Supervisory Board

The Supervisory Board is the supervising body of the CABB Group and consists of six members, three of which are independent. The Supervisory Board is responsible for the approval of the corporate strategy, supervises its implementation, and ensures good governance through clearly defined responsibilities, processes, and policies. In particular, it approves and reviews the governance principles and the management structures as well as internal regulations and directives, including organizational regulations and committee charters.

Furthermore, the Supervisory Board determines succession planning regarding the Executive Management Board, together with the Remuneration and Nomination Committee (RNC) and decides on the individual and total amount of fixed and variable compensation payable.

The Supervisory Board also appoints and removes the Board committees (except for the RNC) as well as the CEO and the other members of the Executive Management Board and reviews their performance in meeting agreed goals and objectives and complying with applicable laws, rules, and regulations.

The Supervisory Board has two Board committees which support the Supervisory Board on specific topics:

• Audit Committee (AC)
• Remuneration and Nomination Committee (RNC)

Audit Committee

The Audit Committee consists of at least two Supervisory Board members appointed by the Supervisory Board, one of which is independent. The members of the Audit Committee have the necessary qualifications with regard to financial expertise and risk management best practices.

The purpose of the Audit Committee is to assist the Supervisory Board and the Executive Management Board in fulfilling its responsibilities defined by applicable law, the Articles of Association, the Organizational Regulations, and other regulations with respect to matters involving the financial and risk management aspects of governance of the CABB Group.

Remuneration and Nomination Committee

The Remuneration and Nomination Committee consists of at least two Supervisory Board members, one of which is independent. Each member of the Remuneration and Nomination Committee has the necessary qualifications, skills, experience, and time in order to be able to effectively fulfill their duties as a member of the Remuneration and Nomination Committee.

The purpose of the Remuneration and Nomination Committee is to support the Supervisory Board and the Executive Management Board in remuneration matters by exercising the duties assigned to it under the Articles of Association, the Organizational Regulations, and applicable laws and regulations. In particular, the Remuneration and Nomination Committee must provide support in the process for establishing and reviewing the compensation strategy of the Group and preparing the proposals regarding the compensation of the Supervisory Board and the Executive Management Board.

Executive Management Board

The Executive Management Board is the governing body of the CABB Group. It has the overall responsibility for the CABB Group including the development of the mission, vision, and corporate strategy, its implementation, and the day-to-day business of the CABB Group.

In addition, it is responsible for setting the budget and the allocation of corporate resources as well as publishing quarterly reports and annual financial statements for the CABB Group. The Executive Management Board also ensures that the Supervisory Board receives regular, timely, and comprehensive information on all matters relating to the CABB Group’s planning, business development, and risk management.