Topics discussed by the Supervisory Board
The first Supervisory Board meeting of the reporting year took place on February 26, 2021. Following a detailed examination, we approved the consolidated financial statements and the annual financial statements of Volkswagen AG for 2020 prepared by the Board of Management. We examined the combined management report, the combined separate nonfinancial report for 2020 and the precautionary Report by the Board of Management on Relationships of Volkswagen AG with Affiliated Companies in accordance with section 312 of the AktG (dependent company report). Upon completion of our examination of the dependent company report, we came to the conclusion that there were no objections to be raised to the concluding declaration by the Board of Management in the dependent company report. Other agenda items included the current state of affairs with respect to the diesel issue and financing measures at the Volkswagen Group. We also discussed the establishment of joint ventures by Bugatti and Rimac to develop, manufacture and sell hyper sports cars, and by Sitech and Brose to develop and manufacture complete seat units, seat structures and components, and solutions for the vehicle interior.
At the next meeting of the Supervisory Board, which was held from March 24 to 26, 2021, including breaks, we focused on the report concerning the liability of members of the Board of Management of Volkswagen AG in connection with the diesel issue and on the resolution concerning the possible assertion of claims against members of the Board of Management.
On May 8, 2021, the Supervisory Board met to discuss, in particular, the merger squeeze-out at MAN SE.
The agenda of the Supervisory Board meeting on June 5, 2021, included discussion of the composition of the Board of Management and Supervisory Board of Volkswagen AG, the conclusion of liability settlements with former members of the Board of Management, the conclusion of a coverage settlement with the D&O insurers in connection with the diesel issue, and also the agenda for the 61st Annual General Meeting of Volkswagen AG, especially the resolutions proposed by the Supervisory Board.
The Supervisory Board convened for its next meeting on July 9, 2021. As well as discussing the composition of the Board of Management of Volkswagen AG, we concerned ourselves particularly with the new Group strategy, NEW AUTO.
The next meeting of the Supervisory Board took place following the Annual General Meeting of Volkswagen AG on July 22, 2021; we discussed the composition of the Supervisory Board of Volkswagen AG and analyzed the Annual General Meeting.
At the meeting of the Supervisory Board on July 28, 2021, we discussed the takeover offer for the shares of Europcar Mobility Group S.A.
The following table shows the number of meetings of the full Board and the committees as well as the individual participation of the members of the Supervisory Board in 2021:
|
|
Meetings of the full |
|
Meetings of the Committees |
|---|---|---|---|---|
|
|
|
|
|
Hans Dieter Pötsch |
|
9 out of 10 |
|
18 out of 19 |
Jörg Hofmann |
|
9 out of 10 |
|
18 out of 18 |
Dr. Hussain Ali Al Abdulla |
|
4 out of 10 |
|
– |
Dr. Hessa Sultan Al Jaber |
|
6 out of 10 |
|
– |
Dr. Bernd Althusmann |
|
9 out of 10 |
|
0 out of 2 |
Kai Bliesener (until March 31, 2021) |
|
2 out of 2 |
|
– |
Matías Carnero Sojo (since April 1, 2021) |
|
7 out of 8 |
|
– |
Daniela Cavallo (since May 11, 2021) |
|
7 out of 7 |
|
15 out of 15 |
Dr. Hans-Peter Fischer |
|
10 out of 10 |
|
– |
Marianne Heiß |
|
10 out of 10 |
|
4 out of 4 |
Ulrike Jakob |
|
10 out of 10 |
|
– |
Dr. Louise Kiesling |
|
8 out of 10 |
|
– |
Peter Mosch |
|
10 out of 10 |
|
16 out of 16 |
Bertina Murkovic |
|
10 out of 10 |
|
14 out of 14 |
Bernd Osterloh (until April 30, 2021) |
|
2 out of 2 |
|
5 out of 5 |
Dr. Hans Michel Piëch |
|
10 out of 10 |
|
13 out of 13 |
Dr. Ferdinand Oliver Porsche |
|
10 out of 10 |
|
6 out of 6 |
Dr. Wolfgang Porsche |
|
9 out of 10 |
|
14 out of 15 |
Jens Rothe (since October 22, 2021) |
|
2 out of 2 |
|
– |
Conny Schönhardt |
|
10 out of 10 |
|
4 out of 4 |
Athanasios Stimoniaris (until August 31, 2021) |
|
6 out of 7 |
|
– |
Stephan Weil |
|
6 out of 10 |
|
18 out of 19 |
Werner Weresch |
|
9 out of 10 |
|
– |
The meeting of the Supervisory Board on September 24, 2021 focused particularly on strategic issues.
At its meeting on October 27, 2021, the Supervisory Board prepared the resolution for investment and financial planning for the period from 2022 to 2026.
On December 9, 2021, at the last meeting of the Supervisory Board for the reporting year, we discussed the composition of the Board of Management of Volkswagen AG. We also held in-depth discussions on the Volkswagen Group’s investment and financial planning for the period from 2022 to 2026. Another agenda item for the meeting was the current state of affairs with respect to the diesel issue. We also submitted the annual declaration of conformity with the Code together with the Board of Management, amended the diversity concept for the Board of Management, and approved the decision taken by the Board of Management that, in light of the specific circumstances of the pandemic, the Annual General Meeting in 2022 should be held as an online event.
In the reporting period, we voted in writing on matters such as elections to committees, the request for the court appointment of Ernst & Young GmbH Wirtschaftsprüfungsgesellschaft (EY) as the auditor for the half-yearly financial report, necessitated by the postponement of the Annual General Meeting for 2021 to July 2021, and consent to ancillary activities by members of the Board of Management.