Report of the Supervisory Board
Dear Shareholder,
In the past year, the work of the Supervisory Board and its committees was once again particularly characterized by the effects of the global weakness in demand and the negative impact of internationally noncompetitive electricity and gas prices on the BASF Group’s German sites. At the same time, the focus was on BASF’s strategic development: investments for future profitable growth, especially in Asia; further measurable progress toward the goal of climate neutrality; changes to the portfolio, first and foremost the separation from the oil and gas business; and finally, measures for the differentiated steering of the various businesses. Last but not least, decisions were made regarding the future composition of the Board of Executive Directors and its Chairman.
Sales and earnings performance remained considerably below expectations in 2023. The measures developed by the Board of Executive Directors to strengthen the competitiveness of the German sites in particular were discussed in detail. The Supervisory Board supports the measures to adjust production structures and reduce investments and personnel costs, which are also unavoidable due to the increasing tightening of regulations for the European chemical industry. Achieving an adequate return on capital and securing a good cash flow are prerequisites for achieving BASF’s strategic goals.
The use of resources to invest in future growth and to further reduce greenhouse gases was also discussed against the backdrop of market changes, political uncertainties and technological change. High levels of investment in renewable energies and lower-emission production processes will continue to be necessary in the future. The path pursued by the Board of Executive Directors of playing a pioneering role in transforming the BASF Verbund and in supporting customers in achieving their own CO2 targets is expressly supported.
Furthermore, the Supervisory Board repeatedly and extensively discussed the future of Wintershall Dea AG’s exploration and production business. The contribution to Harbour Energy plc will achieve the goal of a gradual and, above all, value-retaining separation from the oil and gas business. The legal separation of the activities expropriated in Russia is currently underway. Solutions are also being developed for the remaining gas transportation activities.
The Supervisory Board places great value on good corporate governance. It fulfills all legal and other requirements with regard to its composition, competencies and independence. It proposes Tamara Weinert to the Annual Shareholders’ Meeting for election as successor to Dame Alison Carnwath, who has been a member of the Supervisory Board since 2014. Alessandra Genco has been selected to succeed Dame Alison Carnwath as chair of the Audit Committee.
Last year, the Supervisory Board appointed three members to the Board of Executive Directors following intense discussions. They meet the requirements in terms of proven leadership and professional competence and strengthen the team for the successful further development of BASF. Dr. Markus Kamieth was appointed as successor to Dr. Martin Brudermüller as the new Chairman of the Board of Executive Directors.
Cooperation with the Board of Executive Directors remained intensive and constructive, characterized by the joint pursuit of the best solutions for BASF’s future. The Supervisory Board would like to thank the members of the Board of Executive Directors for their energetic commitment and good management of the company in difficult times. Personally, I would like to thank Dr. Martin Brudermüller for his longstanding positive, uncomplicated and consistently solution-oriented cooperation. Finally, the Supervisory Board would like to thank the employees all over the world for their exceptional commitment in what was a challenging year for everyone.
Monitoring and consultation in an ongoing dialog with the Board of Executive Directors
In 2023, the Supervisory Board of BASF SE exercised its duties in full as required by law and the Statutes. It regularly monitored the management of the Board of Executive Directors and provided advice on the company’s strategic development and important individual measures, about which the Supervisory Board was regularly and thoroughly informed by the Board of Executive Directors. This occurred both during and outside of the meetings of the Supervisory Board and its committees in the form of written and oral reports from the Board of Executive Directors on, for example, business developments including the major financial key performance indicators of the BASF Group and its segments, macroeconomic developments and the economic situation in the main sales and procurement markets, and on deviations in business developments from original plans. Furthermore, the Supervisory Board addressed fundamental questions of strategic corporate planning, including financial, investment, sales volumes and personnel planning, as well as measures for designing the future of research and development. There was a particular focus on the accelerated transformation toward CO2 neutrality and digitalization. Regular topics of in-depth discussion with the Board of Executive Directors comprised occupational and process safety, topics relating to sustainability, the environmental and social impact of the company’s activities and the challenges of climate change for the future development of BASF’s business. The further development of the organization and processes to further increase the competitiveness of BASF and its individual businesses was also discussed intensely. The Supervisory Board was convinced of the lawfulness, expediency and propriety of the Board of Executive Directors’ company leadership.
