measure and monitor the processes and report results ... - Refresco.de

Executive Board
Refresco is managed on a day­to­day basis by the Executive
Board, which is supervised and advised by the Supervisory
Board. The Executive Board is responsible for the overall
management and performance of Refresco and for defining
and executing its acquisition strategy. Its agenda includes:
strategy formulation, providing annual statements, definition
of annual budget and preparation of business plans, approval
of major capital investments, supervising the business units,
monitoring of internal controls, acquisition policy, deal making
and other important policy matters. The Executive Board
provides the Supervisory Board with all the necessary and
requested information. Key items of information provided are
the budget, monthly management accounts, the annual report,
proposals for significant investments, acquisition memoranda,
risk management & control reports and major HR & ICT matters.
Supervisory Board
The Supervisory Board is responsible for supervising and advising
the Executive Board and overseeing the general course of
affairs and strategy of the company. The articles of association
set forth that a number of strategic or otherwise important
decisions require the prior approval of the Supervisory Board.
These include: acquisitions, redemptions, significant changes
in the identity or nature of the company or its businesses.
Each year the budget is prepared by the Executive Board and
approved by the Supervisory Board.
The Supervisory Board has formed a Remuneration and
Nominating Committee in which proposals from the Executive
Board concerning the remuneration policy for the Group are
discussed. The Supervisory Board has also instituted an Audit
Committee to which it has delegated the tasks of supervising
internal and external audit procedures and discussing and reviewing
accounting policies and estimates. For both committees
charters have been prepared establishing clear accountability.
Other functions (HR, ICT, risk management) are also discussed
in the Supervisory Board meeting. The Chairman of the Supervisory
Board is responsible for leading the Supervisory Board
and functions as a sounding board for the Executive Board.
Rotterdam, March 29, 2011
Executive Board
Hans Roelofs
Chief Executive Officer
Aart Duijzer
Chief Financial Officer
page _ 38 / 39