K+S : payment report 2023

Group Payment Report

2023

GENERAL PRINCIPALS

K+S Aktiengesellschaft is a company incorporated under German law and entered in the commercial register held by the Kassel District Court under the register number HRB 2669 with its head office at Bertha-von-Suttner-Str. 7, 34131 Kassel, Germany.

As the parent company of the K+S Group K+S Aktiengesellschaft holds the investments in its domestic and foreign subsidiaries directly or indirectly.

K+S Aktiengesellschaft is subject to the regulation of the German Commercial Code (HGB).

BACKGROUND

Pursuant to section 341q et seq of the German Commercial Code corporations and commercial partnerships with limited liability are required to report on certain payments made to government entities in connection with their activities in the extractive industry. Companies in the extractive industry are companies that operate in the field of exploration, prospection, discovery, development and extraction of minerals, oil and natural gas deposits or other specific substances.

The above-mentioned regulations imposes an obligation on K+S Aktiengesellschaft as the parent company to prepare a Group Payment Report in which it reports certain payments to government entities by reportable companies belonging to the K+S Group. The inclusion of a company in the Group Payment Report exempts that company from having to report payments at the individual company level.

ACTIVITIES IN THE EXTRACTIVE INDUSTRY

The activities of the K+S Group include activities in the extractive industry. The K+S Group extracts raw materials in conventional underground mining as well as solution mining. The potash and rock salt deposits of the K+S Group are either owned by the K+S Group or corresponding licenses and/or similar rights are held that permit the mining or solution mining of the raw material deposits and secure them over the long term.

Subsidiaries of K+S Aktiengesellschaft that have activities in the extractive industry where included in the Group Payment Report.

REPORTING PRINCIPALS

GENERAL

The Group Payment Report of K+S Aktiengesellschaft is prepared in Euro (€). The reporting year is the same as the fiscal year. Rounding differences can occur in the given numbers.

The following companies are included in the Group Payment Report:

• K+S Aktiengesellschaft
• K+S Minerals and Agriculture GmbH
• Frisia Zout B.V.
• K+S Potash Canada GP

• 2023 K+S Group Payment Report

In accordance with the regulations of the German Commercial Code (HGB) the Group Payment Report of K+S Aktiengesellschaft is published in the Company Register and will also be available to the public by the end of June 2024 on the homepage of the K+S Group at www.kpluss.com in German and English.

TERM DEFINITIONS

Pursuant to Section 341r No. 1 of the German Commercial Code, activities in the extractive industry comprise activities in the field of exploration, prospection, discovery, development and extraction of minerals, oil and natural gas deposits or other substances in the sectors listed in Annex I Paragraph B Sections 05 to 08 of Directive (EC) No. 1893/2006 of the European Parliament and of the Council of December 20, 2006 establishing the statistical classification of economic activities NACE Revision 2 and amending the Council Regulation (EEC) No. 3037/90 and certain EC regulations on specific statistical domains (OJ L 393 of December 30, 2006, p. 1).

Payments are all amounts paid as a benefit in kind or cash benefit in connection with activities in the extractive industry when they are conducted pursuant to Section 341r No. 3 of the German Commercial Code for one of the reasons listed below:

a. Production entitlements,

b. Taxes levied on the income, output or profits of corporations and excluding excise taxes, sales taxes, value added taxes as well as taxes due on the wages/salaries of persons employed by corporations and similar taxes,

c. Usage fees,

d. Dividends and other profit distributions arising from shareholdings, e. Signature, discovery and production bonuses,

f. License, lease and access fees as well as other considerations for licenses or concessions and g. Payments for infrastructure improvements.

Pursuant to Section 341r No. 4 of the German Commercial Code, government entities are national, regional or local authorities of a Member State of the European Union, another signatory state of the Treaty on the European Economic Area or a third country including the departments or agencies controlled by an authority and companies that can exert a dominant influence on one of these authorities within the definition of Section 290 of the German Commercial Code.

Pursuant to Section 341r No. 5 of the German Commercial Code, projects are the totality of operational activities that form the basis for payment obligations toward a government entity and are based on

• a contract, a license, a lease, a concession or a similar legal agreement

or

• a totality of operationally and geographically related contracts, licenses, leases or concessions or related agreements with a government entity, which essentially establish similar conditions.

PREPARATION PRINCIPALS

The Group Payment Report includes payments that result from activities within the framework of the extraction and development of raw materials or related upstream activities, for example from exploration, prospection or discovery, and which can be assigned to the types of payments mentioned before. Payments to government entities which are not directly related to activities in the extractive industry are outside the scope of application and thus are not to be included in the Group Payment Report.

The reported payments reflect the actual payment outflows of the companies included in the Group Payment Report in the year under review.

• 2023 K+S Group Payment Report

Repayments by a government entity reduce the amount of payments to be reported provided that the payment and corresponding repayment occur within the same period under review and arise from the same matter. Repayments resulting from payments in previous years are not taken into consideration.

