The Extraordinary General Meeting of the Versicherungsanstalt der österreichischen Bundesländer,  an insurance company based in Vienna at the business address 1021 Vienna, Praterstraße 1-7, registered in the Companies Registry  of the Commercial Court, Vienna, with number FN 92933t (hereinafter “the Company”) on 17.9.1999 took the following decisions

Result           

1. Change of the Company name to UNIQA Versicherungen AG.
   Withdrawal of 2,305,218 bearer preference shares in the Company, to be replaced by ordinary shares, and a change to the statutes of the Company as a result of this withdrawal of preference shares in § 4 (Share capital and shares) and in § 10 (Distribution of profits). Preference shareholders agreed to the withdrawal of the 2,305,218 non-voting preference shares of the Company in a special meeting of preference shareholders on 17.9.1999.
   
   
2. Conversion of 672,000 ordinary bearer shares in the Company of nominally ATS 1,000 to 672,000,000 ordinary bearer shares in the Company with the nominal value reduced from ATS 1,000 to ATS 100.
   
   
3. Claims for individual certificates of evidence for these shares were excluded according to § 4 paragraph 3 of the statutes of BARC Versicherungs-Holding AG based in Vienna, registered in Companies Registry of the Commercial Court, Vienna, with number FN 152159p, (hereinafter “BARC”) as the company being merged, with the Company as the company taking over on the basis of the final balance sheet of BARC on 31.12.1998 and with an increase of the share capital of the Company for the purpose of carrying out the merger to ATS 554,349,000 by issuing 5,543,490 ordinary bearer shares of nominally ATS 100.

These decisions were included in the Companies Registry at the Commercial Courtof Vienna on 4.1.1999.

1. Withdrawal of preference shares and change in stock exchange listing
The withdrawal of the 2,305,218 non-voting preference shares and their replacement by ordinary shares is accompanied by a change in the stock exchange listing.  The shares previously  listed as non-voting preference shares in the Company (ISIN AT000082113-7) will from Monday 8.11.1999 be listed as ordinary shares (ISIN AT000082110-3). These bearer shares, resulting from a change in the statutes, are evidenced en bloc, this evidence being deposited with the Oesterreichische Kontrollbank Aktiengesellschaft and are accompanied by fictitious profit sharing certificates No 8 ff.

Dealing in shares of the Company was suspended for technical reasons from Wednesday 3.11.1999 to Friday 5.11.1999 inclusive. Non-fulfilled stock exchange dealings cease to be valid at the end of 2.11.1999

2. Call to submit share certificates that have become incorrect
Because of the withdrawal of non-voting bearer preference shares in the Company, which have become ordinary shares, and because of the change of the Company’s name to UNIQA Versicherungen AG, the wording on the 2,305,218 non-voting bearer preference shares issued with a nominal value of ATS 100 has become incorrect.

These incorrectly worded shares are to be called in. Since according to § 4 paragraph 3 of the Company statutes there is no claim for individual evidencing, effectively no individual share certificates will be issued, but the whole share capital of the Company, including the previously issued non-voting bearer preference shares will be evidenced by certificates or intermediate certificates en bloc, deposited with the Oesterreichische Kontrollbank Aktiengesellschaft or the Company itself.

The Company’s shareholders are credited  as co-owners in the Oesterreichische Kontrollbank Aktiengesellschaft’s collective deposit of  the Company ‘s shares with an amount corresponding to their shares of the equity capital.

We therefore call on all the Company’s shareholders who have previously held non-voting bearer preference share certificates to hand in these and any attached profit participation certificates, No. 8 ff.,

                from 4.11.1999 to 28.3.2000 (inclusive)

at the latest to Raiffeisen Zentralbank Österreich Aktiengesellschaft, 1030 Vienna, Am Stadtpark 9, which is the main place of deposit and payment, or via credit institutions holding deposits, during normal business hours.

