GEA Group Aktiengesellschaft (G1A) Earnings Call Transcript & Summary

April 30, 2021

Deutsche Boerse Xetra DE Industrials Machinery shareholder_meeting 181 min

Earnings Call Speaker Segments

Helmut Perlet

executive
#1

Ladies and gentlemen, as Chairman of the Supervisory Board, I hereby open this year's Annual General Meeting of GEA Group Aktiengesellschaft and, in accordance with the Articles of Association, assume the Chairmanship. On behalf of the Supervisory Board and the Executive Board, I would like to extend a warm welcome to you, dear shareholders and shareholder representatives. This year's meeting will again be held as a virtual AGM on the basis of the COVID-19 Pandemic Mitigation Act without the physical presence of shareholders or their proxies, with the exception of the company's proxies. The Executive Board and the Supervisory Board have decided to do this in order to adequately protect you and all those involved on and off the stage. On the other hand, you, ladies and gentlemen, shall, of course, be given the opportunity to exercise your rights as far as possible. I would like to take this opportunity to inform our foreign shareholders that the entire Annual General Meeting will be simultaneously translated into English. I would like to welcome [ Dr. Hau Sheetz ] who, as notary public, will certify the resolutions taken at this Annual General Meeting as required by the German Stock Corporation Act. I would also like to welcome the members of the Executive Board who are present here. Against the background of health protection, the other members of the Supervisory Board are not physically present at today's meeting. However, as Chairman of the Supervisory Board and Chair of the meeting, I can contact them at any time. Ladies and gentlemen, 2020 was dominated by the corona pandemic. The extraordinary commitment of all employees made a decisive contribution to a stable result. This year, we would, therefore, like to once again thank the entire Executive Board, the employee representatives and, in particular, all the employees of GEA Group. Before we begin with the agenda, I would first like to explain the rules of today's Annual General Meeting. The entire meeting will be broadcast live for shareholders and the public on the company's website. Via the investor portal, shareholders who have registered in due time as well as their proxies have the opportunity to cast their votes by absentee ballots, to grant power of attorney and issue instructions to the proxies and to object to resolutions for the record. You have access to the investor portal with the data sent to you in the registration confirmation. [ Dr. Hau Sheetz ] has satisfied himself in advance that the technology is in order and functioning properly. Should problems nevertheless arise during transmission, they will, of course, be remedied immediately. If necessary, please check whether your Internet connection is stable and your Internet browser is up to date. If you have any questions about using the investor portal, please contact our service provider, Computershare. You will find the contact details on the homepage of the portal under the menu item Contact. In view of the still serious infection situation, we have decided that the other members of the Supervisory Board do not attend today's meeting in person. My colleagues on the Supervisory Board are following the meeting on their screens. The Executive Board is fully present. Notice of this Annual General Meeting with the complete agenda and the management's proposed resolutions on the announced agenda items was given by the Executive Board in due form and good time by publishing it in the Federal Gazette on the 22nd of March 2021. The convocation was also published on the European level. In addition to the announcement in the Federal Gazette, the convening of the Annual General Meeting has been communicated to the group of persons named therein in due form and time in accordance with Section 125 of the German Stock Corporation Act. The convening of the Annual General Meeting, the annual financial statements of GEA Group Aktiengesellschaft for the 2020 fiscal year and all the other mandatory documents relating to this Annual General Meeting has been made available on the company's website since its convocation. Within the statutory period, the company has not received any motions for additions to the agenda or countermotions to the agenda items requiring publication nor has it received proposals for the election of Supervisory Board members or auditors. Ladies and gentlemen, we are again maintaining an electronic attendance list for today's Annual General Meeting. This is currently being compiled and will be made available to you in the investor portal in the menu section under attendance list before voting begins. The attendance list at today's virtual annual meeting only includes those shareholders who are represented by the company's proxies. In contrast, shareholders who vote by postal ballot are not included in the attendance list. Please note that only the list visible on the investor portal is valid. Information made available to you on other websites or by means other than this portal will not be taken into account. It is prohibited to take pictures or otherwise reproduce the attendance list or abuse the data contained therein. Pursuant to Section 19, Paragraph 2, Sentence 2 of our Articles of Association, I determine the manner and form of voting as follows. Voting during this year's meeting will take place exclusively and by no other means than via the investor portal. You have access to this portal with the data sent to you and can cast your vote there by electronic absentee ballot, issue powers of attorney and instructions to the proxies or object to resolutions for the record. Authorizations and instructions to proxies as well as postal votes can still be issued, revoked or changed via the Investor portal until the start of voting. To do so, please follow the corresponding instructions in the Investor portal. The proxies appointed by the company are Dr. Ralph Pennekamp and Mr. Bastian Laue. They exercise the voting right exclusively on the basis of the instructions given by you. Both gentlemen are present here today. Please note that the authorization of the proxies of the company and the casting of postal votes is only possible until the entry into the voting on the published resolution proposals. I will inform you about this again in due time. We will vote on all items on the agenda in a single ballot. In the vote, we will use the addition procedure, which I will explain to you before the voting starts. Ladies and gentlemen, contrary to the practice in an in-person general meeting, we will not hold a general debate this year. Shareholders had the opportunity to submit questions to the company via the investor portal until 24 hours last Wednesday, 28th of April 2021. In addition, there was the possibility to submit written comments or video messages via the investor portal until this time. We have published the video messages received on the company's website in accordance with the requirements specified in the convening notice. The video messages will be played after the explanation of the agenda. And together with the subsequent answering of the submitted questions, we will replace the general debate that we would have otherwise held. Requests to speak via the investor portal as well as procedural motions are not possible during today's meeting. This also applies to questions. Based on current legislation, you, dear shareholders, had the right to submit questions until midnight on Wednesday, 24 hours. You have made exclusive use of this right. We will, of course, answer the questions appropriately and meet your need for information. Ladies and gentlemen, before we enter into the agenda, please allow me to say a few words about the members of the Supervisory Board who will be leaving at the end of today's Annual General Meeting. On the employee side, these are Mrs. Hubert, Mrs. Kerkemeier and the Deputy Chairman of the Supervisory Board, Kurt-Jürgen Löw. On the shareholder side, Mrs. Spence and Mr. Bastaki, are taking part in the purely virtual panel for the last time today. Mrs. Spence has been a member of the Board since 2011 and Mr. Bastaki since 2003. In accordance with our objectives for the composition of the Supervisory Board, they are, therefore, not up for reelection. Dear colleagues, I'm sure I speak on behalf of all those concerned when I thank them most sincerely for their long-standing value and support. During the entire period, you have been a great asset to GEA, which owes you so much. This holds especially true with regard to the last 2 years which, as we all know, have not been easy for GEA. As Chairman, I've greatly appreciated GEA's positive culture of debate, characterized by respect and strict orientation towards the cause that is GEA as a whole. It is therefore important for me to take this opportunity to express my personal thanks to you once again. Ladies and gentlemen, I will also be leaving the Supervisory Board at the end of today's Annual General Meeting. Since you elected me to the Supervisory Board in June 2005, we have been able to accompany a remarkable development of GEA from a more or less unstructured industrial conglomerate to one of the world's leading system providers in the food, beverage and pharmaceutical sectors. This path had not always been easy, but I will leave office with many good memories, above all, with a feeling of gratitude towards my colleagues on the Supervisory Board for the always constructive cooperation, towards the Executive Board for the close, uncomplicated and trusting cooperation and especially towards you, dear shareholders, for the trust you have placed in me. I am very grateful that I was able to play a part in GEA's Supervisory Board for such a long time. Please, dear shareholders, remain loyal to GEA in the future as well. Ladies and gentlemen, I now call agenda items 1 to 13. With the exception of Agenda Item 1, on which no resolution will be taken, the other agenda items will be called later for joint resolution. I come to agenda item 1, presentation of the adopted annual financial statements of GEA Group Aktiengesellschaft and the approved consolidated financial statements as of 31st December 2020, the group management report combined with the management report of GEA Group Aktiengesellschaft for fiscal year 2020, including the report of the Supervisory Board for fiscal year 2020. Ladies and gentlemen, the aforementioned documents include the remuneration report, the explanatory report of the Executive Board on the disclosures pursuant to Section 289a, Paragraph 1 and Section 315a, Paragraph 1 of the German Commercial Code in the version applicable for the 2020 financial year and the corporate governance statement with the corporate governance reporting. The annual financial statements and the consolidated financial statements as per 31st of December 2020, as well as the group management report, combined with the management report of GEA Group Aktiengesellschaft were audited by KPMG Wirtschaftsprüfungsgesellschaft Berlin as the auditor elected at the last Annual General Meeting. The Supervisory Board thoroughly examined the annual financial statements, the consolidated financial statements, the consolidated management report combined with the management report and the proposal for the appropriation of net earnings. Together with the auditor, the audit report was discussed in detail, among other things, at the Supervisory Board meeting on 3rd of March 2021, to approve the financial statements. Neither the audit by the auditor nor the audit by the Audit Committee and/or the Supervisory Board gave rise to any objections. The auditor issued the required unqualified audit certificate in accordance with Section 322 of the German Commercial Code. The Supervisory Board approved the annual financial statements and the consolidated financial statements submitted by the Executive Board at its meeting on 3rd of March 2021. The annual financial statements are thus adopted