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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)
|
| 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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