Tasks of the Supervisory Board
The Supervisory Board for Uniper SE appoints, supervises and advises the Management Board and is directly involved in decisions that are of fundamental importance to the company. The Supervisory Board Chairman coordinates the work of the Supervisory Board.
The Supervisory Board consists of twelve members. Six members are elected by the General Meeting of Shareholders, and six members are elected by the employees in accordance with the agreement on employee participation laid down in the SE Uniper election procedures. Former Management Board members are, in principal, not allowed to serve as members of the Supervisory Board for a two-year grace period after leaving the Management Board. This is intended to prevent conflicts of interest. However, an exception will be made to this provision if the election to the Supervisory Board comes at the suggestion of shareholders who have more than 25% of the voting rights in the company.
The Supervisory Board may form committees among its members, to which, to the extent permitted by law, decision-making powers of the Supervisory Board may be transferred. The duties, powers and procedures of these committees shall be defined by the Supervisory Board. To perform its duties, the Supervisory Board has established three committees to effectively assist the work of the full board. The Chairman's Committee (Präsidialausschuss) coordinates the work of the Supervisory Board and makes preparations for Supervisory Board meetings, and, in particular, for the appointment of board members. The Audit and Risk Committee (Prüfungs-und Risikoausschuss) assists the Board with its responsibilities in monitoring accounting processes and financial reporting. The Nomination Committee (Nominierungsausschuss) is responsible for preparing the decisions of the Supervisory Board regarding proposals to the Annual General Meeting for the election of shareholder representatives to the Supervisory Board.
The members of the Supervisory Board receive fixed compensation for their activities. The structure and amount of the Supervisory Board's compensation is decided by the Annual General Meeting and regulated in the Articles of Association. The Annual General Meeting approved the system for Supervisory Board compensation on May 19, 2021 under agenda item 7 with a majority of 99.92%.
The shareholder representatives are Markus Rauramo, Dr. Bernhard Günther, Prof. Dr. Werner Brinker, Judith Buss, Esa Hyvärinen and Nora Steiner-Forsberg. The employee representatives are Harald Seegatz, Oliver Biniek, Barbara Jagodzinski, Victoria Kulambi, Andre Muilwijk and Immo Schlepper.