Supervisory Board

The Supervisory Board of K+S

The Supervisory Board appoints the members of the Board of Executive Directors and supervises and advises the Board of Executive Directors in the conduct of business. The Supervisory Board is directly involved in decisions of fundamental importance to the Company.

The Supervisory Board of K+S Aktiengesellschaft carries out its activities in accordance with the law, the Articles of Association, its bylaws, and responsible corporate governance. It consists of 16 members and, in accordance with the German Codetermination Act, is made up of an equal number of shareholder and employee representatives.

The work of the K+S Supervisory Board is distributed among various bodies. In accordance with the bylaws for the Supervisory Board, there are five committees (Mediation Committee pursuant to Section 27 (3) of the German Codetermination Act, Strategy Committee, Audit Committee, Personnel Committee and Nomination Committee), whose respective chairmen regularly report to the Supervisory Board on the work of the committees.

The Chairman of the Supervisory Board coordinates the work of the Supervisory Board. The Chairman of the Supervisory Board is in close contact with the Board of Executive Directors, in particular its Chairman, between meetings.

Here you can find the supervisory board report for the 2023 financial year.

Chairman of the Supervisory Board

Dr. Andreas Kreimeyer, shareholder representative (independent member), born 1955

Graduate biologist (Dr. rer. nat)

Entrepreneur (former member of the Board of Executive Directors and Research Executive Director of BASF SE, Ludwigshafen)

Chairman of the Supervisory Board since May 10, 2017
Mandate until the end of the ordinary Annual General Meeting in 2025
Initial appointment: May 12, 2015

Other supervisory board mandates:
- K+S Minerals and Agriculture GmbH, Kassel (Chairman) (Group mandate)

Other supervisory bodies:
-

Curriculum vitae Dr. rer. nat. Andreas Kreimeyer

Other members of the Supervisory Board

Ralf Becker, Employee Representative - 1. Deputy Chairman, born in 1965

State District Manager North of ‘IG Bergbau, Chemie, Energie’ (Mining, Chemical, and Energy Union), Hanover
Union Secretary

Mandate until the end of the ordinary Annual General Meeting in 2028
Initial appointment: August 1, 2009

Other supervisory board mandates:
- Continental Reifen Deutschland GmbH, Hanover (Deputy Chairman)
- K+S Minerals and Agriculture GmbH, Kassel (Deputy Chairman) (Group mandate)
- German Shell Holding GmbH, Hamburg
- Shell Deutschland GmbH, Hamburg

Other supervisory bodies:
-

CV Ralf Becker

Thomas Kölbl, Shareholder Representative (independent member) - 2. Deputy Chairman, born in 1962, Financial Expert

Business graduate

Chief Financial Officer of Südzucker AG, Mannheim

Mandate until the end of the ordinary Annual General Meeting in 2026
Initial appointment: May 10, 2017

Other supervisory board mandates:
- K+S Minerals and Agriculture GmbH, Kassel (Group mandate)

Group companies of Südzucker Group
- CropEnergies AG, Mannheim (Member of the Supervisory Board)

Other supervisory bodies:
Group companies of Südzucker Group
- Freiberger Holding GmbH, Berlin (Member of the Advisory Board)
- Südzucker Versicherungs-Vermittlungs-GmbH, Mannheim (Chairman of the
Advisory Board)

CV Thomas Kölbl

Petra Adolph, Employee Representative, born in 1964

Masters in Political Science and Literature

Deputy State District Manager North of ‘IG Bergbau, Chemie, Energie’ (Mining, Chemical, and Energy Union), Hanover

Mandate until the end of the ordinary Annual General Meeting in 2028
Initial appointment: May 15, 2018

Other supervisory board mandates:
- K+S Minerals and Agriculture GmbH, Kassel (Group mandate)
- CEWE Foundation & Co. KGaA, Oldenburg

Other supervisory bodies:
-

CV Petra Adolph

André Bahn, Employee Representative, born in 1968

Electrician

Chairman of the general works council of K+S Group
Chairman of the works council of the Werra Plant, K+S Minerals and Agriculture GmbH, Kassel

Mandate until the end of the ordinary Annual General Meeting in 2028
Initial appointment: May 15, 2018

Other supervisory board mandates:
- K+S Minerals and Agriculture GmbH, Kassel (Group mandate)

Other supervisory bodies:
-

CV André Bahn

Carl-Albrecht Bartmer, Shareholder Representative (independent member), born in 1961

