Corporate Governance

Our executive and supervisory boards identify with the aims of the German Corporate Governance Code, promoting responsible and transparent management and control, focused on sustainable growth of our equity value.
The executive and supervisory boards of Symrise AG follow the recommendations of the German Corporate Governance Code in its currently effective version.
Please find consecutively our current and previous compliance statements.
Declaration of Compliance December 2010 Pursuant to § 161 of Germany's Stock Corporation Act
Under § 161 of the Germanay's Stock Corporation Act (AktG - Aktiengesetz), the Executive Board and the Supervisory Board of a listed company must issue an annual declaration detailing whether the company was and is in compliance with the German Corporate Governance Code and detailing recommendations of the Code that have not been applied.
Wording of the declarationOn the basis of their deliberations, the Executive Board and the Supervisory Board of Symrise AG issued a new declaration of compliance on December 14, 2010, pursuant to § 161 AktG. The declaration is worded as follows:
In accordance with § 161 AktG, the Executive and Supervisory Board of Symrise AG state that:
Symrise AG has without exception complied with all recommendations issued by the Government Commission of the German Corporate Governance Code (version: May 26, 2010) published by the German Federal Ministry of Justice on July 2, 2010 in the official part of the electronic Federal Gazette (Bundesanzeiger) and will continue to do so in future.
December 14, 2010
Supervisory Board and Executive Board
Symrise AG
Declaration of Compliance March 2010 Pursuant to § 161 of Germany's Stock Corporation Act Introduction
Under § 161 of Germany's Stock Corporation Act (AktG – Aktiengesetz), the Executive Board and the Supervisory Board of a listed company must issue an annual declaration detailing whether the company was and is in compliance with the German Corporate Governance Code and detailing recommendations of the Code that have not been applied.
Wording of the declarationOn the basis of their deliberations, the Executive Board and the Supervisory Board of Symrise AG issued a new declaration of compliance on March 2, 2010, pursuant to § 161 AktG. The declaration is worded as follows:
In accordance with § 161 AktG, the Executive and Supervisory Board of Symrise AG state that:
"Symrise has fully complied with the recommendations made by the Government Commission on the German Corporate Governance Code (version: June 18, 2009) published by the German Federal Ministry of Justice on August 5, 2009 in the official part of the electronic Federal Gazette (Bundesanzeiger) and will continue to do so in the future. Symrise has almost fully complied with the recommendations made by the Government Commission on the German Corporate Governance Code in the past. The two deviations to Section 3.8, Paragraph 2 (an agreement on an appropriate deductible of D&O insurance) and Section 5.1.2 Paragraph 2, Sentence 3 (an age limit for members of the Executive Board) of the German Corporate Governance Code (version: June 6, 2008) published by the German Federal Ministry of Justice on August 8, 2008, in the official part of the electronic Federal Gazette (Bundesanzeiger) have ceased to apply since January 1, 2010."
March 2, 2010
Supervisory Board and Executive Board
Symrise AG
Compliance statement according to section 161 stock corporation act in its version after BilMoG came into force
Supervisory Board and Executive Board of Symrise AG do hereby confirm that, except in two cases, Symrise AG has complied and will comply in the future with the recommendations issued by the governmental commission German Corporate Governance Codex and published by the federal ministry of justice in the official section of the electronic federal gazette on August 8th 2008. In contradiction to clause 3.8 paragraph 2 the director's and officers insurance policy signed for board members and members of the leadership teams does not contain a deductible. In contradiction to clause 5.1.2 paragraph 2 sentence 3 no age limit for members of the Executive Board does exist.
Justification of divergences:
The Executive Board and the Supervisory Board are of the opinion that the deductible of a D&O insurance, which does not strictly insure against financial losses, is not an adequate means of achieving the objectives of the Code. In any case, wilful neglect of duty is exempted from insurance coverage. Members of the Executive Board and the Supervisory Board could cover the deductibles with their own insurance policy, thereby negating the actual function of the deductible. In addition, unlike other forms of insurance, deductibles in the case of D&O insurance do not result in any reductions on premiums. The company, therefore, would have to pay the same price for less performance by the insurer.
No age limit was set for Executive Board members because the company should generally also have access to the expertise of experienced members. Exclusion based solely on age does not seem wise to the Executive Board and the Supervisory Board, since this could lead to a mere formality blocking an optimum Executive Board appointment.
June 22, 2009
Supervisory Board and Executive Board
Symrise AG
Compliance statement 2009 according to section 161 stock corporation act
Supervisory Board and Executive Board of Symrise AG do hereby confirm that, except in two cases, Symrise AG has complied and will comply in the future with the recommendations issued by the governmental commission German Corporate Governance Codex and published by the federal ministry of justice in the official section of the electronic federal gazette on August 8th 2008. In contradiction to clause 3.8 paragraph 2 the director's and officers insurance policy signed for board members and members of the leadership teams does not contain a deductible. In contradiction to clause 5.1.2 paragraph 2 sentence 3 no age limit for members of the Executive Board does exist.
February 25, 2009
Supervisory Board and Executive Board
Symrise AG
Compliance statement 2008 according to section 161 stock corporation act
Supervisory Board and Executive Board of Symrise AG do hereby confirm that, except in two cases, Symrise AG has complied and will comply in the future with the recommendations issued by the governmental commission German Corporate Governance Codex and published by the federal ministry of justice in the official section of the electronic federal gazette on July 20th 2007. In contradiction to clause 3.8 paragraph 2 the director's and officers insurance policy signed for board members and members of the leadership teams does not contain a deductible. In contradiction to clause 5.1.2 paragraph 2 sentence 3 no age limit for members of the Executive Board does exist.
February 29, 2008
Supervisory Board and Executive Board
Symrise AG
Compliance statement 2007 according to section 161 stock corporation act
Supervisory Board and Executive Board of Symrise AG do hereby confirm that, except in two cases, Symrise AG has complied with the recommendations issued by the governmental commission German Corporate Governance Codex and published by the federal ministry of justice in the official section of the electronic federal gazette on June 12th 2006. In contradiction to clause 3.8 paragraph 2 the director's and officers insurance policy signed for board members and members of the leadership teams does not contain a deductible. In contradiction to clause 5.1.2 paragraph 2 sentence 3 no age limit for members of the Executive Board does exist.
March 28, 2007
Supervisory Board and Executive Board
Symrise AG
