REG-Allianz SE Notice of AGM

LONDON--(Business Wire)--

DISCLAIMER

This is a translation of the Invitation to and Agenda of the Annual General
Meeting of Allianz SE. Only the German version of this document is legally
binding on Allianz SE. This translation is provided to shareholders for
convenience purposes only. No warranty is made as to the accuracy of this
translation and Allianz SE assumes no liability with respect thereto.

Allianz SE

Munich

ISIN DE0008404005 and ISIN DE000A0SLN79

Invitation to the Annual General Meeting

We hereby invite our shareholders to the

Annual General Meeting

of Allianz SE

to be held

on Wednesday, May 21, 2008 at 10:00 a.m.

at the Olympiahalle in the Olympiapark, Coubertinplatz, 80809 Munich, Germany.

Agenda

1. Presentation of the approved Annual Financial Statements and the approved
Consolidated Financial Statements as of and for the fiscal year ended December
31, 2007, and of the Management Reports for Allianz SE and for the Group, the
Explanatory Report on the information pursuant to § 289 (4), § 315 (4) of the
German Commercial Code (Handelsgesetzbuch) included in the Management Reports,
as well as the Report of the Supervisory Board for the fiscal year 2007

The documents mentioned above are available for inspection on the Internet at
www.allianz.com/agm and in the premises at the registered office of the Company,
Koeniginstrasse 28, 80802 Munich, Germany. Copies will be sent to shareholders
upon request.

2. Appropriation of net earnings

The Management Board and the Supervisory Board propose that the available net
earnings (Bilanzgewinn) of Allianz SE of EUR 2,475,825,000.00 for the fiscal
year 2007 be appropriated as follows:

Distribution of a dividend of EUR 5.50 per no-par share entitled to a dividend
EUR 2,475,825,000.00

To the extent the Company holds treasury shares on the day of the Annual General
Meeting, that are not entitled to dividends pursuant to § 71 b of the German
Stock Corporation Act (Aktiengesetz, AktG), the amount attributable to such
shares shall be carried forward to new account.

3. Approval of the actions of the members of the Management Board

The Management Board and the Supervisory Board propose that the actions in
fiscal year 2007 of the members of the Management Board of Allianz SE that held
office in the fiscal year 2007 be approved.

4. Approval of the actions of the members of the Supervisory Board

The Management Board and the Supervisory Board propose that the actions in
fiscal year 2007 of the members of the Supervisory Board of Allianz SE that held
office in the fiscal year 2007 be approved.

5. Authorization to acquire treasury shares for trading purposes

The authorization to acquire treasury shares for trading purposes according to
§ 71 (1) no. 7 of the German Stock Corporation Act, adopted by the Annual
General Meeting on May 2, 2007, expires on November 1, 2008. This authorization
shall therefore be renewed.

The Management Board and the Supervisory Board, therefore, propose that the
following resolution be adopted:

a) Domestic or foreign credit institutions, within the meaning of § 71 (1)
no. 7 of the German Stock Corporation Act, that are majority-owned by
Allianz SE shall be authorized to buy and sell shares of the Company for
trading purposes. The total number of shares acquired, together with other
treasury shares held by the Company (or that the Company is deemed to hold
according to §§ 71a et seq. of the German Stock Corporation Act), shall at
no time exceed 10% of the share capital.

b) Based on this resolution, shares shall be acquired only if the
consideration paid per share does not exceed by more than 10%, and does not
fall short of by more than 10 %, the average of the share prices (closing
price in the Xetra-trading system or any comparable succeeding system) of
Allianz SE during the three trading days preceding the acquisition of the
shares.

c) The trading position in shares acquired for this purpose shall not, at
the end of any day, exceed 5% of the share capital of Allianz SE.

d) This authorization shall be effective until November 20, 2009. The
currently existing authorization to acquire treasury shares for trading
purposes, adopted by the Annual General Meeting on May 2, 2007, and expiring
on November 1, 2008, shall be cancelled upon the new authorization becoming
effective.

6. Authorization to acquire and utilize treasury shares for other purposes

The Management Board shall be authorized pursuant to § 71 (1) no. 8 of the
German Stock Corporation Act to acquire treasury shares for other purposes. The
proposed resolution sets forth the possibilities of the Company both with regard
to the modalities of the acquisition of treasury shares and their subsequent
use.

The Management Board and the Supervisory Board propose that the following
resolution be adopted:

a) Allianz SE shall be authorized to acquire treasury shares in an amount of
up to 10% of the current share capital of Allianz SE; the total amount of
treasury shares acquired, together with other treasury shares held by
Allianz SE (or shares that the Company is deemed to hold according to §§ 71a
et seq. of the German Stock Corporation Act) must at no time exceed 10% of
the share capital. This authorization shall not be used for the purpose of
trading in the Company's shares.

b) This authorization may be exercised in part or in whole and once or
several times, to pursue one or several purposes by Allianz SE or by other
companies controlled or majority-owned by Allianz SE or by third parties
acting for the account of such companies or for the account of the Company,
respectively. This authorization shall be effective until November 20, 2009.

c) The acquisition may be carried out, at the discretion of the Management
Board, (1) through a stock exchange, (2) through a public tender offer, or
(3) through a public exchange offer for shares of a stock exchange-listed
company within the meaning of § 3 (2) of the German Stock Corporation Act.

(1) If the shares are repurchased over a stock exchange, the purchase
price per share (excluding incidental costs) shall not exceed by more
than 10%, and not fall short of by more than 10%, the opening auction
price on the respective trading day in the Xetra-trading system (or any
comparable succeeding system).

