consis tently Audi Financial Report 2019 Key figures Audi Group Change 2019 2018 in % Production Automotive segment Cars 1) 1,802,073 1,871,386 –3.7 Engines 1,969,731 1,955,532 0.7 Motorcycles segment Motorcycles 51,723 53,320 –3.0 Deliveries to customers Automotive segment 1,853,833 2,081,418 –10.9 of which Audi brand 2) Cars 1,845,573 1,812,485 1.8 of which Lamborghini brand Cars 8,205 5,750 42.7 Motorcycles segment (Ducati brand) Motorcycles 53,183 53,004 0.3 Workforce Average for 90,783 91,477 –0.8 the year Revenue EUR million 55,680 59,248 –6.0 Operating profit before special items 3) EUR million 4,509 4,705 –4.2 Operating profit EUR million 4,509 3,529 27.8 Profit before tax EUR million 5,223 4,361 19.8 Profit after tax EUR million 3,943 3,463 13.9 Operating return on sales Percent 8.1 7.9 before special items3) Operating return on sales Percent 8.1 6.0 Return on sales before tax Percent 9.4 7.4 Return on investment (ROI) Percent 12.7 10.0 Ratio of capex 4) Percent 4.9 5.9 Research and development ratio Percent 7.9 7.1 Cash flow from operating activities EUR million 7,479 7,013 6.7 Net cash flow EUR million 3,160 2,141 47.6 Balance sheet total (Dec. 31) EUR million 66,878 65,598 2.0 Equity ratio (Dec. 31) Percent 42.5 45.3 1) lncluding vehicles built locally by the associated company FAW-Volkswagen Automotive Company, Ltd., Changchun (China) 2) lncluding delivered vehicles built locally by the associated company FAW-Volkswagen Automotive Company, Ltd., Changchun (China) 3) In the 2019 fiscal year, the effects on earnings in connection with the diesel issue were of lesser importance overall when compared with the amounts reported as special items in the previous year. 4) Investments in property, plant and equipment, investment property and other intangible assets according to the cash flow statement in relation to revenue 002 Report of the Supervisory Board 007 Finances 007 Combined Management Report of the Audi Group and AUDI AG for the fiscal year from January 1 to December 31, 2019 111 Consolidated Financial Statements of the Audi Group for the fiscal year from January 1 to December 31, 2019 INFORMATION All figures are rounded off, which may lead to minor deviations when added up. The figures in brackets refer to the figures for the previous year. Internet sources refer to the status as of February 18, 2020. The Management Report contains forward-looking statements relating to anticipated developments. These statements are based upon current assessments and are by their very nature subject to risks and uncertainties. Actual outcomes may differ from those predicted in these statements. Dr.-Ing. Herbert Diess Chairman of the Supervisory Board he Audi Group stabilized its delivery volume in the 2019 fiscal year and achieved robust business fig- ures. The Company profited from its young and at- tractive model range, above all in the higher seg- ments. In addition, the Audi Transformation Plan T picked up speed and made a substantial contribu- tion to operating profit. On the other hand, the dif- ficult situation in many markets and also the switch to the new WLTP test cycle in the first half of the year negatively impacted sales figures. With the “Audi.Zukunft” fundamental agreement, the Board of Manage- ment and employee representatives decided on extensive measures to safeguard competitiveness. For example, platform-oriented plant allo- cation and optimized plant capacities will assure the lasting future via- bility of the German sites. There will also be socially responsible adjust- ments to jobs coupled with an extended employment guarantee up until the end of 2029. The Board of Management presented the new “consistently Audi” strat- egy at the Audi 2019 Annual General Meeting. One area in focus is sus- tainable mobility: By 2025 Audi wants to have around 30 electrified mod- els in its range – some 20 of which will be fully electric. To achieve rapid and profitable scaling of electric mobility, Audi is also focusing on exten- sive Group synergies by using cross-brand architectures. The Audi Group attributes these important decisions for the future and the robust operating performance to the huge commitment of the people who work for it. On behalf of the Supervisory Board, I would like to thank all employees for their wholehearted efforts. I am absolutely convinced of the potential of the Audi brand and of its continuing positive business performance. The Board of Management gave regular, up-to-date, comprehensive ac- counts of its actions to the Supervisory Board. The Supervisory Board considered the economic framework and the Company’s business devel- opment and policy as well as its risk management and risk situation at ordinary meetings of the Supervisory Board convened each quarter, as well as on the basis of regular oral and written reports from the Board of Management, and consulted closely with the Board of Management on these matters. 