If a payment is made in connection with activities related to the extractive industry as well as with other activities, the main purpose of the payment is the determining factor. A payment is included in the Group Payment Report if the main purpose of the payment results from activities related to the extractive industry. There is no artificial division of the payment into a part that is subject to the disclosure obligation and one that is not.

Payments that cannot be assigned exclusively to one project are disclosed as "non-project-related payments". At the K+S Group projects are equated with plants.

The K+S Group did not make any payments in kind to government entities for activities in the extractive industry in the period under review.

Payments made in foreign currencies (not €) were converted with the exchange rate on the date of payment (= Transaction rate).

For reasons of materiality, government entities to which a total of less than € 100,000 have been paid in the period under review can be excluded from the Group Payment Report. This materiality threshold is applied.

Payments that are voluntarily included in the Group Payment Report are explicitly marked. These payments are stated aggregated at country level. There is no differentiation by government entity, divided by projects.

PAYMENTS

GROUP OVERVIEW

The following overview A.1 shows the payments made to government entities in the reporting year by the K+S Group broken down by country and payment type. The respective beneficiary government entities can be found in the country overviews A.2 - A.4.

K+S GROUP								A.1
						License fees,
						rental fees, entry
in €		Taxes 1		Usage fees 2		fees 3		Total
Germany		- *		116,038		1,059,524		1,175,562
Netherlands		2,528,677		-		473,865		3,002,542
Canada		-		3,182,668		52,145,555		55,328,223
Total	2,528,677	3,298,706	53,678,943	59,506,326

• Pursuant to Section 341r No. 3 b) of the German Commercial Code.
  2 Pursuant to Section 341r No. 3 c) of the German Commercial Code. 3 Pursuant to Section 341r No. 3 f) of the German Commercial Code.

• K+S Aktiengesellschaft and the vast majority of its domestic subsidiaries form a single unit for trade tax and corporate tax purposes. As the taxpayer, K+S Aktiengesellschaft makes regular payments for these controlled companies ("tax group"). A part of these payments can be attributed to activities in the extractive industry and are thus subject to disclosure. An analysis of the main purpose of the payments made has demonstrated that the overwhelming majority of the payments made by the taxpayer do not result from activities in the extractive industry, but from the production and distribution of fertilizers and products for industrial applications, as well as the disposal activities for the subterranean disposal and recovery of waste and other services. Consequently, they are outside the scope of application and are not included in the table above. However, the payments made by K+S Aktiengesellschaft are disclosed voluntarily hereinafter at the accumulated level:

In the year under review K+S Aktiengesellschaft paid income taxes in the amount of € 55,057,773 of which € 30,298,356 was for corporate tax and € 24,759,417 for trade tax.

• 2023 K+S Group Payment Report

COUNTRY OVERVIEW

The country overviews show the payments made to government entities in the reporting year broken down by project and payment type.

GERMANY						A.2
				License fees, rental
in €		Usage fees 1		fees, entry fees 2		Total
HCC-Hessisches Competence Center, Wiesbaden, Hesse		-	996,703	996,703
Neuhof-Ellers		-	263,446	263,446
Werra		-	733,257	733,257
Landeshauptkasse Sachsen-Anhalt,Dessau-Roßlau,Saxony-Anhalt	116,038	62,821	178,859
Bernburg	116,038	825	116,863
Braunschweig-Lüneburg		-	61,805	61,805
Zielitz		-	191	191
Total	116,038	1,059,524	1,175,562

• Pursuant to Section 341r No. 3 c) of the German Commercial Code.
  2 Pursuant to Section 341r No. 3 f) of the German Commercial Code.

THE NETHERLANDS						A.3
				License fees, rental
in €		Taxes 1		fees, entry fees 2		Total
Belastingdienst, Heerlen, The Netherlands		2,528,677		-		2,528,677
Frisia	2,528,677		-	2,528,677
Ministerie van Economische Zaken en Klimaat, Den Haag, The Netherlands		-	473,865	473,865
Frisia		-		473,865		473,865
Total		2,528,677	473,865	3,002,542

• Pursuant to Section 341r No. 3 b) of the German Commercial Code.
  2 Pursuant to Section 341r No. 3 f) of the German Commercial Code.

CANADA						A.4
				License fees, rental
in €		Usage fees 1		fees, entry fees 2		Total
Sask Water, Moose Jaw, Saskatchewan	2,775,475		-	2,775,475
Bethune	2,775,475		-	2,775,475
Ministry of Finance, Regina, Saskatchewan		-	36,003,294	36,003,294
Bethune		-	36,003,294	36,003,294
Ministry of the Economy, Regina, Saskatchewan		-	16,142,261	16,142,261
Bethune		-	16,142,261	16,142,261
Water Security Agency, Moose Jaw, Saskatchewan	407,193		-	407,193
Bethune	407,193		-	407,193
Total	3,182,668	52,145,555	55,328,223

• Pursuant to Section 341r No. 3 c) of the German Commercial Code.
  2 Pursuant to Section 341r No. 3 f) of the German Commercial Code.

Kassel, June 20, 2024

K+S Aktiengesellschaft

Board of Executive Directors

• 2023 K+S Group Payment Report