Corporate Governance

Statutory targets for the proportion of women in senior management positions in Germany

Bayer aims to achieve full gender parity at global level at all management levels below the Board of Management by the end of 2030 at the latest. In addition to this voluntary human resources policy goal, the company has in Germany also formulated legally required targets for the proportion of women in senior management positions and is consistently pursuing both.

A group of business people in a meeting.
At the end of 2021, the ratio of women to men in management at Bayer worldwide was around 40 percent to 60 percent.

The "Act on the Equal Participation of Women and Men in Leadership Positions in the Private and Public Sector" (FüPoG) requires certain Bayer Group companies to set targets for the proportion of women on the Supervisory Board, the Board of Management or Executive Committee and the next two management levels. We met the targets set in the last reporting cycle, which were to be met from July 1, 2017 to June 30, 2022, with one exception. On their basis and in accordance with legal requirements and our own human resources policy objectives for gender balance, we have formulated new targets for the companies of the Bayer Group subject to the FüPoG in its current structure, which are to be achieved by June 30, 2027.

Target achievement by June 30, 2022

Women on the Supervisory Board

A mandatory quota for the underrepresented gender of at least 30 percent applies to the Supervisory Board of the Group parent company Bayer AG for new appointments from 2016. Our Supervisory Board comprises 20 members. As of June 30, 2022, a total of eight women were members of the Supervisory Board of Bayer AG, corresponding to 40 percent female representation.

 

Women on the Board of Management

With regard to the statutory goal of ensuring adequate representation of women on the Board of Management, we had set ourselves the goal of appointing a female member to the Board of Management of Bayer AG by June 30, 2022 at the latest. We met this target ahead of schedule with the appointment of Ms. Sarena Lin to the Group Board of Management effective February 1, 2021.

 

Women at the first and second management levels below the Board of Management

In the Group parent company Bayer AG, the proportion of women at the first management level below the Board of Management should be 20 percent by mid-2022. We exceeded this target with 26.6 percent women as of June 30, 2022. The target for the second management level below the Board of Management was 25 percent women by mid-2022. We missed this target with a proportion of women at the reporting date of 23.7 percent, but were able to increase it by around 13 percent compared with the previous reporting period.

Women on the Supervisory Board

Of the other Group companies subject to the provisions of the law, the following targets have been formulated for the proportion of women on the Supervisory Board by mid-2022. Bayer Gastronomie GmbH achieved the target of stabilizing the then 33.33 percent proportion of women on the Supervisory Board. Bayer Vital GmbH, which markets the medicines of the Consumer Health and Pharmaceuticals divisions in Germany, had set itself a target of zero percent for the proportion of women on its Supervisory Board in 2017. At the end of the reporting period, the company had a 33.33 percent share of women.

 

Bayer Bitterfeld GmbH, a company that produces over-the-counter medicines, has also been included in the group of reportable Group companies since 2020. The target formulated in 2020 for the Supervisory Board, which was constituted for the first time at that time, was 33.33 percent and was achieved.

 

Since November 2022, the workforce of GP Grenzach Produktions GmbH, a production company for pharmaceuticals, cosmetics and medical devices for the healthcare market, has exceeded the threshold of 500 employees as a rule and thus also belongs to the group companies subject to reporting requirements under FüPoG II. At the start of the reporting obligation, the management of GP Grenzach Produktions GmbH consisted of a sole managing director. When the company's Supervisory Board was formed in November 2022, it comprised two women and one man. The proportion of women in the first management level below the Executive Board was 25 percent at the start of the reporting obligation, and 43.5 percent in the second management level.

 

Women on the management board

The management boards of Bayer Bitterfeld GmbH, Bayer Gastronomie GmbH and Bayer Vital GmbH each consist of a sole managing director. At the time the targets were set, this position was held by a man in all the above-mentioned companies, who in each case had been appointed as managing director for an indefinite period. In accordance with the FüPoG, the companies had therefore formulated a target for the proportion of women on the management board of 0 persons or 0 percent by mid-2022.

 

Women at the first and second management levels below the Board of Management

In its first reporting year 2020, Bayer Bitterfeld GmbH undertook to increase the proportion of women at the first management level below executive management to 20 percent by mid-2022, and at the second management level to 30 percent by then. Bayer Bitterfeld GmbH achieved both targets, with 23.1 and 30.1 percent respectively.

