The compensation of Supervisory Board members is set forth in our Articles of Association, which our shareholders amend from time to time at their annual meetings. Such compensation provisions were most recently amended at our 2003 annual shareholder’s meeting on June 10, 2003.
For the period prior to such meeting, the following compensation policies applied. The compensation generally consisted of a fixed remuneration of € 7,000 per year (plus value-added tax (Umsatzsteuer)) and a dividend-based bonus of € 2,500 per year for every full or fractional € 0.05 increment by which the dividend we distributed to our shareholders exceeded € 0.15 per share. We increased the dividend-based bonus of each Supervisory Board member by 25% for each committee on which the Supervisory Board member sat. We paid the chairperson twice the total compensation of a regular member, and we paid the deputy chairperson one and a half times the total compensation of a regular member.
For the period following such meeting, the following compensation policies apply. The compensation generally consists of a fixed remuneration of € 30,000 per year (plus value-added tax (Umsatzsteuer)) and a dividend-based bonus of € 1,000 per year for every full or fractional € 0.05 increment by which the dividend we distribute to our shareholders exceeds € 0.15 per share. We increase both the fixed remuneration and the dividend-based bonus of each Supervisory Board member by 25% for each committee on which the Supervisory Board member sits, except that for the chair of a committee the rate of increment is 50% and if the committee chairman is not identical with the Supervisory Board chairman the rate of increment is 75%. These amounts are based on the premise that the respective committee has met during the financial year. We pay the chairperson three times the total compensation of a regular member, and we pay the deputy chairperson one and a half times the total compensation of a regular member. The members of the Supervisory Board also receive an annual remuneration linked to our long-term success; this remuneration varies in size depending on how the ratio between the total return on our shares – based on share price development, dividend and capital actions – and the average total return of shares of a group of peer companies currently consisting of Citigroup Inc., Credit Suisse Group, J. P. Morgan Chase & Co., Merrill Lynch & Co. Inc. and UBS AG, has developed in the three financial years immediately preceding the year for which the remuneration is paid. If the ratio lies between -10% and +10% each member receives an amount of € 15,000; if our shares outperform the peer group by 10% to 20%, the payment increases to € 25,000; and in case of a more than 20% higher performance it rises to € 40,000. The members of the Supervisory Board receive a meeting fee of € 1,000 for each meeting of the Supervisory Board and its committees in which they take part. In addition, in our interest, the members of the Supervisory Board will be included in any financial liability insurance policy held in an appropriate amount by us, with the corresponding premiums being paid by us.
Both before and after the amendment of the compensation provisions, the following policies applied. We also reimburse members of the Supervisory Board for all cash expenses and any value-added tax (Umsatzsteuer) they incur in connection with their roles as members of the Supervisory Board. Employee-elected members of the Supervisory Board also continue to receive their employee benefits. For Supervisory Board members who served on the board for only part of the year, we pay a fraction of their total compensation based on the number of months they served, rounding up or down to whole months.
We compensate our Supervisory Board members after the end of each fiscal year. In January 2004, we paid each Supervisory Board member the fixed portion of their remuneration for their services in 2003 and their meeting fees. The remuneration linked to our long-term success was defined to be zero. In addition, we will pay each of them for their services in 2003 a dividend-based bonus after the shareholders’ meeting in June 2004. The following table shows the individual remuneration of the members of the Supervisory Board for their services in 2003, assuming that the shareholders’ meeting in June 2004 approves the envisaged dividend of € 1.50 per share.
| in € | Compensation for fiscal year 2003 | |||
| Members of the Supervisory Board | Fixed | Variable | Meeting Fee | Total |
| Dr. Rolf-E. Breuer | 80,208 | 165,375 | 11,000 | 256,583 |
| Dr. Karl-Hermann Baumann | 37,916 | 73,688 | 9,000 | 120,604 |
| Heidrun Förster | 39,375 | 94,781 | 7,000 | 141,156 |
| Dr. Ulrich Cartellieri | 33,542 | 76,781 | 11,000 | 121,323 |
| Klaus Funk | 20,416 | 43,875 | 3,000 | 67,291 |
| Ulrich Hartmann2 | 21,875 | 19,687 | 5,000 | 46,562 |
| Gerald Herrmann1 | 2,917 | 28,125 | – | 31,042 |
| Sabine Horn | 24,792 | 54,844 | 4,000 | 83,636 |
| Rolf Hunck2 | 21,875 | 19,687 | 5,000 | 46,562 |
| Sir Peter Job | 24,792 | 54,844 | 6,000 | 85,636 |
| Prof. Dr. Henning Kagermann | 20,416 | 43,875 | 3,000 | 67,291 |
| Ulrich Kaufmann | 24,792 | 47,812 | 5,000 | 77,604 |
| Peter Kazmierczak1 | 2,917 | 28,125 | – | 31,042 |
| Adolf Kracht1 | 2,917 | 35,156 | – | 38,073 |
| Prof. Dr.-Ing. E.h. Berthold Leibinger1 | 2,917 | 28,125 | – | 31,042 |
| Henriette Mark2 | 17,500 | 15,750 | 3,000 | 36,250 |
| Margret Mönig-Raane | 20,416 | 43,875 | 3,000 | 67,291 |
| Dr. Michael Otto | 20,416 | 43,875 | 2,000 | 66,291 |
| Gabriele Platscher2 | 17,500 | 15,750 | 3,000 | 36,250 |
| Karin Ruck2 | 17,500 | 15,750 | 3,000 | 36,250 |
| Klaus Schwedler1 | 2,917 | 28,125 | – | 31,042 |
| Tilman Todenhöfer | 20,416 | 43,875 | 3,000 | 67,291 |
| Michael Freiherr Truchseß von Wetzhausen1 | 2,917 | 35,156 | – | 38,073 |
| Lothar Wacker1 | 2,917 | 35,156 | – | 38,073 |
| Dipl.-Ing. Dr.-Ing. E.h. Jürgen Weber2 | 17,500 | 15,750 | 3,000 | 36,250 |
| Dipl.-Ing. Albrecht Woeste | 20,416 | 43,875 | 3,000 | 67,291 |
| Leo Wunderlich2 | 17,500 | 15,750 | 3,000 | 36,250 |
| Total | 539,582 | 1,167,467 | 95,000 | 1,802,049 |
| 1 | Member until June 10, 2003 |
| 2 | New member since June 10, 2003 |
As mentioned above, most of the employee-elected members of the Supervisory Board are employed by us. In addition, Dr. Breuer and Dr. Cartellieri were formerly employed by us. The aggregate compensation we and our consolidated subsidiaries paid to such members as a group during the year ended December 31, 2003 for their services as employees or status as former employees (including retirement, pension and deferred compensation) was € 5,000,572.