Shareholders whose shares are held by a credit institution in a collective depot need take no action. The deposit banks in question will themselves undertake the conversion.  Shareholders whose shares are held in an individual securities account are requested to have their bank transferred to a collective custody account, whereby the bank will take the necessary further steps.

In place of the surrendered effective share certificates, each shareholder will in accordance of his previous holding of the Company ‘s share capital (nominal value) become a co-owner of the collective holding of the Company’s shares with the Oesterreichische Kontrollbank Aktiengesellschaft. Shareholders will be given a corresponding deposit credit for the same nominal amount of shares as they had held previously. The right of individual evidence is excluded.

Superseded share certificates of the Company which are not handed in by 28.3.2000 at the latest (including on this date) will according to § 67 of the Stock Corporation Act be declared void.

The permission required from the Commercial Court of Vienna according to  § 67 together with § 14 of the Stock Corporation Act was granted on 29.10.1999,

3. Result of the swap of participation certificates of the Company to ordinary shares of the Company        
With the announcement in the Official Supplement of the Wiener Zeitung of 21.9.1999, the Company offered all holders of participation certificates conversion of these into ordinary shares of the Company. This swap offer was addressed to holders of 419,782 bearer certificates with a nominal value of ATS 100, hence a total nominal value of ATS 41,978,200. The swap period ran from 4.10.1999 up to and including 22.10.1999.

We announce the result of the swap offer:

          388,527 participation certificates of the Company,
          each with a nominal value of ATS 100, representing
          in total a nominal value of ATS 38,852,700, were
          converted to 388,527 ordinary shares with a nominal
          value of ATS 100 each, representing a nominal total
          of ATS 38,852,700.

The share capital of the Company after the swap and execution of the accompanying necessary increase in capital is thus nominally ATS 1,495,723,500, divided into 14,927,235 bearer shares each with a nominal value of ATS 100.

4. Listing of ordinary shares of the Company on the Vienna Stock Exchange
On 28^th October 1999 the Vienna Stock Exchange agreed to the listing of UNIQA Versicherungen AG ordinary shares replacing the previous preference shares and participation certificates:

          Nominal ATS 269,374,500
          ordinary shares of UNIQA Versicherungen AG, 
          2,693.745 bearer shares at a nominal ATS 100,-
          ISIN AT0000821103.

Trading in the above securities commenced officially on the Vienna Stock Exchange on 8^th November 1998. The details were made public, at no charge,  in accordance with § 75 paragraph 2 no. 2 of the Stock Exchange Law  by the issuer at 1021 Vienna, Praterstraße 1-7, and at the place of payment, Raiffeisen Zentralbank Östereich Aktiengesellschaft, 1030 Vienna, Am Stadtpark 9.

The issuer also announced that it intends to withdraw the total remaining share capital amounting to nominally ATS 1.226,349,000 within a year of registering the change in the statutes of the Company in the Company Registry of Official Trading on the Vienna Stock Exchange.

5. Notification of the public concerning voting rights           
Because of the merger between BARC, the merged company, with UNIQA Versicherungen AG, the company taking over,  the Company announces, in accordance with § 93 of the Stock Exchange Law, changes in voting rights. The relevant shares of voting rights determined according to §§ 912 ff of the Stock Exchange Law are as follows:

BL Syndikat Beteiligungs Gesellschaft m.b.H.                 
          more than 30 %
Raiffeisen Zentralbank Österreich Aktiengesellschaft     
         more than 5 %
Austria Versicherungsverein auf Gegenseitigkeit              
         more than 30 %
Bundesland Niederösterreich                                        
         more than 5 %

Because of tied voting rights, the shares of the following shareholders must be combined:

BL Syndikat Beteiligungs Gesellschaft m.b.H., Raiffeisen Zentralbank Österreich Aktiengesellschaft,Austria Versicherungsverein auf Gegenseitigkeit and Collegialität Versicherung auf Gegenseitigkeit              
          more than 75 %

The Management Board