The Board of Management
Overview of the Areas of Responsibilities
The sole responsibility for the management of the company lies with its Board of Management. This is responsible for managing, coordinating and controlling business within the framework of the objectives it has specified for the company. Furthermore, the Board of Management represents the enterprise in court and in dealings with third parties.
The rights and obligations of the Board of Management of the company are specified in the German Stock Corporation Act, in the Memorandum and Articles of Incorporation, the Rules of Procedure of the Board of Management and the employment contracts of the members of the Board of Management, that are supplemented by the catalog of approval of the Supervisory Board as well as the reporting requirements determined by law and by the Supervisory Board.
Company transactions are jointly managed by the Board of Management (collegial principle).
The internal organization of the Board of Management is specified in the Rules of Procedure. This contains rules which specify the areas of responsibility of the whole Board of Management, of the Chairman and the individual Board of Management members. It also contains regulations on the meetings of the Board of Management as well as the relationships between the Board of Management and the Supervisory Board.
The main duties of the members of the Board of Management can be summarized as follows:
-
The Board of Management manages the company in the best interests of the company in compliance with the laws and standards of good practice.
-
The Board of Management develops the strategic planning of the enterprise. It identifies and develops strategic planning for the company and coordinates this with the Supervisory Board. The Board of Management implements the planning after the Supervisory Board has given its approval and supervises its implementation; it recommends amendments, in so far as these appear to be necessary.
-
Preparation of the annual plan and budget.
The Board of Management develops an annual operating plan and annual budget in line with its strategic approach for the enterprise. -
Setting up a risk monitoring system.
The Board of Management sets up a risk monitoring system for early identification of possible risks, develops this system on an ongoing basis and monitors its efficiency. -
Preparation of the annual financial statements for the company and the group. The Board of Management is responsible for preparing the annual financial statements for the comapny and the group and for their correctness. The Board of Management ensures that the annual financial statements correctly reflect the asset and earnings situation of the company and presents the annual financial statements and the consolidated financial statements to the General Meeting.
