DES GB 11 Finanzbericht englisch

dear shareholders, During financial year 2011, the Supervisory Board performed the du- ties incumbent on it according to the law and the Articles of Associa- tion and closely followed the performance of Deutsche EuroShop AG. The strategic orientation of the Company was coordinated with the Supervisory Board, and the status of the strategy implementation was discussed at regular intervals. The Supervisory Board monitored and advised the Executive Board on its management of the business, and the Executive Board informed us regularly, promptly and in detail of business developments. FoCuS oF ADvISorY ACtIvItIES We examined the Company’s net assets, financial position and results of operations, as well as its risk management, regularly and in detail. In this context, we checked that the formal conditions for implementing an efficient system of monitoring our Company were met and that the means of supervision at our disposal were effective. We were informed on an ongoing basis of all significant factors affecting the business. We considered the development of the portfolio properties, their turnover trends, the accounts receivable and occupancy rates, the Company’s liquidity position and the progress of the expansion projects. Intensive and repeated discussions were conducted with the Execu- tive Board on trends on the capital, credit, real estate and retail mar- kets and the effects of these on the Company’s strategy. The Executive Board and Supervisory Board also examined various investment op- tions. We received regular reports detailing the turnover trends and payment patterns of our tenants and the credit policies of the banks. The Chairman of the Supervisory Board and the Executive Commit- tee of the Supervisory Board also discussed other topical issues with the Executive Board as required. Transactions requiring the approval of the Supervisory Board were discussed and resolved upon at the scheduled meetings. In addition, for transactions of the Executive Board requiring approval, circular resolutions were passed in writing by the Supervisory Board. In the event of decisions that could poten- tially have led to conflicts of interest, the Supervisory Board members in question abstained from voting. All resolutions in the reporting period were passed unanimously. mEEtINgS Four scheduled Supervisory Board meetings took place during finan- cial year 2011. In one of those meetings only, one member of the Supervisory Board was excused from attending. At the first scheduled meeting, on 27 April 2011, the Supervisory Board’s annual review of efficiency was completed and the agenda for the Annual General Meeting was approved. We selected the auditor, who was proposed to the shareholders for election. In relation to the audit of the annual financial statements, we once again attached great importance to the explanations of the Executive Board and those of the auditor on the real estate appraisals. In addition, the Executive Board explained the documentation relating to the internal risk con- trol system (IRCS) and the review of transactions with related parties. In addition, the Executive Board reported to us in particular on the expansion of the Altmarkt-Galerie in Dresden, the Main-Taunus- Zentrum near Frankfurt and the A10 Center in Wildau, near Berlin, and the acquisition of the Billstedt-Center in Hamburg. The explana- tions on the occupancy situation focused on the City-Arkaden center in Wuppertal and the City-Galerie in Wolfsburg. In both of these cen- ters, which are now in their tenth year, significant numbers of leases were renewed. For the first time, the Executive Board presented the possibility of acquiring a stake in the Allee-Center in Magdeburg. At the meeting on 16 June 2011, the Executive Board informed us of the leasing activities in the extension to the Main-Taunus-Zentrum and in the City-Galerie in Wolfsburg and City-Arkaden in Wupper- tal. The Executive Board also presented the possibility of acquiring an 11% participating interest in the City-Galerie in Wolfsburg, an acquisition which we approved. It was also decided to amend the Ger- man name of the Audit Committee from “Bilanzausschuss” to “Prü- fungsausschuss” in line with the Bilanzrechtsmodernisierungsgesetz (German Accounting Law Modernisation Act – BilMoG). Further- more, the rules of procedure of the Executive Board were amended in accordance with the provisions of current regulations. As the mandate periods of several members of the Supervisory Board expire in 2013 and 2014 and given the diversity requirements of supervisory boards, we held extensive discussions on the future composition of our body. Report of the BOARD Report of the BOARDBOARD SuPERVISORY 72 DES Annual Report 2011 StRAteGY report of the supervisory board

DES GB 11 Finanzbericht englisch

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