Boards
The Management Board of STRABAG SE brings together business management and engineering expertise with many years of experience. Its members are responsible for maintaining the financial balance and strategic objectives of the Group.
Management Board
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Dipl.-Ing. Stefan Kratochwill
CEO (since 19 February 2025)
Year of birth
1977
Citizen of
Austria
First appointed
19 February 2025
Stefan Kratochwill studied engineering management and mechanical engineering at Vienna’s technical university TU Wien. Following his graduation in 2003, he joined the STRABAG Group as a trainee. His first assignments took him to South-East Europe, where he built up the organisational structures of the Group’s construction equipment subsidiary, STRABAG BMTI GmbH, in Romania, Bulgaria, Serbia and Montenegro. He later managed the European track construction machinery business until he was appointed central division head and managing director of STRABAG BMTI GmbH in 2017 with responsibility for more than 3,000 employees internationally. Stefan Kratochwill was appointed CEO of STRABAG SE in February 2025.
Responsible for (since 19 February 2025)
Central Divisions BMTI, CML, SID, TPA, ZT and Central Staff Divisions
Start of current period of office
19 February 2025
End of current period of office
31 December 2026
Supervisory board mandates or similar functions in national or foreign companies not included in the consolidated financial statements
None
Management and supervisory tasks at important1 subsidiaries
STRABAG AG, Austria (Chairman of the Supervisory Board as of 19 March 2025)
Bau Holding Beteiligungs GmbH (Managing Director as of 5 March 2025)
STRABAG Holding GmbH (Managing Director as of 5 March 2025)
STRABAG Property and Facility Services GmbH, Austria (Chairman of the Supervisory Board as of 19 March 2025)
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Klemens Haselsteiner, BBA, BF
CEO (until 17 January 2025)
Year of birth
1980
Citizen of
Austria
First appointed
1 January 2020
Klemens Haselsteiner completed a bachelor’s degree in business administration at DePaul University in Chicago and the Advanced Management Program at the Wharton School of the University of Pennsylvania before starting his career in 2004 at the auditing firm KPMG in Austria. After completing his civil service and gathering work experience at a Russian industrial group, he joined the STRABAG Group in Russia in 2011, where he worked as a commercial project manager, among other things. From 2015, he was employed at the Stuttgart subdivision of the German STRABAG Group company Ed. Züblin AG – initially as commercial business unit manager for turnkey construction, as of 2018 as commercial subdivision manager. Klemens Haselsteiner joined the Management Board of STRABAG SE on 1 January 2020 with responsibility for the areas of innovation, digitalisation and sustainability. On 1 January 2023, he was entrusted with the function of CEO of STRABAG SE. Klemens Haselsteiner passed away suddenly and unexpectedly on 17 January 2025.
Responsible for (until 17 January 2025)
Central Divisions BMTI, CML, SID, TPA, ZT; Central Staff Divisions; Benelux
Start of current period of office
1 January 2023
End of current period of office
passed away on 17 January 2025
Supervisory board mandates or similar functions in national or foreign companies not included in the consolidated financial statements
None
Management and supervisory tasks at important1 subsidiaries
STRABAG AG, Austria (Chairman of the Supervisory Board until 17 January 2025)
Bau Holding Beteiligungs GmbH (Managing Director until 17 January 2025)
STRABAG Holding GmbH (Managing Director until 17 January 2025)
STRABAG Property and Facility Services GmbH, Austria (Chairman of the Supervisory Board until 17 January 2025)
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Mag. Christian Harder
CFO
Year of birth
1968
Citizen of
Austria
First appointed
1 January 2013
Christian Harder completed a degree in applied business administration at the University of Klagenfurt before joining the STRABAG Group through its predecessor Bau Holding Group in 1994. He advanced to director of accounting, to head of financial accounting and, finally, to central division director of Bau-, Rechen- und Verwaltungszentrum Gesellschaft m.b.H. (today STRABAG BRVZ GmbH). From 2008, he held the position of chairman of the central division management of BRVZ. He was appointed CFO of STRABAG SE effective 1 January 2013.
