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Declaration of Compliance
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Declaration of Compliance

    Compliance declaration pursuant to § 161 of the German Stock Corporation Act

    Declaration of Compliance 2017

    "The executive board and the supervisory board of KRONES AG declare that they have complied with the recommendations of the "Government Commission on the German Corporate Governance Code" (GCGC) instituted by the German government regarding the management and supervision of German listed companies as amended on 05 May 2015 in accordance with the German Corporate Governance Code published on the website of KRONES AG, with the following exceptions:

    There is currently no excess provided for in a D&O insurance policy concluded for the supervisory board (no. 3.8 German Corporate Governance Code).

    A specific excess for the insured parties has not been agreed as the supervisory board carries out its duties correctly and in full at all times irrespective of a possible excess.

    The executive board shall be comprised of several persons and have a chair or spokesperson. Rules of procedure shall govern the work of the executive board, in particular the allocation of duties to individual executive board members, matters reserved for the executive board as a whole and the required majority for executive board resolutions (unanimity or resolution by majority vote). (No. 4.2.1 German Corporate Governance Code).

    The rules of procedure for the executive board are defined in the articles of association of KRONES AG. These contain detailed instructions governing the work of the executive board. Separate written rules of procedure have therefore not to date been drawn up.

    The remuneration report is to provide specific information about the remuneration paid to the executive board in given model tables. (No. 4.2.5 clause 5 and clause 6 German Corporate Governance Code)

    In addition to ambiguities in the interpretation, there are doubts whether the additional use of the model tables enhances the clarity and general comprehensibility of the remuneration report as intended by the company in compliance with the requirements to accounting (see also no. 4.2.5 clause 3 of the Code).

    The supervisory board shall issue rules of procedure for its work. (No. 5.1.3 German Corporate Governance Code).

    The rules of procedure for the supervisory board are defined in the articles of association of KRONES AG. These contain detailed instructions governing the work of the supervisory board. Separate written rules of procedure have therefore not to date been drawn up.

    KRONES AG does not currently have a nomination committee. (No. 5.3.3 German Corporate Governance Code).

    Committees are useful mainly when the size of a body means its work thus becomes more efficient. Six representatives of shareholders sit on the supervisory board of KRONES AG and present proposals. We therefore do not believe it necessary to set up a nomination committee. The work in question is conducted by the standing committee.

    The business and personal relationships of each of the candidates proposed for election to the general meeting to the company, to the executive bodies of the group or a major shareholder of the company are currently not being disclosed (no. 5.4.1 clauses 5 and 6 German Corporate Governance Code).

    In the view of the supervisory board, requirements of paragraphs 5 and 6 are unclear and vague in detail and may infringe the privacy of the persons concerned.

    Remuneration does not take particular account of chairmanship of supervisory board committees. (No. 5.4.6 German Corporate Governance Code).

    In the view of the supervisory board, the current additional remuneration for members of committees is also reasonable and proportionate for the chairs of those committees in the light of the size of these bodies.

    The shareholdings of members of the executive board and of the supervisory board of KRONES AG are not disclosed (no. 6.2 German Corporate Governance Code).

    To protect the legitimate interests and privacy of the members of the executive bodies, we do not disclose this information.

    On behalf of the executive board and of the supervisory, Neutraubling, 17 February 2017

    Declaration of Compliance 2016

    "The executive board and the supervisory board of KRONES AG declare that they have complied with the recommendations of the 'Government Commission on the German Corporate Governance Code' (GCGC) instituted by the German government regarding the management and supervision of German listed companies as amended on 05 May 2015 in accordance with the German Corporate Governance Code published on the website of KRONES AG, with the following exceptions:

    There is currently no excess provided for in a D&O insurance policy concluded for the supervisory board (no. 3.8 DCGK).

    A specific excess for the insured parties has not been agreed as the supervisory board carries out its duties correctly and in full at all times irrespective of a possible excess.

    The executive board shall be comprised of several persons and have a chair or spokesperson. Rules of procedure shall govern the work of the executive board, in particular the allocation of duties to individual executive board members, matters reserved for the executive board as a whole and the required majority for executive board resolutions (unanimity or resolution by majority vote). (No. 4.2.1 DCGK).

    The rules of procedure for the executive board are defined in the articles of association of KRONES AG. These contain detailed instructions governing the work of the executive board. Separate written rules of procedure have therefore not to date been drawn up.

    The remuneration report shall specify certain information on executive board remuneration in predetermined model tables. (No. 4.2.5 Clause 5 and Clause 6 DCGK)

    In addition to ambiguities in the interpretation, there are also doubts whether the additional use of model tables promotes the remuneration report's clarity and general comprehensibility desired by the enterprise in compliance with accounting requirements (cf. No. 4.2.5 Clause 3 of the Code).

    The supervisory board shall issue rules of procedure for its work.. (No. 5.1.3 DCGK).

    The rules of procedure for the executive board are defined in the articles of association of KRONES AG. These contain detailed instructions governing the work of the supervisory board. Separate written rules of procedure have therefore not to date been drawn up.

    KRONES AG does not currently have a nomination committee. (No. 5.3.3 DCGK).

