 | Josef Hattig
Chairman of the Supervisory Board
Josef Hattig trained as a commercial clerk before embarking on a degree course in law and political science. Following employment as a junior judicial officer and assistant to the management, he joined Dortmund brewery Thier & Co, where he was a director from 1965 to 1972. In 1972 he moved to Bremen-based brewery Beck & Co as managing director, where he spent 25 years. In the fall of 1997 he became a Senator in Bremen, first responsible for SMEs, technology, European and economic affairs, and then, starting in July 1999, for economic affairs and the city’s ports. Hattig was also President of the German Brewers’ Association and Chairman of Bremen’s Chamber of Commerce. |
REPORT BY THE SUPERVISORY BOARD
In the year under review, the Supervisory Board performed the duties assigned to it by law and the Articles of Association. In addition to regularly advising and monitoring the Board of Management, the Supervisory Board was involved in important Company decisions. In fiscal year 2002, the Board of Management regularly informed the Supervisory Board in a timely and comprehensive manner of all issues concerning the Company’s planning, business development, risks, risk management, strategic measures, as well as important business transactions and projects. In particular, all measures requiring the approval of the Supervisory Board were discussed at length, as was the Company’s strategic focus. The Chairman of the Supervisory Board was continuously informed about important business transactions and forthcoming decisions and kept in constant contact with the Chairman of the Board of Management. The Supervisory Board met twice in the first half of the fiscal year and three times in the second half. All Supervisory Board members participated in the respective resolutions at these meetings. The Supervisory Board and the Board of Management held intensive discussions regarding the Group-wide STAR value creation program as well as the planned reorganization and integration of the EXPRESS and LOGISTICS Corporate Divisions into a single Corporate Division called EXPRESS/LOGISTICS. Their discussions also focused on the MAIL Corporate Division’s European strategy, including its entry onto the Dutch market. Another major topic was the acquisition of equity interests, particularly the increase in the Company’s interest in DHL International Ltd. to 100%. The Executive Committee of the Supervisory Board met four times. The main issues discussed at these meetings were the preparations for the Supervisory Board meetings and, in particular, corporate governance. The meetings of the Personnel Committee were focused in particular on the development of the Group’s human resources structures and on the status of the ongoing projects for the optimization of human resources processes. The Finance and Audit Committee held five meetings in which it discussed at length the annual financial statements of Deutsche Post AG and the Group for fiscal year 2001, as well as the respective management reports and the key points of the business plan for 2003. The acquisition of equity investments and real estate transactions were also discussed. In addition, the Committee conferred at length about the tasks it will be required to perform as a result of the implementation of the German Corporate Governance Code. The Mediation Committee set up in accordance with section 27 (3) of the Mitbestimmungsgesetz (MitbestG – German Co-Determination Act) did not meet in the fiscal year under review. The auditors issued an unqualified opinion on the annual financial statements of Deutsche Post AG and the Group, including the respective management reports, for fiscal year 2002. They also audited the Board of Management’s report on affiliated companies (dependent company report) prepared in compliance with section 312 of the Aktiengesetz (AktG – German Stock Corporation Act). The auditors reported on the results of their audit and issued the following audit opinion: “On completion of our audit in accordance with professional standards, we confirm that
1. the factual statements made in the report are correct,
2. the Company’s compensation with respect to the transactions listed in the report was not inappropriately high.” The annual financial statements of Deutsche Post AG and the Group, the respective management reports, the Board of Management’s report on affiliated companies, and the audit reports prepared by the Company’s auditor PwC Deutsche Revision AG in Düsseldorf were made available to and examined by all members of the Supervisory Board. The Supervisory Board discussed these documents in the presence of the auditors, who reported on the key results of their audit and were available to answer questions. The Supervisory Board took note of and concurred with the results of the audit of the annual financial statements and the dependent company report. Based on the results of its own examination, the Supervisory Board did not raise any objections to the annual and consolidated financial statements or the final declaration by the Board of Management in the dependent company report and thus approved the annual financial statements of Deutsche Post AG and the Group. The Supervisory Board endorses the Board of Management’s proposal for the appropriation of the unappropriated surplus. Based on the results of extensive discussions held by the Executive Committee and the Finance and Audit Committee, the Supervisory Board unanimously passed the resolutions necessary to implement the recommendations set forth in the German Corporate Governance Code. The following changes were made in the composition of the Supervisory Board in fiscal year 2002: Martin Seiler was appointed to the Supervisory Board as of February 8, 2002 and stepped down from his office as of December 31, 2002. Siegfried Schulze, who retired from the Supervisory Board as of July 31, 2002, was replaced by Dirk Marx as of August 16, 2002. The Supervisory Board would like to thank its former members, the Board of Management and all Group employees for their commitment and successful efforts in fiscal year 2002 despite a difficult global economic environment. Bonn, March 20, 2003 The Supervisory Board Josef Hattig
Chairman
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