(2) If the shares are repurchased through a public tender offer, the
tender price per share or the high and low ends of the price range
(without incidental costs) shall not exceed by more than 20%, and not
fall short of by more than 20 %, the closing price in the Xetra-trading
system (or any comparable succeeding system) on the third trading day
prior to the public announcement of the tender offer. If, after the
publication of the public tender offer, material deviations in the
relevant market price occur, the offer or invitation to tender shares
can be adjusted. In such a case, the basis of any adjustment, if any,
will be the stock exchange price on the third trading day prior to the
public announcement of an adjustment.

The volume can be restricted. If the offer is over-subscribed, shares
must be repurchased on a pro-rata basis to the respective tendered
shares; insofar, the rights of shareholders to tender their shares
pro-rata to their participation quota is excluded. Preferential
acceptance may be provided for small lots of up to 100 tendered shares
per shareholder. The public tender offer may stipulate additional
conditions.

(3) If the shares are acquired through a public tender offer to exchange
Allianz SE shares for shares of a stock exchange-listed company within
the meaning of § 3 (2) of the German Stock Corporation Act ("exchange
shares"), the exchange ratio may be stipulated or may be determined by
way of an auction. Consideration in cash may supplement the delivery of
exchange shares or may be used to settle fractional amounts.
Irrespective of the procedure for the exchange, the exchange price per
share or the relevant high and low ends of the exchange price range in
form of one or more exchange shares and calculative fractional amounts,
including any cash or fractional amounts (excluding incidental costs),
shall not exceed by more than 20%, and not fall short of by more than 20
%, the relevant value per share in Allianz SE.

The relevant value of the shares of Allianz SE and of the exchange
shares shall be determined based on the relevant closing price in the
Xetra-trading system (or, if the respective shares are not traded in the
Xetra-trading system, the trading system used in the particular market
segment that is most similar to Xetra) on the third trading day prior to
the public announcement of the exchange offer. If, after the public
announcement of the public exchange offer, substantial deviations of the
relevant prices occur, the offer can be adjusted. In such a case the
basis of any adjustment, if any, will be the relevant prices on the
third trading day prior to the public announcement of an adjustment.

The volume can be restricted. If the offer is oversubscribed, the shares
will be repurchased on a pro-rata basis to the respective tendered
shares; insofar, the right of shareholders to tender their shares
pro-rata to their participation quota is excluded. Preferential
acceptance may be provided for small lots of up to 100 tendered shares
per shareholder. The exchange offer may stipulate additional conditions.

d) The Management Board shall be authorized to use shares of the Company
repurchased on the basis of this authorization for any lawful purposes,
including any of the following:

(1) The shares can be sold in ways other than on a stock exchange or
through an offer to the shareholders if they are sold for cash at a
price not substantially below the stock exchange price of shares of the
Company at the time of the sale. This authorization is, however, subject
to the requirement that the total number of shares sold under exclusion
of subscription rights pursuant to § 186 (3) sentence 4 of the German
Stock Corporation Act shall not exceed 10% of the share capital, neither
at the time of this authorization becoming effective nor at the time of
its exercise. All shares must be counted towards this limitation that
are issued from authorized capital during the term of this authorization
under exclusion of subscription rights pursuant to § 186 (3) sentence 4
of the German Stock Corporation Act. Furthermore, shares issued or
required to be issued to meet obligations arising from bonds carrying
conversion or option rights or conversion obligations must also be
counted towards this limitation, provided that these bonds were issued
during the term of this authorization under exclusion of subscription
rights in corresponding application of § 186 (3) sentence 4 of the
German Stock Corporation Act.

(2) The shares may be sold for contributions in kind, particularly in
connection with the acquisition of companies or interests in companies.

(3) The shares may be utilized for placement of Company shares on
foreign stock exchanges on which they are not yet admitted for trading.
The initial offer price (excluding incidental costs) of these shares
when being placed on additional stock exchanges may not be more than 5%
below the closing price in the Xetra-trading system (or any comparable
succeeding system) on the last trading day prior to the listing.

(4) The shares may be used to meet obligations under conversion or
option rights which were granted by the Company or any of its Group
companies in connection with bond issues, or to meet obligations arising
from bonds carrying conversion obligations issued by the Company or any
of its Group companies.

(5) The shares may, up to a maximum corresponding share capital amount
of EUR 5,000,000, be offered for purchase, or transferred to, employees
of Allianz SE or any of its Group companies.

(6) Up to 124,187 shares may also be used to fulfill the delivery
obligations in the context of the stock option plan established in 2005
by the former RIUNIONE ADRIATICA DI SICURTÀ S.p.A. with corporate seat
in Milan/Italy (in the following: RAS). This stock option plan had been
adapted in the course of the merger of RAS into Allianz AG (now Allianz
SE). The beneficiaries, upon effectiveness of the merger, had received
in total up to 173,241 stock options for up to 173,241 Allianz SE shares
at a price of EUR 93.99 per Allianz SE share, of which 124,187 options
are still existent. The stock options can be exercised from February 1,
2008 through January 31, 2012. The exercise had been made subject to the
condition that in the financial year 2005 RAS reached at least 80% of
its planned targets in terms of both increase of value pursuant to the
EVA(R)-concept (economic value added) as well as the annual net income
under IAS. These conditions were met. Entitled for subscription under
the outstanding options are former executive employees of the former RAS
who were not members of the board of directors of RAS and who are now
employed by Allianz S.p.A., Trieste, Italy, or its group companies or
the Allianz Group company A.C.I.F. Allianz Compagnia Italiana
Finanziamenti S.P.A., Trieste, Italy.

