Governance

The aim here is also to raise awareness for high-quality corporate governance and to enable the company to perform its tasks more effectively, more economically and more sustainably. According to the “German Corporate Governance Code”, the management and supervisory boards of listed companies should base their corporate governance on the principles of the social market economy. These require the company to conduct its business not only in accordance with all applicable laws but also to adopt an ethics-based approach that assumes responsibility for its own actions in keeping with the traditional model of a respectable merchant.

Legal conformity, compliance and information security

As the highest decision-making body, the Executive Board takes due account of the precautionary principle in all its business decisions. Alongside compliance with legal requirements, due account is also taken of our company-internal policies and of the interests of material stakeholder groups. AIXTRON does not tolerate any corrupt or criminal behavior and expressly distances itself from any human rights violations. Over and above legal requirements, our company-internal codes, policies, and management systems provide the framework for our actions in this respect.

AIXTRON’s Ethics Code, which has been in force since 2006, is applicable to the members of the Executive Board, as well as to managers in the Finance department and persons in key positions, and safeguards honest and ethical conduct.

For their respective areas of responsibility, Finance department managers and persons in key positions each year confirm their acknowledgement of and compliance with the rules set out in the Ethics Code issued by the Executive Board.

Furthermore, AIXTRON has a Compliance Code of Conduct, which is applicable to the Executive Board, the Supervisory Board, the Senior Management Team, and all employees throughout the company and requires them to ensure that their actions are responsible and conform to the law. This Code of Conduct is underpinned by the regularly updated Compliance Manual and more specific compliance regulations which set out specific action guidelines and are communicated with suitable training. In their quarterly written declaration of compliance, the Senior Management Team and employees in key positions are required to provide confirmation of adherence to our compliance requirements. Participation in compliance training is mandatory for all company employees. This process is managed and monitored by our Compliance Office. Any reports of potential infringements of international and national laws, or of any compliance requirements and codes of conduct at the AIXTRON Group, can be addressed directly to AIXTRON’s Compliance Office or via AIXTRON’s whistleblowing system.

Our company-wide Anti-Corruption Policy sets out formal and specific rules and principles of conduct for combating corruption and bribery and is binding for all employees. Raising awareness for the early detection of potential corruption and bribery risks in day-to-day work and promoting preventive anti-corruption measures are also fundamental components of our company-wide compliance training. As in the previous year, no incidents of bribery or corruption were reported anywhere in the entire AIXTRON Group in the 2021 year under report

Supplier handbook

AIXTRON places the same expectations and conditions in its suppliers as it does in itself. For suppliers, these are defined in a binding Supplier Handbook. This sets out the ethical and legal framework for social and ecological standards, such as those relating to human rights, corruption, or conflict materials such as commodities and mineral resources that are mined or extracted in conflict areas. Alongside the price and quality of purchased goods, compliance with these standards is a basic prerequisite for any ongoing cooperation (cf. page 60 Conflict Minerals).

Conflict Minerals
 

Competition for natural resources, such as minerals, oil, and charcoal, is promoting systematic human rights abuses and pollution worldwide. Revenues from the mining of commodities help to fuel armed conflicts and finance civil wars. The production or mining of these materials is often performed illegally and outside the sphere of government control and is managed by rebel or militia groups at the expense of mineworkers.

AIXTRON is firmly committed to doing business fairly and with decency and respect in all the countries in which it operates. AIXTRON therefore supports both the objectives of the US Dodd-Frank Act, as well as those of the EU regulations on conflict minerals to disclose the origin of risk minerals used in our products. As part of its duty of care, the AIXTRON Group has therefore implemented a management system that is based on the OECD Guideline for Responsible Supply Chains of Minerals from Conflict and Risk Regions.

All direct suppliers who may supply minerals with potential conflict minerals are contacted and asked to identify and report to AIXTRON the countries of origin of the minerals. If there are indications of the use of a raw material supplier associated with human rights violations and pollution, we react consistently and take action to ensure that this supplier critically examines the raw material supplier in question and, where applicable, removes it from the joint supply chain. AIXTRON has established a complaints mechanism to allow internal and external individuals and stakeholders to anonymously provide tip-offs, raise concerns, and submit complaints about conflict minerals.

