talanx group annual report 2011 en
talanx group annual report 2011 en
talanx group annual report 2011 en
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Overall assessm<strong>en</strong>t of<br />
the economic situation<br />
Non-financial<br />
performance indicators<br />
Marketing and advertising, sales<br />
Corporate Governance Remuneration <strong>report</strong> Ev<strong>en</strong>ts of special<br />
significance<br />
The multi-brand principle pursued within the Talanx Group is<br />
reflected in the diverse forms of communication with which the<br />
subsidiaries with their differ<strong>en</strong>t brand names seek to address<br />
their specific customer segm<strong>en</strong>ts through tailored marketing and<br />
advertising. The primary insurers within the Group, such as HDI<br />
and HDI-Gerling, <strong>en</strong>gage directly with the g<strong>en</strong>eral public by means<br />
of e.g. TV commercials, publicity campaigns and sponsorship activities.<br />
Our reinsurance division and asset managem<strong>en</strong>t operations<br />
focus on their particular target <strong>group</strong>s. Talanx AG’s communication<br />
activities, in turn, are addressed first and foremost to the broader<br />
financial community and business journalists.<br />
The sales channels employed by the Group’s companies are extremely<br />
diverse: they range from our own tied ag<strong>en</strong>ts’ organisations<br />
and local repres<strong>en</strong>tation by branch offices and sales outlets through<br />
the use of brokers and indep<strong>en</strong>d<strong>en</strong>t ag<strong>en</strong>ts to highly specialised<br />
bancassurance cooperations. For further information please see the<br />
sections on the various Group segm<strong>en</strong>ts.<br />
Risk <strong>report</strong> Forecast and<br />
opportunities <strong>report</strong><br />
Corporate Governance<br />
Talanx AG takes good Corporate Governance to mean responsible<br />
<strong>en</strong>terprise managem<strong>en</strong>t and supervision geared to sustainable value<br />
creation. In particular, we strive to further foster the trust placed in<br />
us by investors, our business partners and employees, and the public<br />
at large. We also attach great importance to the effici<strong>en</strong>t conduct<br />
of their work by the Board of Managem<strong>en</strong>t and Supervisory Board,<br />
good cooperation betwe<strong>en</strong> these bodies and with the com pany’s<br />
staff, and to op<strong>en</strong> and transpar<strong>en</strong>t corporate communications.<br />
Talanx AG is a stock corporation under German stock corporation<br />
law. It has three corporate bodies: the Board of Managem<strong>en</strong>t, the<br />
Supervisory Board and the G<strong>en</strong>eral Meeting. The tasks and powers<br />
of these bodies are defined by law, the company’s Articles of Association,<br />
and the Rules of Procedure for the Board of Managem<strong>en</strong>t<br />
and the Supervisory Board.<br />
In accomplishing its goal of sustainably <strong>en</strong>hancing the value of the<br />
company, Talanx AG is guided ext<strong>en</strong>sively by the principles of the<br />
German Corporate Governance Code (DCGK), with the aid of which<br />
it has largely brought itself into line with the standards of German<br />
listed <strong>en</strong>terprises.<br />
Board of Managem<strong>en</strong>t<br />
The Board of Managem<strong>en</strong>t leads the company at its own responsibility<br />
and defines goals and corporate strategy. In accordance with<br />
§ 9 Para. 1 of the Articles of Association, the Board of Managem<strong>en</strong>t is<br />
comprised of at least two persons. Beyond that, the Supervisory Board<br />
determines the number of members. The Board of Managem<strong>en</strong>t curr<strong>en</strong>tly<br />
consists of sev<strong>en</strong> members. The Supervisory Board’s Rules of<br />
Procedure state that it should appoint only persons who are not yet<br />
65 years old to the Board of Managem<strong>en</strong>t. The term of their appointm<strong>en</strong>t<br />
should be chos<strong>en</strong> to <strong>en</strong>d not later than in the month in which<br />
the Board member turns 65.<br />
The curr<strong>en</strong>t composition of the Board of Managem<strong>en</strong>t is set out on<br />
page 6 of this Annual Report.<br />
The working practice of the Board of Managem<strong>en</strong>t is governed by<br />
Rules of Procedure adopted by the Supervisory Board. These define<br />
the areas of responsibility of the individual members of the Board<br />
of Managem<strong>en</strong>t. Notwithstanding their overall responsibility, each<br />
member of the Board heads up the area(s) assigned to them at their<br />
own responsibility within the scope of the resolutions of the full<br />
Board of Managem<strong>en</strong>t.<br />
In addition, the Rules of Procedure set out the matters reserved for<br />
the full Board of Managem<strong>en</strong>t and the required voting majorities.<br />
The full Board of Managem<strong>en</strong>t decides in all cases where adoption of<br />
a resolution by the full Board of Managem<strong>en</strong>t is stipulated by law, the<br />
Articles of Association or the Rules of Procedure.<br />
Talanx Group. Annual Report <strong>2011</strong><br />
85