 

In 2017, Bayer Gastronomie GmbH had formulated a target quota of 20 percent for the first management level below the executive board and aimed to increase the proportion of women from 15 to 25 percent for the second management level by mid-2022. The company achieved or exceeded both targets, with women accounting for 50 and 31.8 percent, respectively, as of June 30, 2022.

 

In 2017, Bayer Vital GmbH set a target for the proportion of women at the first management level below executive management of 20 percent by mid-2022. This target was significantly exceeded, with 66.67 percent women as of June 30, 2022. At the second management level, Bayer Vital aimed to increase the proportion of women to 22 percent by mid-2022. This target was also met and exceeded, with women accounting for 28.57 percent of the workforce as of the reporting date.

 

New targets up to June 30, 2027

Bayer has reviewed the targets for the proportion of women in senior management positions in accordance with the provisions of the FüPoG and formulated new targets for the period up to June 30, 2027. Specifically, the responsible corporate bodies of the respective companies have resolved the following targets.

Women on the Supervisory Board and Board of Management

There are statutory requirements for the proportion of women and men on the Supervisory Board and Board of Management of Bayer AG, and now also for the Board of Management in accordance with the Second Leadership Positions Act (FüPoG II). For the Supervisory Board, the law continues to stipulate a minimum proportion of women and men of at least 30 percent each. For the Board of Management of Bayer AG, which consists of more than three persons, the law stipulates that it must include at least one woman and at least one man. Apart from this, no self-imposed targets are required.

 

Women at the first and second management levels below the Board of Management

As part of the new targets for the period up to June 30, 2027, Bayer AG has reviewed the demarcation of the first and second management levels and defines them more narrowly for the new targets than in the past. This ensures that the targets relate to a smaller number of particularly high-ranking positions that are especially relevant for the development of female leadership talent with regard to top positions, including positions on the Board of Management. The targets and underlying management levels are thus in line with those of our internal corporate strategy for greater inclusion and diversity (I&D).

 

For the proportion of women at the first management level below the Board of Management, Bayer AG is aiming for a target of 35 percent by June 30, 2027 (formal target under FüPoG II: 36 16/19 percent1). This management level is identical to the Group Executive Circle (GEC) of the 75 highest-ranking executives in the Group worldwide. At the second management level below the Board of Management, the proportion of women at Bayer AG is also to be 35 percent by mid-2027 (formal target under FüPoG II: 35 35/199 percent). These are the members of the Bayer Group's Group Leadership Circle (GLC), which currently comprises around 540 managers worldwide.

 

1 Here, as well as in the following, the target size is stated first, followed in parentheses by the percentage to be stated in accordance with FüPoG II, which results in a whole head count based on the current size of the group.

Women on the Supervisory Board

The other reportable Group companies have formulated the following targets for the proportion of women on the Supervisory Board by mid-2027. At Bayer Bitterfeld GmbH, the existing proportion of women on the Supervisory Board of 33.33 percent (formal target under FüPoG II: 33 1/3 percent) is to be maintained through mid-2027. In June 2022, the proportion of women on the Supervisory Board of Bayer Gastronomie GmbH was an unplanned 100 percent. By 2027, the gender ratio on the board is to be rebalanced to 66.67 percent (formal target pursuant to FüPoG II: 66 2/3 percent). Bayer Vital GmbH intends to keep the proportion of women on its Supervisory Board stable at 33.33 percent in mid-June 2022 over the next five years (formal target pursuant to FüPoG II at: 33 1/3 percent). GP Grenzach Produktions GmbH is aiming for a 66 2/3 percent share of women on its newly formed Supervisory Board by mid-2027 (formal target in accordance with FüPoG II: 66 2/3 percent).

 

Women on the Board of Management

The target for the proportion of women on the management boards of Bayer Bitterfeld GmbH, Bayer Gastronomie GmbH and Bayer Vital GmbH is the same as the proportion of women in mid-June 2022, namely 0 persons and 0 percent respectively. The target of zero is set in these cases because the management continues to consist exclusively of a man whose appointment is for an indefinite period. There are currently no plans to increase the size of the Executive Board.