AIXTRON only has a limited ability to work towards completely conflict-free global smelts in its supply chain. To maximize the influence and impact of our conflict-free procurement policy, we decided many years ago already to join the Responsible Minerals Initiative (RMI). We are actively involved in this organization and, among other aspects, support smelts in sustainably meeting their documentary evidence requirements with regard to the conflict-free purchase of minerals and in connection with the RMI certification process.

Compliance with data protection
 

Treating the personal data of our customers, partners, and employees confidentially and in accordance with legal requirements is absolutely imperative for us. Data protection has been firmly anchored at our company with suitable guidelines, standards, and processes in place for many years now. Upon the introduction of the General Data Protection Regulation of the European Union (EU-GDPR), which has been in force in all member states since May 2018, we reviewed our existing processes and improved these where necessary.

As a company with trailblazing technology, we have a particular focus on protecting our IT infrastructure. This way, we aim to avert the loss of valuable and important data and avoid any damaging interruptions to our operating business. We take these threats extremely seriously.

Dr. Christian Danninger · Executive Board member (CFO)

In implementing legal requirements, we are also supported and advised by an external and independent data protection officer. For the 2021 year under report, we notified our data protection officer and the relevant authorities of one incident. However, the authorities classified this incident as not severe.
 

Information security
 

We are a highly innovative technology company with global operations. This means that the suitable protection of our business and operating secrets and of sensitive data is a matter of existential importance. As we make advances in digitalizing and networking our company, the threat posed by cyber espionage and sabotage is also growing in parallel. Information security has played a crucial role for years now and enjoys very high priority. After all, any attacks on the IT infrastructure could result in the loss or compromised integrity of this sensitive and confidential data.

Together with our IT department and other specialist departments, our “Information Security” department is charged with continually detecting, analyzing, and evaluating any potential weak points. Based on their findings, suitable protective mechanisms are integrated into our existing information security environment and their effectiveness is subsequently monitored. Alongside technical and organizational measures, our employees also have a very important role to play in terms of their awareness in dealing with sensitive and confidential data. The training program we have implemented throughout the Group and the mandatory participation of all employees in regular training sessions make an important contribution towards raising awareness. We are permanently improving our information security environment in order to provide the best possible protection for our business and operating secrets and for sensitive data. In fiscal year 2021, we did not become aware of any incidents in respect of any breach of our information security.

Quality management and product safety

Optimal product safety and the reliability of our equipment are the result of high quality standards and form a key foundation for our ongoing business success.

Dr. Jochen Linck · Executive Board member (COO)

We hold a leading position in the market, one that is based in the great trust our customers place in us. We see this as both obliging us and motivating us to safeguard our technical excellence, our first-class services, and our high quality standards at all times.

When it comes to our commitment to quality and the safety of our equipment, we consistently pursue a zero defect strategy. This is the standard we set for ourselves and for our suppliers as well. For us, satisfying all statutory requirements, standards, and norms, meeting safety requirements, and ensuring suitable labeling is just the start.

Over and above this, we have set ourselves the standard of implementing all local requirements in our customer markets. That is why our product safety begins in the product development stage already and continues throughout the purchasing and production process.

Formal responsibility for product safety and quality is incumbent on the Executive Board, which has assigned the targets and tasks involved to the Head of Quality Management. Our Quality department is responsible for further developing our quality management system, issues company-wide regulations, and regularly checks that these are complied with. The Quality Manual and Quality Policy describe the core of our activities and are publicly available.

We have policies and processes governing aspects such as product safety, product development, the handling of defective products, and the corresponding escalation levels. The Head of Quality Management reports to the Executive Board at regular intervals in respect of major developments and of quality-related incidents that are classified as critical. No notable quality defects with any material impact on the health and safety of our customers were identified in fiscal year 2021.

Key figures on supplier relationships
 

Given the high share of value contributed by the supply chain, the purchasing process is a very significant factor in AIXTRON’s long-term success. AIXTRON does not produce any mechanical or electrical systems and components itself, but rather focuses on development, configuration, and final assembly.

We attach great importance to working together with our suppliers on a basis of partnership. This is reflected, for example, in development partnerships in which we develop components and modules in cooperation with suppliers. The key factors determining our selection of suppliers are primarily quality, production competence, supply reliability, and price.

We also require our suppliers to comply with applicable laws and legal requirements, as well as with the requirements of Supplier Handbook. Furthermore, we require compliance with international minimum standards in the area of sustainability, such as the core labor standards of the International Labour Organization (ILO). We do not tolerate any use of conflict minerals within the supply chain.

