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HISTORY Bayerische Flugzeugwerke (BFW) is founded on 7th March 1916 and incorporates Ott o-Werke.

BMW acquires the BFW plant in 1922, but Bayerische Motoren Werke contin ues to date its foundation from the founding of BFW. Max Friz (1883-1966) Early in 1917, chartered engineer Max Friz joins Rapp as an aircraft engine cons tructor. His creation, the BMW high-altitude carburettor, enables the company to claim its first world record in 1919. He builds the first BMW motorcycle, the R 32, in 1923. Friz also occupies the position as director of the Eisenach aircra ft engine plant. Franz Josef Popp (1886-1954) The Austrian chartered engineer and lieutenant Franz Josef Popp joins Rapp- Moto renwerke to oversee the quality of aircraft engines. In 1917 he is appointed as the first head of BMW GmbH and then made general director the following year. He presides over BMW's rise from a national brand to a company of European standin g, until forced to resign by the Nazi authorities in 1942. Tradition of innovation: the high-altitude carburettor. Even its very first product, the aircraft engine IIIa, bore the stamp of innovat ion. Head engineer Max Friz constructed a high-altitude carburettor which allowe d the air fuel mixture to adapt itself to its external surroundings. This counte racts the engine's impaired performance in thin air at high altitudes and gives it an edge over its competition. The founding of Bayerische Motoren Werke GmbH. On 21st July 1917, Rapp-Motorenwerke is renamed Bayerische Motoren Werke GmbH. T he ongoing war means that the small company grows quickly. With expansion in min d, the firm builds a spacious plant right next to the Oberwiesenfeld airfield in Munich and continues to build engines for army planes until 1918. From GmbH to AG - the firm's new status. On 13th August 1918, two months before the end of WWI, Bayerische Motoren Werke GmbH issues its first shares. With an initial capital stock of 12 million reichs marks, one third of the company is owned by Camillo Castiglioni, a financial adv isor to the Austrian emperor. Head engineer Franz Josef Popp, the GmbH manager, chairs the technical board. Two-wheeled renewal. Construction designs for the first post-war BMW motorcycle are ready by summer 1 947, and the first R 24 is raffled to the employees shortly before Christmas 194 8. The first standard-production model sells spectacularly in a country long-dep rived because of war and its after-effects. In addition, some 18 per cent of all BMW machines are exported abroad as early as 1950. BMW stays independent. BMW comes close to being bought but is saved by a nimble small car, the BMW 700. Of Italian design, the car possesses a unitary construction and BMW motorcycle engine (initially 32 hp, later 32 or 40 hp) in the back. Named "the lion-hearted weasel", it is immensely popular with the car-buying public and as race car. BM W regains its rightful position and embarks on fresh projects with renewed confi

dence. BMW's other "four-cylinder". The exterior of the new BMW head office is finished on time for the 1972 Olympic Games. Continuing growth means the company has already outgrown its new home wh en it moves in the following year. This new nerve centre and the BMW museum are a stone's throw from the tent-like canopies of the city's Olympic park, and symb olise prosperity, autonomy and technical perfection. Plus a hint of utopia. BMW research and engineering centre. In the early Eighties BMW buys a former barracks in Munich's northern suburbs an d sets about turning it into a research and engineering centre (FIZ). It consist s of design, construction and test facilities, a prototype construction unit and pilot plant. The first teams start work in 1985. Officially opened in 1990, the FIZ continues to increase its range of activities. Alexander von Falkenhausen (1907-1989) Alexander von Falkenhausen, a motorcycle design engineer at BMW from the mid-Thi rties on, founds the motorsport brand AFM after WWII. Upon his return to BMW, he develops the engine of the New Class, unveiled in 1962. Later, as head of BMW e ngine development, he is the man behind BMW engine's legendary successes in the world of Formula Two racing. Company Portarit Strategy: The world continues to change at a rapid pace. In many countries, indivi dual mobility remains a focus of political regulation and national industrial po licy. The shift in society requires new mobility solutions. Volatility has long become a constant in our everyday business. Markets and consumers alike remain u neasy in these periods of economic uncertainty. To meet these challenges we formulated our Strategy Number ONE, which aligns the BMW Group with two targets: to be profitable and to enhance long-term value in times of change. And this applies to technological, structural as well as cultur al aspects of our company. Since 2007, we have been implementing various initiat ives in keeping with the strategy s four pillars: Growth, Shaping the Future, Prof itability and Access to Technologies and Customers. Our activities will remain firmly focused on the premium segments of the interna tional automobile markets. Our mission statement up to the year 2020 is clearly defined: the BMW Group is the world s leading provider of premium products and pre mium services for individual mobility. Business Segments: The BMW Group one of Germany s largest industrial companies is one of the most suc cessful car and motorcycle manufacturers in the world. With BMW, MINI and RollsRoyce, the BMW Group owns three of the strongest premium brands in the automobil e industry. The vehicles manufactured by BMW set the highest standards in terms of aesthetics, dynamics, technology and quality, borne out by the company s leadin g position in engineering and innovation. In addition to its strong position in the motorcycles market with the BMW and Husqvarna brands, the BMW Group also off ers a successful range of financial services. Compliance at the BMW Group: The BMW Group's corporate culture is shaped by clear responsibility, mutual resp

