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

On 30 September 2011, the Supervisory Board met for
an ordinary meeting. This meeting primarily considered
planning security in conjunction with corporate planning.
<strong>The</strong> Board of Management also reported on current business
developments and major transactions. <strong>The</strong> Board
of Management also proposed an allocation of business
<strong>are</strong>as before and after the arrival of Mr. Elmar Duffner to the
Supervisory Board. <strong>The</strong> Supervisory Board approved the
planned allocation of duties. <strong>The</strong> company's organization
was also discussed in this context. In addition, the joint
declaration by the Board of Management and Supervisory
Board concerning the recommendations of the German
Corporate Governance Code within the meaning of Section
161 Stock Companies Act (AktG) was also discussed
and adopted. <strong>The</strong> current status of proceedings against
Mr. Jörg Deisel was presented and considered by the
Supervisory Board.
Among other things, the Supervisory Board meeting held
by telephone on 16 November 2011 considered a corporate
borrowing agreement between Comco Holding
AG and ALNO (Switzerland) AG. <strong>The</strong> proposed resolution
concerned Mr. Max Müller's assignment as member of the
supervisory board of ALNO (Switzerland) AG. <strong>The</strong> subject
was considered by the Supervisory Board in detail before
a resolution was adopted as regards the form of the borrowing.
<strong>The</strong> Board of Management presented its corporate planning
for the financial year 2012 at the Supervisory Board
meeting on 16 December 2011. After intensive debate and
checking, the Supervisory Board approved the corporate
planning presented for the financial year 2012. <strong>The</strong> Board
of Management also reported on the development of business
as per November 2011, as well as on the results of an
analysis of all German production facilities. A new liquidity
and financial concept was also presented by the Board of
Management.
This liquidity and financial concept was the main topic
considered in a telephone conference on 23 December
2011. <strong>The</strong> Board of Management discussed the concept
in detail with the Supervisory Board. Above all, they discussed
the loan extended to ALNO AG by Comco Holding
AG and implementation of the restructuring agreement II.
<strong>The</strong> Supervisory Board approved the liquidity and financial
concept presented, and consequently also the loan
extended to ALNO AG by Comco Holding AG.
to ouR shaREhoLdERs | REpoRt oF thE supERvisoRy BoaRd
In addition to the telephone conferences mentioned above,
the Supervisory Board also held four more telephone
meetings in the financial year 2011. <strong>The</strong>se meetings were
devoted to preparing the capital increase, the mid-year
financial report and the annual financial statements.
<strong>The</strong> efficiency of the Supervisory Board's activities was
not verified in the year under review. An efficiency review
is planned for the financial year 2012.
WorK IN <strong>The</strong> CoMMITTees
<strong>The</strong> Supervisory Board has set up various committees to
ensure that its responsibilities <strong>are</strong> discharged efficiently.
Prior to the Annual General Meeting on 14 July 2011,
these were the Audit Committee and the Presidial Committee.
After the Annual General Meeting, the Presidial
Committee was renamed Strategy and Presidial Committee.
<strong>The</strong> Audit Committee met on 30 May 2011. This meeting
considered and discussed the financial statements of the
company and the Group, including the single-entity and
group management report, as well as the auditor's retainer
(including fees). <strong>The</strong> further debate over the annual financial
statements 2010 focussed on an assessment of the
company's continuation as a going concern, including the
expert appraisal drafted by PricewaterhouseCoopers. <strong>The</strong>
Supervisory Board also considered the recommendation
presented for adoption concerning the auditor for 2011. In
addition, the members of the Audit Committee also consulted
by email and by telephone on individual aspects
of the accounting process, preparation of the separate
and consolidated financial statements, preparation of the
management report and mid-year financial report.
<strong>The</strong> Presidial Committee met three times in the financial
year 2011.
At the meeting on 6 April 2011, the Presidial Committee
considered at length the immediate termination for <strong>good</strong>
cause of the service agreement concluded with Mr. Jörg
Deisel. Non-renewal of the service agreement concluded
with Mr. Michael Paterka and his suspension from duty
were likewise considered by the Presidial Committee.
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