Porsche 2012 Annual Report Download - page 30

the supervisory board chairman, who always has to
be a member of the supervisory board elected by
the shareholders, casts a deciding vote.
The supervisory board currently has four com-
mittees. Three of these are permanent: an executive
committee, an audit committee and a nomination
committee. In the fiscal year 2012, there was also
the integrated automotive group committee, a tem-
porary committee set up in the fiscal year 2011,
which existed until 31 December 2012.
The executive committee functions as the per-
sonnel committee and decides in urgent cases on
transactions requiring approval. The audit commit-
tee supports the supervisory board in monitoring
the company’s management and reviews the ac-
counting process, the effectiveness of the internal
control system, compliance system, risk manage-
ment system and internal audit system, and the
independent audit of the financial statements. The
nomination committee provides the supervisory
board with recommendations for the supervisory
board’s proposals to the annual general meeting
concerning the election of supervisory board
members.
The integrated automotive group committee
adopted resolutions on behalf of the supervisory
board as a whole where required by law or other-
wise conducive to the creation of an integrated
automotive group. These competencies were trans-
ferred only to the extent that the resolution is not
required by Sec. 107 (3) Sentence 3 AktG to be
passed by the supervisory board as a whole. Ac-
cording to the provisions of the supervisory board
resolution, resolutions in the integrated automotive
group committee had to be passed unanimously.
The committee was established until 31 December
2012 and therefore no longer exists.
Rights of the shareholders
Porsche SE’s share capital is equally divided into
ordinary shares and preference shares without
voting rights. The shareholders exercise their rights
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Corporate governance report