10.1 Key management team
The Executive Board of KION Group GmbH consists of Gordon Riske, Harald Pinger, who are Managing Directors of KION Holding 1 GmbH and KION GROUP GmbH, and Otmar Hauck, who is also Managing Director of KION GROUP GmbH.
Gordon Riske has been Chief Executive Officer (CEO) since 23 April 2008 and is responsible, among other things, for the strategic management of the Group, communications, governance and compliance, and the Group's Asian business. The CEOs of the brand parent companies Linde Material Handling and STILL report to him.
Harald Pinger has been Chief Financial Officer (CFO) since 1 August 2008 and is responsible, among other things, for finance including financial services, IT activities, human resources, legal affairs, internal audit and the Americas region. On 1 January 2010, he took over the position of Labour Relations Director from Gordon Riske.
Otmar Hauck has been the Chief Operating Officer of the KION Group since 1 November 2009. He is responsible for quality and central operations (operational excellence & production control), purchasing, logistics, health & safety and environmental issues in the Group.
The Executive Board normally meets every 14 days. Apart from preparing and taking all decisions relating to the day-to-day management of the Company, the Executive Board also discusses and approves any transactions in the brand subgroups that require their consent at these meetings. A list of the transactions requiring such consent is included in the rules of procedure for the relevant Management Boards. Under its rules of procedure, the Executive Board must have certain transactions approved by other decision-making bodies such as the Supervisory Board or the shareholders' meeting.
Diagram showing the responsibilities of the KION Group's Executive Board
10.2 Supervisory Board
The Company's Supervisory Board comprises six shareholder representatives and six employee representatives in accordance with HGB requirements and those of the German Codetermination Act (MitbestG). The Supervisory Board is responsible for the tasks specified by law, the memorandum and articles of association and the rules of procedure relating to the supervision of the management of the business by the Executive Board. It also advises and supports the Executive Board in its handling of significant matters and business transactions.
Manfred Wennemer, former CEO of Continental AG, has been the chairman of the Supervisory Board since 23 September 2009. He took over as chairman from Johannes Huth, the representative of Kohlberg Kravis Roberts & Co., New York, USA.
In addition to a human resources committee and an audit committee, the Supervisory Board has set up an arbitration committee pursuant to section 27 (3) MitbestG. Shareholders and employees have equal numbers of representatives on all the Supervisory Board committees.
The Supervisory Board normally meets once during each quarter. The committees hold meetings two to three times a year, although the arbitration committee only meets if required to do so in circumstances specified by law or by the memorandum and articles of association. If required, the committees also meet between the regular scheduled meetings. The remit of the Supervisory Board and its committees is defined by law, the memorandum and articles of association and the rules of procedure for the Supervisory Board and each committee.
10.3 Shareholders' meeting
A meeting of the Company's shareholders is held as required by the memorandum and articles of association or if demanded by other special circumstances. Resolutions may also be adopted by shareholders using a procedure conducted in writing.
10.4 Corporate governance
The KION Group publishes details of its corporate governance in a separate corporate governance report on its website: www.kiongroup.com.