 

Setting the target at zero is therefore also in line with the Act to Supplement and Amend the Regulations for the Equal Participation of Women and Men in Management Positions in the Private and Public Sectors (Second Management Positions Act, FüPoG II), which aims to increase the proportion of women in existing management positions, but does not want to increase the proportion of women through additional management positions. In addition, it should not be necessary to set a target whose non-fulfillment is already foreseeable at the time the resolution is passed.

 

Women at the first and second management levels below the Board of Management

The first and second management levels are defined in the smaller Group companies subject to reporting requirements in accordance with their respective specific characteristics and thus differently from Bayer AG.

 

Bayer Bitterfeld GmbH had a proportion of women at the first management level below the Board of Management of 23.1 percent in mid-2022. This is to rise to 30 percent by June 30, 2027 (formal target under FüPoG II: 30 10/13 percent). At the second management level, Bayer Bitterfeld GmbH aims to increase the proportion of women from around 30 percent to 40 percent by mid-2027 (formal target under FüPoG II: 40 5/13 percent).

 

Bayer Gastronomie GmbH intends to maintain the gender parity already achieved in mid-2022 at the first management level below management by mid-2027 (formal target pursuant to FüPoG II: 50.0 percent). At the second management level, the proportion of women is also to be maintained at the current level of 30 percent by July 30, 2027 (formal target under FüPoG II also: 30.0 percent).

 

Bayer Vital GmbH aims to achieve gender parity, i.e. a 50 percent share of women, at the first management level below the Board of Management by mid-2027 (formal target under FüPoG II also: 50.00 percent). For the second management level below the Board of Management, the target for the proportion of women by then is 40 percent (formal target under FüPoG II also: 40.00 percent).

 

GP Grenzach Produktions GmbH intends to increase the proportion of women at the first and second management levels below management to 50 percent in each case by mid-2027, i.e. it aims to achieve gender parity in the company's management.

 

Additional voluntary ambitions for gender parity in management worldwide

Beyond these legally required targets for the proportion of women in management positions at the German companies, Bayer has for years been voluntarily committed to achieving greater gender balance in management at Group level. In February 2021, we published a comprehensive strategy for greater inclusion and diversity throughout the Group, each of which also includes specific targets. According to this strategy, the average gender ratio at all combined management levels in the Group, including lower and middle management, is to be 50/50 by 2025. In the Global Executive Committee (Top 75) and the Group Leadership Circle (Top 540), the proportion of women is to be at least 33 percent by then. Bayer aims to achieve full gender parity at all management levels by 2030.

 

We will pursue this strategy for gender parity in management with commitment in the coming years and report transparently on its current status. In doing so, we will also continue to be guided by our definition of management levels because it accurately reflects the organization of our company and covers a significantly broader management segment than the national law. We will therefore also continue to publish in our reporting the results from our voluntary commitment with its Groupwide approach and additionally the target figures under German law.

Target figures for the proportion of women at the Bayer Group companies concerned

Company        Supervisory Board Executive Board 1st Management Level 2nd Management Level
Bayer AG Target female proportion by June 2022* 30 0 20 25
Target female proportion in June 2022* 40.0 16.67 26.6 23.7
Effective female proportion by June 2027* - - 36 16/19 35 35/199
Bayer Bitterfeld GmbH Target female proportion by June 2022* 33.33 0 20.0 30.0
Target female proportion in June 2022* 33.33 0 23.1 30.1
Effective female proportion by June 2027* 33 1/3 0 30 10/13 40 5/13
Bayer Gastronomie GmbH Target female proportion by June 2022* 33 0 20 25
Target female proportion in June 2022* 100.0 0 50.0 31.82
Effective female proportion by June 2027* 66 2/3 0 50.00 30.00
Bayer Vital GmbH Target female proportion by June 2022* 0 0 0 22
Target female proportion in June 2022* 33.33 0 66.67 28.57
Effective female proportion by June 2027* 33 1/3 0 50.00 40.00
GP Grenzach Produktions GmbH Target female proportion by June 2022* - -   -
Effective female proportion in June 2022* - 0 25.0 43.5
Target female proportion by June 2027* 66 2/3 0 50.00 50.00

*in percent