in accordance with Section 172 of the German Stock Corporation Act. The written report of the Supervisory Board on its activities in the past financial year can be found in the annual report starting on Page 15. The main focus of our Supervisory Board's activities in the past year were the COVID-19 pandemic, the realignment of the strategy and the redesign of the remuneration system for the Executive Board, which I would like to explain to you more thoroughly. You will find a detailed description on the invitation to today's Annual General Meeting under [ III ] and on the website in the documents for the Annual General Meeting under agenda item 7. Ladies and gentlemen, as you will certainly recall, we submitted a new system for the remuneration of Executive Board members to the Annual General Meeting on 26th of April 2019 for approval. Compared to the Executive Board remuneration system valid until the end of 2018, this system has been fundamentally revised in order to implement regulatory changes and, in particular, to take investor expectations into account to a greater extent than before. The Executive Board remuneration system implemented as of 1st of January 2019, also met with broad approval from you, our shareholders, with a majority of almost 94% of the votes cast. The reason for the new revision of the remuneration system leading to the version that is before you today for approval was primarily the effort to ensure its regulatory conformity with regards to the new version of the German Corporate Governance Code that came into force in March 2020 as well as the legal changes for the implementation of the EU Shareholder Rights Directive. In the recent adjustment of the remuneration system, changes were deliberately made only in certain areas so that the new remuneration system explained to you in detail in the agenda for today's Annual General Meeting still corresponds in essential parts to the system approved by a very large majority the Annual General Meeting 2 years ago. In addition, we wanted to align the remuneration system even more closely with our corporate strategy. The Executive Board remuneration system before you today, therefore, contains effective incentives to promote the long-term and sustainable development of GEA in the interest of our shareholders. It is to come into effect in this version as of the 1st of January 2022. Let me now briefly discuss the changes made to the remuneration system but also its objectives. One of GEA's key objectives is to generate sustainable value creation for you, our shareholders. In order to align Executive Board remuneration even more closely with GEA's sustainable development, the performance period of the long-term performance-related remuneration component will therefore be extended from 3 to 4 financial years in the future. This change is also in line with the recommendations of the new German Corporate Governance Code. With our broad application and process know-how and our innovative strength, we at GEA can and want to contribute to overcoming global challenges such as climate change or feeding the world's population. In order to underline this claim, we will, in the future, reflect strategic goals in particular from the areas of the environment, social affairs and responsible corporate governance, so-called environmental, social and governance goals, or ESG, goals in the Executive Board remuneration. This change also only affects the long-term variable remuneration in the form of the performance share plan. The performance-based remuneration components are designed to promote the achievement of the key objectives of our corporate strategy. This applies, in particular, to sustainable and profitable growth and the expansion of our position as one of the world's largest system providers for the food processing industry and related industries. In order to provide even stronger incentives, we will increase the weighting of the relative performance component in the long-term performance-related remuneration from 50% to 60% in the future. In addition to technical changes to the remuneration system, we've also decided to increase the target total remuneration of the Executive Board members, that is all remuneration components, including pension contributions, by approximately 17% from the current level as of the 1st of January 2022. The increase is to be evenly distributed among the individual remuneration components so that their weighting does not change. The contributions to the company pension scheme will not be increased. In view of the increase in the target total remuneration of the Executive Board by about 17% as of the coming financial year, I would like to point out that there are usually no annual salary adjustments for Executive Board members and that remuneration packages are, therefore, usually agreed for a longer period. For example, the remuneration of the Chairman of the Executive Board has not been increased since he joined the Executive Board in autumn 2018. Furthermore, the Supervisory Board considers this increase in the total target remuneration to be appropriate. This applies in view of the performance of the Executive Board members to date, especially with regard to the successful restructuring of GEA and the noticeable improvement in the company's financial and earnings power despite the currently very challenging market environment. However, the reduction of the Executive Board from 5 to 3 members and the associated consolidation of responsibilities and tasks should also be considered at this point. Last, but not least, the adequacy review carried out at the end of 2020 showed that the corresponding increase in remuneration is absolutely in line with the market. In the following, I would like to give you a brief overview of the remuneration system in its entirety as well as other changes. It consists of nonperformance-related and performance-related components. The nonperformance-related component continues to comprise the fixed remuneration, customary fringe benefits and the company pension plan. The performance-related component consists of the 1-year bonus and the now 4-year performance share plan. As before, the 1-year management bonus takes into account the financial performance criteria, EBITDA and ROCE. These key performance indicators are anchored in GEA's management system and illustrate the company's focus on profitable growth. In addition to the financial targets, a modifier reflects the individual and collective performance of the Executive Board as well as contributions to stakeholder issues. The performance share plan serves as a long-term incentive over 4 years. Its payout depends on the total -- on the relative total shareholder return, TSR, as well as on strategic targets, usually ESG targets. The remuneration system continues to provide for so-called malus and clawback regulations. This gives the Supervisory Board the possibility to reduce or reclaim the remuneration of the Executive Board in the case of a verifiably deliberate gross violations of legal or contractual obligations or essential internal guidelines. The existing shareholding obligations amounting to 150% and 100% of the fixed remuneration for the Chairman of the Executive Board and all the ordinary members of the Executive Board, respectively, will be maintained. This is intended to promote the goal of a sustainable increase in the value of the company. In addition, a maximum remuneration is set in accordance with the requirements of the German Stock Corporation Act. This amounts to EUR 6.2 million for the Chairman of the Executive Board and EUR 3.7 million for ordinary members of the Executive Board. This maximum remuneration reflects the highest possible volume of the total remuneration package of the Executive Board members, that is, if all variable remuneration components were to be paid out in full at all times or up to the cap of 200% of the target amount. As already mentioned at the beginning, the main adjustments to the remuneration system of the Executive Board concern the long-term performance-based remuneration component. In the following, I would like to explain in detail the future structure of the performance share plan and the reasons for the adjustments that were made. The long-term performance-related remuneration continues to be structured as a performance share plan. By directly taking into account the share price, this takes into account the long-term interest of our shareholders to a particularly high degree. The Supervisory Board has decided on the following 5 changes to the performance share plan: first, strengthening the long-term orientation of the remuneration components, especially by extending the performance period; second, a stronger emphasis on the performance target total shareholder return; third, measurement and evaluation of GEA's total shareholder return compared to the new DAX 50 ESG Sustainability Index; fourth, the introduction of sustainability and/or ESG targets; and fifth, the introduction of an annual performance measurement as part of the 4-year performance period. In order to strengthen the long-term orientation of the Executive Board remuneration, the performance period will be extended from the currently 3 years to 4 years in the future in line with the recommendations of the German Corporate Governance Code. The relative total shareholder return continues to be implemented as a financial performance criterion. At the same time, its weighting has increased from 50% to 60%. In addition, The relative TSR will, in the future, be measured against the DAX 50 ESG instead of the stock's Europe TMI Industrial Engineering Index. Thus, the comparison is made with companies for which the issue of sustainability is also of central importance. It is important to note that the DAX 50 ESG also includes many of GEA's customers. With its products and services, GEA helps to make their business processes more efficient and environmentally friendly. As the second performance criterion, ESG targets are implemented in the plan with a weighting of 40%, which are derived from the strategic orientation and sustainability management of the group and thus contribute significantly to the long-term and sustainable development of GEA. The ESG targets replace the previous performance indicator of earnings per share. Sustainability, ladies and gentlemen, is an important -- a very important topic for GEA. We are committed to the United Nations Sustainable Development Goals and have been active in this area since 2016. The aim is to gradually anchor the idea of sustainability in the strategy and management of the group. GEA has already had some successes along the way and achieved important interim goals as evidenced by the group's good performance in various recognized sustainability ratings. Mr. Klebert is going to elaborate on that later on. However, as the requirements in this area are also constantly increasing and in order to document our ambitions in terms of sustainability even more clearly, we want to further develop and implement our group-wide sustainability strategy. This process will also include setting ambitious and measurable ESG targets and performance criteria as part of the performance share plan. In the course of the 4-year performance period of each performance share plan tranche, an annual performance measurement and an annual lock-in of the target achievement will take place in the future with regard to the number of performance shares to be granted. At the same time, however, the measurement of the share price performance over the entire duration of the performance period, which is decisive for the determination of the payout amount, will remain an important element of multiyear performance. At today's Annual General Meeting, we will put the revised remuneration system for Executive Board members to the vote and ask you to approve agenda item 7. Ladies and gentlemen, for his comments on the 2020 annual financial statements and the business development, Mr. Klebert will explain the key figures for the 2020 financial year and then look ahead to the near future. Mr. Klebert, please.

