Reebok 2006 Annual Report Download - page 25

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Supervisory Board Report ›
The main focus of our Supervisory Board meeting on November 8, 2006 was a review of the Executive Board report with regard
to business development in the first nine months as well as approval of the budget and investment plan for 2007. The Executive
Board presented the plan with detailed documentation supporting continued achievement of sustained growth at all brands.
We indicated our agreement with the budget and investment plan. At the same time, we asked the Executive Board to again
consider the inclusion of additional investment in the Reebok brand for advertising, product development and growth initiatives
in 2007, which we believe is critical from a medium- and long-term planning point of view. After the Executive Board decided to
implement a corresponding catalog of measures for 2007, the Supervisory Board approved the budget and investment plan.
Report from the Committees
In the year under review, the Supervisory Board had four standing committees and one ad hoc committee which prepared
Supervisory Board resolutions and other extensive topics to be dealt with by the Supervisory Board as a whole. In a few indi-
vidual cases, as far as permissible by law, we delegated decision-making powers to these committees. The composition of the
individual committees and the respective responsibilities are described in the Supervisory Board overview (see Supervisory
Board, p. 23).
» The Steering Committee, which is authorized to pass resolutions on behalf of the Supervisory Board in special urgent cases,
met once in the year under review and resolved upon various capital measures to be undertaken by January 31, 2006 in the
context of the acquisition of Reebok International Ltd. (USA).
» The General Committee met four times in the year under review. The subject of the resolutions passed at the meetings and
by means of circular vote included the structure and amount of Executive Board compensation, the dissolution and conclusion
of consultancy agreements with Supervisory Board members and the transfer of the adidas AG pension obligations towards
Executive Board members to an external pension fund.
» The Audit Committee met three times in the year under review. The members discussed in detail the financial statements
of adidas AG and the consolidated financial statements for 2005 and dealt intensively with the half year and nine months
results. A further matter for the Audit Committee was the thorough preparation of the Supervisory Board proposal concern-
ing the appointment of the auditor to be presented to the Annual General Meeting. In 2006, the Audit Committee also spent
considerable time on the preparation of the opening balance sheet of Reebok and the change-over of the individual balance
sheets, previously prepared in accordance with US-GAAP, to International Financial Reporting Standards (IFRS) as well as
the required adjustments in this context. Furthermore, the members reviewed in detail the scope and intensity of the audits
of Group companies as well as the priority focal points for the audits. At each of the Audit Committee meetings, the Execu-
tive Board informed committee members in detail regarding the current status of the integration of the Reebok segment. The
external auditor attended all three Audit Committee meetings and reported to the committee members in detail on its auditing
activities and results.
» The ad hoc “Greg Norman” Committee, to which the Supervisory Board had delegated powers of formal authorization
following approval in principle of the project “Divestiture of the Greg Norman Collection Wholesale Business”, dealt with the
financial and strategic aspects of the divestiture. The committee approved the divestiture on October 19, 2006.
» The Mediation Committee again had no reason to meet in the year under review.
The chairmen of the committees always reported to us in detail about the committees’ work and meetings, ensuring complete
exchange of information and good cooperation between the committees and the Supervisory Board as a whole.