Mercedes 2013 Annual Report Download - page 22

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As of the Annual Shareholders’ Meeting on April 10, 2013,
the five-year period of office began of the employee represen-
tatives who had previously been elected for five years in the
Supervisory Board elections held on March 13, 2013. The elec-
tions confirmed the extended membership of some of the
Supervisory Board members representing the shareholders.
Those members are Erich Klemm, Michael Brecht, Jürgen
Langer and Jörg Spies. Elke Tönjes-Werner and Wolfgang Nieke
were newly elected to the Supervisory Board. As members
representing the trade unions, in addition to the new member
Dr. Sabine Maaßen, Jörg Hofmann was reelected to the Super-
visory Board. In the person of Valter Sanches, the Supervisory
Board of Daimler AG continues to have a member on the
employee side representing a trade union from outside German.
Dr. Frank Weber was elected to the Supervisory Board for
the first time; he represents the management staff in the new
Supervisory Board period. The period of office of the elected
members representing the employees ends at the end of
the Annual Shareholders’ Meeting that decides on ratification
of the Board of Management’s actions for the year 2017.
With effect as of the end of the 2013 Annual Shareholders’
Meeting, Prof.Dr. Heinrich Flegel, Dr. Thomas Klebe,
Ansgar Osseforth, Uwe Werner and Lynton R. Wilson stepped
down from the Supervisory Board.
Personnel changes in the Board of Management.
In the Supervisory Board meeting on February 21, 2013,
Dr. Dieter Zetsche was reappointed as Chairman of the
Board of Management of Daimler AG and Head of Mercedes-
Benz Cars for a further three years as of January 1, 2014.
Also in this meeting, Prof. Dr. Thomas Weber was reappointed
as Member of the Board of Management of Daimler AG with
responsibility for the area of “Group Research & Mercedes-Benz
Cars Development” for a further three years as of January 1,
2014. As of April 1, 2013, Andreas Renschler took over Board
of Management responsibility for the area of “Manufacturing
and Procurement Mercedes-Benz Cars & Mercedes-Benz Vans.”
Also since April1, 2013, Dr. Wolfgang Bernhard has held Board
of Management responsibility for the area of “Daimler Trucks.”
In the Supervisory Board meeting in April 2013, Dr. Christine
Hohmann-Dennhardt was reappointed as Member of the Board
of Management with responsibility for the area of “Integrity
and Legal Affairs” for a further three years as of March 1, 2014.
In a Supervisory Board meeting on January 28, 2014, the
contract of service of Andreas Renschler as a member of the
Board of Management was amicably terminated. Respon-
sibility for the Mercedes-Benz Vans division was allocated to
Wilfried Porth. Responsibility for Manufacturing and Procure-
ment Mercedes-Benz Cars was allocated to Dr. Dieter Zetsche
until further notice.
In the Supervisory Board meeting on February 18, 2014,
Bodo Uebber was reappointed as Member of the Board
of Management of Daimler AG with responsibility for the area
of “Finance & Controlling/Daimler Financial Services” for
a further five years as of January 1, 2015.
Report on the work of the committees
The Presidential Committee convened four times last year.
It dealt primarily with corporate governance topics and ques-
tions of remuneration, as well as personnel matters of the
Board of Management. As in previous years, compliance targets
constituted part of the individual target agreements of the
members of the Board of Management. Once again, additional
non-financial targets were also included as criteria in the
target agreements. For the past financial year, important targets
were set in the areas of stakeholders, employees and cus-
tomers, as well as relating to the permanent establishment
of integrity.
The Audit Committee met six times in 2013. Details of those
meetings are provided in a separate report of that committee.
E see pages 172 ff
The Nomination Committee convened twice in 2013. Among
other matters, it prepared recommendations for the Super-
visory Board’s proposals to the Annual Shareholders’ Meeting
2014 on candidates for election. The election proposals give
due consideration not only to the defined qualifications for the
specific position, but also to the recommendations of the
German Corporate Governance Code.
As in previous years, the Mediation Committee, a body
required by the provisions of the German Codetermination
Act (MitbestG), had no occasion to take any action in 2013.
The chairmen of the committees informed the members of the
Supervisory Board about the activities of the committees and
their decisions, in each case in the Supervisory Board meeting
following such decisions.
Personnel changes in the Supervisory Board. With effect
as of the end of the Annual Shareholders’ Meeting on April 10,
2013, Andrea Jung was elected as a member of the Super-
visory Board representing the shareholders until the end of the
Annual Shareholders’ Meeting that decides on ratification
of the Board of Management’s actions for the year 2017. Further-
more, Sari Baldauf and Dr. Jürgen Hambrecht were reelected
as members of the Supervisory Board representing the share-
holders for the same period. The election proposals made
by the Supervisory Board to the Annual Shareholders’ Meeting
were based on recommendations made by the Nomination
Committee.