The Chairman of the Supervisory Board and the Chairman of the Board of Executive Directors were also in regular contact outside of Supervisory Board meetings. The Chairman of the Supervisory Board was always promptly and comprehensively informed of current developments and significant individual matters. The Supervisory Board was involved immediately at an early stage in decisions of major importance. The Supervisory Board passed resolutions on all of those individual measures taken by the Board of Executive Directors that by law or the Statutes required the approval of the Supervisory Board. Resolutions were generally passed at Supervisory Board meetings and, if necessary, by written circulation procedure.
Supervisory Board meetings
The Supervisory Board held five meetings in the 2023 business year. With the exception of one meeting, at which two members were absent, all respective members attended all meetings. The meetings were held in person with the additional option of virtual participation. One Supervisory Board member took part in two of the five meetings via video call. The members of the Supervisory Board elected by shareholders and those elected by the employees prepared for the meetings in separate preliminary discussions in each case, which were also attended by members of the Board of Executive Directors.
All members of the Board of Executive Directors attended the Supervisory Board meetings unless it was deemed appropriate that the Supervisory Board discuss individual topics – such as personnel matters relating to the Board of Executive Directors – without them being present. In addition, each Supervisory Board meeting included an agenda item that provided an opportunity for discussion without the Board of Executive Directors (executive session). These agenda items concerned either the Board of Executive Directors itself or internal Supervisory Board matters.
A significant component of all Supervisory Board meetings was the Board of Executive Directors’ reports on the current business situation with detailed information on sales and earnings development, opportunities and risks for business development, the status of important investment projects and important portfolio measures (current and planned), important economic, environmental and social aspects, sustainability topics, developments in the regulatory environment, developments on the capital markets, significant managerial measures taken by the Board of Executive Directors, and innovation projects.
In all meetings held in 2023, the Supervisory Board also discussed the progress of major investments and ongoing portfolio projects, such as the construction of the new Verbund site in Southern China and the options for the oil and gas business of Wintershall Dea AG.
An important topic at all Supervisory Board meetings in the reporting period was the impact of the structurally persistently high natural gas and electricity prices on the business activities and competitiveness of our customers and on the BASF Group in Europe as well as the Verbund site in Ludwigshafen, Germany, in particular. In this regard, the Board of Executive Directors’ reporting and the discussions in the Supervisory Board in particular addressed the possibilities of supplying the BASF Group’s European sites with renewable energy in the future. The further development of the management and steering systems was also discussed.
About the meetings in detail: On February 22, 2023, the Supervisory Board reviewed the Financial Statements of BASF SE and the BASF Group for the 2022 business year that were submitted by the Board of Executive Directors, the corresponding Management’s Reports, including the Nonfinancial Statements as well as the dividend proposal, and approved the Financial Statements. In preparation, the auditor had explained the process and results of the audit in detail the previous day and discussed them with the Supervisory Board. In addition, the Supervisory Board discussed and approved the Compensation Report in accordance with section 162 of the German Stock Corporation Act (AktG). It also discussed the agenda for the Annual Shareholders’ Meeting on April 27, 2023, and adopted proposals for resolutions. Furthermore, the Supervisory Board approved the holding of the 2023 Annual Shareholders’ Meeting as an in-person meeting. Other topics discussed at the meeting were general business development and the future steering of the Agricultural Solutions, the Coatings and the Battery Materials business units.
The Supervisory Board met on April 26, 2023, to prepare for the Annual Shareholders’ Meeting being held the next day. The general conditions and trends in the battery materials business and the conversion of the SAP system for future business management were also discussed.
