100 % FUTURE - ALNO

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76 RELEVANT INFORMATION ON CORPORATE GOVERNANCE PRACTICES THAT ARE APPLIED ABOVE AND BEYOND LEGAL REQUIREMENTS ALNO AG’s approach ALNO AG’s commitment is to conduct all of its business in a way that is ethically and legally irreproachable. ALNO AG has built its “one group concept” on an approach that introduces employees and partners to the essence of the company’s culture, represents the company’s identity, and describes the principles of sustainable and socially responsible activity. Corporate policy on a code of business conduct ALNO AG has approved an internal corporate policy on a code of business conduct. As well as basic behavioral requirements, this document governs how to deal with business partners and third parties, with company equipment, and with information. It is applicable for all employees in the ALNO Group, including executives and the Managing Board. The corporate policy also covers issues such as the environment, occupational health and safety, and the right to lodge complaints, and obtain information. Checks are regularly conducted at all companies within the Group to ensure that the Group’s code of business conduct is being adhered to. These checks are performed in conformity with the relevant national procedures and legal provisions. Transparency and accounting In annual and interim reports, ad hoc disclosures, and press releases, ALNO AG regularly informs its shareholders and interested members of the public about its position, and significant commercial changes within the company. The corporate information published by the company can also be accessed on the company’s website at www.alno.ag. The company’s accounting system migrated to International Financial Reporting Standards (IFRS) with effect from fiscal 2005. DESCRIPTION OF HOW THE MANAGING AND SUPERVISORY BOARDS OPERATE, AND THE COMPOSITION AND OPERATION OF THEIR COMMITTEES The Managing Board The Managing Board of ALNO AG currently consists of three members, and manages the company at its own responsibility. In doing so, it is bound to pursue the company’s interests, and is obligated to sustainably enhance the company’s value. The Supervisory Board appoints the members of the Managing Board. The Supervisory Board also determines the precise number of Managing Board members, and also appoints its Chairperson and his or her Deputy, if required. Pursuant to ALNO AG’s Articles of Incorporation, the Managing Board has prepared internal rules of procedure with the approval of the Supervisory Board. These govern, in particular, the management of the company as a whole, and of the individual companies, distribution of the divisions, the Chairperson’s responsibilities, disclosure obligations to the Supervisory Board, and how to deal with conflicts of interest. The Managing Board regularly convenes meetings to discuss the course of business, and to pass resolutions. In addition, the Managing Board reports to the Supervisory Board on a regular basis, and in a timely and comprehensive fashion on all issues relevant to the company relating to planning, business growth, ongoing projects, the risk situation and risk management, and coordinates the company’s strategic direction with the Supervisory Board.
77 The Supervisory Board ALNO AG’s Supervisory Board monitors and counsels the Managing Board in its management of the company, and is involved in making decisions of fundamental importance to the company. The Supervisory Board of ALNO AG was equally represented with six shareholder representatives and six employee representatives until the General Meeting on June 23, 2010. As part of the status procedure pursuant to Section 2010 of the German Stock Corporation Act (AktG), which was launched by the company’s Managing Board in January 2010, the Supervisory Board was reduced to nine members, and has consisted of six shareholder representatives and three employee representatives since the General Meeting on June 23, 2010, pursuant to the provisions of the One-Third Participation Act. In line with the Articles of Incorporation, the Supervisory Board has also prepared its own internal rules of procedure. These rules govern, in particular, the convening of meetings, the formation of committees and the tasks assigned to them, and the necessary prerequisites for Supervisory Board members. The Supervisory Board meets at least twice every six months. The Supervisory Board Chairperson decides whether the Managing Board members are to participate in the meetings. The meetings are convened at least two weeks in advance. The invitation to the meetings announces the agenda, and communicates the proposed resolutions. In individual cases, the Supervisory Board exercises the option to pass resolutions in writing or by telephone. No former member of the company’s Managing Board is a member of the Supervisory Board. Each member of the Supervisory Board is obliged to disclose any conflicts of interest without delay. Any significant and non-temporary conflicts of interest arising for a Supervisory Board member will result in the termination of that member’s mandate. The Chairperson of the Supervisory Board is in regular contact with the Managing Board, and, in particular, with the Chairperson of the Managing Board, and advises him or her on the company’s strategy, business development and risk management. Each year, in the Supervisory Board’s report and at the company’s General Meeting, the Supervisory Board Chairperson discusses the activities of the Supervisory Board and its committees in detail. Until the General Meeting on June 23, 2010, the Supervisory Board had formed three committees, an audit committee, an HR committee and a conciliation committee, pursuant to Section 27 (3) in combination with Section 31 (3) of the German Codetermination Act (MitbestG). Since the General Meeting, the Supervisory Board has formed the following committees: an audit committee and a presidential committee. The HR committee consisted of three members, and prepared decisions relating to the staffing of the Managing Board, and agreements with the Managing Board members. It also planned long-term succession with the Managing Board. THE HR COMMITTEE CONSISTED OF THE FOLLOWING MEMBERS: • Mr. Hans-Peter Haase (Chairman) • Dr. Jürgen Diegruber • Mr. Michael Föst The presidential committee has performed the tasks of the HR committee since the General Meeting of June 23, 2010. The presidential committee also prepares for the Supervisory Board meetings, supervises the resolutions that have been passed, and represents the company to former Management Board members, to the extent that such representation is not the responsibility of the Managing Board.
