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Corporate Governance

The management and supervisory structures at Heidelberg Materials comply with the regulations under the German Stock Company Act, the company's Articles of Association, the procedural rules of the Managing Board and Supervisory Board, and – see statement of compliance – the German Corporate Governance Code (GCGC).

Principles and Guidelines of our sustain­able management can be found at

Governance and Compliance

See also

Human Rights

Documents

Declaration of compliance pursuant to section 161 of the German Stock Corporation Act (Aktiengesetz)

Declaration of Compliance 2024

Declaration of Compliance 25/30 January 2024

PDF, 134.31 KB

Previous Declarations of Compliance

Declaration of Compliance 13/30 January 2023

PDF, 519.95 KB

Declaration of Compliance 31 January / 11 February 2022

PDF, 79.19 KB

Declaration of Compliance 12/22 February 2021

PDF, 80.45 KB

Statement of Compliance 14/18 February 2020

PDF, 66.47 KB

Statement of Compliance 18/19 February 2019

PDF, 66.13 KB

Statement of Compliance 19/20 February 2018

PDF, 15.12 KB

Statement of Compliance 13/14 February 2017

PDF, 30.21 KB

Statement of Compliance 15/16 February 2016

PDF, 51.78 KB

Statement of Compliance 9/10 February 2015

PDF, 27.62 KB

Statement of Compliance 6 February 2014

PDF, 28.94 KB

Statement of Compliance 5/7 February 2013

PDF, 26.7 KB

Statement of Compliance 28 June 2012

PDF, 22.24 KB

Statement of Compliance 9 February 2012

PDF, 37.54 KB

Corporate Governance Statement
Corporate Governance Statement 2023

PDF, 224.31 KB

Corporate Governance Statement 2022

PDF, 183 KB

Corporate Governance Statement 2021

PDF, 65.23 KB

Governance Presentation
Governance Presentation 2024

PDF, 3.23 MB

Chairman's Letter
Chairman's Letter 2024

PDF, 193.77 KB

Articles of Association

Articles of Association of Heidelberg Materials AG, in the changed version pursuant to the resolutions of the General Meeting as of 16 May 2024.

Articles of Association

PDF, 149.21 KB

Code of Busi­ness Conduct

The Code of Business Conduct describes our values of high ethical and legal standards for all our business activities from strategic planning to day-to-day procedures.

Code of Business Conduct

PDF, 1.26 MB

Supplier Code of Conduct

We do emphasise the importance of responsible sourcing and supplier sustainability in all our procurement activities along our Sustainability Commitments 2030.

Supplier Code of Conduct Heidelberg Materials AG

PDF, 185.01 KB

Remuneration Report 

The remuneration report pursuant to section 162 of the German Stock Corporation Act (Aktiengesetz, AktG) including the associated auditor's report can be found here.

Remuneration Report 2023

PDF, 581.44 KB

Previous year

Remuneration Report 2022

PDF, 430.31 KB

Remuneration system of the Managing Board

The current remuneration system for the members of the Managing Board of Heidelberg Materials AG was approved by the Annual General Meeting on 16 May 2024 with a majority of 96.21% of the votes cast, pursuant to section 120a(1) of the AktG.

2024+ Managing Board Remuneration System

PDF, 286.52 KB

Remuneration system of the Su­per­vi­so­ry Board

The current remuneration system for the members of the Supervisory Board of Heidelberg Materials AG was approved by the Annual General Meeting on 11 May 2023 with a majority of 99.80% of the votes cast, pursuant to section 113(3) of the AktG.

Remuneration system of the Supervisory Board

PDF, 473.24 KB

Rules of Pro­ce­dure for the Managing Board

The Managing Board Rules of Procedure govern, in connection with the schedule of responsibilities, the work of the Managing Board, in particular the departmental responsibilities of individual members of the Managing Board, matters reserved for the full Managing Board, and the required majority for resolutions.

Rules of Procedure for the Managing Board

PDF, 127.42 KB

Rules of Pro­ce­dure for the Su­per­vi­so­ry Board

The rules of procedure regulate the tasks and responsibilities of the Supervisory Board according to the law and the articles of association. They have the task of indicating to the members of the Supervisory Board their rights and duties, delineating responsibilities and facilitating cooperation among the administrative bodies and with the members.

Rules of Procedure for the Supervisory Board

PDF, 427.13 KB

Profile of Skills Su­per­vi­so­ry Board

Taking into account the recommendations set forth in section C.1 of the German Corporate Governance Code (“Code”) and section 289f para. 2 no. 6 of the German Commercial Code (diversity concept), the Supervisory Board determined specific objectives regarding its composition and a profile of skills for the Supervisory Board as a whole and amended these on 23 March 2022.

Profile of Skills Supervisory Board

PDF, 106.57 KB