Responsible for
Central Division BRVZ
Start of current period of office
1 January 2023
End of current period of office
31 December 2026
Supervisory board mandates or similar functions in national or foreign companies not included in the consolidated financial statements
Syrena Immobilien Holding AG (Chairman of the Supervisory Board)
Management and supervisory tasks at important1 subsidiaries
STRABAG AG, Austria (Member of the Supervisory Board)
Bau Holding Beteiligungs GmbH (Managing Director)
STRABAG Holding GmbH (Managing Director)
STRABAG Property and Facility Services GmbH, Austria (Member of the Supervisory Board)
AKA Alföld Koncessziós Autópálya Zártkörüen Müködo Részvénytársaság, Hungary (Member of the Supervisory Board)
STRABAG Sp. z o.o., Poland (Member of the Supervisory Board)
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Dipl.-Ing. (FH) Péter Glöckler
Member of the Management Board (since 11 August 2025)
Year of birth
1977
Citizen of
Hungary
First appointed
11 August 2025
Péter Glöckler was born in Hungary and completed a civil engineering degree at the Technikum Kärnten. After starting his professional career at the Hungarian road administration, he joined STRABAG in 2003 as Technical Manager in the Concessions business. In 2020, he was promoted to Division Manager for Hungary, and most recently he was responsible for the entire Southeastern Europe region, covering a total of twelve countries. He was appointed to the Management Board of STRABAG SE on August 11, 2025.
Responsible for (since 11 August 2025)
Segment South + East:
Austria, Poland, Czech Republic, Slovakia, Hungary, Romania, South-East Europe, Construction Materials
Start of current period of office
11 August 2025
End of current period of office
31 December 2026
Supervisory board mandates or similar functions in national or foreign companies not included in the consolidated financial statements
None
Management and supervisory tasks at important1 subsidiaries
STRABAG AG, Austria (Member of the Supervisory Board since 27 August 2025)
STRABAG a.s., Czech Republic (Chairman of the Supervisory Board since 1 September 2025)
STRABAG Sp. z o.o., Poland (Chairman of the Supervisory Board since 30 August 2025)
STRABAG Property and Facility Services GmbH, Austria (Member of the Supervisory Board since 27 August 2025)
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Dipl.-Ing. (FH) Jörg Rösler
Member of the Management Board
Year of birth
1964
Citizen of
Germany
First appointed
1 January 2023
Jörg Rösler studied civil engineering at Bauhaus University in Weimar and at the Engineering School for Construction in Gotha. He started his career in 1988 as a construction foreman at a local municipal agency for road construction in the Erfurt district. From 1991 to 2000, he deepened his professional experience in management positions at Hochtief AG in Thuringia and Saxony. Rösler joined the STRABAG Group in 2001, where he was entrusted with various management positions. In 2011, he advanced to become a member of the Management Board of the German subsidiary STRABAG AG. Effective 1 January 2023, Rösler was appointed to the Management Board of STRABAG SE, where he is responsible for the segment North + West.
Responsible for
Segment North + West:
Germany, Switzerland, Benelux (since 17 January 2025), Scandinavia, Ground Engineering
Start of current period of office
1 January 2023
End of current period of office
31 December 2026
Supervisory board mandates or similar functions in national or foreign companies not included in the consolidated financial statements
None
Management and supervisory tasks at important1 subsidiaries
Ed. Züblin AG, Germany (Chairman of the Supervisory Board)
STRABAG AG, Germany (Chairman of the Supervisory Board)
STRABAG AG, Austria (Member of the Supervisory Board)
STRABAG Property and Facility Services GmbH, Germany (Member of the Supervisory Board)
STRABAG AG, Switzerland (Member of the Board of Directors)
STRABAG Property and Facility Services GmbH, Austria (Member of the Supervisory Board)
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Dipl.-Ing. Siegfried Wanker
Member of the Management Board
Year of birth
1968
Citizen of
Austria
First appointed
1 January 2011
Siegfried Wanker studied civil engineering at Graz University of Technology before joining the STRABAG Group as site manager in 1994. Between 2001 and 2004, he held the position of managing director at several engineering service providers before rejoining the STRABAG Group in 2005. As a member of the Management Board of STRABAG AG, Austria, he was initially in charge of the international building construction business, then for corporate development and services, and finally for infrastructure project development. Siegfried Wanker has been a member of the Management Board of STRABAG SE since 1 January 2011.
