BMW GROUP.

KEY ASPECTS OF CORPORATE GOVERNANCE.

MARCH 2023.

BMW Group | Corporate Governance | March 2023

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BMW AG - PARENT COMPANY OF BMW GROUP.

SHAREHOLDER STRUCTURE, BOARD OF MANAGEMENT AND SUPERVISORY BOARD.

Shareholder Structure

Number of Shares Outstanding*

Preference Shares 60,844,279

Total Shares 662,839,475

Ordinary Shares 601,995,196

Current Voting Rights Distribution*

Stefan Quandt

(direct and

indirect holdings)

Other Ordinary Shares 25.8%

50.2% 601,995,196

Susanne Klatten

(direct and

BlackRock, Inc.

indirect holdings)

20.9%

3.1%

* as of December 2022

Board of Management

Chairman:

Oliver Zipse

People and Real Estate

Ilka Horstmeier

Production

Dr. Milan Nedeljković

Customer, Brands, Sales

Pieter Nota

Finance

Dr. Nicolas Peter

Purchasing and

Dr. Joachim Post

Supplier Network

Development

Frank Weber

Supervisory Board

Chairman:

Dr.-Ing. Norbert Reithofer

Deputy Chairmen

Dr. Martin Kimmich **

Stefan Quandt

Stefan Schmid **

Dr. Kurt Bock

Christiane Benner **

Dr. Marc Bitzer

Bernhard Ebner **

Rachel Empey

Dr.-Ing. Heinrich Hiesinger

Johann Horn **

Dr. h.c. Susanne Klatten

Jens Köhler **

Gerhard Kurz **

André Mandl **

Dr. Dominique Mohabeer **

Anke Schäferkordt

Prof. Dr. Christoph Schmidt

Dr. Vishal Sikka

Sibylle Wankel **

** Employee Representatives

BMW Group | Corporate Governance | March 2023

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BMW AG - 2-TIER GOVERNANCE SYSTEM.

Board of Management

  • Responsible for managing and steering the company.
  • Determines the strategic orientation of the company, agrees upon it with the Supervisory Board and ensures its implementation.
  • Responsible for ensuring that all provisions of law and international regulations are complied with and an appropriate risk management and risk controlling system is in place.
  • Represents company in dealings with third parties.
  • Regular reporting to the Supervisory Board.

Composition of 7 members:

(1)

Oliver Zipse

CEO

(2)

Ilka Horstmeier

People and Real Estate

(3)

Dr. Milan Nedeljković

Production

(4)

Pieter Nota

Customer, Brands, Sales

(5)

Dr. Nicolas Peter

Finance

(6)

Dr. Joachim Post

Purchasing & Supplier Network

(7)

Frank Weber

Development

  • Appointed for periods between 3 to 5 years.

TASKS

STRUCTURE

LENGTH OF TERM

Supervisory Board

  • Appoints the Members of the Board of Management.
  • Monitors and advises the Board of Management.
  • Decides on remuneration system and level of the Board of Management.
  • Provides approval for certain major business proceedings.

Composition in line with German Co-Determination Act:

Chairman: Dr.-Ing. Norbert Reithofer

  • 10 shareholder representatives elected by AGM.
  • 10 employee representatives elected by employees of BMW AG and other Group companies based in Germany.
  • Regular length of appointment 5 years, for shareholder representatives voluntary limitation to 4 years.
  • Next shareholder representatives elections at AGM in 2023.

BMW Group | Corporate Governance | March 2023

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BMW AG - BOARD OF MANAGEMENT.

Oliver Zipse

Chairman

of the Board of Management

(since 05/2015 Member of the Board of Management; since 08/2019 Chairman)

Dr. Nicolas Peter

Finance

(since 01/2017 Member of the Board of Management)

Ilka Horstmeier

People and Real Estate

(since 11/2019 Member of the Board of Management)

Dr. Joachim Post

Purchasing and Supplier Network

(since 01/2022 Member of the Board of Management)

Dr. Milan Nedeljković

Production

(since 10/2019 Member of the Board of Management)

Frank Weber

Development

(since 07/2020 Member of the Board of Management)

Pieter Nota

Customer, Brands, Sales

(since 01/2018 Member of the Board of Management)

BMW Group | Corporate Governance | March 2023

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BMW AG - SUPERVISORY BOARD.

Shareholder Representatives

Deputy Chairman of the

Deputy Chairman of the

Dr.-Ing. Norbert Reithofer

Chairman of the

Stefan Quandt

Dr. Kurt Bock

Dr. Marc Bitzer

Rachel Empey

since 2015

Supervisory board

since 1997

Supervisory board

since 2018

Supervisory board

since 2021

since 2021

elected until 2025

elected until 2024

elected until 2023

elected until 2025

elected until 2025

Dr.-Ing. Heinrich Hiesinger

Dr. h.c. Susanne Klatten

Anke Schäferkordt

Prof. Dr. Christoph Schmidt

Dr. Vishal Sikka

since 2017

since 1997

since 2020

since 2021

since 2019

elected until 2026

elected until 2024

elected until 2025

elected until 2025

elected until 2024

Employee Representatives

Dr. Martin Kimmich

Deputy Chairman of the

Stefan Schmid

Deputy Chairman of the

Christiane Benner

Bernhard Ebner

Johann Horn

since 2023

Supervisory board

since 2007

Supervisory board

since 2014

since 2021

since 2021

In office until 2024

elected until 2024

elected until 2024

In office until 2024

In office until 2024

Jens Köhler

Gerhard Kurz

André Mandl

Dr. Dominique Mohabeer

Sibylle Wankel

since 2021

since 2022

since 2022

since 2012

since 2022

in office until 2024

in office until 2024

in office until 2024

elected until 2024

elected until 2024

BMW Group | Corporate Governance | March 2023

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Disclaimer

BMW - Bayerische Motoren Werke AG published this content on 16 March 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 16 March 2023 10:24:44 UTC.