Siemens 2013 Annual Report Download - page 108

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Topics at the plenary meetings of the Supervisory Board
We held a total of seven regular meetings and two extraordinary meetings in the report-
ing year. We also made one decision outside meetings. Furthermore, four times in fiscal
2013, the shareholder representatives on the Supervisory Board made decisions relating
to the exercise of ownership rights required under the German Codetermination Act.
Attend ance at Supervisory Board meetings by current members was over 94%.
In addition to the above-mentioned decisions regarding changes in the composition of
the Managing Board, regular topics of discussion at our plenary meetings were revenue,
profit and employment development at Siemens AG, at the Sectors and at the Siemens
Group as well as the Company’s financial position, profitability and major investment and
divestment projects. One important focus was the Siemens 2014 program, which aims
to strengthen the Company’s competitiveness and profitability. In this context, we jointly
discussed key measures to cut costs and strengthen Siemens’ core business through
major investment and divestment projects.
At an extraordinary meeting on October 9, 2012, the Managing Board reported on the state
of the Company and informed the Supervisory Board of the implementation status of the
Siemens 2014 program.
At our meeting on November 7, 2012, we discussed the key financial figures for fiscal 2012
and the budget for 2013. We also determined the compensation of Managing Board mem-
bers for fiscal 2012 on the basis of a calculation of their target achievement. The appropri-
ateness of this compensation was confirmed by an internal review. We also discussed the
spinoff of OSRAM and approved the sale of key activities of the Industry Sector’s Water
Technologies Business Unit.
At our meeting on November 28, 2012, we discussed the financial statements and the
Combined Management Report for Siemens AG and the Siemens Group as of September
30, 2012 as well as the agenda for the Annual Shareholders’ Meeting on January 23, 2013.
We also discussed the Annual Report for 2012 and the Corporate Governance Report
included therein. We approved the budget for 2013, the settlement with former Managing
Board member Dr. Thomas Ganswindt and the regular extension of the bond issuance
program. We also approved the acquisition of the Rail Division of the British company
Invensys plc, the planned divestment of the business of the Logistics and Airport Solutions
Business Unit, the spinoff of OSRAM and the related adjustment of the special rights of
Managing Board members granted under share-based compensation programs. In addition,
we defined the targets for Managing Board compensation for fiscal 2013 and decided to
adjust the base compensation of individual Managing Board members in fiscal 2013 and to
annually review the base compensation of all Managing Board members starting in fiscal
2014. We also received a report on the activities of Corporate Supply Chain Management.
At our meeting on January 22, 2013, the Managing Board reported to us on the current busi-
ness and financial position following the conclusion of the first quarter. We also approved
the extension of the global commercial paper program.
The five-year term of office of the Supervisory Board elected at the Annual Shareholders’
Meeting in 2008 ended with the Annual Shareholders’ Meeting on January 23, 2013. At this
meeting, the shareholder representatives on the Supervisory Board were elected to a
new term of office, which will extend from 2013 to 2018. The employee representatives
had already been elected on September 25, 2012, effective as of the end of the Annual
Shareholders’ Meeting. At the Supervisory Board’s constitutive meeting at the conclusion