Stefan Klebert

executive
#2

Dear shareholders, good morning from Düsseldorf, and welcome to the Annual General Meeting of GEA Group AG. Unfortunately, this marks another year in which this event must be held on a purely virtual basis. Naturally, we would have preferred an in-person event. A virtual format will never be an ideal substitute for direct personal exchange with you, dear shareholders. However, given the unchanging and tense situation caused by the pandemic, we really had no other choice, as I'm sure you would agree. And we all sincerely hope that things will change for the better soon. In a moment, I will provide you with an overview of the previous fiscal year. Before doing so, I would like to talk briefly about the upcoming changes in our Supervisory Board. As already mentioned by Dr. Perlet, there will be several changes to this governing body, which will take effect after today's Annual General Meeting. On behalf of my fellow Executive Board members and our employees, I would like to take this opportunity to sincerely thank all departing Board members for their service. Your high level of dedication and commitment in accompanying GEA over the last several years has helped successfully position the company in the market. Likewise, I would like to welcome the designated new members to Supervisory Board standing for election today. We are particularly pleased to welcome Klaus Helmrich, former member of the Managing Board of Siemens AG, who brings extensive industry and management experience and has been proposed as the new Chairman of the Supervisory Board. I look forward to a trusting and successful cooperation. Let's begin by reviewing the past fiscal year. You will recall that, in 2019, we have set the course for a realignment of the group. In 2020, GEA then had to prove itself by demonstrating the measures we had initiated would bring GEA back on track and in an even more challenging environment than we could ever have anticipated. And in just a minute, I will be showing you just how well your company performed. Subsequently, I will provide you with a short update on the measures we have taken to contain the spread of the coronavirus within the company. And finally, before concluding with our priorities and an outlook for the current fiscal year, I will speak about GEA's current medium-term planning and engagement related to sustainability. Ladies and gentlemen, GEA fared very well in 2020. However, this should not be taken for granted. What was a reality for the entire common economy also applied to us: the outbreak of the coronavirus pandemic brought us face-to-face with tremendous challenges. Nonetheless, we delivered on our promise and, in some cases, even exceeded our own forecast. Not only did we increase our profitability beyond our own ambitious goals but we also sustainably improved on all key financial indicators. In doing so, we have demonstrated 2 things: one, that our business model is very robust, even under conditions of extreme stress like those caused by a pandemic of historic proportions; and second, that the measures initiated in 2019 were the right ones and are yielding the expected results. As projected, our 2020 revenue was slightly down on the previous year due to the COVID-19 pandemic. The reported figure is 5% lower than in 2019. Adjusted for foreign currency effects, this decline amounts to a mere 2.6% only. Given the challenges of the previous year, this is an excellent figure for a mechanical engineering company. The profitability achieved by the company is testament to the fact that GEA has successfully completed the necessary turnaround. We significantly increased EBITDA before restructuring measures, despite the slightly lower revenue, by more than 11% to EUR 532 million. Moreover, we have massively improved the return on capital employed. Compared with 10.6% in 2019, we managed to considerably increase this to 17.1%. Both are the result of a multitude of measures we initiated in 2019 which are now paying off. In light of this excellent situation, which was also accompanied by an outstanding cash flow performance, we proposed a dividend of EUR 0.85 per share for the year 2020. So how did we perform regarding order intake? The German Mechanical Engineering Industry Association, VDMA, found that, on average, its member companies witnessed a steep 11% downturn in the year 2020. For mechanical engineering companies operating in the food processing and packaging sectors, which are closest to our key customer industries, the figures released by the association also point to a sharp decline in order intake at just under 11%. At GEA, the outcome was quite different. We managed to come out just 4.6% and, adjusted for foreign currency effects, a mere 2.2% below the prior year level. Delays in customer investment decisions on large projects with volumes exceeding EUR 5 million have adversely impacted the company. On the other hand, we were able to win 11 large orders, each worth more than EUR 15 million. These orders were primarily placed in our dairy and beverage divisions. Against this backdrop of a slight overall decline in revenue, we actually managed to marginally grow our beverage and chemical operations. Adjusted for currency effects, our service business has also grown by 1.9%. The share of revenue attributable to the service business increased from 32.3% in the prior year to 33.6% today. Once again, this underlines the importance of having a strong service business to ensure stable sales and long-term customer relationships. And what is really remarkable is that despite declining sales, we boosted our EBITDA before restructuring measures in all divisions. At 11.5%, our margin was nearly 1.7 percentage points higher than the previous year. Initially, we had forecast EBITDA before restructuring measures at between EUR 430 million and EUR 480 million for the fiscal year. In July, and again in November, we ultimately raised this range to more than EUR 500 million. At EUR 542 million, and adjusted for foreign currency, we ultimately met this last earnings forecast convincingly. What was our formula for success? We quickly and very decisively implemented various efficiency and cost-saving initiatives. Moreover, we also succeeded in increasing the return on capital employed in all 5 divisions. The strong growth in ROCE from 10.6% in the previous year to 17.1% is attributable to both the positive trend in earnings and the significantly lower capital employed. Our initial expectation for ROCE was a range between 9% and 11%. However, over the course of the year, we raised this outlook twice, ultimately to between 15% to 17%. And we eventually surpassed this slightly, achieving 17.1%. Please also consider, it was only at the beginning of the fiscal year that we rolled out our new group organization. The clear focus: the individual entity should once again assume their own profit and loss responsibilities. As a result, many managers took on new tasks or different responsibilities. The fact that the organization was already running so well in the first year impressively illustrates that reorganizing our company was the right thing to do and the right way forward. Moreover, strengthening personal responsibility and ownership has paid off in other respects, too. For example, we lowered our net working capital much quicker than expected. This can be attributed, in particular, to the reduction in overdue accounts receivable as well as inventories. As a result, we nearly halved our net working capital in the 2020 fiscal year. Notably, the ratio of net working capital versus sales, with sales also down, clearly underlines that we made good progress. Our original medium-term plan anticipated a range between 12% and 14% by 2022, but we were already down only 7.9% at the end of the year 2020, an outstanding level for a mechanical engineering company. Apart from the increase in EBITDA, the sharp reduction in net working capital helped to significantly improve our cash position. This is all the more remarkable given the year in question presented us with a highly challenging environment. Including discontinued operations, our net liquidity totaled EUR 402 million on the 31st of December versus EUR 28 million at the end of the previous year. In short, even during tough and extraordinary times, you can rely on GEA to create sound value for its shareholders. In 2020, we clearly demonstrated our operational strength in all respects. Our liquidity is high, and we have every reason to trust in the company's continued positive development. For this reason, we proposed an unchanged dividend of EUR 0.85 per share today, which is the same as last year. Well, once again, the company's total dividend would amount to approximately EUR 153 million. As in the past, this year's disbursement would include a single tranche paid out following this Annual General Meeting. In 2020, international stock markets were heavily impacted by the coronavirus pandemic. Last spring, this adversity also negatively affected our stock. On the 18th of March 2020, our share closed at EUR 14.53, trading at its lowest price in many years. However, thanks to the excellent performance of our business over the course of the year and supported by the headwind of a recovering market, our share experienced a swift recovery. And this positive trend has persisted. Our shares traded at EUR 29.28 at the end of the year, and our share price has continued to rise as well, particularly following the release of our 2020 annual financial statement, and was trading at EUR 36.06 on Friday, 23rd of April, and this is the range -- current range of the share price today. This demonstrates that the capital market is rewarding GEA's successful turnaround, which is based on consistent action and the right initiatives. This renewed trust has encouraged us to maintain this momentum. We will continue to vigorously implement and pursue our strategy. At our last Annual General Meeting in November, I already explained what GEA has done to minimize the impact of the coronavirus pandemic on the company and our employees, demonstrated how we responded early to the situation, and continue to professionally handle the ongoing crisis. Since that time, we have been forced to deal with the second and, currently, a third wave. As a consequence, we have once again tightened rules and restrictions, which have been eased, and taken additional measures. For example, we offered FFP2 masks and even regular test kits to our entire workforce at an early point in time without waiting for legal requirements to take force. We can see that the sum total of these initiatives has achieved the desired effect: our hygiene concepts are working very well and infections in GEA's business environment are limited to few isolated cases worldwide. Naturally we will, of course, help our employees get immunized. As soon as suitable vaccines are available, we will procure them at our own expense, to the extent legally possible. For several weeks, we've been intensively preparing for in-house vaccinations, which we can ensure by relying on our own resources, including additional capacities that may require organizing because the health of our employees is very important to us, and they should be able to work safely at GEA sites and facilities. We want to be a strong industrial partner, serving the global community as best we can during the current pandemic. Ladies and gentlemen, I've already spoken about the importance of sustainability for GEA on several previous occasions. In this context, I have pointed out that naturally, we, as a company, take our global responsibility very seriously and that, as a global technology leader, we have the ability to make a difference for our customers. Since the last Annual General Meeting, we have further progressed and improved our performance in this area. In March of this year, we released our first stand-alone sustainability report, which allowed us to expand the content of our reporting. Based on the Global Reporting Initiative standards, this document is particularly helpful to rating agencies who need to quickly find relevant and reliable information to correctly assess GEA's performance. We've done much over the years to further the cause of sustainability within the company. What is new is that we are now also systematically and extensively communicating these endeavors. Our 2020 Sustainability Report shows how we continue to develop. At the Annual General Meeting in November, for example, I spoke about the excellent A-list score we achieved for our management of water resources as well as the A- rating awarded in the climate benchmark, both part of the CDP sustainability ranking. At that time, I promised that we would not rest on our laurels but work even harder in pursuing our purpose: engineering for a better world. Our recent report is testament to the fact that we successfully accomplished this objective. In March, we also received our renewed rating under the EcoVadis sustainability ranking. For the first time, we were awarded gold standard. This means that GEA ranks among the top 2% of all mechanical engineering companies rated by EcoVadis globally. Since 2016, we have subjected our sustainability management initiatives to increased scrutiny by submitting to a thorough and detailed review of an independent rating agency while steadily improving our rankings along the way. Receiving a gold ranking gives us even more encouragement to fully commit and further expand our sustainability strategy. GEA wants and will make its contribution to the exemplary management of the environment and our climate. To this end, we established a new sustainability department in early April headed by our Chief Sustainability Officer, Dr. Nadine Sterley, who directly reports to me. We will cluster all relevant activities that used to be performed by different departments, and they will be managed by a core team that will be further enlarged to professionally handle these increasingly complex requirements. Moreover, the dedicated sustainability department will lead the work on developing our new climate strategy, which is well underway. By early summer, we will be able to provide you with an update about the specific new goals we will be setting for ourselves and how we intend to continue setting a good example within our industry in the future. To ensure the company's management has a tangible sense of responsibility when it comes to sustainability, the Supervisory and Executive Boards have agreed to anchor the commitment to sustainability in the targets for the variable compensation of the Executive Board members. For this reason, ESG targets and benchmarking with the DAX 50 ESG Index were incorporated into the new Executive Board Remuneration System, the approval of which we are seeking from you in the course of today's AGM. Ladies and gentlemen, let me briefly summarize. Despite a highly challenging environment, 2020 was a successful year for GEA. We proactively managed the pandemic and resolutely responded to the recent surge in infections by taking effective countermeasures. Our business model has impressively shown that it is very robust. Even in the face of a crisis, people need food, beverages and pharmaceuticals. These sectors account for about 80% of our business. This focus has helped us in our capacity as a mechanical engineering company to keep our order intake and revenue relatively stable throughout the previous year. Our new divisional structure has already passed the litmus test with flying colors in the first year of its existence and under unexpected and difficult circumstances. In fact, it has turned out to be a perfect fit for the company. I sense a spirit of new, fresh energy and momentum across the entire group. We are witnessing a positive cultural change, a shift towards more personal responsibility and entrepreneurship. We pressed ahead with efficiency measures, adjusted our capacities and divested some affiliate entities that failed to align with our core business. This allowed us to improve several key financial indicators swiftly and sustainably. In particular, we once again improved our profitability despite a decline in revenue. At 11.5%, the EBITDA margin for 2020 was impressive. Nearly halving our net working capital, we accomplished an excellent level of 7.9%. At this point, my special thanks go to our employees. Their extreme commitment and dedication are what made this successful turnaround of GEA possible in the first place. This is also one of the reasons why it is important to us to do everything in our power to offer our workforce safe, secure and good jobs in return. Given these successes, we are optimistic that by the year 2022, we will accomplish our medium-term financial targets set in 2019. This slide shows the development of the earnings margin generated by the company since 2019. At that time, we were at 9.8%. At the Capital Markets Day in September 2019, we communicated our targets up to 2022. Our expectation was that we would be able to attain a margin between 11.5% and 13.5% by that time. We now see that we are making very good progress in this area and that our measures are gaining traction. In 2020, a year marked by the pandemic, we already achieved a level of 11.5%. And for the current year, we expect this indicator to further improve, as I will show you shortly when I present our guidance for the year 2021. This positive trend has prompted us to make an upward adjustment to our respective medium-term planning. We now expect to achieve an EBITDA margin of between 12.5% and 13.5% by 2022. Likewise, our net working capital to sales ratio has also shown that we can do significantly better than projected. Having previously anticipated a level of 12% to 14%, we now expect to reduce this figure to between 8% and 10% by 2022. As you can see, the various measures we initiated to meet our medium-term financial targets are effective and sustainable. We are well on track and gaining ground. Ladies and gentlemen, this brings me to our expectations for the current fiscal year. Despite the current challenges, our outlook is based on growth. We expect our core markets of food, beverages and pharma to experience a recovery over the course of the year compared to 2020. This, combined with the success of the measures we initiated, forms the basis for our optimistic outlook for the year. More specifically, we anticipate slight organic growth in revenue for fiscal year 2021, notwithstanding the ongoing pandemic of up to 5% compared to the previous year. We expect EBITDA before restructuring measures to further increase to between EUR 530 million and EUR 580 million. In addition, ROCE is expected to reach between 16% and 20% in the current fiscal year. Today, I can present the prospect of a fully on-target first quarter. Subject to our final Q1 numbers, we expect our order intake to remain stable at roughly the level of the previous quarter, which was around EUR 1.24 billion. Organic revenue in the first quarter is likely to reach at least EUR 1 billion, returning to the same volume as the first quarter of 2020. Finally, we can assume that our profitability, compared to the same quarter of the previous year, has actually increased. In 2021, our primary focus will be on the following. We will further improve our efficiency by systematically pressing ahead with the measures we have initiated. Another milestone for this year will be the first template rollout of our new ERP system, which will help us uniformly manage and control our business processes across the group going forward. This will make our goal of harmonizing the ERP landscape a reality. Optimizing our manufacturing footprint also ranks high on our list of priorities. In addition to our new production facility being built in Koszalin in Poland where we will lay the first cornerstone next month, we will push ahead with the buildup of additional centers of competence. When it comes to sustainability, we will further professionalize our efforts by releasing a new climate strategy and ambitious targets this year. Our commitment, both internally and externally, is clear: GEA is a company that understands and takes its social responsibility seriously. Ladies and gentlemen, following on the heels of our initial turnaround successes, the question has arisen concerning GEA's medium-term ambitions and it what it would like to achieve by 2026. We will provide these answers to these questions based on the results of an ongoing project that we have given the working title, Mission 26. At the 2021 Capital Markets Day set for September, we will inform you as well as the general public about our new strategic and financial targets, which we will set for ourselves until the year 2026. And I can already assure you, we will continue to be ambitious and intend to rigorously pursue our growth strategy by further improving profitability. Ladies and gentlemen, as you can see, we have a lot planned again this year. And we have every reason to be optimistic about the future. Our measures are bearing fruit, and our business model has proved solid even in turbulent times. We want you, our shareholders, to continue to share in the successful development of our company. To that end, we will do everything in our power in the current fiscal year to ensure GEA remains a valuable investment with a future. Thank you for placing your trust in us. And that brings me nearly to the end of my presentation. But before answering your questions, I would like to take this opportunity to honor the services of a distinguished person. Following this Annual General Meeting, Dr. Helmut Perlet will step down from the Supervisory Board of GEA Group AG. He has been a member of this important governing body for nearly 16 years, chairing it for the last 5 years. Together with Dr. Perlet, GEA has lived through eventful times. Over the years, our group has changed and reinvented itself time and again, always with one ambitious goal: to be a market leader. Even the most recent reorganization of the group, which began after I joined, was intensively accompanied by Dr. Perlet and in a spirit of trustful cooperation. Thanks not least to his support as Chairman of the Supervisory Board, we had the courage to change and were able to lead our company into a new, successful chapter of its history. Dr. Perlet, GEA has benefited from your extraordinary wealth of experience for many years now. And in the 2.5 years of our cooperation, I could always rely on you. Your professional and objective advice has been extraordinarily helpful and valuable, and the division of responsibilities between the Executive Board and the Supervisory Board perfectly followed good corporate governance. Your efforts to continually find fair and equitable solutions, coupled with your skill for bringing people together and reconciling the interest of employer and employees, has been instrumental in the group's pathway to success. You leave GEA at a time when the company has achieved an impressive turnaround and, despite a global pandemic, is now free from net debt, with a high level of profitability and clear prospects for the future. And this is also largely thanks to you. In such a situation, you can hand over responsibility to a successor with pride and satisfaction, which you have decided to do now. And we respect this, and we wish you all the best. I would like to thank you very much for everything you have done for this great company, both personally and on behalf of my fellow Executive Board members, our employees and on behalf of the entire Supervisory Board of GEA Group AG, I would like to thank you very, very much for what you have done for this great company. All the best and stay healthy.

