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holdings of Allianz AG, were subsequently recalled. Since then, the participation capital amounts to ¤ 31,225,164.80, subdivided into 6,098,665 participation certificates. 

The terms of the profit participation certificates provide for an annual cash distribution of 240.0 % of the dividend paid by the com- pany per one Allianz ordinary share. If certain conditions are met, the holders of profit participation certificates may also subscribe to new profit participation certificates; to this extent, the preemptive sub- scription rights of Allianz AG shareholders are excluded. Holders of profit participation certificates do not have voting rights, or any rights to convert the said certificates into Allianz AG shares, or rights to liquidation proceeds. Profit participation certificates are unsecured and rank pari passu with the claims of other unsecured creditors. 

Profit participation certificates can be redeemed by holders upon 12 months’ prior notice, beginning December 31, 2001, and every 5th year thereafter. Upon redemption by holders, the terms of the profit participation certificates provide for a redemption price equal to the weighted average of the issue prices of all profit participation certifi- cates. Since the last issue of April 2003, the price has been uniformly ¤ 72.39 per participation certificate. 

The company may call the profit participation certificates for re- demption, upon 6 months’ prior notice, beginning December 31, 2006, and each year thereafter. Upon redemption by the company, the cash redemption price per certificate would be equal to 122.9 % of the then current price of 1 Allianz ordinary share during the last 3 months preceding the recall of the participation certicate. In lieu of redemption for cash, the company may offer 10 Allianz ordinary shares per 8 profit participation certificates. Allianz AG has consis- tently stated at its Annual General Meeting that the company is not legally required to call the profit participation certificates for re- demption on December 31, 2006 or at another date. 

Participation certificates also include ¤ 1,511 (2002: 1,505) mn is- sued by the Dresdner Bank Group which entitle holders to annual in- terest payments, which take priority over Dresdner shareholders’ div- idend entitlements. They are subordinated to obligations for all other creditors of the issuer, except those similarly subordinated, and share in losses of the respective issuers in accordance with the conditions attached to the certificates. The profit participation certificates will be redeemed subject to the provisions regarding loss sharing. 

Details of the 2 largest participation certificate issues are provided below: 

<img src='content_image/9536.jpg'>

## Breakdown of subordinated liabilities 

<img src='content_image/9535.jpg'>

Subordinated liabilities include ¤ 3,377 mn from subordinated lia- bilities, which Allianz Finance II B. V. issued in 2002 and which have been guaranteed by Allianz AG on a subordinated basis. The guaran- tee provided by Allianz for the redemption of these subordinated debt issue is also subordinated, which means that in case of the insolven- cy or liquidation of Allianz AG, subordinated creditors will be paid back only after all claims by holders of non-subordinated debt have been settled. 

In the event of bankruptcy proceedings or liquidation, the sub- ordinated liabilities of Dresdner Bank Group may not be redeemed until all non-subordinated creditors have been satisfied. There is no obligation to redeem such liabilities prior to maturity. 

The non-voting interests were issued for the first time in May 1999, in the amount of approximately ¤ 1.5 bn by Dresdner Bank. These non-voting interests include 2 issues of Dresdner Bank AG in the nominal amount of ¤ 500 mn (interest rate 5.79 %, maturity 2011) and USD 1,000 mn (interest rate 8.15 %, maturity 2031). Ad- ditionally Dresdner Bank AG issued 2 non-voting interests in the nominal amount of ¤ 159 mn (interest rate 7.00 %, maturity 2013) and JPY 15,000 mn (interest rate 3.50 %, maturity 2033) in 2001. Interest paid on non-voting interests amounted to ¤ 119 (2002: 118; 2001: 128) mn for the year. 

Fixed-rate subordinated liabilities of Dresdner Bank Group have coupons between 4.0 % and 8.4 %; in addition, there are variable- rate issues linked to a reference interest rate and zero-coupon bonds. The average interest rate comes to 4.1 %. Interest paid on these sub- ordinated liabilities amounted to ¤ 222 (2002: 463; 2001: 473) mn in the reporting year. 

