FAQ

The next Annual Shareholders’ Meeting will be held on Thursday, April 27, 2023.

For all shareholders of BASF SE, a live video and audio broadcast of the entire Annual Shareholders’ Meeting will be transmitted via the online service at www.basf.com/asm-service on April 27, 2023, starting at 10:00 a.m. The opening of the Annual Shareholders’ Meeting by the meeting chair and the speech of the company’s Chairman of the Board of Executive Directors will be broadcast live online on April 27, 2023, and will be accessible to all at www.basf.com/shareholdersmeeting and available as a recording after the conclusion of the Annual Shareholders’ Meeting.

The live broadcast of the Annual Shareholders’ Meeting does not enable participation in the Annual Shareholders’ Meeting in accordance with Section 118(1) sentence 2 of the German Stock Corporation Act.

The speech of the Chairman of the Board of Executive Directors (live and replay) is available on our website at www.basf.com/shareholdersmeeting for two years.

If you have any questions regarding the Annual Shareholders’ Meeting, please contact our Shareholder Hotline on +49 (621) 60-99888 (Monday to Friday, 9:00 am to 6:00 pm CEST) or send an e-mail to hv-service@basf.com.

Information material can be ordered online.

The only persons who are entitled – personally or through proxies – to attend the Annual Shareholders’ Meeting and exercise their voting rights are those shareholders who have registered with the Board of Executive Directors of the company not later than Thursday, April 20, 2023, either at the following address

Hauptversammlung BASF SE
c/o ADEUS Aktienregister-Service-GmbH
20784 Hamburg Germany
Fax: +49 89 2070 37951
E-Mail: hv-service@basf.com

or online according to the procedure laid down by the company at www.basf.com/asm-service and who are entered in the share register for the registered shares. For purposes of determining attendance and voting rights, the shares recorded in the share register at the end of April 20, 2023, are decisive. Shareholders who would like to register via the online service will require their shareholder number and the corresponding access password. Those shareholders who are registered for the email transmission of the invitation to the Annual Shareholders’ Meeting shall receive the necessary information in the email invitation to the Annual Shareholders’ Meeting. All other shareholders entered in the share register shall receive their shareholder number and their access password by post with the written invitation to the Annual Shareholders’ Meeting.

Shareholders who register via the online service and order a ticket to attend the Annual Shareholders’ Meeting have the option to print out their admission ticket directly or have the ticket sent to them via e-mail or by post. Unlike the registration for the Annual Shareholders’ Meeting, the admission ticket is not a prerequisite for attendance but merely serves to simplify the procedure at the entrance to the Annual Shareholders’ Meeting.

If an intermediary is registered in the share register, it can only exercise the voting rights for shares that do not belong to it by virtue of a proxy issued by the shareholder.

Applications for share transfers in the share register that are received by the company after the end of April 20, 2023 (Technical Record Date) up to the end of the Annual Shareholders’ Meeting on April 27, 2023 will be executed in the company’s share register and take effect only after the Annual Shareholders’ Meeting on April 27, 2023.

Owners of American Depositary Shares (ADS) receive the documents for the issue of a proxy from the Bank of New York Mellon (Depositary).

The shares are not blocked by registration for the Annual Shareholders’ Meeting; shareholders therefore remain free to dispose of their shares even after registration.

The only persons who are entitled to attend the Annual Shareholders’ Meeting and exercise their voting rights are those shareholders who have registered not later than Thursday, April 20, 2023 and who are entered in the share register for the registered shares.

For purposes of determining attendance and voting rights, the shares recorded in the share register at the end of April 20, 2023 are decisive.

Absentee voting

Shareholders can cast their votes in writing or by way of electronic communication, without attending the Annual Shareholders’ Meeting (“absentee voting”). To exercise voting rights, shareholders must register for the Annual Shareholders’ Meeting prior to midnight on April 20, 2023 (see above, under “Requirements for attending the Annual Shareholders’ Meeting and exercising voting rights”).

Electronic absentee voting takes place via the online service at www.basf.com/asm-service using the online form provided there. Electronic absentee voting, including changes to votes, is possible via the online service until the start of voting. The start of voting will be determined and announced by the chairman of the meeting at a point in time after the Board of Executive Directors has finished answering questions.

