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Supervisory board remuneration

2024 Germany Spencer Stuart Board Index

2024 Snapshot

 6 %

fixed fee increase for chairs

 15 %

fee decrease for audit committee chairs

The average total remuneration for the chair of the supervisory board rose minimally, to €388,320.

The average fixed fee for the chair of the supervisory board rose by about 6%, slowing down from a 12% increase in the previous year and reaching €305,538 (from €288,091).

The average fixed fee of a regular supervisory board director is €116,975, falling from the €118,534 noted in our 2023 report.

The chair of the audit committee is again the most highly paid, even though the average fee of €109,281 represents a drop of 4% from €113,388 in the previous year. The overall span across the Dax 40 companies for the audit committee chair ranges from €270,000 to €21,250.

The current German Corporate Governance Code (GCGC) continues to suggest a fixed remuneration (G.18): “If members of the Supervisory Board are granted performance-related remuneration, it shall be geared to the long-term development of the company.” In response, task-related components, fixed remuneration and remuneration for committee membership continue to grow in importance, while performance-related components are declining.

Fee structure

Fixed remuneration is the most widely used fee mechanism. Twenty-nine companies (73%) have instigated a fee structure composed of fixed fee and attendance. Six companies (15%) pay only a fixed fee for non-executive directors. Three companies (8%) have a fixed fee and shares structure, and two companies compose the total fee of three elements: fixed fee, shares and attendance fee.

Supervisory chair remuneration follows the same structure, with one exception. This specific company pays the supervisory board chair a combination of a fixed fee, shares and attendance fees; remuneration for regular board directors does not include any shares.

2016 2018 2020 2021*
[Dax 40]
2022
[Dax 40]
2023
[Dax 40]
Chair 19% 17% 5% –0.4% 12% 6%
Ordinary member 18% 17% 5% 17% –1% –1%

* calculation done comparing the board director fees within the DAX 30 group (as analysed in our 2020 Board Index) in relation to the DAX 40 companies analysed following the switch in 2021

Committee fees

All DAX 40 companies reward committee engagement. In principle, a wide range of remuneration levels exists between between individual committees. The remuneration of the committee chair is usually twice as high as that of committee members.

As in previous years, comparing the remuneration of all committee chairs, the audit committee chair compensation is the highest, reflecting the existing liability risk. Average remuneration paid to the audit committee chair fell to €109,281 from the €113,388 noted in our 2023 survey. Levels of audit committee chair remuneration range from €270,000 to €21,250.

A regular member of the audit committee receives average remuneration of €54,325, down from €59,820. Of the most commonly established committees — audit, nomination, presidential and personnel — the nomination committee receives the lowest remuneration. However, the nomination committee is characterised by a very small number of members (two or three, usually) and meets only on demand.

The average fee for the chair is €31,590, ranging from €200,000 to no fee across the monitored cohort. The average fee for a regular nomination committee member is €15,385. Twenty companies do not pay a fee for nomination committee work.

In the presidential committee, €76,660 is the average committee chair fee, which ranges from €200,000 to no fee. Regular committee members are paid an average of €38,230, on a range from €100,000 to zero.

In personnel committees, average chair remuneration is €52,118, with a spread spanning a maximum of €200,000 to no fee across the cohort. The average fee for a regular member of the personnel committee is €27,353, ranging from a maximum of €100,000 to no fee.

The average fee for the remuneration committee chair is €46,525, compared to €51,987 in the previous year. Average remuneration for committee members also fell, to €21,321 from €30,511.

Membership of a dedicated risk committee pays more than membership of a nomination, remuneration (or combination) committee, paying an average fee of €75,000; however, that represents a decrease from €96,667 in the previous year.

The strategy committee in 2024 records an average chair committee fee of €59,444; committee members are paid an average total fee of €27,222.

Our perspective

The fees for responsibilities such as liability and risk overall are higher than those for committees focusing on longer-term perspectives such as succession or strategy. However, those critical topics are on occasion allocated to other committees, such as people and HR, or specific risk, or innovation, with strongly varying levels of remuneration.

Additional remuneration

In five (or 13%) of the surveyed DAX 40 boards, shares or restricted stock units are part of the remuneration scheme. This are two fewer companies than noted in our 2023 Board Index, when seven companies included shares for board director remuneration.