(7) The shares may be redeemed without an additional resolution by the
General Meeting authorizing such redemption of shares or its
implementation. The redemption will result in a capital decrease.
Deviating from this, the Management Board may decide that the share
capital shall remain unchanged by the redemption and that instead of
that the redemption will increase the proportionate share of the
remaining shares in the share capital pursuant to § 8 (3) of the German
Stock Corporation Act. In this case, the Management Board shall be
authorized to adjust the number of shares stated in the Statutes.

e) The authorizations under lit. d) shall also apply to the use of shares of
the Company repurchased on the basis of earlier authorizations according to
§ 71 (1) no. 8 of the German Stock Corporation Act and to any shares
repurchased by Group companies or in accordance with § 71d sentence 5 of the
German Stock Corporation Act.

f) The authorizations under lit. d) may be exercised once or several times,
in part or in whole, individually or jointly. The authorizations under
lit. d), (1), (2), (4), (5) and (6) may also be exercised by companies
controlled or majority-owned by Allianz SE or by third parties acting on the
account of such companies or on the account of the Company.

g) The shareholders' subscription rights on these treasury shares shall be
excluded insofar as these shares are used according to the above
authorization under lit. d) (1) through (6). Furthermore, the Management
Board shall be authorized, in the event of a sale of treasury shares through
an offer to shareholders, to grant holders of bonds carrying conversion or
option rights or conversion obligations issued by the Company or its Group
companies subscription rights on these shares to the extent they would be
entitled thereto after having exercised the conversion or option right or
after any conversion obligation has been fulfilled; to this extent,
shareholders' subscription rights for these treasury shares shall be
excluded.

7. Authorization to use derivatives in connection with the acquisition of
treasury shares pursuant to § 71 (1) no. 8 of the German Stock Corporation Act
(Aktiengesetz)

In addition to the authorization to be resolved under agenda item 6 to acquire
treasury shares pursuant to § 71 (1) no. 8 of the German Stock Corporation Act
the Company shall also be authorized to acquire treasury shares using
derivatives.

The Management Board and the Supervisory Board propose that the following
resolution be adopted:

a) In addition to the authorization resolved by the General Meeting on May
21, 2008 under agenda item 6, the acquisition of treasury shares may
pursuant to the authorization resolved by the General Meeting on May 21,
2008 under agenda item 6, in addition to the manners described therein, also
be carried out (1) by selling options whereby the Company takes on the
obligation to acquire shares in Allianz SE upon the exercise ("put
options"), (2) by purchasing options that entitle the Company to acquire
shares in Allianz SE upon the exercise ("call options"), or (3) by a
combination of put and call options (in the following "options").

b) All put options sold and call options purchased under this authorization
must not exceed a total of 5% of the current share capital of the Company.
The term of the options must end on November 20, 2009, at the latest, and
must be chosen in such way that the acquisition of Allianz shares upon the
exercise of the options will take place no later than November 20, 2009.

c) The terms and conditions of the options shall ensure that the shares to
be delivered to the Company upon exercise of the options have previously
been acquired in keeping with the legal principle of equal treatment via the
stock exchange at the share price in the Xetra-trading system (or any
comparable succeeding system) effective at the time the shares were
acquired.

d) The price stipulated in the option for the acquisition of one share
(excluding incidental costs) in case the option is exercised (exercise
price) shall not exceed by more than 10%, and not fall short of by more than
10%, the opening auction price in the Xetra-trading system (or any
comparable succeeding system) on the day the option contract is concluded.
The acquisition price paid by the Company for options shall not materially
exceed, the sale price received by the Company for options shall not
materially fall short of, the theoretical market value of the respective
options determined in accordance with recognized principles of financial
mathematics, the calculation of such market value taking into account inter
alia the agreed exercise price.

e) If treasury shares are acquired using options in accordance with the
above rules, the right of shareholders to conclude such option contracts
with the Company is excluded, applying mutatis mutandis § 186 (3) sentence 4
of the German Stock Corporation Act. Shareholders shall have a right to
tender their shares in the Company only insofar as the Company is obligated
vis-à-vis the respective shareholder to purchase shares under the option
terms and conditions. Any further right to tender is excluded.

f) For the use of treasury shares acquired using options the rules resolved
by the General Meeting on May 21, 2008 under agenda item 6 lit. d) to g)
shall apply mutatis mutandis.

8. Amendment to the Statutes regarding the exclusion of a remuneration for the
activity in the Nomination Committee of the Supervisory Board

According to the recommendation of No. 5.3.3 of the German Corporate Governance
Code the Supervisory Board of Allianz SE has formed a Nomination Committee which
is composed of three shareholder representatives and which proposes suitable
candidates to the Supervisory Board for recommendation to the General Meeting.
It shall be clarified in the Statutes that the members of the Nomination
Committee are not entitled to a separate remuneration for their activity in the
committee. In all other respects the remuneration of the committees remains
unchanged.

The Management Board and the Supervisory Board therefore propose that the
following resolution be adopted:

§ 11.2 sentences 2 and 3 of the Statutes shall be amended to read as follows:

"Each member of a Supervisory Board committee, except for the audit committee
and the nomination committee will receive an additional 25% of the remuneration
according to paragraph 1, while the Chairman of such committee will receive an
additional 50%. Members of the audit committee will receive an additional annual
fixed remuneration of EUR 30,000, while the Chairman will receive an additional
EUR 45,000."

