DHL 2012 Annual Report Download - page 116

Seven meetings during the reporting year
Four Supervisory Board meetings took place during the rst half of the year and three in the second. All
members participated in at least   of the meetings. e overall participation rate was approximately  .
On  January  we met in an extraordinary meeting to address the European Commission’s
charge that Deutsche Post had received illegal state aid. In a related ruling, the European Commission
required the German federal government to issue an ocial demand to Deutsche Post for the repayment
of state aid. Deutsche Post and the federal government have appealed against the European Commission’s
decision.
At the nancial statements meeting on  March , with the auditors in attendance, we discussed
and approved the annual and consolidated nancial statements for . At that meeting we also accepted
Walter Scheurle’s resignation from the Board of Management. Angela Titzrath had already been appointed
in December  to succeed Walter Scheurle. In addition, we adopted the Supervisory Board’s proposed
resolutions for the Annual General Meeting , assessed whether the Board of Management had
achieved its targets for the  nancial year and discussed ways to provide targeted support to put more
women in management positions within the Group. We also discussed the outcome of the review on the
eciency of the Supervisory Board’s work.
A further extraordinary meeting of the Supervisory Board was convened on  May  to address
the additional  payment demanded by German tax authorities for the period from  to .
At the meeting of the Supervisory Board on  June , we approved the acquisition of intelliAd
Media GmbH. is acquisition strengthens Deutsche Post’s position in the eld of online marketing.
Matters relating to the Board of Management, including the remuneration of its members, were also
dealt with.
On  September , the company organised a Directors’ Day to provide Supervisory Board mem-
bers with basic and further training. Selected speakers gave presentations on the internal control and risk
management system and recent changes to accounting standards. In the meeting on  September ,
part of which was conducted without the Board of Management members, we discussed the appropriate-
ness of the Board of Management’s remuneration and its various components. Over the following one-
and-a-half days, the Supervisory Board met in closed session for a detailed discussion on implementing
Strategy  within the Group and the divisions. In order to provide an outside perspective to supplement
its view of the Group, a number of distinguished guest speakers were also invited.
On  December  a further extraordinary meeting took place, in which the Supervisory Board
authorised the issue of convertible bonds to secure the continued funding of pension obligations. e
decision regarding the nal terms was delegated to the Finance and Audit Committee.
Following in-depth discussions in the Supervisory Board’s nal meeting of the year on  Decem-
ber , we adopted the business plan for  and agreed the Board of Management’s targets for .
In addition, we considered the Supervisory Board’s remuneration and agreed on a recommendation to
the . e target composition of the Supervisory Board was amended, such that the proportion of
independent members of the Supervisory Board, as dened in paragraph .. of the German Corporate
Governance Code, should be at least  . Together with the Board of Management, we again submitted
an unqualied Declaration of Conformity with the German Corporate Governance Code.
Deutsche Post DHL Annual Report 
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