The Compensation Report outlines the principles for determining the compensation for the members of the Board of Management and the Supervisory Board of Covestro AG and explains the compensation of the individual members. The Report was prepared by the Board of Management and the Supervisory Board in accordance with the requirements of section 162 of the German Stock Corporation Act (AktG) and conforms to the recommendations of the German Corporate Governance Code (GCGC) as amended on April 28, 2022. Relevant information is published on Covestro’s website. Moreover, in terms of content and structure, the report is based on the Compensation Report for the year 2021, which was approved by the Annual General Meeting (AGM) on April 21, 2022 with a majority of 92.57%.
The AGM had approved the compensation system for Board of Management members on April 16, 2021. The Supervisory Board of Covestro AG resolved in December 2021 to propose to the AGM, effective January 1, 2022, to revise the system on one point, by adjusting the performance criteria for short-term variable compensation for the years 2022 to 2024 in line with Covestro’s new strategy and by adding, among other criteria, a sustainability component for this purpose. The revised compensation system for the Board of Management members was approved by the AGM on April 21, 2022, with a majority of 88.75%; it is available on the company’s website.