Extract to table

The key requirements are as follows: (a) Nasdaq Rule 5605(c)(2): Each listed company must have an audit committee of at least three members, each of whom must be an "independent director" as defined under Nasdaq Rule 5605(a)(2) and must satisfy the additional independence criteria set forth in Rule 5605(c)(2)(A)

(c) Financial literacy and expertise: Each member of the audit committee must be able to read and understand fundamental financial statements

At least one member must qualify as an "audit committee financial expert" as defined in Item 407(d)(5) of Regulation S-K (or Item 16A of Form 20-F for FPIs)

Section 87 AktG requires that the total compensation of each Management Board member be appropriate in relation to the member's duties and performance and the condition of the company, and must not exceed customary levels without special justification

The Supervisory Board is required to adopt a clear and comprehensible compensation system for the Management Board members, which must be submitted to the general meeting (Hauptversammlung) for an advisory vote (the "say-on-pay" vote) pursuant to Section 120a AktG

The company must also adopt a formal written charter or board resolution addressing the nominations process