003 “I am absolutely convinced of the potential of the Audi brand and of its continuing positive business performance.” At its four ordinary meetings in 2019, the Supervisory Board also consid- ered in depth the Audi Transformation Plan, the “Audi.Zukunft” funda- mental agreement, plant allocations and utilization levels, capital invest- ment as well as the product availability of key models. Furthermore, it held consultations with the Board of Management on progress with the digitalization and electrification of vehicles, and together with the Board of Management routinely determined the content of the Declaration of Conformity pursuant to Section 161 of the German Stock Corporation Act (AktG). In agreeing to the plans for human resources, financial and investment planning, the Supervisory Board once again confirmed the Board of Management’s strategic decisions. The restructuring and strengthening of the Board of Management to in- clude competent new members from both within and outside the Group was an important aspect of the Supervisory Board’s work. As part of this, Sabine Maaßen was appointed Board Member for Human Resources with effect from April 1, making her the second woman alongside Hildegard Wortmann, who is very successfully in charge of Marketing and Sales. In this connection, the Supervisory Board also held one extraordinary meet- ing in the past fiscal year. The diesel issue, in particular concerning the V6 and V8 TDI engines, ac- counted for a significant portion of the Supervisory Board’s work in the year under review. It was kept constantly informed of the diesel issue by the Board of Management in the 2019 fiscal year, both in writing and orally. The Supervisory Board declared unequivocally that all those responsible at Audi must drive forward the ongoing processes and improvements relating to compliance, integrity and culture, and above all permanently anchor them in the workforce. This change process will continue long after the Monitor’s work has come to an end. Only if everyone at Audi acts with integrity and in keeping with the law and observes its values will Audi be a successful company in the long term. In addition to its four ordinary meetings, the Presiding Committee of the Supervisory Board held one extraordinary meeting in 2019. 004 The average attendance rate in the past fiscal year was 98 percent. All Supervisory Board members were present at more than half of the meet- ings. The Negotiating Committee did not need to be convened in 2019. The “Diesel” Committee oversees and supports the Board of Management in its investigation and reappraisal of events related to diesel issues. It also prepares the Supervisory Board’s consultations and resolutions on these issues. The “Diesel” Committee came together for four meetings in the 2019 fiscal year. The Audit Committee met once per quarter in the past fiscal year and considered mainly matters of risk management, compliance and auditing work, as well as key issues concerning the monitorship. The Audit Com- mittee also considered the 2019 Interim Financial Report prior to its pub- lication and conducted preparatory work for the 2019 annual financial statements. It also advised on the independence of the auditor, the find- ings of additional audits commissioned and the situation of the Company at the end of 2019. Upon the proposal of the Supervisory Board, the Annual General Meeting of AUDI AG appointed PricewaterhouseCoopers Aktiengesellschaft Wirtschaftsprüfungsgesellschaft as auditor of the accounts for the 2019 fiscal year. The auditor of the accounts confirmed the annual financial statements of AUDI AG, the consolidated financial statements as well as the combined management report of the Audi Group and AUDI AG for the 2019 fiscal year, and in each case issued unqualified audit reports in each case with an additional note. The auditing firm’s representatives explained the key findings of their audit in detail at the meetings of the Audit Committee and Supervisory Board. According to information supplied by the auditing firm, there were no circumstances that might give cause for concern about the auditor’s partiality. Following examination of the audit documents received and based on its own conclusions, the Audit Committee recommended to the Supervisory Board at the meeting on February 21, 2020, that the annual and consol- idated financial statements each be signed off. The Supervisory Board accepted this recommendation and signed off the annual and consolidated 005 financial statements prepared by the Board of Management. The annual financial statements are thus established. There have been no changes to the composition of the Supervisory Board since the close of the last Annual General Meeting on May 23, 2019.