5. Changes in the Scope of Consolidation

5.1 Scope of Consolidation and Investments

As of December 31, 2024, the scope of consolidation comprised Covestro AG and 55 (previous year: 57) consolidated companies.

The decrease in the number of consolidated companies in fiscal 2024 is due on the one hand to the intragroup merger of Covestro Resins (Germany) GmbH, Meppen (Germany), with Covestro Deutschland AG, Leverkusen (Germany), effective January 1, 2024, and on the other to the liquidation of Covestro Coating Resins China Holding B.V., Zwolle (Netherlands), as of September 23, 2024.

The scope of consolidation included the joint operation LyondellBasell Covestro Manufacturing Maasvlakte V.O.F, Rotterdam (Netherlands), as of December 31, 2024, which is unchanged from the previous year. Pursuant to IFRS 11 (Joint Arrangements), Covestro’s shares of this company’s assets, liabilities, revenues, and expenses are included in the consolidated financial statements in accordance with Covestro’s rights and obligations. The main purpose of LyondellBasell Covestro Manufacturing Maasvlakte V.O.F is the joint production of propylene oxide (PO) for Covestro and its partner LyondellBasell.

Additionally, two (previous year: two) associates are accounted for in the consolidated financial statements using the equity method.

Six (previous year: six) subsidiaries and two (previous year: two) associates that in aggregate are immaterial to the Covestro Group’s net assets, financial position, and results of operations are not consolidated or accounted for using the equity method, but recognized at cost. As in the previous year, the immaterial subsidiaries each accounted for no more than 0.1% of Group sales, equity, or total assets of the Group in the 2024 reporting year.

The information on the companies included in the consolidated financial statements and on the Covestro Group’s shareholdings pursuant to Section 313 (2) of the German Commercial Code (HGB) and the list of domestic subsidiaries that made use of the exemption provisions pursuant to Section 264 (3) of the German Commercial Code (HGB) in fiscal 2024 are components of the consolidated financial statements submitted for publication to Germany’s Federal Gazette (Bundesanzeiger).

The disclosures on shareholdings in accordance with the requirements of Section 313 (2) HGB are shown in the following tables. The interests held in the companies listed did not change significantly compared with the previous year.

According to IFRS 10 (Consolidated Financial Statements), Covestro’s interest in the amount of 50% in Covestro Eternal Resins (Kunshan) Co., Ltd., Kunshan (China), is classified as a fully consolidated company due to the 57% share of voting rights.

In addition, the following joint operation has been included in the consolidated financial statements in line with Covestro’s shares of its assets, liabilities, revenues and expenses:

The following associates are accounted for in the consolidated financial statements using the equity method:

The following subsidiaries were reflected in the consolidated financial statements at amortized cost due to their immateriality:

The following associates were recognized at cost due to their immateriality:

¹ In accordance with IAS 28 (Investments in Associates and Joint Ventures), Covestro has significant influence on the basis of specific contractual rights, even though it does not hold the requisite share of the capital.

The following consolidated domestic subsidiaries made use of the exemption provisions pursuant to Section 264 (3) of the German Commercial Code (HGB) in fiscal 2024:

5.2 Acquisitions and Divestitures

There were no reportable acquisitions and divestitures in the 2024 reporting year.