Helmut Perlet

executive
#3

Thank you very much for your comments, Mr. Klebert, and a very personal thank you for your kind words regarding my person. Ladies and gentlemen, I would like to point out that the text version of Mr. Klebert's speech has already been available on the company's website since the 28th of April. So before we move on to the other items on the agenda, I would first like to announce the current attendance. Out of the company's registered nominal capital in the amount of EUR 520,375,765.57 divided into 180,492,172 no-par value shares, 130,630,461 no-par value shares with the same number of votes are represented at the virtual Annual General Meeting by proxy and instructions to the company's proxy. This corresponds to an attendance of 72.38% of the registered nominal capital. In addition, postal votes for 16,180,987 no-par value shares were received. Thus, the attendance rate plus the postal votes received amounts to 146,811,448 no-par value shares. This corresponds to 81.34% of the company's registered nominal capital. Ladies and gentlemen, before we move on to the video statements and the answers to the questions you have submitted, I would like to explain the items on the agenda to you in the required brevity. This will make it easier for you to understand the video messages and the questions. Mr. Klebert has already reported to you in detail on the presentation of the annual financial statements and the business development, the Annual General Meeting does not need to pass a resolution on this matter. Agenda item 2 concerns the appropriation of net earnings. We propose a dividend of EUR 0.85 per profit participating share. Agenda items number 3 and 4 concern the ratification of the acts of the members of Executive Board and the Supervisory Board for the 2020 fiscal year. Subsequently, the appointment of the auditor is to take place under agenda Item 5. Following the recommendation of the Audit Committee, the Supervisory Board proposes that KPMG Wirtschaftsprüfungsgesellschaft Berlin be once again appointed as auditor of the company and the group for fiscal year 2021. Under agenda item 6, the election of 6 shareholder representatives on the Supervisory Board is to be held. The mandates of all previous Supervisory Board members will end at the conclusion of today's Annual General Meeting. On the shareholder representative side, 3 candidates are standing for reelection today, namely, Prof. Dr. Annette Köhler, Dr. Molly Zhang and Colin Hall. Since you already know the 3 candidates through their previous work on the Supervisory Board, we will take the liberty of dispensing with their reintroduction. In addition, the Supervisory Board has proposed 3 candidates for election to the Supervisory Board for the first time. In addition to the designated Chairman of the Supervisory Board, Klaus Helmrich, these are Holly Lei and Prof. Dr. Fleischer who will introduce themselves to you in a moment. The Supervisory Board also proposes to shorten the term of office of its members from 5 to 4 years. The term of office of the 6 shareholder representative currently up for election will therefore end at the conclusion of the Annual General meeting that decides on the ratification of their acts for the 2024 fiscal year. This is intended to meet the requirements of modern corporate governance while simultaneously taking into account the expectations of international investors in particular. May I now ask the candidates who are not yet members of the Board and who are to be newly elected to the Supervisory Board to introduce themselves. We will start with Mrs. Lei. Prof. Fleischer and Mr. Helmrich are here in person. We asked Mrs. Lei to refrain from traveling from Chine in view of current pandemic. Instead, she will introduce herself to you by means of a video. May I ask the technical department to play the video of Mrs. Lei's introduction?

Holly Lei

executive
#4

Hello, everyone. It's my honor to speak to you here from Shanghai. First of all, I would like to appreciate the GEA Supervisory Board for the trust in appointing me as a new member. I'm Holly Lei, currently Senior Vice President of Covestro Group and the President of Covestro China. As the first female local in this position, I'm very proud to lead my organization in this extremely dynamic, fast-growing and a very challenging country, which is also the biggest single market for Covestro in recent years. During my time with Bayer under Covestro in the past 22 years, I have held various management positions with an increasing responsibility in the field of sales, marketing, technical service and R&D, geographically spanning across Greater China to APAC region and global. By saying that, I have developed and accumulated immersed experience in cross-culture management, various industry knowledge and a strong APAC, China insight. Currently, I also serve as the Board member of the Shanghai Chapter of European Union Chamber of Commerce in China. As a newly appointed Supervisory Board member, I'm more than willing to contribute to my expertise and also experience from different perspectives, while trying my best to foster continuous success of GEA. I'm looking forward to working very closely with all of you, and thank you very much.

Helmut Perlet

executive
#5

We are very pleased to have Holly Lei who is a candidate with extensive knowledge of the Asian and, in particular the Chinese market, and who can give significant impetus and momentum to GEA's positioning in this region. I now hand over to Prof. Fleischer.

Jurgen Fleischer

executive
#6

Ladies and gentlemen, I'm very happy to be able to, well, introduce myself today. I am a fully-fledged mechanical engineer from [ Karlsruhe ], working with Daimler where I started, working on the assembly lines there. I was assistant in the field of research and technology. And then I moved over to the newly founded railway company, Adtranz. Right from the very beginning, I moved in my various positions, responsible for predevelopment, later on for bogies as a division. And after the takeover by Bombardier, I was responsible for regional trains worldwide. And then in 2003, I followed the call from the University of Karlsruhe, KIT currently, to take over and be at the helm of my own institute. We deal with process automation. We know what's happening in the factories, working in highly demanding projects with the German plant and mechanical engineer sectors. And well, in recent years, we have seen that our processes are getting so complex that we see that without digitalization, we will not be able to face the future. We even need artificial intelligence to clarify these processes and, based on data, take the right decisions and be able to manufacture and produce without any errors. This is what I would like to do to make a contribution. I stand for technology, and I am strong in innovation. And an important point is the access to new talent at our universities who, at the end of the day, are responsible for securing our future. And this is what I would like to work for. Thank you very much.

Helmut Perlet

executive
#7

Thank you very much, Mr. Fleischer. I think with Prof. Fleischer, we have been able to gain an outstanding exec for digitalization. His experience in operational functions as well as his many years of activity in research and teaching make him particularly well suited to drive GEA's transformation process. Now I would like to ask Mr. Helmrich to introduce himself.

Klaus Helmrich

executive
#8

Ladies and gentlemen, the shareholders of GEA Group AG, well, it's a pleasure for me to introduce myself as a candidate to the Supervisory Board and designated Chairman of the Supervisory Board. My name is Klaus Helmrich, I will turn 63 years old in May of this year, and I live together with my family in Nuremberg. After my studies -- well, I studied at the Würzburg-Schweinfurt University as an engineer focusing on information technology. I started my career with Siemens AG back in 1986 as development engineer focusing on multicomputer development. Then in 1991, I moved to automation technology with Siemens. And until 2008, I held various management roles in different locations worldwide. Then in 2008, I was appointed CEO of Drive Technologies. And in 2011, I was appointed to the Managing Board of Siemens AG. During this time, I was also working as a Labor Director for some of that time. And in recent years, I was responsible as CEO for Digital Industries with a worldwide revenue of EUR 15 billion and 78,000 employees worldwide. During this time, I came across GEA as a global company out there in highly attractive markets. And well, based on its position, GEA is out there operational in leading markets and key markets. Based on my professional experience, strategic corporate development and digital transformation, I am happy to contribute my skills and competencies in the further development and growth of GEA. I gained some experience on the Supervisory Board with Siemens as the Chairman of Siemens AG Österreich and EOS Holding. Ladies and gentlemen, I'm quite aware of the fact that the task of a Supervisory Board Chairman, on the one hand side, includes a necessary responsibility but, at the same time, the necessary time which needs to be available. And I'm quite happy to dedicate my time to this task. I would love to make a contribution together with the Executive Board to promote the further development of GEA. I would be very happy to get your approval today, and I would like to already thank you now. Thanks to everybody.

Helmut Perlet

executive
#9

Thank you very much Mr. Helmrich. Your many years of management experience in plant engineering and digitalization will be a great asset to the work of the Supervisory Board, also to the position of Chairman. The employee representatives, dear shareholders, are not up for election by you. They are elected by GEA's employees. Nevertheless, I would like to briefly describe the composition of the employee bench here in order to give you an overview of all future members of the Supervisory Board. Against the backdrop of the COVID-19 pandemic, the employee representatives could not yet be duly elected by the employees of GEA Group. In consultation with the Group Works Council and the IG Metall workers' union, the Executive Board requested that they be appointed by the local court of Düsseldorf at the conclusion of this Annual General Meeting. The court complied with this request in its decision dated April 27. The following persons who have already served on the board were appointed by the court: Mrs. Brigitte Krönchen, Deputy Chairwoman of the Group Works Council; Michael Kämpfert, representative of the executive employees; and Mr. Reiner Gröbel, representing IG Metall. New additions are Mr. Roger Falk, Chairman of the Group Works Council; Mrs. Claudia Claas, Deputy Chair of the Group Works Council; and Dr. Cara Röhner representing the IG Metall workers' union. We now come to agenda item 7, which embraces the resolution on the approval of the remuneration system for the members of the Executive Board. I have already explained the main features of the new system to you in my remarks on the work of the Supervisory Board. The Notice of AGM includes a detailed description of the system. It is also available on the company's website. Agenda item 8 is to confirm the remuneration awarded to the members of the Supervisory Board. And the opinion of the Executive Board and the Supervisory Board, the remuneration for the members of the Supervisory Board set forth in Article 15 of the Articles of Association is still appropriate and shall remain unchanged. You will also find details on this item in the Notice of the Annual General Meeting and on the company's website. Agenda item 9 contains the proposal of the Executive Board and the Supervisory Board for an amendment to the Articles of Association with regard to the intended reduction of the term of office of Supervisory Board members from 5 to 4 years. Resolutions on the creation of authorized capital are planned under agenda items 10, 11 and 12. In each case, the volume of the authorization amounts to approximately 10% of the current nominal capital. The possibility of excluding subscription rights is limited in total to 10% of the current nominal capital. In this respect, the authorizations provide for mutual offset. The purposes of Authorized Capital I, II and III essentially correspond to the previous authorizations. In order to achieve a uniform term of the capitals, the currently existing Authorized Capital I, which still runs until 2022, shall be canceled prematurely. The term of all proposed authorizations will now end on the 29th of April 2026, respectively. Authorized Capital I and III can only be increased by issuing new no-par value shares against cash contributions whereas Authorized Capital II allows for contributions in kind as well as cash. The shares to be issued on the basis of the authorization for Authorized Capital II are to be used, among other things, as currency for business combinations or the acquisition of companies, for servicing employee participation programs or for granting a stock dividend. Furthermore, the authorization under Authorized Capital III provides the possibility of the so-called simplified exclusion of subscription rights in the case of cash contributions pursuant to Section 186, Paragraph 3, Sentence 4 of the German Stock Corporation Act. Please find the details on the capital authorizations, in particular regarding the exclusion of the subscription right as well as the respective report of the Executive Board, in the detailed information embraced by the Notice of AGM. Finally, under agenda item 13, a resolution is to be passed on the authorization to issue bonds with conversion of option rights and/or obligations and to create contingent capital to service these bonds. The proposed authorization to exclude subscription rights relates to a proportionate amount of the share capital that totals 10%. The background here is also the expiry of the previous authorization. In this respect, please allow me to refer again to the details communicated in the Notice of Annual General Meeting and the report of the Executive Board. Ladies and gentlemen, as already announced, we will not be able to hold a general debate at this year's virtual AGM. However, we have given you, dear shareholders and shareholder representatives, the opportunity to submit written questions, comments or video messages via the company's website up to 1 day in advance of the Annual General Meeting. In addition, you had the right to address questions to the company via the investor portal within the same period. As already mentioned, written comments have not been received. There are 2 video messages and statements that we have already published on the company's website in the run-up to the meeting. They are still accessible there. During the Annual General Meeting, we would like to start by playing the video statements before we turn to answering your questions. The various statements were received from the Deutsche Schutzvereinigung für Wertpapierbesitz, a German association for private investors. On the one hand, speaking is Marc Tüngler, General Manager. On the other hand, Mr. Dieter Tassler, spokesman of the Schutzgemeinschaft der Kapitalanleger, a German association for the protection of investors, has provided us with a video. I would like to ask our technicians to play the video messages, and we will start with the one from Mr. Tüngler.

