Siemens 2014 Annual Report Download - page 332

108 A. To our Shareholders 131 B. Corporate Governance 171 C. Combined Management Report

D... SUPERVISORY BOARD COMMITTEES
The Supervisory Board of Siemens AG has established seven
standing committees. Information on their activities in fiscal
 is provided in A. REPORT OF THE SUPERVISORY BOARD on
pages  -  of this Annual Report.
Committees Meetings in
fiscal 
Duties and responsibilities Members as of
September , 
Chairman’s
Committee 
 decision
by notational
voting using
written
circulations
The Chairman’s Committee makes proposals, in particular, regarding the
appointment and dismissal of Managing Board members and handles
contracts with members of the Managing Board. In preparing recommen-
dations on the appointment of Managing Board members, the Chairman’s
Committee takes into account the candidates’ professional qualifications,
international experience and leadership qualities, the age limit specified for
Managing Board members, the Managing Board’s long-range plans for suc-
cession as well as its diversity and, in particular, the appropriate consider-
ation of women. The Chairman’s Committee concerns itself with questions
regarding the Company’s corporate governance and prepares the resolu-
tions to be approved by the Supervisory Board regarding the Declaration of
Conformity with the Code ‒ including the explanation of deviations from
the Code ‒ and regarding the approval of the Corporate Governance Report
as well as the Report of the Supervisory Board to the Annual Shareholders’
Meeting. Furthermore, the Chairman’s Committee submits recommenda-
tions to the Supervisory Board regarding the com position of the Supervisory
Board committees and decides whether to approve contracts and business
transactions with Managing Board members and parties related to them.
Gerhard Cromme, Dr. iur.
(Chairman)
Berthold Huber
Birgit Steinborn
Werner Wenning
Compensation
Committee 
The Compensation Committee prepares, in particular, the proposals for
decisions by the Supervisory Board’s plenary meetings regarding the system
of Managing Board compensation, including the implementation of this
system in the Managing Board contracts, the definition of the targets for
variable Managing Board compensation, the determination and review
of the appropriateness of the total compensation of individual Managing
Board members and the approval of the annual Compensation Report.
Werner Wenning
(Chairman)
Gerhard Cromme, Dr. iur.
Michael Diekmann
Berthold Huber
Robert Kensbock
Birgit Steinborn
Audit
Committee 
The Audit Committee oversees, in particular, the accounting process and
conducts a preliminary review of the Annual Financial Statements of
Siemens AG, the Consolidated Financial Statements of the Siemens Group
and the Combined Management Report. On the basis of the independent
auditors’ report on their audit of the annual financial statements, the Audit
Committee makes, after its preliminary review, recommendations regard-
ing Supervisory Board approval of the Annual Financial Statements of
Siemens AG and the Consolidated Financial Statements of the Siemens
Group. In addition to the work performed by the independent auditors, the
Audit Committee discusses the Company’s quarterly financial statements
and half-year financial reports, which are prepared by the Managing Board,
as well as the report on the auditors’ review of the quarterly financial state-
ments and the half-year financial report (condensed financial statements
and interim management report). It concerns itself with the Company’s risk
monitoring system and oversees the effectiveness of the internal control
system as this relates, in particular, to financial reporting, the risk manage-
ment system and the internal audit system. The Audit Committee receives
regular reports from the Internal Audit Department. It prepares the Super-
visory Board’s recommendation to the Annual Shareholders’ Meeting con-
cerning the election of the independent auditors and submits the corre-
sponding proposal to the Supervisory Board. It awards the audit contract to
the independent auditors elected by the Annual Shareholders’ Meeting and
monitors the independent audit of the financial statements – including, in
particular, the auditors’ independence, professional expertise and services.
Hans Michael Gaul,
Dr. iur. (Chairman) 
Gerd von Brandenstein
Gerhard Cromme, Dr. iur.
Bettina Haller
Robert Kensbock
Jürgen Kerner
Jim Hagemann Snabe
Birgit Steinborn
1 Fulfills the requirements of Section  para.  and Section  para.  of the German Stock Corporation Act (Aktiengesetz).