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BayernLB places great emphasis on good corporate governance. After all, responsible and transparent corporate governance and corporate control has a significant influence on the trust in our business policy. This corporate governance is also geared to sustainably increasing the value of the company.
As a Landesbank we are an institution established under public law. Under the Bayerische Landesbank Act, management and supervisory structures are clearly separated.
The BayernLB Board of Management, Supervisory Board and General Meeting adhere to these principles in fulfilling their mandates.
Board of Management
The Board of Management manages BayernLB under its own responsibility. It derives its tasks and responsibilities from German law and the BayernLB Statutes as based on the German Stock Corporation Act. The members of the Board of Management are bound by their duties under the statutes and the articles of incorporation, the rules of proper corporate management and the interests of the Bank.
The Board of Management consists of several members and has a chairperson (CEO). In 2020 we set up an executive unit for sustainability, reporting directly to the CEO, to take even greater account of the increasing strategic importance of sustainability issues.
The Supervisory Board
It is the task of the Supervisory Board to advise and monitor the Board of Management on a regular basis. In particular it must constructively scrutinise proposals and information provided to the Board of Management. The Supervisory Board must be included in decisions of fundamental importance to BayernLB. The Supervisory Board is composed of 11 members, ten shareholder representatives and one employee representative.
The General Meeting is an assembly of the bank’s owners that takes decisions on fundamental issues. The General Meeting may consist of up to six members and comprises – in accordance with the current (indirect) ownership structure – representatives of the Free State of Bavaria and the Association of Bavarian Savings Banks, each of whom is vested with General Meeting voting rights commensurate with their indirect ownership of BayernLB.
Sustainability management system
We regard striving for sustainability as an integral element of good internal and corporate governance. Sustainability is therefore in keeping with our corporate mission and values. The Sustainability Executive Unit and the position of Chief Sustainability Officer (CSO), with a direct reporting line to the CEO, play a key role.
The Sustainability Executive Unit is involved in decisions on all measures that have a material or guiding impact on the issue of sustainability, especially with regard to the increasing importance of the carbon footprint. The management approach to sustainability and the related governance extends to all types of processes and transactions and covers both the lending business and all investments arranged by BayernLB.
As well as the Sustainability Executive Unit, all the Bank's divisions deal with the aspects of sustainability relevant to their respective task. In addition, sustainability is a management task.
Our corporate governance rules and control are largely based on the German Corporate Governance Code, to the extent that this can be meaningfully applied to an unlisted company under public law that has only two, indirect shareholders. Our rules exceed the requirements of the German Corporate Governance Code in a number of areas.