Marc Tüngler

attendee
#10

Good afternoon, ladies and gentlemen, dear shareholders of GEA Group. My name is Marc Tüngler. I am the General Manager of the German Society for the Protection of Shareholders. And this year, as every year, we are represented at the GEA Annual General Meeting. We are represented, on the one hand, with questions we submitted beforehand and also with this video statement. Overall, we have to say that GEA shareholders can be satisfied with the last fiscal year. It was a difficult fiscal year, of course, also a fiscal year influenced by the coronavirus at GEA. But the figures speak for themselves, GEA has fared well through the coronavirus crisis. And the changes made over the past few years are bearing fruit because the free cash flow, and this is very important because we also need money we earn and we can work with, there we actually see how well the business is being managed at GEA by the new Executive Board, and we would like to thank them very much for that. Of course, we would also like to thank all the employees who make this business possible in the first place. We hope that everyone is healthy and well because GEA still has a lot of plans. They also plan to grow externally again. That, too, is a very convincing, very good news. The question is whether this is the right moment to do so because the prices on the seller side are still very high indeed. But the important news is that GEA is moving forward again, stepping up GEA, and not all companies can say that about themselves, in particular in this coronavirus period. I would like to, therefore, thank you very much for the work you did in the last year. All the employees, Executive Board, the Supervisory Board, keep going. GEA shareholders can be very satisfied, and we'll be pleased when GEA dividend increases again next year. Thank you very much.

Dieter Tassler

attendee
#11

Welcome also on behalf of the Schutzgemeinschaft der Kapitalanleger to the GEA Annual General Meeting 2021. Even if this is the second time we can only meet virtually, which certainly makes shareholder communication more difficult, a look at the past year shows that GEA has really made a turnaround. The experiment of running GEA as a group with only 2 divisions due to its size is now over. The new and old structure actually does better justice to the decentralized companies with the different and diverse technologies. And shareholders will also find this reflected in the annual report. Although sales are still slightly below the previous year level, we can state today that revenue is not everything. The significant progress made in terms of the group's net income, and above all, cash flow, continues to leave us optimistic. Our thanks go to the entire team for this. We hope that GEA's management team will, number one, not only make further progress in terms of product innovation and growth but will also make sure that, second, the large-scale plant business, which is somewhat subdued at the moment, will be gaining momentum and picking up again.

Helmut Perlet

executive
#12

I would like to express my sincere thanks for the transmission of the video messages and the interest they have shown in our company. We will now move on to answering the questions you submitted prior to the Annual General Meeting. In doing so, I would first like to emphasize that it is very important to us to answer your questions in the same way as we have always done in other years within the framework of a face-to-face meeting, irrespective of the privileges accorded under the COVID-19 Mitigation Act. Unlike last year's procedure, the questions will not be read out by myself and the Executive Board members together with the answers. Instead, the questions are going to be read out by our Head of Corporate Communications, Marketing and Brand, Mrs. Jill Meiburg. The answers will then be given by the directors and myself as usual. And this is to make it easier for you to follow the questions and answers in the first place. Well, as Chairman of the Supervisory Board, I will, first of all, answer the questions that concern the Supervisory Board. And then the Executive Board will continue.

Jill Meiburg

executive
#13

So thank you very much, Dr. Perlet. In total, we received 28 questions in advance of the Annual General Meeting. As you heard, we will start with the questions that concern the Supervisory Board, and they will be answered by Dr. Perlet. Afterwards, we will then ask that we will answer the questions based on the shareholders who submitted the questions. The first question was submitted by Marc Tüngler from DSW. Dr. Perlet, the question is the Supervisory was particularly concerned with the profitability of the new machine business. Do we currently have a problem here? And what is the result of your deliberations?

Helmut Perlet

executive
#14

Well, previously, GEA only had one uniform P&L account for the service and new machine business. Mr. Tüngler, I think it's not a surprise to you that the service business is more profitable than the new machine business. And this is why we now have a separate profit and loss statement to follow the business in each area, to identify measures and develop both independently from each other. So this doesn't mean that we've got a problem in terms of new machine business, but we have a chance to more specifically analyze it and then hopefully make it even more profitable.

Jill Meiburg

executive
#15

The next question from [ Michail Ruhof ]. Dr. Perlet, the question is, the ratification of the Executive Board and the Supervisory Board, why is there no individual vote? Do the Executive Board and the Supervisory Board in regard themselves as too socialist collective? And then afterward, when there is a new election of the Supervisory Board members, there is no block vote. Then I therefore request an individual vote on items 3 and 4. This is also necessary in view of the necessary restructuring measures that have been taken. A certain gentleman have messed up a few things before.

Helmut Perlet

executive
#16

Well, the block ratification of the acts is the general statutory rule. And this has been complied with, in our case. Your request for individual discharge cannot be granted, Mr. [ Ruhof ]. This should have been submitted by midnight on the 15th of April. The deadline was expressly referred to in the Notice of the Annual General Meeting under Item 11b, in the section further information on the convening of the general meeting. The current COVID legislation on the conduct of general meetings does not provide for the consideration of motions after this deadline. This year's Annual General Meeting will be conducted with electronic postal voting and proxy voting only, so there will be no right for shareholders to propose motions at the Annual General Meeting. So I hope you will understand.

Jill Meiburg

executive
#17

Then a shareholder asks the following question, a critical aspect of the remuneration system for Executive Board members are the regulations in the event of premature termination of the employment relationship. Is it necessary to throw 2 years' salary at a Board member in the event of premature termination of appointment without any performance in return? One month salary per year of appointment would certainly also help to alleviate the hardship of leaving early. So this is a question addressed to you, Dr. Perlet.

Helmut Perlet

executive
#18

Well, the severance payment arrangement chosen within the framework of the remuneration system is in line with the market. In keeping with the principles of good corporate governance as well as the recommendations of the German corporate governance, an amount of 2 full years' remuneration really represents the maximum limit of possible severance payments. However, depending on the time of departure, these may also include lower amounts. Severance pay is, of course, not payable at all if a departing member of the Executive Board is a so-called bad leaver. That is if the departure is based on circumstances that justify extraordinary termination of the Executive Board contract for good cause.

Jill Meiburg

executive
#19

And then the last question with regard to the Supervisory Board, also addressed to you, Dr. Perlet. The work on the remuneration system for the Executive Board members has certainly taken up a lot of time on the part of the Supervisory Board, the time that the Supervisory Board should now have for other more important tasks. Why is the Supervisory Board unnecessarily bringing the elastic clause, temporary deviations from the remuneration system that is open to act interpretation upon itself. Why are they doing it?

Helmut Perlet

executive
#20

You addressed the provision that allows the Supervisory Board to temporarily deviate from the remuneration system in the exception of cases, if this is in the interest of the long-term well-being of the company. And this regulation is a legally provided opening clause that ensures the Supervisory Board's flexibility and ability to act in exceptional situations that could not be foreseen in this way when the remuneration system was adopted. And well, it's meaningful to have it included in the system for this reason, I think. However, for the Supervisory Board to be able to actually use this room for maneuver in exceptional cases, the law requires, on the other hand side, that the remuneration system specifies the procedure for deviation as well as the components of the remuneration system from which such deviation is possible.

Jill Meiburg

executive
#21

The next question is asked by Marc Tüngler to you, Mr. Klebert. The question is GEA has closed a challenging coronavirus year 2020 with convincing figures. Nevertheless, order intake, sales and earnings were moderately impaired. But well, what would the 2020 fiscal year have looked like without the coronavirus? Can you identify a coronavirus effect? And what would the figures look like without any coronavirus impact?

Stefan Klebert

executive
#22

Well, Mr. Tüngler, indeed, we are highly pleased with GEA's performance back in 2020. As I mentioned in my speech, revenue and order intake were only slightly down. We significantly increased EBITDA and improved many other key financials, on the one hand side, this underlines how stable and crisis-proof our business model is. And on the other hand, it shows how well our efficiency measures have worked. Without the coronavirus, things would certainly have fared even better. Revenue growth of around 3% would have been possible, and earnings would probably also have been somewhat higher.

Jill Meiburg

executive
#23

The next question is to you -- addressed to you, Mr. Klebert, a question submitted by Marc Tüngler. With a view to the 2008/2009 financial crisis and now the corona crisis in 2020/2021, I would like to ask you to explain to us how you assess GEA Group's resilience today and what further measures you see to increase this resilience again for future difficult times.

Stefan Klebert

executive
#24

Well, thank you very much for this question, Mr. Tüngler. I think it has already been submitted and shown that we have a very robust business model indeed. Even today, we generate a good 80% of our sales in stable and steadily growing markets such as food, beverages and pharmaceuticals. And we want to further expand this share through organic growth and possibly through acquisitions. We also see further opportunities for efficiency gains in purchasing and are in the process of further consolidating our production.

Jill Meiburg

executive
#25

The next question, also submitted by Mr. Tüngler, to you, Mr. Klebert is as follows. We can clearly see the changes since you took over the helm at GEA Group. The restructuring is progressing, and we are already reaping more than just the first fruits. What 3 parameters do you use to measure the success of restructuring?

Stefan Klebert

executive
#26

Well, the first point is the new organizational structure that we have introduced at the beginning of 2020 with clear goals and responsibilities in all divisions and areas. The second point is certainly the consistent implementation of efficiency measures and the separation of subsidiaries that no longer fit into our core business. The third point is the good development of operating results and the improvement of other key financial indicators such as ROCE, net working capital and net liquidity, also as a result of the first 2 parameters.

