Audi 2013 Annual Report Download - page 17

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At its four ordinary meetings in 2013, the Supervisory Board
discussed at length Audi’s growth prospects in key markets
such as the United States, China, Russia and India. The Super-
visory Board also conferred with the Board of Management on
the challenges the Company will face in the area of human
resources in the next few years. Other subject areas discussed
were the progress of construction work on the Mexico plant
and the focus of Technical Development work, especially with
regard to the lightweight construction, connectivity and
electric mobility areas of innovation. The members of the
Supervisory Board had the opportunity to view and gather
detailed information on future models and technologies at
vehicle presentations.
One ordinary Supervisory Board meeting was held at AUDI
HUNGARIA MOTOR Kft. in Győr (Hungary). The Supervisory
Board took this opportunity to witness first-hand how the
new automotive plant is developing into a mainstay of the
worldwide Audi production network, and as such is providing
a further boost to Audi’s international competitiveness.
In approving the plans for human resources, financial and
investment measures, the Supervisory Board reconfirmed
the Board of Management’s strategic decisions and thus
gave its continued backing to Audi’s goal of becoming the
world’s leading premium brand.
The Supervisory Board considered the Declaration of Compliance
pursuant to Section 161 of the German Stock Corporation Act
(AktG) on two occasions in 2013. The first of these, a joint meet-
ing with the Board of Management on May 15, 2013, led to the
declaration that elections to the Supervisory Board would, from
that point on, take the form of the election of in dividuals. The
new approach was necessitated by changes in application. At its
fourth ordinary meeting during the past fiscal year, the Super-
visory Board together with the Board of Management routinely
determined the content of the Declaration of Compliance pur-
suant to Section 161 of the German Stock Corporation Act.
All Supervisory Board members were present at more than
half of the meetings. The average attendance rate in the past
fiscal year was 97 percent. The members of the Presiding
Committee held full consultations before each meeting. The
Negotiating Committee did not need to be convened in 2013.
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 2012 as well as other
topics such as risk management, and compliance and auditing
work. In addition, the Audit Committee scrutinized the 2013
Interim Financial Report prior to its publication and discussed
its contents with the Board of Management and representatives
of the auditing firm. The Audit Committee also advised on the
independence of the auditor, the findings of additional audits
commissioned and the situation at the end of 2013.
Upon the proposal of the Supervisory Board, the Annual Gener-
al Meeting of AUDI AG appointed PricewaterhouseCoopers
Aktien gesellschaft Wirtschaftsprüfungsgesellschaft as auditor
of the accounts for the 2013 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, the Consolidated Financial
Statements as well as the Combined Management Report
of the Audi Group and AUDI AG for the 2013 fiscal year, and
in each case issued its unqualified certification.
The members of the Audit Committee and Supervisory Board re-
ceived the documentation for the Annual and Consolidated Finan-
cial Statements, together with the corresponding audit reports by
the auditor, in advance of their meeting on February 20, 2014.
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 members of
both bodies. According to information supplied by the auditing
firm, there were no circumstances that might give cause for con-
cern about the auditor’s partiality.
Following examination of the audit documents received and in-
depth discussions with the auditing firm’s representatives, and
based on its own conclusions, the Audit Committee recommend-
ed to the Supervisory Board at the meeting on February 20, 2014
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 Man-
agement. The Annual Financial Statements are thus established.
There was the following change in the composition of the
Company’s Board of Management during the past fiscal year :
Prof. Dr.-Ing. Ulrich Hackenberg was appointed Member of the
Board of Management of AUDI AG with responsibility for the
Technical Development division with eect from July 1, 2013.
His predecessor, Wolfgang Dürheimer, moved to another
senior function within the Volkswagen Group. The Supervisory
Board would like to thank him for his contribution.
The Board of Management took account of economic conditions
when laying its plans and focused its corporate strategy on
future challenges. It will continue to work intensively at building
on the strong competitive position already achieved by each of
the Audi, Lamborghini and Ducati brands, in order to consis-
tently maintain the established course of growth. The Super-
visory Board will continue to support the Board of Management
throughout this process in an advisory role.
Ingolstadt, February 20, 2014
Prof. Dr. Dr. h. c. mult. Martin Winterkorn
/Chairman of the Supervisory Board
REPORT OF THE SUPERVISORY BOARD
017