    Committees are useful mainly when the size of a body means its work thus becomes more efficient. Six representatives of shareholders sit on the supervisory board of KRONES AG and present proposals. We therefore do not believe it necessary to set up a nomination committee. The work in question is conducted by the standing committee.´

    Remuneration does not take particular account of chairmanship of supervisory board committees. (No. 5.4.6 DCGK).

    In the view of the supervisory board, the current additional remuneration for members of committees is also reasonable and proportionate for the chairs of those committees in the light of the size of these bodies.

    The shareholdings of members of the executive board and of the supervisory board of KRONES AG are not disclosed (no. 6.2 DCGK).

    To protect the legitimate interests and privacy of the members of the executive bodies, we do not disclose this information.

    It is not yet possible to meet the publication deadline for the KRONES AG consolidated financial statement of 90 days from the end of the financial year. (no. 7.1.2. DCGK).

    The annual financial statement of KRONES AG is published in compliance with statutory deadlines. We publish key capital market indicators on the past financial year within the 90-day term.

     

    On behalf of the executive board and of the supervisory, Neutraubling, 27 April 2016

    Declaration of Compliance 2015

    "The executive board and the supervisory board of KRONES AG declare that they have complied with the recommendations of the 'Government Commission on the German Corporate Governance Code' (GCGC) instituted by the German government regarding the management and supervision of German listed companies as amended on 24 June 2014 in accordance with the German Corporate Governance Code published on the website of KRONES AG, with the following exceptions:

    There is currently no excess provided for in a D&O insurance policy concluded for the supervisory board (no. 3.8 German Corporate Governance Code).

    A specific excess for the insured parties has not been agreed as the supervisory board carries out its duties correctly and in full at all times irrespective of a possible excess.

    The executive board shall be comprised of several persons and have a chair or spokesperson. Rules of procedure shall govern the work of the executive board, in particular the allocation of duties to individual executive board members, matters reserved for the executive board as a whole and the required majority for executive board resolutions (unanimity or resolution by majority vote). (No. 4.2.1 German Corporate Governance Code).

    The rules of procedure for the executive board are defined in the articles of association of KRONES AG. These contain detailed instructions governing the work of the executive board. Separate written rules of procedure have therefore not to date been drawn up.

    The total remuneration of each member of the executive board, divided into non-performance related, performance-related and long-term incentive components, and disclosed by name, is, as decided by the general meeting, not itemised (no. 4.2.4 German Corporate Governance Code) and published in a table (no. 4.2.5 German Corporate Governance Code).

    KRONES defines the remuneration structure for the executive board. The information on fixed and variable, performance-related remuneration is fundamental to an assessment of whether such remuneration awarded is appropriate and whether it constitutes an incentive for the executive board.
    We believe that individual disclosure of remuneration would breach privacy. As decided by resolution of the general meeting of 16 June 2010, we therefore will not issue detailed information for each individual executive board member pursuant to Section 286 (5) of the German Commercial Code [HGB] for the period up to and including the annual financial statement and consolidated financial statement for the 2014 financial year.

    The supervisory board shall issue rules of procedure for its work.. (No. 5.1.3 German Corporate Governance Code).

    The rules of procedure for the executive board are defined in the articles of association of KRONES AG. These contain detailed instructions governing the work of the supervisory board. Separate written rules of procedure have therefore not to date been drawn up.

    KRONES AG does not currently have a nomination committee. (No. 5.3.3 German Corporate Governance Code).

    Committees are useful mainly when the size of a body means its work thus becomes more efficient. Six representatives of shareholders sit on the supervisory board of KRONES AG and present proposals. We therefore do not believe it necessary to set up a nomination committee. The work in question is conducted by the standing committee.

    Remuneration does not take particular account of chairmanship of supervisory board committees. Remuneration paid to members of the supervisory board is not currently itemised. Other payments – for personal services, in particular advisory and agency services – currently remain undisclosed (no. 5.4.6 German Corporate Governance Code).

    In the view of the supervisory board, the current additional remuneration for members of committees is also reasonable and proportionate for the chairs of those committees in the light of the size of these bodies. The sum of supervisory board remuneration payments is presented in the remuneration report, broken down into fixed and variable components. We do not believe full itemisation of remuneration would offer any additional information of relevance to the capital market. The same applies to personal services provided by members of the supervisory board.

    The shareholdings of members of the executive board and of the supervisory board of KRONES AG are not disclosed (no. 6.3 German Corporate Governance Code).

    To protect the legitimate interests and privacy of the members of the executive bodies, we do not disclose this information.

    It is not yet possible to meet the publication deadline for the KRONES AG consolidated financial statement of 90 days from the end of the financial year. (no. 7.1.2. German Corporate Governance Code).

    The annual financial statement of KRONES AG is published in compliance with statutory deadlines. We publish key capital market indicators on the past financial year within the 90-day term.

    Signed: executive board and supervisory board, Neutraubling 25 March 2015

    Declaration of Compliance 2014

    "The executive board and the supervisory board of KRONES AG hereby declare that they have complied with the recommendations of the "Government Commission on the German Corporate Governance Code" (Regierungskommission Deutscher Corporate Governance Kodex - GCGK) instituted by the German government regarding the management and supervision of German listed companies as amended on 13 May 2013 in accordance with the German Corporate Governance Code published on the website of KRONES AG, with the following exceptions:

    There is currently no excess provided for in a D&O insurance policy concluded for the supervisory board (No. 3.8 DCGK).

