B _ Corporate Governance Moreover, Allianz SE’s central Group Compliance function is Function of the Supervisory Board and responsible – in close cooperation with local compliance functions – the composition and functions of for ensuring the effective implementation and monitoring of the compliance programs within the Allianz Group as well as for committees investigating potential compliance infringements. Furthermore, as a key function, the Compliance function carries out the advisory, risk The German Co-Determination Act (“Mitbestimmungsgesetz”) does identification and assessment, monitoring, and early warning tasks not apply to Allianz SE because it has the legal form of a European required under the Solvency II regime. Company (SE). Instead, the size and composition of the Supervisory Board is determined by general European SE regulations. These Code of Conduct regulations are implemented in the Statutes and via the SE Our Code of Conduct and the internal compliance policies and Agreement. guidelines derived from it provide all employees, managers, and The Supervisory Board comprises twelve members, including six executive board members with clear and practical guidance, shareholder representatives appointed by the AGM. The six employee enabling them to act in line with the values of the Allianz Group. The representatives are appointed by the SE works council. The specific rules of conduct established by the Code of Conduct are binding procedure for their appointment is laid down in the SE Agreement. for all employees worldwide and build the basis for our compliance This agreement stipulates that the six employee representatives must programs. The Code of Conduct is available on our website at be allocated in proportion to the number of Allianz employees in the www.allianz.com/compliance. different countries. The Supervisory Board currently in office includes four employee representatives from Germany and one each from Speak up France and the United Kingdom. According to § 17 (2) of the German A major component of the Allianz Group’s compliance management SE Implementation Act (“SE-Ausführungsgesetz”), the Supervisory system is a speak-up facility that allows employees and third parties Board of Allianz SE shall be composed of at least 30 % women and at to notify the relevant compliance department confidentially about least 30 % men. For the future, the AGM on 5 May 2021 resolved to potential illegal or inappropriate conduct. No employee voicing shorten the regular term of appointment for the Supervisory Board of concerns about irregularities in good faith needs to fear retribution, Allianz SE to four years. even if the concerns later turn out to be unfounded. Third parties can The Supervisory Board oversees and advises the Board of contact the compliance department via an electronic mailbox on our Management on managing the business. It is also responsible for website www.allianz.com/complaint-system. appointing the members of the Board of Management, determining their overall remuneration, succession planning for the Board of Compliance programs Management, and reviewing Allianz SE’s and the Allianz Group’s Allianz SE’s central Group Compliance function has set up annual financial statements. The Supervisory Board’s activities in the internal guidelines for the following identified compliance risk financial year 2021, including an individualized disclosure of the areas: financial crime, market integrity, customer protection, and meeting participation, are described in the Supervisory Board Report. compliance with legal requirements. For further information on The Supervisory Board takes all decisions based on a simple the compliance risk areas, please refer to the Sustainability Report majority. The special requirements for appointing members to the on our website at www.allianz.com/sustainability. Board of Management, as stipulated in the German Co- Determination Act, and the requirement to have a Conciliation Compliance training Committee, do not apply to an SE. In the event of a tie, the casting vote In order to convey the principles of the Code of Conduct and the lies with the Chairperson of the Supervisory Board, who at Allianz SE compliance programs based on these principles, Allianz has must be a shareholder representative. If the Chairperson is not present implemented interactive training programs around the world. These in the event of a tie, the casting vote lies with the vice chairperson from provide practical guidance that enables employees to make their own the shareholder side. A second vice chairperson is elected at the decisions based on internal and external requirements as well as employee representatives’ proposal. ethical principles. Training programs comprise in-person and e- The Supervisory Board regularly reviews the efficiency of its learning training and are delivered in several languages. activities. The review is carried out either on the basis of a self- Training courses to prevent corruption and money laundering are evaluation using a questionnaire or by consulting an external mandatory for all Allianz employees worldwide. The same is true for consultant. The entire Supervisory Board discusses recommendations the antitrust training to exposed employees. Further training exist for for improvements and adopts appropriate measures on the basis of the other compliance programs. recommendations from the Standing Committee. In addition, the fitness and propriety of the individual members of the Supervisory Board are reviewed as part of an annual self-evaluation required by supervisory law, and a development plan for the Supervisory Board is drawn up on this basis. Annual Report 2021 − Allianz Group 19