The meeting on July 25 and 26, 2023, focused on the status of the implementation of BASF’s corporate strategy and the further development of the BASF Group. Key individual topics here were:
- The challenge of growth and the competitive environment of the BASF Group
- Strategic options for the further development of Wintershall Dea AG’s exploration and production business
- Further development of the battery materials business
- The status of the construction of the Verbund site in Zhanjiang, China
- The status of the road map to reduce CO2 emissions and the project portfolio to achieve the target of reducing CO2 emissions by 25% by 2030 compared with the 2018 baseline
- Strategy and operational measures to improve performance in the Nutrition & Health division
- The concept for the future differentiated steering of the BASF Group and the resulting consequences under company law
The Supervisory Board meeting on October 25, 2023 took place in Shanghai, China. One focus of the meeting was the status of negotiations on the sale of Wintershall Dea AG’s exploration and production business to U.K.-based Harbour Energy plc. The Supervisory Board also approved the recommendation of the Board of Executive Directors to hold an in-person Annual Shareholders’ Meeting in 2024. The BASF Group’s medium-term financial planning was also discussed. The Supervisory Board then visited the Verbund site in Zhanjiang, in the Southern Chinese province of Guangdong, which is currently under construction, and gained a detailed overview of the construction progress and the plans for the starting operations at some important plants in 2025 during a guided tour.
At its meeting on December 20, 2023, the Supervisory Board discussed operational and financial planning, including the investment budget for 2024, and, as in previous years, authorized the Board of Executive Directors to procure the necessary financing in 2024 within a set limit. In addition, the Supervisory Board dealt with leadership development and measures to achieve diversity targets. Resolutions were also passed on the future composition of the Board of Executive Directors. In addition, at the proposal of the Nomination Committee, the Supervisory Board nominated Tamara Weinert, President and Chief Executive Officer of Business Area Americas of Outokumpu, as a candidate for election as shareholder representative on the Supervisory Board at the Annual Shareholders’ Meeting on April 25, 2024. Tamara Weinert is to succeed Dame Alison Carnwath, who will not stand for reelection to BASF’s Supervisory Board in 2024.
Compensation and composition of the Board of Executive Directors
In several meetings over the 2023 business year, the Supervisory Board discussed and passed resolutions on the compensation of the Board of Executive Directors. In addition, four decisions on the composition of the Board of Executive Directors had to be taken.
At its meeting on February 22, 2023, the Supervisory Board deliberated and agreed on the 2023 targets for the Board of Executive Directors’ short-term and long-term incentive (STI and LTI) based on the preparations of the Personnel Committee. In line with the recommendation of the Personnel Committee, the Supervisory Board also resolved to appoint Dr. Stephan Kothrade as a member of the Board of Executive Directors, succeeding Saori Dubourg, whose contract was terminated effective March 1, 2023.
At its meeting on December 20, 2023, the Supervisory Board discussed the appointment of a successor for the Chairman of the Board of Executive Directors, Dr. Martin Brudermüller, who will step down from the Board of Executive Directors as of April 25, 2024, and, in line with the recommendation made by the Personnel Committee, appointed Dr. Markus Kamieth as Chairman the Board of Executive Directors, effective from the end of the Annual Shareholders’ Meeting on April 25, 2024, and until the end of the 2029 Annual Shareholders’ Meeting.
