cybersecurity&compliance_11_1920x540

Supervisory Board

Competence Profile

The supervisory board has defined specific objectives governing its composition. In addition to requiring sector expertise from all supervisory board members, it has also defined a more detailed competence profle for the board as a whole. Proposals of candidates to the annual general meeting are always based on the following objectives derived from the required competence profile.

Objectives and Competence Profile

Sector knowledge

All members of the supervisory board are required to possess the necessary knowledge, skills and professional experience to duly perform their supervisory board duties. Furthermore, members appointed to the supervisory board are required, without exception, to be familiar with the IT industry and, particularly, with those business sectors that form the focus of All for One Group's activities. At present, all members of the supervisory board fulfil these criteria.

International experience

At least half of the members of the supervisory board must have international experience. All members of the supervisory board currently comply with this target requirement.

Management board experience in a listed company

At least one member of the supervisory board must have experience as a management board member (or comparable) in a listed company. This requirement is currently met by four members of the supervisory board – Dr. Rudolf Knünz, Paul Neumann, Josef Blazicek and Karl Astecker.

Independence

The shareholder representatives on the supervisory board have determined what they consider to be an appropriate number of independent shareholder representatives on the supervisory board, taking into account the company's ownership structure. The supervisory board in its current composition corresponds to this determination. More than half of all supervisory board members representing the shareholders are, accordingly, required to be independent of the company and its management board. Moreover, at least one shareholder representative is required to be independent of the controlling shareholder, and of the company and its management board. The number and names of the independent shareholder representatives can be found here.

In its assessment of independence, the supervisory board has examined in detail the indicators listed in the current version of the German Corporate Governance Code (»Code 2022«) and the board is currently compliant with the targeted composition.

Age limit

When proposing candidates for election to the supervisory board, the supervisory board generally con­siders an age limit of 70 years at the time of election. In the case of nominations for re-election of a supervisory board member, an age limit of 75 years at the time of re-election applies as a general rule.

Financial experts

At least one member of the supervisory board must be an expert with the requisite scope of specialist knowledge in the field of accounting while a further member must possess the same level of expertise in the field of auditing. Currently, Paul Neumann and Josef Blazicek as well as Dr. Rudolf Knünz meet these requirements.

Sustainability expertise

Taken as a whole, the supervisory board is required to possess sufficient expertise in the field of sustainability to enable it to competently address the issue of sustainability with regard to the company, whereby individual members of the supervisory board may contribute expertise in specific relevant areas of sustainability. In particular, the supervisory board is required to possess the requisite professional skills to enable it to oversee how environmental and social sustainability are incorporated into the strategic orientation and corporate planning.

The entire supervisory board currently meets this requirement; Paul Neumann and Josef Blazicek, in particular, have an in-depth understanding of sustainability issues.

Time commitment

All supervisory board members should be able to devote the expected amount of time.

This might also interest you