Mercedes 2002 Annual Report Download - page 154

148 |Report of the Supervisory Board
In the July meeting, the Supervisory Board discussed the
strategy of the Commercial Vehicles division. In this context it
received a detailed report from the Board of Management on
the division’s strategic goals and their consequences, as well
as on the present state of the market for commercial vehicles.
The report on the first half of 2002 was presented and infor-
mation was received on the engagement of KPMG as external
auditors for the 2002 financial year and on the main areas of
this audit as determined by the Chairman of the Supervisory
Board. The Supervisory Board also consented to the closure
and sale plans for some of Chrysler Group’s component
plants. The Supervisory Board also dealt intensively with the
situation at MMC, including the progress of restructuring
measures, and with general market developments in Asia.
The focus of September’s meeting was on decisions con-
cerning the Commercial Vehicles division. The Supervisory
Board agreed to the acquisition of a 43% equity interest in the
spun-off commercial-vehicles business of MMC. It also con-
sented to the acquisition of a 50% stake in Hyundai Motor
Company’s commercial-vehicles business, also to be spun off.
Within this context the Supervisory Board also dealt with the
issue of financing at MMC. Important decisions were also tak-
en on personnel matters. Klaus-Dieter Vöhringer, responsible
for research and technology, retired from the Board of Man-
agement on December 31, 2002. As his successor, the Super-
visory Board appointed Thomas Weber as deputy member of
the Board of Management for a period of three years with
effect from January 1, 2003. In view of their good work, Wolf-
gang Bernhard and Rüdiger Grube, both hitherto deputy mem-
bers of the Board of Management, were made full members.
The Board of Management informed the Supervisory Board in
detail on Chrysler Group’s situation and current strategic
considerations, including the future product portfolio. In the
context of restructuring Formula One racing activities, the
gradual acquisition of a 75% ownership interest in Ilmor UK
was approved.
In the last meeting of the year 2002 on December 12, follow-
ing detailed discussions, the Supervisory Board approved
the medium-term corporate planning for 2003 through 2005
(including investment, human-resources and earnings targets),
as well as the scope of financing limits for the year 2003.
Decisions were taken on the further financing of Toll Collect
GmbH and debis AirFinance. In addition, the Supervisory
Board received reports on regulations connected with the
German Corporate Governance Code and the Sarbanes-Oxley
Act, and discussed their implementation at the company. After
detailed consultations, a Declaration of Compliance in accor-
dance with Section 161 of the
German Stock Corporation Law (AktG) and new Rules of
Procedure for the Supervisory Board and its committees
were approved.
At the end of January 2003 and following a recommendation
by the Presidential Committee, the Supervisory Board took
several decisions regarding the reduction of the size of the
Board of Management and its rejuvenation. The appointments
of Manfred Bischoff, Klaus Mangold and Gary C. Valade will
expire on December 16, 2003. In addition to his own respon-
sibilities, Rüdiger Grube will then assume the duties of Mr.
Bischoff relating to the Group’s investment in Mitsubishi
Motors Corporation. After Mr. Mangold’s departure, respon-
sibility for the Services division will be transferred to Bodo
Uebber, who was appointed deputy member of the Board of
Management for a period of three years with effect from
December 16, 2003. Thomas W. Sidlik, who was re-appointed
for a further five years from December 16, 2003, will on that
date also take over responsibility for global procurement and
supply from Mr. Valade. Mr. Sidlik’s present responsibility
of procurement and supply for Chrysler Group will no longer
be a Board of Management position. It is planned that Messrs.
Bischoff, Mangold and Valade will continue to be available to
the company on an advisory basis.
In order to ensure continuity in the Board of Management,
also with effect from December 16, 2003, the Supervisory
Board extended the appointment of Manfred Gentz for another
year and the appointments of Eckhard Cordes and Dieter
Zetsche for a further five years. The areas of responsibility of
these three members will remain unchanged.