Henkel Annual Report 2011 - Henkel AG & Co. KGaA Annual Report ...

Henkel Annual Report 2011 Report of the Supervisory Board
9
“ We look forward with
confidence to the further
development of our
company.”
On the basis of the objectives agreed within the
Supervisory Board with respect to its future
composition, the members of the Nominations
Committee made appropriate recommendations
in preparation for the resolutions to be formulated
by the Supervisory Board and placed before the
2012 Annual General Meeting with respect to the
upcoming election of shareholder­representative
members.
Efficiency audit
The Supervisory Board and the Audit Committee
regularly examine the efficiency with which
they perform their duties. This is done through
discussion in the Supervisory Board plenary
meetings and within the Audit Committee, based
on a comprehensive, company­specific checklist.
This deals with relevant major aspects such as
preparation and conduct of meetings, scope and
content of documentation and information
(particularly with respect to financial reporting
and auditing tasks), performance management
and cost control, and risk management. Questions
relating to corporate governance and
possible improvements are also dealt with.
The results of these self­assessment audits were
discussed in detail at the meeting of the Audit
Committee on March 5, 2012, and that of the
Supervisory Board on March 6, 2012. The efficiency
of the Audit Committee and the Supervisory
Board, and also the requisite independence of
their members, were duly confirmed.
Corporate governance and declaration of
compliance
Again in 2011, we consulted on issues relating
to corporate governance, details of which are
available in the corporate governance report on
pages 29 to 36, with which we fully acquiesce.
At the meeting of March 6, 2012, we discussed
and approved the joint Declaration of Compliance
of the Management Board, the Shareholders’
Committee and the Supervisory Board with respect
to the German Corporate Governance Code (Kodex)
for 2012. The full wording of the current and previous
declarations of compliance can be found
on the company website.
Annual and consolidated financial statements /
Audit
The annual financial statements of Henkel AG &
Co. KGaA and the management report have been
prepared by the Management Board in accordance
with the provisions of the German Commercial
Code [HGB]. The consolidated financial statements
and the Group management report have
been prepared by the Management Board in
accordance with International Financial Reporting
Standards (IFRS) as endorsed by the European
Union, and in accordance with the supplementary
German statutory provisions pursuant to
Section 315a (1) HGB. The consolidated financial
statements in their present form exempt us from
the requirement to prepare consolidated financial
statements in accordance with German law.
The auditor appointed for 2011 by the last Annual
General Meeting – KPMG AG Wirtschaftsprüfungsgesellschaft
(KPMG) – has examined the 2011
annual financial statements of Henkel AG & Co.
KGaA and the 2011 consolidated financial statements,
including the management reports. The
annual financial statements and the consolidated
financial statements have been issued with an
unqualified opinion.
KPMG reports that the annual financial statements
give a true and fair view of the net assets,
financial position and results of operations of
Henkel AG & Co. KGaA in accordance with German
generally accepted accounting principles, and
that the consolidated financial statements give a
true and fair view of the net assets, financial
position and results of operations of the Group in
compliance with International Financial Reporting
Standards and the supplementary German
statutes pursuant to Section 315a (1) HGB.