Equity in January and the disposal of its 51% stake in the British brokerage firm Bollington in March. In April, Groupama reinforced its partnership with the Chinese Group AVIC to support the strong growth of Groupama AVIC Insurance on the agricultural insurance market and in the rural sector in China. In addition, the law of 26 July 2013 on the separation and regulation of banking businesses established Groupama SA as the central body of the network of agricultural insurance and reinsurance companies and mutuals (hereinafter the Groupama network). The General Meeting of 11 June 2014 modified Groupama SA’s bylaws to include in its corporate purpose its role as central body. In December 2015, Groupama was the first mutual insurer to launch the mutual insurance certificates authorised by the Social and Solidarity Economy law of July 2014. The regional mutuals thus acquired the necessary financial resources to invest in the territories and develop a new long-term, quality relationship with their members based on trust. As of the end of 2016, all the regional mutuals have issued mutual certificates. In April 2016, Orange and Groupama signed an agreement to develop an unprecedented 100% mobile banking product. In October 2016, the French and European regulatory and prudential authorities authorised Orange’s acquisition of 65% of the capital of Groupama Banque, renamed Orange Bank on 16 January 2017. The Orange Bank offering available in France since the second half of 2017 in the Orange distribution network will also be distributed in the Groupama group’s networks in 2018. In December 2016, the “Sapin II” law on transparency, the fight against corruption, and modernisation of the economy was published, putting in place the legislative framework required for the conversion of Groupama group’s central body into a mutual insurance company (SAM) with an implementation period of 18 months. On 7 June 2018, Groupama SA, the Group’s central body, was converted into a national agricultural reinsurance mutual, a special form of mutual insurance company, commonly known as Groupama Assurances Mutuelles. Prior to this conversion: Groupama SA sold its direct insurance portfolio to Gan ❯ Assurances in November 2017, given that Groupama Assurances Mutuelles can only engage in reinsurance by virtue of its bylaws;
in December 2017, Groupama SA contributed most of its ❯ insurance and service subsidiaries to Groupama Holding Filiales & Participations, a holding company with the status of insurance group company wholly owned by Groupama SA; Groupama SA retained direct ownership of the financial ❯ subsidiaries, property companies, and some equity stakes; Groupama Holding and Groupama Holding 2 were taken over by ❯ Groupama SA on 7 June 2018, prior to its conversion. This conversion simplifies the Group’s organisation and makes it consistent overall based on its three levels of mutualisation: local, regional, and nationwide mutuals. By unifying its values and organisation, the Groupama group is demonstrating its commitment to its mutual insurance background, which is being used in an ambitious savings project for its members and customers. In connection with this conversion, the Group has defined its purpose (1) , which guides and inspires the Group’s current and future directions: “We are here to allow as many people as possible build their lives confidently”. As a responsible investor, the Groupama group places climate change at the heart of its commitments. On 19 September 2019, Groupama made a commitment to acquire 18% of the capital of Predica Energies Durables (PED), a subsidiary of Crédit Agricole Assurances dedicated to investments in renewable energy production assets alongside Engie. PED is an investment vehicle in onshore wind and solar assets in France. In 2020, the Group committed to a definitive phase-out of thermal coal in its investment portfolios, by 2030 at the latest for corporate issuers in European Union and OECD countries. On 7 April 2020, Groupama sold its entire stake in Banque Postale Assurances IARD. However, La Banque Postale and Groupama announced the extension of their cooperation in the areas of legal protection and assistance. On 11 June 2020, Groupama announced the launch with Vinci of the construction of The Link, Total’s future headquarters in Paris La Défense. The planning and work are expected to take five years. At the end of this period, Total will take delivery of the property and will be a tenant of The Link for a renewable term of 12 years. In July 2021, Groupama announced the signing of an agreement between its Italian subsidiary Groupama Assicurazioni and FairConnect for the sale of G-Evolution and the establishment of a long-term strategic partnership for the provision of connected insurance solutions. The transaction was completed on 30 December 2021. The Groupama group announced that its Hungarian subsidiary Groupama Biztosító will complete the acquisition of OTP Osiguranje, the Croatian subsidiary of OTP Bank, on 31 August 2021. On 30 September 2021, Groupama sold its entire stake in Orange Bank but remains committed to a distribution partnership for a banking offer with Orange Bank until 2028.
This purpose is outside the statutes and must therefore not be understood within the meaning of Article 1835 of the French Civil Code. (1)
5 Universal Registration Document 2021 - GROUPAMA ASSURANCES MUTUELLES
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