We currently work with a total of 1,021 suppliers from 27 countries (2020: 1,102 suppliers from 30 countries) and have purchasing volumes of EUR 337.2 million (2020: EUR 179.9 million). Compliance with sustainability aspects is monitored using a risk-oriented approach. In the first stage, compliance with environmental and social standards at all suppliers is reviewed by the information they provide in a survey. This requires suppliers to explain those processes established at their companies which safeguard compliance with the standards. Material disclosures made by suppliers also have to be documented with suitable evidence.

All relevant documents are provided to existing and potential suppliers via our company website.

In the course of expanding our Quality department, we had planned to increase the frequency and extend the scope of our audits on location. Due to the pandemic, however, it was not possible to conduct on-site audits in 2021 to the extent originally planned. We encourage our suppliers to establish management systems in the areas of work safety, health protection, and environmental protection that conform to the DIN EN ISO 9001, ISO 14001, and BS OHSAS 18001 standards or to similar standards.

The cooperation extends to suppliers, e.g. from the mechanical and plant engineering sector, the electrical engineering sector, as well as to engineering service providers, suppliers of technical gases, and energy suppliers. AIXTRON is an international company but nevertheless has local roots.

Despite global purchasing, local value creation plays a very important role due to the high technical requirements placed in suppliers. In Germany, more than 82 % of procurement is local, while in the UK this share is even almost 90 %. The precondition for cooperation is in all cases compliance with the company’s high quality standards and the supplier’s ability to ensure the necessary production competence at a comparable price.

Associations and initiatives

We are involved in a large number of organizations and associations with the aim of advancing sustainable developments and resource efficiency in photonics and semiconductor technology. We are founding members of Photonics21, now a private public partnership (PPP), with the European Commission and the International Solid State Lighting Alliance (ISA) in China, and actively promote its further development.

I really appreciate the dialog with other energy experts from a variety of industries, particularly on topics such as heating energy, cooling energy, compressed air generation etc. This is apparent, for example, in the energy structure of our laboratory facilities and the air conditioning based on heat pumps.

Karl-Heinz Göbbels, Head of Plant and Facility Management departmentand Energy Management Officer

Carbon Disclosure Project (CDP) / MSCI

Seit 2010 berichten wir im Rahmen unserer Teilnahme am Carbon Disclosure Project (CDP) einmal jährlich über die ökologischen Auswirkungen unserer Geschäftstätigkeit und unserer Unternehmensstrategie zur Reduktion der CO2-Emissionen. So fördert AIXTRON die Transparenz für Investoren, Unternehmen, politische Entscheidungsträger und Medien. AIXTRON konnte im Berichtsjahr 2021 seine ursprüngliche Bewertung von D auf B verbessern. Dadurch wird deutlich, dass wir das Thema Umwelt und Klima im vergangenen Berichtsjahr deutlich nach vorne bringen konnten.

Part of the nationwide “Energy Efficiency and Climate Protection Networks Initiative”

As founding members, we have been involved in this initiative with eight other companies in the Aachen region since 2016. The objective of the network is to identify and implement economic energy savings potential at the companies. Over the past three years, it has already managed to save 41,000 MWh of energy and thus avoid more than 11,000 tonnes of CO2 emissions. AIXTRON too has been able to draw on the advantages of the network and its quarterly meetings for its own energy and climate balance sheet. We extended our membership of the Energy Efficiency Network for another two years in 2020 and plan to continue participating in the years ahead as well. The network forms part of the nationwide initiative “Energy Efficiency Networks” founded by the Federal Government and leading German business associations and organizations. The initiative had set itself the aim of establishing and implementing around 500 new energy efficiency networks at companies by 2020 and thus to save up to 75 PJ of primary energy and 5 million tonnes of GHG emissions. In September 2020, the Federal Ministry for Economic Affairs and Energy (BMWi) decided to continue the project through to 2025 with the new name of “Energy Efficiency and Climate Protection Networks Initiative”. By the end of 2025, the initiative should lead to the establishment of 350 new networks, enabling nine to eleven terawatt hours of end energy and five to six million tonnes of greenhouse gas emissions to be saved.

Memberships of organizations and associations

List of most important memberships in industry or other associations.