606214 Covestro AG

Proxy Report - 13/04/2018

General: Covestro AG is among the world's largest polymer producers. The Company's business activities are focused on the manufacturing of high-tech polymer materials and the development of innovative solutions for products used in many areas of daily life. The main segments served are the automotive, construction, wood processing and furniture, and electrical and electronics industries. Other sectors include sports and leisure, cosmetics, health, and the chemical industry itself. Covestro has about 30 production sites around the globe and employs approximately 16,200 people.

Covestro AG was founded as a subsidiary of Bayer AG on 20 August 2015 as a consequence of Bayer AG's decision to contribute its MaterialScience business to a stock corporation and to publicly list shares of this company on the stock exchange. On 1 September 2015, the control and profit and loss transfer agreement between Covestro Deutschland AG (formerly Bayer MaterialScience AG) and Bayer AG was terminated and Covestro Deutschland AG became a subsidiary of Covestro AG. The
Company's initial public offering (IPO) was conducted on 6 October 2016. Following the IPO, Bayer AG initially held a total of 69% of the shares in Covestro and has since reduced its shareholding gradually to 14.2%. Effective 30 September 2017, Covestro AG and Bayer AG signed a control termination agreement according to which Bayer cedes all control of Covestro. As a result, Covestro is no longer consolidated by Bayer as a subsidiary.

Agenda: We have no concerns over the agenda items at this year's AGM.

28/03/2018
24 pages
EN

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Underlying

Chemicals - Germany

Covestro AG. Covestro AG is a Germany-based company engaged in the manufacture of plastic materials. The Company specializes in developing, producing and marketing of polyurethanes, polycarbonates and raw materials for automotive, construction, packing, wood and furniture, sports and leisure, medical, textile, cosmetics, as well as electrical and electronics sector, among others. Its activities are divided into three business units: Polyurethanes, offering a variety of grades of diphenylmethane diisocyanate (MDI), toluene diisocyanate (TDI) and polyether polyols; Polycarbonates, providing polycarbonate resins, compounded resins and polycarbonate sheets; as well as Coatings, Adhesives and Specialties, producing aliphatic isocyanates and their derivatives, aromatic isocyanate derivatives, polyurethane dispersions and other specialties. The Company operates in North America, Europe, Middle East and Africa (EMEA), as well as in Asia Pacific region.

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