

| BAYER AG | 29/04/2016 AGM | |
|---|---|---|
| 1 | Receive the Annual Report and approve the dividend | For |
| 2 | Discharge the Management Board | For |
| 3 | Discharge the Supervisory Board | For |
| 4.1 | Elect Johanna W. (Hanneke) Faber | For |
| 4.2 | Elect Dr. Wolfgang Plischke | Oppose |
| 5 | Approve Remuneration Policy | Oppose |
| 6 | Appoint the Auditors for the annual financial statements and for the review of the interim reports: Pricewaterhouse-Coopers Aktiengesellschaft | Oppose |
| 7 | Appoint Deloitte & Touche GmbH as Auditors for the First Quarter of Fiscal 2017 | For |