Mercedes 2009 Annual Report Download - page 159

Corporate Governance |Report of the Audit Committee |155
the documentation, the Audit Committee recommended that
the Supervisory Board should approve the annual financial state-
ments and adopt the Board of Management’s proposal to com-
pensate the annual deficit by partly withdrawing the capital reserve.
Furthermore, in this meeting the Audit Committee also dealt
with the draft agenda of the 2010 Annual Meeting and the annual
audit plan of the Internal Auditing department; it also approved
a list of permissible non-audit services to be provided by the exter-
nal auditors in the 2010 financial year.
Once again in the year 2009, the Audit Committee conducted a
specific self-evaluation of its activities. This did not result in any
need for action with regard to the Committee’s activities or with
regard to the content or procedure of the meetings.
Stuttgart, March 2010
The Audit Committee
Dr. h.c. Bernhard Walter
Chairman
A key area of the Audit Committee’s work in 2009 was dealing
with the Group’s internal control over financial reporting in accor-
dance with Section 404 of the US Sarbanes-Oxley Act. The
Committee also received the annual activity report of the Group’s
Data Protection Officer and received information on Treasury
risk management and the status and management of the pension
funds. Another key area of the Audit Committee’s work in 2009
was the implementation of the corporate governance requirements
of the German Accounting Law Modernization Act (BilMoG).
The Audit Committee also dealt regularly with the activities and
programs of the Internal Auditing department, with risk manage-
ment and reporting, and with the reports of the Corporate Com-
pliance department. Discussions were also held about the
progress of the ongoing implementation and further development
of internal guidelines and codes of conduct within the compli-
ance system. In this context, in February 2009, the Chairman of
the Audit Committee evaluated for example the suitability of the
annual compliance goals for the Board of Management. The Audit
Committee was informed about the interim status of the accom-
plishment of these goals at the end of the first half of 2009.
Furthermore, the Audit Committee regularly dealt with complaints
and criticism received confidentially and if desired anonymous-
ly from Daimler employees or other whistleblowers concerning
accounting, the Group’s reputation and the internal control system.
The Audit Committee was informed separately about violations
of Section 302, Subsection 5 of the Sarbanes-Oxley Act.
In two meetings attended by the external auditors in March
2010, the Audit Committee reviewed the annual company finan-
cial statements for 2009 and the annual consolidated financial
statements for 2009 with the respective management reports. In
preparation, the members of the Audit Committee and the other
members of the Supervisory Board were provided with comprehen-
sive documentation, some of which was in draft form, including
the Annual Report, the audit reports of KPMG on the annual
financial statements of Daimler AG and the annual consolidated
financial statements according to IFRS, the combined manage-
ment report for Daimler AG and the Daimler Group, drafts of the
reports of the Supervisory Board and of the Audit Committee,
and the annual report according to Form 20-F. The audit reports
and significant accounting matters were discussed with the
external auditors. Following intensive reviews and discussion of
Bernhard Walter, Chairman of the Audit Committee