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AGM 2020

May 8, 2020

Speaker 1

To the live Dutch translation. Let me briefly introduce the people joining me on this virtual platform. Of DSM's Supervisory Board, I'm accompanied by Pauline Vandervier Moer, the Chairman of the Rambination Committee John Ramsey, Chair of the Audit Committee meeting Eileen Kennedy, Chair of the Sustainability Committee. Also, Thomas Leysse, most nomination for our point when a supervisory board member is on the agenda today is present. Also the members of the DSM Management Board, Geraldine Matchett and Dimitri de Vriese are present.

Let me extend a special welcome to them in their new capacity as co CEOs of the company since February 15 this year. I would like to welcome Erik Wursten and his successor, Peter Groeneland, from the KPMG Accountants, the external auditor. In line with the Dutch corporate governance code, the auditor is present to briefly comment all the audit opinion provided on the financial statements. Moreover, a welcome to Joyce Lehmerreise, the notary overseeing this meeting, a partner with Allen and Overy. Voting for this virtual annual meeting was possibly possible by written or electronic proxy, including voting instructions, granting your votes to the notary as independent party.

The notary received proxies and voting instructions for a total of 157,696,342 shares, being 73.6% of the issued capital eligible to vote. Today, the notary will supervise whether the conduct of this meeting is in line with all regulatory and statutory requirements. The registration date was Wednesday, 10th April, in line with the statutory term of 28 days. And you have the opportunity to consult the agenda and notes to the agenda on relevant information published on March 27 on the company's website. You had the opportunity to submit questions on the agenda items upfront via e mail.

We eventually received 34 questions in total. They were submitted by Mrs. Boss on behalf of Robeco. These questions, who are also asked on behalf of Agmera Investment Management and then investment partners, Kriyotas Investment Management, APG and MN. Also the VEB, the VBDO and Mr.

Stevenson on behalf of the Stiften Regtsburgskaring Beleggers. The questions of Mrs. Bosch about the impact of COVID-nineteen in relation to DSM's strategy. DSM sustainable targets, the transparency on the STI targets and the way responsibilities are distributed among the co CEOs. The VEB asked us to react to the topics in their letter with attention points in terms of crisis, touching on climate commitments, variable remuneration, auditor assessments and outside positions.

Furthermore, the VEB submitted questions on topics such as, again the impact of COVID-nineteen, solutions selling through premixes in nutrition, early life nutrition, the partnership with Nenter, the acquisition of Glycom, the impact of African swine fever and capital allocation and the co CEO model. VPDO questions around climate related financial disclosures, the sustainability assessment our suppliers and gender pay parity. Finally, Mr. Stevenson's questions also touched on strategy, the materials business solutions selling through premixes, glycom acquisition as well as capital allocation in general, but also on Project Klinkau and Patent Protection. Mr.

Stevenson has also asked that the SB members that are up for appointment or reappointment Shellshare their motivation, which they will do. The questions and answers have been posted on the DSM website this morning. Throughout the meeting, we aim to touch on as many questions as possible, such as those on the impact of COVID-nineteen on the company questions on our business, which will be touched upon by the co CEOs in their presentation. For a complete overview of all the questions and answers, please visit the DSM website. With this, I determined that the notice to convene this AGM has been done with due observance of all legal and statutory requirements and therefore is for this ASM qualified to take legally binding decisions.

The meeting order for today will be as follows. For the sake of efficiency, we will first discuss all agenda items, including answers some of the questions you have asked at the relevant agenda items. We will then share with you all voting results before eventually closing the meeting. Before moving to the first agenda item, I'd like to take the opportunity to thank Victoria Haines, who is stepping down from the Supervisory Board and of course, Vereke Sigismar, who stepped down as CEO effective February 15. Let me start with Victoria, who joined us 8 years ago.

Victoria, with your broad and in-depth applied technological knowledge, you have made critical contributions to many of our discussions. Before becoming a non executive amongst us, you, our President and CEO of the Research Triangle Institute International. That background in research and the procurement of technical services in a wide range of areas, as some of you and especially us very well. Thank you, Victoria, for your contribution to DSM to its supervisory board over the years. It was always to the point that you never shied away from asking the one question that was on everybody's mind.

Bill Mesch. Having been DSM's CEO for 13 years, Feike's legacy covers a broad range of accomplishments. We are very grateful for Feike's tremendous contribution to DSM in his 32 year career at the company and most specifically his years as CEO. Pekka's visionary leadership inspired his team to transform DSM into a healthy, high performance, sustainable and innovative company. It went from being a bulk chemicals company into 1 which focuses on Nutrition, Health and Sustainable Living, generating a total shareholders' return of about 400%.

Over more than a decade, DSM has significantly expanded its nutrition business, divested its non core bulk chemical business and upgrade the materials portfolio. In addition to focusing on business performance and financial discipline, DSM repositions itself into the successful science based company that it is today. Purpose led a performance driven, putting innovation and sustainability at the heart of the company and its strategy. Vega has demonstrated that the company can deliver financial and sustainability returns while creating value and purpose for all stakeholders. We wish fair case the best for his future.

Feike recorded a message as he also wanted to briefly address you, the shareholders of our company. Let's have a look at this video message for you. And then this will be followed by the movie DSM through the eyes of Feike Sieversma, maybe Feike shares the vision for the company that has been guiding him as a CEO over the past 13 years.

Speaker 2

I feel privileged to say hi to all of you, shareholders of Royal DSM, at this virtual AGM. I have decided after being 13 years the CEO of DSM, in good cooperation with our Supervisory Board, to hand over my responsibilities as CEO. At that moment in time, late 2019, I could not have envisioned That today at my departure, we would live in a corona time. Therefore, above all, I hope that you and your beloved ones are healthy and that you understand why this AGM is virtually. 33 years of DSM, 20 years in the Managing Board and 13 years the CEO this beautiful company, DSM.

We transformed the company from a bulk chemical company to the company we are today in Nutrition, Health and Sustainable Living, an innovative company, a sustainable company, a company with a clear purpose for society, a company where doing well as a company goes together with doing good for the world, a company we all can be proud of, amongst others yourself because we also took care in that whole transformation of you, our shareholders, with 450% of total shareholders' returns 3, 4 times better than the average index in the Netherlands. I think we all can be proud on DSM, a company focused on the long term, a company focused on our customers and serving their needs, a company focused also on the needs of our shareholders, yourself, a company which serves society as a whole, a company, and I speak, with really a lot of pride, can be proud on our own employees who made it all possible. I'm also proud on our Supervisory Board with whom I worked close together, especially with our Chairman, Rob Prowse. Together with him, we interacted with you, shareholders. Together with him, the whole Supervisory Board helped us as a Managing Board to be successful.

Thanks for that. And with great pride, I also thanks 2 people who were very close to me over the recent years, Geraldine Machet and Dimitri de Freyse. Together, we shaped the company in the recent years. And I'm so proud that Dimitri and Geraldine lead the company from now on and have full trust Interim. I officially handed over my responsibilities as CEO to Geraldine and Dimitri mid February.

