Mercedes 2010 Annual Report Download - page 23

To Our Shareholders | Report of the Supervisory Board | 19
Personnel changes in the Board of Management. In a Super-
visory Board meeting in February 2010, the Supervisory Board
resolved to reappoint Dr. Dieter Zetsche and Dr. Thomas Weber as
members of the Board of Management, in each case as of January
1,
2011 for three years, in accordance with resolutions of the
Supervisory Board passed in the year 2006. In addition, the Super-
visory Board resolved to expand the Board of Management with
the addition of one position and to appoint Dr. Wolfgang Bernhard
as a member of the Board of Management of Daimler AG with
responsibility for Production and Procurement Mercedes-Benz
Cars and for the Mercedes-Benz Vans division for three years
as of February 18, 2010.
In a Supervisory Board meeting in September 2010, the Super-
visory Board passed a resolution on the future expansion of the
Board of Management and the creation of a new Board of
Management position with responsibility for Integrity and Legal
Affairs.
In a meeting dealing with the expansion of the Board of Management
through the addition of a position for Integrity and Legal in
mid-February 2011, the Supervisory Board resolved to appoint
Dr. Christine Hohmann-Dennhardt, a former judge at Germany’s
Federal Constitutional Court, as a member of the Board of Man-
agement for a period of three years as of February 16, 2011,
to make her responsible for Integrity and Legal, and to adjust the
schedule of responsibilities of the Board of Management accord-
ingly. In addition, the Supervisory Board resolved to reappoint
Bodo Uebber as the member of the Board of Management
responsible for Finance & Controlling and Daimler Financial Services
for a period of three years as of December 16, 2011, in accor-
dance with the relevant resolution of the Supervisory Board of the
year 2006. Also in this meeting, in the presence of the external
auditors, the Supervisory Board dealt with the preliminary key
figures of the company and consolidated financial statements
and the dividend proposal to be made to the shareholders at the
Annual Meeting. The preliminary key figures were disclosed at
the Annual Press Conference on February 16, 2011.
Audit of the 2010 financial statements. The financial statements
of Daimler AG and the combined management report for the
Company and the Group for 2010 were duly audited by KPMG AG,
Wirtschaftsprüfungsgesellschaft, Berlin, and were given an
unqualified audit opinion. The same applies to the consolidated
financial statements for 2010 prepared according to IFRS, which
were supplemented with the combined management report and
additional notes. The financial statements, the Board of Manage-
ment’s proposal on the appropriation of profits and the auditors’
reports were submitted to the Supervisory Board for its review.
In preparation, the members of the Supervisory Board were pro-
vided with comprehensive documentation – some of it in draft
form – including the Annual Report, the audit reports of KPMG on
the company financial statements of Daimler AG and the consoli-
dated financial statements according to IFRS, and the combined
management report for Daimler AG and the Group, as well as
drafts of the reports of the Supervisory Board and the Audit Com-
mittee. A Form 20-F report no longer had to be prepared due to
the delisting and deregulation in the United States. The documents
presented were dealt with in detail in a meeting at the end of
February, first by the Audit Committee and then by the Supervisory
Board, and were discussed in the presence of the auditors,
who reported on the results of their audit. The Supervisory Board
declared its agreement with the results of the audit, established
in the framework of its own review that no objections were to be
raised, and approved the financial statements presented by
the Board of Management. The company financial statements of
Daimler AG are thereby adopted. The Supervisory Board also
discussed the situation of the EU Commission’s antitrust investi-
gations of European manufacturers of commercial vehicles, dealt
with the Board of Management’s proposal on the appropriation of
profits and approved that proposal. It also approved the report
of the Supervisory Board in its current draft and approved the
agenda for the Annual Shareholders’ Meeting in 2011.
Appreciation. The Supervisory Board thanks all of the employees
of the Daimler Group, the management and the departing member
of the Supervisory Board for their personal contributions and
special efforts, as a result of which the Group performed very
well already in the first year after successfully meeting the chal-
lenges of crisis year 2009.
Stuttgart, February 2011
The Supervisory Board
Dr. Manfred Bischoff
Chairman