Reebok 2008 Annual Report Download - page 26

022 To Our Shareholders Supervisory Board Report
The main focus of our May 7, 2008 meeting was the fi rst quarter 2008 fi nancial
results as presented by the Executive Board. We also discussed the business
development of the Reebok segment as well as the initiatives planned to improve
market penetration. Additionally, we dealt in detail with the results of the effi ciency
examination regarding the work of the Supervisory Board conducted in the period
December 2007 to February 2008. At this meeting, we also amended our Rules
of Procedure with regard to the formation and tasks of a Nomination Committee
and appointed the members of this committee.
At our August 4, 2008 Supervisory Board meeting, discussions focused on the
report for the fi rst half year and the anticipated development of business for the
remainder of 2008. We also reviewed the audit points and priorities agreed between
the Audit Committee and KPMG for the audit of the consolidated fi nancial state-
ments and the adidas AG annual fi nancial statements for 2008. In addition, we
discussed possible measures to expand the Group’s brand portfolio and established
the “Strategic Equity Investment Committee” ad hoc. A further agenda item of
this meeting was the expansion of the tasks of the Audit Committee in connection
with the anticipated introduction of the German Accounting Law Modernisation Act
(Bilanzrechtsmodernisierungsgesetz – BilMoG) and the provisions of the German
Corporate Governance Code. We approved the corresponding amendments to
the Rules of Procedure for the Supervisory Board and resolved upon the Rules
of Procedure for the Audit Committee.
At our Supervisory Board meeting held on November 5, 2008, discussions centred
on the report for the fi rst nine months of the year presented by the Executive Board
and the outlook for the remainder of 2008. We also reviewed an internal corporate
restructuring measure in the context of the Reebok integration and discussed
in depth the budget and investment plan for the adidas Group, considering various
scenarios for 2009. We indicated our agreement in principle with the budget and
investment plan. As some clarifi cation was still required with respect to several
issues raised at our meeting, we delegated powers of fi nal budget authorisation to
the Steering Committee, as explained in the following report from the committees.
Additionally, we dealt with the new provisions and stipulations of the German
Corporate Governance Code and decided that in future the Supervisory Board as
a whole will examine and resolve upon the Executive Board compensation system,
including all integral contractual elements, prepared by the General Committee.
Resolutions of fundamental importance passed outside of our regular meetings
related to the presentation of an updated Declaration of Compliance with regard to
the recommendations of the German Corporate Governance Code on February 11,
2008, as well as the cancellation of shares, thus reducing the stock capital, in con-
nection with the share buyback programme resolved upon in January 2008.