Engineering

1.2 To our shareholders Report by by the the Supervisory Board Board
The Supervisory Board approved the the
Group’s Strategic Way Forward on on May 13,
2011. May 13, 2011.
In the Supervisory Board meeting immediately before the Annual General Meeting on January 21, 2011, the
Executive Board reported to us on the current state of the Group and the development of the Steel Americas
business area. At the recommendation of the Personnel Committee, the Supervisory Board approved in
principle the parameters of an updated bonus scheme for the Executive Board. In view of the appointment of
Dr. Heinrich Hiesinger as Executive Board Chairman and Dr. Jürgen Claassen as Executive Board member
with effect from the close of the Annual General Meeting, we adopted a new organization chart for the
Executive Board. In addition, we approved the premature termination of the appointment of Dr. Alan Hippe
as Executive Board member effective March 31, 2011.
An extraordinary Supervisory Board meeting was held on March 04, 2011, at which Mr. Kerkhoff was
appointed to succeed Dr. Hippe as member of the Executive Board of ThyssenKrupp AG for a period of five
years with effect from April 01, 2011. The Executive Board reported on the current state of the Group and
the status of various divestment projects.
A further Supervisory Board meeting was held on May 13, 2011. In addition to its regular report on the state
of the Group, the Executive Board reported in detail on the development of Steel Americas as well as the
financial position and ratings situation of the Group. A central topic was the Strategic Way Forward for the
Group. The Executive Board presented in detail the main features of its strategy and the proposed measures.
After thorough discussion the Supervisory Board approved the strategic plan in principle. In this meeting we
focused our attention in particular on the Executive Board’s report on the compliance system. In addition,
the Supervisory Board was informed about the proposed bidding process for the financial-statement audit
contract, which had previously been discussed in detail in the Audit Committee. We approved the disposal of
the Metal Forming group to the Spanish company Gestamp Automoción S.L.; the status of the
reorganization of the Marine Systems business area was discussed. In line with the proposal of the
Personnel Committee, the Supervisory Board then adopted an updated bonus scheme for the Executive
Board for the current fiscal year, the parameters of which had been resolved in the meeting on
January 21, 2011. Dr. Olaf Berlien’s appointment as member of the Executive Board of ThyssenKrupp AG
was renewed for a further five years until March 31, 2017.
After prior discussion in the Executive Committee, in July 2011 the Supervisory Board approved by written
procedure the sale of the treasury shares held by ThyssenKrupp AG in the amount of 9.6% of the capital
stock. In the Supervisory Board meeting on September 02, 2011 the Executive Board reported in depth on
the effects of the sale of this share package on the financial and accounting figures and the ratings situation.
A further topic was the progress report on the implementation of the Group’s strategy going forward
including the accompanying corporate program ThyssenKrupp impact. The Executive Board also informed
us about the status of the divestment projects; we discussed in particular the options for separating the
activities of the Stainless Global business area. The Executive Board explained the opportunities and risks of
the individual alternatives in the international marketplace. The Supervisory Board has every confidence that
the Executive Board will successfully implement the strategy and the necessary change processes. We also
approved the disposal of the Xervon group and the acquisition of two elevator companies in the USA and
Europe. The meeting was followed by a training and discussion event on “M&A transaction models: IPO and
spin-off”.
26