Main features of the Executive Board compensation system
(Section 4.2.5 of the German Corporate Governance Code)
The compensation paid to the general partners, who make up the Executive Board of Merck KGaA, is composed of salary payments (fixed portion), profit sharing and additions to pension provisions. Profit sharing is based on the rolling three-year average of profit after tax of the E. Merck Group. Payments in fiscal 2009 were as follows: fixed salary € 3.5 million, profit sharing € 4.0 million.
Compensation of Supervisory Board members
(Section 5.4.6 of the German Corporate Governance Code)
Subject to the approval of the Annual General Meeting on the proposed distribution of a dividend of € 1.00 per share, the compensation of the Supervisory Board in 2009 amounting to € 435 thousand consists of a fixed portion of € 123 thousand and a variable portion of € 312 thousand.
Ownership, purchase or sale of shares in the company
by members of the Executive Board and the Supervisory Board
(Section 6.6 of the German Corporate Governance Code)
As of December 31, 2009, the members of the Executive Board and the Supervisory Board held 20,106 shares. Their total ownership represents less than 1% of the issued shares of Merck KGaA.
In fiscal 2009, Merck KGaA reported the following transactions by members of the Executive Board and the Supervisory Board according to section 15a of the German Securities Trading Act:
| XLS |
|
Date of the transaction |
Name, Function |
Type |
Financial |
Number |
Price in € |
Total |
|
July 24, 2009 |
Dr. Karl-Ludwig Kley, Chairman of the Executive Board |
Purchase via Xetra |
Bearer shares |
770 |
64.96 |
50,019.20 |
|
July 24, 2009 |
Dr. Bernd Reckmann, Member of the Executive Board |
Purchase via Xetra |
Bearer shares |
800 |
64.50 |
51,600.00 |
|
July 30, 2009 |
Dr. Michael Becker, Member of the Executive Board |
Purchase via Xetra |
Bearer shares |
1,000 |
64.08 |
64,084.68 |
All transactions have been published on the company’s website.
