Reebok 2007 Annual Report Download - page 27

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023
ANNUAL REPORT 2007 --- adidas Group
01
DECLARATION OF COMPLIANCE AND GOOD CORPORATE GOVERNANCE The subject of Corporate Governance is very
important to the Supervisory Board. We report on Corporate Governance together with the Executive Board. see Corporate
Governance Report, p. 026
At our constituent meeting on November 7, 2007, we discussed the content and implementation of the new
provisions and stipulations of the German Corporate Governance Code as amended on June 14, 2007, with the Executive Board.
This also included our deviations from the recommendations. Additionally, we decided to establish a Nomination Committee
to prepare for the election of Supervisory Board members at the Annual General Meeting in 2009. We expect to form this
committee in spring 2008. We also resolved to conduct an effi ciency examination regarding our Supervisory Board work.
see Corporate Governance Report. p . 026 On February 11, 2008, together with the Executive Board, we presented our updated
Declaration of Compliance with the German Corporate Governance Code in accordance with § 161 of the German Stock
Corporation Act (Aktiengesetz – AktG). This declaration was made permanently available to our shareholders on the
cor porate website at www.adidas-Group.com/corporate_governance on the same day.
DETAILED EXAMINATION AND DISCUSSION OF THE 2007 ANNUAL FINANCIAL STATEMENTS AND CONSOLIDATED
FINANCIAL STATEMENTS KPMG audited the 2007 annual fi nancial statements and Management Report of adidas AG
prepared in accordance with the requirements of the German Commercial Code (Handelsgesetzbuch – HGB) and issued an
unqualifi ed opinion
thereon. The auditor also approved the consolidated fi nancial statements and Group Management Report
without qualifi cation.
These were prepared in accordance with § 315a HGB in compliance with IFRS.
The fi nancial statements, the proposal put forward by the Executive Board regarding the appropriation of retained earnings
and the auditor’s reports were submitted to the Audit Committee and the Supervisory Board in a timely manner. They were
examined fi rst by the Audit Committee on March 3, 2008. At our meeting on March 4, 2008, the annual fi nancial statements
were then examined by the Supervisory Board as a whole and discussed in the presence of the auditor. The auditor reported
the material results of the fi nancial statements audit with focus on the 2007 priority topics as agreed with the Audit Committee.
These included the regularity of the annual fi nancial statements as incorporated in the consolidated fi nancial statements,
impairment tests for goodwill and intangible assets as well as the completeness of fi nancial instrument information in
accordance with IFRS 7 as presented for the fi rst time in the Notes to the Group’s fi nancial statements. The auditor was
available for questions and the provision of supplementary information. Having examined the annual fi nancial statements of
adidas AG, the consolidated fi nancial statements and the Management Reports, we came to the conclusion that there were
no objections to be raised. Following the recommendation of the Audit Committee, we therefore approved the audit
results and adopted the fi nancial statements prepared by the Executive Board at our fi nancial statements meeting. The
annual fi nancial statements of adidas AG were thus adopted. We discussed the Group’s dividend policy with the Executive
Board and, in light of the nancial position of adidas AG as well as shareholders’ and capital market expectations, we
approved the proposal regarding the appropriation of retained earnings.