The controlling body, by contrast, is usually made up of the largest shareholders, representatives of ordinary employees (often elected by unions), outside experts or politicians.
[4] When it comes to internal elections the chairman of the supervisory board, the Aufsichtsratsvorsitzender, has two votes in case of a draw.
However, the appointment of supervisory board members has not been a transparent process and has therefore led to inefficient monitoring and poor corporate governance in some cases (Monks and Minow, 2001).
The discussion about whether a one-tier or a two-tier board system leads to better corporate governance is ongoing in Germany and many other countries.
In joint stock company (S.A.), the appointment of the Supervisory Board is mandatory regardless of the share capital, size, and the number of shareholders.
Unless otherwise regulated in the Articles of Association members of Supervisory Board are appointed by Shareholders Meeting.