LANXESS Aktiengesellschaft

Virtual Annual Stockholders' Meeting on May 24, 2024

Postal vote, authorization/instructions to proxies or third-party authorization form

This form does not replace proper registration for the Annual Stockholders' Meeting.

Please note the information on the next page.

Declaring person

Last name or company name*

First name*

ZIP code/city*

Number of shares*

Registration confirmation no.*

*Mandatory fields (please use the information from the registration confirmation for the virtual Annual Stockholders' Meeting that will be sent to you after proper registration).

a) Exercising voting rights by authorization/instructions to company-nominated proxies or postal vote (please check): Authorization and instructions to company-nominated proxies

I/we authorize the proxies nominated by LANXESS AG, Mr. Markus Lehner, Cologne, and Dr. Matthias Rücker, Cologne (company-nominated proxies), in

  1. each case individually and including the right to delegate this authorization, to represent me/us without disclosing my/our name(s) - on behalf of the person concerned - at the Annual Stockholders' Meeting on May 24, 2024 and to exercise voting rights for me/us in accordance with my/our instructions below.

R

Voting by postal vote

I/we exercise my/our voting rights at the virtual Annual Stockholders' Meeting on May 24, 2024 by postal vote as specified below.

Proposed resolutions in accordance with the notice convening the Annual Stockholders' Meeting

YES NO ABST.

on the following agenda items (please check):

2.

Beschlussfassung über die Verwendung des Bilanzgewinns

3.

Beschlussfassung über die Entlastung der Mitglieder des Vorstands

4.

Beschlussfassung über die Entlastung der Mitglieder des Aufsichtsrats

5.

Beschlussfassung über die Billigung des Vergütungsberichts für das Geschäftsjahr 2023

6.

Wahlen zum Aufsichtsrat

6.1

Hans van Bylen

6.2

Lawrence A. Rosen

6.3 Dr. Hans-JoachimMüller

7.

Beschlussfassung über die Ermächtigung zum Erwerb und zur Verwendung eigener Aktien gemäß § 71 Absatz 1 Nr. 8 AktG,

auch unter Ausschluss des Bezugsrechts

8.

Beschlussfassung über die Änderung von § 15 (Teilnahmeberechtigung) der Satzung

Date, declaring person(s) (legible) in accordance with Section 126b BGB

b) Third-party authorization

I/we authorize

Last name or company name**

First name**

City**

to represent me/us at the above mentioned Annual Stockholders' Meeting. The authorization includes the revocation of any other authorizations granted and the exercising of all meeting-related stockholder rights, including granting sub-authorization.

Note: Please explicitly inform your authorized representatives about the information on data protection and the disclosure of personal data.

Date, declaring person(s) (legible) in accordance with Section 126b BGB

End of statement** Please fill out legibly in block capitals

Notes

Allocation to a registration

This form can be taken into account only if it can be clearly allocated to a registration. If this form cannot be allocated because of a lack of or incorrect registration or because the information provided in this form is incomplete or illegible, voting rights by way of postal vote, by company-nominated proxies or by an authorized representative cannot be exercised on the basis of the instructions in this form. This form is not mandatory. You may also use another declaration in text form.

Information on this form

Please fill out this form legibly and in full. For the required information on the declaring person, please use the same information as stated on your registration confirmation, which is sent to you after proper registration.

Voting rights exercised by authorization/instructions to company-nominated proxies or postal vote

You also have the option to use the company's InvestorPortal at asm.lanxess.com to grant authorizations/instructions to company-nominated proxies or to exercise voting rights via postal vote. Please grant the authorization/instructions to the company-nominated proxies or cast your postal votes online via the InvestorPortal by the time stipulated by the chairman of the meeting in the course of the voting. Until such time, issued authorizations may be revoked or instructions or your postal vote changed on the Internet.

If you should use this form to issue an instruction to the proxy or cast a postal vote, please make an 'x' for all proposed resolutions. If authorized, the proxies only exercise the voting right according to instructions. Your instructions to proxies/your postal vote refer in each case to the resolutions proposed by the management published in the notice convening the Annual Stockholders' Meeting in the German Federal Gazette. Make an 'x' in the YES field to accept a resolution, in the NO field to reject it and in the ABST. field to abstain. If you do not insert any or unclear instructions, this will be deemed to be an instruction to abstain or an abstention, respectively.

If you do not wish to grant the authorization/instructions to the company-nominated proxies or cast postal votes online, the authorization/instructions or postal votes must be received at the following address no later than May 23, 2024, 24:00 hours (CEST):

LANXESS Aktiengesellschaft

c/o Computershare Operations Center 80249 München

E-Mail: anmeldestelle@computershare.de

It is not possible for proxies to exercise other participation rights (such as asking questions, proposing motions, submitting declarations, or objecting to resolutions of the Annual Stockholders' Meeting). If you wish to exercise your stockholder rights beyond the scope described above, you must therefore exercise your rights yourself or authorize a third party.

Third-party authorization

Stockholders, once authorization is appropriately granted, can be represented in the exercise of their voting right and their other rights by an authorized representative - e.g. an intermediary, a voting rights advisor, a stockholders' association or other third party. Authorized representatives can exercise the voting right for Stockholders they represent only by way of postal vote or by granting (sub-)authorization to company-nominated proxies. Evidence of the appointment of an authorized representative may also be transmitted to the Company via the email address anmeldestelle@computershare.de. You can also grant, amend or revoke authorization to third parties online via the InvestorPortal at asm.lanxess.com. For the authorized representative to participate electronically and exercise stockholder rights via the InvestorPortal, the authorizer must give the authorized representative the login details sent with the confirmation of registration. Please expressly inform your authorized representative accordingly.

If proxy is granted according to Section 135 AktG (proxy granted to intermediaries, voting rights advisors, stockholders' associations or professional agents), there is no text form requirement. However, the proxy statement must be verifiably recorded by the proxy. The proxy statement must furthermore be complete and may contain only statements related to exercising voting rights. In these cases, Stockholders are asked to check the form of proxy with the institutions or persons being authorized in due time.

Information on data privacy for Stockholders

Information about data privacy for Stockholders can be found in the notice convening the Annual Stockolders' Meeting. For more information on data privacy, Stockholders and stockholder representatives may consult the website of LANXESS Aktiengesellschaft at https://lanxess.com/en/mandatory-information/privacy-statements.

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Disclaimer

Lanxess AG published this content on 12 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 April 2024 07:47:03 UTC.