监事会*

The Supervisory Board rules of procedure provide for the formation of three committees: the Mediation Committee, the Executive Committee, and the Investment, Finance, and Audit Committee. The Supervisory Board has also established both a Strategy and Technology Committee and the Nomination Committee recommended in the DCGK. All Supervisory Board committees have an equal number of employee representatives and shareholder representatives, apart from the Nomination Committee, which consists exclusively of shareholder representatives.

The Mediation Committee, which consists of the Chairman of the Supervisory Board, the Deputy Chairman, one shareholder representative and one employee representative, submits specific recommendations to the Supervisory Board concerning the appointment of members of the Management Board if the first round of the election on the appointment does not result in the required majority of two thirds of the members of the Supervisory Board.

• Dr. Wolfgang Eder (Chairman of the Supervisory Board, Chairman of the Committee)
• Johann Dechant (Deputy Chairman of the Supervisory Board)
• Hans-Ulrich Holdenried (Shareholder Representative)
• Jürgen Scholz (Employee Representative)

The Nomination Committee, which consists of the Chairman of the Supervisory Board and four further shareholder representatives, proposes to the Supervisory Board suitable candidates for recommendation to the Annual General Meeting.

• Dr. Friedrich Eichiner (Shareholder Representative, Chairman of the Committee)
• Dr. Wolfgang Eder (Chairman of the Supervisory Board)
• Géraldine Picaud (Shareholder Representative)
• Dr. Manfred Puffer (Shareholder Representative)
• Margret Suckale (Shareholder Representative)

The Executive Committee consists of the Chairman of the Supervisory Board, the Deputy Chairman, currently two shareholder representatives and currently two employee representatives. The duties of this committee include preparing the decisions to be taken by the full Supervisory Board regarding the appointment or dismissal of members of the Management Board and Management Board compensation. The Executive Committee is authorized in its own capacity to make decisions with respect to contracts with members of the Management Board, except in matters involving remuneration.

• Dr. Wolfgang Eder (Chairman of the Supervisory Board, Chairman of the Committee)
• Johann Dechant (Deputy Chairman of the Supervisory Board)
• Hans-Ulrich Holdenried (Shareholder Representative)
• Annette Engelfried (Employee Representative)
• Margret Suckale (Shareholder Representative)
• Diana Vitale (Employee Representative)

The Investment, Finance and Audit Committee (“Audit Committee”) consists of the Chairman of the Supervisory Board, the Deputy Chairman and one further representative each of the shareholders and employees.

The Audit Committee monitors the Company’s financial reporting process and discusses and examines the Separate Financial Statements and Consolidated Financial Statements prepared by the Management Board as well as the half-yearly and any quarterly financial reports. It gives recommendations with respect to the approval of the Separate Financial Statements and Consolidated Financial Statements by the Supervisory Board based on the independent auditor’s report, submits recommendations to the Supervisory Board regarding the election of the independent auditor, engages the auditor elected at the Annual General Meeting to audit the Separate Financial Statements and Consolidated Financial Statements and review any interim financial reports, specifies the key areas to be examined in audit activities jointly with the auditor and is responsible for determining the auditor’s compensation. Other matters addressed by the Audit Committee include monitoring the effectiveness of the internal control system, the internal audit system and the risk management system. In this capacity, it has the authority both to contact employees of the entity directly and to seek external assistance. Internal Audit reports annually to the Audit Committee, which can also specify an audit plan and key areas to be considered in audits.

Furthermore, the Audit Committee is responsible for discussing compliance issues. The Management Board and the Corporate Compliance Officer regularly report to the Audit Committee on the structure and work of the compliance organization and on any particular compliance issues.

• Dr. Friedrich Eichiner (Shareholder Representative, Chairman of the Committee)
• Johann Dechant (Deputy Chairman of the Supervisory Board)
• Dr. Wolfgang Eder (Chairman of the Supervisory Board)
• Annette Engelfried (Employee Representative)

The Strategy and Technology Committee, which consists of three shareholder representatives and three employee representatives, concerns itself with Infineon’s business strategy and key technology issues.

• Dr Ulrich Spiesshofer (Shareholder Representative, Chairman of the Committee)
• Xiaoqun Clever (Shareholder Representative)
• Dr. Wolfgang Eder (Chairman of the Supervisory Board)
• Peter Gruber (Employee Representative)
• Dr. Susanne Lachenmann (Employee Representative)
• Jürgen Scholz (Employee Representative)