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Related party information in accordance with IAS 24
Beiersdorf maintained relations with companies belonging to the Allianz Group as part
of its risk management activities in the year under review. Insurance providers are
selected and insurance transactions handled by an independent insurance broker. In
addition, goods and services are traded on a small scale between the Beiersdorf Group
and non-consolidated Beiersdorf companies in the course of normal business.
Business transactions with related parties are conducted on an arm’s length basis.
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 Commission on the German
Corporate Governance Code in accordance with § 161 Aktiengesetz (German Stock Corporation
Act) at the end of December 2003, and made this declaration permanently
accessible to shareholders on the Company’s website at www.Beiersdorf.com.
The declaration of compliance is also reproduced
in the Corporate Governance section.
Disclosures relating to the Executive Board and Supervisory Board
Total compensation
Total compensation for members of the Supervisory Board for 2003 amounted to €1,624
thousand (previous year: €1,393 thousand). In accordance with the Articles of Association,
this consists of a fixed component of €328 thousand (previous year: €259 thousand)
and variable, dividend-based compensation of €1,296 thousand (previous year:
€1,134 thousand). The members of the Supervisory Board did not receive any compensation
or benefits for services provided individually, such as advisory or agency services.
Total compensation for members of the Executive Board for 2003 totaled €5,844 thousand
(previous year: €5,313 thousand). This amount consists of a fixed component of €1,823
thousand (previous year: €1,813 thousand) and a variable, dividend-based component
of €4,021 thousand (previous year: €3,500 thousand).
Payments to former members of the Executive Board and their dependants amounted
to €1,407 thousand (previous year: €1,317 thousand). Total provisions for pension
commitments to former members of the Executive Board and their dependants amounted
to €13,615 thousand (previous year: €12,905 thousand).
Loans
No loans have been granted to members of the Executive Board and Supervisory Board.
Shareholdings
The members of the Supervisory Board and Executive Board of Beiersdorf AG hold a
combined total of less than 1 % of the shares issued by the Company.
Directors’ Dealings
The following disclosures in accordance with § 15a Wertpapierhandelsgesetz (German
Securities Trading Act) regarding the acquisition or disposal of shares in the Company
were received by the Company from members of the Supervisory Board and Executive
Board in 2003: The wife of Executive Board member Dieter W. Steinmeyer informed the
Company that she had sold 1,500 shares in the Company on June 4, 2003 at a price of
€115 per share. Supervisory Board member Dr. Carl Albrecht Claussen informed the
Company that he had sold 150,000 shares on December 11, 2003 at a price of €135.41
per share.
Events after the balance sheet date
On December 23, 2003, Beiersdorf AG published a public offer to buy back a total of up
to 8,400,000 Beiersdorf shares. This offer was addressed to all shareholders and
ended on January 23, 2004. The purchase price offered by Beiersdorf was €113.76 per
share. This represented a premium of 20 % to the average XETRA closing price for
Beiersdorf's shares during the last ten days before publication of the acquisition
offer. More information on the share buyback program and its outcome can be found
in the Investor Relations section.
No other significant events occurred after the balance sheet date.
Information on the Annual Financial Statements of Beiersdorf AG*
Balance sheet of Beiersdorf AG
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