The Supervisory Board of HeidelbergCement AG has formed four committees: the Personnel Committee, the Audit Committee, the Nomination Committee and the Arbitration Committee.
Personnel Committee The Personnel Committee is responsible for preparing the decision of the Supervisory Board concerning the appointment of members of the Managing Board, the election of the Chairman of the Managing Board and the establishment of the Managing Board’s remuneration structure as well as the remuneration paid to the individual members of the Managing Board. It is also responsible for making a decision concerning the structuring of the non-remuneration-related legal relationships between the company and the members of the Managing Board.
Members:
- Ludwig Merckle (Chairman)
- Fritz-Jürgen Heckmann
- Josef Heumann
- Hans Georg Kraut
- Tobias Merckle
- Heinz Schmitt
Audit Committee The Audit Committee is responsible for preparing the decision of the Supervisory Board concerning the adoption of the annual accounts and the approval of the Group annual accounts. It also discusses half-year and any quarterly financial reports with the Management Board prior to publication. It is also responsible for monitoring the accounting process, the effectiveness of the internal control system, the risk management system, the internal audit system, the compliance programme, and the audit. In addition, it has the task of preparing the Supervisory Board’s proposal to the Annual General Meeting for the appointment of the auditor, issuing the audit assignment, establishing focal points for the audit, concluding the fee agreement with the auditor, obtaining the auditor’s statement of independence and making the decision concerning measures to be taken if reasons emerge during the audit to warrant the possible disqualification of the auditor or suggest a conflict of interest on the part of the auditor.
Members:
- Ludwig Merckle (Chairman)
- Robert Feiger
- Fritz-Jürgen Heckmann
- Max Dietrich Kley
- Heinz Schmitt
- Werner Schraeder
Nomination Committee The Nomination Committee is responsible for putting suitable candidates forward to the Supervisory Board for its proposals for election to be made to the Annual General Meeting.
Members:
- Fritz-Jürgen Heckmann (Chairman)
- Ludwig Merckle
- Tobias Merckle
Arbitration Committee The Arbitration Committee, formed in accordance with § 27, section 3 and § 31, section 3 of the German Codetermination Law, is responsible for making a proposal to the Supervisory Board for the appointment of members of the Managing Board if the necessary two-thirds majority is not initially achieved.
Members:
- Fritz-Jürgen Heckmann (Chairman)
- Hans Georg Kraut
- Tobias Merckle
- Heinz Schmitt