Responsible for
Segment International + Special Divisions:
Tunnelling, International, United Kingdom, Australia, Infrastructure Development, Real Estate Development, Building Solutions, Energy Infrastructure, STRABAG Hold Estate
Start of current period of office
1 January 2023
End of current period of office
31 December 2026
Supervisory board mandates or similar functions in national or foreign companies not included in the consolidated financial statements
None
Management and supervisory tasks at important1 subsidiaries
Ed. Züblin AG, Germany (Member of the Supervisory Board)
STRABAG AG, Germany (Member of the Supervisory Board)
STRABAG AG, Austria (Member of the Supervisory Board)
STRABAG Property and Facility Services GmbH, Germany (Chairman of the Supervisory Board)
STRABAG Sp. z o.o., Poland (Member of the Supervisory Board)
STRABAG Property and Facility Services GmbH, Austria (Member of the Supervisory Board)
AKA Alföld Koncessziós Autópálya Zártkörüen Müködo Részvénytársaság, Hungary (Chairman of the Supervisory Board)
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Dipl.-Ing. (FH) Alfred Watzl
Member of the Management Board (until 6 August 2025)
Year of birth
1970
Citizen of
Germany
First appointed
1 January 2019
Alfred Watzl studied civil engineering at the Deggendorf Institute of Technology before beginning his professional career as site manager for STRABAG Sp. z o.o., Poland, in 1999. After several different management positions at the Polish subsidiary – including technical subdivision manager for Building Construction and Civil Engineering – he was a member of the Management Board of STRABAG Sp. z o.o. with responsibility for the Group’s Polish activities from 2013 to 2018. Alfred Watzl was a member of the Management Board of STRABAG SE from 1 January 2019 until his resignation, in agreement with the Supervisory Board, effective 6 August 2025.
Responsible for
Segment South + East:
Austria, Poland, Czech Republic, Slovakia, Hungary, Romania, South-East Europe, Construction Materials
Start of current period of office
1 January 2023
End of current period of office
Resigned with effect from EOD 6 August 2025
Supervisory board mandates or similar functions in national or foreign companies not included in the consolidated financial statements
None
Management and supervisory tasks at important1 subsidiaries
STRABAG AG, Austria (Member of the Supervisory Board until 6 August 2025)
STRABAG a.s., Czech Republic (Chairman of the Supervisory Board until 31 August 2025)
STRABAG Sp. z o.o., Poland (Chairman of the Supervisory Board until 29 August 2025)
STRABAG Property and Facility Services GmbH, Austria (Member of the Supervisory Board until 6 August 2025)
Working method of the Management Board
Open exchange in meetings usually every two weeks
The Management Board of STRABAG SE – like the Supervisory Board – regards compliance with the Austrian Code of Corporate Governance as its primary duty and responsibility and is likewise committed to continually optimising the high internal legal, behavioural and ethical standards of STRABAG SE. Collegiality, openness, a constant exchange of experience and short decision-making chains are among the main guiding principles. In line with the rules of the Code, the Management Board of STRABAG SE works closely together with the Supervisory Board. In particular,
- the Management Board regularly and extensively informs the Supervisory Board as to all relevant matters concerning the development of the company’s business, including the risk situation and risk management in the company and the important Group entities;
- a regular exchange of information and opinions takes place between the CEO and the Chairwoman of the Supervisory Board concerning strategy, the development of the business, risk management and important business transactions, particularly acquisitions and disposals; the Management Board also involves the Supervisory Board in the development and implementation of sustainability aspects of the corporate strategy;
- the Chairwoman of the Supervisory Board is informed immediately of any important occurrences;
- the Management Board reports to the Supervisory Board at least once a year on the provisions taken to fight corruption.
The Management Board of STRABAG SE and its individual members conduct their business in accordance with the prevailing laws and legislation, the Articles of Association, and the Management Board’s Rules of Procedure as approved by the Supervisory Board. The Rules of Procedure obligate the Management Board and its individual members to provide extensive information and reporting to the Supervisory Board. The Rules of Procedure also define an extensive catalogue of measures and legal transactions requiring approval by the Supervisory Board in addition to the legally prescribed measures. Coordination within the Management Board occurs during regular meetings held approximately every two weeks as well as in the form of the daily informal exchange of information.
Focus on business, strategy and sustainability
Matters discussed at the Management Board meetings include the current operations and the long-term company strategies, with a particular focus on sustainability. Sustainability issues – especially with regard to circularity and energy – hold a key position within the Group’s Strategy 2030. The Management Board regularly discusses the implications of climate change and the changing regulatory landscape for the business model and what STRABAG can do to address these factors. Also coordinated at the Management Board meetings are any current or outstanding management measures to be implemented by the relevant Management Board members.