Also on the recommendation of the Personnel Committee, it was resolved to appoint Dr. Katja Scharpwinkel as a member of the Board of Executive Directors effective February 1, 2024, as successor to Dr. Melanie Maas-Brunner – who left the company at her own request on January 31, 2024 – and Anrup Kothari effective March 1, 2024. Dr. Katja Scharpwinkel was also appointed as Industrial Relations Director. Following the recommendation by the Personnel Committee, it was resolved to extend the appointment of Michael Heinz by two years until the end of the 2026 Annual Shareholders’ Meeting. Furthermore, at its meeting on December 20, 2023, the Supervisory Board evaluated, based on the discussions and the corresponding recommendation of the Personnel Committee, the Board of Executive Directors’ performance in 2023 and set the performance factor for the short-term incentive 2023. Finally, the Supervisory Board discussed adjustments to the compensation systems for the Board of Executive Directors and Supervisory Board from the 2024 financial year onward and resolved to submit these to the Annual Shareholders’ Meeting for a decision.
Committees
The Supervisory Board of BASF SE had four committees during the reporting period: 1. the committee for personnel matters of the Board of Executive Directors and the granting of loans in accordance with section 89(4) of the German Stock Corporation Act (Personnel Committee); 2. the Audit Committee; 3. the Nomination Committee; and 4. the Strategy Committee. The committees prepare resolutions and topics to be discussed by the entire Supervisory Board. Following each Committee meeting, the chairs of the Committees reported in detail about the meetings and the activities of the Committees at the subsequent meeting of the Supervisory Board.
The Supervisory Board has not established a special sustainability committee. Sustainability is of such fundamental importance to the BASF Group that it is the focus of the work of the entire Supervisory Board and is discussed intensively in plenary sessions. As a material crosscutting issue, sustainability affects all the Supervisory Board’s supervision activities and is therefore considered in depth by the entire Supervisory Board. Sustainability expertise is therefore broadly embedded in the Supervisory Board and has long been a very important requirement for its work.
The Personnel Committee met four times during the reporting period. All meetings were held in person with the additional option of virtual participation. All committee members attended all meetings. Two committee members took part in one meeting via video call. At the meeting on February 21, 2023, the Personnel Committee prepared the proposed resolution to terminate the employment contract with Saori Dubourg and to nominate her successor. It discussed the target agreement for the Board of Executive Directors for 2023 (short-term incentive) and the targets for the long-term compensation for the Board of Executive Directors for the period 2023 – 2026 (long-term incentive). At its meeting on July 25, 2023, the Personnel Committee focused on the development of leadership at BASF’s top levels of management below the Board of Executive Directors and long-term succession planning for the Board of Executive Directors, including potential successor candidates. The main agenda item at the meeting on October 17, 2023, was the review of the further development of the compensation system for the Board of Executive Directors. The proposals for the further development of the compensation system and their appropriateness were reviewed in advance with an external consultant, whose recommendations were also taken into account. The Personnel Committee also discussed succession planning for the Board of Executive Directors and the appointment of a successor to the Chairman of the Board of Executive Directors, Dr. Martin Brudermüller, who will step down after the end of the Annual Shareholders’ Meeting on April 25, 2024. At its meeting on December 19, 2023, the Personnel Committee discussed the assessment of the Board’s performance in 2023 and a proposal for the further development of the compensation system for the Board of Executive Directors. In addition, the draft resolutions for the Supervisory Board on the future composition for the Board of Executive Directors were discussed and approved.
The Audit Committee met five times during the reporting period. Four meetings were held in person with the additional option of virtual participation and one meeting was held as a video conference. With the exception of one meeting, which one member did not attend, all Audit Committee members attended all meetings. At two meetings, one Audit Committee member took part via video call. The Audit Committee is responsible for all the tasks listed in section 107(3) sentence 2 of the German Stock Corporation Act (AktG) and the recommendations of the German Corporate Governance Code. The Audit Committee is also responsible for monitoring the internal process for identifying related party transactions and adopting resolutions to approve related party transactions.
The auditor also attended the meetings in February, July and December. The Audit Committee also discussed matters with the auditor in a separate part of the meeting without the Board of Executive Directors present (executive session). The chair of the Audit Committee also maintains regular contact with the auditor between meetings, in particular regarding the progress of the annual audit, and reports back to the committee.
