Remuneration of the Supervisory Board

The remuneration paid to individual Supervisory Board members consists, in accordance with the Articles of Association, of a fixed and a variable, dividend-based component. In addition, Supervisory Board members are reimbursed for cash expenses. The Chairman of the Supervisory Board receives two-and-a-half-times the amount, while his two Deputies each receive one-and-a-half times this amount. Members of the Presiding, Audit and Finance Committees also receive additional compensation for their work in these committees. If a member of the Supervisory Board simultaneously holds several offices for which increased remuneration is granted, he or she shall only receive the remuneration for the highest-paying office. More detailed information on the remuneration of our Supervisory Board members are published in the notes to the consolidated financial statements in the Annual Report.

In the current Annual Report we also published the individual remuneration of the Supervisory Board members, as recommended by the German Corporate Governance Code. The publication is made in the remuneration report as part of the Annual Report.

Remuneration of the Supervisory Board Laid Down in the Articles of Association

The remuneration of the Supervisory Board was laid down in § 15 of the Articles of Association by way of a resolution by the Annual General Meeting on April 21, 2011 and adopted by the Annual General Meeting on May 17, 2006, with the recommendations of the German Corporate Governance Code being taken into account.

The Articles of Association read as follows:

(1) Each member of the Supervisory Board shall receive € 40,000.00 for each full fiscal year. In addition, each member shall receive € 1,000.00 for every cent by which the dividend per share exceeds 25 cents. 40% of this variable remuneration shall be paid out after the actions of the member of the Supervisory Board have been approved by the Annual General Meeting for the fiscal year for which remuneration is being paid (“starting year”). The remaining amount shall be paid out after the Annual General Meeting to which the annual financial statements for the third following fiscal year is presented insofar as the dividends for the starting year and the three following years are not lower on average than that for the starting year, plus annual interest of 0.5 percentage point above the average twelve-month EURIBOR rate at the beginning of each calendar quarter for the period between the Annual General Meeting following the starting year and the Annual General Meeting taking place after the third following fiscal year in the amount.

(2) Members of the Supervisory Board receive an attendance fee in the amount of € 1,000.00 for full participation at a Supervisory Board meeting and of € 500.00 in cases in which they participated for the majority of the meeting. The same applies in the case of committee meetings to the members of the committee and to other Supervisory Board members who were requested by the committee to participate in the meeting.

(3) The Chairman of the Supervisory Board shall receive two-and-a-half times and his two deputies shall receive one-and-a-half times the above-mentioned amounts. Members of Supervisory Board committees receive € 20,000.00 and the chairs of committees receive € 40,000.00; this does not apply to the committee formed in accordance with § 27 (3) of the Mitbestimmungsgesetz (German Co-Determination Act, MitbestG) or the Nomination Committee. If a member of the Supervisory Board simultaneously holds several offices within the meaning of this paragraph, he or she shall only receive the remuneration for the highest-paying office.

(4) Members of the Supervisory Board who have only served on the Supervisory Board or a committee for part of a fiscal year shall receive remuneration in proportion to the time served. Furthermore, members of the Supervisory Board shall be reimbursed for any cash expenses incurred when performing their duties, as well as the value added tax payable on their remuneration and expenses insofar as the Company is entitled to deduct input tax.