Mercedes 2010 Annual Report Download - page 19

To Our Shareholders | Report of the Supervisory Board | 15
Cooperation between the Supervisory Board and the Board
of Management. In all of the Supervisory Board meetings, there
was an intensive and open exchange of opinions and information
concerning the position of the Group, business and financial
developments, fundamental issues of corporate policy and strat-
egy, and development opportunities in important growth markets
as well as compliance issues. The members of the Supervisory
Board regularly prepared for resolutions on transactions requir-
ing Supervisory Board consent on the basis of documentation
provided in advance by the Board of Management. They were
supported by the relevant committees, and discussed the projects
upon which decisions were to be taken with the Board of Manage-
ment. All the members of the Board of Management attended all
the meetings of the Supervisory Board. Furthermore, the Board of
Management informed the Supervisory Board with the use of
monthly reports and quarterly risk reports about the most impor-
tant performance figures and submitted the interim reports to the
Supervisory Board. The Supervisory Board was kept fully
informed of specific matters also between its meetings, and, as
required in individual cases, following consultation with the
Chairman of the Supervisory Board it was requested to pass its
resolutions in writing. In addition, the Chairman of the Board
of Management informed the Chairman of the Supervisory Board
in regular discussions about all important developments and
upcoming decisions.
Issues discussed at the meetings in 2010. In a meeting in
February 2010, the Supervisory Board dealt with personnel mat-
ters of the Board of Management. In the presence of the external
auditors, the preliminary key figures of the company financial
statements and the consolidated financial statements were dis-
cussed, as well as possible alternatives for the dividend proposal
to be made at the Annual Shareholders’ Meeting. In view of the
exceptional crisis conditions in 2009 and the Group’s net loss
for that year, the Supervisory Board resolved to follow the recom-
mendation of the Board of Management and not to make a divi-
dend proposal at the Annual Shareholders’ Meeting. The prelimi-
nary key figures were published at the Annual Press Conference
on February 18, 2010.
After the Supervisory Board had dealt in detail with the condi-
tions, in February 2010, it granted its approval to the termination
by mutual agreement of investigations of possible violations of
the US Foreign Corrupt Practices Act by the US Securities & Exchange
Commission (SEC) and the US Department of Justice (DOJ).
The final settlement was then reached with the US authorities
on April 1, 2010.
Dr. Manfred Bischoff, Chairman of the Supervisory Board.