BMW 2011 Annual Report Download - page 10

10
the meeting. In our opinion, open and constructive dialogue – both within the Supervisory Board and in its
communications with the Board of Management – is an important basis for efficiency.
There were no indications of conflicts of interest on the part of members of either of the boards during
the year under report. The nature and scale of significant transactions with related parties as defined by
IAS 24 is examined with the aid of a questionnaire which members of both boards are required to complete
on a quarterly basis. The questionnaire also covers transactions with close family members and inter-
mediary entities.
Each of the five Supervisory Board meetings in 2011 was attended by an average of 90 % of its members,
a fact that can be tied in to the analysis of attendance fees for individual members disclosed in the Com-
pensation Report (see page 172). No member of the Supervisory Board missed more than two meetings.
Presiding Board and committee meetings were fully attended in the vast majority of cases (see page 163).
Description of Presiding Board activities and committee work In a total of four meetings and one tele-
phone conference, the Presiding Board focussed mainly on the preparation of specific topics for the meetings
of the full Supervisory Board unless such preparation fell under the remit of one of the committees. The
Presiding Board selected additional topics for Supervisory Board meetings and made suggestions to the Board
of Management regarding items to be included in its reports to the full Supervisory Board.
The Audit Committee held three meetings and four telephone conferences during 2011. In accordance
with the recommendation of the German Corporate Governance Code, three of the telephone conferences
in 2011 served to discuss interim financial reports with the Board of Management prior to their publication.
Representatives of the external auditors were present for part of the time at the telephone conference held to
present the Interim Financial Report for the six-month period to 30 June 2011. The report had been subjected
to review by the external auditors.
One meeting of the Audit Committee was primarily dedicated to preparing the Supervisory Board’s
meeting in spring 2011 at which the financial statements were examined. In order to prepare its recom-
mendation to the full Supervisory Board regarding the proposed election of external auditors at the Annual
General Meeting 2011, the Audit Committee obtained a Declaration of Independence from the proposed
external auditor. The Audit Committee also examined the extent of non-audit-related services rendered
for the BMW Group by KPMG entities. There were no indications of lack of independence or grounds
for exclusion. The fee proposals for the audit of the year-end Company and Group Financial Statements
2011 and the review of the six-month Interim Financial Report were deemed appropriate by the Audit
Committee. Subsequent to the Annual General Meeting 2011 the Audit Committee appointed the exter-
nal auditor for the relevant engagements and, with due consideration to the suggestions made by the full
Supervisory Board, determined areas of audit emphasis, namely the completeness of provisions for sales
support, the measurement of credit risks as well as the calculation and measurement of tax expense and
tax provisions.