    A specific excess for the insured parties has not been agreed as the supervisory board carries out its duties correctly and in full at all times irrespective of a possible excess.

    The executive board shall be comprised of several persons and have a chairperson or spokesperson. Rules of procedure shall govern the work of the executive board, in particular the allocation of duties to individual executive board members, matters reserved for the executive board as a whole and the required majority for executive board resolutions (unanimity or resolution by majority vote). (No. 4.2.3 DCGK).

    The rules of procedure for the executive board are defined in the articles of association of KRONES AG. These contain detailed instructions governing the work of the executive board. Separate written rules of procedure have therefore not to date been drawn up.

    The total remuneration of each member of the executive board, divided into non-performance related, performance-related and long-term incentive components, and disclosed by name, is not itemised as decided by the general meeting (No. 4.2.4 DCGK).

    KRONES defines the remuneration structure for the executive board. The information on fixed and variable, performance-related remuneration is fundamental to an assessment of whether such remuneration awarded is appropriate and whether it constitutes an incentive for the executive board.
    We believe that individual disclosure of remuneration would breach privacy. As decided by resolution of the general meeting of 16 June 2010, we therefore will not issue detailed information for each individual executive board member pursuant to Section 286 (5) of the German Commercial Code [HGB] for the period up to and including the annual financial statement and consolidated financial statement for the 2014 financial year.

    The supervisory board shall issue rules of procedure for its work. (No. 5.1.3 DCGK).

    The rules of procedure for the supervisory board are defined in the articles of association of KRONES AG. These contain detailed instructions governing the work of the supervisory board. Separate written rules of procedure have therefore not to date been drawn up.

    KRONES AG does not currently have a nomination committee. (No. 5.3.3 DCGK).

    Committees are useful mainly when the size of a body means its work thus becomes more efficient. Six representatives of shareholders sit on the supervisory board of KRONES AG and present proposals. We therefore do not believe it necessary to set up a nomination committee.

    The performance-related remuneration of the supervisory board members is currently not oriented on the company’s development over a period of several years. Moreover, the remuneration paid to members of the supervisory board is not currently itemised. Other payments – for personal services, in particular advisory and mediatory services – currently remain undisclosed (No. 5.4.6 DCGK).

    In accordance with the company’s bylaws, the performance-related remuneration of the supervisory board members currently depends on the profit achieved in the past business year. With its actions and decisions, the supervisory board plays a vital role in the company’s sustained success. The firm’s commercial success and sustainable development can also be measured in terms of the profit for the year. The supervisory board has thus decided to follow this recommendation in future, and will propose to the AGM in 2014, together with the executive board, a change in the bylaws. The sum of supervisory board remuneration payments is presented in the remuneration report, broken down into fixed and variable components. We do not believe full itemisation of remuneration would offer any additional information of relevance to the capital market. The same applies to personal services provided by members of the supervisory board.

    The shareholdings of members of the executive board and of the supervisory board of KRONES AG are not disclosed in the corporate governance report (No. 6.3 DCGK).

    To protect the interests and privacy of the members of these bodies, we do not disclose this information in the corporate governance report.
    In the annual report of KRONES AG, we do, however, report the shareholding of the Kronseder families who are represented in the executive and supervisory boards of the company.

    It is not yet possible to meet the publication deadline for the KRONES AG consolidated financial statements of 90 days from the end of the financial year (No. 7.1.2. DCGK).

    The annual financial statement of KRONES AG is published in compliance with statutory deadlines. We publish key capital market indicators on the past financial year within the 90-day term.

    Signed: executive board and supervisory board, Neutraubling, 28 March 2014

    Declaration of Compliance 2013

    "The executive board and the supervisory board of KRONES AG hereby declare that they have complied with the recommendations of the "Government Commission on the German Corporate Governance Code" (Regierungskommission Deutscher Corporate Governance Kodex - GCGK) instituted by the German government regarding the management and supervision of German listed companies as amended on 15 May 2012 in accordance with the German Corporate Governance Code published on the website of KRONES AG, with the following exceptions:

    There is currently no excess provided for in a D&O insurance policy concluded for the supervisory board (no. 3.8 DCGK).

    A specific excess for the insured parties has not been agreed as the supervisory board carries out its duties correctly and in full at all times irrespective of a possible excess.

    The executive board shall be comprised of several persons and have a chairperson or spokesperson. Rules of procedure shall govern the work of the executive board, in particular the allocation of duties to individual executive board members, matters reserved for the executive board as a whole and the required majority for executive board resolutions (unanimity or resolution by majority vote). (No. 4.2.3 DCGK).

    The rules of procedure for the executive board are defined in the articles of association of KRONES AG. These contain detailed instructions governing the work of the executive board. Separate written rules of procedure have therefore not to date been drawn up.

    The total remuneration of each member of the executive board, divided into non-performance related, performance-related and long-term incentive components, and disclosed by name, is not itemised as decided by the general meeting (no. 4.2.4 DCGK).

