Corporate Governance

Bayer again in full compliance with the German Corporate Governance Code

Bayer has always placed great importance on responsible corporate governance and will continue to do so. Last year the company was able to renew its declaration that it is in full compliance with the recommendations of the German Corporate Governance Code.

In 2007 the Board of Management and Supervisory Board again addressed the question of Code compliance, particularly in light of the new recommendations issued on June 14. The resulting declaration of conformity was published in December 2007 and posted on Bayer’s website along with previous declarations.

Supervisory Board: oversight and control functions

The role of the 20-member Supervisory Board is to oversee and advise the Board of Management. Under the German Codetermination Act, half the members of the Supervisory Board are elected by the stockholders, and half by the company’s employees. » more

Personal liability in place of a deductible

The company meets the recommendation in the German Corporate Governance Code regarding deductibles for any Directors’ & Officers’ (D&O) liability insurance by obtaining personal declarations from each member of the Board of Management and Supervisory Board. » more

Disclosure of securities transactions

To comply with Section 15 a of the German Securities Trading Act, members of the Board of Management and Supervisory Board and their close relatives are required to disclose all transactions involving the purchase or sale of Bayer stock where such transactions total EUR 5,000 or more in a calendar year.
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Systematic monitoring of all business activities

Bayer has an internal control system in place to ensure early identification of any business or financial risks and enable it to manage such risks so as to minimize any impact on the achievement of its commercial objectives. » more

Corporate Compliance Program

Bayer has a control system in place enabling it to identify any business or financial risks at an early stage and take appropriate action to manage them. This control system is designed to ensure timely and accurate accounting for all business processes and the constant availability of reliable data on the company’s financial position. » more

Common values and leadership principles

The mission statement published in 2004 supplements the Corporate Compliance Program and sets out the principles underlying Bayer’s corporate strategy. It outlines the foundation of our corporate philosophy and activity to stockholders, customers, employees and the general public. » more

Detailed reporting

To maximize transparency, we provide regular and timely information on the company’s position and significant changes in business activities for stockholders, financial analysts, stockholders’ associations, the media and the general public. » more

Delisting of Bayer stock from the New York Stock Exchange

In 2007, Bayer stock was delisted from the New York Stock Exchange and its registration with the U.S. Securities and Exchange Commission (SEC) was terminated. » more

Links & downloads

For other links on the subject of corporate governance and a list of downloads, click here.