Corporate Governance

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

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.

Declaration of compliance 2024

Previous declarations of compliance

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.

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 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.

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.

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 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.

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