4 - Refresco.de

4 - Refresco.de 4 - Refresco.de

18.11.2012 Views

Business review 2009 Supervisory Board report The Supervisory Board is responsible for advising and supervising the Executive Board of Refresco and overseeing the general company strategy, including the general course of affairs. In the execution of their duties the Supervisory Board is guided by the overall interest of Refresco and relevant interests of its stakeholders. A year of sustainable growth The year 2009 has been a challenging one for Refresco. Following the substantial acquisitions made in 2007, the volume grew by 8% with operational performance on target and integration of the acquired companies well on track. Although the economic downturn affected some of our Icelandic shareholders the situation has stabilized and alternatives to safeguard the continuity of the company and support further growth were evaluated. In 2009 two major strategic steps in the further development of the Group have been realized. One concerned the acquisition in the Benelux of the soft drink division of Bavaria. In Spain, a cooperation contract with Leche Pascual was agreed upon for their juice business. Both agreements were closed in April 2009. Other acquisition targets and projects have been approached and discussed in order to create further growth in 2010 and later. Supervision The Supervisory Board met frequently in 2009. The meetings covered routine operational matters and focused on levels of key resources and strategy implementation. In various meetings the Supervisory Board discussed the two intended deals and the integration of the companies within the organizational structure. The Chairman and CEO had regular contact throughout the year. In particular, upon the occurrence of the Icelandic financial crisis the Supervisory and Executive Boards held regular updates to discuss operational and financial issues. Subjects discussed during the year’s meetings included: The medium-term Buy & Build strategy Potential acquisition opportunities Senior management appointments and significant human resources matters Major capital investments Operating and financial performance of the subsidiaries Bank financing arrangements Budget for 2010 Outlook for the years thereafter Business plan 2012 Risk and control framework

Composition of the Supervisory Board In 2009 the following changes were made to the composition of Refresco’s Supervisory Board. Jan Driessens and Sigurjon Palsson resigned from the Supervisory Board and Jon Sigurdsson, Hilmar Thor Kristinsson, Aalt Dijkhuizen and Peter Paul Verhallen were appointed. Per January 2010 Frans Barel resigned. We would like to thank Frans Barel, Jan Driessens and Sigurjon Palsson for their contribution to the Board and the company. Name Date of initial appointment Marc Veen May, 2006 Thorsteinn Jonssón May, 2006 Adam Shaw October, 2007 Jon Sigurdsson April, 2009 Hilmar Thor Kristinsson August, 2009 Aalt Dijkhuizen October, 2009 Peter Paul Verhallen October, 2009 Annual Report 2009 This Annual Report and the 2009 financial statements, audited by PricewaterhouseCoopers Accountants N.V., were presented to the Supervisory Board in a meeting that included representatives from PricewaterhouseCoopers Accountants N.V. Their Auditor’s report can be found on page 121 of this Annual Report. The Supervisory Board endorses this Annual Report and recommends that the General Meeting of Shareholders adopt the financial statements for 2009. In conclusion We are pleased with the development of the company and the strong operational performance that has been achieved, despite a turbulent year. We believe that the underlying business is good and that the performance in 2010 will exceed 2009. We would like to express our appreciation of the commitment and dedication of the Executive Board and all of Refresco’s employees Dordrecht, March 17, 2010 On behalf of the Supervisory Board, Marc Veen Chairman page _ 28 / 29

Composition of the Supervisory Board<br />

In 2009 the following changes were ma<strong>de</strong> to the composition of<br />

<strong>Refresco</strong>’s Supervisory Board. Jan Driessens and Sigurjon Palsson<br />

resigned from the Supervisory Board and Jon Sigurdsson, Hilmar<br />

Thor Kristinsson, Aalt Dijkhuizen and Peter Paul Verhallen were<br />

appointed. Per January 2010 Frans Barel resigned. We would like<br />

to thank Frans Barel, Jan Driessens and Sigurjon Palsson for their<br />

contribution to the Board and the company.<br />

Name Date of initial appointment<br />

Marc Veen May, 2006<br />

Thorsteinn Jonssón May, 2006<br />

Adam Shaw October, 2007<br />

Jon Sigurdsson April, 2009<br />

Hilmar Thor Kristinsson August, 2009<br />

Aalt Dijkhuizen October, 2009<br />

Peter Paul Verhallen October, 2009<br />

Annual Report 2009<br />

This Annual Report and the 2009 financial statements,<br />

audited by PricewaterhouseCoopers Accountants N.V., were<br />

presented to the Supervisory Board in a meeting that inclu<strong>de</strong>d<br />

representatives from PricewaterhouseCoopers Accountants N.V.<br />

Their Auditor’s report can be found on page 121 of this Annual<br />

Report. The Supervisory Board endorses this Annual Report<br />

and recommends that the General Meeting of Sharehol<strong>de</strong>rs<br />

adopt the financial statements for 2009.<br />

In conclusion<br />

We are pleased with the <strong>de</strong>velopment of the company and<br />

the strong operational performance that has been achieved,<br />

<strong>de</strong>spite a turbulent year. We believe that the un<strong>de</strong>rlying<br />

business is good and that the performance in 2010 will<br />

exceed 2009. We would like to express our appreciation<br />

of the commitment and <strong>de</strong>dication of the Executive Board<br />

and all of <strong>Refresco</strong>’s employees<br />

Dordrecht, March 17, 2010<br />

On behalf of the Supervisory Board,<br />

Marc Veen<br />

Chairman<br />

page _ 28 / 29

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