Entrepreneur/Agriculturist (former President of Deutsche Landwirtschafts-Gesellschaft (now DLG e.V.), Frankfurt)

Mandate until the end of the ordinary Annual General Meeting 2028
Initial appointment: January 23, 2024

Other supervisory board mandates:
- K+S Minerals and Agriculture GmbH, Kassel (Group mandate)
- CLAAS KGaA mbH, Harsewinkel
- Vereinigte Hagelversicherung VVaG , Gießen

Other supervisory bodies:
-

CV Carl-Albrecht Bartmer

Prof. Dr. Elke Eller, Shareholder Representative (independent member), born in 1962

Graduate economist

Professor

Investor (former member of the Board of Executive Directors of TUI Aktiengesellschaft, Hanover)

Mandate until the end of the ordinary Annual General Meeting 2027
Initial appointment: May 15, 2018

Other supervisory board mandates:
- K+S Minerals and Agriculture GmbH, Kassel (Group mandate)
- thyssenkrupp Steel Europe AG, Duisburg

Other supervisory bodies:
-

CV Prof. Dr. Elke Eller

Lars Halbleib, Employee Representative, born in 1978

Carpenter

2nd deputy Chairman of the General Works Council of the K+S Group
Chairman of the Works Council of the Neuhof-Ellers plant, K+S Minerals and Agriculture GmbH, Kassel

Mandate until the end of the ordinary Annual General Meeting in 2028
Initial appointment: August 12, 2022

Other supervisory board mandates:
- K+S Minerals and Agriculture GmbH, Kassel (Group mandate)

Other supervisory bodies:
-

CV Lars Halbleib

Markus Heldt, Shareholder Representative (independent member), born in 1958

Management Consultant

Mandate until the end of the ordinary Annual General Meeting in 2025
Initial appointment: May 12, 2021

Other supervisory board mandates:
- K+S Minerals and Agriculture GmbH, Kassel (Group mandate)

Other supervisory bodies:
- Biotalys (Member of the Board of Directors (non-executive))

CV Markus Heldt

Christiane Hölz, Shareholder Representative (independent member), born in 1972

Lawyer

Managing Director of Deutsche Schutzvereinigung für Wertpapierbesitz e.V., Düsseldorf

Mandate until the end of the ordinary Annual General Meeting in 2027
Initial appointment: May 10, 2023

Other supervisory board mandates:
- K+S Minerals and Agriculture GmbH, Kassel (Group mandate)
- Gelsenwasser AG, Gelsenkirchen

Other supervisory bodies:
-

CV Christiane Hölz

Michael Knackmuß, Employee Representative, born in 1975

Mechanic

1st deputy chairman of the general works council of K+S Group
Chairman of the works council of Zielitz Plant, K+S Minerals and Agriculture GmbH, Kassel

Mandate until the end of the ordinary Annual General Meeting in 2028
Initial appointment: July 11, 2014

Other supervisory board mandates:
- K+S Minerals and Agriculture GmbH, Kassel (Group mandate)

Other supervisory bodies:
-

CV Michael Knackmuß

Gerd Kübler, Employee Representative, born in 1967

Graduate engineer

Werra Plant Manager, K+S Minerals and Agriculture GmbH, Kassel

Mandate until the end of the ordinary Annual General Meeting in 2028
Initial appointment: January 1, 2016

Other supervisory board mandates:
-

Other supervisory bodies:
-

CV Gerd Kübler

Dr. Rainier van Roessel, Shareholder Representative (independent member), born in 1957

Business graduate

Independent Consultant (former member of the Board of Executive Directors and Labor Relations Director of LANXESS AG, Cologne)

Mandate until the end of the ordinary Annual General Meeting 2025
Initial appointment: June 10, 2020

Other supervisory board mandates:
- K+S Minerals and Agriculture GmbH, Kassel (Group mandate)
- Lanxess AG, Cologne (Chairman)
- Lanxess Deutschland GmbH, Cologne (Chairman)

Other supervisory bodies:
-

CV Dr. Rainier van Roessel

Peter Trotha, Employee Representative, born in 1983

Industrial Mechanic

Chairman of the Works Council of the Bernburg plant, K+S Minerals and Agriculture GmbH, Kassel

Mandate until the end of the ordinary Annual General Meeting in 2028
Initial appointment: August 17, 2021

Other supervisory board mandates:
- K+S Minerals and Agriculture GmbH, Kassel (Group mandate)

Other supervisory bodies:
-

CV Peter Trotha

Brigitte Weitz, Employee Representative, born in 1963

Personnel specialist

Chairwoman of the works council central technology South, K+S Minerals and Agriculture GmbH, Kassel

