Mercedes 2012 Annual Report Download - page 25

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23
1 | To Our Shareholders | Report of the Supervisory Board
Personnel changes in the Board of Management. In the
Supervisory Board meeting in April 2012, as mentioned above,
Dr. Wolfgang Bernhard was reappointed as a member of the
Board of Management with responsibility for Manufacturing
and Procurement Mercedes-Benz Cars & Mercedes-Benz Vans
for a further five years as of March 1, 2013. In the meeting
in December 2012, the Supervisory Board decided to expand the
Board of Management and appointed Hubertus Troska as
a member of the Board of Management with responsibility for
“Greater China” as of December 13, 2012 for a period of three
years, i.e. until December 31, 2015. With the appointment of
Hubertus Troska, the Board of Management has been
expanded to eight members. In addition, Andreas Renschler
was reappointed as a member of the Board of Management
with unchanged responsibility as of October 1, 2013 for a
period of five years, i.e. until September 30, 2018.
In the Supervisory Board meeting on February 21, 2013,
Dr. Dieter Zetsche was appointed for a further three years as
of January 1, 2014 as Chairman of the Board of Management
of Daimler AG and Head of Mercedes-Benz Cars. Also in this
meeting, Prof. Dr. Thomas Weber was appointed for a further
three years as of January 1, 2014 as Member of the Board of
Management of Daimler AG responsible for Group Research
& Mercedes-Benz Cars Development. As of April 1, 2013,
Andreas Renschler will assume Board of Management
responsibility for Manufacturing and Procurement Mercedes-
Benz Cars & Mercedes-Benz Vans. At the same time,
Dr. Wolfgang Bernhard will assume Board of Management
responsibility for Daimler Trucks.
Audit of the 2012 company and consolidated financial
statements. The financial statements of Daimler AG and
the combined management report for the Company and the
Group for 2012 were duly audited by KPMG AG, Wirtschafts-
prüfungsgesellschaft, Berlin, and were given an unqualified
audit opinion. The same applies to the consolidated financial
statements for 2012 prepared according to IFRS.
In the presence of the auditors in a meeting in early February
2013, the Supervisory Board discussed the preliminary key
figures of the annual company and consolidated financial
statements for 2012 and the dividend proposal to be made
at the 2013 Annual Shareholders’ Meeting. The preliminary
key figures for the year 2012 were announced at the Annual
Press Conference on February 7, 2013.
In the aforementioned meeting, the Supervisory Board dealt
with the annual company financial statements, the annual
consolidated financial statements and the combined manage-
ment report for Daimler AG and the Daimler Group, each of
which had been issued with an unqualified audit opinion by the
external auditors, as well as the reports of the Audit Commit-
tee and the Supervisory Board, the corporate governance
report and the remuneration report, and the proposal on
the distribution of distributable profit. In preparation, the
members of the Supervisory Board were provided with com-
prehensive documentation, some of it in draft form, including
the Annual Report with the consolidated financial statements
according to IFRS, the combined management report for
Daimler AG and the Daimler Group, the corporate governance
report and the remuneration report, the annual company
financial statements of Daimler AG, the proposal of the Board
of Management on the distribution of distributable profit,
the audit reports of KPMG for the annual company financial
statements and the consolidated financial statements of
Daimler AG, each including the combined management report,
as well as drafts of the reports of the Supervisory Board
and of the Audit Committee.
The Audit Committee and the Supervisory Board dealt with
those documents in detail and discussed them intensively
in the presence of the responsible external auditors, who
reported on the results of their audit and were available
to answer supplementary questions and to provide additional
information. Following the final results of the review by
the Audit Committee and its own review, the Supervisory
Board declared its agreement with the results of the audit
by the external auditors, determined that no objections were
to be raised, and approved the financial statements and
the combined management report as presented by the Board
of Management. The company financial statements of
Daimler AG for the year 2012 were thereby adopted. The Super-
visory Board also consented to the proposal made by the
Board of Management on the distribution of distributable profit
and approved the report of the Supervisory Board, the cor-
porate governance report and the remuneration report in their
current drafts. Furthermore, the Supervisory Board approved
its proposed decisions on the items of the agenda for the 2013
Annual Shareholders’ Meeting.
Appreciation. The Supervisory Board thanks all of the
employees and the management of the Daimler Group for their
personal contributions to the successful year 2012. Special
thanks are due to a longstanding member of the Supervisory
Board, Stefan Schwaab, who stepped down in June after
many years of close involvement and exceptional personal
commitment to the Group.
Stuttgart, February 2013
The Supervisory Board
Dr. Manfred Bischoff
Chairman