Good governance

We’re committed to the principles of good corporate management.

We attach great importance to compliance with legal requirements as well as company guidelines.

Compliance violations can have a major impact on our reputation and economic success. To prevent these significant damages, the Executive Board of Encavis AG has developed a compliance management system that protects the interests of all stakeholders. Compliance is essential for our boards, managers and employees. They contribute to strengthening the confidence of business partners, shareholders and the capital market in the company. Compliance Management controls various measures in defined compliance areas on the basis of ISO 37301. It is the central point of contact for all compliance issues.

Principles of our
corporate governance

The principles of corporate governance at Encavis AG are geared towards long term and sustainable increase in the value of the company. In this sense, we are guided by the German Corporate Governance Code.

Code of Conduct

Encavis Code of Conduct

The Encavis AG Code of Conduct builds on the values lived every day at Encavis and includes all the standards and core values that guide us. The Code serves as a clear and binding guideline for the company management as well as for all employees.

Encavis Business Partner Code of Conduct

The Business Partner Code of Conduct serves as the basis for business relationships between Encavis AG and its business partners. It includes the recognition of general international agreements and standards. Furthermore, respect for the United Nations Guiding Principles on Business and Human Rights and compliance with fundamental conventions of the International Labor Organization (ILO) are considered prerequisites for cooperation with Encavis.

Know your customer

Meticulous onboarding for business partners

We choose our business partners carefully and conduct all due diligence, particularly with regard to corruption and fraud risks. Money-laundering requirements help us verify the identities of our business partners. Depending on the area of business in question, the requirements may vary. Our aim is to avoid financial losses and damage to our reputation.

Remuneration systems and compensation report

The remuneration systems for members of the Executive Board and the Supervisory Board of Encavis AG are based on the corresponding legal requirements, in particular in Sections 87, 87a, Section 113 and 120a of the German Stock Corporation Act (AktG). In addition, the recommendations of the German Corporate Governance Code are taken into account within the framework of the declaration of conformity pursuant to Section 161 AktG

The compensation system for the members of the Executive Board was approved by the Annual General Meeting on May 27, 2021 with a majority of 86.14% of the capital represented.

The remuneration system for the members of the Executive Board makes an important contribution to the promotion of the corporate strategy and the long-term, sustainable and value-creating development of the Company. Here you can access the current remuneration system for the members of the Executive Board of Encavis AG:

The compensation system for the Supervisory Board was approved by the Annual General Meeting on May 27, 2021 with a majority of 99.01% of the capital represented.

The compensation system is governed by § 15 of the Company's Articles of Association. The compensation ensures the acquisition of competence and independence on the Supervisory Board in monitoring, which benefits the long-term development of the Company. Here you can access the current remuneration system for the members of the Supervisory Board of Encavis AG:

The Compensation Report 2021 was approved by the Annual General Meeting on May 19, 2022 with a majority of 60.58% of the capital represented.

The Executive Board and Supervisory Board of Encavis AG are required to prepare an annual remuneration report in accordance with the statutory requirements in Section 162 of the German Stock Corporation Act (AktG). Encavis AG has decided to have the annual remuneration report audited by the auditor also materially beyond the requirements of Section 162 (3) sentence 1 and Section 2 AktG.

You can access the current remuneration report together with the auditor's report here.

Listed companies must pass a resolution on the compensation of the members of the Supervisory Board (Section 113 AktG) and on the compensation of the members of the Executive Board (Section120a AktG) at least every four years. Furthermore, in addition to the respective resolution of the Annual General Meeting on the approval of the compensation systems, the compensation systems as such must also be published on the company's website.

Whistleblower System

Encavis AG and its subsidiaries are committed to the principles of good, compliant, responsible and sustainable corporate governance. Encavis AG's anonymous whistleblowing system (EQS.safe channel) gives you the opportunity to inform us about violations of legal requirements and/or compliance rules and thus contribute to their follow-up and detection. Through Encavis AG's anonymous whistleblower system, you can, for example, provide information on the following topics: Bribery, Corruption, Kickbacks. Theft, embezzlement, misappropriation Antitrust problems

 REPORTING SUSPICIOUS BEHAVIOUR

We’re grateful for any tips about potential violations.

If you’d like to report suspicious behaviour or an actual violation, you can either do so anonymously via our whistle-blower system, or alternatively contact our compliance management team directly. All information will be taken very seriously and handled with complete confidentiality. If a breach of compliance is discovered, Encavis AG will cooperate fully to resolve the matter in question. In addition, we review our processes regularly and continually optimise our internal compliance management system.

Natalie Grüber

Director Legal