ect and trust. However, the risk of violations arising from individual misconduc t can never be completely ruled out. The BMW Group makes every effort to minimiz e these risks wherever possible. For this purpose, a Compliance Organization has been created and equipped with measures and instruments to help employees and m anagers avoid legal risks. The focus of the BMW Group Compliance Organization is on ensuring legal compliance. Together with the BMW Group's environment and soc ial initiatives, it forms the cornerstones of its corporate responsibility. The elements of the Compliance Organization apply to all BMW Group units worldwi de. Where additional compliance requirements exist in individual countries or bu siness sectors, these will be met by adopting local or business-specific complia nce measures. Portal Future: The success of the BMW Group is based on innovative premium products. The drivin g force behind these products is around 9,300 people, who together form the worl dwide research and development network of the BMW Group. Efficient development p rocesses and a deep-rooted, daily innovative culture create the prerequisite for the success of the three premium brands BMW, MINI and Rolls-Royce. With the hel p of a global development network, everyday the BMW Group demonstrates its innov ative leadership in its products, as well as its processes in the automobile ind ustry. Employee-Cultural Background: As a global company, the BMW Group operates 25 production and assembly facilitie s in 14 countries and has a global sales network in more than 140 countries. In 2010, we generated 80% of our revenue outside of Germany. The development of an intercultural workforce is an obvious requirement to be ab le to understand the specific needs of our customers in different markets and ta ke advantage of cultural diversity to improve our innovation capabilities. A mix of nationalities and cultures in the workforce also contributes to our attracti veness as an employer worldwide. Deployments abroad, which used to have something of a pioneering quality, have b ecome an inherent part of global working today. The international character of t he BMW Group workforce will be continuously enhanced by the international exchan ge of personnel. Over the last ten years, more than 2,700 BMW Group employees ha ve worked in other countries for a longer period as expatriates in addition to m any short-term assignments. The intercultural nature of the workforce is also being enhanced through day-today cooperation. In cross-departmental functions, such as financial processes an d information technology, the entire company functions as part of a global netwo rk. Production and assembly sites outside of Germany interact on a broad level w ith partner sites. The BMW Group workforce is characterised by intercultural diversity. As an examp le, employees from over 90 different nations work together at our Munich locatio n. Targets and measures To promote the long-term health of all employees, and facilitate access to care and preventative medicine for colleagues with an immigrant background, we starte d a pilot project for intercultural corporate health management in Munich. Volun tary "health ambassadors" are intercultural multipliers, motivators and referenc e contacts for health and related topics. In 2010, we won the dfg award for this project and in 2009 the Bavarian Prevention

Award. To further promote internationality among new employees, BMW s vocational training and young talent retention programmes will focus more on participants w ith international backgrounds. As part of our diversity management activities, we will also define concrete tar gets for the cultural background action area. In November 2010, the BMW Group presented the Award for Intercultural Commitment for the first time. This award supports initiatives and individuals who strive for better understanding between different cultural, religious and linguistic ba ckgrounds. For further information regarding the Award for Intercultural Commitment, see th e Sustainable Value Report of the BMW Group 2010 in Chapter 5 (p. 64). This chap ter is available for download in the right-hand column. Gender:: An appropriate representation of women in the workforce and, in particular, in l eadership positions, makes an important contribution to the following targets: - In response to demographic trends and the lack of skilled workers, particular ly in technical qualifications, it is essential to recruit well-trained, highlyqualified women, and to promote and retain them within the company. - Social and emotional competencies, which are attributed especially to women, are an important aspect of our leadership approach. The BMW AG approach to diversity management uses target ranges. Target ranges al low more flexibility for measures than fixed quotas but are nevertheless binding . - A target range of between 13 and 15 percent has been defined for women in the overall workforce of BMW Group and BMW AG by 2020. The current percentage of wo men in the overall workforce of BMW Group is 16.1 percent (13.5 percent in the B MW AG). - The percentage of women in leadership positions should increase significantly from its current level of 11.8 percent in the BMW Group (9.1 percent BMW AG) to a target range of between 15 and 17 percent by 2020. YOUNG TALENT PROGRAM:: It is crucial to make lasting changes. To achieve this, activities start with yo ung talent programmes: - We aim to achieve a proportion of female technical apprentices of between 15 and 20 percent from 2011 on. December 31st 2011, the level stood at 16.0%. - The 2011 target for female participants in young talent programmes is between 20 and 25%. In December 31st 2011 we achieved a figure of 19.6%. - In the BMW Group Graduate Programme for future managers, a range of 20 to 30 percent has been defined for a period of three to five years. By December 31st 2 011, the proportion of women was 37.2%. One challenge for the young talent programmes is that women are significantly un