Supervisory Board
Shareholder representatives
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Mag. Kerstin Gelbmann
Chairwoman of the Supervisory Board
Year of birth
1974
Citizen of
Austria
First appointed
18 June 2010
Kerstin Gelbmann graduated from the Vienna University of Economics and Business and then spent five years working in auditing and tax consulting at Auditor Wirtschaftsprüfungs- und Steuerberatungsgesellschaft mbH (initially a representative of Arthur Andersen in Vienna, then a full member of Deloitte). After passing her tax consultant exam, she joined the Dr. Erhard F. Grossnigg group of companies in 2002 with initial responsibility for various areas such as restructuring consulting, M&A, etc. She has been managing director of grosso holding Gesellschaft mbH since 2007. In 2010, she was also appointed to the Management Board of the newly established Austro Holding AG, where she has built up and continued to expand an SME investment portfolio. Kerstin Gelbmann joined the Supervisory Board of STRABAG SE in 2010 and took on the function of Chairwoman on 1 January 2024. Pursuant to Annex 1 of the 2025 Austrian Code of Corporate Governance, Supervisory Board members who are shareholders with a direct investment in the company or who represent the interests of such a shareholder are still deemed to be independent within the meaning of Rule 53 of the Code even where their terms of office exceed a period of 15 years.
Start of current period of office
24 June 2022
End of current period of office
Until 2028 Annual General Meeting
Other supervisory board mandates or similar functions in national or foreign listed companies
None
Independent pursuant to Rule 53 ÖCGK
Yes
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Mag. Erwin Hameseder
Vice Chairman of the Supervisory Board
Year of birth
1956
Citizen of
Austria
First appointed
10 September 1998
Erwin Hameseder received a master of law degree from the University of Vienna. From 1975 to 1987, he served as an officer in the Austrian Armed Forces, where he achieved the rank of colonel in the directorship services in 2002 and of brigadier in 2006. In 2017, he was promoted to major general in the militia of the Austrian Armed Forces. In 1987, he joined the legal department of RAIFFEISENLANDESBANK NIEDERÖSTERREICH-WIEN reg.Gen.m.b.H. From 1988 to 1994, he was responsible for investment management, from 1991 as head of the department. He was managing director of RAIFFEISENLANDESBANK NIEDERÖSTERREICH-WIEN reg.Gen.m.b.H. from 1994 to 2001 and director-general of RAIFFEISENHOLDING NIEDERÖSTERREICH-WIEN reg. Gen.m.b.H (a spin-off from RAIFFEISENLANDESBANK NIEDERÖSTERREICH-WIEN AG) from 2001 to 2012. From 2007 to 2012, Erwin Hameseder also assumed the position of Chairman of the Management Board of RAIFFEISENLANDESBANK NIEDERÖSTERREICH-WIEN AG. He has been chairman of RAIFFEISENHOLDING NIEDERÖSTERREICH-WIEN reg. Gen.m.b.H. since 4 May 2012 and was elected Advocate General of the Austrian Raiffeisen Association on 30 June 2022. Erwin Hameseder, who has been a member of the Supervisory Board since 1998, was elected to the Supervisory Board of STRABAG SE at the Annual General Meeting of 24 June 2022 with a term in office until the end of the Annual General Meeting that resolves on formally approving the actions of the Supervisory Board for the 2027 financial year. Pursuant to Annex 1 of the 2025 Austrian Code of Corporate Governance, Supervisory Board members who are shareholders with a direct investment in the company or who represent the interests of such a shareholder are still deemed to be independent within the meaning of Rule 53 of the Code even where their terms of office exceed a period of 15 years.
Start of current period of office
24 June 2022
End of current period of office
Until 2028 Annual General Meeting
Other supervisory board mandates or similar functions in national or foreign listed companies
AGRANA Beteiligungs-Aktiengesellschaft, Austria (Chairman)
Raiffeisen Bank International AG, Austria (Chairman)
Südzucker AG, Germany (2nd Vice Chairman)
Independent pursuant to Rule 53 ÖCGK
Yes
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Dr. Andreas Brandstetter
Member of the Supervisory Board
Year of birth
1969
Citizen of
Austria
First appointed
15 June 2018
Andreas Brandstetter has been CEO of UNIQA Insurance Group AG since 2011. Before entering the insurance business in 1997, where he has held various leadership positions, he was head of the EU office of Österreichischer Raiffeisenverband. From 1993 to 1995, he was active in politics. Andreas Brandstetter graduated from the University of Vienna in 1994 with a doctorate degree in political science, also holds an Executive MBA from the California State University, Hayward, and completed further courses at the Stanford Graduate School of Business and the Harvard Business School. From 2018 to mid-2024, he served as president of Insurance Europe, the European insurance and reinsurance federation in Brussels.