Mandate until the end of the ordinary Annual General Meeting in 2028
Initial appointment: August 26, 2020

Other supervisory board mandates:
- K+S Minerals and Agriculture GmbH, Kassel (Group mandate)

Other supervisory bodies:
-

CV Brigitte Weitz

Christine Wolff, Shareholder Representative (independent member), born in 1960

Management Consultant

Mandate until the end of the ordinary Annual General Meeting in 2027
Initial appointment: May 10, 2023

Other supervisory board mandates:
- K+S Minerals and Agriculture GmbH, Kassel (Group mandate)
- Sievert SE, Osnabrück
- Hochtief AG, Essen

Other supervisory bodies:
- Sweco AB, Stockholm

CV Christine Wolff

The Supervisory Board Committees

Seven bodies for effective governance

The work of the K+S Supervisory Board is distributed among various bodies. In this way, we ensure efficient control and targeted handling of complex issues.

Mediation Committee

The Mediation Committee formed in accordance with the provisions of the German Codetermination Act consists of the Chairman of the Supervisory Board, his deputy and one member each elected by the shareholder and employee representatives. It submits proposals to the Supervisory Board for the appointment of Management Board members if the required two-thirds majority is not achieved in the first ballot.

Andreas Kreimeyer, Speyer, Chairman, Shareholder Representative

Entrepreneur (former member of the Board of Executive Directors and Research Executive Director of BASF SE, Ludwigshafen)
Mandate until the end of the ordinary Annual General Meeting in 2025
Initial appointment to committee: May 10, 2017

André Bahn, Hohenroda , Employee Representative

Chairman of the general works council of K+S Group
Chairman of the works council of Werra plant, K+S Minerals and Agriculture GmbH, Kassel
Mandate until the end of the ordinary Annual General Meeting in 2028
Initial appointment to committee: August 24, 2022

Ralf Becker, Lindwedel, Employee representative

Regional Manager North of IG Bergbau, Chemie, Energie, Hannover (Mining, Chemical and Energy Industrial Union)
Mandate until the end of the ordinary Annual General Meeting in 2028
Initial appointment to committee: May 15, 2018

Thomas Kölbl, Speyer, shareholder representative

Chief Financial Officer of Südzucker AG, Mannheim
Mandate until the end of the ordinary Annual General Meeting in 2026
Initial appointment to committee: May 15, 2018

Strategy Committee

The Strategy Committee was established at the meeting of the Supervisory Board on May 10, 2017 and is responsible for this:

advising the Board of Executive Directors on and reviewing the strategic development of the Company and reporting on this to the Supervisory Board;
preparing decisions of the Supervisory Board on acquisitions, divestitures, investments, organizational changes or restructurings requiring approval;
advising the Board of Executive Directors on corporate strategy issues and projects of strategic relevance.

Dr. Andreas Kreimeyer, Speyer, Chairman, Shareholder Representative

André Bahn, Hohenroda , Employee Representative

Ralf Becker, Lindwedel, Employee Representative

Markus Heldt, Stromberg, Shareholder Representative

Management Consultant
Mandate until the end of the ordinary Annual General Meeting in 2025
Initial appointment to committee: August 24, 2022

ESG-Committee

The ESG Committee was appointed in the meeting of the Supervisory Board on August 24th, 2022.

The committee advises the Supervisory Board, its committees, and the Board of Executive Directors. It deals with sustainable corporate governance and the Company’s business activities, particularly in the areas of environment, social affairs and good corporate governance (ESG).

Christiane Hölz, Düsseldorf, Chairwoman, Shareholder Representative, Financial Expert

Managing Director of Deutsche Schutzvereinigung für Wertpapierbesitz e.V., Düsseldorf
Mandate until the end of the ordinary Annual General Meeting in 2027
Initial appointment to committee: May 15, 2023

Petra Adolph, Hanover, Employee Representative

Deputy State District Manager North of ‘IG Bergbau, Chemie, Energie’ (Mining, Chemical and Energy Union), Hanover
Mandate until the end of the ordinary Annual General Meeting in 2028
Initial appointment to committee: August 24, 2022

Carl-Albrecht Bartmer, Löbnitz, Shareholder Representative

Farmer (former President of the German Agricultural Society (Deutsche Landwirtschafts-gesellschaft, DLG))
Mandate until the end of the ordinary Annual General Meeting in 2024
Initial appointment to committee: January 23, 2024

Peter Trotha, Könnern, Employee Representative

Chairman of the Works Council of the Bernburg plant, K+S Minerals and Agriculture GmbH, Kassel
Mandate until the end of the ordinary Annual General Meeting in 2028
Initial appointment to committee: August 24, 2022

Audit Committee

The Audit Committee is responsible for

the examination of the annual financial statements, the consolidated financial statements, the respective management reports and the Executive Board's proposal for the appropriation of profits,
the proposal for the election of the auditor,
the definition of certain focal points of the audit,
the remuneration and independence of the auditor,
reviewing the quality of the audit of the financial statements and
dealing with compliance and risk management systems.

