Investor Relations Corporate Governance
In accordance with the German Codetermination Act (Mitbestimmungsgesetz), freenet AG’s Supervisory Board has 12 members and is formed in equal parts by six shareholder representatives and six employee representatives.
The Supervisory Board has constituted a steering committee and four other committees.
As of May 2023
Marc Tüngler (Chairman), Thomas Karlovits, Knut Mackeprang, Theo-Benneke Bretsch
The steering committee discusses central themes and prepares Supervisory Board resolutions. It can take the place of the Supervisory Board, with the required approval of the Executive Board in accordance with the latter’s rules of procedure, in deciding on measures and transactions of the Executive Board, insofar as the matter in question cannot be deferred and it is not possible for the Supervisory Board to make an appropriate decision within the time available.
Marc Tüngler (Chairman), Sabine Christiansen, Claudia Anderleit, Knut Mackeprang
The personnel committee prepares the Supervisory Board’s personnel decisions. It submits to the Supervisory Board proposals for decisions on the Executive Board’s remuneration, the remuneration system and regular scrutiny of that system. The committee makes decisions in place of the Supervisory Board – but subject to mandatory responsibilities of the Supervisory Board – on Executive Board members’ business that is relevant for personnel.
Robert Weidinger (Chairman), Prof. Dr. Kerstin Lopatta, Petra Winter, Frank Suwald
The audit committee concerns itself with the monitoring of the accounting process, the effectiveness of the internal control system, the risk management system and the internal auditing system, and auditing of financial statements, in the latter case especially with regard to the choice of auditor and their independence and the additional services rendered by the auditor, the awarding of the audit engagement to the auditor, the determination of key audit matters and the fee agreement. It is also responsible for approving the permissible non-audit services to be rendered by the auditor. It also concerns itself with compliance-related issues and non-financial reporting/ESG.
Marc Tüngler (Chairman), Miriam Wohlfarth, Knut Mackeprang, Tobias Marx
The mediation committee is constituted in accordance with section 27 (3) of the German Co-determination Act (MitbestG) so that it can perform the task described in section 31 (3) sentence 1 MitbestG.
Marc Tüngler (Chairman), Sabine Christiansen, Robert Weidinger
The nomination committee has the task of suggesting suitable candidates to the Supervisory Board for proposal to the Annual General Meeting in the run-up to new elections.
Sustainability - often equated with the acronym "ESG" (Environmental, Social, Governance) - is becoming increasingly important at all levels at which freenet AG operates and is embedded as a company. freenet AG is aware of the effects of its business activities on society, the environment and other aspects of sustainability. Accordingly, sustainability aspects or non-financial aspects are to be included in all corporate decisions and placed on an equal footing with economic decision-making criteria.
In order to increase the ESG focus in the Supervisory Board, the Supervisory Board of freenet AG has decided to appoint Prof. Dr. Kerstin Lopatta and Claudia Anderleit as the Sustainability Representatives of the Supervisory Board. Both will focus on the strategic aspects of the topic.
Kerstin Lopatta brings outstanding expertise in this area due to her teaching and research activities in the field of sustainability. She is also a member of the Sustainable Finance Advisory Board of the German Federal Government. Claudia Anderleit has many years of expertise in the area of human capital management due to her work at freenet AG. An area that freenet AG has identified as essential for itself.