Start of current period of office
24 June 2022
End of current period of office
Until 2028 Annual General Meeting
Other supervisory board mandates or similar functions in national or foreign listed companies
None
Independent pursuant to Rule 53 ÖCGK
Yes
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Dr. Valerie Hackl
Member of the Supervisory Board
Year of birth
1982
Citizen of
Austria
First appointed
25 January 2024
Valerie Hackl is managing director of Gas Connect Austria with many years of experience in various management positions. From 2019 to 2024, she served as managing director of Austro Control GmbH. Before that, she was a member of the management board of ÖBB-Personenverkehr AG, having held several management positions within the ÖBB Group starting in 2012. From 2005 to 2011, she was a consultant for the international strategy consultancy Bain & Company in Munich. Valerie Hackl studied business administration at the Vienna University of Economics and Business and the University of British Columbia. She completed her doctoral studies at the University of St. Gallen. In 2024, Valerie Hackl was delegated to the Supervisory Board of STRABAG SE for an indefinite period of time by the authorised holder of registered share number 1.
Start of current period of office
25 January 2024
End of current period of office
Indefinite
Other supervisory board mandates or similar functions in national or foreign listed companies
None
Independent pursuant to Rule 53 ÖCGK
Yes
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Dipl.-Ing. Sebastian Haselsteiner
Member of the Supervisory Board (since 13 June 2025)
Year of birth
1979
Citizen of
Austria
First appointed
13 June 2025
Sebastian Haselsteiner studied architecture at the Vienna University of Technology (TU Wien) and joined MHM Ziviltechniker GmbH in 2005 as a partner, holding a 24% stake in the company to this day. He has over two decades of experience in the design and implementation of construction projects. In 2009, he passed the chartered engineering consultant licensing exam. In addition to his work as a chartered engineering consultant, he is active in the arts and culture sector. He has headed STRABAG Kunstforum since 2022, and in 2025 he was appointed Managing Director of HPH Kunst GmbH. He also serves as Chairman of the Board of the andersART Fund and as a board member of Künstler:innenstadt Gmünd. In June 2025, he took on the role of Vice President of the Association of Friends of Komödienspiele Porcia.
Start of current period of office
13 June 2025
End of current period of office
Until 2029 Annual General Meeting
Other supervisory board mandates or similar functions in national or foreign listed companies
None
Independent pursuant to Rule 53 ÖCGK
No
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Mag. Gabriele Schallegger
Member of the Supervisory Board
Year of birth
1972
Citizen of
Austria
First appointed
24 June 2022
Gabriele Schallegger is CFO of GTR Rupertiwinkel GmbH, a geothermal project developer. She studied business administration at the University of Graz and the University of Exeter and completed an Executive MBA organised jointly by the Vienna University of Economics and Business and the University of Minnesota’s Carlson School of Management. Her first professional roles were in audit and tax advisory, followed by executive and board-level commercial roles at international companies such as Orkla ASA, Semperit, Mondi, Mayr-Melnhof Karton and Wienerberger, as well as at the cleantech start-up CMBlu.
Start of current period of office
24 June 2022
End of current period of office
Until 2028 Annual General Meeting
Other supervisory board mandates or similar functions in national or foreign listed companies
None
Independent pursuant to Rule 53 ÖCGK
Yes
Delegated by the works council
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Dipl.-Ing. Andreas Batke
Member of the Supervisory Board
Year of birth
1962
Citizen of
Germany
First delegated
1 October 2009
Andreas Batke joined STRABAG AG, Cologne, as a land surveyor in 1991. He has been a member of the works council since May 1998 and currently serves as chairman of the general works council and chairman of the group works council of STRABAG AG, Cologne, vice chairman of the STRABAG SE works council and member of the Supervisory Board of STRABAG AG, Cologne.