Jill Meiburg

executive
#27

The next question by Mr. Tüngler is addressed to Mr. Ketter. Mr. Ketter, when will we have completed the restructuring and/or stop working with adjusted figures?

Marcus Ketter

executive
#28

With a view to the setup of our production, we expect another increase in expenditure once again. Apart from that, we expect to have the bulk of the restructuring measures behind us by the end of next year.

Jill Meiburg

executive
#29

Next question by Mr. Tüngler to you, Mr. Ketter. What further restructuring expenses can we expect in the next 2 years?

Marcus Ketter

executive
#30

In 2019 and 2020, we have entered EBITDA restructuring expenses totaling approximately EUR 160 million in the books. By the end of 2022, we expect another approximately EUR 90 million, excluding any restructuring expenses that might be incurred in connection with possible sales of marginal businesses.

Jill Meiburg

executive
#31

Marc Tüngler addresses the next question to you, Mr. Klebert. We recognize and appreciate that you are keeping the dividend stable despite an inadequate net result and are thus sending a signal of strength and confidence to the shareholders. However, please explain once again your difficult strategy and tell us whether we are going to have a situation in the next few years where results are increasing noticeably and the reserves will be replenished at the expense of dividends.

Stefan Klebert

executive
#32

Well, our current dividend strategy states that we want to distribute about 40% to 50% of the group results. However, due to the restructuring measures already mentioned, our current payout ratio is higher. However, our robust business model and our high liquidity allow us to pay out at least a stable dividend of currently EUR 0.85 per share. We are aiming for a further increase in the dividend in the future.

Jill Meiburg

executive
#33

Next question to you, Mr. Klebert, also by Mr. Tüngler. How do you assess the ordering behavior of your customers with regard to major projects and in general? Will there be catch-up effects as soon as the corona situation eases further? Or can you see that orders have been placed elsewhere or have been abundant in the meantime?

Stefan Klebert

executive
#34

Well, our customers' order behavior, in general, makes us very confident. In the case of large-scale projects, we continue to observe that they are kind of postponing orders, but there are no cancellations and there's no awarding to competitors. On the contrary, we continue to have good discussions with our customers and expects demand to increase again in the second half of the year.

Jill Meiburg

executive
#35

Mr. Ketter, Mr. Tüngler poses a question to you again. In terms of cash flow and working capital, you were very convincing in the 2020 financial year. When it comes to working capital, however, the question is whether this level can be maintained or whether working capital will not suffer as a result of a change in the product mix and, in particular, when large orders come back. What do you expect from the further development of working capital? And what do you consider a normal level in a non-corona year?

Marcus Ketter

executive
#36

We remain very confident with regard to the development of the net working capital. As mentioned in my speech, we were able to almost halve the ratio of the net working capital to turnover from 14% to 7.9% in the 2020 financial year. In particular, the reduction of overdue receivables and inventories contributed to this. For this year, we expect a range of 8% to 10%. This range takes into account normal operational net working capital fluctuations between the different quarters. In addition, due to fewer large-scale orders, the related advance payments are decreasing or might decrease which would, in turn, increase net working capital in the short term.

Jill Meiburg

executive
#37

Mr. Klebert, the next question is directed to you. It comes from Mr. Tüngler. You do not hide the fact that you can imagine growing externally again. But how does this statement, which is sure to meet with approval at first, fit in with the current market conditions? And is it at all possible at the moment to implement value-enhancing acquisitions due to the price level and the price expectations of the seller. Isn't it better at the moment to keep one's feet still?

Stefan Klebert

executive
#38

Well, GEA is in a much better state today than 2 years ago due to the new organizational structure, efficiency measures and strong cash generation. In the future, we want to continue to grow organically but also through acquisitions. Therefore, we are keeping our eyes and ears open for possible targets. But you're right, the current high valuations on the stock markets have also led to higher price expectations among the owners of unlisted companies. However, we do not see ourselves under pressure. We don't know whether this is going to continue. We don't see us under pressure to make any acquisition, as I said, but will only make acquisitions when it makes sense, both strategically and financially. Rest assured, we will handle your company's money prudently.

Jill Meiburg

executive
#39

Now the question is submitted by Dieter Tassler, the spokesperson of the Schutzgemeinschaft der Kapitalanleger. First question to Mr. Klebert, first of all, we are pleased with the dividend proposal of EUR 0.85 per share. What is GEA's dividend strategy in the medium term?

Stefan Klebert

executive
#40

Thank you very much, Mr. Tassler. As was already answered by the questions submitted by Mr. Tüngler, our current dividend strategy states that we want to distribute about 40% to 50% of the group results. However, due to the restructuring measures already mentioned, our current payout ratio is higher. But our robust business model and our high liquidity allow us to pay out at least a stable dividend of currently EUR 0.85 per share. And as was already said before, we are aiming for further increase in the dividend in the future.

Jill Meiburg

executive
#41

Next question by Mr. Tassler, to you, Mr. Klebert. The development of the divisions is more or less parallel. What is GEA's growth strategy in the individual divisions? Please break this down in terms of the following areas: technology, applications in the divisions, focus on the food, beverage and pharmaceutical industries.

Stefan Klebert

executive
#42

GEA combines the common customer industries and the technologies in its 5 divisions. Through innovative and automated customer solutions, we are steadily expanding our position as a technology leader. At the same time, we are strengthening our new digital business models. For example, we are working across divisions on holistic solutions to achieve energy savings along industrial processes, which are primarily used in the food sector. Through our industrial cooling and heating technologies, we are actively contributing to the reduction of greenhouse gas emissions. We're also increasing our focus on application solutions in the areas of biotechnology, biopharma and renewable raw materials such as plant-based proteins and alternative dairy products. Within our existing core business, we are continuously improving our product efficiency and simplifying the application of our products for our customers. In addition, the improvement of our service offering is fundamentally important. In parallel, we continuously monitor the market environment and seek and pursue attractive acquisition opportunities.

Jill Meiburg

executive
#43

The next question to you, Mr. Ketter, by Mr. Tassler. What is the investment volume in 2021? What are the investment priorities?

Marcus Ketter

executive
#44

With a view to the 2020 business year, we reported an investment volume of EUR 97.3 million. Most of the capital expenditure went into research and development work and into new products, together 38%, and into replacement investments that is around 37%. The share of investments attributable to ERP systems was 11%. In this financial year 2021, we are planning a higher investment volume of up to 4% of the expected turnover. The reasons for this include the improvement of our production network as well as the implementation of our global SRP system.

Jill Meiburg

executive
#45

Mr. Tassler directs the next question to you, Mr. Klebert. The question is, what is our outlook for 2021?

Stefan Klebert

executive
#46

Well, our outlook for the financial year 2021 is as follows. In terms of revenue, we want to grow organically. That is on a constant currency basis. And adjusted for -- by acquisitions or disposals. That is between 0% and 5%. In terms of EBITDA before restructuring expenses, we are aiming for a value in the range of EUR 530 million to EUR 580 million on a constant currency basis after EUR 532 million in 2020. And for return on capital employed, ROCE, we expect on a constant currency basis a value in the range of 16% to 20% after 17% in 2020.

Jill Meiburg

executive
#47

Mr. Ketter, the next question is directed to you, comes from Mr. Tassler. What are the assets held for sale?

Marcus Ketter

executive
#48

As per 31st of December 2020, assets held for sale with a carrying amount of around EUR 44 million are reported. This relates to the Bock Group of Companies, for which a purchase agreement was concluded with NORD Holding on the 21st of September 2020. All related assets of EUR 44 million and the corresponding debt to the tune of EUR 27 million form a disposal group and were classified as held for sale.

Jill Meiburg

executive
#49

Mr. Klebert, Dieter Tassler poses the following question, what does GEA mean by SLA-based service?

Stefan Klebert

executive
#50

An SLA is a service level agreement, so that's the maintenance contract that is concluded with the user of the machine, a process line or a production facility for a specific term. And service agreements with customers concluded for a defined duration and defined service categories can vary individually, and this can contain very different agreements, for example, repair, maintenance, field service, but also spare parts and equipment. The advantage for the customer is that he can count calculable maintenance costs for the duration of the contract and, depending on the scope of the contract, no longer has to worry about the maintenance of the system itself.

Jill Meiburg

executive
#51

Mr. Ketter, Dieter Tassler asks, what was the average turnover volume of large orders in the years 2017 to 2019? What was the turnover of major orders in 2020?

Marcus Ketter

executive
#52

Well, by large orders, large-scale orders, we mean all orders with a volume of EUR 50 million or more. On average, in the years 2017 to 2019, this was around EUR 308 million. In 2020, we received major orders with a volume of EUR 273 million.

Jill Meiburg

executive
#53

Next question, also by Dieter Tassler, to you, Mr. Ketter. What is the status of the SAP implementation, SAP S/4HANA?

Marcus Ketter

executive
#54

During the last few months, we've made good progress. First of all, in 2019, we set up a new business process management area. The standardization of processes for the entire organization is already in full swing, and more than 200 processes have already been redefined. The department is supported by more than 150 employees in the operative units, that is, the divisions, the regions and the countries. They are part of the so-called BPM community. Simultaneously, we are consistent working on the template creation for GEA's new SAP system and the preparations for the implementation of the S/4HANA technology. This will be launched as a pilot in our company in Ireland in August of this year. After the pilot implementation, a further 15 ERP systems are to be replaced by the beginning of 2022. In the following years, the conversion will take place in the operational units. The ambitious project should be -- it's called global SAP -- should be implemented by the end of 2025.

Jill Meiburg

executive
#55

Next question by Dieter Tassler to you, Mr. Klebert, what is GEA doing about digitalization?

Stefan Klebert

executive
#56

Well, digitalization plays a very important role with GEA, of course. We have already launched numerous initiatives in various business areas in order to position ourselves effectively and prepare for the future. In farm technologies, for example, we have made progress when it comes to the data analysis in agriculture, and we have made quite some progress here. In the business unit pharma, we have introduced digital twins in order to implement projects together with our customers with the help of 3D models. Another example is our LPT division. It introduces the GEA OptiPartner software in order to optimize process design on the basis of machine algorithms.

Jill Meiburg

executive
#57

The next question by Dieter Tassler to you, Mr. Klebert is, where does GEA want to be in 3 or 5 years' time?

Stefan Klebert

executive
#58

Well, thank you very much, indeed, Mr. Tassler for this question. However, I have to put you off a little longer. You can look forward to our Capital Markets Day at the end of September when we will present our Mission 26, and then we will answer your question in detail. But I can say this much in advance: we want to continue to increase our sales and our earnings in the future, and we will tell you exactly what this will look like at the end of September at the Capital Markets Day.

Jill Meiburg

executive
#59

Next question by Dieter Tassler to you, Mr. Klebert. What are the targets, excluding acquisitions for turnover, margin and return on sales?

Stefan Klebert

executive
#60

Well, we will inform you what these targets are for 2026. We will communicate that at the Capital Markets Day at the end of September. We presented our current targets at the 2019 Capital Markets Day in London, which relate to the period until the end of 2022, that is end of next year, and are as follows. For sales, we are targeting growth of 2% to 3%, assuming no major dislocations in our markets are taking place. The target for the EBITDA margin before restructuring expenses is in the range of 12.5% to 13.5%. This range was originally 11.5% to 13.5%. But having already reached the lower end of 11.5% by the end of '22, we decided at the beginning of this year to push the corridor up to 12.5% to 13.5%.