At the meeting on February 21, 2023, the auditor reported in detail on its audits of BASF SE’s Separate and Consolidated Financial Statements for the 2022 business year, including the corresponding management’s reports, and discussed the results of its audit with the Audit Committee. The committee’s audit also included the Nonfinancial Statements of BASF SE and the BASF Group, sustainability reporting as well as the Compensation Report of BASF SE in accordance with section 162 AktG, which had been audited by the auditor. In preparation for the audit of the Nonfinancial Statements, the Audit Committee had, following a corresponding resolution by the Supervisory Board, additionally engaged KPMG to perform a limited assurance and issue an assurance report on it. KPMG also reported in detail on the focus, the procedure and the key findings of this audit.
At its meeting on April 26, 2023, the Audit Committee addressed the BASF Group’s Quarterly Statement for the first quarter of 2023, which was due for publication, risk management and the internal control system, in particular with regard to financial reporting and sustainability reporting in the BASF Group.
Focus topics at the meeting on July 25, 2023, were the BASF Group’s Half-Year Financial Report, the internal audit system and key findings of the internal audit, on which the head of the Corporate Audit department reported.
At the meeting on July 25, 2023, the Audit Committee engaged KPMG AG Wirtschaftsprüfungsgesellschaft – the auditor elected by the Annual Shareholders’ Meeting on April 27, 2023 – with the audit for the 2023 reporting year and auditing fees were agreed upon. The focus areas and scope of the annual audit were discussed and defined together with the auditor.
On October 20, 2023, the Audit Committee discussed the BASF Group’s Quarterly Statement for the third quarter of 2023 and addressed the post-audit on major acquisitions and divestitures. The meeting also addressed the reporting on related party transactions as well as the Committee’s annual self-assessment of the effectiveness and efficiency of its work.
At the meeting on December 19, 2023, the auditors reported on the status of the annual audit, as well as the focus areas and the most important individual items. The Audit Committee also received reports on the internal control system for financial reporting and the appropriateness and effectiveness of the internal control system and the risk management system. Furthermore, the head of the Corporate Compliance unit reported on compliance topics. In this context, the Audit Committee dealt with the implementation of the German Supply Chain Due Diligence Act, which has been in force since January 1, 2023.
At all meetings, the Audit Committee addressed the main pending accounting issues and risks arising from threatened or pending litigation.
The Nomination Committee is responsible for preparing candidate proposals for the Supervisory Board members to be elected by the Annual Shareholders’ Meeting. The Nomination Committee is guided by the objectives for the composition of the Supervisory Board adopted by the Supervisory Board as well as the competence profile and diversity concept for the Supervisory Board. The Nomination Committee met once during the reporting period in the form of an in-person meeting. Its work focused on preparing the Supervisory Board’s proposals for the election of shareholder representatives to the Supervisory Board for the 2024 Annual Shareholders’ Meeting. By resolution of the shareholder representatives, an external consultant was commissioned to support this process. On this basis, the Nomination Committee decided at its meeting on December 19, 2023, to propose Tamara Weinert as a candidate for election as shareholder representative on the Supervisory Board at the Annual Shareholders’ Meeting on April 25, 2024. All members are standing for reelection in the 2024 scheduled elections of shareholder representatives, with the exception of Dame Alison Carnwath, who is stepping down.
The Strategy Committee, which was established to discuss strategic options for the further development of the BASF Group addressed the sale of Wintershall Dea AG’s exploration and production business to Harbour Energy plc at its meeting on October 4, 2023. The committee was informed in detail about the status of the negotiations by the Chairman of the Board of Executive Directors and the Chief Financial Officer and approved the next steps.
Corporate governance and Declaration of Conformity
In 2023, the Supervisory Board was once again intensely occupied with the corporate governance standards practiced in the company and the implementation of the recommendations and suggestions of the German Corporate Governance Code in the version dated April 28, 2022 (GCGC 2022).
