Annual Stockholders’ Meeting 2024

FAQs

Annual Stockholders’ Meeting

This year’s Annual Stockholders’ Meeting of Bayer AG will be held on Friday, April 26, 2024, at 10:00 a.m. (CEST), exclusively as a virtual Annual Stockholders’ Meeting without the physical presence of stockholders or their proxy holders (with the exception of proxy holders designated by the Company).

 

Correctly registered stockholders and their proxies can join the virtual Annual Stockholders’ Meeting electronically via the Stockholders’ Portal and in this way participate in the Meeting and exercise their stockholder rights.

Registered stockholders and their proxies can join the Annual Stockholders’ Meeting electronically via the Stockholders’ Portal at www.stockholders-portal.bayer.com and in this way participate in the Meeting, exercise their stockholder rights and follow the video and audio transmission of the entire Meeting. Stockholders and their proxy holders only join the Meeting electronically and are included in the register of participants if they use their access through the Stockholders’ Portal during the Meeting rather than simply following the Meeting on the web page.

 

The entire Annual Stockholders’ Meeting can also be watched live by any other interested parties via our website.

The Annual Stockholders’ Meeting will be conducted in German.

 

We intend to provide English interpreters at the Annual Stockholders’ Meeting. This year, in view of the new virtual format allowing greater involvement of international investors during the Annual Stockholders’ Meeting, we will for the first time offer our stockholders the service of having their spoken contributions submitted in English translated into German by our translators. Please note that this is a voluntary offer by our company. We cannot guarantee that this service will be available and are not responsible for the accuracy of the translations. As in the past, you are free to arrange for your own translation of your spoken contributions into German, which is the official language at the Annual Stockholders’ Meeting.

Only those stockholders who are entered in the Company’s share register and have registered to participate in the virtual Annual Stockholders’ Meeting by the required date are eligible to do so and to exercise voting rights. Registration must be received by the Company at the latest by 24:00 (CEST) on Friday, April 21, 2024, at the following postal address or email address or by using the Stockholder’s Portal and following the instructions given there.

 

Bayer Aktiengesellschaft
c/o Computershare Operations Center
80249 Munich
Germany

 

Email: anmeldestelle@computershare.de

You can find information on how to exercise your right to vote here.

You can find information on how to exercise your right to speak here.

You can find information on how to exercise your right to information here.

You can find information on how to exercise your right to object here.

All motions and proposals for election from stockholders to be made available will be published on the internet website www.bayer.com/stockholders-meeting.

Statements duly submitted prior to the Annual Stockholders’ Meeting will be published together with the name of the stockholder who has submitted the statement on the website www.bayer.com/stockholders-meeting from Tuesday, April 02, 2024.

 

Please note that there is no legal entitlement to have a statement published. In particular, we reserve the right to withhold publication of statements that are not in accordance with the conditions set out in the Notice.

The Board of Management and Supervisory Board will propose to the Annual Stockholders’ Meeting that a dividend of EUR 0.11 per share carrying dividend rights be paid out for fiscal year 2023.

Provided that the Annual Stockholders’ Meeting decides in favor of paying out a dividend – as proposed – on April 26, 2024, the entitlement to the dividend for fiscal year 2023, in accordance with Section 58, Paragraph 4, Sentence 2 of the German Stock Corporation Act (AktG), is due on the third business day following the resolution of the Annual Stockholders’ Meeting, namely on May 2, 2024. The dividends will be paid via Clearstream Banking AG through the banks at which the securities accounts are held.

The Annual Stockholders’ Meeting on April 28, 2023, resolved to pay a dividend of EUR 2.40 per share carrying dividend rights for fiscal year 2022.

Registration for the Annual Stockholders’ Meeting

Documents for registering to participate, ordering proxy cards, postal voting and issuing proxies and voting instructions for the Annual Stockholders’ Meeting will be sent via post starting April 2, 2024, to stockholders registered in the share register.

 

Stockholders who have already agreed to be sent an email with the virtual Annual Stockholders’ Meeting documents will receive it at the email address they have specified.

Only those stockholders who are entered in the Company’s share register and have registered to participate in the virtual Annual Stockholders’ Meeting by the required date are eligible to do so and to exercise stockholder rights, in particular voting rights. Registration must be received by the Company at the latest by 24:00 (CEST) on Friday, April 19, 2024, at the following postal address or email address; or submitted electronically by using the password-protected Annual Stockholders’ Meeting internet service at www.stockholders-portal.bayer.com and following the instructions given there.

