The Supervisory Board has established a Mediation Committee, pursuant to Section 27 (3) of the Codetermination Act, a Personnel Committee, an Audit Committee and a Nominations Committee, all of which are made up of members of the Supervisory Board. The Chairman of each committee reports back to the Supervisory Board on a regular basis (no later than the next full meeting) on the key results of the committees’ discussions.
The function of the Personnel Committee is to prepare the ground for decisions of the Supervisory Board in relation to human resources, in particular, the appointment and removal of members of the Board of Directors and the nomination of the President & Chief Executive Officer. The Personnel Committee may itself decide on certain transactions instead of the Supervisory Board. In such cases, it must have due regard for the requirements of the law and the provisions of the Supervisory Board’s Rules of Procedure. The Personnel Committee is made up of four members – two representatives of the shareholders and two representatives of the employees. The Chairman of the Personnel Committee is Karl-Heinz Stiller.
The Audit Committee prepares the decisions of the Supervisory Board with regard to the approval of the annual accounts and adoption of the Group financial statements. It conducts a prior check of planning, the annual accounts, Group financial statements, management reports and the proposal for the appropriation of profit. It also supports the Supervisory Board in monitoring the activities of the Board of Directors and monitors observance of the risk and opportunity management system as well as the compliance system. The Audit Committee is also made up of four members, i.e., two representatives of the shareholders and two representatives of the employees. The Audit Committee is chaired by Hero Brahms.
The role of the Nominations Committee is to propose suitable candidates to the Supervisory Board whom the latter can then propose, in turn, to the AGM for election to the Supervisory Board. Afterwards, all such candidates can be elected by shareholders at the AGM. The Nomination Committee, which comprises three members, is composed exclusively of shareholder representatives. The Chairman of the Nominations Committee is Karl-Heinz Stiller.
