Nomination and Compensation Committee

The Nomination and Compensation Committee is composed of non-executive directors, one of them being an independent director.

Martin Taylor *

Chairman of the Board of Directors of RTL Group
Chairman of the Nomination and Compensation Committee of RTL Group

Martin Taylor, born in 1952, began his career as a financial journalist with Reuters and the Financial Times. He then joined Courtaulds PLC, becoming a director in 1987, then Chief Executive of Courtaulds Textiles PLC on its demerger in 1990. He moved to Barclays PLC in 1993 as Chief Executive, a post he held until the end of 1998. From 1999 to 2003 he was Chairman of WH Smith PLC, and from 1999 to 2005, International Advisor to Goldman Sachs. From 2005 until 2013, he was Chairman of the Board of Syngenta AG.

He has done various pieces of work for the British Government and served for five years as a member of its Council for Science and Technology. In April 2013, he was appointed an external member of the Financial Policy Committee of The Bank of England. Appointed as independent non-executive Director in July 2000 (when RTL Group was created), he took over the responsibilities of Vice-Chairman of the Board in December 2004. On 1 April 2019, Taylor Martin was appointed Chairman of the Board of Directors of RTL Group.

* independent Director

Thomas Götz

General Counsel Bertelsmann SE & Co KGaA

In April 2015, Thomas Götz was appointed as Non-Executive Director to RTL Group’s Board of Directors for a term of office of three years, to expire at the end of the Ordinary General Meeting of Shareholders ruling on the 2017 accounts. In April 2018, the Annual General Meeting renewed the appointments of Götz for a term of office of three years expiring at the end of the Ordinary General Meeting of Shareholders ruling on the 2020 accounts.

Thomas Götz, born in 1971, has been General Counsel at Bertelsmann SE & Co KGaA since January 2014. From 2009 to 2013, he was Co-Head of Mergers and Acquisitions at Bertelsmann. Prior to this he worked for two years as Senior Vice President Mergers and Acquisitions. Thomas Götz graduated from the University of Bayreuth with a doctorate in law in 1999. A year earlier, during his studies, he joined Bertelsmann’s Corporate Legal department as an in-house lawyer.

Immanuel Hermreck

Chief Human Resources Officer at Bertelsmann Management SE

Immanuel Hermreck has been Chief Human Resources Officer and member of the Executive Board at Bertelsmann SE since 2015.  His responsibilities include the worldwide leadership of Bertelsmann’s HR function, focusing his attention on such topics as executive development, organisational learning and education, compensation, HR strategy, services, corporate responsibility as well as aspects of corporate culture.

Before he was appointed to CHRO, Immanuel Hermreck was the Group’s Global Head of HR since 2006. In 2000, Immanuel Hermreck was appointed Managing Director of Bertelsmann University – the company’s global knowledge and learning institution, where he led numerous innovative efforts in corporate learning. Prior to this, Immanuel Hermreck was Director of the Media Economics Department at the Bertelsmann Foundation.

He volunteers as a member or trustee of several non-profit organisations, including as a founding Executive Committee member of the German Association of HR Managers. In 2009, he was also selected into the community of the World Economic Forum’s ‘Young Global Leaders’.

Immanuel Hermreck holds a PhD in Communication and Economics, is a Stanford University graduate and a former scholar of the prestigious Konrad-Adenauer Foundation.

Immanuel Hermreck was co-opted on 12 December 2018, with effect on 1 January 2019. The ratification of his co-optation will be proposed at the AGM of 26 April 2019.

Rolf Schmidt-Holtz

Business founder and investor

Rolf Schmidt-Holtz, born in 1948 in Martinsreuth, Germany, is an examined lawyer and studied political science and psychology. Rolf Schmidt-Holtz has been an independent business founder and investor since April 2011. He was CEO of Sony Music Entertainment from February 2006 (until October 2008 Sony BMG Music Entertainment) to March 2011. Prior to this appointment, he served the company as Chairman of the Board from August 2004.

From January 2001 to August 2004, he was Chairman and CEO of Bertelsmann Music Group (BMG). At the same time, Rolf Schmidt-Holtz was a member of the Bertelsmann AG Executive Board (from 2000) and headed the BMG division, which consisted of the Sony BMG Music Entertainment joint venture and BMG Music Publishing. He also served the Bertelsmann Board as Chief Creative Officer. Schmidt-Holtz was also a member of the Supervisory Boards of Gruner + Jahr and RTL Group. He is a member of the Bertelsmann foundation’s Board of Trustees.

Prior to BMG, Schmidt-Holtz served as Chief Executive Officer of CLT-UFA. He later oversaw the merger of CLT-UFA with Pearson Television to form the RTL Group. He is Co-Founder and Chairman of Just Software AG and Co-Founder and Partner of Hanse Ventures GmbH.

* independent Director


The Chief Executive Officer shall consult with an obtain the prior consent of the Nomination and Compensation Committee concerning his proposals to the Board of directors in respect of the directors to be appointed or removed as Executive Board Members by the Board of directors. For the avoidance of doubt the Nomination and Compensation Committee itself shall have no power to propose to the Board Member.

The Nomination and Compensation Committee shall make a proposal to the General Meeting of Shareholders on the appointment and removal of the non-executive directors.

The Nomination and Compensation Committee shall establish the Group’s compensation policy (including compensation granted under employee share option arrangements).

The Nomination and Compensation Committee shall be also involved in the appointment, remuneration and dismissal process of senior executives.

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