 

Bayer Aktiengesellschaft
c/o Computershare Operations Center
80249 Munich
Germany

 

Email: anmeldestelle@computershare.de

We attach great importance to addressing our stockholders directly and providing them with information promptly. That’s why we give them the option of receiving documents by email, which is quick and environmentally friendly.

You receive the documents for the Annual Stockholders’ Meeting by electronic means and you can use the Stockholders’ Portal to exercise your stockholder rights quickly and easily. Receiving documents by email means they will not be sent out by post. This helps us to lower printing costs and reduce our impact on the environment. It goes without saying that you will not miss out on any information by opting to receive documents by email.

So that in the future we can send the documents for the Annual Stockholders’ Meeting to you by email, please register via the Stockholders’ Portal online service at www.stockholders-portal.bayer.com using your stockholder number and the individual password sent to you with the documents for the Annual Stockholders’ Meeting. You can then register and set your own password.

 

Please keep the access details you choose in a safe place. You need them to log into our Stockholders’ Portal all year round, to check your stockholder details in our share register and to register for the Annual Stockholders’ Meeting during the registration period and exercise your stockholder rights.

 

If you have any questions, please contact the Stockholder Service on +49 (0) 214 / 30-47799.

Please log into our Stockholders’ Portal using the access details you chose for yourself. Select “My profile” to change your email address, choose the option “Communications settings” and make any changes you need to make. Complete the process with “Save”.

Stockholders’ Portal

You can contact our Stockholder Service on

Phone:+49 (0) 214 / 30-47799
Availability:Monday to Friday, 9 a.m. to 5 p.m. (CET) (except on public holidays)
In the period between April 15 and 26, 2024, we have extended our opening hours and are available from Monday to Friday – except on public holidays – from 8 a.m. to 6 p.m (CEST)
Email:aktionaersportal@computershare.de
Address:Bayer AG
c/o Computershare Operations Center
80249 Munich
Germany

The Stockholders’ Portal enables you to use the online service to register for the Annual Stockholders’ Meeting quickly and easily. You can also use this service to appoint proxies and issue instructions. We will continue to offer you the option of exercising your voting rights by means of postal voting as usual. You can make changes and cancellations, too.

 

In particular, it is possible to submit statements before the Annual Stockholders' Meeting, and questions and objections to the notarial record during the Meeting, via the Stockholders’ Portal.

 

Furthermore, you can register in our Stockholders’ Portal to receive Annual Stockholders’ Meeting documents by email in future, to check and update your user details, to view your data stored in the share register and to call up the verified voting results shortly after the Annual Stockholders’ Meeting.

Are you already registered on the Stockholders’ Portal?

 

Stockholders that have already registered on the Stockholders’ Portal can log in using their stockholder number and the password they have chosen. If you no longer have your password, please use the “Forgot password?” function.

 

Are you not registered on the Stockholders’ Portal?

 

Stockholders that have not yet registered on the Stockholders’ Portal need to register using their stockholder number as indicated in the documents they received for the 2024 Annual Stockholders’ Meeting and the individual password likewise sent with these documents.

Please contact our Stockholder Service, which will be happy to assist you. The Service can be contacted by calling +49 (0) 214 / 30-47799. We can also be reached by emailing aktionaersportal@computershare.de. Please give us your full name and your place of residence as well as a telephone number where you can be reached.

On the home page, click on the link “Forgot password?”. On the next page you can request a new password. For authentication, please enter your stockholder number and your email address that you provided on the Stockholders’ Portal. Then give your consent for the use of your email address for the “Forgot password?” function. Without providing your consent, you cannot use this function and will need to ring the hotline to obtain a new password. After giving your consent, click “Send”. We will then send an email with a link so you can choose a new password. Please be aware that the link expires after 30 minutes.

Please contact our Stockholder Service, which will be happy to assist you. The Stockholder Service can be contacted by calling +49 (0) 214 / 30-47799. You can also reach us by emailing aktionaersportal@computershare.de. Please give us your full name and your place of residence as well as a telephone number where you can be reached.

We take data protection for our stockholders very seriously. You will find our privacy information for stockholders and stockholder representatives at the Annual Stockholders’ Meeting of Bayer AG here.

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