The good prospects are based on the all-embracing ... - ALNO AG

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ConsoLidatEd FinanCiaL statEmEnts | supERvisoRy BoaRd and BoaRd oF manaGEmEnt
Further mandates held by members of the Board of Man-
agement in Supervisory Boards and other controlling bodies
within the meaning of Section 125 (1), fifth sentence, of the
Stock Companies Act (AktG):
• Max Müller, Magglingen/Switzerland
President of the Supervisory Board of Comco Holding AG,
Nidau, Switzerland
Member of the Supervisory Board of Comco Finanz AG,
Nidau, Switzerland
Director of Comco Fashion Ltd., Hong Kong,
People's Republic of China
President of the Supervisory Board of
Starlet Investment AG, Nidau, Switzerland
Member of the Supervisory Board of
Max Müller + Partner AG,
Biel, Switzerland
Director of East West Finance Ltd.,
Jersey, Channel Islands
President of the Supervisory Board of Schaerer Mayfield
Holding AG, Nidau, Switzerland
Member of the Supervisory Board of Renishaw Mayfield
AG, Nyon, Switzerland
President of the Supervisory Board of Smaragd Holding
AG, Thun, Switzerland
Member of the Supervisory Board of Frieden Creative
Design AG, Thun, Switzerland
Member of the Supervisory Board of La Boutique Suisse
AG, Nidau, Switzerland (until 25 August 2011)
Administrator of La Boutique Suisse Distribution S.r.l.,
Buk<strong>are</strong>st, Romania
Administrator of Helvetansa S.r.l., Buk<strong>are</strong>st, Romania
President of the Supervisory Board of ALNO (Switzerland)
AG, Embrach, Switzerland
• Elmar Duffner, Osnabrück
Member of the Economic Advisory Board, Cologne
Trade Fair and Exhibition Centre (Messe Köln), Cologne
(advisory)
President of the German Furniture Industry Association
(Verband der Deutschen
Möbelindustrie e. V.), Bad Honnef (honorary post)
Member of the Executive Board "Arbeitsgemeinschaft
Die Moderne Küche e. V.", Mannheim (honorary post)
Chairman of the German woodworking and plastics
processing industries (Verbände der Holzindustrie
und Kunststoffverarbeitung Westfalen-Lippe e. V.),
Herford (honorary post)
As at the balance sheet date, the active members of the
Board of Management held 545,507 (previous year: 55,643)
no-par-value sh<strong>are</strong>s.
reMuNeraTIoN rePorT
responsibility, objective and structure of remuneration
for the Board of Management
<strong>The</strong> Supervisory Board is responsible for defining the structure
and amount of remuneration for the Board of Management
of ALNO AG. <strong>The</strong> structure and amount of remuneration
paid to the Board of Management is regularly considered and
verified by the Supervisory Board.
<strong>The</strong> purpose of the system of remuneration for the Board of
Management is to reasonably compensate the members of
the Board of Management in accordance with their activities
and responsibilities while at the same time clearly and directly
taking account of the Board members' joint and personal
performance as well as that of the company through a high
level of variability.
To this end, the remuneration system includes both a fixed
basic element and a variable risk-like element as incentive for
the medium and long term. In order to ensure that the Board
members' remuneration is both competitive and reasonable,
this structure, the individual components and the complete
remuneration <strong>are</strong> reviewed each year.
2011 was characterized by a complete change of membership
of the Board of Management and of the responsibilities
assigned to each member. <strong>The</strong> remuneration paid to the
Board of Management in 2011 therefore comprised the following
elements as outlined in detail below.
<strong>The</strong> fixed basic remuneration including non-cash emoluments
is paid out in twelve monthly instalments and is <strong>based</strong> on each
Board member's <strong>are</strong>a of responsibility.
<strong>The</strong> variable element <strong>based</strong> on the company's medium and
long-term development is always <strong>based</strong> on Consolidated
revenues, Group EBITDA and free Group cash flow, as well
as on individual agreements on targets.