Reebok 2008 Annual Report Download - page 28

024 To Our Shareholders Supervisory Board Report — Supervisory Board
Declaration of Compliance and effective corporate governance
The subject of corporate governance is very important to the Supervisory Board.
We discussed the implementation of the changes in the German Corporate
Governance Code, as amended on June 6, 2008, with the Executive Board, both
at Supervisory Board and at Audit Committee meetings. The Supervisory Board
also resolved upon the updated Rules of Procedure for the Supervisory Board
and the Rules of Procedure for the Audit Committee. Furthermore, we decided
to comment not only on the recommendations of the German Corporate
Governance Code but, on a voluntary basis, also on the suggestions. We report
on corporate gover nance at adidas together with the Executive Board in the
see Corporate Governance Report, p. 026 . On February 11, 2009, together with the Execu-
tive Board, we issued an updated Declaration of Compliance with the German
Corporate Governance Code in accor dance with § 161 AktG. This declaration
was made permanently available on the same day on the corporate website at
www.adidas-Group.com/corporate_governance.
Detailed examination and discussion of the 2008 consolidated fi nancial
statements and the adidas AG annual fi nancial statements
KPMG audited the consolidated fi nancial statements and the Group Management
Report prepared in accordance with § 315 a German Commercial Code (Handels-
gesetzbuch – HGB) in compliance with IFRS and issued an unqualifi ed opinion
thereon. The auditor also approved without qualifi cation the 2008 annual fi nancial
statements and the Management Report of adidas AG prepared in accordance with
HGB requirements.
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 February 27, 2009. At our meeting on
March 3, 2009, the adidas AG annual fi nancial statements were then examined
by the Super visory 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 2008 priority topics as agreed with the Audit Committee. These
included in particular the regularity of the adidas AG annual fi nancial statements
as incorporated in the con solidated 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 in the Notes to the Group’s
fi nancial statements. The auditor was available for questions and the provision
of supplementary infor mation. Having examined the consolidated fi nancial state-
ments and the adidas AG annual fi nancial statements as well as the Management
Reports, we came to the conclusion that there were no objections to be raised.
Following the recommen dation 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 dividend policy with the Executive
Board and, in light of the fi nancial position of adidas AG as well as shareholder
and capital market expectations, we approved the proposal regarding the appro-
priation of retained earnings.
Expression of thanks
At the conclusion of our fi ve-year term in offi ce, which expires at the end of the
Annual General Meeting on May 7, 2009, we would like to express our appreciation
of the tremendous personal dedication, the performance and the ongoing commit-
ment of the Executive Board, the managements of Group companies, the Works
Council and all adidas Group employees.
For the Supervisory Board
Dr. Hans Friderichs
Chairman
March 2009