Expert Corporate Governance Service (ECGS)
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LEG Immobilien - AGM 29 May 2019

General: With around 134,000 rental properties and approximately 360,000 residents, LEG Immobilien is one of Germany’s leading listed housing companies. The Company has eight branch offices in North Rhine-Westphalia, providing personal local contact. In financial year 2018, LEG Immobilien generated rental and lease income of around EUR 767m.

As of 31 December 2018, BlackRock Inc. and MFS each held between 5% and 10% of the Company's shares.

On 10 March 2019, LEG Immobilien announced that CEO Thomas Hegel will resign from the Management Board at the end of the AGM 2019 after 13 years of service. As of 1 June 2019, he will be succeeded by the Company's current Chief Digital Officer, Lars von Lackum.

Item 4: The remuneration system for the Management Board was last approved by the AGM 2018 with a majority of 64.95% of the votes cast only. ECGS recommended shareholders to support the remuneration system as we considered the performance conditions to be sufficiently stretching and the potential maximum remuneration as acceptable. However, given the relatively low approval rate at the AGM 2018, we consider that the remuneration system should have been reviewed by the Supervisory Board and put for shareholder approval again at this year's AGM. In line with our guidelines we would in principle recommend opposing the discharge of the Chairman of the Supervisory Board's Executive Committee ("Chairman's Committee"), Michael Zimmer. As the discharge is proposed in a bundled resolution we recommend shareholders to oppose the discharge of the Supervisory Board as a whole.

Item 5: PwC, Frankfurt am Main, is proposed as auditor for the current financial year. Ratio of non-audit/audit fees and the auditor's term of office exceed our guidelines. We therefore recommend opposing the re-election of PwC as auditor.

LEG Immobilien AG

Leg Immobilien is a real estate company engaged in the management of its residential property portfolio as well as the acquisition of housing portfolios. As of Dec 31 2013, Co.'s portfolio comprised 94,311 residential units, 1,031 commercial units and 22,903 garages and parking spaces. These assets are distributed across around 160 locations, most of which are in North Rhine-Westphalia, Germany.


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