Jill Meiburg

executive
#61

Now 2 questions by [ Michail Ruhof ] addressed to you, Mr. Klebert. You're right, in the EcoVadis Sustainability Assessment, GEA achieved a gold standard rating for the very first time and, with this overall result, now ranks among the top 2% of all companies in the mechanical engineering sector assessed by EcoVadis worldwide. Congratulations. But as a shareholder, I would like to know the cost of such a rating. First, what was paid to EcoVadis? And b, how many hours did GEA Group incur in assisting with this assessment? Or give me an estimate of the total cost of this assessment. Question number two, are there other certifications within GEA Group? What are these? And how much do they are all cost per year, a, technically necessary certifications; and b, socially or socioeconomically desirable certifications in terms of political correctness, sustainability, climate protection, et cetera?

Stefan Klebert

executive
#62

Well, the present assessment of EcoVadis costs EUR 1,695 per year. For the internal collection of data and the filling of the EcoVadis digital platform 2021, we used around 55 hours. GEA Group Aktiengesellschaft is also certified according to ISO 9001:2015 for quality management and ISO 14001:2015 for environmental management and according to ISO 45001:2018 for occupational health and safety. Detailed information on the management systems can be found in the sustainability report on Page 28. These certificates are so-called umbrella certificates of the Central Group holding company into which our subsidiaries are integrated. The cost of these certificates amounted to EUR 63,000 in 2020. The management system for information security is based on the ISO certification 27001, which is planned for 2021. GEA's compliance management system is audited in accordance with IDW PS 980. Please also see Page 31 of our sustainability report. Technical certification of our product is carried out on a site-specific basis or by the individual companies. The total costs are currently not available centrally.

Jill Meiburg

executive
#63

Mr. Ketter, Mr. [ Ruhof ] poses the following question. GEA has successfully completed the sale of the compressor manufacturer Bock to NORD Holding. What was, a, the acquisition value of the shareholding; b, depreciation and value adjustment made on it after the sale; c, the residual carrying amount; and D, the net sales proceeds?

Marcus Ketter

executive
#64

The acquisition value for the investment in the compressor manufacturer Bock was EUR 53 million. The residual carrying amount of all assets and liabilities as per 31st of December 2020, totaled EUR 17 million, excluding assets and liabilities to affiliated companies. In addition, cumulative expenses of EUR 8 million were allocated to the disposal group in other comprehensive income. The loss on disposal estimated at the time of disposal, that is, the 26th of February 2021, on the basis of the preliminary purchase price, was around EUR 9 million.

Jill Meiburg

executive
#65

And the next question by [ Michail Ruhof ], also directed to you, Mr. Ketter. GEA completed the sale of the 2 companies, Japy Tech SAS, formerly GEA Farm Technologies Japy SAS; and Royal De Boer Stalinrichtingen B.V. to Mutares SE & Co. KGaA on the 31st of December 2020. What was the respective, a, acquisition value of these investments; b, depreciation and value adjustment made on them until the sale; c, residual carrying amount; and D, net sales proceeds?

Marcus Ketter

executive
#66

The acquisition value for Japy Tech SAS was EUR 26.4 million. The acquisition value for Royal De Boer Stalinrichtingen B.V. was EUR 19.6 million. The residual carrying amount of all assets and liabilities as of the 31st of December 2020 totaled EUR 5.2 million. Based on the preliminary purchase price, the sale resulted in a loss on disposal of EUR 6.1 million.

Jill Meiburg

executive
#67

And last question by [ Michail Ruhof ] to you, Mr. Klebert. With regard to grants and donations to political parties, foundations, agricultural associations, lobby organizations or NGOs, he would like to know the following. Which organizations received donations, and how much? B, can a list be included in the corporate governance report or in reporting according to the GRI Standards as of next year?

Stefan Klebert

executive
#68

Well, GEA Group AG in 2020 contributed approximately EUR 420,000 to associations and organizations. With this amount, consisting mainly of membership fees and only a very small part, less than EUR 2,000, were donations exclusively to nonprofit organizations. Membership fees were mainly paid to the VDMA and the World Economic Forum. In addition, various other organizations, Deutsche Aktieninstitut, [ DE RK ], the University of Düsseldorf, [ DECA ] and others were supported through memberships. Reporting on donations is not provided for in the corporate governance statement. We regularly review the inclusion of such indicators in our sustainability report as part of the basic materiality analysis. In our reporting, we are guided by the international GRI Standards, which also deal with these topics. However, according to the GRI, inclusion in reporting requires that the respective topic is material at all for understanding the economic, environmental and social impact of the group. So far, this has not been confirmed in the materiality analysis carried out due to the only occasional donations and then only relatively small amounts.

Jill Meiburg

executive
#69

And this was our last question, gentlemen. I would like to thank you very much for your answers, and I hand over to Dr. Perlet.

Helmut Perlet

executive
#70

Thank you very much, Mrs. Meiburg. Ladies and gentlemen, all questions submitted have thus been answered in for. At the same time, item 1 on the agenda is thus dealt with stating that the Annual General Meeting has taken note of the adopted annual financial statements, the approved consolidated financial statements for the year ended of December 2020 and the group management report combined with the management report of GEA Group Aktiengesellschaft. Ladies and gentlemen, we now come to the votes on the resolutions proposed on our agenda. As already explained, no decision is taken on agenda item 1. Resolutions on agenda items 2 to 9 shall be adopted by a simple majority of the votes cast. The resolutions on agenda items 10 to 13 require a majority of at least 3/4 of the nominal capital represented when the resolution is adopted. Votes may be cast on the investor portal by postal vote or by giving instructions to the company's proxies. You will receive access to the portal with your data from the registration confirmation. Voting is done according to the accumulation method already mentioned before, that is, only the yes votes and the no votes are counted. Shareholders and shareholder representatives who wish to vote in favor of a proposed resolution, that is with yes, must click on yes for the respective agenda item. And shareholders and shareholder representatives who wish to vote against a proposed resolution, that is with no, must click on no accordingly. Shareholders who wish to abstain from voting do not need to do anything. We will now proceed to the vote on agenda items 2 to 13. The text of the proposed resolutions was published in the Federal Gazette on the 22nd of March 2021. Therefore, I will limit myself to presenting you with a summary of the individual points. The proposed resolutions will be put to the vote in exactly the same way as they were published in the Federal Gazette. We start with item 2 on the agenda, appropriation of net earnings. The Executive Board and the Supervisory Board proposed that the retained earnings of GEA Group Aktiengesellschaft for the 2020 fiscal year, which amounts to EUR 153,757,089.78 be appropriated as follows: an amount of EUR 153,418,346.20 shall be used to pay a dividend of EUR 0.85 per profit participating no-par value share, while EUR 338,743.58 are to be carried forward as a profit. We come to item 3 on the agenda, ratification of the acts of the members of the Executive Board for the 2020 fiscal year. The Executive Board and the Supervisory Board proposed that the acts of the members of the Executive Board in office in the 2020 fiscal year be ratified for this particular period. Then agenda item 4, ratification of the acts of the members of the Supervisory Board for fiscal year 2020. The Executive Board and the Supervisory Board proposed that the acts of the members of the Supervisory Board holding office in the 2020 fiscal year be ratified for this period. With regard to agenda items 3 and 4, I would like to point out the existing suspension of the voting right pursuant to Section 136 of the German Stock Corporation Act. The members of the Executive Board and the Supervisory Board may not exercise their voting rights from their own shares or from shares of third-parties when resolutions ratifying the acts are passed. Likewise, third-parties may not exercise voting rights attached to shares owned by members of the Executive Board or the Supervisory Board. The members of the Executive Board and the Supervisory Board have been made aware of the suspension of voting rights and have been asked to take precautions in this particular regard. We come to Item 5 on the agenda appointment of the auditor for fiscal year 2021. Following the recommendation of the Audit Committee to this and the Supervisory Board proposes that KPMG AG Wirtschaftsprüfungsgesellschaft Berlin be appointed auditor of the company and the group for fiscal year 2021. Then item 6 on the agenda, election of Supervisory Board members. Following the recommendation of the Nomination Committee, the Supervisory Board proposes that the candidates presented today, already known to you, be elected as members of the Supervisory Board. The elections will be conducted by holding a separate vote for each candidate. Then agenda item 7, resolution on the approval of the remuneration system for the members of the Executive Board. Against the backdrop of statutory regulations and the recommendations on good corporate governance, the Annual General Meeting is required to pass a resolution on the approval of the remuneration system for Executive Board members presented by the Supervisory Board whenever there is a significant change to the remuneration system, but at least every 4 years. Today, a resolution on the remuneration system for Executive Board members adjusted by the Supervisory Board is to be passed under agenda item 7. Then agenda item 8 contains the resolution to confirm Supervisory Board remuneration. And well, the opinion of the Executive Board and the Supervisory Board on the remuneration for the members of the Supervisory Board as set forth in Section 15 of the Articles of Association continues to be appropriate. The Executive Board and the Supervisory Board, therefore, propose the confirmation of the remuneration of the members of the Supervisory Board members as stipulated in Section 15 of the Articles of Association. Agenda item 9 deals with the adjustment of the term of office of the members of the Supervisory Board. In this respect, the Executive Board and the Supervisory Board propose an adjustment to Section 10, Paragraph 2 of the Articles of Association. Agenda items 10 to 12 include the creation of Authorized Capitals I, II and III with the necessary amendments to the Articles of Association in Paragraph 3, 4 and 5 of Section 4. In this respect, I refer to the detailed resolution proposals of the Executive Board and the Supervisory Board in the Notice of Annual General Meeting. The last item on the agenda is about the authorization to issue convertible or warrant bonds, profit participation rights or income bonds with the authorization to exclude subscription rights, creation of contingent capital, while simultaneously canceling contingent capital, and corresponding amendment to Section 4, Paragraph 6 of the Articles of Association. Again, I refer to the proposed resolution in the Notice of Annual General Meeting. Ladies and gentlemen, if you have not already cast your votes, I now call for votes on agenda items 2 to 13. Voting is done in accordance with the aforementioned accumulation method, that is, only the yes votes and the no votes are counted. If you wish to vote yes or no on any of the agenda items 2 to 13, please click on the yes or no box next to the respective agenda item on the investor portal for each agenda item. If you wish to abstain from voting on individual agenda items, you do not need to do anything. Now please give your instructions to the proxies or cast your postal votes. You have 5 minutes to do so as of now. That means until 1 minute past 1. For this period, I will interrupt the Annual General Meeting. [Voting]

Helmut Perlet

executive
#71

Ladies and gentlemen, well, the time for casting postal votes and instructions to proxies is expired. We are now continuing the Annual General Meeting. I note that all shareholders have the opportunity to exercise their voting rights. I thus close the opportunity to vote on agenda items 2 to 13. Voting on agenda items 2 to 13 is completed, and I ask that the investor portal now be closed for voting and that the notary place this on record. Until the results of the vote is available, I will interrupt the general meeting for about 15 to 20 minutes. [Break]