Since then, it has been a roller coaster, not so much only the switching off from DSM, but also the entering into the corona crisis. And as some of you know, the Dutch government asked me to act as a special corona envoy for the Dutch cabinet. And I do all what I can do to help us through this crisis, the biggest crisis we all have been in, in our lives. DSM is standing firm in this crisis, and I'm proud of all the people in DSM, what they have delivered and how they are performing. I'm very grateful for all of you, shareholders, who have given the trust for so many years.

And I trust again that you give that same trust to my successors. DSM is a company which is purpose led and performance driven. I will continue to help DSM There where needed, there where Dimitri and Geraldine asked me as honorary Chairman. I can leave DSM. DSM will never leave me.

It will always stay on my heart. And last, once again, thanks to all of you, shareholders of DSM, for the years of trust and cooperation, and I wish you all of the best. Thanks. We live in a nice world. There's an enormous amount of inequality.

Less than 1% of the world having as much as 99% of the world. The billion richest people the world and many of us belong to that group, claiming that they can consume because they do 45% of global resources and produce 45% global waste, leaving almost the other 50% to the other 6% later on 8,000,000,000 people. Is that fair? I've traveled with many of the people from the U. N.

In Somalia, Ethiopia, Bangladesh. At a certain moment in a village where people are dying of the short Sufut, her mother handed over her youngest child to me and before you know I was standing there with the child in my arms. The 2 words that the lady spoke, 2 words Which are with me for the rest of my life, is that you know. And I was standing there and said, I don't know anything. I mean, what what do I know?

You know, when you come back in 2 years from now, I don't have children anymore. You've been here in this village. You know, I know even stronger the world knows. The 2 words you know is so true. We know what is happening.

And if you then as a company have the abilities, If you have that, then you must use it. We were ever one of the most polluting industry companies in the world. We transitioned from a coal mining company to a bulk chemical company. Later on, the late 90s, it was a debate to DSM, whether a new transition was needed to a more greener form of chemistry. DSM acquired the biggest biotech company in the Netherlands.

That's the way I came involuntarily into DSM. Being in DSM, we started the discussion with my predecessor myself and some of my colleagues, Will we be successful as a biochemical company? And my belief, maybe I was not totally objective being a biologist, my belief and my colleagues was we will not be successful on the long run as a chemical company, a bulk chemical company. 2008, I was just CEO and some people, especially the financial world, asked, what are you going to do? And I said, Contributing to a better society and make the company very successful.

And people said, well, I hear 2 messages. Successful company, that's very good, by the way. And improving the world is not your task. You're not a charity foundation, which is correct. So you need to make profit as a company.

You need to take care of your channels, which is all correct. They are wrong, in my opinion, to say that it is not our responsibility to leave for better worlds behind. So we entered into a new transformation, But, wasn't easy. 2008 world went into a crisis. Share prices on profit down.

Our share Price dropped tremendously. We had also one time a shareholders meeting with some shareholders stood up and said, should we continue with all that stuff? And at a certain moment This is the company I want to invest in. We as a company look to ourselves. Apparently, we are good now in nutrition.

We are good and understanding malnutrition. We are good in addressing climate change with new energies, etcetera. So especially in the field of climate in the field of hunger and food, in the field of circular economy, in those domains, we can Have a lot of impact. I think in 10 years from now, people will find out that those 2 things doing well, doing good will have to must go hand in hand together. Otherwise, people don't work for your company anymore.

People don't buy your products anymore. You lose your license to operate. Sometimes, I I predict already, looking back, sitting there with my wife and my 2 boys, and I don't want to regret. And if my 2 boys stand well, he was CEO of big company and what did you do with your life, I hope I will not discuss only EBITDA or share price or the profit, etcetera. And I hope to be able to say something like we inherited the world in a certain status from our parents.

We lived well. We enjoyed it, but we also tried to deal responsibly with the world and improving it a little bit and handing it over to you that you can continue that journey and live happily here together with your children. And I realize I need to act now to be able to tell that story which I want at that moment in time.

Speaker 1

Thank you, Feike. Well done, and we owe you. And Feike, we know. Before I now give the floor to the new co CEOs, I would like to complement them and the whole team with the results achieved in 2019. 2019 was again a record year for DSM in which the company performed very well.

Of course, the Q1 of this year brought all the challenges of managing the COVID-nineteen outbreak and its economic impact. But also in that context, I think the team can be very proud of the way these challenges have been addressed so far. What I want to especially applaud them for, however, is that from day 1 at the outbreak, they have put the health and safety of all the people working at DSM Or with DSM first. The company has taken very early measures and everybody at DSM and involved at DSM has benefited Tom there today. So thank you, Managing Board and Executive Committee, for leading the company as you did and do and navigating so well through the crisis and the COVID-nineteen outbreak, our complements.

Now let's move on to agenda item 2, the Annual Report 2019 by the Managing Board. Geraldine and Dimitri, the floor is yours to comment on the annual report for 2019 by the Managing Board. Dimitri, over to you.

Speaker 3

Thank you, Rob. Extremely pleased to welcome you here via this digital world, this digital AGM On behalf of Geraldine and myself, I would like to lead you through the annual results of 2019, But I would like to shape the context in where Geraldine and myself with the whole executive committee and in fact, the whole of DSM is working. Next slide, please. This is a slide Well, we both work from our own home office. And we're sending we are sending a message to the whole of DSM and to the whole of the world, in fact, that together we stand strong at 1 DSM.

And we have moved in one weekend to work at home for 9,000 employees working on our digital platform with team meetings based on our fantastic IT infrastructure. And with that, we have kept DSM alive. And I would like to take this opportunity to thank everybody within DSM for this fantastic efforts in this COVID-nineteen crisis. Let me move to the next slide to give you some insight on the 4 topics we would like to present to you. I will remind you about the DSM strategy just to refresh your mind.

Then Geraldine will lead you through the 2019 highlights, where I will give you a bit of progress per business group. And Geraldine will close off with our quarter 1 2020 highlights where we basically presented our quarter 1 results just yesterday. Next slide. For most of you following DSM very closely, you know this slide. This is our strategy where in the Managing Board, we basically fully are behind.

And our strategy is a purpose led performance driven company. We started with investigating what our competencies are as DSM. And we try to combine that with what do we see in the world, what are the so called mega trends. Learning from the sustainable development goals has been developed by the United Nations. And we try to find combinations of where we have where there are megatrends and where there are sustainable development goals, which really, really makes sense for us.

And combining these three components, we found 3 focus domains of which DSM could and should play a role. The first one is in nutrition and health. The second one is in climate and energy. And the third one is around resources and circularity. And by doing so, using our competencies linked to these megatrends, we can create a long term sustainable growth company, which then also lead into financial targets, which underpin our purpose.

And you see that on the right hand side of the slide. So building it up from the outside, looking at what DSM can bring and then add financial targets to it. Next slide, please. If you then do a double check on the 3 focus domains you see on the left hand side, being nutrition and health climate and energy and resources circularity. How do they link into the sustainable development goals.

And you can see that per focus domain, we at least have 1 or 2 links with the sustainable development goals. And if you look at our annual report, this is also a guiding principle. We report around the focus domains and we want to link that to the sustainable development goals. Next slide, please. And if a company has the capability and is having the responsibility to do well by doing good.

