Ex gender quota law R. STAHL

Target Figures to Satisfy Gender Quota Laws

SUITABILITY AND PERSONALITY MATTER

The German "law for ensuring equal appointment of men and women to managerial positions in the private and public sectors" obliges listed or co-determined companies to set target figures for increasing the proportion of women on the Supervisory Board, Executive Board or Board of Management, and for the two management levels below. The first targets had to be set by 30 September 2015. By 30 June 2017, new target figures had to be defined for the new reporting period, which has been set to five years by the bodies and boards of R. STAHL. This law applies to R. STAHL AG and R. STAHL Schaltgeräte GmbH.

R. STAHL has a strong focus on electrical engineering. Electrical engineering degrees in Germany have a very low proportion of women (academic year 2015: 15.3 % (source: initiative “Komm mach Mint”), with a slight tendency to increase). As part of our program to nurture the next generation of engineering talents, our training department has been successfully engaged for years now in filling girls and young women with enthusiasm for the engineering professions and encouraging them to enter these professions. Our commitment starts early on with projects in kindergarten, progressing to "Inventor weeks" for primary school children in year 2 and 4, collaboration with secondary schools, and then beyond, to technical and vocational courses. Through these efforts, we have succeeded in achieving a 16 % female participation rate in training (as of 1 September 2018). Of course, it will be some time before these women progress to management positions within the company, but all avenues are open to them. In the engineering sector, external female applicants are something of a rarity.

When appointing members to boards, bodies and managerial positions, R. STAHL takes only candidates' professional skills and personality into consideration. Gender is not a factor. When we have positions vacant and there are suitable female candidates, either on the market or internally, we strongly encourage them to apply.

At R. STAHL, the reporting period that ended mid of 2017 was marked by the implementation of an extensive cost saving and restructuring program and a socially-responsible personnel reduction of 233 positions worldwide. Against this backdrop, the question if qualified women may be considered for vacant jobs of course faded into the background. However, the concentration of R. STAHL AG on its holding function for the subsidiaries in 2016 led to a revised allocation of certain areas of R. STAHL AG and R. STAHL Schaltgeräte GmbH, among others, part of human resources, the training department, the marketing department and controlling. This also led to changes in the respective female quota in these two companies, which have been considered for the definition of new targets for the new reporting period until 30 June 2022.

With this in mind, R. STAHL AG's Supervisory Board and Executive Board and the R. STAHL Schaltgeräte GmbH shareholders' meeting and its management have worked intensely to come to a decision on possible target figures.

In its meeting held on 1 June 2017, the Supervisory Board established the following:

Supervisory Board: The Supervisory Board has two female shareholder representatives. This corresponds to 22.22 % of the membership. The current term of office runs until the end of the 2023 AGM. There are no anticipated changes in the board's composition until then. Therefore, the target is 22.22 %. This is currently fully met.

Executive Board: The set target for the current and future Executive Board membership is 0 %. This is also currently fully met.

At the same time, the R. STAHL AG Executive Board has established the following for the two management levels below the Executive Board:

The target for the first level below the Executive Board is 0% and for the second level, it is 14%. This corresponds to the situation at the time when the decision was taken. Currently, the share of women at the first level below the Executive Board is 15% and for the second level, it is 4%.

In a resolution passed on 10 April 2018, the shareholders' meeting established the following:

Supervisory Board: The R. STAHL Schaltgeräte GmbH Supervisory Board consists of three members and is co-determined in accordance with Germany's One-Third Participation Act (Drittelbeteiligungsgesetz). It currently has no female members. The term of office only began in 2015 and will run until 2020. There are no changes intended. Therefore, the target is 0 %.

Board of Management: R. STAHL Schaltgeräte GmbH Management currently consists of two non-female members. There are no changes intended. So the target is 0 %

The Board of Management has established the following for the two management levels below the Board of Management:

The target for the first level below the Board of Management is 0% and for the second level, it is 11%. This corresponds to the situation at the time when the decision was taken. Currently, the share of women at the first and the second level below the Board of Management is 0%.