So far, § 11.2 sentences 2 and 3 of the Statutes reads as follows:

"Each member of a Supervisory Board committee, except for the audit committee
will receive an additional 25% of the remuneration according to paragraph 1,
while the Chairman of such committee will receive an additional 50%. Members of
the audit committee will receive an additional annual fixed remuneration of EUR
30,000, while the Chairman will receive an additional EUR 45,000."

9. Approval of control and profit transfer agreement between Allianz SE and
Allianz Investment Management SE

The Management Board and the Supervisory Board propose that the control and
profit transfer agreement between Allianz SE and Allianz Investment Management
SE with its registered seat in Munich, Germany (formerly having the company name
AZ-Argos 43 SE, before that Atrium Zweite Europäische VV SE) dated October 8,
2007 be approved.

The agreement has essentially the following content:

-- Allianz Investment Management SE makes the management of its company
subject to Allianz SE. Allianz SE shall accordingly be entitled to issue
instructions to the management of Allianz Investment Management SE with
regard to the management of the company. Allianz SE will exercise its
right to issue instructions to Allianz Investment Management SE only by
its Management Board.

-- Allianz Investment Management SE undertakes to transfer during the term
of the agreement its entire profit to Allianz SE. Subject to creation or
liquidation of reserves, the annual net income (Jahresüberschuss) which
is generated without taking into account the transfer of profits,
reduced by any loss carry forward from the preceding year, must be
transferred.

-- Allianz Investment Management SE may, upon the approval of Allianz SE,
establish appropriated retained earnings (Gewinnrücklagen) (§ 272 (3) of
the German Commercial Code (Handelsgesetzbuch, HGB)) from the annual net
income (Jahresüberschuss) only if and to the extent that this is
permitted by German commercial law and economically justified under
reasonable business judgment. Other appropriated retained earnings
(andere Gewinnrücklagen) in accordance with § 272 (3) of the German
Commercial Code that are established during the term of the control and
profit transfer agreement must upon the request of Allianz SE be
liquidated and offset against any annual net loss or transferred as
profit. The transfer of amounts from the liquidation of other
appropriated retained earnings (andere Gewinnrücklagen) established
before commencement of the agreement is excluded.

-- Allianz SE is obliged under § 302 (1), (3) and (4) of the German Stock
Corporation Act to compensate any annual net loss generated during the
term of the agreement, to the extent that such loss is not compensated
by transferring funds that had been placed during the term of the
agreement into the other appropriated retained earnings (andere
Gewinnrücklagen) established pursuant to § 272 (3) of the German
Commercial Code.

-- The agreement shall take effect with its entry into the commercial
register of Allianz Investment Management SE and shall apply
retroactively for the period starting July 1, 2007. The control through
the right to issue instructions shall in any case only be effective as
from the entry of the agreement into the commercial register of Allianz
Investment Management SE.

-- The agreement shall be concluded for a fixed term until the end of June
30, 2012 or, if the financial year of Allianz Investment Management SE
is changed to the calendar year, until the end of December 31, 2012, and
shall after that renew with unchanged terms and conditions for one
calendar year at a time, if it is not terminated by either party with
six months' advance notice before its expiry. The right to terminate the
agreement without notice period for material cause remains unaffected.
Allianz SE shall in particular be entitled to terminate for material
cause if the shareholding of Allianz SE in Allianz Investment Management
SE is disposed of in whole or in part or if Allianz SE no more directly
holds the majority of the votes of the shares in Allianz Investment
Management SE.

The shareholders' meeting of Allianz Investment Management SE has already
approved the control and profit transfer agreement, and such approval has been
notarized. The Supervisory Board of Allianz SE has approved the agreement on
March 18, 2008.

At the time the agreement was concluded and the shareholders' meeting of Allianz
Investment Management SE and the Supervisory Board of Allianz SE resolved on the
approval, Allianz SE was the sole shareholder of Allianz Investment Management
SE. Therefore, Allianz SE has to pay neither compensation nor consideration to
any outside shareholders.

The following documents are displayed for inspection by the shareholders in the
premises at the registered office of Allianz SE, Investor Relations Department,
Koeniginstrasse 28, 80802 Munich, Germany, as well as in the premises at the
registered office of Allianz Investment Management SE, Koeniginstrasse 28, 80802
Munich, Germany:

-- the control and profit transfer agreement;

-- the joint report of the Management Board of Allianz SE and the
management of Allianz Investment Management SE;

-- the Annual Financial Statements and Management Reports of Allianz SE for
the past three fiscal years;

-- the Annual Financial Statements of Allianz Investment Management SE for
the short fiscal year from November 23, 2005 until December 31, 2005,
the fiscal year 2006 and the short fiscal year from January 1, 2007
until June 30, 2007.

Upon request, each shareholder will promptly and free of charge be sent a copy
of these documents. The documents are also available on the Internet
(www.allianz.com/agm) and will also be displayed for inspection at the Annual
General Meeting of Allianz SE.

10. Approval of control and profit transfer agreement between Allianz SE and
Allianz Argos 14 GmbH

The Management Board and the Supervisory Board propose that the control and
profit transfer agreement between Allianz SE and Allianz Argos 14 GmbH with its
registered seat in Munich, Germany (formerly having the company name AZ-Argos 14
Vermögensverwaltungsgesellschaft mbH) dated October 31, 2007 be approved.

The agreement has essentially the following content:

-- Allianz Argos 14 GmbH makes the management of its company subject to
Allianz SE. Allianz SE shall accordingly be entitled to issue
instructions to the management of Allianz Argos 14 GmbH with regard to
the management of the company. Allianz SE will exercise its right to
issue instructions to Allianz Argos 14 GmbH only by its Management
Board.

