The Supervisory Board is responsible for advising our Management Board and for overseeing the general affairs, strategy and operational performance of the company.
The Supervisory Board is guided by the interests of the company and our stakeholders. It is also responsible for monitoring and assessing its own performance.
Duties and responsibilities
Our Articles of Association require the approval of the Supervisory Board for certain major resolutions proposed by the Management Board.
The Supervisory Board can make a proposal to the General Meeting of Shareholders to appoint, suspend, or dismiss a Management Board member.
A Supervisory Board member is appointed for a four-year term and is eligible for reappointment but may not serve for more than 12 years.
The General Meeting of shareholders can appoint, suspend or dismiss a Supervisory Board member by an absolute majority of votes cast, upon a proposal made by the Supervisory Board.
The Supervisory Board has four committees:
- Audit, Finance and Risk Committee
- Remuneration Committee
- Governance and Nomination Committee
- Sustainability and Innovation Committee
Meetings of the Supervisory Board
The Supervisory Board meets regularly during the year, in person or by phone. The meetings are held at various geographic locations in the markets we operate. The Management Board attends these meetings together with the members of the Executive Committee. In addition, senior management is regularly invited to attend these meetings. The Supervisory Board also holds several private meetings without other attendees to independently review certain issues and to discuss matters related to the functioning of the Management and Supervisory Boards.
The Supervisory Board holds a minimum attendance requirement of 75% on the basis of the total number of meetings held annually.