Committees
Some of the activities of the Supervisory Board are performed by committees of the Supervisory Board. The Supervisory Board has formed five committees from its members. With the exception of the Nomination Committee, which consists of the chairperson and two shareholder representatives, all committees have equal numbers of shareholder and employee representatives.
Tasks which are the responsibility of the Personnel Committee include selecting suitable candidates to fill Executive Board positions, making preparations for the appointment and withdrawal of Executive Board members and the conclusion, amendment and termination of employment and pension contracts of members of the Executive Board. It is also responsible for appraising the performance of the Executive Board, regularly examining the amount, suitability and customary level of Executive Board remuneration and overseeing the structure of the Executive Board remuneration system. Ulrich Grillo (Chairman), Professor em. Dr Andreas Georgi, Dr Daniel Hay and Reinhard Müller belong to the Personnel Committee.
It is the job of the Audit Committee to support the Supervisory Board when performing its supervisory functions. It reviews the quarterly accounts and the half-yearly financial report and prepares resolutions of the Supervisory Board for the adoption of the single-entity financial statements and the approval of the consolidated financial statements. The Audit Committee monitors the accounting process and the effectiveness of the internal control system, the risk management system and the internal auditing system. In addition, the Audit Committee deals with compliance issues. As well as Prof. Dr. Susanne Hannemann as chairperson, the committee includes Ulrich Grillo, Louise Öfverström, Dr. Daniel Hay, Ralf Bolm and Sven Schmidt.
The Mediation Committee formed according to Section 27 (3) MitbestG submits to the Supervisory Board a slate of candidates for Executive Board membership if these have not received the required two-third majority of Supervisory Board member votes in the first ballot. Ulrich Grillo (Chairman), Professor em. Dr Andreas Georgi, Dr Daniel Hay and Dagmar Muth belong to the Mediation Committee.
The Nomination Committee submits recommendations to the shareholder representatives on the Supervisory Board for the nomination of shareholder representative candidates for election to the Supervisory Board by the Annual General Meeting. Ulrich Grillo (Chairman) and Prof. em. Dr Andreas Georgi and Klaus-Günter Vennemann belong to the Nomination Committee.
The Strategy Committee formed following the Annual General Meeting at the constituent meeting of the Supervisory Board on 9 May 2017 was expanded by resolution of the Supervisory Board on 10 May 2022 to include aspects relating to the area of Environmental, Social and Governance and renamed the Strategy and ESG Committee. In addition to Ulrich Grillo as Chairperson, the committee includes Prof. Dr. Dr. h.c. Sahin Albayrak, Dr.-Ing. Dr.-Ing. E.h. Klaus Draeger, Dr. Britta Giesen, Dr. Daniel Hay, Dagmar Muth, Reinhard Müller and Sven Schmidt. Dr. Giesen was also nominated as ESG representative on the Supervisory Board.
The Supervisory Board was regularly and comprehensively informed of the activities of the committees and of the outcome of discussions held in the respective committee meetings in the subsequent plenary meeting.