-- Allianz Argos 14 GmbH undertakes to transfer during the term of the
agreement its entire profit to Allianz SE. Subject to creation or
liquidation of reserves, the annual net income (Jahresüberschuss) which
is generated without taking into account the transfer of profits,
reduced by any loss carry forward from the preceding year, must be
transferred.

-- Allianz Argos 14 GmbH may, upon the approval of Allianz SE, establish
appropriated retained earnings (Gewinnrücklagen) (§ 272 (3) of the
German Commercial Code) from the annual net income (Jahresüberschuss)
only if and to the extent that this is permitted by German commercial
law and economically justified under reasonable business judgment. Other
appropriated retained earnings (andere Gewinnrücklagen) in accordance
with § 272 (3) of the German Commercial Code that are established during
the term of the control and profit transfer agreement must upon the
request of Allianz SE be liquidated and offset against any annual net
loss or transferred as profit. The transfer of amounts from the
liquidation of other appropriated retained earnings (andere
Gewinnrücklagen) established before commencement of the agreement is
excluded.

-- Allianz SE is obliged under § 302 (1), (3) and (4) of the German Stock
Corporation Act to compensate any annual net loss generated during the
term of the agreement, to the extent that such loss is not compensated
by transferring funds that had been placed during the term of the
agreement into the other appropriated retained earnings (andere
Gewinnrücklagen) established pursuant to § 272 (3) of the German
Commercial Code.

-- The agreement shall take effect with its entry into the commercial
register of Allianz Argos 14 GmbH and shall apply retroactively for the
period starting November 1, 2007. The control through the right to issue
instructions shall in any case only be effective as from the entry of
the agreement into the commercial register of Allianz Argos 14 GmbH.

-- The agreement shall be concluded for a fixed term until the end of
October 31, 2012 or, if the financial year of Allianz Argos 14 GmbH is
changed to the calendar year, until the end of December 31, 2012, and
shall after that renew with unchanged terms and conditions for one
calendar year at a time, if it is not terminated by either party with
six months' advance notice before its expiry. The right to terminate the
agreement without notice period for material cause remains unaffected.
Allianz SE shall in particular be entitled to terminate for material
cause if the shareholding of Allianz SE in Allianz Argos 14 GmbH is
disposed of in whole or in part or if Allianz SE no more directly holds
the majority of the votes of the shares in Allianz Argos 14 GmbH.

The shareholders' meeting of Allianz Argos 14 GmbH has already approved the
control and profit transfer agreement, and such approval has been notarized. The
Supervisory Board of Allianz SE has approved the agreement on March 18, 2008.

At the time the agreement was concluded and the shareholders' meeting of Allianz
Argos 14 GmbH and the Supervisory Board of Allianz SE resolved on the approval,
Allianz SE was the sole shareholder of Allianz Argos 14 GmbH. Therefore, Allianz
SE has to pay neither compensation nor consideration to any outside
shareholders.

The following documents are displayed for inspection by the shareholders in the
premises at the registered office of Allianz SE, Investor Relations Department,
Koeniginstrasse 28, 80802 Munich, Germany, as well as in the premises at the
registered office of Allianz Argos 14 GmbH, Koeniginstrasse 28, 80802 Munich,
Germany:

-- the control and profit transfer agreement;

-- the joint report of the Management Board of Allianz SE and the
management of Allianz Argos 14 GmbH;

-- the Annual Financial Statements and Management Reports of Allianz SE for
the past three fiscal years;

-- the Annual Financial Statements of Allianz Argos 14 GmbH for the fiscal
years from November 1, 2004 until October 31, 2005, from November 1,
2005 until October 31, 2006 and from November 1, 2006 until October 31,
2007.

Upon request, each shareholder will promptly and free of charge be sent a copy
of these documents. The documents are also available on the Internet
(www.allianz.com/agm) and will also be displayed for inspection at the Annual
General Meeting of Allianz SE.

Participation in the Annual General Meeting

At the time of the convocation of the Annual General Meeting, the share capital
of the Company is divided into 452,350,000 shares with no par value and the
total number of shares entitled to participate and vote amounts to 451,731,505.
Pursuant to § 12.4 of the Statutes of the Company, shareholders may participate
in the Annual General Meeting and exercise their voting rights - personally or
by proxy - if they give notice of participation to the Management Board of the
Company by Wednesday, May 14, 2008, either to

Hauptversammlung Allianz SE
c/o ADEUS Aktienregister-Service-GmbH
D-20722 Hamburg
Germany

or via the Internet according to the procedure laid out by the Company at

www.allianz.com/agm-service

provided that these shareholders are registered in the share register
(Aktienregister) with their respective shares. For purposes of determining
participation and voting rights, the status of the share register as at the end
of May 14, 2008, shall be decisive.

Shareholders registered in the share register may also exercise their voting
rights at the Annual General Meeting through a representative, e.g. a credit
institution or an association of shareholders. In this case, too, timely notice
of participation by the shareholder or the proxy must be assured. If the
representative is neither a credit institution nor an association of
shareholders nor a person to be treated as their equivalent under § 135 (9) of
the German Stock Corporation Act, the proxy must be granted in writing or via
the Internet address shown above.

As a special service, we also offer to all our shareholders the option to
authorize persons appointed by the Company to vote on the shareholders' behalf
at the Annual General Meeting. They can be authorized in writing with the form
submitted to shareholders or via the Internet at www.allianz.com/agm-service.
These representatives will vote solely on the basis of the instructions given by
the shareholder. If a separate vote is to be held on an item of the agenda, the
instruction given on this item will cover all sub-items. Please note that the
representatives will not accept instructions with regard to requests to speak or
to make protests against resolutions of the Annual General Meeting or with
regard to questions to be asked or motions to be made.

