VI. Other compensation-related aspects
i. Supplementary amount
Pursuant to Article 15bis paragraph 5 of the Articles of Association, the company and its Group affiliates are authorized with respect to any member of Group Management who enters the Group Management during a period for which approval of the remuneration for Group Management has already been given to a supplementary amount for that period where the total amount already approved is not sufficient for such remuneration; such supplementary amount shall in no case exceed 40% of the maximum total amount already approved for the remuneration of Group Management.
ii. Employment contracts
The employment contracts of the members of Group Management contain notice periods of a maximum of twelve months (12 months for the CEO and 6 months for the other Group Management members) and do not provide for severance payments. As regards the treatment of granted options under the Option Plan in case of termination, refer to “Long-term performance-based compensation: Option Plan”.
The maximum duration for a post-contractual prohibition on competition for members of Group Management is twelve months, provided that the agreed consideration may not exceed the amount of the Base Salary paid for the preceding twelve months. This is in line with the applicable provisions of the Articles of Association (Article 26bis paragraph 2) and is only granted on a case-by-case basis as considered necessary by the Board of Directors.
The procedure with respect to unsettled or unexercised compensation in the event of a change of control is governed by the respective compensation plans, whereby the rights of members of Group Management are identical to those of all other employees. For details refer to “Change in control and defensive measures”.
iii. Additional fees, compensation, and loans to governing bodies
Apart from the benefits listed in this Compensation Report, no other compensation was granted in the reporting year 2022 – neither directly nor indirectly – to the executive and non-executive members of the Board of Directors, the members of Group Management, to former members of Group Management, former members of the Board of Directors, or to related persons of the aforementioned persons. In addition, as per December 31, 2022, no loans, advances or credits were granted by the company or by any of its subsidiaries to this group of persons.
iv. Compensation to former members of corporate bodies
No other compensation, apart from the benefits listed in this Compensation Report, was paid to former members of corporate bodies of the Company in 2022.