PDF Download - Deutsche Bahn AG

More documents

Recommendations

Info

82 | deutSChe BahN aG MEETINGS OF THE SUPERVISORY BOARD COMMITTEES The Supervisory Board has established four permanent committees to facilitate its work and increase its efficiency. The Executive Committee of the Supervisory Board met six times during the year under review and was in continual contact with the Management Board regarding all fundamental business policy issues. This was also the method used to prepare various key issues, in particular, for the Board’s meetings. During the year under review the Audit and Compliance Committee held four meetings and one telephone conference, and primarily dealt with the quarterly financial statements, the six-month financial statements and the related review results, as well as the six-month review of major capital expenditure projects. Additional focal points were the 2010 forecast and DB Group’s mid-term plan covering the period 2011 to 2015. The Audit and Compliance Committee kept itself informed about the operational difficulties experi- enced by the S-Bahn (metro) Berlin, the technical deficiencies in the ICE fleet, as well as the progress and development of costs associated with the major Stuttgart 21 project. Furthermore, the Audit and Compliance Committee also considered issues pertaining to accounting and risk management, the further development of corporate governance due to the passage of the Public Corporate Governance Code and the Accounting Law Modernization Act, and the resulting changes to the rules of procedure for the Audit and Compliance Committee. The Audit and Compliance Committee also kept itself informed about the business development of acquisitions, the issuing of the audit mandate to the auditor, as well as the results of the internal audit and compliance-related investigations. The Chairman of the Audit and Compliance Committee maintained regular contact with the CFO and the auditor, and regularly and extensively reported to the plenary meeting regarding the Committee’s work. During the year under review the Personnel Committee met three times to prepare personnel decisions for the Supervisory Board, and in particular prepared a peer group comparison as an addition to the Long-Term Incentive Plan for the Management Board. Moreover, on behalf of the Supervisory Board the Personnel Committee prepared the target agreements for the members of the Management Board for the 2011 financial year. The Mediation Committee, which was established in accordance with Article 27, Para. 3 of the Codetermination Act (MitbestG), did not have to meet during the year under review. CORPORATE GOVERNANCE During the year under review the Management Board and Supervisory Board again considered the further development of Corporate Governance. With the Cabinet resolution of July 1, 2009, the Federal Government adopted the German Public Corporate Governance Code. The German Public Corporate Governance Code contains the essential provisions of existing laws regarding the management and supervision of unlisted companies in which the Federal Republic of Germany holds a majority stake, as well as internationally and nationally recognized standards of good and responsible management. The Supervisory Board was intensively engaged in implementing the Public Corporate Governance Code within DB Group and took the necessary related decisions. Furthermore, the passage of the Accounting Law Modernization Act (BilMoG) in May 2009 redefined the main emphasis of audit committee work as described in the German Stock Corporation Act (AktG). Therefore, the rules of procedure for the Supervisory Board’s Audit and Compliance Committee were clarified to the extent that, as part of its supervisory function, the Audit and Compliance Committee will also regularly inform itself about the effectiveness and appropriateness of the risk management and the internal control systems in accordance with the requirements stated in Article 107, Para. 3 (2) of the AktG. The DB AG Supervisory Board consented to the revision of the rules of procedure for the Audit and Compliance Committee.