Shareholders who wish to use the Internet to order admission tickets or to
authorize the representatives appointed by the Company or a credit institution
or association of shareholders participating in the Online-Service will need
their shareholder number and the respective online password. Shareholders who
have signed up to receive the documents for the General Meetings via E-mail,
will receive their shareholder number in the invitation E-mail for the Annual
General Meeting, and will be required to use the password they chose when
signing up for E-mail delivery. All other shareholders registered in the share
register will receive their shareholder number and online password together with
the invitation letter for the Annual General Meeting by ordinary mail.

Credit institutions that are registered in the share register may exercise
voting rights with respect to shares to which they do not hold title only by
authorization of the shareholder.

Holders of American Depositary Shares (ADS) will be provided with proxy
documents by JP Morgan Chase Bank (Depositary).

More information regarding the registration for participation and regarding the
authorization of a representative can be found in the documents which will be
sent to the shareholders or at www.allianz.com/agm-service, respectively.

Upon notice of participation at the General Meeting a shareholder's stock will
not be blocked from trading, i.e., even after having given notice of
participation shareholders are free to dispose of their shares.

Shareholder Proposals and Questions

Questions regarding the Annual General Meeting and shareholder proposals within
the meaning of § 126 of the German Stock Corporation Act ("shareholder
counter-proposals") must be sent to the address below. Shareholder
counter-proposals addressed otherwise cannot be taken into consideration.

Allianz SE
Investor Relations
Königinstrasse 28
D-80802 München
Germany

E-mail: investor.relations@allianz.com
Fax: +49 89 3800 3899

Shareholder counter-proposals that require disclosure and are received by us no
later than 12 midnight Central European Summer Time, May 7, 2008, as well as any
management statements with respect thereto, will be made accessible on the
Internet at www.allianz.com/shareholderproposals.

Live Transmission of the Annual General Meeting via Internet

Shareholders of Allianz SE may watch the Annual General Meeting on May 21, 2008
beginning at 10:00 a.m. in its entirety live on the Internet
(www.allianz.com/agm-service). Shareholders can obtain online access by entering
their shareholder number and online password. The opening of the Annual General
Meeting by the chairman of the Annual General Meeting and the speech of the
Chairman of the Management Board will also be accessible to any interested
person live on the Internet (www.allianz.com/agm) and will be available as
replay after the Annual General Meeting. No recording of the entire live
transmission will be made.

Munich, April 2008

The Management Board

Report on agenda item 6 (authorization to acquire and utilize treasury shares
for other purposes)

Item 6 contains the proposal to authorize the Company to repurchase its own
shares in an amount of up to 10% of the current share capital. This may be done
by the Company itself, by other companies controlled by the Company, or by third
parties acting for the account of such companies or the account of the Company
in the period through November 20, 2009.

Pursuant to § 71 (1) no. 8 of the German Stock Corporation Act, the shares may
also be repurchased and sold in ways other than via a stock exchange. In
addition to buying over a stock exchange, the Company shall also be given the
alternative to acquire treasury shares by means of a public tender offer to the
shareholders of the Company. The principle of equal treatment set forth by the
German Stock Corporation Act must thereby be observed. In this instance, the
shareholders may decide how many shares they wish to tender and, if a price
range has been fixed, at what price.

The Company shall also be given the option to offer as consideration shares of a
listed company within the meaning of § 3 (2) of the German Stock Corporation Act
instead of cash. Pursuant to this provision, a company is deemed to be a listed
company if its shares are admitted to trading on a market which is regulated and
supervised by state-recognized authorities, has regular trading and is directly
or indirectly accessible to the general public. Thus, this allows the Company
more flexibility than it would have if it were restricted to cash offers. At the
same time, the Company would obtain the opportunity to dispose of its
shareholdings. Correspondingly, shareholders could exchange all or part of their
shares in Allianz for shares in such other companies.

If, in case of a public tender offer or a public exchange offer, the number of
tendered shares exceeds the number of shares which was intended to be purchased,
the purchase shall not take place in the ratio of the participation but in the
ratio of the tendered shares. This serves the simplification of the allocation
process. A preferred consideration of up to 100 tendered shares per shareholder
can be provided for (minimum allocation).

The treasury shares acquired may be used for any lawful purposes, including the
following:

The acquired treasury shares can be sold in ways other than through a stock
exchange for cash under exclusion of subscription rights. As a prerequisite,
these shares must be sold against a cash consideration at a price that is at the
time of the sale not substantially below the market price of shares of the
Company. This authorization makes use of the eased exclusion of subscription
rights provided for by § 71 (1) no. 8 of the German Stock Corporation Act in
corresponding application of § 186 (3) sentence 4 of the German Stock
Corporation Act. As shares may be sold only at a price not substantially below
the applicable market price, shareholders are duly protected against dilution.
The final sales price of the Company's treasury shares will be determined
shortly before the sale. The Management Board will set any potential discount on
the shares' market price as low as possible, taking into account market
conditions prevailing at the time of placement. The discount on the market price
will in no event exceed 5% of the current stock market price at the time of the
exercise of the authorization. This authorization is, however, restricted
pursuant to § 186 (3) sentence 4 of the German Stock Corporation Act to the
extent that the total number of shares issued under exclusion of subscription
rights must in total not exceed 10% of the share capital of the Company, neither
at the time when this authorization takes effect nor at the time when it is
exercised. In determining this 10%-limit, all shares must be included that are
issued from authorized capital during the term of this authorization under
exclusion of subscription rights pursuant to § 186 (3) sentence 4 of the German
Stock Corporation Act. Furthermore, shares issued or required to be issued to
meet obligations arising from bonds carrying conversion or option rights or
conversion obligations must also be included in determining this 10%-limit, if
these bonds were issued under exclusion of subscription rights during the term
of this authorization in corresponding application of § 186 (3) sentence 4 of
the German Stock Corporation Act. This limitation, and the fact that the sales
price must be based on the stock market price, adequately protects the economic
interests and voting rights of the shareholders. The shareholders have the
option to maintain the percentage of their interest in the Company by buying
Allianz shares over the stock exchange. This authorization is in the interest of
the Company because it gives it more flexibility. It enables the Company, for
example, to sell treasury shares to institutional investors or to target new
investor groups.