    KRONES defines the remuneration structure for the executive board. The information on fixed and variable, performance-related remuneration is fundamental to an assessment of whether such remuneration awarded is appropriate and whether it constitutes an incentive for the executive board.
    We believe that individual disclosure of remuneration would breach privacy. As decided by resolution of the general meeting of 16 June 2010, we therefore will not issue detailed information for each individual executive board member pursuant to Section 286 (5) of the German Commercial Code [HGB] for the period up to and including the annual financial statement and consolidated financial statement for the 2014 financial year.

    The supervisory board shall issue rules of procedure for its work.. (No. 5.1.3 DCGK).

    The rules of procedure for the supervisory board are defined in the articles of association of KRONES AG. These contain detailed instructions governing the work of the supervisory board. Separate written rules of procedure have therefore not to date been drawn up.

    KRONES AG does not currently have a nomination committee. (No. 5.3.3 DCGK).

    Committees are useful mainly when the size of a body means its work thus becomes more efficient. Six representatives of shareholders sit on the supervisory board of KRONES AG and present proposals. We therefore do not believe it necessary to set up a nomination committee.

    The performance-related remuneration of the supervisory board members is currently not oriented on the company’s development over a period of several years. Moreover, the remuneration paid to members of the supervisory board is not currently itemised. Other payments – for personal services, in particular advisory and mediatory services – currently remain undisclosed (no. 5.4.6 DCGK).

    In accordance with the company’s bylaws, the performance-related remuneration of the supervisory board members currently depends on the profit achieved in the past business year. With its actions and decisions, the supervisory board plays a vital role in the company’s sustained success. The firm’s commercial success and sustainable development can also be measured in terms of the profit for the year. The supervisory board has thus decided to follow this recommendation in future, and will propose to the AGM in 2014, together with the executive board, a change in the bylaws. The sum of supervisory board remuneration payments is presented in the remuneration report, broken down into fixed and variable components. We do not believe full itemisation of remuneration would offer any additional information of relevance to the capital market. The same applies to personal services provided by members of the supervisory board.

    The shareholdings of members of the executive board and of the supervisory board of KRONES AG are not disclosed in the corporate governance report (no. 6.6 DCGK).

    To protect the interests and privacy of the members of these bodies, we do not disclose this information in the corporate governance report.
    In the annual report of KRONES AG, we do, however, report the shareholding of the Kronseder families who are represented in the executive and supervisory boards of the company.

    It is not yet possible to meet the publication deadline for the KRONES AG consolidated financial statements of 90 days from the end of the financial year (no. 7.1.2. DCGK).

    The annual financial statement of KRONES AG is published in compliance with statutory deadlines. We publish key capital market indicators on the past financial year within the 90-day term.

    Signed: executive board and supervisory board, Neutraubling, 28 March 2013

    Declaration of Compliance 2012

    "The executive board and the supervisory board of KRONES AG hereby declare that they have complied with the recommendations of the "Government Commission on the German Corporate Governance Code" (Regierungskommission Deutscher Corporate Governance Kodex - GCGK) instituted by the German government regarding the management and supervision of German listed companies as amended on 26 May 2010 in accordance with the German Corporate Governance Code published on the website of KRONES AG, with the following exceptions:

    There is currently no excess provided for in a D&O insurance policy concluded for the supervisory board (no. 3.8 DCGK).

    A specific excess for the insured parties has not been agreed as the supervisory board carries out its duties correctly and in full at all times irrespective of a possible excess.

    The executive board shall be comprised of several persons and have a chairperson or spokesperson. Rules of procedure shall govern the work of the executive board, in particular the allocation of duties to individual executive board members, matters reserved for the executive board as a whole and the required majority for executive board resolutions (unanimity or resolution by majority vote). (No. 4.2.3 DCGK).

    The rules of procedure for the executive board are defined in the articles of association of KRONES AG. These contain detailed instructions governing the work of the executive board. Separate written rules of procedure have therefore not to date been drawn up.

    The total remuneration of each member of the executive board, divided into non-performance related, performance-related and long-term incentive components, and disclosed by name, is not itemised as decided by the general meeting (no. 4.2.4 DCGK).

    KRONES defines the remuneration structure for the executive board. The information on fixed and variable, performance-related remuneration is fundamental to an assessment of whether such remuneration awarded is appropriate and whether it constitutes an incentive for the executive board.
    We believe that individual disclosure of remuneration would breach privacy. As decided by resolution of the general meeting of 16 June 2010, we therefore will not issue detailed information for each individual executive board member pursuant to Section 286 (5) of the German Commercial Code [HGB] for the period up to and including the annual financial statement and consolidated financial statement for the 2014 financial year.

    The supervisory board shall issue rules of procedure for its work.. (No. 5.1.3 DCGK).

    The rules of procedure for the supervisory board are defined in the articles of association of KRONES AG. These contain detailed instructions governing the work of the supervisory board. Separate written rules of procedure have therefore not to date been drawn up.

    KRONES AG does not currently have a nomination committee. (No. 5.3.3 DCGK).

    Committees are useful mainly when the size of a body means its work thus becomes more efficient. Six representatives of shareholders sit on the supervisory board of KRONES AG and present proposals. We therefore do not believe it necessary to set up a nomination committee.

    Remuneration paid to members of the supervisory board is not currently itemised. Other payments – for personal services, in particular advisory and mediatory services – currently remain undisclosed (no. 5.4.6 DCGK).

