pdf (2.5 MB) - METRO Group

Metro Group : annual report 2010 : BuSineSS
→ RePoRt oF tHe sUPeRVisoRY BoaRd
Prof. dr Jürgen Kluge
ChairMan of the
SuperViSorY Board
Profile: Prof. dr Jürgen Kluge became Chairman of the supervisory Board of
metRo aG in may 2010. Kluge was born in Hagen, Germany, in 1953. He studied
physics at the universities of Cologne and essen, focusing on experimental laser
physics. He earned his Phd in 1984 at the University of essen. in 2004, he became
an honorary professor at the department of mechanical engineering at the technical
University of darmstadt. From 1984 to 2009, Kluge worked at mcKinsey &
Com pany in düsseldorf. He served as head of the German branch of the consulting
firm from 1999 to 2006. in his final position there, he oversaw the public sector practice.
Kluge was also a long-time member of the shareholder Council, the international
leadership group of mcKinsey. on 1 January 2010, Kluge became Chairman
of the managing Board and Group HR manager at Franz Haniel & Cie. GmbH.
in this position, he is responsible for group strategy as well as the areas of group
corporate development/mergers & acquisitions, human resources, communications
and the Corporate internal audit department.
management. the supervisory Board was involved at an early stage in all fundamental decisions that
were of material importance to metRo aG or metRo GRoUP.
the work of the supervisory Board was based on the oral and written reports pursuant to § 90 of
the German stock Corporation act, which the management Board provided both during and outside
meetings held by the supervisory Board and its committees. the management Board provided the
supervisory Board with detailed and timely reports about all developments of material importance
to metRo GRoUP. the reports covered, in particular, proposed business policies and fundamental
questions about Company planning. other report topics included profitability, current business
developments, including the position of metRo GRoUP, as well as operations of material importance
for the profitability and liquidity of the Group. the reports were provided regularly pursuant to § 90
section 2 of the German stock Corporation act. the management Board explained any deviations in
business developments from set plans and objectives and announced appropriate countermeasures.
the supervisory Board approved all matters that were submitted to it by the management Board pursuant
to the by-laws of the supervisory Board and the management Board as a subject for authorisation.
these matters included the sale of the wholesale business in morocco, the consumer electronics stores
in France and an italian real estate portfolio. Furthermore, the supervisory Board approved the construction
of a shopping centre in moscow and the long-term retention of Real and metro Cash & Carry
Germany stores. the supervisory Board also endorsed changes in the division of business responsibilities
for the management Board as well as the budget plans submitted by the management Board. in
these and other instances, the supervisory Board regularly received written documentation for preparing
the decision. no use was made of the rights of inspection and audit granted under § 111 section 2
sentence 1 and 2 of the German stock Corporation act because no matters requiring clarification arose.
Between meetings, the Chairman of the supervisory Board – Franz m. Haniel until 5 may 2010 and then
his successor Prof. dr Jürgen Kluge – were in continuous dialogue with the Chairman of the management
Board. they were kept abreast of important business developments and pending decisions.
the supervisory Board thoroughly discussed and reviewed all reports and documents that were submitted
to it. Further details will be provided in the following sections. no objections about the management
Board’s activities were raised.
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