PROFESSOR DR. DR. UTz-HEllMUTH FElCHT Chairman of the Supervisory Board of Deutsche Bahn AG ANNUAl FINANCIAl STATEMENTS The annual financial statements and the management report of DB AG prepared by the Management Board as well as the consolidated financial statements and Group management report for the period ending Decem ber 31, 2010 were audited by the auditor elected by the Annual General Meeting, Pricewaterhouse- Coopers Aktiengesellschaft Wirtschaftsprüfungsgesellschaft (PwC), Berlin, and received the auditor’s unqualified certification. In addition, the auditor also audited the risk management system as part of the annual audit and did not raise any objections. The auditor’s report was the subject of the Audit and Compliance Committee meeting held on March 28, 2011 and was also extensively discussed during the Supervisory Board’s financial statements meeting on March 30, 2011 that took place in the presence of the auditor who signed the auditor’s report. The auditor reported on the fundamental results of the audit and was available to answer questions. The Supervisory Board concurred with the results of the audit. The Supervisory Board examined DB AG’s annual financial statements and management report, as well as the consolidated financial statements and the Group management report for the year under review, as well as the proposed allocation of profits, and did not express any reservations. The annual financial statements of DB AG for the 2010 financial year were approved, and are thus adopted. The auditor also audited the report prepared by the Management Board concerning relations with affiliated companies. The auditor has issued an unqualified auditor’s certificate, and reported on the result of the audit. The Supervisory Board examined this report, and did not express any reservations regarding the closing statement of the Management Board included in the report and the results of the audit by the auditor.
Page 1 and 2:
Deutsche Bahn AG 2010 Management Re
Page 3 and 4:
01 02 03 04 CONTENTS Group structur
Page 5 and 6:
| chairMan’s letter Chairman’s
Page 7 and 8:
| mANAGEmENT rEPOrT overview a Posi
Page 9 and 10:
| mANAGEmENT rEPOrT BUSineSS enviro
Page 11 and 12:
| mANAGEmENT rEPOrT monetary Fund (
Page 13 and 14:
| mANAGEmENT rEPOrT implementation
Page 15 and 16:
| mANAGEmENT rEPOrT had a favorable
Page 17 and 18:
| mANAGEmENT rEPOrT Due to the targ
Page 19 and 20:
| mANAGEmENT rEPOrT Business perfor
Page 21 and 22:
| mANAGEmENT rEPOrT BaLanCe SHeet B
Page 23 and 24:
| mANAGEmENT rEPOrT Deregulation Th
Page 25 and 26:
| mANAGEmENT rEPOrT In addition to
Page 27 and 28:
| mANAGEmENT rEPOrT This focus help
Page 29 and 30:
| mANAGEmENT rEPOrT Testing and app
Page 31 and 32:
| mANAGEmENT rEPOrT risk report a I
Page 33 and 34: | mANAGEmENT rEPOrT Operating risks
Page 35 and 36: | mANAGEmENT rEPOrT Regulatory and
Page 37 and 38: | mANAGEmENT rEPOrT outlook a Econo
Page 39 and 40: | mANAGEmENT rEPOrT antiCipateD Dev
Page 41 and 42: | mANAGEmENT rEPOrT antiCipateD Dev
Page 43 and 44: 03 annual financial statements audi
Page 45 and 46: | ANNUAl FINANCIAl STATEmENTS Balan
Page 47 and 48: | ANNUAl FINANCIAl STATEmENTS state
Page 49 and 50: | Balance at Jan 1, 2010 ANNUAl FIN
Page 51 and 52: | ANNUAl FINANCIAl STATEmENTS At DB
Page 53 and 54: | ANNUAl FINANCIAl STATEmENTS (4) R
Page 55 and 56: | ANNUAl FINANCIAl STATEmENTS A sum
Page 57 and 58: | ANNUAl FINANCIAl STATEmENTS NOmIN
Page 59 and 60: | ANNUAl FINANCIAl STATEmENTS (17)
Page 61 and 62: | ANNUAl FINANCIAl STATEmENTS mANAg
Page 63 and 64: | ANNUAl FINANCIAl STATEmENTS a geo
Page 65 and 66: | ANNUAl FINANCIAl STATEmENTS a dr.
Page 67 and 68: | ANNUAl FINANCIAl STATEmENTS subsi
Page 83: | RepoRt of the SupeRviSoRy BoaRd R
Page 87 and 88: iMprint concePT, ediTing Deutsche b
show all

PDF Download - Deutsche Bahn AG

You also want an ePaper? Increase the reach of your titles

Delete template?

Save as template?