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One-Third Co-Determination on the Supervisory Board

Management & Supervisory Boards

Continuity & Drive

PREMATURE EXTENSION OF THE MANAGEMENT BOARD CONTRACTS

All for One Group has made excellent progress under the two Management Board members. To enable implementation of our strategy offensive 2022, the management board contracts – which were due to expire on 30 September 2019 – were prematurely extended in November 2018 until 30 September 2023.

WE BUILD ON CONTINUITY AND DYNAMISM AND THUS LAY THE FOUNDATION FOR THE CONTINUATION OF THIS SUCCESS STORY

Josef Blazicek, Chairman of the Supervisory Board, All for One Group

Management Board

Lars Landwehrkamp

Lars Landwehrkamp

is CEO of All for One Group and responsible for Strategy, Marketing; M&A & Personnel Development of the listed Group. He has led the consistent build up and expansion of the Group into a prominent SAP system house. Landwehrkamp was previously senior manager of a large auditing and consulting company.

Year of birth: 1959

Stefan Land

Stefan Land

is CFO of All for One Group. The experienced financial and capital market expert is in charge of the commercial management and investor relations of the listed Group. After several different professtional positions in Germany and abroad, Land's last position was CFO of a listed company in the medical technology Segment.

Year of birth: 1967

Supervisory Board

Our supervisory board has six members. Four of them are elected by the shareholders at the annual general meeting; the other two by the staff to ensure one-third co-determination.

Josef Blazicek

Josef Blazicek

is chairman of the supervisory board and one of two independent shareholder representatives. He was voted into the supervisory board in 2009. In the current period of office, Blazicek is also chairman of the human resources committee and a member of the audit committee.

Year of birth: 1964
Nationality: Austrian

Paul Neumann

Paul Neumann

is deputy chaiman of the supervisory board. He was appointed to the supervisory board in November 2016. In the current period of office, Neumann is a member of the audit committee and the human resources committee.


Year of birth: 1984
Nationality: Austrian

Peter Fritsch

Peter Fritsch

is a member of the supervisory board and one of two independent shareholder representatives. He was voted into the supervisory board in 2001. In the current period of office, Fritsch is chairman of the audit committee.

Year of birth: 1949
Nationality: Austrian

Dr. Rudolf Knünz

Dr. Rudolf Knünz

is a member of the supervisory board. He was voted into the supervisory board of the company at the annual general meeting on 15 March 2018.

Year of birth: 1951
Nationality: Austrian

Maria Caldarelli

Maria Caldarelli

is a member of the supervisory board. She was voted into the supervisory board as an employee representative in 2018.

Year of birth: 1978
Nationality: Italian

Jörgen Dalhoff

Jörgen Dalhof

is a member of the supervisory board. He was first voted into the supervisory board as an employee representative in 2012 and again in 2018.

Year of birth: 1956
Nationality: German

Former Members of the Supervisory Board

Peter Brogle

Peter Brogle

was deputy chairman of the supervisory board until 15 March 2018. He was voted into the supervisory board in 2000.

Year of birth: 1942
Nationality: Swiss

Nicole Schultheiß

Nicole Schultheiss

was a member of the supervisory board until February 2018. She succeeded Detlef Mehlmann as employee representative and substitute member of the supervisory board in November 2017.

Year of birth: 1979
Nationality: German

Supervisory Board Objectives and Skill Set

The supervisory board has defined specific objectives governing its composition. In addition to requiring sector expertise from all supervisory board members, it has also defined a more detailed skill set for the board as a whole. Proposals of candidates to the annual general meeting are always based on the following objectives derived from the required skill set:

At least one third of all Supervisory Board members must be knowledgeable about the IT industry. At present, two members of the Supervisory Board have pertinent IT knowledge – Josef Blazicek and Peter Fritsch.

At least one member of the Supervisory Board must have international experience. All members of the Supervisory Board currently comply with this target requirement.

At least one member of the supervisory board must have experience as a management board member (or comparable) in a listed company. This requirement is currently met by four members of the supervisory board – Dr. Rudolf Knünz, Paul Neumann, Josef Blazicek and Peter Fritsch.

The shareholder representatives on the supervisory board have determined what they consider to be an appropriate number of independent shareholder representatives on the supervisory board, taking into account the company's ownership structure. The supervisory board in its current composition corresponds to this determination. The number and names of the independent shareholder representatives can be found here.

In its assessment of independence, the supervisory board has examined in detail the indicators listed in the current version of the German Corporate Governance Code (»Code 2020«). None of the indicators listed in the Code raise any objections to the supervisory board's assessment of independence. No other reasons are apparent that contradict this assessment. The only point requiring further explanation is the classification of supervisory board member Peter Fritsch as »independent« of the company and its man­agement board. Peter Fritsch is considered to be independent despite his current membership of the company's supervisory board of 19 years (and thus longer than 12 years, as of Sep 2020). In his role as a member of the supervisory board, Peter Fritsch has never given cause to doubt that he has always fulfilled his duties on the supervisory board in a dutiful and proper manner. The other shareholder representatives on the supervisory board are therefore convinced of his impartiality. Furthermore, neither Peter Fritsch himself nor any close family member of the supervisory board member has ever been a member of the management board of the company, nor is he currently. There were and are no significant business relationships between Peter Fritsch and the company or any of its dependent companies.

When proposing candidates for election to the supervisory board, the supervisory board generally con­siders an age limit of 70 years at the time of election. In the case of nominations for re-election of a supervisory board member, an age limit of 75 years at the time of re-election applies as a general rule.

At least one member of the supervisory board must be an expert with the requisite scope of specialist knowledge in the fields of accounting and auditing. Currently, Peter Fritsch meets this requirement.

All supervisory board members should be able to devote the expected amount of time.

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