Annual Report 2013

Corporate governance

Restrictions with respect to voting rights or the transfer of shares

A share-pooling agreement has been concluded between members of the families of the descendents of company founder Fritz Henkel which contains restrictions with respect to transfers of the ordinary shares covered (Art. 7 of the Articles of Association).

Henkel preferred shares acquired by employees through the Employee Share Program, including bonus shares acquired without additional payment, are subject under civil law to a company-imposed lock-up period of three years. The lock-up period begins on the first day of the respective participation period. Essentially, the shares should not be sold before the end of this period. If employee shares are sold during the lock-up period, the bonus shares are forfeited.

Contractual agreements also exist with members of the Management Board governing lock-up periods for Henkel preferred shares which they are required to purchase as part of their variable annual remuneration. (For additional information, please see the remuneration report).