Management Report of Wacker Chemie AG
(Additional Information as per the German Commercial Code)
The management report of Wacker Chemie AG and the Group management report for fiscal 2015 are combined in accordance with the German Commercial Code (HGB) Section 315, Subsection 3 in connection with Section 298, Subsection 3. The annual financial statements of Wacker Chemie AG in accordance with the German Commercial Code (HGB) and the combined management report are published simultaneously in the “Elektronischer Bundesanzeiger” (the electronic version of Germany’s Federal Gazette).
Further to our report on the WACKER Group, we explain developments at Wacker Chemie AG. As required by German law, the combined management report includes a separate section covering all mandatory reporting elements pertaining to Wacker Chemie AG.
Wacker Chemie AG is the parent company of the WACKER Group and is headquartered in Munich, Germany. The parent company operates through four business divisions – WACKER SILICONES, WACKER POLYMERS, WACKER BIOSOLUTIONS and WACKER POLYSILICON – which generate a substantial part of the Group’s sales. As of the reporting date, Wacker Chemie AG held a direct and indirect stake of 57.8 percent in Siltronic AG. It placed 25.5 percent of its shares on the Frankfurt Stock Exchange in an IPO on June 11, 2015, and reduced its direct and indirect stake by another 16.7 percent through a simultaneous capital increase at Siltronic AG. Siltronic AG’s profit-and-loss transfer agreement with Wacker-Chemie Dritte Venture GmbH, a Wacker Chemie AG subsidiary, was terminated by mutual agreement, effective January 1, 2015. Accordingly, Siltronic AG no longer belongs to the Wacker Chemie AG tax consolidation group. Wacker Chemie AG’s directly and indirectly held subsidiaries and investments located in Germany and abroad have a strong influence on its business. Wacker Chemie AG has s total of 56 subsidiaries, joint ventures and associated companies, and also provides corporate functions to the Group. Wacker Chemie AG’s Executive Board exercises key leadership functions for the Group as a whole, which include determining the Group’s strategy, allocating resources (such as funds for investment), and bearing responsibility for managing executive personnel and corporate finances. It also oversees communication with important target groups, especially capital markets and shareholders.
Key performance indicators used in the management decision-making process are applied in all of the Group’s business divisions. Corporate goals for the divisions are defined and reported on a groupwide basis. Even though Wacker Chemie AG is an independent entity, no separate key performance indicators are defined or reported for it. For more information, please refer to the respective details provided on the WACKER Group as a whole. The general business conditions of Wacker Chemie AG principally correspond to those of the Group and are stated in section 3.
Wacker Chemie AG had 9,519 employees as of December 31, 2015.
The annual financial statements of Wacker Chemie AG were prepared in accordance with the German Commercial Code (HGB) and the German Stock Corporation Act (AktG). These statements differ substantially from the IFRS figures in relation to fixed assets, depreciation and amortization, provisions for pensions, and deferred taxes. As regards EBITDA, there are only slight differences between IFRS and HGB figures.