Compensation-related provisions are specified in the Articles of Association (which are published on the Group’s website at www.comet-group.com/en/investors/downloads) and implemented in corresponding Group regulations. Articles 21 to 28 of the Articles of Association govern compensation approval, the compensation of the Board of Directors and Executive Committee, the composition of performance-based compensation, and the terms of stock awards.

Every year, the Board of Directors submits to the Annual Shareholder Meeting for approval its proposals for the maximum aggregate amounts of compensation of the Board of Directors and of the Executive Committee.

Under the OAEC and the Articles of Association of Comet Holding AG, the amounts of the respective aggregate compensation of the Board of Directors and Executive Committee require shareholder approval in a binding vote at the Shareholder Meeting. Specifically, under article 21 of the Articles of Association of Comet Holding AG, shareholders vote on the following:

• The compensation of the Board of Directors for the coming term of office (prospectively)
• The fixed compensation of the Executive Committee for the next fiscal year after the year of the Annual Shareholder Meeting (prospectively)
• The performance-based compensation of the Executive Committee for the last fiscal year before the year of the Annual Shareholder Meeting (retrospectively)

The prospectively binding voting in combination with retroactive approval of the performance-related remuneration give shareholders an extensive “say on pay”.