Report of the Supervisory Board
(IN ACCORDANCE WITH SECTION 171(2) OF THE AKTG)
Ladies and Gentlemen,
2015 was a very eventful year for the Volkswagen Group. The events surrounding the emissions issue and changes in the composition of the Supervisory Board and the Board of Management meant that 2015 was also an unprecedented year in terms of the work of the Supervisory Board. The Supervisory Board of Volkswagen AG therefore addressed the Company’s position and development regularly and in greater breadth and depth than ever before. We supported and supervised the Board of Management in its running of the business and advised it on issues relating to the management of the Company in accordance with our duties under the law, the Articles of Association and the rules of procedure. We also observed the relevant recommendations and suggestions of the German Corporate Governance Code at all times. The Supervisory Board was directly involved in all decisions of fundamental importance to the Group. We also discussed strategic considerations with the Board of Management at regular intervals.
The Board of Management regularly, promptly and comprehensively informed the Supervisory Board in writing or orally on the development of the business and the Company’s planning and position, including the risk situation and risk management. In addition, the Board of Management reported to the Supervisory Board on an ongoing basis on compliance-related topics and other topical issues. In all cases we received the documents relevant to our decisions in good time for our meetings. We also received a detailed monthly report from the Board of Management on the current business position and the forecast for the current year. Any variances in performance that occurred as against the plans and targets previously drawn up were explained by the Board of Management in detail, either orally or in writing. We analyzed the reasons for the variances together with the Board of Management so as to enable countermeasures to be derived. In addition, the Board of Management presented regular reports on current developments in connection with the emissions issue at the meetings of the Special Committee on Diesel Engines.
The Chairman and the Deputy Chairman of the Supervisory Board consulted with the Chairman of the Board of Management at regular intervals between meetings to discuss important current issues such as the Volkswagen Group’s strategy and planning, the development of the business, the Group’s risk situation and risk management including compliance issues,as well as developments in the diesel and CO2 issues from September 2015 onwards.
The Supervisory Board held a total of eight meetings in fiscal year 2015. The average attendance ratio was 95.0%; with the exception of Mr. Akbar Al Baker, all of the members of the Supervisory Board attended over half of the meetings of the Supervisory Board and the committees of which they are members. In addition, resolutions on urgent matters were adopted in writing or using electronic communications media.