Supervisory Board (Status November 1, 2012)

Shareholders' representatives

Rudolf Kemler, Chairman
Independent, first elected on October 11, 2012, born in 1956
Chairman of the Managing Board of Österreichische Industrieholding AG, Supervisory Board mandates: Telekom Austria AG (Chairman), OMV AG (Chairman)

Edith Hlawati, Deputy Chairman
Independent, first elected on April 26, 2007, born in 1957
Partner of the law firm Cerha Hempel Spiegelfeld Hlawati, Supervisory Board: Telekom Austria AG (Deputy Chairman)

Edgar Ernst
Independent, first elected on April 22, 2010, born in 1952
President of the Financial Reporting Enforcement Panel in Germany, Supervisory Board mandates: Gildemeister AG (Germany), Deutsche Postbank AG (Germany), TUI AG (Germany), Wincor Nixdorf AG

Erich Hampel
Independent, first elected on April 22, 2010, born in 1951
Management consultant, Supervisory Board mandates: UniCredit Bank Austria AG (Chairman), B&C Industrieholding GmbH (Chairman), BWA Beteiligungs- und Verwaltungs-AG (Deputy Chairman), Bausparkasse Wüstenrot AG (Deputy Chairman), Donau Chemie AG (Deputy Chairman), Österreichische Kontrollbank AG (Chairman), ÖRAG Österreichische Realitäten AG (Chairman), Österreichische Lotterien GmbH, Österreichisches Verkehrsbüro AG

Günter Leonhartsberger
Independent, first elected on April 22, 2010, born in 1968
Division Head, Corporate Investment Management and Privatisation at Österreichische Industrieholding AG, Supervisory mandate: APK Pensionkasse AG

Chris. E. Muntwyler
Independent, first elected on April 22, 2010, born in 1952
CEO of Conlogic AG (Switzerland), Member of the Board of Directors of Panalpina World Transport AG (Switzerland), Supervisory Board of National Express Group PLC (UK)

Markus Pichler
Independent, first elected on April 28, 2011, born in 1968
Managing Director of Unibail-Rodamco Austria Management Gmbh

Elisabeth Stadler
Independent, first elected on April 28, 2011, born in 1961
Chairman of the Executive Board of ERGO Austria International AG, Supervisory Board mandates: Bank Austria Creditanstalt Versicherung AG, ERGO Versicherung Aktiengesellschaft (Deputy Chairman), Victoria Volksbanken Pensionskassen AG (Deputy Chairman), Victoria Volksbanken Vorsorgekasse AG, D.A.S. Österreichische Allgemeine Rechtsschutz-Versicherungs-AG, Bank Austria Real Invest Immobilien Kapitalanlage GmbH, ERGO životno osiguranje d.d. (Life) (Croatia), ERGO osiguranje d.d. (Non-Life) (Croatia), ERGO Asigurări de Viaţă SA (Romania), ERGO pojišťovna, a.s. (Czech Republic), ERGO Életbiztosito, Zrt. (Life) (Hungary), VICTORIA-VOLKSBANKEN Biztosito, Zrt. (Non-Life) (Hungary), ERGO Poisťovňa, a.s. (Slovakia)

Employee representatives

Helmut Köstinger
Member since April 14, 2005, born in 1957. Chairman of the Central Works Council of Austrian Post

Martin Palensky
Member since February 22, 2002, born in 1963. Deputy Chairman of the Central Works Council of Austrian Post

Andreas Schieder
Member since October 19, 2010, born in 1976. Member of the Central Works council of Austrian Post

Manfred Wiedner
Member since March 3, 1999, born in 1963. Member of the Central Works Council of Austrian Post


Independence of the Supervisory Board

In accordance with the stipulations contained in the Austrian Corporate Governance Code (C-Rule 53), the Supervisory Board has defined the following six criteria to determine the independence of Supervisory Board members, which are compliant with Appendix 1 of the Austrian Corporate Governance Code:

  1. The Supervisory Board member shall not have served as a member of the Management Board or as a manager of the company or one of its subsidiaries in the past five years.
  2. The Supervisory Board member shall not maintain or have maintained in the past year any business relations with the company or one of its subsidiaries to an extent of significance for the Supervisory Board member. This shall also apply to relationships with companies in which the Supervisory Board member has a considerable economic interest, neither for carrying out functions on corporate bodies. The approval of individual transactions by the Supervisory Board according to L-Rule 48 does not automatically mean the person is qualified as being not independent.
  3. The Supervisory Board member shall not have been auditor of the company, have owned a share in the auditing company or have worked there as an employee over the past three years. 1 Until the date on which the Supervisory Board was newly constituted (April 2, 2010), or in the case of the Central Works Council (October 18, 2010), the committees consisted of the following members: Executive Committee (Peter Michaelis, Rainer Wieltsch), Presidential Committee (Peter Michaelis, Rainer Wieltsch, Gerhard Fritz), Audit Committee (Peter Michaelis, Hans Wehsely, Karl Stoss, Gerhard Fritz, Manfred Wiedner).
  4. The Supervisory Board member shall not be a member of the Management Board of another company in which a Management Board member of this company is a Supervisory Board member.
  5. The Supervisory Board member shall not serve as a member of the Supervisory Board for longer than 15 years. This does not apply to Supervisory Board members who are shareholders with a stake in the company or who represent such a shareholder's interests.
  6. The Supervisory Board member shall not be a close relative (i.e. direct offspring, spouse, partner, parent, uncle, aunt, sibling, niece, nephew) of a Management Board member or of persons in one of the above-mentioned positions.

All the members of the Supervisory Board elected by the Annual General Meeting declared their independence in accordance with these criteria. Moreover, the Supervisory Board consists of six representatives who can be considered as independent from the core shareholder of Austrian Post. Accordingly, the majority of the Supervisory Board members do not have any direct relationship to the majority shareholder of the company (C-Rule 54).

The Supervisory Board does not include former Management Board members or top executives, nor do any "interlocking relationships" exist. The company has not granted any loans to members of the Supervisory Board.

Download Date Size
Extract from the Rules of Procedure for the Supervisory Board
german
22.12.2008 14,25 kb
Guidlines for Independance 23.03.2010 25,53 kb