By-laws and profile

The by-laws of the Supervisory Board

The by-laws of the Supervisory Board include:

  • The rules governing the tasks of the members of the Supervisory Board
  • The powers of the members of the Supervisory Board
  • The decision-making process and approval of Management Board decisions
  • Procedural rules for the relations with the Management Board, the General Meetings of Shareholders and the Central Works Council
  • The independence requirements applicable to members of the Supervisory Board
  • A description of the manner in which potential conflicting interests must be dealt with.

 

The by-laws of the Supervisory Board were last amended in 2015.

Profile of the Supervisory Board

The profile of the Supervisory Board contains the desired composition of the Supervisory Board, taking into account the nature and activities of the company as well as the required expertise and background of its members.

Each member of the Supervisory Board must be able to assess the main points of the overall policy. In addition, the profile describes a more specific role for each member of the Supervisory Board. All members must jointly guarantee that all knowledge required for the correct supervision of the overall business policy is present within the Supervisory Board.

Members of the Supervisory Board are appointed or reappointed by the General Meeting of Shareholders based on the recommendation of the Supervisory Board. Appointments and reappointments of members of the Supervisory Board are always reviewed against the profile.

Each change in the profile is discussed in the General Meeting of Shareholders and the Central Works Council.