Corporate governance at Jungheinrich
In accordance with the current version of the German Corporate Governance Code of June 6, 2008, the Supervisory Board hereby submits the following report on corporate governance at Jungheinrich, and does this also on behalf of the Board of Management:
The term ‘corporate governance’ designates, among other things, transparent, good and responsible business management and control of a company, oriented towards increasing value over the long term. The Board of Management and the Supervisory Board of Jungheinrich AG have always ascribed high importance to these principles, which are among the focal points of their activity. They proved extremely useful especially in the most recent past when we became aware of the dramatic change in the market environment and reacted to it. Of course, it was impossible to prevent the crisis, which became increasingly obvious in the last quarter of 2008, from affecting our company as well. It was above all the open dialogue between the Board of Management and the Supervisory Board on the looming changes that allowed us to react both quickly and effectively, putting the company in a position to survive the crisis largely unscathed, while having the prospect of emerging from it a stronger organization.
The Code, which was submitted by the German Corporate Governance Government Commission and most recently revised in June 2008, is an important guideline for efforts undertaken by Jungheinrich as a whole and its bodies aiming to enhance transparency in company management and control. In addition, this strengthens investors, capital markets, our business partners, our employees and the public at large in their conviction that the company is being run in both a transparent and value-oriented manner. A main pillar of corporate governance within the Jungheinrich Group is the clear distribution of tasks and responsibilities among the Board of Management, the Supervisory Board and the Annual General Meeting. The Board of Management runs the company’s business of its own authority, a task for which it receives constructive assistance from the Supervisory Board and which is monitored by the Supervisory Board. The Annual General Meeting completes this balanced distribution of power within the company as the third major body, as prescribed by the German Stock Corporation Act and the Code. Compliance, i.e., adherence to statutory regulations and corporate guidelines, gained increasing importance last year as well. In response, Jungheinrich established structures through which the Board of Management submits regular and comprehensive reports to the Supervisory Board. In accordance with the recommendation issued by the Corporate Governance Code, the Supervisory Board has entrusted the monitoring task in this area to the Finance and Audit Committee. Other key elements of corporate governance in our company are proactive, open and transparent corporate communications as well as the responsible management of risks. In addition, significant importance is attached to the audit of our financial statements by an independent third party. Jungheinrich AG’s corporate governance is thus in line with all statutory regulations and largely complies with the recommendations and suggestions of the German Corporate Governance Code.
Jungheinrich AG’s corporate governance practices date back to 2002, the year in which they were adopted by the Board of Management and the Supervisory Board. They are reviewed and adapted to changes in the law and new developments in corporate governance and control standards once a year.
For further information on work done by the Supervisory Board and its committees as well as the cooperation between the Supervisory Board and the Board of Management, we refer to the report of the Supervisory Board and our website (www.jungheinrich.com). Besides information concerning corporate governance, our Internet presence contains the company’s financial publications, documents relating to the Annual General Meeting, a financial calendar with key dates, ad-hoc releases and other communications pursuant to the German Securities Trading Act primarily pertaining to reportable securities transactions, as well as press releases. Our website also features Jungheinrich AG’s current articles of association as well as details concerning the composition of the Board of Management and the Supervisory Board.
In December 2008, the Board of Management and Supervisory Board of Jungheinrich AG issued their latest annual statement of compliance with the recommendations and suggestions of the German Corporate Governance Code Government Commission pursuant to Sec. 161 of the German Stock Corporation Act. This declaration has been published on our website and reads as follows:
‘Valid for the past and future corporate governance of Jungheinrich AG is the following declaration, which relates to the requirements of the German Corporate Governance Code in the versions dated June 14, 2007, and June 6, 2008.