Annual Report 2023

Compensation of the Supervisory Board

Compensation System of the Supervisory Board

The compensation of the Supervisory Board is in line with the provisions of the Articles of Incorporation, which were approved by the Annual General Meeting (AGM) on April 21, 2022 with a majority of 99.30%.

The members of the Supervisory Board each receive fixed annual compensation of €120 thousand plus reimbursement of their expenses.

In accordance with the recommendations of the GCGC, additional compensation is paid to the Supervisory Board Chair and Vice Chair, and for chairing and membership in committees. The Supervisory Board Chair receives fixed compensation of €360 thousand, while €240 thousand is paid to the Vice Chair. This compensation includes chairmanship of and membership in committees. The other members of the Supervisory Board are entitled to additional compensation for membership in or chairmanship of committees. The Chair of the Audit Committee receives an additional €90 thousand, the other members of the Audit Committee €45 thousand each. The Chairs of the Presidial and Nominations Committees receive €30 thousand each, while members of these two committees receive €15 thousand each. Additional compensation of €60 thousand is paid to the chairs of other committees and of €30 thousand to all other committee members. Work on committees is eligible for compensation for no more than three committees. If this cap is exceeded, compensation is paid for the three highest paid positions. If changes are made to the Supervisory Board and/or its committees during the year, members receive compensation on a prorated basis. The members of the Supervisory Board also receive an attendance fee of €1 thousand each time they attend a meeting of the Supervisory Board or a committee. Attendance at a meeting is also considered to be participation by telephone or video conference or using other comparable customary means of telecommunication. The attendance fee is limited to €1 thousand per day.

Compensation of the Supervisory Board for the Fiscal Year

The following table outlines the components of each Covestro AG Supervisory Board member’s compensation for the reporting period 2023 and the prior-year period:

Compensation of the members of the Supervisory Board of Covestro AG

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed compensation

 

Attendance fee

 

Total

 

 

2022

 

2023

 

2022

 

2023

 

2022

 

2023

 

 

€ thou­sand

 

€ thou­sand

 

€ thou­sand

 

€ thou­sand

 

€ thou­sand

 

€ thou­sand

Dr. Christine Bortenlänger

 

165

 

165

 

9

 

12

 

174

 

177

Dr. Christoph Gürtler (since April 2022)

 

126

 

180

 

8

 

17

 

134

 

197

Lise Kingo

 

180

 

180

 

9

 

14

 

189

 

194

Petra Kronen (Vice Chair)

 

240

 

240

 

11

 

21

 

251

 

261

Irena Küstner

 

165

 

165

 

9

 

12

 

174

 

177

Dr. Ulrich Liman (until April 2022)

 

55

 

 

4

 

 

59

 

Frank Löllgen (since April 2022)

 

84

 

120

 

4

 

8

 

88

 

128

Prof. Dr. Rolf Nonnenmacher (until April 2022)

 

64

 

 

3

 

 

67

 

Dr. Richard Pott (Chair)

 

360

 

360

 

8

 

18

 

368

 

378

Petra Reinbold-Knape

 

180

 

180

 

10

 

18

 

190

 

198

Dr. Sven Schneider (since April 2022)

 

147

 

210

 

7

 

11

 

154

 

221

Regine Stachelhaus

 

180

 

180

 

8

 

16

 

188

 

196

Marc Stothfang

 

150

 

150

 

6

 

12

 

156

 

162

Patrick Thomas

 

210

 

210

 

15

 

16

 

225

 

226

Frank Werth (until April 2022)

 

36

 

 

2

 

 

38

 

Total

 

2,341

 

2,340

 

113

 

175

 

2,454

 

2,515

In addition to their compensation as members of the Supervisory Board, those employee representatives who are employees of Covestro Group companies receive compensation unrelated to their service on the Supervisory Board. The total amount of such compensation was €555 thousand in the year 2023 (previous year: €1,253 thousand).

No compensation was paid or benefits granted to members of the Supervisory Board for personally performed services such as consulting or agency services. The company has purchased insurance for the members of the Supervisory Board to cover their personal liability arising from their service on the Supervisory Board. The recommendation for a deductible has been eliminated from the version of the GCGC dated December 16, 2019, so the Supervisory Board’s rules of procedure were amended accordingly in the subsequent year. No deductible for liability insurance has applied since then.

GCGC/German Corporate Governance Code
A set of rules on responsible corporate governance drawn up by the Government Commission on the German Corporate Governance Code containing recommendations and suggestions for the management and oversight of publicly traded German companies.

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