    The sum of supervisory board remuneration payments is presented in the remuneration report, broken down into fixed and variable components. We do not believe full itemisation of remuneration would offer any additional information of relevance to the capital market. The same applies to personal services provided by members of the supervisory board.

    The shareholdings of members of the executive board and of the supervisory board of KRONES AG are not disclosed in the corporate governance report (no. 6.6 DCGK).

    To protect the interests and privacy of the members of these bodies, we do not disclose this information in the corporate governance report.
    In the business report of KRONES AG we do, however, report the shareholding of the Kronseder families which are represented in the executive and supervisory boards of the company.

    It is not yet possible to meet the publication deadline for the KRONES AG consolidated financial statement of 90 days from the end of the financial year (no. 7.1.2. DCGK).

    The annual financial statement of KRONES AG is published in compliance with statutory deadlines. We publish key capital market indicators on the past financial year within the 90-day term.

    Signed: Executive board and supervisory board, Neutraubling, 30 March 2012

    Declaration of Compliance 2011

    "The executive board and the supervisory board of KRONES AG hereby declare that they have complied with the recommendations of the "Government Commission on the German Corporate Governance Code" (Regierungskommission Deutscher Corporate Governance Kodex - GCGK) instituted by the German government regarding the management and supervision of German listed companies as amended on 26 May 2010 in accordance with the German Corporate Governance Code published on the website of KRONES AG, with the following exceptions:

    There is currently no excess provided for in a D&O insurance policy concluded for the supervisory board (no. 3.8 DCGK).

    A specific excess for the insured parties has not been agreed as the supervisory board carries out its duties correctly and in full at all times irrespective of a possible excess.

    The executive board shall be comprised of several persons and have a chairperson or spokesperson. Rules of procedure shall govern the work of the executive board, in particular the allocation of duties to individual executive board members, matters reserved for the executive board as a whole and the required majority for executive board resolutions (unanimity or resolution by majority vote). (No. 4.2.3 DCGK).

    The rules of procedure for the executive board are defined in the articles of association of KRONES AG. These contain detailed instructions governing the work of the executive board. Separate written rules of procedure have therefore not to date been drawn up.

    The total remuneration of each member of the executive board, divided into non-performance related, performance-related and long-term incentive components, and disclosed by name, is not itemised as decided by the general meeting (no. 4.2.4 DCGK).

    KRONES defines the remuneration structure for the executive board. The information on fixed and variable, performance-related remuneration is fundamental to an assessment of whether such remuneration awarded is appropriate and whether it constitutes an incentive for the executive board.
    We believe that individual disclosure of remuneration would breach privacy. As decided by resolution of the general meeting of 16 June 2010, we therefore will not issue detailed information for each individual executive board member pursuant to Section 286 (5) of the German Commercial Code [HGB] for the period up to and including the annual financial statement and consolidated financial statement for the 2014 financial year.

    The supervisory board shall issue rules of procedure for its work.. (No. 5.1.3 DCGK).

    The rules of procedure for the supervisory board are defined in the articles of association of KRONES AG. These contain detailed instructions governing the work of the supervisory board. Separate written rules of procedure have therefore not to date been drawn up.

    KRONES AG does not currently have a nomination committee. (No. 5.3.3 DCGK).

    Committees are useful mainly when the size of a body means its work thus becomes more efficient. Six representatives of shareholders sit on the supervisory board of KRONES AG and present proposals. We therefore do not believe it necessary to set up a nomination committee.

    Remuneration paid to members of the supervisory board is not currently itemised. Other payments – for personal services, in particular advisory and mediatory services – currently remain undisclosed (no.  5.4.6 DCGK).

    The sum of supervisory board remuneration payments is presented in the remuneration report, broken down into fixed and variable components. We do not believe full itemisation of remuneration would offer any additional information of relevance to the capital market.  The same applies to personal services provided by members of the supervisory board.

    The shareholdings of members of the executive board and of the supervisory board of KRONES AG are not disclosed in the corporate governance report (no. 6.6 DCGK).

    To protect the interests and privacy of the members of these bodies, we do not disclose this information in the corporate governance report.
    In the business report of KRONES AG we do, however, report the shareholding of the Kronseder families which are represented in the executive and supervisory boards of the company.

    It is not yet possible to meet the publication deadline for the KRONES AG consolidated financial statement of 90 days from the end of the financial year (no. 7.1.2. DCGK).

    The annual financial statement of KRONES AG is published in compliance with statutory deadlines. We publish key capital market indicators on the past financial year within the 90-day term.

    Signed: Executive board and supervisory board, Neutraubling, 30 March 2011

    Declaration of Compliance 2010

    "The executive board and the supervisory board of KRONES AG declare that they have complied with the recommendations of the "Government Commission on the German Corporate Governance Code" (GCGC) instituted by the German government regarding the management and supervision of German listed companies as amended on 6th June 2008 in accordance with the German Corporate Governance Code published on the website of KRONES AG, with the following exceptions:

    At the present, no deductible is provided in a D&O insurance policy concluded for the executive board and the supervisory board (No.  3.8 DCGK).