Date first delegated
1 October 2009
End of current period of office
Indefinite
Other supervisory board mandates or similar functions in national or foreign listed companies
None
Independent pursuant to Rule 53 ÖCGK
Not applicable
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Karl Gerdes
Member of the Supervisory Board
Year of birth
1963
Citizen of
Germany
First delegated
1 August 2024
Karl Gerdes started his career at STRABAG AG, Cologne, as a carpenter in 1988, subsequently holding the position of occupational safety specialist within the Group. He was elected to the works council in 1998 and is currently chairman of the general works council of Ed. Züblin AG. Karl Gerdes is a member of the Supervisory Board of both Ed. Züblin AG and STRABAG AG, Cologne.
Date first delegated
1 August 2024
End of current period of office
Indefinite
Other supervisory board mandates or similar functions in national or foreign listed companies
None
Independent pursuant to Rule 53 ÖCGK
Not applicable
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Magdolna P. Gyulainé
Member of the Supervisory Board
Year of birth
1962
Citizen of
Hungary
First delegated
1 October 2009
Magdolna P. Gyulainé joined a predecessor company of STRABAG in Hungary as a bookkeeper in 1981 and is currently chairwoman of the employee representative organisation of the Hungarian group companies.
Date first delegated
1 October 2009
End of current period of office
Indefinite
Other supervisory board mandates or similar functions in national or foreign listed companies
None
Independent pursuant to Rule 53 ÖCGK
Not applicable
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Georg Hinterschuster
Member of the Supervisory Board
Year of birth
1968
Citizen of
Austria
First delegated
13 October 2014
Georg Hinterschuster completed an apprenticeship in commercial site management at STRABAG Bau GmbH from 1984 to 1987 before starting his professional career as a group clerk in civil engineering in St. Valentin, Austria. From 1997 to 2000, he took over a commercial management task for the Transportation Infrastructures and the Building Construction & Civil Engineering segments in the Czech Republic, and from 2000 to 2008, he worked as a commercial group manager in building construction and civil engineering in Upper Austria. Georg Hinterschuster was elected to the works council in 1991 and is currently a member of the group and central works council of STRABAG in Austria as well as a member of the STRABAG SE works council.
Date first delegated
13 October 2014
End of current period of office
Indefinite
Other supervisory board mandates or similar functions in national or foreign listed companies
None
Independent pursuant to Rule 53 ÖCGK
Not applicable
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Daniel Riesenberg
Member of the Supervisory Board (since 1 September 2025)
Year of birth
1971
Citizen of
Germany
First delegated
1 September 2025
Daniel Riesenberg joined the former Ilbau as a mechanic in 1994, went on to become deputy foreman and later helped establish the vehicle fleet operations in Germany. He was elected to the works council in 2002 and currently serves as deputy chairman of the group works council, chairman of the works council of BMTI, and member of the European works council since 2022. He also holds a mandate on the Supervisory Board of STRABAG AG, Cologne.
Date first delegated
1 September 2025
End of current period of office
Indefinite
Other supervisory board mandates or similar functions in national or foreign listed companies
None
Independent pursuant to Rule 53 ÖCGK
Not applicable
Independence of the Supervisory Board
Five of the six members of the Supervisory Board of STRABAG SE and its committees elected by the Annual General Meeting or nominated by shareholders are independent in accordance with the guidelines on the independence of Supervisory Board members at STRABAG SE (see below and also the information published on the STRABAG SE website). Accordingly, STRABAG SE complies with C-Rule 53 of the Austrian Code of Corporate Governance, which requires that the majority of the Supervisory Board members elected by the Annual General Meeting or nominated by the shareholders be independent of the company and its Management Board. New members of the Supervisory Board receive comprehensive information on the avoidance of conflicts of interest upon taking up their Supervisory Board duties. The independence of Supervisory Board members is defined on the basis of the following guidelines (excerpt from the Rules of Procedure of the Supervisory Board, version dated 5 May 2022):
Guidelines for the independence of Supervisory Board members of STRABAG SE (“the company”) in accordance with C-Rule 53 of the Austrian Code of Corporate Governance
A member of the Supervisory Board of the company shall be deemed independent if he or she has no business or personal relations with the company or its Management Board which would constitute a material conflict of interest and thus could influence the member’s behaviour. Moreover, the members of the Supervisory Board shall comply with the following guidelines adapted from the Austrian Code of Corporate Governance:
- The Supervisory Board member shall not have served as a member of the Management Board or as a manager of the company or one of its subsidiaries in the past five years.
