110 BMW Group Report 2024 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor’s Report Remuneration Report Other Information Sustainability Statement In December 2024, members of the Board of Management were surveyed for the first time on their specific sustainability skills re- lating to the key sustainability topics. The skills matrix for the Board of Management provides an overview of its sustainability- related expertise. This covers all sustainability topics for which material impacts, risks and opportunities were identified in the ↗ Materiality Assessment. Responsibility for completing the question- naires lies with each individual member of the Board of Manage- ment. The Legal, Patents and Group Compliance Management department of BMW AG verifies the plausibility of the information provided by the members of the Board of Management. If it transpires that the Board of Management does not have its own detailed expertise in certain areas, it can draw directly on the expertise and experience of the relevant departments that have knowledge of the material sustainability matters. The Board of Management is also permitted to use external resources such as training courses and experts at any time. Reviews are performed on a regular basis to ensure the availability of relevant expertise and necessary skills. If necessary, structural adjustments are made and relevant expertise is added or deepened. The skills matrix also indicates the experience of the Board of Management that is of relevance given the BMW Group’s sec- tors, products and geographical locations. Supervisory Board - Composition, diversity, expertise BMW AG’s Supervisory Board is composed of ten shareholder representatives (elected by the Annual General Meeting) and ten employee representatives (elected in accordance with the Ger- man Co-Determination Act). In the event of an early departure from the Board – for example, if a member resigns – the respon- sible court will appoint a new member of the Supervisory Board for the remainder of the term of office on request. The Supervi- sory Board members representing employees comprise seven Company employees, including one senior executive staff repre- sentative, and three members elected following nomination by trade unions. The DCGK recommends that more than half of the shareholder representatives should be independent, i.e. independent of the Company and its Board of Management, as well as of a control- ling shareholder. To be independent, a member of the Supervi- sory Board cannot have any personal or business relationship with the Company or its Board of Management that could give rise to a material and lasting conflict of interest. Eight of the ten shareholder representatives (80%) on the Supervisory Board of BMW AG are classified as independent. The Supervisory Board must be composed in such a way that its members collectively possess the knowledge, skills and experi- ence required to perform its tasks in a proper manner. To this end, BMW AG’s Supervisory Board passes annual resolutions specifying objectives regarding its composition, including a com- petency profile and a diversity policy. — The Supervisory Board is required to include at least six in- dependent shareholder representatives within the meaning of the recommendations of the GCGC. — The chairs of the Supervisory Board, the Audit Committee and the Personnel Committee – which is involved in prepar- ing decisions on Board of Management remuneration – should be independent of BMW AG and of the Board of Management. The chairperson of the Supervisory Board may not serve as the chair of the Audit Committee. — When seeking suitably qualified individuals for the Supervi- sory Board whose specialist skills and leadership qualities are most likely to be an asset to the Board as a whole, con- sideration also needs to be given to diversity. When prepar- ing nominations, the extent to which the work of the Super- visory Board will benefit from diverse professional and per- sonal backgrounds (including international experience) and appropriate gender representation should be considered on a case-by-case basis. It is the joint responsibility of all those participating in the nomination and election process to en- sure that qualified women are considered for Supervisory Board membership. — If possible, the Supervisory Board should have at least four members that have international experience or specialised knowledge of one or more non-German markets important to the BMW Group. — Furthermore, if possible, the Supervisory Board should in- clude seven members who have in-depth knowledge and experience within the BMW Group, no more than two of whom may be former members of the Board of Manage- ment. — Three members of the Supervisory Board should preferably have previous experience in the management or supervision of another medium-sized or large company. — The Supervisory Board should ideally have expertise in the areas relevant to the Company, namely corporate strategy, technology, purchasing/supply chains, production/manu- facturing, sales/customer needs, finance/accounting/audit- ing, capital markets, individual mobility, human re- sources/personnel management, compliance, IT/digitalisa- tion/artificial intelligence, change management/business transformation. Each member of the Supervisory Board should have expertise in at least one of these areas. — Three members of the Supervisory Board should preferably have expertise in the sustainability issues that are of key im- portance to the Company. The gender ratio on the Supervisory Board is in line with statu- tory requirements. Since the Act on Equal Participation of Women and Men in Management Positions in the Private and the Public Sector (“Act on Equal Gender Participation”) came into ef- fect in 2016, a minimum of 30% of the members of the Super- visory Board of BMW AG have been female and a maximum of 70% have been male. Female members made up 30% of the Supervisory Board at the end of 2024. BMW AG surveys the members of the Supervisory Board on an annual basis regarding their individual skills and expertise. BMW AG began surveying the members of the Supervisory Board in 2022 to determine their experience in the areas of relevance to the BMW Group on the basis of the DCGK. The results of the sur- vey are published in the form of a matrix. This survey includes questions about expertise in the areas of environmental and so- cial sustainability.