Mercedes 2013 Annual Report Download - page 168

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In a meeting attended by the external auditors in early February
2013, the Audit Committee dealt with the preliminary figures of
the annual company financial statements and the annual con-
solidated financial statements for the year 2012, as well as with
the proposal on the appropriation of profits made by the
Board of Management. The preliminary key figures were pub-
lished at the Annual Press Conference on February 7, 2013.
In another meeting in February 2013, the Audit Committee dealt
with the annual company financial statements, the annual
consolidated financial statements and the combined manage-
ment report for Daimler AG and the Daimler Group for the
year 2012, each of which had been issued with an unqualified
audit opinion by the external auditors, as well as with the
proposal on the appropriation of profits; representatives of the
external auditors were present and reported on the results of
the audit. In preparation, the members of the Audit Committee
and all of the members of the Supervisory Board were pro-
vided with comprehensive documentation, including the Annual
Report with the consolidated financial statements according
to IFRS and the combined management report for Daimler AG
and the Daimler Group, the corporate governance report
and the remuneration report, the annual financial statements
of Daimler AG, the proposal made by the Board of Manage-
ment on the appropriation of profits, the audit reports of KPMG
on the annual company financial statements of Daimler AG
and the annual consolidated financial statements according to
IFRS, each including the combined management report, and
the drafts of the reports of the Supervisory Board and of the
Audit Committee. The audit reports and important issues
related to financial reporting were discussed with the external
auditors. In this context, the Audit Committee of Daimler AG
also dealt with the monitoring of the financial reporting process,
the effectiveness of the internal control system, the risk
management system and the internal auditing system, as well
as questions of compliance. This also included the further
development and required adjustments of the Group-wide com-
pliance structure and activities as decided upon by the Board
of Management, for example the optimized due-diligence process
for sales partners. Following an intensive review and discus-
sion, the Audit Committee recommended that the Supervisory
Board approve the annual financial statements and adopt
the recommendation of the Board of Management to pay a divi-
dend of €2.20 per share entitled to a dividend. Furthermore,
the Audit Committee approved the Report of the Audit Committee
for the year 2012.
Dear Shareholders,
On the basis of the allocation of tasks laid down in the Rules
of Procedure for the Supervisory Board and its committees,
the Audit Committee deals primarily with questions of financial
reporting. It also discusses the effectiveness and functional
capabilities of the risk management system, the internal con-
trol system, the internal auditing system and compliance man-
agement. In addition, it deals with the annual audit and reviews
the qualifications and independence of the external auditors.
After receiving the approval of the Annual Shareholders’
Meeting, the Audit Committee engages the external auditors to
conduct the annual audit and the auditors’ review of interim
financial statements, determines the important audit issues and
negotiates the audit fees with the external auditors.
As independent members of the Audit Committee, both the
Chairman of the Audit Committee, Dr. h. c. Bernhard Walter, and
Dr. Clemens Börsig have expertise in the field of financial
reporting, as well as special knowledge and experience in the
application of accounting principles and internal methods
of control.
The six meetings of the Audit Committee in 2013 were attended
by, in addition to the members of the Audit Committee, the
Chairman of the Supervisory Board, the Chairman of the Board
of Management, the members of the Board of Management
responsible for Finance and Controlling and for Integrity and
Legal Affairs, and the external auditors. The heads of specialist
departments and other experts were also present for the appro-
priate items of the agenda. In addition, the Chairman of the
Audit Committee held regular individual discussions, for example
with the external auditors, the members of the Board of Man-
agement responsible for Finance and Controlling and for Integrity
and Legal Affairs and the heads of Corporate Accounting,
Internal Auditing, Group Compliance and Legal Affairs. The Chair-
man of the Audit Committee informed the Audit Committee
about the results of those bilateral discussions in each case at
the next available opportunity. The Chairman of the Audit
Committee also informed the Supervisory Board about the
activities of the Committee and about its meetings and
discussions in the following Supervisory Board meetings.
Report of the Audit Committee.