BMW 2012 Annual Report Download - page 12

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structure and allocation of responsibilities resolved by the Board of Management in agreement with the
Supervisory Board is depicted in detail in the Corporate Governance Report (page 154). In view of the fact
that Mr. Krüger was set to take over responsibility for the newly created board portfolio comprising MINI,
Motorcycles, Rolls-Royce and Aftersales BMW Group, we appointed Milagros Caiña Carreiro-Andree as
member of the Board of Management and as successor to Mr. Krüger with responsibility for Human Resources
and as Industrial Relations Director
with effect from 1 July 2012. The composition of the Board of Manage-
ment team was otherwise unchanged during the financial year 2012. No decisions needed to be made in 2012
with respect to the reappointment of Board of Management members.
Composition of the Supervisory Board, the Presiding Board and Supervisory Board committees The
mandate of Franz Oberländer as employee representative on the Supervisory Board ended on 31 May 2012
when he entered into retirement. On 1 June 2012 the Munich District Court appointed Dr. Dominique
Mohabeer, member of the Works Council of BMW AG at the Munich site, to the position of employee repre-
sentative on the Supervisory Board for the remaining term of office. As a result, the proportion of women
in the Supervisory Board increased to 20 %, in line with the composition objectives set by the Supervisory
Board.
Anton Ruf, executive staff representative on the Supervisory Board, retired on 31 October 2012, at which
date he also ceased to be a member of the Supervisory Board. He was succeeded on 1 November 2012 by
Oliver Zipse, Head of Brand and Product Strategies, who took over the role of executive staff representative
on the Supervisory Board for the remaining term of office as elected substitute member. In view of a new
management position he will have within the BMW Group from 1 April 2013 onwards, Mr. Zipse has resigned
his mandate on the Supervisory Board with effect from 31 March 2013.
On 29 November 2012 the shareholder representatives in the Supervisory Board elected Susanne Klatten
as a further member of the Nomination Committee. The composition of the Presiding Board and other
committees of the Supervisory Board remained unchanged during the financial year 2012. The Corporate
Governance Report includes an overview of the composition of the Supervisory Board and its committees
(page 155 et seq., page 163).
Examination of financial statements and the profit distribution proposal KPMG AG Wirtschafts-
prüfungs gesellschaft
conducted a review of the abridged Interim Group Financial Statements and Interim
Group Management Report for the six-month period ended 30 June 2012. The results of the review were
also reported orally to the Audit Committee. No issues were identified that might indicate that the abridged
Interim Group Financial Statements and Interim Group Management Report had not been prepared, in all
material respects, in accordance with the applicable provisions.
The Group and Company Financial Statements of Bayerische Motoren Werke Aktiengesellschaft for the
year ended 31 December 2012 and the Combined Group and Company Management Report – as authorised
for issue by the Board of Management on 19 February 2013 – were audited by KPMG AG Wirtschafts prüfungs-
gesell schaft and given an unqualified audit opinion.
The Financial Statements and Combined Group and Company Management Report, the long-form audit
reports of the external auditors and the Board of Management’s profit distribution proposal were made
available to all members of the Supervisory Board in good time. At the meeting held on 1 March 2013 these
documents were examined and discussed in detail by the Audit Committee. The Supervisory Board subse-
quently examined these documents at its meeting on 14 March 2013, after hearing the committee chairman’s
report on the meeting of the Audit Committee. In both meetings, the Board of Management gave a detailed
explanation of the financial reports it had prepared. Representatives from KPMG attended both meetings,