- The Supervisory Board member shall not maintain or have maintained in the past year any business relations with the company or one of its subsidiaries to an extent of significance for the Supervisory Board member. This shall also apply to relationships with companies in which the Supervisory Board member has a considerable economic interest, but not for the performance of board functions within the Group. The approval of individual transactions by the Supervisory Board according to L-Rule 48 does not automatically mean the person is qualified as not independent.
- The Supervisory Board member shall not have been auditor of the company or have owned a share in the auditing company or have worked there as an employee in the past three years.
- The Supervisory Board member shall not be a member of the Management Board of another company, in which a Management Board member of the company is a Supervisory Board member.
- The Supervisory Board member shall not be a member of the Supervisory Board for more than 15 years. This does not apply to Supervisory Board members who are shareholders with a direct investment in the company or who represent the interests of such a shareholder.
- The Supervisory Board member shall not be a close relative (direct offspring, spouse, partner, parent, uncle, aunt, sibling, niece, nephew) of a Management Board member or of persons in one of the aforementioned positions.
It shall be the responsibility of each member of the Supervisory Board of the company elected by the Annual General Meeting or delegated by the shareholders to declare his or her independence according to the criteria defined.
In the 2025 financial year, planning services totalling approximately € 4.1 million (net) were provided to STRABAG Group companies by MHM Ziviltechniker GmbH, in which Supervisory Board member Dipl.-Ing. Sebastian Haselsteiner holds a 24% interest. The majority of these contracts had already been awarded prior to his appointment to the Supervisory Board. Otherwise, no contracts requiring the approval of the Supervisory Board pursuant to L-Rule 48 of the Austrian Code of Corporate Governance were concluded between the company and members of the Supervisory Board in the period under report.
Working methods of the Supervisory Board
In the 2025 financial year, the Supervisory Board diligently performed the duties incumbent upon it under Austrian law, the Articles of Association, the Austrian Code of Corporate Governance (ÖCGK), and the Rules of Procedure. It met for a total of five meetings last year and so complied with the Code’s minimum requirement to meet at least once every three months (C-Rule 36). All members personally attended at least half of the meetings during their period in office (C-Rule 58). Besides these regular meetings, there is a constant open discourse and exchange of opinion among the individual members of the Supervisory Board as well as between the individual members of the Supervisory Board and the Management Board.
Committees: Executive Committee, Presidential and Nomination Committee, and Audit Committee
There were three meetings of the Audit Committee, one meeting of the Presidential and Nomination Committee, and no meetings of the Executive Committee during the year. The Executive Committee and the Presidential and Nomination Committee also made decisions by means of circular resolution.
In accord with its tasks and obligations, the Audit Committee dedicated itself to monitoring the accounting procedures (including the preparation of the consolidated financial statements) and the work of the auditor (including the audit of the consolidated financial statements). During the review of the effectiveness of the internal control system and the risk management system, the Audit Committee focused on specific selected projects. Also reviewed and monitored were the function of the audit system and the qualification and independence of the auditor (group financial auditor), especially with respect to the additional services provided to the company being audited. In accordance with C-Rule 18 of the Austrian Code of Corporate Governance, the Audit Committee was informed by Internal Audit about the audit plan, its implementation and the material findings.