You need to be committed to these responsibilities to society. And therefore, we have agreed within the executive team that we would support a few of these platforms. And support means that we want to play a good role, a committed role in all of these platforms. So you see here a few of them. The main ones where we do play a role, World Economic the WBCSD.

A lot of those around carbon pricing in the Leadership Coalition. And either the executive committee or Geraldine or myself or other directors in DSM support these platforms to radiate our commitment to our responsibilities to society. And having said that, I'm very happy to hand over to Geraldine to give us some of the 2019 highlights. Geraldine?

Speaker 4

Thank you, Dimitry, and thank you for this nice introduction on what we stand for. Now indeed, let's switch to the highlights of 2019. I will start by looking at the overall performance of the company, And then I'll hand back to you for the business by business highlights. So if we go to the next slide. If we think back to 2019, well, we started the year with an outlook which said that we would deliver a mid to high single digit EBITDA growth because we had some concerns around the macroeconomic environment.

And after our Q1 results last year, we decided to increase our outlook and actually guide towards a high single digit EBITDA growth perfectly in line with our strategic ambitions. There was at the time a general view that the economy would start moving again after the rather slow, even slowdown quarters at the second half of twenty eighteen, And we decided to factor that in at that point. Well, as it turns out, the economy in 2019 did not pick up. Actually, on the contrary, we continue to see rather a decline in economic activity pretty much worldwide. And in addition, our animal nutrition business was faced with a very severe African swine fever crisis in Asia, creating an even bigger headwind throughout the year.

And Dimitry will come back on some of these when we look at each of the businesses. However, despite all of this and thanks to the hard work and the engagement of everyone in DSM, We delivered indeed, as our Chairman just said, another record year. We delivered sales up 2%. We delivered an adjusted EBITDA up 10%. We delivered net profit up 8%.

And we improved cash generation by 47%. Next slide please. Now if we have a look at the overall performance of DSM. It's always good to look at it in the context of more than 1 year. And here we've put together a slide that shows our ambitions and our performance over the 4 years 2016 to 2019.

So the small bubbles are the ambition in dark green, I think, and the bigger bubble, our achievement. And it's good to see that the performance is not just a one time. If we look at our nutrition business, our aim is to have an organic growth above the market growth of 2%, 3%, And we have been delivering 5%. In our materials businesses, we have the ambition to grow our volume growth more than 2%, 3% And we are tracking on 2% despite the market conditions. When it comes to EBITDA, We have said that we are aiming for high single digit EBITDA growth, which basically means between 7% to 9%, And we have actually delivered 11% if you look at the last 4 years.

And last but not least, We always look at the return on the capital that we use. And here, our ambition is to improve that by 1% or 100 basis points. And we have actually delivered 1.2%. So the performance is not just in 2019, but has been over the last few years. Now, next slide please.

Now, as you know, we are a 3P Bottom Line Company, PPP, People, Planet, Profit. So it's always good to also have a look in brief at the highlights of our people achievements and planet achievements. But I have to say there is a lot more information in our integrated annual reports. So this is only really a snapshot of some of the key KPIs that we use to track our performance in planet and in people. And let me start with planet.

So what you see here is that our greenhouse gas ambition has been to reduce, of course, our greenhouse gases. And we are currently tracking at 17% reduction since 2016, that's our baseline, and that our ambition is to be 30% reduction by 2,000 Now we have also announced that we have the ambition to get to net 0 by 2,050. The other KPI that's very key as energy efficiency. And here, we had a very good performance in 2019, improving by 2.3% year on year when our ambition is to at least improve by 1%. And 3rd, we have here our renewable electricity.

So we have had an ambition to bring our energy consumption, our electricity from renewable sources to 50%, and we are already there. So what we've done is that we've actually increased our target And now we are going for 75% by 2,030 and maybe we can go a bit faster than that. We'll have to see. So these are 3 key KPIs, but not only by far on our planet ambitions. And if we look at our people ambitions, I will start here with our engagement.

And you see here that the engagement at DSM remains very solid, and we have 74% of our colleagues saying they're engaged or very highly engaged, and we're very glad with that. You also see here that our performance around safety is highlighted. Now You may recall that in 2018, we were not happy with this particular API. In fact, we saw it deteriorate. It's something that we really took to heart.

A lot of actions were taken by everyone across the organization in order to bring back our frequency index to something more acceptable. And we are pleased to report that in 2019, the frequency index is now 0.28, which is very close to the best performance we've ever had. Having said that, it's only part of the journey and we only can afford to go in one direction and that is to continue to improve on our safety. And the last one here is on diversity. Here it is 1 KPI out of many, but we now have in our company female executives representing 20% of our executive population.

The last one you see on the slide on the right hand side our brighter living solutions. Now some of you may remember that these are the sales of our products and solutions, which are either eco plus which means best in class in terms of our environmental footprint or people plus in terms of our social impact. And here we are tracking very healthily at 63% of our sales being brighter living solutions, pretty much in line with our targets of increasing that to over 65% by 2021. Now, if we go to the next slide. Now, this is all Increasingly recognized by the world around us, which is, by the way, very nice.

We see this in different ways. We see it through the fact that we got a lot of awards. And you see here, I won't read through them, a whole number of awards where we continue to be recognized for these achievements, whether it be on sustainability, whether it be as a best employer, or even as the most innovative companies. So that is very, very encouraging. What is also encouraging on this slide is that these recognitions come not only from nearby, from our countries in Europe, but also Singapore, the global rewards like with Forbes, China with Brazil.

And that leads me to the second way that we know this is recognized. And that is that we have an very high in our ESG rankings. And you see here some that are mentioned, such as sustained analytics, where we also have a AAA rating with MSCI. And these rankings are incredibly relevant and making us probably one of the highest rated ESG stock, certainly in Europe. Last but not least, I would like to comment here on climate change.

We continue to be fully committed to be a front runner when it comes to climate change. Closures in line with the TCFD requirements, which is the task force on climate related disclosures. And the last bullet you have on this point actually refers to the fact that CDP has rated our climate change strategy as level A- which is pretty much the highest level. So we are proud of that as well. Next slide please.

Now if we put all of this together, the hard work of all of our colleagues, but also the impact not only on the commercial side, but also on our BBB bottom line. Well, it has translated into shareholder value. In 2019, our share price exceeded its all time high. And clearly, as you can see on this graph, outperformed the AEX, but also the Dow Jones Chemicals Index. And I have to say that we are very happy that by this we can demonstrate that all that we do is not only for doing good, but it is also for doing well.

And on the right hand side, as you know, we are very committed to our promise of delivering a dividend, which is either stable or preferably rising, and this graph demonstrates that very nicely, which is why today at the Annual General Meeting, the company. And now Dimitri, back to you for the business by business news.

Speaker 3

Yes. Thank you very much, Geraldine. Let me give you a bird's eye view on how the businesses performed in 2019. So next slide, please. And I will do that business by business.

Let me start with nutrition. And before I dive into animal nutrition, human nutrition and the other nutrition pieces, I think the overall nutrition business did pretty well with a 5% growth in 2019 versus prior year a linked 12% adjusted EBITDA growth, while keeping the EBITDA margin above 20%, Which basically is the percentage we've set in our strategic period above 20%. So clearly a really good year for 20 2019. Let me give you some color per business. Let's start with Animal Nutrition.

