Our Corporate Bodies
While the General Meeting serves to jointly form the will of the shareholders in the affairs of the Company, the Supervisory Board supervises the management of the Company the Managing Board is in charge of.
General Meeting
The General Meeting serves to jointly form the will of the shareholders in the affairs of the Company. The General Meeting shall pass resolutions in the cases expressly stipulated by law or in the Articles of Association. These include among others:
- resolutions on the appropriation of profits
- the discharge of the Managing Board and the Supervisory Board
- the remuneration policy and the remuneration report and
- the election to the Supervisory Board
General Meetings are called by the Company at least once a year; shareholders have the right to attend the General Meeting and exercise their rights when they prove their qualification as shareholder on the Record Date.
Supervisory Board
The Supervisory Board shall supervise the management of the Company. Additionally, there are certain transactions that are subject to the consent of the Supervisory Board (Articles of Association Article 15 The Supervisory Board – Responsibilities).
At the moment the Supervisory Board consists of 12 Supervisory Board members (shareholder representatives):
Diversity on the Supervisory Board
As of 31/12/2022
|
1 The Supervisory Board of VIG Holding has established independence criteria in accordance with Rule 53 of the Austrian Code of Corporate Governance. Peter Mihók and Robert Lassofer have each stated that they are not independent based on the independence criteria specified by the Supervisory Board. |
High attendance rates at meetings of the Supervisory Board and its committees
|
Financial year 2022; |
||||||
| Name | Supervisory Board | Audit Committee2 | Working Comittee2 | Strategy Comittee2 | Personnel Comittee2 | Nomination Comittee2 |
|---|---|---|---|---|---|---|
| Number of meetings | 4 meetings | 4 meetings | 2 meetings | No meeting | 2 meetings | 2 meetings |
| Günter Geyer (Chair) |
4/4 | 4/4 | 2/2 | 2/2 | 2/2 | |
| Rudolf Ertl (1st Deputy Chair) |
4/4 | 4/4 | 2/2 | 2/2 | 2/2 | |
| Robert Lasshofer (2nd Deputy Chair) |
2/4 | 2/4 | 1/23 | 2/2 | 2/2 | |
| Martina Dobringer | 4/4 | 4/4 | 2/2 | |||
| Zsuzsanna Eifert | 4/4 | 4/4 | ||||
| Gerhard Fabisch | 3/4 | |||||
| András Kozma1 | 3/3 | 2/2 | ||||
| Peter Mihók | 4/4 | 4/4 | ||||
| Heinz Öhler | 3/4 | |||||
| Georg Riedl4 | 1/1 | 1/1 | 3/3 | |||
| Gabriele Semmelrock-Werzer | 4/4 | |||||
| Katarina Slezáková | 4/4 | 4/4 | ||||
| Gertrude Tumpel-Gugerell | 4/4 | 4/4 | ||||
Managing Board
The Managing Board shall manage the Company in such manner as the benefit of the Company requires, taking into consideration the interests of the shareholders and the employees as well as the public interest. The Managing Board represents the Company both in and out of court.
At the moment the Managing Board of VIG Holding consists of six members with individual areas and countries of responsibility:
