Annual Report 2016

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58 Autoneum Annual Report 2016 Corporate Governance
Board of Directors, the CEO and the Business
Groups is stipulated in the Group’s Organiza-
tional Regulations9 , which include the fol-
lowing: The CEO draws up the strategic and
financial planning statements and the budget
with the Group Executive Board and submits
them to the Board of Directors for approval. He
reports regularly on the course of business as
well as on risks and changes in personnel at the
management level. In addition to periodic
reporting, he is obliged to inform the Board of
Directors immediately about any business
transactions of fundamental importance.
Information and control instruments
regarding the Group Executive Board
The Board of Directors receives a written
monthly report on the key figures of the Group
and the Business Groups from the Group
Executive Board. This provides information on
the balance sheet, cash flow and income
statements as well as capital expenditure. The
figures are compared with the budget and
with the previous year. The Board of Directors
is also informed at each meeting about the
course of business, important projects and
risks, as well as ongoing earnings and liquidity
planning. Should the Board of Directors have
to rule on major projects according to the
Organizational Regulations9, a written request
is submitted prior to the meeting.
The projects approved by the Board of
Directors are monitored within the context of a
special project controlling submitted to the
Board of Directors every quarter. Once a year,
the Board of Directors discusses and decides
on the strategic plans drawn up by the Group
Executive Board and the financial plan. Finan-
cial statements for publication are drawn up
twice a year. Furthermore, the Chairman of the
Board of Directors has a regular monthly
meeting with the CEO and the CFO with respect
to all major issues of corporate policy.
The Board of Directors has initiated and
implemented a comprehensive internal control
at least twice a year. The meetings are also
attended by the CEO and the CFO, and other
members of the Group Executive Board and
management as appropriate. The main duties of
the strategy committee are:
· · supporting and assisting the Board of Directors
in strategic planning, especially in assessing
market changes and developments affecting
the Group;
· · assessing Autoneum’s short- and long-term
strategic orientation, in particular with regard
to markets, customers, competitors, products
and technologies;
· · support of strategically important projects.
The Strategy Committee met in 2016 for one
regular meeting and a two-day strategy work-
shop with the entire Group Executive Board.
The regular meeting lasted half a day. All
committee members attended the meeting and
the strategy workshop.
Allocation of authority
The Board of Directors delegates operational
business management to the CEO. The mem-
bers of the Group Executive Board report to the
CEO. The allocation of authority between the
Board of Directors and the CEO is stipulated in
the Organizational Regulations9, while details
of the tasks reserved for the Board of Directors
can be found on pages 53–56 (“Internal
Organization”). The cooperation between the
The Strategy Committee
met in 2016 for one
regular meeting and
a two-day strategy
workshop with the entire
Group Executive Board.
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