KLINGELNBERG AG ANNUAL

Board of Directors

Board of Directors Except for the election of the Chairman of the BoD and the chairman and members of the NCC by the AGM, the BoD organizes itself. In case the office of the Chairman of the BoD is vacant, the BoD shall appoint a substitute that must be a member of the BoD for the period until the conclusion of the next AGM. In case of a vacancy on the NCC, the NCC shall appoint a substitute for the period until the conclusion of the next AGM (Art. 17, last paragraph of the Articles): https://www.klingelnberg.com/storage/Investoren/Statuten_Articles_of_Association_Klingelnberg.pdf In accordance with the Regulations of the AC, the BoD appoints the members of the AC on an an- nual basis until the next AGM convenes. The Regulations of the Audit Committee can be accessed on the corporate governance section of the Company´s website at: https://www.klingelnberg.com/en/investors/corporate-governance/regulations-of-the-company/ 5.7.1 Tasks and areas of responsibility of the Board of Directors’ committees The BoD may delegate the preparation and execution of its decisions to committees or individual members. The duties and authorities of the committees are defined in the Articles (Art. 19, NCC only), the Organizational Regulations and the Committee Regulations of the BoD: https://www.klingelnberg.com/storage/Investoren/Statuten_Articles_of_Association_Klingelnberg.pdf The committees usually meet before the BoD meetings and regularly report to the BoD on their activities and findings. The overall responsibility for duties delegated to the committees remains with the BoD. The period of office of all committee members is one year. Re-election is possible. 5.7.2 Audit Committee The Audit Committee consists of two or more members of the BoD who are appointed by the BoD. The term of office of the members of the Audit Committee is one year ending upon conclusion of the subsequent AGM. Re-election is possible. The current members of the Audit Committee are Roger Baillod and Prof. Dr. Michael Hilb. The organization, detailed responsibilities and reporting duties of the AC are stipulated in its Regulations. The Regulations of the Audit Committee can be accessed on the corporate governance section of the Company´s website at: https://www.klingelnberg.com/storage/Investoren/Statuten_Articles_of_Association_Klingelnberg.pdf 43 KLINGELNBERG GROUP Corporate Governance Meetings of th