If votes are cast via postal absentee voting, the votes must be received by April 26, 2023, (date of receipt) at the following address:

Hauptversammlung BASF SE
c/o ADEUS Aktienregister-Service-GmbH
20784 Hamburg
Germany
Fax: +49 89 2070 37951
Email: hv-service@basf.com

To change or revoke votes cast by absentee voting outside of the online service, the abovementioned provisions relating to the possibilities for transmission and the deadlines apply accordingly.

If shareholders have already voted via absentee voting but would instead like to personally exercise their voting rights or have these exercised by a representative during the Annual Shareholders’ Meeting, this is possible but will revoke the votes cast via absentee voting.

Authorized intermediaries, associations of shareholders and proxy advisors in accordance with Section 134(a) of the German Stock Corporation Act as well as persons who have equal status to these in accordance with Section 135(8) of the German Stock Corporation Act are also entitled to utilize absentee voting.
 

Voting by company-appointed proxy

As a service, we offer our shareholders the possibility of being represented at the Annual Shareholders’ Meeting by proxies appointed by the company. The proxies can be authorized in text form or via the online service at www.basf.com/asm-service. Issuing, changing or revoking a proxy and instructions to the proxies undertaken outside of the online service must reach the company at one of the aforementioned addresses. Issuing proxies and providing or changing instructions to the proxies are possible via the online service until the start of voting.

On the day of the Annual Shareholders’ Meeting, proxies and instructions to the company-appointed proxies may also be issued, changed, or revoked at the special counter in the entrance area.

Please note that in these cases as well, registration must be carried out prior to midnight on April 20, 2023 (see above, under “Requirements for attending the Annual Shareholders’ Meeting and exercising voting rights”). Beatriz Rosa Malavé and Annette Buchen have been appointed proxies with the sole right of representation. The proxies exercise the voting rights solely on the basis of the instructions provided. In the event that an individual vote takes place on an Item of the Agenda, any instruction issued for this purpose will apply to each individual sub-item accordingly. Please note that the proxies appointed by the company will not accept any instructions to speak, file opposition to resolutions by the Annual Shareholders’ Meeting, ask questions or put forward motions on behalf of the shareholder.

If a shareholder has already issued a proxy and voting instructions to the company-appointed proxies but would instead like to personally exercise his or her voting rights or have these exercised by a representative during the Annual Shareholders’ Meeting, this is possible but will revoke the issuance of the proxy and the instructions to the company-appointed proxies.
 

Voting by an authorized representative

In addition to absentee voting and voting by proxy, shareholders entered in the share register can have their voting rights in the Annual Shareholders’ Meeting exercised by an authorized representative, for example, an intermediary, an association of shareholders or a proxy advisor. In this case as well, shareholders must register for the Annual Shareholders’ Meeting prior to midnight on April 20, 2023 (see above, under “Requirements for attending the Annual Shareholders’ Meeting and exercising voting rights”).

In the case of an authorization of an intermediary, an association of shareholders, a proxy advisor, or any other person specified in Section 135(8) of the German Stock Corporation Act, the form of authorization is governed by the respective offer for exercising the voting right by the authorized representative.

The issuing of a proxy, its revocation, and evidence of the authorization vis-à-vis the company can be sent to the company at the following address:

Hauptversammlung BASF SE
c/o ADEUS Aktienregister-Service-GmbH
20784 Hamburg
Germany
Fax: +49 89 2070 37951
Email: hv-service@basf.com

In addition, proxies can be issued or revoked via the online service at www.basf.com/asm-service until the start of voting.

Those intermediaries, associations of shareholders, and proxy advisors that participate in the company’s online service can also be authorized via the online service according to the procedure laid down by the company at www.basf.com/asm-service.

On the day of the Annual Shareholders’ Meeting, the issuing of a proxy, its revocation, and evidence of the authorization vis-à-vis the company are also possible at the special counter in the entrance area.

After the Annual Shareholders’ Meeting of BASF SE on April 27, 2023, you can download your voting confirmation from the online service at www.basf.com/asm-service, which will be available from May 2, 2023.

