Reebok 2007 Annual Report Download - page 25

021
ANNUAL REPORT 2007 --- adidas Group
01
MAIN TOPICS COVERED AND EXAMINED BY THE SUPERVISORY BOARD AS A WHOLE The development of sales and
results as well as the fi nancial position of the Group and development of the individual brand segments was presented to us
in detail by the Executive Board and subsequently discussed at each of our meetings. Other Supervisory Board agenda items
included numerous individual topics which we discussed in depth with the Executive Board. These discussions did not give
rise to any doubt as to the legality or regularity of the Executive Board’s management.
The main topic on the March 6, 2007 fi nancial statements meeting agenda was the review of the adidas AG annual fi nancial
statements, the consolidated fi nancial statements and the respective Management Reports for the year ending December 31,
2006, as certifi ed by the auditor. The Supervisory Board also reviewed the Executive Board’s proposal regarding the appropri-
ation of retained earnings. Following initial Audit Committee examination and consultation, the Supervisory Board as a whole
discussed material aspects of these fi nancial statements with the Executive Board and KPMG. Both provided us with
detailed
responses to all of our questions. After having carefully considered adidas AG’s fi nancial position and the expectations
of share-
holders and the capital market, we approved the proposal put forward by the Executive Board regarding the appropriation
of retained earnings. In addition, we discussed resolutions to be proposed to the 2007 Annual General Meeting. Of particular
importance was the restructuring of Supervisory Board compensation which will become effective as of 2008.
 see Compensation Report, p. 030 On the basis of the previous Audit Committee discussions, we also resolved to propose to the Annual
General Meeting that KPMG again be appointed as Auditor and Group Auditor. KPMG was not present during the discussions
regarding this resolution. We also approved all other resolutions which would later be put to the Annual General Meeting.
Lastly, the Executive Board reported to us at this meeting on the development of the TaylorMade-adidas Golf segment, in-
cluding the Maxfl i golf ball brand acquired at the beginning of 2003.
The main focus of our May 9, 2007 meeting was the fi rst quarter 2007 fi nancial results as presented by the Executive Board
as well as the business development of the Rockport brand, which was purchased as part of the Reebok acquisition. Addition-
al topics we dealt with included confi dentiality of the Supervisory Board’s work, Insider Law and Directors’ Dealings.
At our August 7, 2007 Supervisory Board meeting, discussions focused on the fi nancial report for the fi rst six months of
the year and the anticipated development of business for the remainder of 2007. Several internal corporate restructuring
measures in the context of the Reebok integration were also reviewed. In addition, we discussed the potential sale of the
Herzo-Base to an external investor group and established the “Herzo-Base” Committee ad hoc. A further agenda item
was the appointment of KPMG as auditor of the 2007 annual fi nancial statements of adidas AG and the consolidated fi nancial
statements as well as a review of the audit points and priorities agreed between the Audit Committee and KPMG.
At our November 7, 2007 Supervisory Board meeting, the Executive Board presented its report on the business development
in the fi rst nine months of the year. After in-depth consideration, we also approved the budget and investment plan for 2008,
which was presented by the Executive Board with detailed documentation. Following the resignation of Henri Filho at the
end of this meeting, we immediately held a constituent Supervisory Board meeting, at which we discussed Corporate Gover-
nance topics and personal changes on the Supervisory Board.
Resolutions of fundamental importance passed outside of our regular meetings related to a capital increase at our sub sidiary
adidas North America, Inc., with a view to optimizing the fi nance needs of several US companies, as well as the presentation
of the Declaration of Compliance.