E_mg_GB_03_vorne-29_3_04
E_mg_GB_03_vorne-29_3_04
E_mg_GB_03_vorne-29_3_04
Create successful ePaper yourself
Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.
12<br />
CORPORATE GOVERNANCE AT <strong>mg</strong><br />
<strong>mg</strong> technologies ag regards the German Corporate Governance Code as an important<br />
benchmark that helps management in its efforts to run the company in a responsible<br />
and transparent fashion so as to add value. The company complies with all of the<br />
Code's material recommendations in its version of May 21, 20<strong>03</strong>. It has implemented<br />
many of its suggestions.<br />
Code helps to win and retain investors’ confidence<br />
The past two years have seen the establishment of the German Corporate Governance<br />
Code, a standard that aligns German financial legislation more closely with practical<br />
requirements. The Code stipulates clearly defined disclosure requirements and codes of<br />
conduct for the executive boards and supervisory boards of publicly traded German<br />
companies in particular. <strong>mg</strong> technologies ag views this Code as a major contribution to<br />
ensuring a functioning capital market. It is the first code to provide companies with a<br />
binding benchmark against which to measure their efforts to ensure transparency and<br />
guide their management mechanisms. The company is confident that the Code will help<br />
strengthen domestic and international investors’ confidence in the German economy.<br />
Management and control at <strong>mg</strong> technologies<br />
As a German stock corporation, <strong>mg</strong> technologies ag has an executive board and a supervisory<br />
board, which is the usual structure of corporate management and control in<br />
Germany. The Executive Board is responsible for running the company on a day-to-day<br />
basis. The Supervisory Board appoints and monitors the Executive Board and advises<br />
it on all important corporate issues.<br />
The interaction between management and control in the Group is governed by an established<br />
system of structures, processes and responsibilities. The functioning of the system’s<br />
material inhouse rules and procedures is regularly reviewed and, where necessary, aligned<br />
with the latest requirements. This is particularly true of the issues addressed by the Code,<br />
such as the executive board, the supervisory board, the annual shareholders’ meeting,<br />
transparency, accounting, and auditing.<br />
The Executive Board and its terms of reference<br />
The Executive Board is responsible for running the company on a day-to-day basis. It<br />
devises corporate strategy, coordinates it with the Supervisory Board, and ensures that it<br />
is implemented. It is responsible for ensuring compliance with the relevant legislation<br />
and for putting in place an appropriate risk management and control system. The rules of<br />
internal procedure stipulate in sufficient detail the allocation of mandates and cooperation<br />
among the members of the Executive Board.