Next slide, please. Animal Nutrition had a very good 2019, although it was impacted by the African swine fever. Nevertheless, the total sales growth was 5%. And that showed the beauty of our business model, which we've building animal nutrition with on the one hand side, a global product portfolio and on the other side, finding the ways of translation to come to local solutions with a global fantastic PMX network around the globe. During 2019, we finalized our acquisitionjoint venture where we have the majority with Nenter in vitamin E, which basically has been stopped the moment that we acquired it because we needed to have that upgraded, not only from a safety perspective, But also from a process technology perspective.

So we never jeopardize safety and process technology on all acquisitions and joint ventures we do. Then on Animal Nutrition, we have 2 very interesting big tickets, big innovation plays out there. 1 is Viramaris and the other one is Clean Cow. You most probably I've heard about these 2 big tickets linked to animal attrition if you follow DSM very closely. And I'm very happy to say that Veramaris with the initial startup in Blair, Nebraska.

We have come to a commercial scale up which have been successful. And today even the veramaris related fish oil which is algae based. So it's not fished from the ocean because that's what we normally do and then we feed it to sell. Now this is algae based. We segment and position these algae based fish oil fed salmon.

In for instance, in Germany with the companies called Lingalax, that's the brand. It's at Kaufland in Germany. So any German viewers, you would really help us in buying salmon from Lingalax. By the way, That's a big advice which Geraldine and myself give to all of you, all viewers and all shareholders because it's not only helping DSM, but it's also good for your health annual omega-three content. So having said that animal nutrition overall had a really good 2019.

And closing off the Clean Cow Initiative is something where we have filed EU authorization And we're waiting for their response. Then let's move on to human nutrition. Next slide, please. Human nutrition had a good year with a 3% growth, where human nutrition Predominantly had a very good growth in medical nutrition, medical nutrition slash pharma and dietary supplements. And I hope that everybody has taken its multivitamins this morning, because it really helps building on your health.

And certainly in this COVID-nineteen circumstances, we advise you not only helping DSM by taking multivitamins, but also here helping your health. And during 2019 in the area of personalized nutrition, we've closed an acquisition of AAVA. And AAVA is a digital platform, which help us to create advice on what type of personalized nutrition we would like to advise to our consumers. That is absolutely something where we see future, where we go from generic nutrition into personalized nutrition. It will be a journey, but we feel DSM has a role to play and we were very happy that we could conclude the acquisition of AAVA.

Next slide, please. Then going from animal nutrition to human nutrition to other nutrition, we have 2 interesting businesses, Food Specialties and Personal Care, which did very well both did very well in 2019. Food specialty sales grew with about 17%, of which 4% organically because we did an acquisition of Andre Pectin and we did an acquisition of CSK. We closed that end last year. And CSK then by Jose Kaesen because CSK is well positioned in that segment.

Next to that, a big ticket around Stevia, and the project name is Avancia. The company name is Avancia. We started up production also here in Blair, Nebraska, with a fermentation process, which is under control and we are scaling up And we're expecting commercial products to be tested throughout the first half of twenty twenty. So that was Food Specialties. I also want to take a bit of time for personal care 2019.

Some filters, great growth With about 11%, although personal care is currently hit by COVID-nineteen because people taking less and less holidays, but Geraldine will refer to that if we get some highlightslowlights for quarter 1. Next slide, please. The materials. Materials is heading into a different context in the second half of twenty nineteen, as Geraldine explained earlier. So we had a relatively good start of the year, but the macroeconomic context did not pick up for the second half.

And that led to a material sales, which went down with 6%, predominantly in engineered materials and partly in resins and functional materials. But the good news is that the resilience of our specialty portfolio has shown that although top line was under pressure, the profit results In adjusted EBITDA was almost flat. It was 1% down, but we like to use the term almost flat. That sounds slightly better. But in fact, if you look at down 6% versus adjusted EBITDA down 1%, it shows the resilience of our portfolio and the actions taken.

Also, the quality of the portfolio went up from 17.6% in 2018 to 18.5%, which is nicely in the range of our strategic plan. We said between 18% 20% for the materials cluster. Next slide, please. Then let me give you some flavor around the 3 business groups, of which Engineering Plastic is the biggest one. Engineering Plastics was a bit hit in the second half by business conditions which were difficult.

The electrical and electronic segment saw some signs of recovery And that's important for engineering plastics because we are basically in every handheld device in the world with all the big brands. Let's be aware that also engineering plastics, which is renamed as of the 1st January 2020 into engineering materials, that engineering materials played a key role in developing and producing the materials for the nose swaps, which we have now announced yesterday. Geraldine we'll highlight that in her section. That is made out of materials produced in one of the sites of engineering materials. Resins and functional materials reported a minus 6% growth predominantly because of building and construction.

On the other hand, DRF had also difficulty in what we call the 4 gs network linked to 5 gs networks. It's a key player in the market of fiber optic materials for the 4 gs and 5 gs networks, where 5 gs networks were delayed the 4 gs networks investments. We're a bit on hold depending on what happens with 5 gs. So we either will need to reinvest in 4 gs or 5 gs networks will be launched. So we will see how that will evolve in 2020, but 2019 was a year of parking.

Be aware that the 4 gs and 5 gs networks are serviced by DSM fiber optic materials, whether it's 4 gs or 5 gs. And certainly, these type of digital AGMs will really be helpful for these type of businesses Because bandwidth is absolutely needed. And if you want to have reliable bandwidth, obviously, you need to use DSM material. The last but not least, the Dyneema business. That business is better 1st January being renamed in DSM Protective Materials.

Still using the brand, the product brand of Dyneema, but showing the largest scope of that business. That business is there to protect people and their environment they live in, and that is important for future growth. And having said that, a bird's eye view for all the businesses, I hand over back to Geraldine for 2020 quarter 1.

Speaker 4

Thank you very much, Dimitri, for that bird's eye view by business of last year. And now let's move to our Q1 for 2020. Now if we go to the next slide, please. There is no way for us to start talking about this quarter without starting with the COVID-nineteen crisis, of course, and the way that we have been coping with it. Now we have received many questions as mentioned by our Chairman on this subject and I will give you some information as to how we have coped.

1st and foremost, it was all about the safety of our people and our partners. We were lucky in some respects because we have over 5,000 colleagues in China. And as a result, we have been made aware very early that this was very serious. So we were able to take all the necessary actions to basically, where needed, ask our colleagues to stay at home, put shifts in our plants, all of the hygiene measures that were necessary to keep everyone safe. And as a result, We are very happy if one can be happy in these circumstances that we only have a handful cases where colleagues had to self quarantine because of COVID.

Now also what is worth highlighting is that throughout this period, production sites have been able to stay open and continue to supply. Now this was done thanks to the incredible dedication of colleagues around the world that found ways of coping with various restrictions on supply chains and all sorts of difficulties. But it enabled us to continue to supply our products and solutions, which most governments have actually classed as vital and essential, which was therefore very necessary for our customers as well. During the period, we have asked the majority of our colleagues who can to work remotely. And That's also a highlight of this quarter is that in a very short period of time, we have been able to transition 9,000 colleagues virtually overnight to working from home, like Dimitri and myself have been doing for many weeks now.

