Committee activities


In order to perform its duties, the Supervisory Board has established six committees: the Presidium and the Mediation Committee in accordance with section 27(3) of the Mitbestimmungsgesetz (MitbestG – German Codetermination Act) as well as the Audit Committee and the Shareholder Business Relationships Committee (AfGA), the Committee for Special Business Relationships (AfbG) and a Nomination Committee. According to their rules of procedure, the Presidium and the Committee for Special Business Relationships should each be composed of three shareholder representatives and three employee representatives; the members of the Nomination Committee are the shareholder representatives in the Presidium; the remaining committees are each composed of two shareholder and two employee representatives. Membership of the committees at the end of 2009 is indicated in the list in chapter Supervisory Board.

The Presidium of the Supervisory Board met ten times in 2009. Among other things, it prepared the resolutions by the Supervisory Board in detail and decided on issues relating to contracts with the Board of Management.

The Mediation Committee was not required to convene in fiscal year 2009.

The Audit Committee met four times in 2009 and was primarily concerned with the consolidated financial statements, risk management – including the internal control system – and progress in the implementation of a compliance organization. In addition, the Audit Committee dealt with the quarterly reports and the half-yearly financial report of the Group, as well as with current matters relating to financial reporting and the audit of the financial statements by the auditors.

One of the main tasks of the Shareholder Business Relationships Committee (AfGA) is to supervise the business relationships of Volkswagen AG and its Group companies with Volkswagen AG shareholders who hold at least 5% of voting rights. In addition, this committee monitors compliance with the business processes established by the Board of Management that were put in place to structure legal relationships with shareholders in accordance with the relevant agreements. The Shareholder Business Relationships Committee met three times in 2009.

The Committee for Special Business Relationships (AfbG) is responsible for dealing with transactions between Porsche Automobil Holding SE and its group companies on the one hand, and companies of the Volkswagen Group on the other, that require the approval of the Supervisory Board. The Committee for Special Business Relationships met four times in 2009.

The Nomination Committee is responsible for proposing suitable candidates for the Supervisory Board to recommend for election to the Annual General Meeting. This committee met once in 2009.

In addition, the shareholder representatives met for preliminary discussions before the Supervisory Board meetings.

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