Countermotions with reasons against a proposal by the Board of Executive Directors and the Supervisory Board on a specific Item of the Agenda and, in the event of an election to the Supervisory Board, electoral proposals for the election of members of the Supervisory Board or auditors must be sent to the following address only. Countermotions and electoral proposals sent to other addresses will not be taken into consideration.

BASF SE
CL/G – C007
67056 Ludwigshafen
Germany
Fax: +49 621 60-6643693
Email: hv2023@basf.com

Countermotions and electoral proposals that are to be made accessible according to the German Stock Corporation Act and are received up to the end of April 12, 2023, at the above address with evidence of shareholder status will be published promptly on the internet at www.basf.com/shareholdersmeeting. Any replies from management will also be published at the above internet address.

Shareholders registered for the Annual Shareholders’ Meeting have the possibility to use electronic means of communication to submit written statements to the company via the online service at www.basf.com/asm-service using the online form provided there. Each shareholder may submit no more than one statement. The written statement may have a total length of no more than 5,000 characters. Submissions can be made via the button “Submit statement.” These statements, including the name of the submitting shareholder, will be made accessible to all shareholders via the online service. If the shareholder objects to the disclosure of his or her name, the statement will not be made accessible or will be deleted. The company also reserves the right not to publish, in particular, insults or statements that may violate criminal law. Moreover, the company reserves the right to publish a rebuttal to individual statements, including in advance of the Annual Shareholders’ Meeting.

The statements submitted by shareholders in this manner can be viewed by all shareholders via the online service at www.basf.com/asm-service under the button “Submitted shareholder statements” after submission and until the end of the Annual Shareholders’ Meeting.

We ask all shareholders to note that questions can only be asked at the Annual Shareholders’ Meeting. Questions submitted as or contained in statements will not be answered by the company.

The online form to submit a statement will be activated from 09:00 a.m. on April 11, 2023, until midnight on April 25, 2023.

Countermotions and electoral proposals that are to be made accessible according to the German Stock Corporation Act will be published promptly on the internet at www.basf.com/shareholdersmeeting. Any replies from management will also be published at the above internet address.

Via the online service at www.basf.com/asm-service you may access your data in the share register as well as update or amend your postal address. For any changes to your name, please contact your depositary bank.

BASF saves costs in Europe and the services at Annual Shareholders’ Meeting will be reduced as well. Due to this reason no factory tours will be offered on 27th April (day of the 2023 Annual Shareholders’ Meeting). Interested parties will also have the opportunity to take part in a free guided tour through the exhibition of the Visitor Center in Ludwigshafen and/or a factory tour on other dates (according to the adapted offer), registration options available at: www.basf.de/visitorcenter.

At the same time as BASF's Annual Shareholders’ Meeting in Rosengarten in Mannheim, the Federal Garden Show will take place in Mannheim's Luisenpark. This major event, which is expected to attract 2.1 million visitors, also will have an impact on daily life in the city of Mannheim. Therefore, unfortunately, 1.000 car parking spaces at Technoseum and the shuttle buses to Rosengarten have to be cancelled. BASF will provide around 2.000 free car parking spaces: Around 900 free car parking spaces will be located in the car park near Rosengarten and in the underground car park at Water Tower of Mannheim. 1.100 free car parking spaces will be found in the car park Z 230 in Karl-Müller-Straße in Ludwigshafen. Free shuttle bus service will run from the car park Z 230 in Karl-Müller-Straße in Ludwigshafen to Rosengarten as well as from Mannheim Central Station to Rosengarten.

Refreshments will be served in the foyer. We kindly ask that food and drinks not be brought into the assembly rooms. Smoking is prohibited throughout the building. Please refrain from bringing outside food and beverages as these cannot be taken into the venue and will have to be discarded at the security checkpoint.

You can bring your cellular phone. However, we would like to ask you, though, to keep it switched off so as not to disturb other people attending the meeting.

Our staff at the information desks will be happy to answer your questions.

The dividend will be paid out on Wednesday, May 3, 2023, i.e. on the third working day after the Annual Shareholders’ Meeting.

The ex-day is Friday, April 28, 2023, i.e. the first working day after the Annual Shareholders’ Meeting. This is the day on which the shares are traded on the stock exchange without dividend entitlement for the first time.