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

Committees
The Supervisory Board has two committees, the Audit
Committee and the Remuneration and Nominating Committee.
The Audit Committee is composed of at least three members,
each of which is a member of the Supervisory Board, and
collectively having the relevant knowledge and experience of
financial administration and accounting. The Audit Committee
is currently composed as follows : Messrs Veen (Chairman),
Verhallen and Kristinsson. In respect of the current year under
review the Audit Committee convened three times of which one
with the internal auditors and one with the external auditors
and discussed regular topics in respect of the risk and control
mechanisms, internal control policies, the internal and external
audit and observations of the internal and external auditors.
The Remuneration and Nominating Committee is composed
of at least three members, each of which is a member of the
Supervisory Board, collectively having the relevant knowledge
and experience of supervising the Executive Board and
developing policy in respect of amongst others the Executive
and Supervisory Board remuneration and functioning, appointment
procedures and monitoring thereof. The Remuneration
and Nominating Committee is composed of Messrs. Sigurdsson
(Chairman), Dijkhuizen and De Jong. In respect of the current
year under review the Remuneration Committee convened two
times.
Supervision
The Supervisory Board met frequently in 2010. The meetings
covered routine commercial, operational and financial matters
and focused on levels of key resources and strategy implementation.
In various meetings the Supervisory Board discussed
acquisitions opportunities and the integration of the acquired
company SDI within the organizational structure. The Chairman
and CEO had regular meetings throughout the year, amongst
others to prepare the Supervisory Board meetings.
Subjects discussed during the year’s Supervisory Board
meetings included:
•
•
•
•
•
•
•
•
•
•
The medium­term 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 2011
Outlook beyond 2011
Business plan 2011­2014
Risk and control framework and internal audit
None of the members of the Supervisory Board were
frequently absent.
Performance in line with expectations
Refresco is increasingly positioning itself as a supply chain
solution for its retail customers. With its suppliers Refresco
guarantees the quality and availability of the product for the
right, competitive price. The company puts strong emphasis
on building a reliable supply chain with a long­term focus.
Efforts are focused on continuously improving processes and
building long­term relationships with suppliers in order to
be the best soft drink and fruit juice supplier for today and
tomorrow. At the same time, in its operations Refesco acknowledges
its responsibility towards the environment and works
hard to reduce its negative impact on the environment wherever
feasible.
Looking back on 2010, the Supervisory Board would describe
this year as rather challenging. It started relatively smoothly,
with a turning point mid­year where Refresco was confronted
with steeply rising commodity prices. Despite difficult market
circumstances Refresco managed to increase its revenue by
page _ 40 / 41