Shareholders exercise their rights of co-administration and supervision at the Shareholders’ Meeting. The Shareholders’ Meeting elects half of the members of the Supervisory Board and, in particular, decides on the formal discharge of the Board of Executive Directors and the Supervisory Board, the distribution of profits, capital measures, the authorization of share buybacks, changes to the Statutes and the selection of the auditor.
Each BASF SE share represents one vote. Following the conversion of BASF shares to registered shares in August 2010, those BASF shareholders who are listed in the share register are entitled to vote. Shareholders are obliged to provide the information necessary for registration in the share register, in accordance with the German Stock Corporation Act. There are no registration restrictions and there is no limit to the number of shares that can be registered to one shareholder. Shareholders may exercise their voting rights at the Shareholders’ Meeting either personally, through a representative of their choice or through a company-appointed proxy authorized by the shareholders to vote according to their instructions. There are neither voting caps to limit the number of votes a shareholder may cast nor special voting rights. BASF has fully implemented the principle of “one share, one vote.”
All shareholders entered in the share register are entitled to participate in the Shareholders’ Meetings, to have their say concerning any item on the agenda and to request information about company issues insofar as it serves to help make an informed judgment about the item on the agenda under discussion. Registered shareholders are also entitled to file motions pertaining to proposals for resolutions made by the Board of Executive Directors and Supervisory Board at the Shareholders’ Meeting and to contest resolutions of the Shareholders’ Meeting. Shareholders who hold at least €100,000 of the company’s share capital are entitled to request that an item be added to the agenda of the Shareholders’ Meeting.