derrepresented in engineering studies and technical professions. The BMW Group s a pproach is therefore to promote an interest in technology at an early stage. To achieve this, we have implemented a wide range of measures at BMW AG: - Girls Day, since 2011 also Boys Day - SchoolEconomy initiative - Junior Campus at BMW Welt - trial internships - technology camps PROMOTION OF WOMEN:; To implement gender target ranges, specific activities are necessary to promote women. At BMW AG, we have implemented the following measures: a) special verification procedure for recruitment to internal executive and prof essional positions. b) Work-life balance measures that go beyond legislative requirements, with rega rd to maternity leave, parental leave and nursing care: - childcare facilities in Munich, Dingolfing, Regensburg BMW Strolche , as well as reserved childcare places at facilities in Berlin and Leipzig - Family Service for childcare, homecare and eldercare - wide range of different options for working part-time - working from home - Fulltime Select (additional 1 to 20 days of leave with a corresponding reduct ion in remuneration) - family leave c) 100-day coaching programme for women embarking on leadership positions. d) Participation in the cross-mentoring programme organised by the city of Munic h. e) Support of in-house women s networks.

Futher diversity subjects:: By focussing on the three areas of age/experience, intercultural workforce and a ppropriate representation of women, we are creating the prerequisites to preserv e and improve the performance of the company. Additionally, the BMW Group promot es diversity in the workforce in the area of work-life balance and promotes the integration of people with disabilities. Work-life balance Compatibility between work and private life

BMW AG offers a number of measures to allow both male and female employees to op timise their personal work-life balance at different stages of their lives: - flexible work-time models, incl. part-time - Fulltime Select (additional 1 to 20 days of leave with corresponding reductio n in remuneration) - sabbaticals - working from home - family leave

Further options for specific groups (e.g. Today for tomorrow , Family Service) can be found on the respective homepages age/experience and gender. Support for people with disabilities Support for people with disabilities also forms part of the BMW Group s social com mitment and implementation of social responsibility. This includes working with severely-disabled juveniles in vocational training at BMW AG, as well as coopera tion with organisations for disabled people. BMW AG also helps people with disab ilities participate in working life by sourcing activities from organisations th at primarily employ disabled persons (WfbM). PAY AND BENEFITS: t is the stated aim of our personnel policy to continue to strengthen the cohere ncy between performance and pay and, at the same, time secure the principle of p erformance as a fundamental virtue of our corporate culture. Those who achieve something always receive adequate reward. Remuneration should promote the personal achievements of each individual employee and, at the same t ime, the cooperation with the group and the assumption of corporate responsibili ty. It creates the basis of the further enhancement of the quality of products, processes and results, thereby securing the long-term success of the company. All employees participate in this success through a corporate profit-sharing pla n. More than standard. It goes without saying that the BMW Group fulfils all legal requirements for the remuneration of its employees, from protective clothing, maternity leave to wag e continuation in the event of sickness. This is complemented by capital formation benefits, supplementary payments ( holid ay bonus , Christmas bonus ) and employee participation in the company s success, which naturally depending on the company being successful is paid out once a year. Depending on where you are employed and your agreed wages, you also receive extr a pay if you work nights, on Sundays or on bank holidays. Also, for the time after your active employment with the company, the BMW Group offers you attractive benefits such as a company pension. Pension fund. These days it is particularly important that every employee ensures that he has

financial security in addition to a state and company pension. The BMW Group ass ists its employees in doing this: - Additional capital formation through preference shares - PVK Persnliches Vorsorge Kapital (personal pension fund) tive financial security package a particularly attrac

Additional benefits. In addition to financial remuneration, the BMW Group offers a number of attracti ve possible additional benefits. - with the employee car purchase scheme you can purchase, finance or lease your BMW or MINI on exceptionally favourable terms. - wedding car: if you or a first-degree relative should marry, you have the pos sibility of using a wedding car, e.g. an elegant BMW 7 Series Saloon. - our idea scheme Imotion is a further, potentially very profitable source of inc ome. By submitting tangible ideas for improving work procedures, making processe s safer or making work procedures more efficient, you can earn attractive bonuse s.

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