Report
Expert Corporate Governance Service (ECGS)
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Siemens - AGM 03 February 2021

General: The AGM is to be held in the form of a virtual AGM in accordance with the German Law to Mitigate the Consequences of the COVID-19 Pandemic. The physical presence of shareholders or their authorised proxies is not possible. The voting rights may therefore be exercised solely by postal vote or by granting authority to the proxies designated by the Company.

Item 6b: We recommend to oppose the election of Kasper Rorsted to the Supervisory Board due to concerns over aggregate time commitments.

Item 7: We recommend to oppose the approval of the remuneration of the Supervisory Board members and the related amendments to the Company's Articles of Association as we assess the absolute amount of remuneration as significantly exceeding market practice.

Item 10: Following the convocation of the AGM, the shareholder Verein von Belegschaftsaktionären in der Siemens AG, e V., an association of employee shareholders, requested that a further item be added to the agenda. The shareholder proposes that Section 19 of the Company's Articles of Association be amended and that the following paragraph be added: "7. It shall be ensured at a virtual Shareholders’ Meeting that shareholders can submit questions while the Shareholders’ Meeting is ongoing.". As it is currently unforseeable whether the COVID-19 pandemic might impact AGMs also beyond the end of 2021, Siemens AG might have to convene an EGM during the course of 2021 and/or the Management Board and the Supervisory Board will allow to ask questions during a subsequent virtual AGM/EGM on a voluntary basis, we consider the proposed amendment to the Company's Articles of Association as an adequate measure to secure at least a part of shareholders' rights with regard to future virtual AGMs of Siemens AG. We therefore recommend to support the proposed amendment to the Articles of Association.

Underlying
Siemens AG

Siemens is a technology company. Co.'s Energy sector provides a range of products, solutions and services for generating and transmitting power. The Healthcare sector provides customers a range of medical solutions across the treatment chain. The Industry sector supplies products and solutions for industrial companies, primarily in the process and manufacturing industries. The Infrastructure & Cities sector provides a range of technologies that accelerates the capabilities of metropolitan centers and urban infrastructures. The Investments segment is comprised of Co.'s equity stakes in other companies. The Financial Services segment provides business-to-business financial solutions.

Provider
Proxinvest
Proxinvest

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Expert Corporate Governance Service (ECGS)

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