Reebok 2014 Annual Report Download - page 19

15
2014
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01.4
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Supervisory Board Report
To Our Shareholders
adidas Group
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2014 Annual Report
The Executive Board always explained immediately and in a detailed manner any deviations in business performance from the
established plans, and the Supervisory Board as a whole discussed these matters in depth.
The Executive Board regularly provided us with comprehensive reports for the preparation of our meetings. We thus always
had the opportunity to critically analyse the Executive Board’s reports and resolution proposals within the committees and
within the Supervisory Board as a whole and to put forward suggestions before resolving upon the Executive Board’s proposals
after in-depth examination and consultation. In the periods between our meetings, the Executive Board kept us informed on a
monthly basis, and if necessary more frequently, regarding the current business situation.
In addition to the constituent meeting and five regular meetings of the Supervisory Board, we held two extraordinary meetings
in the year under review. Apart from one regular meeting, which two members were prevented from attending due to other
business appointments that could not be postponed, all Supervisory Board members attended all meetings in the year
under review. The average attendance rate at meetings of the entire Supervisory Board was therefore just under 97%. All
the committee meetings, with the exception of two Audit Committee meetings at which one member was absent, were fully
attended. The external auditor, KPMG AG Wirtschaftsprüfungsgesellschaft (KPMG), attended all regular meetings of the
Supervisory Board, inasfar as they did not deal with Executive Board matters. KPMG also attended all meetings of the Audit
Committee. The employee representatives held separate meetings to prepare and discuss agenda items for all meetings of the
entire Supervisory Board.
In the periods between meetings, the Supervisory Board Chairman and the Audit Committee Chairman maintained regular
contact with the Chief Executive Officer and the Chief Financial Officer, conferring on matters such as corporate strategy,
business development and planning, the risk situation and risk management as well as compliance. In addition, the Supervisory
Board Chairman was immediately informed about any significant events of fundamental importance for evaluating the situation
and development of the company and management activities.
Topics for the entire Supervisory Board
Our consultations and examinations focused on the following topics:
Situation and business development
The development of sales and earnings, the employment situation as well as the financial position of the Group and the business
development of the Group’s individual segments and regions were presented to us in detail by the Executive Board following the
close of the respective quarter and were discussed regularly. Further ongoing topics for discussion were the possible impact of
global economic developments and negative currency translation effects as well as the development of our individual brands.
In March 2014, we reviewed and dealt intensively with the KPMG-certified 2013 annual financial statements and consolidated
financial statements, including the combined management report for adidas AG and the Group, as well as the Executive Board’s
proposal regarding the appropriation of retained earnings.
At the meetings held in February and August, the Executive Board provided us with comprehensive information on the continuing
weakness of the golf market worldwide and the resulting unsatisfactory business development for the TaylorMade-adidas Golf
segment in the year under review, and furthermore provided us with a first outlook on this segment’s future sales development.
At two other meetings we dealt in depth with the Group’s goals laid out in the mid-term business plan ‘Route 2015’, which the
Executive Board adjusted in July in light of increasingly negative currency effects, the significantly lower profit contribution
expected from TaylorMade-adidas Golf as well as the increased investment into marketing. At the May and August meetings,
we also dealt comprehensively with the Executive Board’s planned sale of the brown-shoe business segment Rockport. The
Executive Board outlined to us the strategic reasons as well as the opportunities and risks of a potential divestiture. In order
to advise the Executive Board on the contract negotiations efficiently and in a timely manner, we transferred the authority to
approve conclusion of the contract to the ad hoc committee ‘Relay’ which we established for this purpose. In November, the
Executive Board provided us with information on the growth potential of the adidas and Reebok brands in the North American
market and presented the corresponding three-year plan 2015/2017, which we discussed intensively.