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Business model of the Group

Situation

Flughafen München GmbH (FMG) is headquartered in Munich. As the parent company of the Munich Airport Group (Munich Airport), it is the operator of Munich’s commercial airport.

Munich Airport is active via the business units Aviation, Commercial Activities, Real Estate, and Participations, Services & External Business. The service profile of the Group covers virtually all the services available on the airport campus – from air travel including passenger and cargo handling through to retailing, hotels, and catering services. This integrated business model and depth of added value sets Munich Airport apart from its European competitors.

Munich Airport is committed to a corporate policy of sustainability. The orientation toward economic, environmental, and social goals ensures acceptance of the airport and consequently the viability of its business model.

Main features of management and control

The owners of FMG are the Free State of Bavaria with 51.0 percent, the Federal Republic of Germany with 26.0 percent, and the City of Munich with 23.0 percent.

The shareholders’ general meeting is the highest monitoring and decision-making body. It decides unanimously on the Group’s business fundamentals, including such matters as airport expansion and borrowing. On all other issues, resolutions are adopted by a simple majority.

Governance structure

Governance structure

Supervisory Board

FMG has a Supervisory Board, as specified in Article 1 (1), (6) of the German Co-Determination Act (Mitbestimmungsgesetz – MitbestG). The Supervisory Board exercises monitoring and co-determination rights. It appoints members of the Executive Board and determines their remuneration. Transactions exceeding certain thresholds or terms require Supervisory Board approval. The employees’ representatives on the Supervisory Board are elected by the Group employees. The shareholders’ representatives are elected by the shareholders’ general meeting. The term in office of the Supervisory Board members ends with the shareholders’ general meeting that resolves on the formal discharge of the members for the fourth fiscal year after the start of the term in office.

The Supervisory Board has appointed a proposals committee, a working committee, and an HR committee. The proposals committee, working committee, and the HR committee were entrusted with the following tasks among others.

Committees in the Supervisory Board

 

 

 

Proposals committee

 

  • Right of proposal for the appointment of a member of the Executive Board in the event that voting in the Supervisory Board does not achieve the requisite two-thirds majority for the member of the Executive Board to be appointed in the first ballot

Working committee

 

  • Statement on the resolutions proposed by the Executive Board
  • Approval of certain legal transactions that exceed set maximum monetary values or terms

HR committee

 

  • Designing the contracts of the Chief Executive Officer (with the exception of remuneration), general representatives, and authorized representatives
  • Consent to the setting and amendment of the rules governing remuneration in the area of the Group not governed by collective wage agreements, to the setting or amendment of the salary level of certain employees above a set salary level or level of remuneration, as well as to commitments to an occupational pension, including the company pension scheme

Executive Board

The term of office of the members of the Executive Board of FMG is normally five years; reappointment or extension of the term in office is permissible. The Executive Board comprises three members and is responsible for the Group’s corporate policy and strategic focus. It determines the budget and monitors business developments.

The executive officers of FMG receive a fixed (salary) and a performance-related remuneration including short and medium-term incentives (bonus). The bonus is primarily linked to the consolidated profit before taxes.

Female quota

In the context of ensuring equal participation of women and men, the Supervisory Board and the Executive Board of the parent company FMG stipulate targets and deadlines for the proportion of women on the Supervisory Board, Executive Board, and on the first two management levels.

A target of 31 percent was stipulated for the proportion of women on the Supervisory Board by June 30, 2020.

The proportion of women on the Executive Board is currently 33 percent, and is to be retained at this level until June 30, 2020.

The Executive Board of FMG has defined a target of 19 percent by June 30, 2020 for the proportion of women at the first management level. For the second management level, the target value of 29 percent is to be retained.

Business activities

Organizational structure

The Group’s organizational structure is divided into the business divisions, service divisions, and corporate divisions of FMG. Commercial management and the internal reporting system are handled by the business units. The business units shown in the figure comprise the business and service divisions of FMG and the Group companies integrated in the business units. The business units are explained in the following sections.

Organizational structure of Munich Airport

1 MediCare Flughafen München Medizinisches Zentrum GmbH has a 100% equity interest in Munich AirportClinic GmbH.
2 AeroGround Flughafen München GmbH has a 100% equity interest in AeroGround Berlin GmbH.
3 Munich Airport International GmbH has a 100% equity interest in Munich Airport US Holding LLC and a 60% equity interest in amd.sigma strategic airport development GmbH. Munich Airport US Holding LLC in turn has a 100% equity interest in EWR Terminal One LLC and a 51% equity interest in Reach Airport LLC.

There have been no fundamental changes to the legal and organizational structure in the 2019 fiscal year, compared with the previous year. There have been no material increases or reductions in shares. A detailed overview of the ownership structure is included in the Notes to the consolidated statements.

In the 2019 fiscal year, Munich Airport International GmbH (MAI) founded three companies in the USA in order to expand its international business activities.

These are Munich Airport US Holding LLC, Newark/USA (US Holding – founded on January 14, 2019), EWR Terminal One LLC, Newark/USA (EWR – founded on January 15, 2019), and the joint venture Reach Airport LLC, Washington/USA (Reach – founded on March 15, 2019).

In addition, MAI acquired a 60 percent of the shares in amd.sigma strategic airport development GmbH, Berlin, on November 28, 2019.

The shares in MAC KG were sold in January/February 2019.

In total, the Group comprises 16 fully consolidated companies, two associates, and four companies that are not consolidated. These are directed by Corporate Controlling and Investment Management in line with the business division strategy assigned in each case.

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