And we are extremely proud of the way that everybody has responded to this challenge and has shown dedication, creativity, energy and effectively have stayed extremely well connected to keep the company going. We of course in these circumstances also want to take care of everyone's not only physical health, but also mental health. And this has been done by providing extra support when necessary to support our colleagues take care during these very unusual times. Now, Thanks to all this and if we move to the next slide. We were in situation yesterday of announcing to the markets that we have had a very solid quarter in Q1 given the circumstances.

Why do we call it solid? Well, because sales and our EBITDA remain stable. Now if we look in short, what we have seen is our nutrition business has delivered 4% sales growth. Now it had a very interesting quarter in the sense that We saw an acceleration of the demand for our products, partly because of the corona challenge around the world. And when we try to quantify the increase in sales related to this, it's maybe 1% in the quarter.

But one thing is for sure is that our products are very relevant, be it the dietary supplements that enable people to stay healthy. But also all of our animal nutrition goes into the food space. And of course, a lot of our materials are used amongst others in medical equipment, which is critical right now. So our nutrition business, 4% sales up and I have a strong momentum going into the Q2. For our materials businesses, we saw a little bit the opposite in the sense that at the end of the quarter, clearly with the lockdowns in so many countries, a lot of our customers SODES sites being closed.

And as a result, we saw our sales go down with volumes down 6% And the EBITDA down 7%. And we will continue no doubt to see some difficult times for the coming we will be able to maybe exit somewhat this lockdown status. Now on the back of these commercial efforts, we were able, as you can see on this slide, to also announce a net profit up 8% for the period and we were very disciplined in terms of our cash utilization and you see here that our cash generation was good. Now the most important bullet point on this slide is clearly the outlook. Now on the back of what I've just said, we found ourselves in the situation of having a nutrition business that is resilient, that is essential Anne has been able to function and therefore we are able to provide some guidance here.

And we are expecting that Nutrition can deliver at least a mid single digit EBITDA growth in 2020. However, for our materials businesses, the visibility is just not there. And like all of our peers in the new material space. We find it difficult to provide an outlook which makes sense And therefore, we have suspended providing any guidance at this stage for our materials businesses. Now another piece of news, which is quite recent, is that we closed an acquisition on the 1st April called Glycom.

And for this, if we go to the next slide. Glycom is a producer of HMOs, which are human milk oligosaccharides, which is quite a term, but basically it's one of the essential ingredients in human breast milk, their carbohydrates. And what they do is that they are prebiotic, which really helps the development of intestinal flora in babies. And that enables the immune system to be strong and also facilitates cognitive development. So we were very, very pleased to be able to acquire Glycom as it is the leader and both in terms of production, but even also in terms of research and development in this area that will enable us to continue to be a very meaningful player in early life nutrition.

So there is a very strong strategic fit. Now we got some questions ahead of this Annual General Meeting on the valuation and on the relationship with one of the key customers, which is Nestle. So In terms of the valuation, this company was acquired at about 15 times the EBITDA for 2021. This is a bit unusual to quantify the valuation towards a 2021 earnings profile. But in fact, in this case, it makes a lot of sense, because Glycom has been working very closely with Nestle in the development of the product and there are some contracts which also give us a lot of confidence that we will be reaching that growth without even contributing the synergies that we believe are very significant for DSM.

So very confident about this acquisition for infant nutrition, but also excited because the applications for HMOs actually go beyond early life nutrition, but also adult life nutrition, for instance, on irritable bowel syndrome. So we will be working on that and even into the pet nutrition space. So a lot to look forward to here. And to close my comments on the start of our year, Let me move to my next slide. And that is that while we have been spending a lot of time, course taking care of DSM, our people, our customers, our suppliers.

We have also spent a lot of our energy and passion helping our communities that are around us within this incredible crisis. Around the world, we have been providing immune optimizing vitamins and probiotics to the frontline healthcare workers. And this has been extremely well received, be it from Latin America to the United States, all the way to our colleagues in China as well and of course in Europe. Now closer to home for those of you in the Netherlands, we have also made many, many steps to support the fight against the corona virus in the Netherlands. And a couple of highlights here include the production of sanitizer.

In fact, in quantities, quite significant, 130,000 liters, which equates to 260,000 bottles that you see here. And these have been through the government distributed to the hospitals to help when there was a real shortage of sanitizer. Through consortiums, we have also been very rapidly helping the design of new face masks, and we will be heading towards 1,000,000 face masks being produced per week. And as mentioned earlier by Dimitry, through prototyping with 3 d testing and special materials, We are now able to announce that there will be the production of 2,800,000 nose swaps taking place, which basically meets about 3 months of demand in corona testing kits in the Netherlands. All of this has been done because we believe that it is our duty to help wherever we can.

And we are extremely proud of how quickly our colleagues have been able to contribute. And to give you an idea, all the materials that go into these products are donated, so is the time and the R and D, etcetera, that goes with it. So we are very proud of that. Now moving to my next slide, I just want to round off by saying on behalf of Dimitry and myself, firstly, a big thank you to all of our colleagues for your absolutely amazing dedication and resilience these last few weeks within corona, but also generally also of course in 2019. So a big thank you to all of you.

I would like to thank our Supervisory Board for your continued support and all of your wisdom. I would like to thank, of course, all of you, our shareholders, for your continued support and trust to DSM. And on this very special Annual General Meeting, I would like to thank Feike for being our mentor for so many years and for trusting us with your precious legacy, and I'm sure we will continue the journey that you were so proud to lead us through over the last few years. So with that, a big thank you. Stay safe, stay healthy, stay well.

Chairman, I hand over back to you.

Speaker 1

Well, thank you both. And it's a great sketch of what the organization is able to do at DSM. The 3rd agenda item is the remuneration report 2019. It's on the agenda for an advisory vote for the first time. Pauline Dannimir Moore, Chair of the Remuneration Committee, will give a short explanation based on the information in the remuneration report and in the notes the AGM agenda.

So Pauline, the floor is yours.

Speaker 5

Thank you, Rob. After this inspiring introduction by Geraldine and Dimitri, let me turn to the remuneration report. And with more than 97% in favor, the Annual General Meeting in 2019 approved the remuneration policies, both for the Managing Board and for the Supervisory Board. Both policies were established in accordance with the EU shareholder rights directive the new EU and

Speaker 6

the new EU

Speaker 1

as converted into

Speaker 5

Dutch legislation in December 2019. Obviously, the 2019 remuneration is based on these approved policies, and I would like to briefly highlight some aspects here. The average base salary adjustments was 2.2%, in line with the salary development of the labor market peer group and the average salary adjustment of DSM executives in the Netherlands. DSM's strong performance in 2019 is reflected in the incentive schemes. The long term performance targets related to the performance share units granted in 2016 have all been overachieved, resulting in maximum vesting.

The picture is more nuanced for the performance targets tied to the short term incentive plans over 2019. With an average achievement of 54%, the overall achievement was slightly above tight, underpinning DSS principles to set challenging yet achievable targets year on year. All members of the managing board have converted the maximum of 50% of their gross short term incentive achieved over 2019 into shares to be kept for a longer period. As such, they expressed their confidence in the company's strategy, aligning the longer term interests of the shareholders and the members of the Managing Board, respectively. At the end of 2019, all members of the Managing Board comfortably met the minimum shareholding requirements.

