Siemens 2008 Annual Report Download - page 103

In my capacity as Chairman of the Supervisory Board, I was in regular contact with the Managing Board
between Supervisory Board meetings and was kept up-to-date on the Company’s current business situa-
tion and key business transactions. At separate strategy meetings, I discussed with the Managing Board
the perspectives and future orientation of the Company’s individual businesses.
Work in the Supervisory Board committees
To enhance the efciency of its work, the Supervisory Board has set up a total of six committees which
prepare the proposals for the Supervisory Board as well as the issues to be dealt with at the Board’s ple-
nary meetings. The decision-making powers of the Supervisory Board are delegated to these committees
where legally permissible. The chairmen of the committees reported to the Supervisory Board on the
committees’ work at subsequent Board meetings. The composition of the individual Supervisory Board
committees and the number of committee meetings and decisions are shown on pages 216-17.
The Chairman’s Committee met seven times in scal 2008. Between meetings, I also discussed topics of
particular importance to the Company with the members of the Chairman’s Committee. The Chairman’s
Committee dealt with corporate governance principles and with various personnel topics – in particular,
with the appointment of members of the Managing Board, with matters relating to the Managing Board,
with Managing Board remuneration and with the introduction of the new income system and stock-
oriented remuneration plan.
In scal 2008, the Mediation Committee met once. The Finance and Investment Committee – which
replaces the former Ownership Rights Committee – met for the rst time on September 23, 2008 and,
in addition, voted on nine proposals using a notational, or written, voting process. Prior to the election of
the shareholder representatives on the Supervisory Board, the members of the Nominating Committee
discussed the nominations to be proposed at the Annual Shareholders’ Meeting of Siemens AG on Janu-
ary 24, 2008.
The Audit Committee met eight times. Together with the independent auditors, the President and Chief
Executive Ofcer, the Chief Financial Ofcer and the General Counsel, the Audit Committee discussed the
Annual Financial Statements and Management’s discussion and analysis (MD&A) of Siemens AG and the
Consolidated Financial Statements and consolidated MD&A of Siemens worldwide, the proposal for the
appropriation of net income and the Annual Report on Form 20-F for the U.S. Securities and Exchange
Commission (SEC). The effects of compliance-related matters on the nancial statements were also dis-
cussed. At an extraordinary meeting, the Audit Committee dealt with the ndings of the Company’s inter-
nal audit and the independent auditors regarding the charges incurred in the Company’s project business
and the impact of these charges on prots in scal 2008 as well as with the process-enhancing measures
taken by the Managing Board in this context. The Audit Committee also gave in-depth consideration to
the appointment of the independent auditors for scal 2008, oversight of the auditors’ independence
and qualication, and the determination of their fee as well as to the Company’s quarterly reports, the
half-year nancial report and the call for bids for independent auditors for scal 2009. In addition, the
Report of the Supervisory Board 7