The good prospects are based on the all-embracing ... - ALNO AG

through telephone conferences. <strong>The</strong> Supervisory Board does
not include any former members of the company's Board of
Management.
Each member of the Supervisory Board is obliged to disclose
any conflicts of interest immediately. Member of the Supervisory
Board <strong>are</strong> required to resign their position in the event
of significant and not merely temporary personal conflicting
interests.
<strong>The</strong> chairman of the Supervisory Board remains in regular
contact with the Board of Management and particularly with
the Chief Executive Officer, with whom he consults on the
company's strategy, business development and risk management.
In the report of the Supervisory Board and at the Annual General
Meeting, the chairman of the Supervisory Board gives
a detailed annual report on the activities of the Supervisory
Board and its committees.
<strong>The</strong> Supervisory Board has set up the following committees:
Presidial Committee and Audit Committee
Until 14 July 2011, the Presidial Committee prep<strong>are</strong>d the
meetings of the Supervisory Board, monitored the resolutions
adopted, was responsible for the employment contracts
signed with members of the Board of Management and their
remuneration, and represented the company in dealings with
former members of the Board of Management, insofar as
this was not the responsibility of the Board of Management
itself. Since 14 July 2011, the Presidial Committee has also
acquired and discharged further duties in addition to those
mentioned above. <strong>The</strong> Presidial Committee has consequently
analysed the company's ongoing business, advised the
Board of Management with regard to the strategic orientation
of the ALNO Group and Group companies, verified its implementation
and prep<strong>are</strong>d papers on the strategic orientation to
be adopted by the Supervisory Board, insofar as the activity
concerned required the consent of the Supervisory Board.
<strong>The</strong> Presidial Committee has three members:
• Mr. Henning Giesecke (chairman)
• Mr. Werner Devinck
• Dr. Jürgen Diegruber
<strong>The</strong> Audit Committee is mainly concerned with the preparation
of negotiations and resolutions by the Supervisory Board
on matters relating to the company's accounting, risk management
and compliance, the necessary independence of
the auditors, retaining the auditors, defining the focal points
sinGLE-Entity and GRoup manaGEmEnt REpoRt | othER disCLosuREs
of the audit and reaching agreement with the auditors on their
fee for the audit.
<strong>The</strong> Audit Committee has three members:
• Mr. Anton Walther (chariman)
• Dr. Jürgen Diegruber
• Mr. Jörg Kespohl
Further information on the members of the Board of Management
and Supervisory Board and on the remuneration paid
to the Board of Management can be found in Section J.
"Supervisory Board and Board of Management" of the Notes
to the annual financial statements in this Annual Report.
For their activities for the Supervisory Board, the members
of the Supervisory Board received total remuneration in the
amount of EUR 230,000 in the financial year 2011. This is
made up as follows:
2011 in '000 EUR
Henning Giesecke
(chairman) 45,000
Rudolf Wisser
(vice-chairman) 30,000
Werner Devinck 22,500
Dr. Jürgen Diegruber 25,000
Anton Walther 25,000
Jörg Kespohl 22,500
Gerhard Meyer 20,000
Ruth Falise-Grauer from 14 July 2011 10,000
Nobert Orth from 14 July 2011 10,000
Christoph Maass until 14 July 2011 10,000
Armin Weiland until 14 July 2011 10,000
230,000
<strong>The</strong> fees paid to members of the Supervisory Board for
their advisory activities <strong>are</strong> set out in Section J. "Supervisory
Board and Board of Management" of the Notes to the annual
financial statements in this Annual Report.
As at 31 December 2011 the members of the Supervisory Board
held a total of 106,666 sh<strong>are</strong>s. <strong>The</strong> members of the Board of
Management held 545,507 sh<strong>are</strong>s on 31 December 2011.
Further information on the company's management can
be found in the Articles of Incorporation of ALNO AG, which
<strong>are</strong> also publicly accessible on the company's website at
www.alno.de.
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