Remuneration of the Management Board

The remuneration system for the Management Board is intended to provide an incentive for performance-oriented and sustainable corporate management. Therefore, the aggregate compensation of Management Board members is comprised of different components such as fixed components and fringe benefits, an annual cash bonus based on the achievement of individual and corporate targets (short-term incentive – STI), as well as a variable compensation component with a long-term incentive (long-term incentive – LTI). The variable remuneration component with long-term incentive consists basically of a performance share plan and, specifically in 2013, a convertible bond plan.

The Management Board members also receive fringe benefits in the form of non-cash benefits. These benefits essentially consist of a company car, telephone, and insurance premiums. As a component of remuneration, the fringe benefits of each Management Board member are taxable. All total remuneration packages are reviewed annually for their scope and appropriateness and compared to the results of an annual management board compensation analysis. The amount of compensation paid to Management Board members highly depends on the areas of responsibility of the respective Management Board member, his or her personal achievement of goals, business performance, as well as success and the economic prospects of the Company in relation to the competition. All decisions concerning
any adjustments to the total remuneration packages are taken by the entire Supervisory Board. The salaries were last adjusted in July 2013.

For a list of remuneration relating to individual Management Board members, divided into fixed components as well as short- and long-term incentivizing components, see the Remuneration Report as part of the Consolidated Financial Statements 2013.

Remuneration of the Supervisory Board

Compensation of the members of the Supervisory Board is based on the provisions of the Articles of Association in the current version and the respective resolutions of the stockholders at the Annual General Meetings regarding the remuneration of the members of the Supervisory Board. In 2013, the members of the Supervisory Board received fixed compensation and an attendance fee per board and committee meeting attended. In addition, the Supervisory Board members are reimbursed for travel costs and for any value-added tax to be paid on their remuneration. The overall compensation package takes into account the responsibilities and range of tasks of the Supervisory Board members as well as the economic situation and performance of the Company.

In the 2013 fiscal year, the members of the Supervisory Board received a total of € 458,280 (2012: € 478,197 ), excluding reimbursement of travel expenses. This amount consists of fixed remuneration and variable compensation (attendance fees).

For a list of remuneration relating to individual Supervisory Board members, see the Remuneration Report as part of the Consolidated Financial Statements 2013.