Helmut Perlet

executive
#72

Ladies and gentlemen, I now have the current attendance and the results of the votes on agenda items 2 to 13. I will therefore continue the Annual General Meeting, announce the current attendance and established the voting results regarding the resolutions on agenda items 2 to 13. In addition, you can see the details of the voting results on the superimposed presentation. We will also publish the details on the website. Out of the company's registered nominal capital of EUR 520,375,765.57 divided into 180,492,172 no-par value shares, 130,632,287 no-par value shares with the same number of votes are represented at the Annual General Meeting by proxy and instructions to the company's proxy. This corresponds to an attendance of 72.38% of the registered nominal capital. In addition, postal votes for 16,190,202 no-par value shares were received. Thus the attendance rate plus the postal votes received amount to 146,822,489 no-par value shares. This corresponds to 81.35% of the company's registered share -- nominal capital. I now turn to the vote on, well, the appropriation of net income, agenda item 2. I note that valid votes were cast for 144,994,032 no-par value shares. This corresponds to 80.33% of the registered nominal capital. Votes in favor, 142,429,715. That is 98.23%; and the no votes, 2,564,317 votes that corresponds to 1.77%. I hereby establish and announce that the Annual General Meeting has adopted the resolution proposed by the Executive Board and the Supervisory Board on agenda item 2, as published in the Federal Gazette on March 22, 2021, with the required majority. I now come to the voting result on agenda item 3, ratification of the acts of the members of the Executive Board for fiscal year 2020. I note that valid votes were cast for 146,400,042 no-par value shares. This corresponds to 81.11% of the registered nominal capital. Votes in favor, 145,047,193 votes. That is 99.08%. No votes, 1,352,849 votes corresponding to 0.92%. I hereby establish and announce that the Annual General Meeting has adopted the resolution proposed by the Executive Board and the Supervisory Board on agenda item 3. As published in the Federal Gazette on the 22nd of March 2021, with the required majority. I would like on this occasion to thank the Executive Board once again for the work it has done in the past fiscal year. And now I come to the voting result on agenda item 4, ratification of the acts of the members of the Supervisory Board for fiscal year 2020. I note that valid votes were cast for 144,961,823 no-par value shares. This corresponds to 80.31% of the registered nominal capital. Votes in favor, 142,939,844 votes. That corresponds to 98.61%. The votes against, 2,021,979 votes. That is 1.39%. I hereby establish and announce that the Annual General Meeting has adopted the resolution proposed by the Executive Board and the Supervisory Board on agenda item 4, as published in the Federal Gazette on the 22nd of March 2021, with the acquired majority. Then I now come to the voting result on agenda item 5, appointment of the auditor for fiscal year 2021. I note that valid votes were cast for 146,762,738 no-par value shares. This corresponds to 81.31% of the registered nominal capital. Votes in favor, 146,204,734 votes equivalent to 99.62%. No votes, 558,004. That is 0.38%. I hereby establish and announce that the Annual General Meeting has adopted the resolution proposed by the Executive Board and the Supervisory Board on agenda item 5, as published in the Federal Gazette on the 22nd of March 2021, with the required majority. Now I come to the voting results on agenda item 6a, elections to the Supervisory Board, Prof. Dr. Jürgen Fleischer. I note that valid votes were cast for 146,254,247 no-par value shares. This corresponds to 81.03% of the registered nominal capital. Votes in favor, 144,321,615 votes. That is 98.68%. Votes against, 1,932,632. That is 1.32%. I hereby establish and announce that the Annual General Meeting has adopted the resolution proposed by the Executive Board and the Supervisory Board on agenda item 6a, as published in the Federal Gazette on the 22nd of March 2021, with the required majority. I come to the poll result on agenda item 6b, elections to the Supervisory Board, Colin Hall. I note that valid votes were cast for 141,946,475 no-par value shares. This corresponds to 78.64% of the registered nominal capital. Votes in favor, 123,401,598, corresponds to 86.94%. Votes against, 18,544,877 votes, equivalent to 13.06%. I hereby establish and announce that the Annual General Meeting has adopted the resolution proposed by the Executive Board and the Supervisory Board on agenda item 6b, as published in the Federal Gazette on the 22nd of March 2021, with the required majority. I now come to the voting result on agenda item 6c, elections to the Supervisory Board, Klaus Helmrich. I note that valid votes were cast for 146,352,296 no-par value shares. This corresponds to 81.09% of the registered nominal capital. Votes in favor, 144,590,001 votes, equivalent to 98.80%. No votes, 1,762,295 votes. That is 1.2%. I hereby establish and announce that the Annual General Meeting has adopted the resolution proposed by the Executive Board and Supervisory Board on agenda item 6c, as published in the Federal Gazette on the 22nd of March 2021, with the required majority. I now turn to the voting results on agenda item 6d, elections to the Supervisory Board, Prof. Dr. Annette Köhler. I note that valid votes were cast for 146,185,327 no-par value shares. This corresponds to 80.99% of the registered nominal capital. Votes in favor, 142,041,894, equivalent to 97.17%. Votes against, 4,143,433 votes, equivalent to 2.83%. I hereby establish and announce that the Annual General Meeting has adopted the resolution proposed by the Executive Board and the Supervisory Board on agenda item 6d, as published in the Federal Gazette on the 22nd of March 2021, with the required majority. I now come to the voting result on agenda item 6e, elections to the Supervisory Board, Holly Lei. I note that valid votes were cast for 146,454,153 no-par value shares. This corresponds to 81.14% of the registered nominal capital. Votes in favor, 144,672,150 votes, equivalent to 98.78%. Votes against, 1,782,003 votes, equivalent to 1.22%. And I hereby establish and announce that the Annual General Meeting has adopted the resolution proposed by the Executive Board and the Supervisory Board on agenda item 6e, as published in the Federal Gazette on the 22nd of March 2021, with the required majority. Now I come to the voting results on agenda item 6f, elections to the Supervisory Board, Dr. Molly P. Zhang. I note that valid votes were cast for 146,454,688 no-par value shares. This corresponds to 81.14% of the registered nominal capital. Votes in favor, 143,830,937 votes equivalent to 98.21%. No votes, 2,623,751 votes, equivalent 1.79%. I hereby establish and announce that the Annual General Meeting has adopted the resolution proposed by the Executive Board and the Supervisory Board on agenda item 6f, as published in the Federal Gazette on the 22nd of March 2021, with the required majority. I now come to the voting result on agenda item 7, resolution on the approval of the remuneration system for Executive Board members. I note that valid votes were cast for 145,885,568 no-par value shares. This corresponds to 80.83% of the registered nominal capital. Votes in favor, 130,628,833 votes, equivalent to 89.54%. Votes against, 15,256,735 votes, equivalent to 10.46%. I hereby establish and announce that the Annual General Meeting has adopted the resolution proposed by the Executive Board and the Supervisory Board on agenda item 7, as published in the Federal Gazette on the 22nd of March 2021, with the required majority. I now come to the voting result on agenda item 8, resolution to confirm Supervisory Board remuneration. I note that valid votes were cast for 145,508,805 no-par value shares. This corresponds to 80.62% of the registered nominal capital. Votes in favor, 145,181,167 votes, equivalent to 99.77%. Votes against, 327,638 votes, equivalent to 0.23%. I hereby establish and announce that the Annual General Meeting has adopted the resolution proposed by the Executive Board and the Supervisory Board on agenda item 8, as published in the Federal Gazette on the 22nd of March 2021, with the required majority. I now come to the voting result on agenda item 9, amendment to Section 10, Paragraph 2 of the Articles of Association in relation to the term of office of the members of the Supervisory Board. I note that valid votes were cast for 146,817,886 no-par value shares. This corresponds to 81.34% of the registered nominal capital. Votes in favor, 146,757,149 votes, equivalent to 99.96%. No votes, 60,737 votes, equivalent to 0.04%. I hereby establish and announce that the Annual General Meeting has adopted the resolution proposed by the Executive Board and Supervisory Board on agenda item 9, as published in the Federal Gazette on the 22nd of March 2021, with the required majority. I now come to the voting result on agenda item 10, creation of a new Authorized Capital I, including the authorization to exclude shareholders' subscription rights, and the corresponding amendment to Section 4, Paragraph 3 of the Articles of Association. I note that valid votes were cast for 146,707,195 no-par value shares. This corresponds to 81.28% of the registered nominal capital. Votes in favor, 135,956,225 votes, equivalent to 92.67%. Votes against, 10,750,970 votes, equivalent to 7.33%. I hereby establish and announce that the Annual General Meeting has adopted the resolution proposed by the Executive Board and the Supervisory Board on agenda item 10, as published in the Federal Gazette on the 22nd of March 2021, with the required majority of the votes and the capital. Now I turn to voting results on agenda item 11, the creation of a new Authorized Capital II and authorization to exclude shareholders' subscription rights and the corresponding amendment to Section 4, Paragraph 4 of the Articles of Association. I note that valid votes were cast for 146,277,788 no-par value shares. This corresponds to 81.04% of the registered nominal capital. Votes in favor, 133,338,168 votes, equivalent to 91.15%. No votes, 12,939,620 votes, equivalent to 8.85%. And I hereby establish and announce that the Annual General Meeting has adopted the resolution proposed by the Executive Board and the Supervisory Board on agenda item 11, as published in the Federal Gazette the 22nd of March 2021, with the required majority of the votes and the capital. I now come to the voting result on agenda item 12, creation of a new Authorized Capital III, including the authorization to exclude shareholders' subscription rights, and the corresponding amendment to Section 4, Paragraph 5 of the Articles of Association. I note that valid votes were cast for 146,253,086 no-par value shares. This corresponds to 81.03% of the registered nominal capital. Votes in favor, 131,995,930 votes, equivalent to 90.25%. Votes against, 14,257,156 votes, equivalent to 9.75%. I hereby establish and announce that the Annual General Meeting has adopted the resolution proposed by the Executive Board and the Supervisory Board on agenda item 12, as published in the Federal Gazette on the 22nd of March 2021, with the required majority of the votes and the capital. I now come to the voting result on agenda item 13, authorization to issue convertible or warrant bonds, profit participation rights or income bonds with the authorization to exclude subscription rights, creation of contingent capital, while simultaneously canceling the existing contingent capital, and the corresponding amendment to Section 4, Paragraph 4 of the Articles of Association. I note that valid votes were cast for 146,600,763 no-par value shares. This corresponds to 81.22% of the registered nominal capital. Votes in favor, 131,778,291, equivalent to 89.89%. Votes against, 14,822,472, equivalent to 10.11%. I hereby establish and announce that the Annual General Meeting has adopted the resolution proposed by the Executive Board and the Supervisory Board on agenda item 13, as published in the Federal Gazette on the 22nd of March 2021, with the required majority of the votes and the capital. Ladies and gentlemen, as announced at the beginning, shareholders who have exercised their voting rights will have the opportunity to raise an objection that will be recorded in a minute. They now have 3 minutes for doing so electronically via the investor portal until 1:00. The annual meeting is suspended for this particular period. [Break]

Helmut Perlet

executive
#73

Ladies and gentlemen, it is 1:00. The time for raising objections to be recorded in the minutes has expired, and the Annual General Meeting is hereby continued. Well, that concludes our agenda. Before I close the Annual General Meeting, I would like to thank everyone involved, both onstage and behind the scenes, for their support in making this AGM happen. Ladies and gentlemen, this concludes this year's Annual General Meeting of GEA Group Aktiengesellschaft. I wish you all the best and stay healthy.

For developers and AI pipelines

Programmatic access to GEA Group Aktiengesellschaft earnings transcripts and 32,000+ others is available through the EarningsCalls.dev REST API. Plans from $24.99/month — full transcripts, speaker segments, full-text search, and the recently-added /api/v1/transcripts/recent polling endpoint for ETL pipelines.