Bayer has always placed great importance on responsible corporate governance and will continue to do so. In 2010 the company was able to issue the declaration that it has been compliant with the recommendations of the German Corporate Governance Code in the past with one temporary exception and intends to be fully compliant again in the future with one temporary exception.
The Board of Management and Supervisory Board last year again addressed the question of compliance with the Corporate Governance Code, particularly in light of the new recommendations included in the amended version of the Code published on May 26, 2010. The resulting
declaration of compliance, reproduced above, was issued in December 2010 and posted on Bayer’s website along with
previous declarations.
Bayer AG is a strategic management holding company, run by its Board of Management on the
Board’s own responsibility with the goal of sustainably increasing the company’s enterprise value
and achieving defined corporate objectives.
» moreThe 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.
» moreUntil March 31, 2010 the company met 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.
» moreMembers of the Board of Management and Supervisory Board and their close relatives are legally
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.
» moreBayer 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 transactions and the constant availability of
reliable data on the company’s financial position.
» moreOur corporate activity is governed by national and local laws and statutes that place a range of
obligations on the Bayer Group and its employees throughout the world. Bayer manages its
business responsibly in compliance with the statutory and regulatory requirements of the countries
in which it operates.
» moreTo maximize transparency, we provide regular and timely information on the Group’s position
and significant changes in business activities to stockholders, financial analysts, stockholders’
associations, the media and the general public.
» moreFor other links on the subject of corporate governance and a list of downloads, click
here.