    For the executive board of KRONES AG, a D&O insurance policy has been taken out. So far no deductible has been agreed, since the executive board acts responsibly and dutifully at all times irrespective of a deductible. The company has adjusted the D&O insurance policy of the executive board as from the year 2010 in accordance with the statutory provisions as laid down in § 93 Para. 3 of the German Stock Corporation Act. For the members of the supervisory board, too.,  D&O insurance policy exists. A specific deductible for the insured parties was not agreed, since the supervisory board at all times performs its duties properly irrespective of a deductible.

    Separate information about the salient points of the compensation system and changes thereto is currently not disclosed in the general meeting but in the business report (No. 4.2.3 DCGK).

    The shareholders of KRONES AG will find all relevant information in the annual report. As form the year 2010, we shall also be reporting on this in the annual general meeting.

    The total compensation of each member of the executive board, divided into non-performance related, performance related and long-term incentive components, disclosed by name, is not itemised as decided by the general meeting (No.  4.2.4 DCGK).

    KRONES specifies the structure of the executive board. The particulars on fixed and variable, performance-related remuneration elements are crucial to assessing whether a remuneration thus divided is appropriate and whether it produces an incentivising effect for the executive board.
    We are confident that an individualised disclosure of the remuneration would violate personal rights. In accordance with a motion approved by the annual general meeting on 21 June 2006, the detailed particulars for each individual member of the executive board in accordance with the § 286 Para. 5 HGB (German Commercial Code) will be omitted until the expiry of 20 June 1011.

    A nomination committee is currently not established at Krones AG. (No.  5.3.3 DCGK).

    Committees are primarily appropriate when due to the size of a particular body its work is thus rendered more efficient. On the supervisory board of KRONES AG, six members represent the shareholders, who make proposals. In our view, it is accordingly unnecessary to form a nomination committee.

    Compensation payments to members of the supervisory board are currently not itemised. Other payments – for personal services, in particular advisory and mediatory services – currently remain undisclosed (No.  5.4.7 DCGK).

    The total of supervisory board remuneration paid is shown in the remuneration reports, broken down by fixed and variable earnings. An itemization of the remuneration will in our view not provide any additional information of relevance to the capital market. This also applies for services provided personally by members of the supervisory board.

    The shareholdings of members of the executive board and of the supervisory board of KRONES AG are not disclosed in the Corporate Governance Report (No. 6.6 DCGK).

    In order to protect the legitimate interests and the privacy of the members of these bodies, we refrain from showing this information in the corporate governance report. In the annual report fo KRONES AG, however, we specify the shareholdings of the Kronseder family who are presented on the company’s executive and supervisory boards.

    The time limits set for publication of the consolidated financial statements of KRONES AG (within 90 days of the end of the financial year) and interim reports (within 45 days of the end of the reporting period) are currently not observed (No. 7.1.2. DCGK).“

    The annual financial statements of KRONES AG are published within the framework of the statutory deadlines. We publish important key data of relevance to the capital market on the elapsed business year within the 90-day period.

    Signed: management board and supervisory board, Neutraubling, 31st March 2010

    Declaration of Compliance 2009

    "The executive board and the supervisory board of KRONES AG declare that they have complied with the recommendations of the "Government Commission on the German Corporate Governance Code" (GCGC) instituted by the German government regarding the management and supervision of German listed companies as amended on 6th June 2008 in accordance with the German Corporate Governance Code published on the website of KRONES AG, with the following exceptions:

    At the present, no deductible is provided in a D&O insurance policy concluded for the executive board and the supervisroy board (no.  3.8 DCGK).

    Separate information about the salient points of the compensation system and changes thereto is currently not disclosed in the general meeting but in the business report (no. 4.2.3 DCGK).

    The total compensation of each member of the executive board, divided into non-performance related, performance related and long-term incentive components, disclosed by name, is not itemised as decided by the general meeting (no.  4.2.4 DCGK).

    A nomination committee is currently not established at Krones AG. (No.  5.3.3 DCGK).

    Compensation payments to members of the supervisory board are currently not itemised. Other payments – for personal services, in particular advisory and mediatory services – currently remain undisclosed (no.  5.4.7 DCGK).

    The shareholdings of members of the executive board and of the supervisory board of KRONES AG are not disclosed in the Corporate Governance Report (no. 6.6 DCGK).

    The time limits set for publication of the consolidated financial statements of KRONES AG (within 90 days of the end of the financial year) and interim reports (within 45 days of the end of the reporting period) are currently not observed (no. 7.1.2. DCGK).“

    Signed: management board and supervisory board, Neutraubling, 31st March 2009

    Declaration of Compliance 2008

    "The management board and the supervisory board of KRONES AG declare that they have complied with the recommendations of the "Government Commission on the German Corporate Governance Code" (GCGC) instituted by the German government regarding the management and supervision of German listed companies as amended on 14th June 2007 in accordance with the German Corporate Governance Code published on the website of KRONES AG, with the following exceptions:

    There is at present no deductible in a D&O insurance policy concluded for the management board and supervisory board (no. 3.8 GCGC).

    Currently, separate information about the salient points of the compensation system and changes thereto is not disclosed in the general meeting, but in the business report (no. 4.2.3 GCGC).

    The total compensation of each member of the executive board, divided into non-performance-related, performance-related and long-term incentive components, disclosed by name, is not itemised, as decided by the general meeting (no. 4.2.4. GCGC).

    Krones AG is currently not forming a nomination committee. (No. 5.3.3 GCGC).

