2011 Annual Report - OTCIQ.com

We examined the Board of Management’s proposal for appropriating
income available for distribution, which includes a
cash dividend of €1 per ordinary share, also taking into consideration
the Company’s liquidity and its finance and investment
plans. The proposal is in the Company’s interest with due
consideration for the shareholders’ interests. After examining
and weighing all arguments, we agree with the Board of
Management’s proposal for appropriating income available
for distribution.
Personnel Changes on the Board of Management
and Supervisory Board
There were no personal changes on the E.ON AG Board of
Management in the 2011 financial year.
There were the following personnel changes on the Supervisory
Board: Ulrich Hartmann and Dr. Wilhelm Simson ended their
service on the Supervisory Board effective the conclusion of
the Annual Shareholders Meeting on May 5, 2011.
This resulted in a change in the Chairmanship of the Supervisory
Board and on various committees. At its meeting after
the Annual Shareholders Meeting, the Supervisory Board
elected Werner Wenning, who was already a member of the
Supervisory Board, to be its new Chairman. This also made
Mr. Wenning Chairman of the Executive Committee and the
Nomination Committee and a member of the Mediation
Committee; he was elected Chairman of the latter committee
by the Supervisory Board. Mr. Wenning was also elected
Chairman of the Finance and Investment Committee and a
member of the Audit and Risk Committee. In addition,
Dr. Henning Schulte-Noelle was elected a member of the
Finance and Investment Committee.
As successors on the Supervisory Board, the E.ON AG Annual
Shareholders Meeting elected Baroness Denise Kingsmill and
René Obermann on May 5, 2011. In addition, the Annual
Shareholders Meeting elected Bård Mikkelsen to be a member
of the Supervisory Board. He had already succeeded
Jens P. Heyerdahl as a member of the Supervisory Board by
court order effective July 19, 2010. We would like to take this
opportunity to thank Mr. Heyerdahl for his work on the
Supervisory Board. The new members were elected for the
departing members’ remaining term of service, which lasts
until April 30, 2013.
CEO Letter
E.ON Stock
Combined Group Management Report
Consolidated Financial Statements
Corporate Governance Report
Supervisory Board and Board of Management
Tables and Explanations
After a long and difficult illness, Wolf-Rüdiger Hinrichsen, for
many years Chairman of the E.ON AG Works Council and an
employee representative on the Supervisory Board, died on
September 30, 2011. Mr. Hinrichsen had represented the
employees’ interests on the E.ON AG Supervisory Board since
1998. Through his membership on this board and his wise
council, he played a decisive role in shaping the Company’s
culture and development. We will honor his memory.
Mr. Hinrichsen’s successor is Oliver Biniek, Chairman of Works
Council of E.ON Anlagenservice GmbH, who had already
been elected a replacement member and so automatically
took his place on the Supervisory Board. At its meeting on
October 19, 2011, the Supervisory Board elected Mr. Biniek to
succeed Mr. Hinrichsen as a member of the Finance and
Investment Committee.
The Supervisory Board would like to take this opportunity
to express its sincere thanks to Ulrich Hartmann and Wilhelm
Simson for their outstanding service to the E.ON Group.
Mr. Hartmann worked for our company for 39 years, much of
it as Chairman of the Board of Management and, later, Chairman
of the Supervisory Board. He thus played a decisive role
in setting the Company’s course and contributing to its success
over several decades. Professor Dr. Simson served the Company
for more than 20 years as Chairman of the Board of Management
and, later, as a member of the Supervisory Board.
By merging VEBA and VIAG, Mr. Hartmann and Mr. Simson
forged the world’s first truly international energy supply
company. After ending their service on the Board of Management
in 2003, both served for many years as members of
the Supervisory Board, where their business acumen and sure
judgment played a key role in guiding E.ON’s successful
strategic development and its transformation into a focused
energy company.
The Supervisory Board wishes to thank the Board of Management,
the Works Councils, and all the employees of the
E.ON Group for their dedication and hard work in the 2011
financial year.
Düsseldorf
March 13, 2012
The Supervisory Board
Werner Wenning
Chairman
193