Communication & reporting: target group-oriented and professional 

Since the implementation of the Second Shareholders' Rights Directive (ARUG II), shareholders' rights to have a say in the compensation of the Management Board have increased significantly. In accordance with Section 120a AktG, the Annual General Meeting of a listed company resolves on the approval of the Management Board compensation system submitted by the Supervisory Board every time there is a significant change to the compensation system, but at least every four years. In addition, the Annual General Meeting approves the compensation report prepared and audited in accordance with Section 162 AktG every year. Numerous mandatory disclosures must be prepared and presented transparently in accordance with regulatory requirements. In addition, there are reporting obligations from other areas such as sustainability reporting (CSRD and ESRS). Overlaps with the disclosures that are already included in the compensation report must be identified in order to ensure consistent reporting on the one hand and avoiding duplicate disclosures on the other.

Against this background, it is essential that the compensation system is drawn up in a way that is appropriate for the target group and that subsequent compensation reports are designed in the same manner, not least to take full account of the expectations of investors and proxy advisors. In addition, the interests and feedback of relevant shareholders should be collected and addressed prior to the Annual General Meeting.

In this context, Mercer | hkp///group Corporate Governance Advisors draw on in-depth expertise and years of extensive project experience. They are at your service in all matters relating to capital market communication and professional support for Annual General Meetings.