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Remuneration of board members and employee incentive plans

Bespoke remuneration systems and participation programmes

We can work with you to develop customised best-practice remuneration systems for the management board and supervisory board that meet all regulatory requirements and meet the expectations of investors and proxy advisors.

We can also assist you with employee participation programmes such as share option plans and share matching programmes –from the idea through to implementation. Such programmes allow you to incentivise top performance, secure the loyalty of talented employees and strengthen your capital market position at the same time.

"Good remuneration structures are an important contribution towards promoting the corporate strategy and attracting top executives and are therefore fundamental to a company's success."

Counsel for stock corporation and capital markets law | CMS

Dominik von Zehmen

Partner

Counsel for stock corporation and capital markets law | CMS

Our range of advisory services on remuneration of board members and participation programmes

  • Developing and reviewing remuneration systems for management board and supervisory board members
  • Providing assistance with the development of the incentive design for the members of the management board, taking account of the recommendations of the German Corporate Governance Code (GCGC) and the requirements of institutional investors and proxy advisors; providing advice on the different types of variable remuneration in shares and share-based variable remuneration; drawing up and integrating sustainability criteria into variable remuneration
  • Drafting share ownership guidelines with share acquisition and holding obligations for the members of the management board; drafting and negotiating agreements with banks for the administration of share ownership guidelines
  • Preparing and reviewing remuneration reports in accordance with section 162 German Stock Corporation Act (AktG)
  • Employee incentive plans: real or virtual share (option) plans; discounts, free shares or share matching plans

Whether you have initial questions or a complex project – we will set aside time for you and assist you with all of your legal, interdisciplinary issues, whether these are of a national or international nature.

Arrange a meeting with our experts.

Our main areas of expertise in stock corporation and capital markets law

General meetings

Management board and supervisory board

Capital measures and share buyback programmes

Public M&A, defence, shareholder activism and short attacks

Capital markets law compliance

Transactions under stock corporation law

Delisting & going private

Structural and integration measures, group law and corporate litigation

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