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100 % FUTURE 2010 ANNUAL REPORT
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GROUP FINANCIAL FIGURES YEAR-ON-YEA
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3 100 % FUTURE — 2010 Annual Repo
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6 HISTORY 1960 1969 1927 1957 1958
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8 THE MANAGING BOARD The Managing B
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10 KEY ISSUES DISCUSSED IN PLENARY
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12 statements. Having concluded its
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14 THE ALNO SHARE ALNO (FRANKFURT)
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16 accrued to ALNO AG as a conseque
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19 1OO % FUTURE 20 ALNO brands 22 S
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21 ALNO ALNO is the Group‘s premi
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23 100 % Design - We embody a passi
Page 29 and 30: 27 WHAT EVERYONE DREAMS OF Try and
Page 31 and 32: 29 SE 100 % Lifestyle - Into the fu
Page 35 and 36: 33 WE SHARE THE SAME VISION OF PEOP
Page 37 and 38: 35 100 % Synergy - We have already
Page 39 and 40: 37 WE HAVE TAKEN THE FIRST step tow
Page 41: 39 1OO PERCENT EFFICIENCY ESPRIT- H
Page 44 and 45: 42 GROUP MANAGEMENT REPORT OF ALNO
Page 46 and 47: 44 II. GROUP STEERING The Group is
Page 48 and 49: 46 IV. MARKET AND COMPETITIVE ENVIR
Page 50 and 51: 48 V. PRODUCTS AND PRODUCTION The A
Page 52 and 53: 50 A study that ALNO AG mandated in
Page 54 and 55: 52 VIII. TARGETS AND STRATEGY The p
Page 56 and 57: 54 IX. FINANCIAL POSITION AND RESUL
Page 58 and 59: 56 Amortization of intangible asset
Page 60 and 61: 58 Revenue volumes for ALNO AG fell
Page 62 and 63: 60 the period under review with the
Page 64 and 65: 62 There was a significant, EUR 19.
Page 66 and 67: 64 B. REPORT ON EVENTS AFTER THE BA
Page 68 and 69: 66 Production of ESPRIT home kitche
Page 70 and 71: 68 c. REPORT ON OPPORTUNITIES AND R
Page 72 and 73: 70 Exchange rate risks Currency exc
Page 74 and 75: 72 invoicing process to be fully au
Page 76 and 77: 74 d. OTHER INFORMATION I. CORPORAT
Page 80 and 81: 78 THE PRESIDENTIAL COMMITTEE CONSI
Page 82 and 83: 80 DIRECT OR INDIRECT INTERESTS IN
Page 84 and 85: 82 III. KEY CHARACTERISTICS OF THE
Page 87 and 88: 85 CONSOLIDATED FINANCIAL STATEMENT
Page 89 and 90: 87 CONSOLIDATED STATEMENT OF COMPRE
Page 91 and 92: 89 CONSOLIDATED CASH FLOW STATEMENT
Page 93 and 94: 91 NOTES TO THE CONSOLIDATED FINANC
Page 95 and 96: 93 2. AMENDMENTS TO ACCOUNTING METH
Page 97 and 98: 95 • Improvements to IFRSs 2010:
Page 99 and 100: 97 • IFRS 13 - Fair Value Measure
Page 101 and 102: 99 Exchange rate gains and losses a
Page 103 and 104: 101 Property, plant and equipment P
Page 105 and 106: 103 Overview of the cash generating
Page 107 and 108: 105 Securities and participating in
Page 109 and 110: 107 5. KEY DISCRETIONARY DECISIONS,
Page 111 and 112: 109 4. COST OF MATERIALS In EUR tho
Page 113 and 114: 111 8. AMORTIZATION OF INTANGIBLE A
Page 115 and 116: 113 Deferred taxes comprise the fol
Page 117 and 118: 115 D. NOTES TO THE CONSOLIDATED BA
Page 119 and 120: 117 3. FINANCIAL ASSETS As of Decem
Page 121 and 122: 119 8. OTHER CURRENT ASSETS In EUR
Page 123 and 124: 121 On April 10, 2007, Küchen Hold
Page 125 and 126: 123 ABAG Aktienmarkt Beteiligungs A
Page 127 and 128: 125 According to the wording of the
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127 c. Accumulated other comprehens
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129 Apart from the interest expense
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131 13. SHAREHOLDER LOANS During th
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133 E. DISCONTINUED OPERATIONS In f
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135 2009 By segment in EUR thousand
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137 H. MANAGEMENT OF FINANCIAL RISK
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139 Kitchens manufactured by the AL
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141 Aggregated by measurement categ
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143 J. RELATED PARTIES Insofar as t
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145 Further mandates exercised by S
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147 (previous year: EUR 209 thousan
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149 The item relating to auditing s
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151 to be nominated by Küchen Hold
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153 P. DECLARATION OF CONFORMITY PU
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155 Without qualifying this opinion
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100 % FUTURE - ALNO

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