Composition of the Committees of the Supervisory Board
Committee | Members | Tasks |
Executive Committee | Mag. Kerstin Gelbmann Mag. Erwin Hameseder | The Executive Committee deals with all matters affecting the relations between the company and the members of the Management Board, especially matters relating to the remuneration of Management Board members but excluding decisions regarding the appointment or removal of a Management Board member or regarding the granting of stock options. |
Presidential and Nomination Committee | Mag. Kerstin Gelbmann Mag. Erwin Hameseder Georg Hinterschuster | The Presidential and Nomination Committee submits proposals to the Supervisory Board for filling new mandates or ones that become free on the Management Board, deals with issues relating to successor planning and makes decisions in urgent cases. In addition, it is authorised to give its consent to the disposal of registered shares in accordance with Sec 4 Para 4 of the Articles of Association. |
Audit Committee | Mag. Kerstin Gelbmann Mag. Erwin Hameseder Dr. Andreas Brandstetter Andreas Batke Georg Hinterschuster | The responsibilities of the Audit Committee include the tasks assigned to it under Section 92(4a)(4) of the Austrian Stock Corporation Act (AktG) as well as by Regulation (EU) No. 537/2014, namely: |
monitoring the accounting procedures and, where applicable, the sustainability reporting process, including the electronic reporting process pursuant to Section 243b(10) (Section 267a(11)) of the Austrian Commercial Code (UGB) and the process for determining the disclosures pursuant to Section 243b(2), second sentence (Section 267a(2), second sentence) UGB, as well as issuing recommendations or proposals to ensure their reliability | ||
monitoring the effectiveness of the internal control system, where applicable the internal audit system, and the company’s risk management system, including where sustainability reporting is concerned | ||
monitoring the statutory audit, the audit of the consolidated financial statements and the audit of the (consolidated) sustainability reporting, taking into account findings and conclusions from reports published by the Audit Oversight Body in accordance with Section 4(2)(12) of the Austrian Auditor Oversight Act (APAG), as well as any statement by the workforce representatives pursuant to Section 108(5) of the Austrian Labour Constitution Act (ArbVG) | ||
reviewing and monitoring the independence of the statutory auditor (group financial auditor) and the auditor of the (consolidated) sustainability reporting, in particular with regard to additional services provided to the audited entity; for companies within the meaning of Section 189a(1)(a) and (d) UGB, Article 5 of Regulation (EU) No. 537/2014 and Section 271a(6) UGB apply with regard to (group) audits | ||
reporting to the Supervisory Board on the results of the statutory audit and the audit of the sustainability reporting, explaining how these audits contributed to the reliability of financial reporting and sustainability reporting, and describing the role of the Audit Committee in this context | ||
reviewing the annual financial statements and preparing their approval, reviewing the proposal for the appropriation of profits, the management report and, where applicable, the corporate governance report, and reporting to the Supervisory Board on the results of this review | ||
where applicable, reviewing the consolidated financial statements and the group management report, the consolidated corporate governance report, and reporting to the Supervisory Board on the results of this review | ||
conducting the procedure to select the statutory auditor (group financial auditor) and the auditor of the (consolidated) sustainability reporting, taking into account the appropriateness of the fees, and making a recommendation for appointment to the Supervisory Board; for companies within the meaning of Section 189a(1)(a) and (d) UGB, Article 16 of Regulation (EU) No. 537/2014 applies with regard to (group) audits |
*The tasks of the Audit Committee under the new provisions of the Sustainability Reporting Act (Nachhaltigkeitsberichtsgesetz, NaBeG) will apply to STRABAG SE’s sustainability reporting starting with the 2026 financial year.
Annual general meeting and shareholders
The shareholders, as owners of the company, exercise their rights by vote at the Annual General Meeting. More information about the Annual General Meeting and the shareholder structure is available in the chapter “Investor Relations”.
In the interest of an open communication with shareholders, creditors, clients, analysts, employees and the interested public, transparency is of great importance to STRABAG SE. Important elements of this open communication are the reporting of STRABAG SE, ongoing direct investor and analyst contacts, the participation in roadshows and conferences as well as publications and disclosures online and especially on the company website. More details about the company’s extensive information activities in this regard are available in the chapter “Investor Relations”.
Conflicts of interest
Both the Management Board and the Supervisory Board are required to disclose conflicts of interest. The members of the Management Board must immediately disclose to the Supervisory Board any material personal interests in transactions of the company and group companies as well as any other conflicts of interest. Furthermore, they must also inform the other members of the Management Board of this. Members of the Management Board who hold management positions at other companies must work towards a fair balance of interests of the companies involved. Supervisory Board members who find themselves in a conflict of interest must immediately disclose this to the Chairperson of the Supervisory Board. If the Chairperson of the Supervisory Board finds himself or herself in a conflict of interest, he or she must immediately disclose this to their deputy. The conclusion of contracts with members of the Supervisory Board in which such members are committed to the performance of a service outside of their activities on the Supervisory Board for the company or a subsidiary for a remuneration not of minor value requires the consent of the Supervisory Board. This also applies to contracts with companies in which a member of the Supervisory Board holds a considerable economic interest.
Directors’ dealings
Proprietary transactions with STRABAG SE shares and/or bonds by members of the company’s boards, by persons or companies closely associated with such members, and by other management-level employees with corporate-wide responsibility at STRABAG SE are reported as required by law and their names published on an ongoing basis on the STRABAG SE website. In the 2025 financial year, six notifications were made of proprietary transactions with STRABAG SE shares or bonds by members of the above-mentioned group of persons.