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fied applicants. If a position must be filled<br />

by outside candidates, we will take special<br />

care to consider properly qualified female<br />

candidates.<br />

The same applies when filling management<br />

positions. When filling positions, the Managing<br />

Directors shall act to ensure diversity<br />

and shall endeavor to ensure that women<br />

comprise a reasonable percentage of the<br />

candidates considered. Today, there are<br />

several women in management positions. In<br />

order to include even more women in management<br />

positions in the future, <strong>PUMA</strong> SE<br />

is using part-time and half-day models, as<br />

well as flexible working hours and the provision<br />

of more childcare places to promote a<br />

better balance between work and family life.<br />

Members of <strong>PUMA</strong> SE’s Administrative<br />

Board, its Managing Directors and other<br />

executives have the opportunity to attend<br />

appropriate training and continuing education<br />

programs.<br />

description oF the working<br />

practices oF the administrative<br />

Board and the managing directors<br />

and the composition and<br />

working practices oF their committees<br />

The Rules of Procedure for the<br />

Administrative Board and the Managing<br />

Directors are available under “Company” at<br />

› http://about.puma.com.<br />

administrative Board<br />

In accordance with the Articles of<br />

Association, the Administrative Board con-<br />

pUMa BUsiness and sUstainaBility RepoRt 2012<br />

sists of at least three members. The<br />

members of the Administrative Board are<br />

appointed by the Annual General Meeting,<br />

a third of them pursuant to the German<br />

Codetermination Act based on binding<br />

nominations by employee representatives.<br />

The following individuals were members of<br />

the Administrative Board in 2012:<br />

› Jochen zeitz<br />

(Member and Chairman until 11/30/2012))<br />

› Jean- François palus<br />

(Chairman as of 12/01/2012)<br />

› François-henri pinault<br />

› grégoire amigues<br />

((Member until 04/24/2012)<br />

› todd hymel<br />

(Member as of 04/24/2012)<br />

› thore ohlsson<br />

› michel Friocourt<br />

› Bernd illig<br />

(Employee Representative)<br />

› martin köppel<br />

(Employee Representative)<br />

› victor Fernandes<br />

(Member until 04/24/2012) (Employee<br />

Representative)<br />

› guy Buzzard<br />

(Member as of 04/24/2012) (Employee<br />

Representative)<br />

The members of the Administrative Board are<br />

appointed for a period <strong>up</strong> to the close of the<br />

Annual General Meeting that adopts the resolution<br />

approving the actions of the Board for<br />

the fourth financial year after the term of office<br />

began (the financial year in which the term<br />

ManageMent RepoRt<br />

of office begins is not counted) and no later than<br />

six years after the respective Administrative<br />

Board member was appointed. Administrative<br />

Board members may not be reappointed.<br />

Meetings of the Administrative Board must<br />

be held at least every three months. Meetings<br />

must also be held if required for the<br />

Company’s welfare or if a member of the<br />

Administrative Board demands that a meeting<br />

be convened.<br />

The Administrative Board convened four<br />

times in 2012.<br />

The names of the members of the Administrative<br />

Board are listed in the explanatory<br />

disclosures in the Notes.<br />

To perform its duties, the Administrative<br />

Board has established various committees,<br />

which report to it regularly on their work.<br />

executive committee<br />

The members of the Executive Committee<br />

in 2012 are Jochen Zeitz (Member and<br />

Chairman until 11/30/2012), Michel<br />

Friocourt, Martin Köppel and Thore Ohlsson<br />

(Member and Chairman as of 12/01/2012).<br />

The Executive Committee is responsible for<br />

organizing meetings of the Administrative<br />

Board and for making decisions when<br />

instructed by the Administrative Board to<br />

do so on its behalf.<br />

personnel committee<br />

The members of the Personnel Committee in<br />

2012 are François-Henri Pinault (Chairman),<br />

Jochen Zeitz (Member until 11/30/2012),<br />

Bernd Illig and Jean-François Palus (Member<br />

as of 12/01/2012). Personnel Committee<br />

meetings are scheduled to coincide with<br />

meetings of the Administrative Board.<br />

The Personnel Committee is responsible<br />

for entering into and making changes to<br />

Managing Directors’ employment contracts<br />

and for establishing policies for Human<br />

Resources and personnel development.<br />

The entire Administrative Board decides<br />

on issues involving the Managing Directors’<br />

compensations based on recommendations<br />

from the Personnel Committee.<br />

audit committee<br />

In 2012 the Audit Committee is comprised of<br />

the Administrative Board members Thore<br />

Ohlsson (Chairman), Jean-François Palus,<br />

Bernd Illig (Member until 07/25/2012) and<br />

Guy Buzzard (Member as of 07/25/2012).<br />

In particular, the Audit Committee is<br />

responsible for accounting issues and<br />

monitoring the accounting process, the<br />

effectiveness of the internal control system,<br />

the risk management system, internal<br />

audits, compliance and the audit of the<br />

financial statements, and here in particular<br />

for the required independence of the statutory<br />

auditors, issuing the audit assignment<br />

to the statutory auditors, defining the audit<br />

areas of focus, any additional services to be<br />

performed by the statutory auditors and the<br />

fee agreement.<br />

The Chairman of the Audit Committee must<br />

be an independent shareholder representative<br />

and must have expertise in the fields of<br />

accounting and auditing in accordance with<br />

Section 100(5) AktG.<br />

The recommendation of the Administrative

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