    The compensations paid to members of the supervisory board are not currently itemised. Other payments for services provided individually, in particular advisory and agency services, are not currently reported (No. 5.4.7 GCGC).

    The shareholdings of members of the management board and supervisory board of KRONES AG are not disclosed in the Corporate Governance Report (no. 6.6 GCGC).

    The time limits allowed for publication of the Consolidated Financial Statements of KRONES AG (within 90 days of the end of the financial year) and interim reports (within 45 days of the end of the reporting period) are not currently observed (No. 7.1.2. GCGC)."

    Signed: management board and supervisory board, Neutraubling, 31st March 2008

    Declaration of Compliance 2007

    "The executive board and the supervisory board of KRONES AG declare that they have complied with the recommendations of the "Government Commission on the German Corporate Governance Code" (GCGC) instituted by the German government regarding the management and supervision of German listed companies as amended on 12th June 2006 in accordance with the German Corporate Governance Code published on the website of KRONES AG, with the following exceptions:

    At present, no deductible is provided in a D&O insurance policy concluded for the executive board and supervisory board (no. 3.8 GCGC).

    There are no stock options at KRONES AG. Furthermore, separate information about the salient points of the compensation system and changes thereto is neither disclosed in the general meeting nor published on the website, but in the business report (no. 4.2.3 GCGC).

    The total compensation of each member of the executive board, divided into non-performance-related, performance-related and long-term incentive components, disclosed by name, is not itemised, as decided by the general meeting (no. 4.2.4. GCGC).

    The compensations paid to members of the supervisory board are not currently itemised. Other payments for services provided individually, in particular advisory and agency services, are not reported at present (no. 5.4.7 GCGC).

    The shareholdings of members of the executive board and supervisory board of KRONES AG are not disclosed in the corporate governance report (no. 6.6 GCGC).

    The time limits allowed for publication of the consolidated financial statements of KRONES AG (within 90 days of the end of the financial year) and interim reports (within 45 days of the end of the reporting period) are currently not observed (no. 7.1.2. GCGC)."

    Signed: Executive Board and Supervisory Board, Neutraubling, 30th March 2007

    Declaration of Compliance 2006

    "The Executive Board and the Supervisory Board of KRONES AG declare that they have complied with the recommendations of the "Government Commission on the German Corporate Governance Code" (GCGC) instituted by the German government regarding the management and supervision of German listed companies as amended on 2nd June 2005 in accordance with the German Corporate Governance Code published on the website of KRONES AG, with the following exceptions:

    There is at present no deductible in a D&O insurance policy concluded for the Executive Board and Supervisory Board (No. 3.8 GCGC).

    There are no stock options at KRONES AG. Furthermore, separate information about the salient points of the compensation system and changes thereto is neither disclosed in the General Meeting nor published on the website or in the business report (No. 4.2.3 GCGC).

    The compensations paid to members of the Executive Board of KRONES AG, which are to be reported in the Notes to the Consolidated Financial Statements subdivided into fixed, performance-related and long-term incentive components, are not currently itemised (No. 4.2.4 GCGC).

    According to the Articles of Association of KRONES AG, the members of the Supervisory Board do not receive any performance-related compensation. The compensations are not currently itemised. Other payments – for services provided individually, in particular advisory and agency services – are not currently reported (No. 5.4.7 GCGC)..

    The shareholdings of members of the Executive Board and Supervisory Board of KRONES AG are not disclosed in the Notes to the Consolidated Financial Statements (No. 6.6 GCGC).

    The time limits allowed for publication of the Consolidated Financial Statements of KRONES AG (within 90 days of the end of the financial year) and interim reports (within 45 days of the end of the reporting period) are not currently observed (No. 7.1.2. GCGC)."

    Signed: Executive Board and Supervisory Board, Neutraubling, 31st March 2006

    Declaration of Compliance 2005

    "The Executive Board and the Supervisory Board of KRONES AG declare that they have complied with the recommendations of the "Government Commission on the German Corporate Governance Code" (GCGC) instituted by the German government regarding the management and supervision of German listed companies as amended on 7th November 2002 and as amended on 21st May 2003 in accordance with the German Corporate Governance Code published on the website of KRONES AG, with the following exceptions:

    There is at present no deductible in a D&O insurance policy concluded for the Executive Board and Supervisory Board (No. 3.8 GCGC).

    There are no stock options at KRONES AG. Furthermore, separate information about the salient points of the compensation system and changes thereto is not disclosed in the General Meeting (No. 4.2.3 GCGC).

    The compensations paid to members of the Executive Board of KRONES AG, which are to be reported in the Notes to the Consolidated Financial Statements subdivided into fixed, performance-related and long-term incentive components, are not currently itemised (No. 4.2.4 GCGC).

    According to the Articles of Association of KRONES AG, the members of the Supervisory Board do not receive any performance-related compensation. The compensations are not currently itemised. Other payments – for services provided individually, in particular advisory and agency services – are not currently reported (No. 5.4.5 GCGC)..

    The shareholdings of members of the Executive Board and Supervisory Board of KRONES AG are not disclosed in the Notes to the Consolidated Financial Statements (No. 6.6 GCGC).

