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4 - Refresco.de

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Supervisory Board<br />

The Supervisory Board is responsible for supervising and advi-<br />

sing the Executive Board and overseeing the general course of<br />

affairs and strategy of the company. The articles of association<br />

set forth that a number of strategic or otherwise important<br />

<strong>de</strong>cisions require the prior approval of the Supervisory Board.<br />

These inclu<strong>de</strong>: acquisitions, re<strong>de</strong>mptions, significant changes<br />

in the i<strong>de</strong>ntity or nature of the company or its businesses. Each<br />

year the budget is established by the Executive Board and approved<br />

by the Supervisory Board.<br />

The Supervisory Board has formed a remuneration committee<br />

in which proposals from the Executive Board concerning<br />

the remuneration policy for the Group are discussed. The<br />

Supervisory Board has also instituted an audit committee, which<br />

started its activities in 2009. Also other functions (HR, ICT, risk<br />

management) are discussed in the Supervisory Board meeting.<br />

The Chairman of the Supervisory Board is responsible for leading<br />

the Supervisory Board and functions as a sounding board for the<br />

Executive Board.<br />

page _ 26 / 27

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