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ANNUAL REPORT 2008 | 2009 - SinnerSchrader AG

ANNUAL REPORT 2008 | 2009 - SinnerSchrader AG

ANNUAL REPORT 2008 | 2009 - SinnerSchrader AG

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14Report of the Supervisory Board <strong>SinnerSchrader</strong> <strong>2008</strong> | <strong>2009</strong>Report of theSupervisory Boardfor the <strong>2008</strong>/<strong>2009</strong>Financial YearThe Supervisory Board closely followed the businessdevelopment of <strong>SinnerSchrader</strong> Aktiengesellschaftand its subsidiaries in the <strong>2008</strong>/<strong>2009</strong> financial year.At regular Supervisory Board meetings, in monthlyreports, and through written, telephone, and personalexchanges, the Management Board kept the SupervisoryBoard informed of business developmentsand the current situation, strategic development, andimportant investment plans. The Management Boardpromptly included the Supervisory Board in businesstransactions and decisions which were significant tothe Company or the Group. On this basis, the SupervisoryBoard discharged its duties as required by lawand the Statutes and supervised the business conductof the Management Board.MeetingsThe Supervisory Board met for four ordinary meetingson 3 November <strong>2008</strong>, 14 January <strong>2009</strong>, 7 April <strong>2009</strong>,and 3 July <strong>2009</strong>. Furthermore, the Supervisory Boardheld teleconferences on 9 November <strong>2008</strong> and 1 December<strong>2008</strong> and made decisions by way of circulationon 15 October <strong>2008</strong> and 1 December <strong>2008</strong>. With theexception of the meeting on 3 November <strong>2008</strong>, allmembers of the Supervisory Board were present atall of these meetings. The proposed resolutions ofthe meeting on 3 November <strong>2008</strong> were subsequentlyapproved in writing by the member of the SupervisoryBoard who could not attend the meeting. Each of themeetings took place in the presence of the ManagementBoard.Focal Points of MeetingsIn its meetings, the Supervisory Board dealt withthe course of business and situation of the Group,particularly with the potential negative effects of thefinancial and economic crisis and the countermeasuresto be taken. Another focus of the Supervisory Board’swork was the Management Board’s proposals concerninginvestments in the expansion of the serviceportfolio. These comprised the takeover of newtentiontechnologies GmbH in two stages in December <strong>2008</strong>and May <strong>2009</strong> and the organic expansion of thee-commerce outsourcing business through thefoundation of next commerce GmbH in May <strong>2009</strong>.Other important issues dealt with by the SupervisoryBoard included the use of the authorisation to buyback treasury stock and the investment of the liquidityreserve in light of the financial crisis.In its meeting on 3 November <strong>2008</strong>, the SupervisoryBoard dealt extensively with the Consolidated FinancialStatements and Annual Financial Statements of Sinner-Schrader Aktiengesellschaft for the 2007/<strong>2008</strong> financialyear and approved both sets of statements. At the sametime, the Supervisory Board approved the suggestionof the Management Board to propose the payment ofa dividend of € 0.12 per share at the Annual GeneralMeeting on 18 December <strong>2008</strong>.

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