Course of Annual General Meeting - Seite 3

Re 9.2
The proposed amendments to the Indemnification scheme for the Board and consequential changes to section 7 of the Remuneration Policy were approved. The Directors’ and officers’
liability in section 7 of the Remuneration Policy is therefore to be read as follows:

“To be able to attract and retain qualified members of the Board it is the Company’s policy to take out customary directors’ and officers’ liability insurance (D&O insurance). The Company may also, to the furthest extent permitted by law, and subject to certain and specific financial limitations, indemnify members of the Board from and against any liability and loss, arising out of any claims raised by any third party (except for the Company or a company within the Company's group), that a member of the Board personally incurs in the discharge of their duties and services. Notwithstanding anything to the contrary otherwise stipulated in this Remuneration Policy, any indemnification paid by the Company shall cover any applicable personal taxes owed by any member of the Board having benefitted from the indemnification. The indemnification shall be for the sole benefit of members of the Board and no third party shall be entitled to rely on or derive any benefits therefrom. Any indemnification will be secondary to but not conditioned on coverage under any D&O insurance taken out by the Company and will not include claims raised due to a member of the Board’s fraud, criminal offences, willful misconduct or gross negligence. Furthermore, any indemnification undertaking by the Company shall be limited to a specific period counted from the time of departure as member of the Board. Subject to the terms and conditions set out in this paragraph, the Board is authorised to determine the detailed terms of any indemnification scheme, including coverage, and to manage and administer the indemnification scheme, and to take any decisions under the scheme in respect of any claims. Likewise, the Board has the authority to determine the detailed terms of any indemnification scheme with the Executive Management.”

Re 9.3
The proposal to adopt the Remuneration Policy as a whole was adopted including the prosed changes in:

Re 9.3.A
The proposal to amend the wording of the of the paragraph “Derogation from this Remuneration Policy” in section 1 of the Remuneration Policy to read as follows:

"The Board of Directors may, in exceptional circumstances, decide to deviate from the specific requirements of the Remuneration Policy, where it assesses that such derogation is necessary to support the long-term interests of the Company, including in order to attract or retain Executive Management.  The process for deviating from the Remuneration Policy is that the Remuneration Committee will evaluate and submit a recommendation for the Board of Directors’ consideration and approval, if deemed appropriate in order to meet the overall objectives of the Remuneration Policy. Derogations can only be made in relation to Executive Management, and the elements that may be derogated from include changes to the relative proportion of the remuneration elements (annual base salary, STIP and LTIP), terms for LTIP (including instrument), exit terms (for STIP and LTIP) and notice period.  Any derogation is subject to disclosure in the Remuneration Report for the financial year to which the derogation applies”.