Hornbach-Baumarkt-AG Group

12 REPORT OF THE SUPERVISORY BOARD
REPORT OF THE SUPERVISORY BOARD
of interest arose on the part of members of the Board of Management
and Supervisory Board in the year under report.
Albrecht Hornbach
Dear Ladies and Gentlemen,
In the past 2012/2013 financial year we dealt in great detail
with the company’s situation, its perspectives and its strategic
alignment. We advised the Board of Management in its
management of the company and monitored its conduct in
accordance with the requirements of the law, the Articles of
Association and the Code of Procedure. At our meetings, the
Board of Management provided us with regular, prompt and
extensive written and oral reports on the business performance
and economic situation of the company and its subsidiaries.
The Supervisory Board was involved in decisions of
major significance for the company. Moreover, the Supervisory
Board Chairman was in regular contact with the Board of
Management, and especially with its Chairman, outside the
framework of meetings to discuss significant issues and also
to hold a number of working meetings.
Meetings of the Supervisory Board
Four Supervisory Board meetings were held in total in the
2012/2013 financial year. One member of the Supervisory
Board attended fewer than half of the meetings. No conflicts
At our meetings, we dealt in detail with the economic situation
of the company, its business performance, corporate
strategy and planning, investment and financial policy, opportunity
and risk situation and its risk management, and
corporate governance on the basis of oral and written reports
provided by the Board of Management and discussed these
matters with the Board of Management. The Board of Management
also provided regular oral and written reports on the
company’s situation and on the development in its earnings
and financial situation compared with the previous year and
the budget. Budget variances were discussed and substantiated.
Those actions of the Board of Management requiring our
approval were discussed in detail. Following thorough examination
and discussion of the proposals submitted by the
Board of Management, the Supervisory Board approved all of
the respective measures at its meetings.
At the meeting held on May 15, 2012 to approve the annual
financial statements, we examined the annual and consolidated
financial statements in great detail in the presence of
the auditor, as was also the case on May 22, 2013. We also
formally accepted the report from the Audit Committee on its
work and the findings of its audit. All of the questions raised
by Supervisory Board members were answered in detail by the
auditors. The report of the Supervisory Board, the joint corporate
governance report of the Board of Management and the
Supervisory Board, the risk report, and the compliance report
were also discussed and approved at this meeting. The agenda
for the Annual General Meeting, including the proposed
resolutions, was approved. Furthermore, at the meeting held
on May 15, 2012 the Chairman of the Board of Management,
Steffen Hornbach, was appointed for a further five-year term
in office through to August 26, 2017 in line with the recommendation
submitted by the Personnel Committee.
At the meeting held directly before the Annual General Meeting
on July 5, 2012, the Board of Management reported on the
current situation of the Group. Moreover, dates were agreed