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).
Documents
Articles of association
Code of business conduct
Declaration of compliance pursuant to section 161 of the German Stock Corporation Act (Aktiengesetz)
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.
Remuneration
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 15 May 2025 with a majority of 99.57% of the votes cast, pursuant to section 113(3) of the AktG.
Rules of procedure
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.