Audi 2012 Annual Report Download - page 6

The Supervisory Board met for two extraordinary meetings
in 2012. At those meetings it approved the further stream-
lining of retail business within the Volkswagen Group, the
construction of a plant in Mexico, the acquisition of all shares
in DUCATI MOTOR HOLDING S.P.A and personnel changes on
the Board of Management.
All Supervisory Board members were present at more than
half of the meetings. The average attendance rate in the past
fiscal year was 95.8 percent. The members of the Presiding
Committee held full consultations before each meeting. The
Negotiating Committee did not need to be convened in 2012.
There were the following changes on the Supervisory Board
during the past fiscal year: With the close of the 123rd
Annual General Meeting, Dr. Bruno Adelt and Dr. Franz-Josef
Paefgen both left their positions on the Supervisory Board at
their own request. Dr. Adelt had been on the Board for more
than 15 years, and Dr. Paefgen for ten years. The opinions
and judgments of both these members were always valued
by the Board. The Supervisory Board is deeply grateful and
indebted to both gentlemen for their contribution to the work
of the Supervisory Board of AUDI AG.
On the recommendation of the Supervisory Board, last
year’s Annual General Meeting elected Secretary of State
Dr. phil. Christine Hawighorst, Head of the State Chancellery
of Lower Saxony, and Dr. Wolfgang Porsche, Chairman of
the Supervisory Board of Porsche Automobil Holding SE
and Chairman of the Supervisory Board of Dr. Ing. h. c. F.
Porsche AG, as the successors to Dr. Adelt and Dr. Paefgen
respectively for the remainder of their terms of oce. Those
terms of oce end with this year’s Annual General Meeting.
The Audit Committee met once per quarter in the past
fiscal year. At its meetings, the committee considered the
Annual and Consolidated Financial Statements for 2011 as
well as other topics such as risk management and compliance
work. The Audit Committee moreover scrutinized the 2012
Interim Financial Report prior to its publication and dis-
cussed its contents with the Board of Management and repre -
sentatives of the auditing firm. The Audit Committee in
addition advised on the independence of the auditor, the
findings of additional audits commissioned and the current
situation at the end of 2012.
Upon the proposal of the Supervisory Board, the Annual
General Meeting of AUDI AG appointed PricewaterhouseCoopers
Aktiengesellschaft Wirtschaftsprüfungsgesellschaft as auditor
of the accounts for the 2012 fiscal year. The Supervisory
Board awarded the audit assignment to the auditing firm
after its election. The auditor of the accounts confirmed the
Annual Financial Statements of AUDI AG and the Consolidated
Financial Statements of the Audi Group, as well as the
Management Reports for AUDI AG and the Audi Group for
the 2012 fiscal year, and in each case issued its unqualified
certification.
The members of the Audit Committee and Supervisory Board
received the documentation for the Annual and Consolidated
Financial Statements, together with the corresponding audit
reports by the auditors, well in advance of their meeting
“More than any other motorcycle manufacturer,
Ducati embodies those features that are at
the very core of Audi’s DNA: courage, passion,
responsibility and the will to succeed.”
Prof. Dr. Dr. h. c. mult. Martin Winterkorn
on February 21, 2013. The auditing firm’s representatives
explained the key findings of their audit in detail at the
meetings of the Audit Committee and Supervisory Board,
and then answered queries from both bodies. According to
information supplied by the auditing firm, there were no
circumstances that might give cause for concern about the
auditors’ partiality.
Following examination of the audit documents received
and in-depth discussions with the auditors’ representatives,
and based on its own conclusions, the Audit Committee
recommended to the Supervisory Board that the Annual and
Consolidated Financial Statements each be signed o.
After appropriate discussions, the Supervisory Board accepted
this recommendation and signed o the Annual and
Consolidated Financial Statements prepared by the Board
of Management. The Annual Financial Statements are thus
established.
There were the following personnel changes on the Company’s
Board of Management during the past fiscal year, principally
as a result of the reorganization of responsibilities within
the Volkswagen Group: Ulf Berkenhagen, Michael Dick and
Peter Schwarzenbauer left the Board of Management of
AUDI AG with eect from August 31, 2012. The Supervisory
Board would like to thank them for their contribution. The
Supervisory Board appointed Wolfgang Dürheimer, with
responsibility for the “Technical Development” Division,
Dr. Bernd Martens, with responsibility for the “Procurement”
Division, and Luca de Meo, with responsibility for the
“Marketing and Sales” Division, as new members of the
Board of Management of AUDI AG, in each case with eect
from September 1, 2012.
The Board of Management has suitably taken account of the
economic environment and future challenges when making
its plans. Equipped with an attractive model range and
innovative drive and mobility concepts, the Company will
push ahead methodically with its current course of growth.
The Supervisory Board will continue to assist the Board of
Management constructively with implementing this growth
strategy.
Ingolstadt, February 21, 2013
Prof. Dr. Dr. h. c. mult. Martin Winterkorn
Chairman of the Supervisory Board
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