In accordance with the recommendations of the German Corporate Governance Code and the guiding principles for the dialog between investors and German supervisory boards, the Chairman of the Supervisory Board again sought dialog with investors where appropriate in 2023.
Special onboarding events are held for the new members of the Supervisory Board to familiarize them with the basics of corporate governance at BASF, the organization and internal structures of the BASF Group, and the composition of its businesses and their strategies. Above and beyond this, the company also supports the members of the Supervisory Board with training for their activities on the Supervisory Board, whether through external offerings such as topic-specific seminars or internal information offerings such as site and plant visits to give them an insight into the portfolio as well as production and manufacturing methods.
At its meeting on December 20, 2023, the Supervisory Board approved the joint Declaration of Conformity by the Supervisory Board and the Board of Executive Directors in accordance with section 161 of the German Stock Corporation Act (AktG). BASF complies with all recommendations of the GCGC 2022. The Corporate Governance Report provides extensive information on the BASF Group’s corporate governance.
For the full Declaration of Conformity, see:
- Declaration of Conformity 2023 of the Board of Executive Directors and the Supervisory Board of BASF SE
- basf.com/en/corporategovernance
Independence and efficiency review
An important aspect of good corporate governance is the independence of Supervisory Board members and their freedom from conflicts of interest. The Supervisory Board bases the assessment of the independence of its members on the recommendations of the German Corporate Governance Code and the additional criteria for assessing the independence of Supervisory Board members contained in the Rules of Procedure of the Supervisory Board. The criteria used to assess independence are presented in the Corporate Governance Report. Based on these criteria, the Supervisory Board came to the conclusion that all of the six shareholder representatives and five of the six employee representatives – 11 of the 12 members of the Supervisory Board in total – are considered to be independent as of the end of 2023. Employee representative Michael Vassiliadis was formally classified as nonindependent due to the length of his membership on the Supervisory Board, which exceeds 12 years. Above and beyond this, the Supervisory Board does not see any indications that the Supervisory Board role is not performed completely independently. In cases where Supervisory Board members hold supervisory or management positions at companies with which BASF has business relations, we see no impairment of their independence. The scope of these businesses is not material and furthermore, they are conducted at arm’s length.
The Supervisory Board regularly reviews the efficiency of its activities in the form of a self-assessment. To this end, the Chairman of the Supervisory Board most recently conducted a written survey of all Supervisory Board members in the fourth quarter of 2022 on the basis of a detailed questionnaire covering the entire range of relevant Supervisory Board topics, supplemented by individual discussions. In 2023, individual discussions were held between members of the Supervisory Board and the Chairman of the Supervisory Board. These discussions confirmed that the Supervisory Board works together professionally and with a high degree of trust. The composition and structure of the Supervisory Board continue to be regarded as effective and efficient.
The Audit Committee conducted a detailed self-assessment of its activities in 2023. This was based on a questionnaire sent to all members of the Audit Committee, the results and detailed suggestions of which were discussed in depth by the Audit Committee at its meeting on October 20, 2023. Material subjects were the organization and content of meetings, meeting documents and reports, participants and quality of discussions at meetings, reporting to the Supervisory Board on the work of the Audit Committee, access to external and internal auditors, cooperation with management and the appropriateness of the Audit Committee’s performance of its duties in accordance with the Statutes and the Rules of Procedure. On this basis, the members judged the Audit Committee’s work to be efficient and appropriate. There was no fundamental need for improvement. As a suggestion, sustainable finance will be addressed and implemented as an additional topic in 2024.
