Mercedes 2008 Annual Report Download - page 139

Corporate Governance |Report of the Supervisory Board |135
In December, the Supervisory Board dealt with the operative plan-
ning for the years 2009 through 2010 and decided on the finan-
cing limits for the year 2009. Due to considerable uncertainty
regarding economic developments in the years 2009 and 2010,
the Board of Management will submit the required planning adjust-
ments to the Supervisory Board in good time. In connection
with the planning, the Supervisory Board discussed with the
Board of Management the implementation of efficiency programs
in all divisions as well as the adjustments necessary in the pro-
duction program and their effects on the employment situation.
Furthermore, the Supervisory Board approved a joint venture bet-
ween the Daimler Trucks division and Foton in China, the acquisi-
tion of an equity interest in Kamaz, a Russian truck manufacturer,
and the strategic alliance with Evonik for the development and
production of lithium-ion batteries.
Other important topics discussed in the December meeting were
personnel matters of the Board of Management, a report of the
Board of Management on the Group’s risk management system,
various corporate governance issues, and the effects of the draft
version of Germany’s Accounting Law Modernization Act.
Corporate governance. The Supervisory Board was occupied
with corporate governance issues in several of its meetings
during the year 2008. The results of the first external efficiency
review of the Supervisory Board’s activities and the measures
derived from it were discussed in detail in the April meeting.
In the meeting of the Supervisory Board in July, an institutiona-
lized item of the agenda entitled “Executive Session” was
introduced, so that – in line with the rules of procedure of the
Supervisory Board – issues can be discussed in the absence
of the Board of Management.
In addition to discussing the business development and the
results of the second quarter, the Supervisory Board dealt with
ongoing legal proceedings in the meeting in June, as it also
did in other meetings. It also reviewed a detailed report about the
status of investigations by the US Securities and Exchange Com-
mission (SEC) and the US Department of Justice (DOJ). Further-
more, in the presence of the independent Compliance Advisor,
the Supervisory Board dealt with the status of the further develop-
ment of the wide-ranging Compliance Organization, including
the supporting measures for communication, training and the revi-
sion of existing rules of conduct. Finally, the Supervisory Board
dealt with the intended redesign of the Group’s planning process.
During the two-day strategy workshop in September, the Super-
visory Board received information on the following topics: the
implementation of the strategic orientation of Daimler AG as pre-
sented by the Board of Management in the prior year with consi-
deration of the current economic situation, the related projects
initiated by the various divisions, the positioning of the Group
and its divisions in relation to the competition, and product stra-
tegy. Particular attention was given to growth opportunities in
developing markets; the technological development of combusti-
on engines, electric drive, hybrid drive and hydrogen-fueled drive;
the latest trends in consumer behavior; and the overall technolo-
gy and marketing strategy to secure sustainable mobility.
In October, the Supervisory Board approved a budget to optimize
and reposition the business operations of Daimler Trucks North
America, which had become necessary due to the development
of the North American commercial vehicle market. It also held
intensive discussions with the Board of Management about the
worsening financial crisis with regard to its effects on the auto-
motive industry, and about the Group’s business development. In
this context, falling unit sales in key markets were discussed,
as were the development of raw-material prices and the effects
of exchange-rate changes, the reassessment of vehicles’ residual
values and dependence on suppliers.
Dr. Manfred Bischoff, Chairman of the Supervisory Board