Bayer – AGM 28 April 2020
WARNING: Due to the COVID-19 pandemic, the AGM will take place but no shareholders will be allowed to attend personally. Shareholders are invited to vote by proxy, via the independent representative or electronically.
Item 5: We recommend to oppose the revised remuneration system for the Management Board due to our concerns over the structure of remuneration being paid under the system: The maximum total remuneration may reach as much as ~662% of base salary which significantly exceeds ECGS guidelines according to which the maximum total remuneration should generally not exceed 400% of base salary.
Item 8: Deloitte, Munich, is proposed as auditor for the current financial year. Ratio of non-audit/audit fees received by Deloitte was 107.14% during the year under review and 86.84% over a three-year aggregate period which exceeds our guidelines. We therefore recommend opposing the proposal.
Bayer is a life sciences group based in Germany. Co.'s operations are organized along three divisions: Pharmaceuticals (engaged in prescription pharmaceuticals for cardiology and women's healthcare); Consumer Health (engaged in non-prescription products in dermatology, dietary supplement, analgesic, gastrointestinal, allergy, cold and flu, foot care, sun protection and cardiovascular risk prevention categories); and CropScience (engaged in the development of seeds and plant traits; crop protection; and for gardens, the green industry and non-agricultural pest control). Co. also maintains an Animal Health business unit engaged in the development of products for farm and companion animals.
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