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Report of the Supervisory Board
During the course of the business year under review, the Supervisory
Board performed the duties incumbent upon it in accordance with
the law and the Articles of Incorporation, and monitored and advised
the Company’s management on an ongoing basis. With the help of
written and oral reports submitted by the Management Board, the
Supervisory Board scrutinised the Company’s situation, the compliance
with Corporate Governance principles, its business policy and strategic
planning at a total of eight meetings. All key investment decisions
and all leading decisions were examined and approved by the
Supervisory Board.
The 2002 Annual General Meeting passed a resolution to reduce the
size of the Supervisory Board to only three members. After this
reduction, the cooperation between the Management Board and the
Supervisory Board increased further. In particular, regular and in-depth
discussions regarding the business strategy also took place outside
of the meetings.
The Annual Accounts for the 2002 reporting year, the Consolidated
Accounts and the Management Report on the position of the Company
and the Group have been audited and approved without qualification
by the auditors of KPMG Deutsche Treuhand-Gesellschaft
Aktiengesellschaft, Wirtschaftsprüfungsgesellschaft, Munich.
Within the framework of their audit, the auditors had to assess whether
the Management Board had complied with legal requirements,
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in particular whether it had put in place a monitoring and control
system capable of identifying in advance any developments that might
threaten the continued existence of the Company or of the Group.
Furthermore, the Supervisory Board reviewed the Annual Accounts
and the Management Report of Articon-Integralis AG and approved
the findings of the audit by KPMG at a meeting on 28 April 2003.
The Annual Accounts are herewith adopted.
In the course of reducing the size of the Supervisory Board during the
year, Supervisory Board members Dr. Petra Wibbe and Klaus Gansser
renounced their positions ahead of schedule and Martyn Webster
retired. We would like to thank them for their valuable contribution.
According to a resolution taken on 12 September 2002 upon request
of the Management Board and with the support of the remaining
Supervisory Board members, Professor Jochen Tschunke was
appointed by the Amtsgericht Munich as a new member of the
Supervisory Board.
The Supervisory Board would like to thank all employees of
Articon-Integralis AG as well as the members of the Management
Board for their performance and achievements in the year under review.
Arnd Wolpers
Chairman of the Supervisory Board