At meetings of the Supervisory Board, the Management Board provided regular, comprehensive information about the situation of the company and the Group as a whole. The Supervisory Board additionally received updates on G+D’s performance and finances in the form of quarterly reports. Outside the scheduled meetings, the Chairman of the Supervisory Board was also in regular contact with the Management Board and was kept informed of current issues.
In addition to the constitutive meeting in April following the election of the new Supervisory Board, the Supervisory Board held three scheduled meetings based on detailed reports from the Management Board to review the company’s economic situation, including major investment decisions and technology projects. The Supervisory Board also considered the risk report and the Group’s risk management system at all of the meetings.
At the April meeting, the Supervisory Board considered the status of the changes to corporate governance required by the new Group structure. This included the risk management system, compliance management system, internal control system, and internal auditing.
At the July meeting, the Supervisory Board was given advance details of strategic planning for 2022, focusing in particular on the areas of cash and payment. The signing of a profit and loss transfer agreement between Giesecke+Devrient Currency Technology GmbH and Procoin GmbH was also approved.
At the December meeting, the Supervisory Board reviewed the operational plans for 2020. In addition, the Supervisory Board approved measures for the strategic development of the Secure Transactions and Services and Trusted Connected Devices units, which form part of Giesecke+Devrient Mobile Security GmbH.
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The Supervisory Board duly received the annual financial statements and management report of Giesecke+Devrient GmbH for the period ending December 31, 2019, prepared in accordance with the German Commercial Code (HGB), and the consolidated financial statements and Group management report for the period ending December 31, 2019, prepared in accordance with IFRS, along with the auditor’s report.
The annual and consolidated financial statements were examined by the auditor, KPMG AG, which issued an unqualified audit opinion.
The auditor attended the meeting of the Supervisory Board on March 31, 2020, at which the financial statements were discussed. In the course of this meeting, the auditor reported on the main findings of the audit, on the compliance management system, and on the internal control system in relation to the financial reporting process, as well as answering questions from the Supervisory Board. The Supervisory Board accepted KPMG AG’s audit opinion on both sets of financial statements. The Supervisory Board concluded its review with no objections raised. It approved the annual and consolidated financial statements, including the corresponding management reports, at its meeting on March 31, 2020.
The Supervisory Board would like to thank the Management Board, all employees, and the Works Councils of the G+D Group for their efforts and high degree of personal commitment during fiscal 2019.
Prof. Klaus Josef Lutz
Chairman of the Supervisory Board
Giesecke & Devrient Card Reader Drivers
Munich, April 2020