talanx group annual report 2011 en

12 Talanx Group. Annual Report 2011
The Nomination Committee met on 21 July 2011 and made a recom-
mendation regarding a proposed nomination for election to be
put forward by the Supervisory Board to the General Meeting with
the aim of ensuring that the Supervisory Board has a balanced
composition geared towards the principle of diversity.
Corporate Governance
The Supervisory Board again devoted special attention to the issue
of Corporate Governance. In accordance with the provisions of the
German Corporate Governance Code, the Articles of Association
and Rules of Procedure of the company were adjusted and consideration
was also given to the recommendations of the Code, insofar
as this was found to be appropriate for a company that is as yet
unlisted. This includes, not least, disclosure for the first time on an
individual basis of the remuneration received by the members of
the Board of Management and Supervisory Board in the remuneration
report contained in the 2011 Annual Report.
Audit of the annual and consolidated
financial statements
The annual financial statements of Talanx AG submitted by the
Board of Management, the financial statements of the Talanx Group
– drawn up in accordance with International Financial Reporting
Standards (IFRS) – as well as the corresponding management
reports and the bookkeeping system were audited by KPMG AG,
Wirtschaftsprüfungsgesellschaft, Hannover. The General Meeting
appointed the auditors; the Finance and Audit Committee awarded
the concrete audit mandate and defined as special audit concen-
trations – in addition to the usual audit tasks – the scrutiny of the
provisions for taxes and pensions (in the case of the annual financial
statements) and the examination of the valuation of level 2 and 3
assets, the inter company true-up process with units abroad, the
implementation of the IFRS Improvements 2010 and the cash flow
statement (in the case of the consolidated financial statements). The
audit concentrations of the Financial Reporting Enforcement Panel
(FREP) were also the subject of the audit procedures carried out by
the auditors.
The audits conducted by the auditors gave no grounds for objection.
The unqualified audit certificates that were issued state that
the accounting, annual financial statements and consolidated
financial statements give a true and fair view of the net assets,
financial position and results and that the management reports
suitably reflect the annual and consolidated financial statements.
The financial statements and the audit reports of KPMG were
distri buted to all the members of the Supervisory Board in due
time. They were examined in detail at a meeting of the Finance
and Audit Committee on 19 March 2012 and at a meeting of the
Supervisory Board on 20 March 2012. The auditor took part in the
deliberations of the Finance and Audit Committee and of the full
Supervisory Board regarding the annual and consolidated financial
statements, reported on the conduct of the audits and was available
to provide the Supervisory Board with additional information. In
accordance with the final outcome of our own examination of the
annual financial statements, the consolidated financial statements,
the corresponding management reports and the audit reports,
we concurred with the opinion of the auditors and approved the
annual and consolidated financial statements drawn up by the
Board of Management.