As to the CEO pay ratio at 41:one, the ratio is virtually unchanged compared to 2018. In accordance with the regulatory and corporate governance framework, the remuneration of the members of the supervisory board is only fixed and in cash, not in shares. For today, you had the opportunity to cast an advisory vote on the 2019 remuneration report both the managing board and the supervisory board. I would like to explain some aspects in more detail. The first time we issue a remuneration report based on the so called EU shareholder rights directive and its conversion into Dutch legislation.

When preparing this report, the remuneration committee applied the following guiding principles. 1st of all, further simplifying the reporting where possible and secondly, maintaining and where possible further strengthening the transparency of our reporting. And since our reporting practice fortunately already largely complied with these requirements, the 2019 remuneration report the performance targets underlying the incentive programs. DSM remains as transparent as possible without disclosing business sensitive information. This is in the interest of all stakeholders and also confirmed in the regulatory framework.

Note that this year, we have introduced 5 categories of target realization to further enhance transparency. A new item is the 5 year overview of the development and remuneration and key company performance parameters. This overview is intended to further clarify the level of correlation between pay and performance. This is less obvious, however, with regards to average employee remuneration. The relative pay at risk tends to be significantly lower for the average employees than for members of the managing board.

The picture is further distorted by factors such as exchange rates, M and A activities and the impact of restructurings. However, all in all, the remuneration committee has concluded. The remuneration of the managing board and the company performance our generally very well aligned. The reporting on the 2019 Supervisory Board remuneration has also been aligned with a new regulatory framework. In executing its tasks and responsibilities, the remuneration committee will continue to work the next question of applying best practices in corporate governance.

Thank you for your attention. Rob, back to you.

Speaker 1

Thanks, Pauline. The next agenda item is the adoption of the financial statements for 2019. The financial statements drawn up by the Managing Board, who were approved by the Supervisory Board on the 26th February 2020, and they're now on the agenda for adoption by this meeting. The financial statements 2019 have been audited by the external auditor that the auditor's opinion has been included in the integrated annual report. I would like to invite Erik Roesten, the auditor, to give a brief presentation on the audit work of KPMG.

As he has reached his maximum term as lead auditor with our company, Erik. I'll hand over to Petra Gronland, and he will briefly introduce her as well. Erik, over to you.

Speaker 7

Thank you, Mr. Chairman. Good afternoon, ladies and gentlemen. My name is Erik Roesten. I'm the external auditor of KPMG, responsible for the audit of the financial statements of DSM.

KPMG has been the external auditor of DSM from 2015. I will elaborate on our audit and our audit opinion on the financial statements. My presentation, follows the structure of our audit opinion. We have audited the consolidated and parent company financial statements of DSM. In addition, we have audited the sustainability information and issued a reasonable assurance report, Daryl.

My presentation continues with the audit of the financial statements. Our audit results in an audit opinion. We issued an unqualified audit opinion. This implies that the financial statements give a true and fair view in accordance with EU IFRS and Part 9 of Book 2 of the Dutch Civil Code. We furthermore assessed that a report by the Managing Board and other information in the integrated annual report In our audit approach, certain elements are of importance, being, first of all, our risk assessment.

During our audit, we performed our risk assessment focused on areas where the risk misstatements in the financial statements Esdais. In addition, a reality is of importance to determine the nature and extent of our audit procedures any evaluation of any identified audit misstatements. For the 2019 audit of DSM, the financial statements as a whole at €45,000,000 the statements in excess of €2,000,000 are reported to management and the supervisory board. We applied a top down approach. From an efficiency point of view, we assess which procedures are performed centrally by us and which are performed at local level.

All the procedures related to goodwill, acquisitions, tax, legal claims and nonrecurring items are mostly performed centrally by us. In certain countries, as selected by us, local KPMG auditors perform audits for the purpose of the country dated financial statements. The scoping of local entities is based on the size and risk profile of these entities. This resulted in a coverage of 73% of total sales 76% of total assets. The coverage for 2019 is in line with 2018.

The remaining 70% to 12% of total net assets, net sales and 24% of total assets consists of a number of smaller entities over which we perform analytical procedures to validate our assessment that there are no risks of material misstatement within these entities. The KPMG auditors performing procedures for the consolidated financial statements work in accordance with our instructions and under our supervision. Important ASM entities and auditors are visited by us. In 2019, the countries as mentioned in our opinion, being the U. S, Switzerland, China, the U.

K. End shared service center in India. For complex orders areas, we involve our APMG specialists. This relates to specialists in the area of valuations, IT, tax, pensions and forensic specialists. Next slide, please.

Throughout the year, we are working on the audit of DSM. Regularly, we discuss our audit observations with management and the audit committee. We attended all audit committee meetings at one meeting with the supervisory board. We communicated our audit observations in writing in our management letter and our report on the audit. We have communicated our key audit matters to management and the Supervisory Board.

The key audit matters are included in our audit opinion given their financial impact on the financial statements and the complexity and judgment required. Similar to last year, the valuation of goodwill was a key audit matter due to the significance of the amount and management's judgments and assumptions involved. As described in our audit opinion, we consider management's key assumptions and estimates to be within the acceptable range. Compared to last year, we have added as a key audit matter the accounting for acquisitions. As the total number of acquisitions in 2019 was significant for the financial statements.

Last year's key audit matter about the divestment of DSM Sinochem Pharmaceuticals the company's financial results. This concludes my presentation on the audit. Thanks for your attention. As mentioned by the Chairman, in line with auditors' independence rules, which, amongst others, contain a rule that an external auditor of listed company can only have a maximum term of 5 years. 2019 was my last year as external auditor of DSM.

My successor, Peter Groenland, will introduce herself now.

Speaker 4

Thank you, Erik. Good afternoon, ladies and gentlemen. My name is Petra Grunland. I'm a partner with KPMG Accountants in the Netherlands. And I've taken over the lead external auditor role for DSM from Erik Vosden, starting with the audits for the 2020 financial year.

In transitioning on to the DSM audits, I spent time getting to know the company and familiarizing myself with the financial and sustainability audits. I went through an introduction program individuals from DSM and joint meetings with the managing board, the supervisory board and its audit committee. I'm looking forward to be the lead external auditor on the DSM audits and seeing you next year. Chairman, Rob, I hand it back over to you.

Speaker 1

Thank you, Petra, and thanks to Erik. And let me use this opportunity to thank you, Erik, for the work of DSM over the past years, for all the challenges, your always constructive approach your high integrity standards. We wish you all the best for the future. Welcome, Petra. We're looking forward to work with you.

Next on the agenda is the reserve and dividend policy as well as the adoption of the dividend on ordinary shares for 2019. We're looking at 0.5 and 0.5a and 5b of the agenda. Reserve policy and dividend policy. The reserve policy is unchanged compared to last year. The reserve policy is closely linked to dividend policy.

Every year, the management board, with the approval of the supervisory board, besides which part of the profit is to be appropriated to the reserves. The portion of the profit then remaining and after deduction of the dividend on the cumulative reference shares. A is at the disposal of the general meeting. The dividend that the company pays to its ordinary shareholders depends on business conditions. The company's financial performance and other relevant factors.

