Supervisory Board Committees

The following qualified Supervisory Board committees were formed to increase the efficiency of the Board and to deal with complex issues:

Committee for urgent matters (Working committee)

The Working Committee decides on matters that require Supervisory Board approval but cannot be deferred until the next ordinary Supervisory Board meeting because of particular urgency.

Gen.-Dir. Komm.-Rat Dr. Wolfgang Ruttenstorfer
1^st Deputy: Dr. Johann Sereinig
2^nd Deputy: Mag. Alois Hochegger
3^rd Deputy: Mag. Reinhard Ortner

Komm.-Rat Dr. Karl Skyba
1^st Deputy: Dipl.-Ing. Guido Klestil
2^nd Deputy: Hofrat Dkfm. Heinz Öhler
3^rd Deputy: Mag. Reinhard Ortner

Audit committee (Accounts committee)

The Audit Committee (Accounts Committee) is responsible for the duties assigned by § 92(4a) of the Austrian Stock Corporation Act, namely:

1. Monitoring the accounting process;
2. Monitoring the effectiveness of the company’s internal control system, internal auditing system and risk management system;
3. Monitoring the company and group audits;
4. Examination and monitoring of the independence of the auditor of the financial statements (consolidated financial statements), particularly with respect to additional services provided to the audited company;
5. Auditing of the annual financial statements and preparation for their approval, examination of the proposed appropriation of profits, management report and corporate governance report, and presentation of a report on the audit findings to the Supervisory Board;
6. Auditing of the consolidated financial statements and Group management report, and presentation of a report on the audit findings to the Supervisory Board of the parent company;
7. Preparation of the Supervisory Board proposal for selecting the auditor of the financial statements (consolidated financial statements).

Gen.-Dir. Komm.-Rat Dr. Wolfgang Ruttenstorfer
1^st Deputy: Dr. Johann Sereinig
2^nd Deputy: Mag. Alois Hochegger
3^rd Deputy: Mag. Reinhard Ortner

Komm.-Rat Dr. Karl Skyba
1^st Deputy: Dipl.-Ing. Guido Klestil
2^nd Deputy: Hofrat Dkfm. Heinz Öhler
3^rd Deputy: Mag. Reinhard Ortner

Committee for Managing Board matters (Compensation committee)

The Committee for Managing Board Matters deals with Managing Board personnel matters. The Committee for Managing Board Matters thus decides on the content of employment contracts with members of the Managing Board and their compensation, and examines remuneration policies at regular intervals.

Gen.-Dir. Komm.-Rat Dr. Wolfgang Ruttenstorfer
Komm.-Rat Dr. Karl Skyba

Strategy Committee

The Strategy Committee works together with the Managing Board and, as appropriate, with experts that it consults, to prepare fundamental decisions that must then be decided on by the Supervisory Board as a whole.

Gen.-Dir. Komm.-Rat Dr. Wolfgang Ruttenstorfer
1^st Deputy: Dr. Johann Sereinig
2^nd Deputy: Mag. Alois Hochegger
3^rd Deputy: Mag. Reinhard Ortner

Komm.-Rat Dr. Karl Skyba
1^st Deputy: Dipl.-Ing. Guido Klestil
2^nd Deputy: Hofrat Dkfm. Heinz Öhler
3^rd Deputy: Mag. Reinhard Ortner

The company concluded no agreements with members of the Supervisory Board in 2010 that would have required approval from the Supervisory Board.