Separate and Consolidated Financial Statements; Compensation Report
KPMG AG Wirtschaftsprüfungsgesellschaft, the auditor elected by the Annual Shareholders’ Meeting for the 2023 reporting year, has audited the Financial Statements of BASF SE and the BASF Group Consolidated Financial Statements, which were prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted by the European Union, and the additional requirements that must be applied in accordance with section 315e(1) of the German Commercial Code (HGB), including the Combined Management’s Report and the accounting records from which they were prepared, and have approved them free of qualification. Furthermore, the auditor certified that the Board of Executive Directors had taken the measures incumbent on it under section 91(2) of the German Stock Corporation Act (AktG) in an appropriate manner. In particular, it had instituted an appropriate early risk detection system that fulfilled the requirements of the company and is suitable for the early identification of developments that could pose a risk to the continued existence of the BASF Group. The results of the audit as well as the procedure and material findings of the audit of the financial statements are presented in the Auditor’s Report.
Beyond the statutory audit of the Financial Statements, KPMG conducted, on behalf of the Supervisory Board, a limited assurance of the Nonfinancial Statements (NFSs) for BASF SE and the BASF Group, which are integral parts of the Combined Management’s Report. On the basis of its audit, KPMG did not raise any objections to reporting and the satisfaction of the relevant statutory requirements. The auditor also audited the Compensation Report for the 2023 reporting year established in accordance with section 162 AktG, including the related disclosures.
- The assurance report issued by KPMG on the substantive audit of the NFS
- The assurance report issued by KPMG on the audit of the Compensation Report
The auditor’s reports were sent in a timely manner to every member of the Supervisory Board. The auditor attended the accounts review meeting of the Audit Committee on February 20, 2024, as well as the accounts meeting of the Supervisory Board on February 21, 2024, and reported on the procedure and material findings of its audit, including the key audit matters described in the Auditor’s Report. The auditor also provided the Supervisory Board with detailed explanations of the reports on the day before the accounts meeting.
The Audit Committee reviewed the Separate and Consolidated Financial Statements of BASF SE, the Combined Management’s Report and the Compensation Report at its meeting on February 20, 2024, including the reports prepared by the auditor and the key audit matters specified in the Auditor’s Report, and discussed them in detail with the auditor. The chair of the Audit Committee gave a detailed account of this preliminary review at the Supervisory Board meeting on February 21, 2024. On this basis, the Supervisory Board examined the Financial Statements of BASF SE for 2023, the proposal by the Board of Executive Directors for the appropriation of profit, and the 2023 Consolidated Financial Statements and Combined Management’s Report for the BASF Group and BASF SE. The results of the preliminary review by the Audit Committee and the results of the Supervisory Board’s own examination fully concur with those of the audit. The Supervisory Board sees no grounds for objection to the management or the reports submitted.
At its accounts meeting on February 21, 2024, the Supervisory Board approved the Financial Statements of BASF SE and the Consolidated Financial Statements of the BASF Group prepared by the Board of Executive Directors making the 2023 Financial Statements of BASF SE final. The Supervisory Board concurred with the proposal of the Board of Executive Directors regarding the appropriation of profit and the payment of a dividend of €3.40 per share.
Also at the meeting on February 21, 2024, the Supervisory Board discussed with the Board of Executive Directors the joint Compensation Report of the Board of Executive Directors and the Supervisory Board in accordance with section 162 AktG and approved it.
Composition of the Supervisory Board
The composition of the Supervisory Board did not change in 2023. The mandates of all current Supervisory Board members run until the end of the current Supervisory Board period, that is, until the Annual Shareholders’ Meeting 2024. At its meeting on November 30, 2023, the BASF Europa Betriebsrat (European Works Council) unanimously reelected the six current employee representatives from the Supervisory Board. Their new term of office begins at the end of the Annual Shareholders’ Meeting on April 25, 2024, and ends at the end of the Annual Shareholders’ Meeting in 2028.
According to the Supervisory Board’s assessment, the current members meet the objectives for the composition of the Supervisory Board in full with respect to the competence profile and the diversity concept. This also applies to the expertise on the sustainability topics important to BASF.
Ludwigshafen, February 21, 2024
The Supervisory Board
Dr. Kurt Bock
Chairman of the Supervisory Board