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

Business review 2010
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 and performed its duties in accordance with the
Articles of Association.
Corporate Governance
In the execution of its duties the Supervisory Board is guided
by the overall interest of Refresco and its business. In 2010 the
Supervisory Board has implemented regulations summarizing
its role, duties and responsibilities pursuant to the Dutch Civil
Code and the Articles of Association. These regulations also
take into account elements of the Dutch Corporate Governance
Code which Refresco considers beneficial and supportive to its
current corporate governance structure. The Supervisory Board
has set up two Committees, the Audit Committee and the Remuneration
and Nominating Committee. Also a Code of Conduct
has been developed which intends to ensure that Refresco, its
officers and employees conduct their operations in an honest,
integer and transparent manner, in line with the best interests
of Refresco, especially its corporate and financial objectives.
Composition of the Supervisory Board
In 2010 3i Group Plc became a minority shareholder in the
Company through an equity capital subscription and following
to that the General Meeting of the Shareholders appointed
Mr. Pieter de Jong as member of the Supervisory Board and
Mr. Olivier Le Gall as permanent observer to the Supervisory
Board.
The Supervisory Board consists of 7 members and has a
complementary composition in terms of experience, background
and age.
Name date of initial appointment (1)
Marc Veen (Chairman) May, 2006
Thorsteinn Jonssón May, 2006
Jon Sigurdsson April, 2009
Hilmar Thor Kristinsson August, 2009
Aalt Dijkhuizen October, 2009
Peter Paul Verhallen October, 2009
Pieter de Jong May, 2010
* Refresco has voluntarily installed two Supervisory Boards – one at the level of Refresco Group B.V. and one at the level of Refresco Holding B.V.,
both having the same composition. Except where the context requires otherwise, references to the Supervisory Board in this chapter refers to the
Supervisiory Board of Refresco Group B.V.
(1) The indicated dates of appointment refer to the named persons’ appointment to the Supervisory Board of Refresco Holding B.V. In March 2010,
the named persons were appointed to the Board of Refresco Group B.V.