Governance
The section on “Governance” includes the designated disclosures pursuant to ESRS 2.40 and ESRS 2.42 of the sustainability reporting on strategy, business model and value chain. The relevant sections include a corresponding reference in brackets below the headings.
In compliance with the German Stock Corporation Act (AktG), Wacker Chemie AG has a two-tier management system, comprising an Executive Board and Supervisory Board. The Executive Board has four members.
Wacker Chemie AG is the parent company and thus determines the Group’s strategy, overall management, resource allocation, funding, and communications with key target groups (especially with the capital market and shareholders).
Executive Board and Supervisory Board in 2024
There were no changes to the composition of Wacker Chemie AG’s Executive Board in 2024.
On the Supervisory Board, Markus Hautmann stepped down at the end of August 31, 2024. Günter Zellner succeeded him as employee representative on the Supervisory Board. He was appointed at the Executive Board’s request by order of the District Court of Munich effective October 7, 2024.
For details about Executive Board responsibilities, please refer to the Sustainability Report
Declaration on corporate management
The declaration on corporate management required by Section 315d in combination with Section 289f of the German Commercial Code (HGB) is included in the Annual Report; however, it does not form part of the combined management report. It is also available online. It contains the Executive and Supervisory Boards’ work procedures, the declaration of conformity pursuant to Section 161 of the German Stock Corporation Act (AktG), and information on key corporate management practices. It also includes: targets for the proportion of women on the Supervisory Board and Executive Board, and in the two levels of management below the Executive Board, as well as deadlines for implementation; statutory minimum quotas to be observed when filling Supervisory Board positions; and information on the company’s diversity strategy.
www.wacker.com/corporate-governance
Non-financial statement for the Group
The non-financial statement that is to be submitted in accordance with Sections 315b and 315c, and 289b and 289c of the German Commercial Code (HGB) is part of the combined management report. This non-financial report includes a description of the Group’s business model and details of environmental concerns, social issues and personnel matters, as well as information on respect for human rights, and on combating bribery and corruption. The auditors of the consolidated financial statements reviewed the Group’s non-financial report within the scope of a limited assurance engagement.
Executive Board and Supervisory Board compensation
Executive Board compensation contains both fixed and variable components. The main features of the compensation system for the Executive Board and Supervisory Board are described in the compensation report. The compensation report is published as a separate report.