As you know, DSM aims to provide a stable and profitable rising dividend. The Managing Board, with the approval of the supervisory board, may propose that the dividend will be distributed in cash our ordinary shares of DSM at the discretion of the ordinary shareholder. And move to the adoption of the dividend on ordinary shares for 2019. The financial statements show that for the 2019, our net profit was achieved the €758,000,000 Based on the statutory requirements, the managing board, after approval of the supervisory board, determines which part will be reserved. For 2019, it has determined that €333,000,000 will be reserved.

From the remaining profit €8,000,000 dividend will be paid on the cumulative preference shares A and the remaining shares is at the disposal of the general meeting. With the approval of the supervisory board, the management board is presenting to the general meeting for adoption the proposal that the dividend per ordinary share to be paid for 2019 will be €2.40 Keeping in mind an interim dividend of €0.77 per ordinary share already paid in August of 2019. The final dividend thus amounts to €0.63 per ordinary share. Optional to the shareholder, the final dividend will be made available in cash or in ordinary shares of DSM under the condition that a maximum 40% of the total dividend amount is available for stock dividend. If shareholders in total which to receive an aggregate distribution in shares which exceed this maximum percentage of the total dividend.

Those shareholders who have opted for distribution in the forms of shares. We will receive the stock dividend on a pro rata basis with the remainder being distributed in cash. The dividend will be payable as of June 3, 2020. In the explanatory notes to the agenda, you'll find further information and relevant data on the payout of the dividend. That then brings us to agenda item 6, the release of liability.

6a, the release from liability of the members of the managing board and 6b, the release from liability of the management members of the Supervisory Board. This agenda item comprises 2 voting items: the release from liability of the members of the managing board and of the members of the supervisory board. This release from liability relates to the information resulting from the financial statements or otherwise known to the general meeting before the financial statements were adopted. Up next on the agenda, our items 7A, B, C and D. And those are the proposed reappointments of 3 members of the supervisory board in the proposed appointment of 1 new member of the Supervisory Board.

For Agenda Item 7A, I'd like to hand over to Pauline Vandamier Moore in our role as Deputy Chair of the Supervisory Board. Pauline?

Speaker 5

Thank you, Rob. Agenda item 7A is the proposal to reappoint our Chairman, Rob Rautz. According to the rotation schedule. Rob Rautz is due to resign in 2020, but he is available for reappointment. And in accordance with Article 24, Section 2 of the articles of association.

The supervisory board nominates him for reappointment as a member of the supervisory board of DSM on the basis of Rob's extensive international experience, his knowledge of the petrochemical industry, his broad experience in the management of corporations and his qualities as a member and Chairman of DSM Supervisory Board as demonstrated during the past 10 years, of which 9 years as our Chairman. To facilitate a smooth transfer to and continuity of the new co CEO leadership structure, it is proposed that Rob Rob, could you please share your motivation to make yourself available for reappointment as one of the questions we received from our friend, Mr. Stevenson?

Speaker 1

Thank you, Pauline, and you do so, Mr. Stevenson. I have joined the Board of this great company in 2010 and have seen transform and evolve over the years. The agility of the company to transform itself into what is today a purpose led and science based company is truly inspiring. It has been a privilege to be part of this journey.

I have agreed to this last term of 2 years to help the CEO hand over from Feike Sieversma to Geraldine and Dimitri. Changing the CEO and the Chairman within the same year is not a good idea. I'm how to be able to continue to serve together with my highly esteemed colleagues of the DSM Supervisory Board. 10 Agenda Item 7B is the proposal for reappointment of Eileen Kennedy. According to the rotation schedule, in 2020, Eileen Kennedy is due to resign, but she is available for reappointment.

In accordance with Article 24, Section 2 of the articles of association, the supervisory board nominates her for reappointment as a member of the supervisory board of DSM on the basis of a broad and in-depth nutrition knowledge and our quality as a supervisory board member as demonstrated during the last 8 years as a member of DSM's supervisory board. Its proposed general meeting reappoints her as a member of the supervisory board of DSM for a period of 2 years, ending by close of the AGM to be held in 2022. Eileen, could I ask you also to share your motivation to stand for reelection?

Speaker 8

Thank you, Mr. Chair. Let me say that I had an extraordinarily positive impression of DSM before I joined the Supervisory Board. Let me explain why a lot of my activities revolve around parts of the United Nations system. And within the UN agencies, when the question was posed, what are examples of successful public private sector partnerships what are the best practices in public private sector partnerships.

Almost to the last agency, the example that came up was the example of DSM and the World Food Programme. That kind of endorsement is powerful. When I joined the Supervisory Board 8 years ago, I was privileged to work with a dedicated group of individuals both on the supervisory board, managing board And throughout the DSM company, and this has been said already, but over and over again in my early tenure, I heard the phrase, people, planet, profits. And what impressed me is that people were put first. 2nd, as you know, the company has gone through a very significant growth in its nutrition portfolio.

I think this journey will continue. And I'd like to be part of this journey to provide input to make the journey seamless. Finally, one of my passions is sustainability. And as you know, from what has been presented, DSM has a very strong stellar record of sustainability. It's not simply words, but it's actions that have been performed.

I am also pleased that I have been the Chair of the Sustainability Committee of the Supervisory Board. And so I would be honored to be reelected for a 2 year period. Thank you.

Speaker 1

Thanks, Eileen. Well said. The next agenda item then is the proposal for reappointment of Pardeep Pant. Also Pardeep is due to resign, but available for reappointment. In accordance with Article 24, Section 2 of the articles association, the supervisory board nominates him for reappointment as a member of the supervisory board of DSM on the basis of extensive experience in FM's SCG and bringing products and service to market across territories and in particular in the Asia Pacific region.

His deep understanding of market dynamics and cultural diversity and enforce quality as a supervisory board members as demonstrated in this 1st period as a member of DSM's Supervisory Board. It is proposed that the general meeting reappoints Fredrikand as a member of the Supervisory Board of DSM for a period of 4 years, ending by the close of the AGM to be held in 2024. Also, Pradeep was asked to share his motivation with the limit the risk of technical glitches during his first AGM and the time difference, we decided to only have a minimum number of people join this virtual platform. For that reason, Pradeep is not joining us virtually today, but let me share the motivation he sent me. I truly find it stimulating and gratifying to work with an organization that is committed to looking after multiple stakeholders and it has an excellent balance between profits, planet and people in its objectives.

The purpose of creating brighter lives for all, the commitment to sustainable development, the care for employee safety and well-being and the passion for science based innovation to drive growth, create a wonderful environment in which Tagoreya can contribute. The diversity and openness of the supervisory board the management creates an atmosphere that nurtures ideas and dialogue. And then to this all, the fact that DSM looks to the development markets like my home, Asia, to be future growth drivers. It is clear why I feel a lifelong commitment to the organization. The final point on the agenda is the proposal for the appointment of Thomas Lease as a member of the Supervisory Board.

