Corporate Governance describes for the Executive Board and Supervisory Board of Hannover Re an institutional framework for the management and supervision of the company in all key areas of enterprise constitution. The goal is to bring about sustained growth in the value of the company as well as to strengthen and consolidate on a lasting basis the trust placed in the enterprise by our shareholders, business partners, clients, employees and the general public. A state-of-the-art Corporate Governance culture continues to be enshrined in Hannover Re's business practices as a matter of course.
The Supervisory Board considered the various changes to the German Corporate Governance Code (DCKG) as amended on 5 May 2015 and in this connection specified a regular limit on the length of membership of the Supervisory Board. It also determined the differentiations that are required for the vertical comparison of remuneration pursuant to Item 4.2.2 of the Code. In addition, the Supervisory Board received a report on the design of the remuneration schemes pursuant to § 3 Para. 5 of the Regulation on the Supervisory Law Requirements for Remuneration Schemes in the Insurance Sector (VersVergV) as well as the compliance, internal audit and risk reports. The procedure to evaluate the efficiency of the Supervisory Board’s activities on a regular basis was adopted in accordance with Item 5.6 of the Code.
Recommendations of the Code as amended 5 May 2015
As in the previous year, Hannover Rück SE diverges in its implementation of the recommendations of the German Corporate Governance Code in four respects from the version of the Code as amended 24 June 2014 (Code Section 4.2.3 Para. 2: Caps on the amount of variable compensation elements in Management Board contracts; Code Section 4.2.3 Para. 4: Caps on severance payments in Management Board contracts; Code Section 5.2 Para. 2: Chairman of the Audit Committee; Code Section 5.3.2: Independence of the Chairman of the Audit Committee). The reasons for the divergences are set out in the Declaration of Conformity.