(1) The supervisory board is to audit the annual financial statements, the management report and the proposal regarding the appropriation of the net income; in the case of parent undertakings (section 290 (1) and (2) of the Commercial Code), it also is to audit the consolidated financial statements and the consolidated management report. Where the annual financial statements or the consolidated financial statements are to be audited by a statutory auditor, said statutory auditor is to participate in the deliberations of the supervisory board or of the audit committee regarding the documents submitted and is to report on the substantial results of their audit, in particular on any findings they have made regarding key weaknesses of the internal control system and of the risk management system as concerns the accounting process. The statutory auditor informs on any circumstances giving rise to the concern that they might be biased and regarding any performance they have provided in addition to auditing the accounts. If a separate non-financial report (section 289b of the Commercial Code), a separate consolidated non-financial report (section 315b of the Commercial Code), the report on income tax information (sections 342b, 342c, 342d (2) no. 2 of the Commercial Code) and the declaration in accordance with section 342d (2) no. 1 of the Commercial Code has been prepared, the supervisory board is to audit such report as well.
(2) The supervisory board is to report in writing to the general meeting on the result of the audit. In the report, the supervisory board also is to inform on the manner and scope in which it has audited the conduct of the company’s affairs in the course of the financial year; in the case of listed companies, the supervisory board is to state in particular which committees have been formed, while informing on the number of its meetings and those of the committees. Where the annual financial statements are to be audited by a statutory auditor, the supervisory board is to furthermore state its position regarding the result of the audit of the annual financial statements performed by the statutory auditor. At the conclusion of the report, the supervisory board is to declare whether, as a consequence of the conclusive result of its audit, exception is to be taken and whether it endorses the annual financial statements drawn up by the management board. In the case of parent undertakings (section 290 (1) and (2) of the Commercial Code), sentences 3 and 4 apply accordingly to the consolidated financial statements.
(3) The supervisory board is to forward its report within one month of having received the documents submitted to it to the management board. Where the report is not forwarded to the management board within the time limit, the management board is to set a time limit for the supervisory board, and is to do so without undue delay, such period amounting to no more than one month. If the report is not forwarded to the management board prior to expiry of this further time limit, then the annual financial statements will be considered to not have been endorsed by the supervisory board; in the case of parent undertakings (section 290 (1) and (2) of the Commercial Code), the same applies regarding the consolidated financial statements.
(4) Subsections (1) to (3) apply also as regards standalone financial statements pursuant to section 325 (2a) of the Commercial Code. The management board may disclose the accounts set out in sentence 1 only after they have been endorsed by the supervisory board.