Monday 2 February 2009

Germany: amending the Corporate Governance Code

The German Corporate Governance Code Commission recently held an extraordinary plenary meeting at which it decided to consider making amendments to its Corporate Governance Code when it meets again in May. In the Commission's announcement, it is stated that at the extraordinary meeting:

There was a broad acceptance of creating even stronger incentives for sustainable corporate development via appropriate compensation structures for management boards, so that senior managers receive remuneration commensurate with long-term corporate success, or lack thereof. In this context, the Commission is also calling for an extension of the exercise period for equity options to to three years. Furthermore, there was consensus that senior management compensation should, be measured in relation to a company's basic compensation structure in future. Until now, yardsticks for assessing the appropriateness of board-level remuneration have included the board member's own performance, the company's economic health, and the market environment.

In addition, there was a positive response to a proposal calling for a stronger emphasis on adequate diversity when nominating supervisory boards. A greater spread of nationalities and a better representation of women are the key objectives in this respect".

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