In accordance with Article 24, Section 2 of the articles of association, the Supervisory Board nominates Thomas Lease for appointment as a member of the Supervisory Board of DSM on the basis of his broad international business experience and especially his experience in leading comprehensive portfolio changes, making business more sustainable, his knowledge of technology based businesses and his experiences in managing large corporations. Its proposed that the Annual General Meeting appoints Thomas Leist as a member of the Supervisory Board of DSM for a period of 4 years, ending by the close of the AGM to be held in 2024. And I would like to invite him to briefly present himself to the general meeting. So Thomas.

Speaker 6

Thank you, Rob, for giving me this opportunity to introduce myself to the DSM shareholders. I am Thomas Lend, 2 years old, made the father for. And professionally I would describe myself as an entrepreneur and an industrialist. In recent years, however, and in the aftermath of the financial crisis, my most important job was that of Chair of the Supervisory Board of KBC Bank, Belgium's largest banking and insurance group. It is a mandate as it happened ended yesterday.

Therefore, I'm really delighted that through the year, I can recap my industrial experience. From 2000 till 2008, I have been CEO of Umicore and thereafter its Chairman. Yumiko is a company formerly known as Inot Mineres. It started life more than 100 years ago as a mining company, became then mainly a commodities producer, but underwent a profound transformation in the last 20 years through succession of portfolio moves, a heavy emphasis on innovation and research. And by putting sustainability at the heart of our strategy, we became a world leader in selected growth areas.

Maybe that story sounds somewhat familiar. While as YumiCorps focused on different business areas, you can detect many I think you can detect many of the same themes that have played out at TSM in recent years. It is particularly the focus on performance combined with sustainability that attracted me to DSM. Purpose led performance driven or doing something meaningful as you have expressed it is something that appeals to me profoundly. And therefore, I will certainly open to the idea of joining DSM.

I will, of course, have a lot to learn about DSM and its businesses and its end use markets. But I hope that in the years to come that my business experience will prove relevant to my colleagues on the supervisory board and on the management board. A shareholder, Mr. Stevenson, asked about the process, how we got to this point. Well, let me say that this has been a very careful, very deliberate process, which we went through the Zolgfeld process, as you would say, in the Netherlands.

I had various conversations with Rob Ruud in the first instance, but also with Feike, Mr. Aldine, with Dimitri, with the members of the nomination committee. And thanks to these various conversations which took out over played out over a period of time. I think we came to the mutual conclusion that there was a real fit. And certainly in my case, it only helped me to grow my enthusiasm for DSM.

So I look forward, if you elect me, to join the Board of DSM and hopefully do something meaningful as well there. Thank you.

Speaker 1

Thank you, Thomas. You're most welcome, and we are so pleased that you're willing to join our Board. So we're looking forward to work with you. Next point in the agenda is the reappointment of the external auditor. KPMG Accountants NV has been appointed as the independent auditor for the Kornigle ESM NV as of 2015.

Following the recommendation of the audit committee and the management board, the supervisory board proposes to reappoint KPMG Accounts NV as the independent external auditor for the year 2021. The proposal to reappoint KPMG is based on the audit committee's LUNT of KPMG, among others, through discussions with KPMG in the absence of management as well as the outcome of an evaluation amongst DSM executives. The audit committee conducts a more in-depth evaluation once every 3 years. 3 years into 2 years, a lighter evaluation is performed. For 2021 the LiDAR evaluation was performed.

The auditor evaluation in prior years were all positive and the outcome of the latest evaluation was positive as well. The last agenda items are of a more technical nature. These are 9a, the authorization of the management board to issue up to 10% ordinary shares and to exclude preemptive rights. 9b, the authorization of the management board to issue an additional 10% ordinary shares in connection with the rights issue. 10%, authorization of the management board to have the company repurchase shares and 11, the reduction of the issued capital by canceling shares.

In the explanatory notes to the agenda, you could find further information on these agenda items. With this, we have discussed all the agenda items, and I believe we also touched upon several of your questions that were submitted ahead of the meeting. So let's move on to the voting results. I want to inform you once again that each share gives you the right to one vote. Luisa van den Broek, our company secretary, who will now share the voting results.

In the results, we are included the votes in favor, votes against and votes abstained. According to the statutory regulations, votes abstained are non casted votes. So Luisa, could you please share the results?

Speaker 9

Yes. Thank you, Rob. So you will also see actually the votes on the screen. Let's see if we can I can share them verbally in the same sequence? So for agenda item 3, the advisory vote on the remuneration report, we received a 94.80 percent, 18 percent favorable votes and 5.82% against.

The next item on the agenda that you could vote for was were the financial statements. And those received 99.7 and 0.28 against. That takes us to agenda item 5b, adoption of the dividend, which received 97.9 percent for 4% and 2.10% against And then item 6A, the release for liability of the managing board members received 98.75% in favor and 1.25% against, and you will see that agenda item 6B, the release from liability of the advisory board members actually got the exact same votes. Then moving to agenda item 7A, reappointment of Rob Rautz. Our Chairman received 98.63 percent in favor and 1.37% against 7b and the reappointment of Eileen Kennedy, 99.51% in favor and 0.49% against.

Then moving to 7C, the reappointment of Pradeep Pant, 99.47% in favor and 0.53% against. The last the appointment of Thomas Leise received 99.11% in favor and 0 point 89% against. And then the final agenda items, item 8, the reappointment of the external auditor we've got 99.49 percent for and 0.51% against then 9.8%, the authorization of the managing board to issue up to 10% ordinary shares, 86.08% in favor, 13.92% against. Then item 9b, the authorization of the managing board the issuance of 10% ordinary shares in connection with the rights issue, 87.12% in favor and 12.88% against. Then item 10, the authorization of the managing board to have the company repurchase shares.

There, the favorable votes were 97.30% and 2.70% against and then the final voting item, item 11, the reduction of the issued capital by canceling shares, 98.88% in favor and 1.12% against. Back to you, Mr. Chairman.

Speaker 1

Thanks, Luisa. And based on these results, we can conclude that the general meeting has given a positive advice for the remuneration report that the financial statements for 2019 have been adopted, that the dividend on ordinary shares for 2019 has been adopted, that the general meeting released the members of the managing board from liability, that the general meeting released the members of the supervisory board from liability, that I have been reappointed as a member of the Supervisory Board, that Eileen Kennedy has been reappointed as a member of the Supervisory Board, that Perdipan has been reappointed as a member of the Supervisory Board and that Thomas Leisen has been appointed as a member of the Supervisory Board. The external auditor has been reappointed. The management board has been authorized to issue up to 10% of the ordinary shares and to exclude preemptive rights. The management board has been authorized to issue an additional 10% ordinary shares in connection with the rights issue and the management board has been authorized to have the company repurchase shares.

The reduction of the issued capital by canceling shares has been adopted. Thank you to our shareholders for their vote and their confidence. And congratulations to Thomas on your appointment and to Eileen and Pradeep on your reappointment. Ladies and gentlemen, as we did not receive any items under any other business. This brings us to the end of the meeting.

I would like you to mention that the draft minutes of this meeting will be available on our website at least 90 days after today. After that day, you have 3 months to submit your comments prior to the adoption of the minutes. I'm looking forward to welcome you again physically next year at a meeting at a Thursday, 6th May in 2021, hopefully in Heilen. Stay safe and healthy. Thanks for your attention, and we'll be back next year.

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