    The time limits allowed for publication of the Consolidated Financial Statements of KRONES AG (within 90 days of the end of the financial year) and interim reports (within 45 days of the end of the reporting period) are not currently observed (No. 7.1.2. GCGC)."

    Signed: Executive Board and Supervisory Board, Neutraubling, 1st April 2005

    Declaration of Compliance 2004

    "The Executive Board and the Supervisory Board of KRONES AG declare that they have complied with the recommendations of the "Government Commission on the German Corporate Governance Code" (GCGC) instituted by the German government regarding the management and supervision of German listed companies as amended on 7th November 2002 and as amended on 21st May 2003 in accordance with the German Corporate Governance Code published on the website of KRONES AG, with the following exceptions:

    There is at present no deductible in a D&O insurance policy concluded for the Executive Board and Supervisory Board (No. 3.8 GCGC).

    There are no stock options at KRONES AG. Furthermore, separate information about the salient points of the compensation system and changes thereto is not disclosed in the General Meeting (No. 4.2.3 GCGC).

    The compensations paid to members of the Executive Board of KRONES AG, which are to be reported in the Notes to the Consolidated Financial Statements subdivided into fixed, performance-related and long-term incentive components, are not currently itemised (No. 4.2.4 GCGC).

    According to the Articles of Association of KRONES AG, the members of the Supervisory Board do not receive any performance-related compensation. The compensations are not currently itemised. Other payments – for services provided individually, in particular advisory and agency services – are not currently reported (No. 5.4.5 GCGC)..

    The shareholdings of members of the Executive Board and Supervisory Board of KRONES AG are not disclosed in the Notes to the Consolidated Financial Statements (No. 6.6 GCGC).

    The time limits allowed for publication of the Consolidated Financial Statements of KRONES AG (within 90 days of the end of the financial year) and interim reports (within 45 days of the end of the reporting period) are not currently observed (No. 7.1.2. GCGC)."

    Signed: Executive Board and Supervisory Board, Neutraubling, 1st April 2004

    Declaration of Compliance 2003

    "The Executive Board and the Supervisory Board of KRONES AG declare that they have complied with the recommendations of the "Government Commission on the German Corporate Governance Code" (GCGC) instituted by the German government regarding the management and supervision of German listed companies as amended on 7th November 2002 and as amended on 21st May 2003 in accordance with the German Corporate Governance Code published on the website of KRONES AG, with the following exceptions:

    There is at present no deductible in a D&O insurance policy concluded for the Executive Board and Supervisory Board (No. 3.8 GCGC).

    There are no stock options at KRONES AG. Furthermore, separate information about the salient points of the compensation system and changes thereto is not disclosed in the General Meeting (No. 4.2.3 GCGC).

    The compensations paid to members of the Executive Board of KRONES AG, which are to be reported in the Notes to the Consolidated Financial Statements subdivided into fixed, performance-related and long-term incentive components, are not currently itemised (No. 4.2.4 GCGC).

    According to the Articles of Association of KRONES AG, the members of the Supervisory Board do not receive any performance-related compensation. The compensations are not currently itemised. Other payments – for services provided individually, in particular advisory and agency services – are not currently reported (No. 5.4.5 GCGC)..

    The shareholdings of members of the Executive Board and Supervisory Board of KRONES AG are not disclosed in the Notes to the Consolidated Financial Statements (No. 6.6 GCGC).

    The time limits allowed for publication of the Consolidated Financial Statements of KRONES AG (within 90 days of the end of the financial year) and interim reports (within 45 days of the end of the reporting period) are not currently observed (No. 7.1.2. GCGC)."

    Signed: Executive Board and Supervisory Board, Neutraubling, 1st April 2003

    Declaration of Compliance 2002

    "The Executive Board and the Supervisory Board of KRONES AG declare that they have complied with the recommendations of the "Government Commission on the German Corporate Governance Code" (GCGC) instituted by the German government regarding the management and supervision of German listed companies as amended on 7th November 2002 and as amended on 21st May 2003 in accordance with the German Corporate Governance Code published on the website of KRONES AG, with the following exceptions:

    There is at present no deductible in a D&O insurance policy concluded for the Executive Board and Supervisory Board (No. 3.8 GCGC).

    There are no stock options at KRONES AG. Furthermore, separate information about the salient points of the compensation system and changes thereto is not disclosed in the General Meeting (No. 4.2.3 GCGC).

    The compensations paid to members of the Executive Board of KRONES AG, which are to be reported in the Notes to the Consolidated Financial Statements subdivided into fixed, performance-related and long-term incentive components, are not currently itemised (No. 4.2.4 GCGC).

    According to the Articles of Association of KRONES AG, the members of the Supervisory Board do not receive any performance-related compensation. The compensations are not currently itemised. Other payments – for services provided individually, in particular advisory and agency services – are not currently reported (No. 5.4.5 GCGC)..

    The shareholdings of members of the Executive Board and Supervisory Board of KRONES AG are not disclosed in the Notes to the Consolidated Financial Statements (No. 6.6 GCGC).

    The time limits allowed for publication of the Consolidated Financial Statements of KRONES AG (within 90 days of the end of the financial year) and interim reports (within 45 days of the end of the reporting period) are not currently observed (No. 7.1.2. GCGC)."

    Signed: Executive Board and Supervisory Board, Neutraubling, 1st April 2002

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