Audi 2015 Annual Report Download - page 128

In approving the plans for human
resources, financial and investment
planning, the Supervisory Board again
confirmed the Board of Management’s
strategic decisions.
At its fourth ordinary meeting during the
past fiscal year, the Supervisory Board
together with the Board of Management
routinely determined the content of the
Declaration of Compliance in accordance
with Section  of the German Stock
Corporation Act (AktG).
The work of the Supervisory Board in
the fourth quarter was largely devoted to
the diesel issue. On October , , the
Supervisory Board held an extraordinary
meeting to discuss the diesel issue in
detail and take the necessary decisions.
The Supervisory Board and Board of
Management have made it clear that they
will not tolerate any breaches of the
law, and that they regard deception and
fraud as inexcusable. The Supervisory
Board has appointed the Vice Chairman
of the Supervisory Board to coordinate
and ensure all necessary steps to inves-
ti gate and explain the events connected
to the diesel issue. The Vice Chairman of
the Supervisory Board decided to entrust
experts from Jones Day with investigat-
ing the diesel issue at Audi. The interna-
tionally renowned law firm is conducting
the forensic investigations and is being
assisted operationally by the Deloitte
auditing firm. The Supervisory Board
views these mandates as a basic prereq-
uisite for obtaining objective findings, in
which the Supervisory Board and Board
of Management have the greatest inter-
est. To speed up the investigations, the
Supervisory Board and Board of Manage-
ment have requested the support of
Internal Audit at Audi. The experts at
Jones Day are making swift progress
with their investigations and presented
a detailed verbal interim report to the
Supervisory Board on February , .
However, the investigations will still
take quite some time. In order to obtain
reliable insight into who was accountable,
a large number of interviews will need
to be conducted, possibly also multiple
times. In addition, an enormous amount
of data will need to be sifted through
thoroughly. This includes email and
data files, for example. Each of these
viewed in isolation is a loose end in a
communication for which the context
must first be pieced together. This fo-
rensic work is time-consuming, labori-
ous and necessary if we are to conduct
a comprehensive investigation of the
diesel issue.
The Supervisory Board has been kept
constantly informed of the diesel issue
by the Board of Management in recent
months, mainly in writing. This applies
in particular to the V . TDI diesel
engine developed by Audi, which
is aected by investigations by CARB
(California Air Resources Board) and
EPA (Environmental Protection Agency)
in the United States.
All Supervisory Board members were pres-
ent at more than half of the meetings.
The average attendance rate in the past
fiscal year was just under  percent.
The members of the Presiding Committee
held full consultations before each ordi-
nary meeting. The Negotiating Committee
did not need to be convened in .
After the diesel issue came to light, two
extraordinary meetings of the Presiding
Committee were held in the past fiscal
year, the first already on September ,
. At each, the Chairman of the
Board of Management gave a status
report on the diesel issue. The Presiding
Committee in addition discussed
personnel matters.
The Audit Committee met once per
quarter in the past fiscal year. At its
meetings, this committee considered
the Annual and Consolidated Financial
Statements for the  fiscal year
as
well as other topics such as risk
management, as well as compliance
and auditing work. In addition, the
Audit Committee scrutinized the 
Interim Financial Report prior to its pub-
lication and discussed its contents with
the Board of Management and represen-
tatives of the auditing firm. The Audit
Committee also advised on the indepen-
dence of the auditor, the findings of
additional audits commissioned and
the situation of the Company at the end
of .
After the diesel issue became known,
the Audit Committee again discussed
the subject area of risk management,
compliance and auditing. In connection
with this, the Audit Committee wel-
comed the decision by the Board of Man-
agement to further optimize the risk
management process in the Audi Group.
Upon the proposal of the Supervisory
Board, the Annual General Meeting
of AUDI AG appointed Pricewaterhouse-
Coopers Aktiengesellschaft Wirtschafts-
prüfungsgesellschaft as auditor of
the accounts for the  fiscal year.
The Supervisory Board awarded the
audit assignment to the auditing firm
Matthias Müller, Chairman of the Supervisory Board of AUDI AG
“Together with the entire Audi team, the Supervisory Board
will work hard in 2016 and beyond to build on the outstanding
competitive positioning of the brands of the Audi Group.”
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