Avoidance of conflicts of interest

The Management and Supervisory Boards of Fresenius SE have a duty to act in the best interests of the Company. In performing their activities, they do not pursue personal interests or bestow unjustified benefits on others. Any sideline activities or transactions with the Company by members of the corporate bodies had to be reported to, and approved by, the Supervisory Board. The Supervisory Board of Fresenius SE reported to the AGM on any conflicts of interest and how they were dealt with.

Mr. Müller is a member of the Supervisory Board of our company and is Supervisory Board Chairman of Commerzbank AG. The Fresenius Group keeps business relations with Commerzbank under customary conditions. The member of the Supervisory Board Dr. Rupprecht was a member of the Management Board of Allianz SE until December 31, 2010, Chairman of the Management Board of Allianz Deutschland AG until June 30, 2010, and Chairman of the Supervisory Board of Allianz Deutschland AG from July 1 to December 31, 2010. Dr. De Meo, member of the Management Board of Fresenius Management SE (former member of the Management Board of Fresenius SE), is a member of the Supervisory Board of Allianz Private Krankenversicherungs-AG. The Fresenius Group pays insurance premiums to Allianz under customary conditions and in customary amounts. They amounted to €3 million in 2010 (2009: €7 million).

Consultancy and other service relationships between Supervisory Board members and the Company also existed in the case of Dr. Schenk, who was a member of the Supervisory Board of Fresenius SE and is a partner in the international law firm Noerr LLP. This law firm provided legal advice to the Fresenius Group in 2010. The Fresenius Group paid €1 million to this law firm for services rendered in 2010 (2009: €1 million), corresponding to 1.5% of the total amount paid for legal advice in 2010. Further consulting or service contracts between Supervisory Board members and our Company existed in the case of Prof. Dr. h. c. Berger, who is a member of the Supervisory Board of the Company and is at the same time a partner in Roland Berger Strategy Consultants and was Chairman of its Supervisory Board until August 1, 2010. The Fresenius Group paid €0.2 million to that company for services rendered in 2010. No services were rendered and no fees were paid in 2009. The Audit Committee and the Supervisory Board of Fresenius SE have examined the two aforesaid mandates closely and they were approved by the Supervisory Board of Fresenius SE. Dr. Schenk and Prof. Dr. h. c. Roland Berger did not take part in the voting concerning their respective persons.

There are no other consulting or service contracts between Supervisory Board members and the Company.

Fresenius has disclosed the information on related parties in the quarterly reports and note 35, Related Party Transactions.

QUICKFINDER

History

Tools