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Other Disclosures

Remuneration of the Executive and Supervisory Boards

Please refer to the Remuneration Report, which is a component of the consolidated financial statements and the Group Management Report, for the disclosures required by § 314 (1) No. 6 of the Handelsgesetzbuch (German Commercial Code, HGB) and IAS 24.16.

Related Party Information in Accordance with IAS 24

Since March 30, 2004, maxingvest ag (formerly Tchibo Holding AG) has held 50.46% of Beiersdorf AG’s share capital. Accordingly, Beiersdorf AG is a dependent company within the meaning of § 312 (1) sentence 1 in conjunction with § 17 (2) Aktiengesetz (German Stock Corporation Act, AktG). Since no control agreement exists between Beiersdorf AG and maxingvest ag, the Executive Board of Beiersdorf AG prepares a report regarding dealings among Group companies in accordance with § 312 (1) sentence 1 AktG. In fiscal year 2008, Beiersdorf AG and its affiliated companies and maxingvest ag and its affiliated companies pooled purchase quotas to cut costs, as well as sourcing products from each other on a very small scale at standard market terms, as in the previous year. There was also limited collaboration with respect to marketing campaigns and in the area of market research and product testing.

Exercise of Exemption Options

The following German affiliates included in the consolidated financial statements of Beiersdorf AG exercised the exemption option under § 264 (3) Handelsgesetzbuch (German Commercial Code, HGB) in fiscal year 2008:

  – Beiersdorf Manufacturing Hamburg GmbH Hamburg
  – Cosmed-Produktions GmbH Berlin
  – Florena Cosmetic GmbH Waldheim
  – La Prairie GmbH Baden-Baden
  – Juvena Produits de Beauté GmbH Baden-Baden
  – Juvena La Prairie GmbH Baden-Baden
  – Beiersdorf Shared Services GmbH Hamburg
  – Allgemeine Immobilien- und Verwaltungsgesellschaft m.b.H. Baden-Baden
  – Prof. Steinkraus Research Laboratories Produkte GmbH Baden-Baden

Declaration of Compliance with the German Corporate Governance Code

The Executive Board and Supervisory Board of Beiersdorf AG submitted their Declaration of Compliance with the recommendations of the Government Com mission on the German Corporate Governance Code in accordance with § 161 Aktiengesetz (German Stock Corporation Act, AktG) at the end of December 2008, and made this declaration permanently accessible to shareholders on the Company’s website at www.Beiersdorf.com/Corporate-Governance.

Audit

The Annual General Meeting on April 30, 2008 elected Ernst & Young AG Wirtschaftsprüfungsgesellschaft Steuerberatungsgesellschaft as the auditors of Beiersdorf AG and the Beiersdorf Group for fiscal year 2008.

The following table gives an overview of the fees paid to the Group auditors, Ernst & Young AG Wirtschaftsprüfungsgesellschaft Steuerberatungsgesellschaft, and recognized as expenses in the fiscal year:

fees paid to the group auditors (in € thousand)
  2007 2008
Audit services 644 776
Other assurance services - 109
Tax advisory services 101 184
Other services 13 -
Total 758 1,069

Shareholdings of Beiersdorf AG

A complete list of Beiersdorf AG’s shareholdings is issued separately.

Shareholdings in Beiersdorf AG

In accordance with the provisions of the Wertpapierhandelsgesetz (German Securities Trading Act, WpHG), Beiersdorf AG received the following notifications by shareholders of the Company by the preparation date of the balance sheet (February 4, 2009):

Allianz SE, Munich, Germany, informed us in accordance with § 21 (1) WpHG that Allianz Aktiengesellschaft, Munich, Germany, had revealed on February 3, 2004, that its share of voting rights in our Company had fallen below the threshold of 10% and that it amounted to 7.85% as of this date (this corresponds to 6,593,491 voting rights out of the total of 84,000,000 voting rights at that time). The transformation of Allianz Aktiengesellschaft into Allianz SE was entered in the commercial register on October 13, 2006.



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