The disposal of treasury shares may also be made against contributions in kind
under exclusion of shareholders' subscription rights. As a result, the
Management Board would be able to offer treasury shares in appropriate cases as
consideration for the acquisition of a company, interests in companies, or other
assets. In negotiations, there are situations in which it is necessary to
provide treasury shares instead of cash as consideration. The ability to offer
treasury shares as consideration is advantageous when competing for attractive
acquisition targets and increases flexibility when exploiting market
opportunities to acquire companies, interests in companies or other assets,
while at the same time maintaining its liquidity. This can also be advantageous
when optimizing the financing structure. When determining the valuation ratios,
the Management Board will ensure that the interest of the shareholders are
adequately protected and take into account the stock market price of the Allianz
share.

The authorization also gives the Company the opportunity to use treasury shares
for placement on foreign stock exchanges where it is not yet listed. By this,
the shareholder base abroad can be widened and the attractiveness of the Allianz
share as an investment can be enhanced.

The Extraordinary General Meeting on February 8, 2006, authorized the Management
Board under item 5 of the agenda to issue bonds carrying conversion and/or
option rights against contributions in cash or in kind. In order to fulfill the
bondholders' rights to obtain Allianz shares resulting therefrom, it may also be
reasonable to use, in part or in whole, treasury shares, rather than have a
capital increase. Therefore, this is also contained in the authorization.

The acquired treasury shares may also be offered for sale to the employees of
the Company or its Group companies. This may be an economically viable
alternative to a capital increase. Offering shares to the employees is in the
best interest of the Company and its shareholders, because it enhances employee
identification with the Company and encourages them to take responsibility for
the Company. For treasury shares to be offered to employees, the shareholders'
subscription rights with regard to such shares must be excluded. In determining
the price to be paid by the employees, a customary discount on offers of shares
to employees may be granted. The authorization also provides the possibility to
offer shares to employees without consideration; the Management Board will make
use of this possibility only to a very restricted extent in order to provide
further incentive and achieve a more widespread employee participation.

Treasury shares may be also used to satisfy obligations to deliver shares
arising from the exercise of option rights from the stock option plan set up in
2005 by former RIUNIONE ADRIATICA DI SICURTÀ S.p.A., Milan/Italy (in the
following: RAS). The former RAS was merged into Allianz AG (now Allianz SE)
pursuant to the merger plan dated December 16, 2005. As a result of the merger
the stock option plan had been adapted. The beneficiaries had been put in the
same position as if they had originally been given option rights to shares in
Allianz SE instead of option rights to RAS ordinary shares. The beneficiaries,
upon effectiveness of the merger, had received instead of options for 953,000
RAS ordinary shares in total up to 173,241 stock options for up to 173,241
Allianz SE shares, of which 124,187 options are still existing. Entitled for
subscription under the outstanding options are former executive employees of the
former RAS, who were not members of the board of directors of RAS and who are
now employed by Allianz S.p.A., Trieste, Italy, or its group companies or the
Allianz Group company A.C.I.F. Allianz Compagnia Italiana Finanziamenti S.P.A.,
Trieste, Italy. The exercise price is EUR 93.99 per share in Allianz SE. The
stock options can be exercised from February 1, 2008 through January 31, 2012.
The exercise had been made subject to the condition that in the financial year
2005 RAS reached at least 80% of its planned targets in terms of both increase
of value pursuant to the EVA(R)-concept (economic value added) as well as the
annual net income under IAS. These conditions have been met. Stock options are
usual instruments for remuneration of managers and to create certain incentives.
The stock options chosen by RAS thereby stay within the timeframe of more than
two years for the exercise of the options specified by the German law, and
contain, in addition, certain barriers with respect to the business development
of the company as well as the share price. The authorization to use treasury
shares allows to use treasury shares for fulfillment of the obligation to supply
Allianz shares under the stock options.

Finally, for the benefit of holders of bonds carrying conversion or option
rights or conversion obligations, the authorization allows for the partial
exclusion of shareholders' subscription rights in the case of a sale of shares
by offering them to the shareholders. This provides the alternative of providing
holders of already existing conversion of option rights a subscription right
instead of a reduction of the conversion or option price in order to protect
them against dilution.

The Company may redeem treasury shares acquired on the basis of this
authorization and previous authorizations without obtaining another resolution
by the General Meeting. This basically leads to a decrease in the share capital.
Alternatively, the Management Board is authorized to carry out the redemption
without changing the share capital pursuant to § 237 (3) no. 3 of the German
Stock Corporation Act. In this case, the proportionate share in the share
capital of the remaining shares pursuant to § 8 (3) of the German Stock
Corporation Act is increased.

