Executive Board - Corporate Governance

The Executive Board manages the Company independently and on its own responsibility, in accordance with the law, the bylaws, its rules of procedure and the areas subject to approval by the Supervisory Board and taking into account the resolutions of the Annual General Meeting, with the aim of a sustainable increase in value. It is responsible for the overall management of the Company.

The Executive Board defines long-term strategies and corporate policy as well as the structure and organization of the Rheinmetall Group and allocates resources.
It represents the Company in dealings with third parties. In accordance with Section 6 (1) of the bylaws, the Executive Board of the Company must consist of at least two people. The number of members is determined by the Supervisory Board.

The Executive Board currently consists of three members who take overall responsibility for the management of the Company in accordance with uniform objectives. Besides the CEO, Armin Papperger who is also in charge of the Defence sector, Helmut P. Merch is responsible for Finance and Controlling. Peter Sebastian Krause is responsible for human resources.

Executive Board members bear joint responsibility for company management. They are obliged to act in the best interests of the Company and in due consideration of stakeholder interests. Notwithstanding their overall responsibility, each Executive Board member acts on his own authority in the Executive Board division/corporate sector assigned to him in accordance with the schedule of responsibilities, yet must also ensure that sector and division interests are always subordinate to the overall interests of the Company. In accordance with Section 6 of the Company bylaws, the Executive Board is subject to rules of procedure which govern aspects including cooperation in the Executive Board. The Executive Board as a whole generally makes decisions at meetings which take place at least once a month. The CEO is responsible for coordinating all Executive Board divisions and corporate sectors of the Executive Board. He must work towards ensuring that the management of all Executive Board divisions and corporate sectors is geared consistently towards the targets established by means of Executive Board resolutions.

The Executive Board of Rheinmetall AG ensures that the management of the sectors is focused on the interests of the Group as a whole. The clearly demarcated Defence and Automotive sectors, each assigned all the necessary functions, constitute independent sectors within the strategies, targets and guidelines defined by the Group’s Executive Board, with responsibility for global operations and each with its own management hierarchy.

The respective divisions of the Defence and Automotive sectors are responsibly managed by the Management Board Defence and the Executive Board of Rheinmetall Automotive AG. The division heads report to the members of the Executive Board of the sectors on current business development and discuss strategies, targets and measures during regular review and strategy meetings.

The specific details of collaboration with the Supervisory Board are based on the bylaws and the rules of procedure for the Supervisory Board of Rheinmetall AG, which govern transactions and measures requiring approval and the information and reporting requirements of the Executive Board. The CEO bears overall responsibility for providing the Supervisory Board and its members with information. He regularly informs the Supervisory Board Chairman of the progress of business activities and the situation of the Company and confers with him on the strategy, business development and risk management of the Company. He informs the Supervisory Board Chairman immediately of important events which are of key significance to the assessment of the situation and development as well as to the management of the Company.

The Executive Board informs the Supervisory Board regularly and comprehensively about the development of the business, the financial and earnings situation, planning and the achievement of targets and issues relating to compliance, as well as about strategy and existing risks. On the basis of these reports, the Supervisory Board monitors the legality, correctness and economic efficiency of management by the Executive Board. The catalog of transactions requiring approval issued by the Supervisory Board for the Executive Board lists the transactions and activities for which the approval of the Supervisory Board is required. This applies, among other points, to the acquisition and sale of interests in companies, investment planning and taking out bonds and long-term loans.

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