Corporate Governance Overview
Corporate Governance is highly rated at DMG MORI AKTIENGESELLSCHAFT as an accountable system of company management and control.
The codex increases the confidence of national and international investors, customers, employees and the public in the management and monitoring of joint stock companies which are quoted on the German stock exchange.
Corporate Governance at the DMG MORI AKTIENGESELLSCHAFT is reflected by a responsible management of opportunities and risks, an efficient cooperation between the Executive Board and Supervisory Board, transparent corporate communication as well as a clear commitment to compliance all areas of the group.
The DMG MORI group has been following the recommendations of the German Corporate Governance Code for years. Also, the DMG MORI group complies with the suggestions of the Code to a large extent.
On the following pages further information can be found in relation to Corporate Governance at the DMG MORI AKTIENGESELLSCHAFT.
Remuneration Report
The remuneration report explains the principles for determining the remuneration of the Executive Board and Supervisory Board of DMG MORI AKTIENGESELLSCHAFT as well as its amount and structure. The remuneration report is prepared in accordance with §162 AktG (German Limited Companies Act).
Group Declaration on Corporate Governance, Corporate Governance Report
German listed stock corporations shall annually execute and publish a declaration on Corporate Governance, parent companies also for the group. Moreover, German Corporate Governance Code recommends that Board of Management and Supervisory Board report annually on Corporate Governance (Corporate Governance Report) and publish this report in connection with the Declaration on Corporate Governance. DMG MORI AKTIENGESELLSCHAFT has combined the Declaration on Corporate Governance for the Company and the Group with the Corporate Governance Report.
Declaration of Compliance
According to § 161 AktG (German Limited Companies Act), the Board of Directors and the Supervisory Board of a company which is listed on the German stock exchange are obliged to make an annual declaration that the German Corporate Governance Code has been or will be complied with and which recommendations of the code have not been or will not be applied and why not.
Remuneration system for the members of the Executive Board (Publication pursuant to Section 120a (2) AktG)
In accordance to Section 120a AktG, the Annual General Meeting decides on the approval of the remuneration system for the members of the Executive Board submitted by the Supervisory Board for each significant change to the remuneration system, but at least every four years. The resolution and remuneration system must then be published on the company’s website.
Remuneration system for the members of the Supervisory Board (Publication pursuant to Section 113 (3) AktG)
Pursuant to Section 113 (3) AktG, in case of listed companies a resolution on the remuneration of the members of the Supervisory Board must be passed at least every four years. The resolution and remuneration system must then be published on the company’s website.
Rules of Procedure of the Supervisory Board
According to the recommendations of the German Corporate Governance Code, the Supervisory Board shall adopt its own rules of procedure and shall publish these on the company’s website.