Declaration of Compliance 2009
Declaration by the Executive Board and Supervisory Board of adidas AG
pursuant to § 161 of the German Stock Corporation Act (Aktiengesetz - AktG) on the
German Corporate Governance Code as amended on June 6, 2008
Pursuant to § 161 AktG the Executive Board and the Supervisory Board of a joint stock company are required to annually declare that the recommendations of the "German Corporate Governance Code Government Commission" (hereinafter referred to as the "Code") published in the official section of the electronic Federal Gazette by the Federal Ministry of Justice have been and are met or which recommendations have not been or are not applied. Shareholders must be given permanent access to such declaration.
The Executive Board and the Supervisory Board of adidas AG issued last year's Declaration of Compliance in accordance with § 161 AktG on February 11, 2008. For the period from February 12 until August 8, 2008, the declaration hereafter refers to the Code as amended on June 14, 2007. For the period as of August 9, 2008, this declaration refers to the recommendations of the Code as amended on June 6, 2008, published in the electronic Federal Gazette on August 8, 2008.
The Executive Board and the Supervisory Board of adidas AG declare that the recommendations of the "German Corporate Governance Code Government Commission" have been and are met with the following exceptions:
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The D&O liability insurance for Executive Board and Supervisory Board members does not provide for a deductible (Article 3.8).
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The Executive Board employment contracts do not provide for a severance payment cap if the contracts are terminated prematurely without serious cause (Article 4.2.3).
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No age limit has been specified for Supervisory Board members (Article 5.4.1).
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The members of the Supervisory Board do not receive any performance-oriented compensation (Article 5.4.6).
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Herzogenaurach, February 11, 2009
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For the Supervisory Board
- Chairman of the Supervisory Board -
Dr. Hans Friderichs
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For the Executive Board
- Chairman of the Executive Board -
Herbert Hainer
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Declarations of Compliance for download:
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