Independent Auditor’s Report on the Audit of the Remuneration Report in Accordance with Section 162 (3) AktG

To Beiersdorf Aktiengesellschaft

Audit opinions

We have formally audited the Remuneration Report of Beiersdorf Aktiengesellschaft, Hamburg, Germany for the fiscal year from January 1 to December 31, 2023, to ascertain whether the disclosures required under § 162 (1) and (2) Aktiengesetz (German Stock Corporation Act, AktG) were made in the Remuneration Report. In accordance with § 162 (3) AktG, we have not audited the substance of the Remuneration Report.

In our opinion, the attached Remuneration Report makes the disclosures required under § 162 (1) and (2) AktG in all material respects. Our audit opinion does not cover the substance of the Remuneration Report.

Basis of the audit opinion

We conducted our audit of the Remuneration Report in accordance with § 162 (3) AktG, taking into account the IDW Auditing Standard “The Audit of the Remuneration Report in Accordance with § 162 (3) AktG” (IDW PS 870 (09.2023)). Our responsibility under this provision and this standard is further described in the section entitled “Auditor’s responsibility” of our report. As auditing practice, we applied the requirements of IDW Quality Assurance Standard “Requirements for Quality Assurance Applicable to German Auditing Practices (IDW QS 1). We have complied with the professional duties under the German Act on the Code of Professional Practice for German Public Auditors (Wirtschaftsprüferordnung) and the Professional Code of Conduct for Auditors/Certified Accountants, including the requirements for independence.

Responsibility of the Executive Board and Supervisory Board

The Executive Board and Supervisory Board are responsible for preparing the Remuneration Report, including the related disclosures, in compliance with the requirements of § 162 AktG. Furthermore, they are responsible for the internal controls that they deem necessary to enable the preparation of a remuneration report, including the related disclosures, that is free from material misstatement, whether due to fraud (i.e., manipulation of the financial statements and misstatement of assets) or error.

Auditor’s responsibility

Our aim is to ascertain with reasonable assurance whether the disclosures required in accordance with § 162 (1) and (2) have been made in all material respects and to issue an audit opinion on this in a report.

We planned and conducted our audit in such a way that, by comparing the disclosures made in the Remuneration Report to the disclosures required under § 162 (1) and (2) AktG, we can determine whether the Remuneration Report is formally complete. In accordance with § 162 (3) AktG, we did not audit the completeness of the substance of the individual disclosures or the appropriate presentation of the Remuneration Report.

Dealing with Any Misrepresentations

In connection with our audit, we are responsible for reading the Remuneration Report, taking account of insights gained from the audit of the financial statements, and in this process for remaining alert to indications as to whether the Remuneration Report contains misrepresentations in relation to the correctness or completeness of the substance of the individual disclosures or in relation to the appropriate presentation of the Remuneration Report.

If, on the basis of the activities that we have performed, we conclude that there has been any such misrepresentation, we are obliged to report that fact. We have nothing to report in this respect.

Hamburg, February 21, 2024
EY GmbH & Co. KG
Wirtschaftsprüfungsgesellschaft