QIAGEN N.V. Annual Report 2001

later, he became Senior Vice President and head of R&D, Switzerland. In 1992, Prof. Dr. Karobath joined Rhone
Poulenc Rorer (”RPR”) as President of R&D and Executive Vice President and later he became a member of the Boards
of Directors of RPR, Pasteur Mérieux Connought, Centeon and Rhone Poulenc Pharma. He has received several
scientific awards and has published 92 scientific papers. Dr. Karobath also serves as an executive board member of
Coley Pharmaceutical Group, as chairman and executive board member of IDEA AG and as deputy chairman and
executive board member of CARDION AG.
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Professor Dr. jur. Carsten P. Claussen was Chairman of the Supervisory Board of the Company from 1988 to June 1999
and was appointed as a Special Advisor and Honorary Chairman in 1999. Professor Claussen is no longer a voting
member of the Supervisory Board. For many years he has pursued a career in private banking. Between 1976 and
1987, Professor Claussen was a member of the Executive Board of Norddeutsche Landsbank, Hannover, and
Chairman of the Hannover Stock Exchange. Since 1987, he has been a lawyer in Duesseldorf and senior advisor to
IKB Deutsche Industriekreditbank, Düsseldorf. At present, he is a partner in the law firm of Hoffmann Liebs and Partner
and specializes in corporate law and capital market transactions. He is Chairman of the Board of TON ART AG,
Duesseldorf; Flossbach & v. Storch Vermögensmangagement AG, Cologne; Co.don AG, Teltow and WAS Worldwide
Analytical Systems AG, Cleve and is a member of other boards. Professor Claussen received his Ph.D. in law from
the University of Cologne.
AUDIT AND COMPENSATION COMMITTEES
The Audit Committee consists of two members, Dr. Hornef (Chairman) and Mr. Walter, and meets at least quarterly.
The Audit Committee members are appointed by the Supervisory Board and serve for a term of one year. The Audit
Committee recommends the selection of independent public accountants to audit the consolidated financial statements
and local books and records of the Company and its subsidiaries, along with approving the fees for such services;
reviews the performance of the independent public accountants with management, discusses on a quarterly basis the
scope and results of the reviews and audits with the independent public accountants; discusses the Company’s
financial accounting and reporting principles and policies and the adequacy of the Company’s internal accounting,
financial and operating controls with the independent public accountants and management; considers and approves
any recommendations regarding changes to the Company’s accounting policies and processes; reviews with
management and the independent public accountants the Company’s quarterly earnings reports prior to its release to
the press; and reviews the quarterly and annual reports (reported on Forms 6-K and 20-F) to be filed with the Securities
Exchange Commission and the Deutsche Börse.
The Compensation Committee consists of two members: Professor Riesner (Chairman) and Dr. Wirtz. Members are
appointed by the Supervisory Board and serve for a term of one year. The Compensation Committee reviews and
approves all stock option grants, reviews and approves the annual salaries, bonuses and other benefits of executive
officers, and reviews general policies relating to employee compensation and benefits.
MARKET INFORMATION
The Company approved a four-for-one stock split during fiscal 2000 and a two-for-one stock split and par value
currency conversion in fiscal 1999.
To effect the four-for-one stock split, on June 16, 2000, the shareholders of the Company approved the amendment
of the Company’s Articles of Association to increase the number of authorized shares of common stock from 65 million
to 260 million. The Company’s Board of Supervisory Directors and Managing Board approved the split in May 2000.
Common shareholders of record on July 3, 2000 received three additional shares for each share held on that date.
The additional shares were distributed and the stock split was effective on July 13, 2000.
On June 18, 1999, the shareholders of the Company approved the amendment of the Company’s Articles of
Association to increase the number of authorized shares of common stock from 32.5 million to 65 million, which was
required to effect the two-for-one stock split that the Company’s Board of Supervisory Directors and Managing Board
approved in May 1999. Common shareholders of record on July 2, 1999 received one additional share for each
share held on that date. The additional shares were distributed and the stock split was effective on July 16, 1999.