Porsche 2007 Annual Report Download - page 13

10
To our shareholders
The Company
The new Panamera
Financials
The Supervisory Board has formed an Executive
Committee that makes decisions on the conclusion,
amendment and cancellation of the employment
agreements of the Executive Board members and
transactions requiring the approval of the Super-
visory Board in urgent cases. The Executive Com-
mittee makes suggestions to the Supervisory
Board as regards the appointment of members
to the Executive Board. The Supervisory Board
appoints the members of the Executive Board
directly and can revoke the appointment if required.
Following the reincorporation, the Executive Com-
mittee replaced the Standing Committee of the
former Dr. Ing. h.c. F. Porsche Aktiengesellschaft,
which acted as a personnel and mediation com-
mittee within the meaning of Sec. 27 (3) MitbestG
[”Mitbestimmungsgesetz”: German Co-determina-
tion Act]. No other committees were established.
The Executive Committee comprises the chair-
person of the Supervisory Board, his deputy and
a shareholder representative and employee re-
presentative elected from the Supervisory Board.
Dr. Hans Michel Piëch was elected as a new mem-
ber of the Executive Committee at the extraordi-
nary meeting of the Supervisory Board on 3 March
2008. He thus assumed the seat left by Dr. techn.
h.c. Ferdinand K. Piëch, who stepped down from
the Executive Committee. Dr. Wolfgang Porsche,
Mr. Uwe Hück and Mr. Hans Baur are also members
of the Executive Committee. The Executive Com-
mittee met five times, of which one meeting was
held prior to the conversion from the Standing
Committee of Dr. Ing. h.c. F. Porsche Aktiengesell-
schaft. It was not necessary to convene the Media-
tion Committee.
Corporate Governance
The Supervisory Board and the Executive Board
have again discussed the recommendations and
suggestions of the German Corporate Governance
Code and issued a declaration of compliance pur-
suant to Sec. 161 AktG, which was made perma-
nently available to the shareholders on the web-
site www.porsche-se.com. An unabridged version
of the declaration of compliance is presented in
the annual report 2007/08. The Supervisory Board
examined the efficiency of its activities on a regular
basis.
Audit of the financial statements for
fiscal 2007/08
The financial statements of Porsche Automobil
Holding SE prepared by the Executive Board and
the consolidated financial statements for fiscal
2007/08, together with the bookkeeping system
and the combined management report and group
management report have been audited by Ernst &
Young AG Wirtschaftsprüfungsgesellschaft Steuer-
beratungsgesellschaft, Stuttgart. The scope of
this audit included the measures of the Executive
Board for the early detection of risks that could
jeopardize the continued existence of the Company
as a going concern. The auditors have not raised
any objections and have confirmed this by render-
ing an unqualified audit opinion.
The financial statements of Porsche Automobil
Holding SE, the consolidated financial statements
and the combined management report and group
management report, on which Ernst & Young AG
Wirtschaftsprüfungsgesellschaft Steuerberatungs-
gesellschaft, Stuttgart, has rendered an unqualified
audit opinion, as well as the audit reports of the
auditors of the financial statements and the pro-
posal of the Executive Committee on the appropria-
tion of retained earnings were made available in
a timely manner to the Supervisory Board for re-
view. The Supervisory Board conducted a detail-
ed review of the documents presented pursuant
to Art. 9 (1) c (ii) Council Regulation (EC) No.
2157/2001 and Sec. 170 (1) and 2 AktG as well
as the audit reports of the auditors of the financial
statements. The Supervisory Board agrees with