annual Report 2009 - STRATEC Biomedical AG
annual Report 2009 - STRATEC Biomedical AG
annual Report 2009 - STRATEC Biomedical AG
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<strong>Report</strong> of the board of Management<br />
<strong>Report</strong> of the supervisory board<br />
THE share<br />
Corporate Governance<br />
Group Management report<br />
Consolidated financial statements<br />
Service<br />
the risk of fines or contractual penalties due to non-compliance<br />
with regulations or the risk of legal proceedings being<br />
initiated against the company’s directors and officers. The<br />
availability of considerable expertise at the internal legal<br />
department and from the legal advisors of the <strong>STRATEC</strong><br />
Group enable these risks under private, criminal and labor<br />
law to be dealt with appropriately. The investor relations<br />
and communications departments of the <strong>STRATEC</strong> Group<br />
are the contact partners for risks relating to capital market<br />
law in terms of non-compliance with disclosure obligations<br />
or insider trading.<br />
Internal information system – Within the <strong>STRATEC</strong> Group,<br />
the internal exchange of information takes place directly<br />
between the relevant specialist departments and management<br />
teams in the case of subsidiaries. This process is<br />
assisted by the quality management department and is<br />
dependent on the clear instruction issued by this department<br />
to all employees that the agreed regulations have to<br />
be complied with. The assessment of such risks is covered<br />
by a separate section in the risk management system of the<br />
<strong>STRATEC</strong> Group. The specialist departments hold regular<br />
employee training sessions covering the relevant requirements<br />
(including those applicable to the capital market).<br />
Internal controlling system – Controlling activities in<br />
the context of the compliance management system are<br />
performed by the relevant specialist departments, which<br />
in turn are required to report to the management of the<br />
respective companies of <strong>STRATEC</strong> <strong>AG</strong>.<br />
All key positions at the <strong>STRATEC</strong> Group are filled with<br />
responsible, competent employees. Within their respective<br />
areas of responsibility, however, managers are nevertheless<br />
obliged to perform ongoing checks throughout the<br />
business process.<br />
The ongoing checks in both development and production<br />
divisions take the form of documentation inspections<br />
undertaken by the respective managers. Moreover, the<br />
quality management department also performs internal<br />
audits at regular intervals. Accounting procedures and the<br />
flow of funds at the companies are inspected by applying<br />
the dual control principle and by undertaking audits of key<br />
areas upon the preparation of the financial statements.<br />
The Board of Management is regularly informed about<br />
the compliance system and about important compliancerelated<br />
matters at the company. The Board of Management<br />
in turn reports on compliance-related matters to the Supervisory<br />
Board within the framework of the risk management<br />
system.<br />
13. Risk report<br />
Risk report:<br />
Risk management system<br />
The risk management system was established as an early<br />
warning risk identification system and serves to analyze and<br />
assess the risks facing the company and its environment<br />
pursuant to § 91 (2) of the German Stock Corporation<br />
Act (AktG). The individuals required to report such risks<br />
compile reports on their respective areas of risk at fixed<br />
intervals, as well as ad-hoc reports if necessary, which<br />
are qualified and quantified on the basis of a systematic<br />
approach. At the various levels of aggregation, the decision<br />
makers and directors and officers of the company<br />
are provided with a so-called Risk Handbook to serve as<br />
a controlling instrument. This enables the conceivable<br />
consequences of individual risks, including those arising<br />
over time, to be viewed and assessed alongside any<br />
change in their probability of occurrence. With the extension<br />
of group structures within the <strong>STRATEC</strong> Group, the<br />
subsidiaries have been incorporated into the existing risk<br />
management system at the parent company. The respective<br />
risks and their various interdependencies are analyzed<br />
both at the individual companies and between the group<br />
companies.<br />
The opportunities arising for the <strong>STRATEC</strong> Group on<br />
account of its cooperation with existing and new partners,<br />
its new technologies, and its substantial growth in changing<br />
markets are to be assessed as being sustainably positive.<br />
Potential risks should nevertheless be reported, regardless<br />
of whether it is considered likely or unlikely that they will<br />
actually occur. Factors such as the speed of development,<br />
the smooth integration of hardware and software, and the<br />
fulfillment of regulatory and market requirements have a<br />
considerable impact on the growth and success of the<br />
<strong>STRATEC</strong> Group. In contrast to these, other factors, such<br />
as the definition of market acceptance criteria and the<br />
reagents portfolio, a major factor in the success of a given<br />
product, lie outside the control of the <strong>STRATEC</strong> Group. Due<br />
to our business model, trials, validation, the extent to which<br />
minimum purchase volumes are exceeded and the sales<br />
structures are in the hands of our customers.<br />
stratec Annual <strong>Report</strong> <strong>2009</strong><br />
39