The aforementioned possibilities of utilizing treasury shares also pertain to
shares acquired (pursuant to § 71 (1) no. 8 of the German Stock Corporation Act)
on the basis of authorizations granted by previous General Meetings. This also
applies for shares purchased by Group companies or pursuant to § 71d sentence 5
of the German Stock Corporation Act.

The Management Board will report on the use of the authorization at the next
General Meeting.

Report on agenda item 7 (authorization to use derivatives in connection with the
acquisition of treasury shares pursuant to § 71 (1) no. 8 of the German Stock
Corporation Act (Aktiengesetz))

Apart from the possibility to acquire treasury shares as provided for under
agenda item 6, it shall also be made possible to use derivatives. For the
Company, it may be advantageous to sell put options or purchase call options
instead of directly acquiring shares in the Company. In doing so, the Management
Board intends to use put and call options only as a supplement to conventional
share repurchases.

Selling put options, the Company grants the acquirer of the put options the
right to sell Allianz shares to the Company at a price laid down in the put
option (exercise price). As consideration, the Company receives an option
premium, which corresponds to the value of the disposal right taking into
account the exercise price, the term of the option and the volatility of the
Allianz share. If the put option is exercised, the option premium paid by the
acquirer of the put option reduces the overall consideration rendered by the
Company for the acquisition of the share. It is economically favorable to the
option holder to exercise the put option if the Allianz share price at the time
of exercise is lower than the exercise price, because the put option holder can
then sell the shares at the higher exercise price. From the Company's point of
view, the advantage of a share repurchase using put options is that the exercise
price is fixed already on the day the option contract is concluded, while the
liquidity does not flow until the exercise date. Moreover, due to the option
premium collected, the overall acquisition price of the shares for the Company
is lower than the share price at the time the option contract is concluded. If
the option holder does not exercise the option because the share price at the
exercise date is higher than the exercise price, the Company will not be able to
acquire treasury shares in this way, but can still keep the collected option
premium.

In the case a call option is purchased, the Company acquires the right to
purchase, against payment of an option premium, a predetermined number of shares
at a predetermined price (exercise price) from the seller of the option, the
option writer. It is economically favorable to the Company to exercise the call
option if the Allianz share price is higher than the exercise price, because it
can then purchase the shares from the option writer at the lower exercise price.
In this way, the Company hedges against rising share prices. Furthermore, the
Company's liquidity is not affected, since the fixed acquisition price for the
shares does not need to be paid until the call options are exercised.

The term of the options must end on November 20, 2009, at the latest, and must
be chosen in such way that the acquisition of Allianz shares upon the exercise
of the options will take place no later than November 20, 2009. The total volume
of treasury share acquisitions via options is limited to 5% of the current share
capital.

The acquisition price to be paid by the Company for the shares is the exercise
price fixed in the particular put or call option. The exercise price may be
higher or lower than the market price of Allianz shares when the put option is
sold or the call option acquired. However, the exercise price (excluding any
incidental costs) may not exceed by more than 10% and not fall short of by more
than 10%, the price determined for Company shares in the opening auction in the
Xetra-trading system (or any comparable succeeding system) on the day the option
contract is concluded. The option premium agreed on by the Company when selling
the put options or acquiring the call options may in the case of put options not
be materially lower, in the case of call options not be materially higher than
the theoretical market value of the respective options on the date the option
contract is concluded, determined according to recognized principles of
financial mathematics, the calculation of such market value considering among
other things the agreed exercise price. The discount from the theoretical market
value determined according to recognized principles of financial mathematics in
case put options are sold, or the add-on in case call options are acquired,
will, however, in no event exceed 5% of the determined theoretical market value
of the options.

The terms and conditions of the options shall ensure that the shares to be
delivered to the Company upon exercise of the options have previously been
acquired in keeping with the legal principle of equal treatment via the stock
exchange at the share price in the Xetra-trading system (or any comparable
succeeding system) effective at the time the shares were acquired.

The determination of the option premium and the exercise price in the manner
described above and the obligation to settle options only with shares that have
previously been acquired in keeping with the legal principle of equal treatment
via the stock exchange, rule out economic disadvantages for shareholders as a
consequence of the acquisition of treasury shares via options. Since the Company
receives or pays a fair market value, the shareholders not involved in the
option transactions do not suffer any loss in value. This is comparable to the
position of shareholders in the case of share buybacks via the stock exchange,
where in fact not all shareholders are able to sell shares to the Company. Both
the regulations governing the structure of the options and the regulations
governing the shares suitable for delivery ensure that full account is also
taken of the principle of equal treatment of shareholders in this form of
acquisition.

Therefore it is justified that a claim by shareholders to conclude such option
contracts with the Company is excluded, applying mutatis mutandis the provisions
of § 186 (3) sentence 4 of the German Stock Corporation Act. By excluding
subscription rights, the Company - unlike in an offer to all shareholders to
purchase options - is in a position to conclude options contracts at short
notice and is provided with the necessary flexibility to react quickly to market
situations.

If shares are repurchased using put or call options, shareholders shall have a
right to offer their shares only insofar as the Company is obligated vis-à-vis
the respective shareholder to purchase the relevant shares under the options.
Otherwise the use of put or call options in repurchasing shares would not be
possible, and thus the Company would not be able to generate the associated
benefits. Having carefully weighed up the interests of the shareholders and the
interests of the Company, the Management Board considers the non-granting or
restriction of the shareholders' rights to offer shares to be justified, given
the advantages resulting from the use of put or call options for the Company.

The Management Board will report on the use of the authorization at the next
General Meeting.

Allianz SE

Copyright Business Wire 2008