The diversity concept for Board of Management and Supervisory Board

In 2017, diversity management was established as a holistic approach to strategically managing diversity within the company. To us, diversity is an important prerequisite for competitiveness and sustained corporate success. The aim is to create an environment that promotes the individuality of each person in the interest of the company.

Board of Management

Description of the diversity concept

The Supervisory Board has established the following diversity concept for the composition of the Board of Management pursuant to Section 289f, Para 2, No. 6 of the German Commercial Code (HGB):

Diversity is one of the factors taken into account by the Supervisory Board when considering which individuals would best supplement the existing Board of Management. When considering diversity as an aspect, the Supervisory Board looks in particular to achieving a heterogeneous, mutually complementary combination of specialist, professional and life experience among Board members, including international experience, as well as a suitable gender mix.

Goal of the diversity concept

We regard diversity – in the sense of differing perspectives, skills and experience – as being a key prerequisite for ensuring competitiveness in the market and the sustained success of our Company. The diversity concept established for the Board of Management therefore aims to consciously take advantage of diversity in the interests of achieving such success. Diversity on the Board of Management is notably intended to promote an understanding of differing customer perspectives in other areas of the world as well as new business models

Implementation of the diversity concept

When deciding on the composition of the Board of Management, the Supervisory Board takes the following aspects into account in particular:

  • Board of Management members should possess several years of leadership experience.
  • If possible, Board of Management members should have experience in different fields and professions.
  • The Board of Management as a whole should possess a fundamental technical understanding combined with knowledge and experience notably in the manufacture and sale of vehicles and engines of all types as well as other technical products, and should have international experience.
  • The Board of Management as a whole should possess several years’ experience in the fields of research and development, production, sales, finances and human resources as well as in legal and compliance matters.
  • The Supervisory Board has formally adopted a target figure of “zero” for the period until December 31, 2018, in accordance with the German Act on Equal Participation of Women and Men in Executive Positions in the Private and the Public Sector (Gesetz für die gleichberechtigte Teilhabe von Frauen und Männern an Führungspositionen in der Privatwirtschaft und im öffentlichen Dienst).
  • The members of the Board of Management should evidence an appropriate mix of ages.

Outcome of the diversity concept

The aforementioned criteria were taken into account in the appointment of new members to the Board of Management in the 2017 fiscal year. The Supervisory Board also considered all individual circumstances and the interests of the Company when appointing new members to the Board.

Supervisory Board

Description of the diversity concept

The Supervisory Board of AUDI AG is to be composed such that its members, as a whole, possess the requisite knowledge, skills and professional experience to carry out their duties as required. The objectives set by the Supervisory Board support this in that they also serve to describe the concept employed by the Supervisory Board to achieve diversity in its overall composition (diversity concept pursuant to Section 289f, Para. 2, No. 6 of the German Commercial Code).

General consideration should be given to diversity when recruiting qualified individuals who will add to the Supervisory Board as a whole the best possible combination of specialist and leadership skills within the context of the above objectives. When preparing proposals for individuals to fill seats on the Supervisory Board, consideration should be given to how far such individuals will add to diversity in terms of the mix of expertise and opinions among Supervisory Board members and will promote a heterogeneous, mutually complementary combination of specialist, professional and life experience among Board members, including international experience, and a suitable gender mix. The Supervisory Board should include a broad-based mix of experience gained in a variety of specialist fields. In addition, the Supervisory Board as a whole should incorporate a variety of opinions and skills to enable it to develop a good understanding of the current state of affairs as well as the long-term opportunities and risks arising from the Company’s business activities.

Goal of the diversity concept

The diversity concept for the Supervisory Board aims to ensure a broad understanding of the social and corporate requirements placed on AUDI AG. In particular, the diversity concept is intended to help enable the Supervisory Board to make an assessment of Board of Management decisions from different perspectives and based on wide-ranging experiences.

Implementation of the diversity concept

Given the specific situation of the Company, its business purpose, size and the proportion of international business activities as well as in consideration of the ownership structure, the Supervisory Board focuses on the following factors when working toward its target composition:

  • at least two seats on the Supervisory Board should be filled by persons who fulfill the criterion of internationality to a particular extent;
  • at least one shareholder seat on the Supervisory Board should be reserved for persons having no potential conflicts of interest, in particular as a result of performing an advisory or executive function at customers, suppliers, lenders or other third parties;
  • at least one shareholder seat on the Supervisory Board should go to individuals who are independent within the meaning of No 5.4.2 of the German Corporate Governance Code;
  • at least one seat on the Supervisory Board is to be reserved for persons who make a special contribution to diversity on the Board.

Outcome of the diversity concept

The aforementioned criteria were taken into account in the appointment of new members to the Supervisory Board in the 2017 fiscal year. The Supervisory Board also considered all individual circumstances and the interests of the Company when appointing new members to the Board.

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