Nordzucker_GB 03-04_E_.pd 1 - Nordzucker AG
Nordzucker_GB 03-04_E_.pd 1 - Nordzucker AG
Nordzucker_GB 03-04_E_.pd 1 - Nordzucker AG
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information furnished by the managing<br />
board dispelled any doubts that had<br />
persisted among the supervisory board<br />
members, and the action was dropped.<br />
In August, the bioethanol issue was<br />
up for intensive discussion at two supervisory<br />
board meetings. Having carefully<br />
weighed up all aspects, the supervisory<br />
board spoke against the construction of<br />
a bioethanol plant.<br />
In line with its rotational policy, the<br />
supervisory board dealt with the<br />
<strong>Nordzucker</strong> <strong>AG</strong> investment programme.<br />
A matter of special deliberation was our<br />
commitment in eastern Europe. The<br />
supervisory board called an extraordinary<br />
meeting, at which the managing board<br />
presented detailed background information<br />
on the losses incurred in Poland. In<br />
addition, the supervisory board visited<br />
the Hungarian sugar factory of Szerencs to<br />
obtain first-hand impressions of operation.<br />
The compliance declaration under the<br />
German Corporate Governance Code has<br />
been revised by the managing and supervisory<br />
boards for agreement with the<br />
latest version of that code. For details of<br />
the <strong>Nordzucker</strong> compliance declaration<br />
of 24 February 20<strong>04</strong>, reference is made to<br />
www.nordzucker.de/info/compliance as<br />
well as to page 58 of this annual report.<br />
At the beginning of the year 20<strong>04</strong>,<br />
the German supervisory board agency<br />
(Deutsche Agentur für Aufsichtsräte) in<br />
Berlin, was commissioned to review the<br />
efficiency of the work done by the supervisory<br />
board. In his report, the examiner<br />
noted: “The business management<br />
and supervision of <strong>Nordzucker</strong> <strong>AG</strong> are<br />
directed at safeguarding the core activities<br />
in the sugar sector in the long<br />
run. All decision-making processes and<br />
controlling are based on the principles<br />
of good Corporate Governance. The<br />
<strong>Nordzucker</strong> <strong>AG</strong> supervisory and managing<br />
boards have addressed this objective<br />
in a perfectly systematic and proactive<br />
manner.”<br />
At a closed session in February 20<strong>04</strong>,<br />
the supervisory board deliberated on the<br />
strategic development of <strong>Nordzucker</strong> <strong>AG</strong>.<br />
A major item on the agenda of that<br />
meeting was the competence in sweetening<br />
products as a strategic concept.<br />
Supervisory Board Committees<br />
In the period under review, the audit<br />
and finance committee convened four<br />
times. Items on the agenda of these<br />
meetings, at which the auditing firm was<br />
also represented, were the review and<br />
approval of the financial and consolidated<br />
statements, the nomination of the auditors<br />
for the financial year 20<strong>03</strong>/20<strong>04</strong>,<br />
their remuneration, the audit assignment,<br />
the review of the auditor’s independence,<br />
risk management, as well as internal<br />
revision.<br />
The personnel committee convened<br />
for two meetings, at which it primarily<br />
dealt with managing board matters.<br />
These included, in particular, the target<br />
catalogue for the managing board, and<br />
the determination of the variable compensation<br />
for the board members.<br />
The supervisory board received regular<br />
reports of the committee meetings.<br />
Financial Statement<br />
The auditors and tax consultants<br />
Lang und Stolz KG, Braunschweig, which<br />
the general meeting had nominated as<br />
<strong>Nordzucker</strong> 20<strong>03</strong>/20<strong>04</strong> 7