PDF, 3.2 MB - Pfleiderer AG
PDF, 3.2 MB - Pfleiderer AG
PDF, 3.2 MB - Pfleiderer AG
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Committees Formed by the Supervisory Board<br />
The Working Committee of the Supervisory Board convened five times in total during the reporting<br />
year – in March, twice in June, as well as in September and December 2004. The Committee<br />
discussed and decided on all transactions and actions which require approval by the Supervisory<br />
Board in accordance with standing orders.<br />
The Audit Committee convened in March and June 2004, as well as in February 2005. On<br />
March 18, 2005, the Audit Committee also reviewed the Financial Statements for fiscal 2004.<br />
The Conciliation Committee, set up in accordance with Sec. 27 (3) Mitbestimmungsgesetz (German<br />
Co-Determination Act), did not convene during the past fiscal year.<br />
Public Auditor<br />
In accordance with the resolution adopted by the General Meeting of <strong>Pfleiderer</strong> <strong>AG</strong> on June 15,<br />
2004, the Chairman of the Audit Committee of the Supervisory Board engaged KPMG Deutsche<br />
Treuhand-Gesellschaft Aktiengesellschaft Wirtschaftsprüfungsgesellschaft, Berlin/Frankfurt, (public<br />
auditors) to audit the Financial Statements for 2004 and the management report of <strong>Pfleiderer</strong> <strong>AG</strong>,<br />
as well as the consolidated Financial Statements and consolidated management report. In their<br />
audit, the auditors focused on the valuation of continuing and discontinued operations, the impairment<br />
of goodwill and an assessment of latent taxes and risk management.<br />
Financial Statements and Consolidated Financial Statements 2004<br />
The annual Financial Statements of <strong>Pfleiderer</strong> <strong>AG</strong> and the consolidated Financial Statements for<br />
year-ending December 31, 2004, as well as the consolidated management report and the management<br />
report for <strong>Pfleiderer</strong> <strong>AG</strong>, were audited by KPMG Deutsche Treuhand-Gesellschaft Aktiengesellschaft<br />
Wirtschaftsprüfungsgesellschaft, Berlin/Frankfurt, and all received an unqualified<br />
audit opinion.<br />
The Supervisory Board also reviewed the Financial Statements and consolidated Financial Statements,<br />
as well as the management report and consolidated management report, as drawn up<br />
by the Board of Management. The audit report by the public auditor was made available to all<br />
members of the Supervisory Board in good time. The public auditor participated in the Audit<br />
Committee meeting on March 18, 2005, thereby informing it of the main results of the audit.<br />
No objections were raised by the Supervisory Board following its review of the Financial Statements<br />
of <strong>Pfleiderer</strong> <strong>AG</strong>, the consolidated Financial Statements, the consolidated management<br />
report and the management report. The Supervisory Board concurs with the results of the audit<br />
by the public auditor, and duly approves the consolidated Financial Statements and Financial<br />
Statements for fiscal 2004. Accordingly, the Financial Statements have been approved pursuant<br />
to Sec. 172 Aktiengesetz (German Stock Corporation Act).<br />
In view of the Company’s strategic goal to further develop earnings power, the Supervisory<br />
Board concurs with the proposal made by the Board of Management not to pay a dividend for<br />
fiscal 2004.<br />
9<br />
REPORT OF THE SUPERVISORY BOARD
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