Thomas Kölbl, Speyer, Chairman, Shareholder Representative, Financial Expert

Chief Financial Officer of Südzucker AG, Mannheim
Mandate until the end of the ordinary Annual General Meeting in 2026
Initial appointment to committee: May 10, 2017

Petra Adolph, Hanover, Employee Representative

Ralf Becker, Lindwedel, Employee Representative

Regional Manager North of IG Bergbau, Chemie, Energie, Hanover (Mining, Chemical and Energy Industrial Union)
Mandate until the end of the ordinary Annual General Meeting in 2028
Initial appointment to committee: August 24, 2011

Christiane Hölz, Düsseldorf, Shareholder Representative, Financial Expert

Lars Halbleib, Mittelkalbach, Employee Representative

2nd Deputy Chairman of the general works council of K+S Group
Chairman of the works council of the Neuhof-Ellers plant, K+S Minerals and Agriculture GmbH, Kassel
Mandate until the end of the ordinary Annual General Meeting in 2028
Initial appointment to committee: August 24, 2022

Dr. Andreas Kreimeyer, Speyer, Shareholder Representative

Personnel Committee

The Personnel Committee is responsible for preparing the appointment of members of the Board of Executive Directors (including long-term succession planning) and determining the terms and conditions of their employment contracts. With regard to the determination of the total remuneration of the individual members of the Board of Executive Directors, the committee submits proposals for resolutions to the full Supervisory Board.

Andreas Kreimeyer, Speyer, Chairman, Shareholder Representative

Ralf Becker, Lindwedel, Employee Representative

Prof. Dr. Elke Eller, Gründau, Shareholder Representative

Entrepreneur/Consultant/Coach (former member of the Board of
Executive Directors of TUI Aktiengesellschaft, Hanover)
Mandate until the end of the ordinary Annual General Meeting in 2027
Initial appointment to committee: May 15, 2018

Michael Knackmuß, Farsleben, Employee Representative

1st Deputy Chairman of the general works council of K+S Group
Chairman of the works council of the Zielitz plant, K+S Minerals and Agriculture GmbH, Kassel
Mandate until the end of the ordinary Annual General Meeting in 2028
Initial appointment to committee: May 15, 2018

Nomination Committee

The Nomination Committee was formed in accordance with the German Corporate Governance Code in order to make recommendations to the Supervisory Board regarding proposals for the election of shareholder representatives to the Supervisory Board. The Nomination Committee is composed exclusively of shareholder representatives.

Andreas Kreimeyer, Speyer, Chairman, Shareholder Representative

Carl-Albrecht Bartmer, Löbnitz, Shareholder Representative

Christine Wolff, Hamburg, Shareholder Representative

Management Consultant
Mandate until the end of the ordinary Annual General Meeting in 2027
Initial appointment to committee: May 15, 2023

Dr. Rainier van Roessel, Bergisch Gladbach, Shareholder Representative

Entrepreneur (former member of the Board of Executive Directors and Labor Relations Director of LANXESS AG, Cologne)
Mandate until the end of the ordinary Annual General Meeting in 2025
Initial appointment to committee: August 24, 2022

Special Committee

The Special Committee established in January 2023 deals with measures to ensure compliance with internal business and behavioral principles as well as crisis situations, e.g., geopolitical upheavals such as wars, energy shortages, or pandemics. Due to the changing focus of the committee’s work, its members are appointed on a topic-by-topic basis.

Honorary Chairman of the Supervisory Board

Our Honorary Chairman

Dr. Ralf Bethke, born 1942

Business graduate

Member of the Supervisory Board: July 1, 2007 until the end of the Annual General Meeting 2017
Chairman of the Supervisory Board: May 14, 2008 until the end of the Annual General Meeting 2017
1991 - 2007: Chairman of the Board of Executive Directors of K+S Aktiengesellschaft

Curriculum Vitae of Dr. Ralf Bethke