6 Heineken N.V. Agenda Item 13: Remuneration of Supervisory Board It is proposed that, with effect from i January 2005, the chairmen and members of the Supervisory Board committees be paid a fixed annual fee for their committee activities, in addition to their unchanged fixed remuneration. The details of the proposal are as follows: Audit Committee Chairman €7,500.00 Member €5,000.00 Selection Appointment Committee* Chairman €6,500.00 Member €4,500.00 Remuneration Committee* Chairman €6,500.00 Member €4,500.00 Concerning the Selection and Appointment Committee and the Remuneration Committee, it should be noted that a Chairman or member serving on both committees will receive this fee only once. As all the members of the abovementioned committees are also members of the Preparatory Committee, there will be no additional remuneration for their membership of the Preparatory Committee. With effect from 1 January 2005, the remuneration will be paid quarterly in advance. It is further proposed that the fixed remuneration of the Chairman and members of the Supervisory Board be increased with effect from 1 January 2006. Supervisory Board Chairman €60,000.00 (was €45,000.00) Members €45,000.00 (was €38,000.00) The last adjustment was approved by the Annual General Meeting of Shareholders on 25 April 2002. Item 14: The Dutch Corporate Governance Code In a separate section of the 2004 annual report (the 'Comply or Explain' report), a detailed overview is given of the way in which Heineken applies the Dutch Corporate Governance Code (published on 9 December 2003). The existing regulations of the Executive Board, the Supervisory Board and its committees have been revised and new regulations have been drawn up where necessary. The re quirements regarding disclosure on the corporate website (www.heinekeninternational.com, section Corporate Governance) and in the annual report have been complied with. Heineken N.V. endorses the Code's principles and applies virtually all of the best-practice provisions. The structure of the Heineken group, in particular the relationship between Heineken Holding N.V. and Heineken N.V., prevents Heineken N.V. from complying with a few of the best-practice provisions. Item 15: Official language of the annual report It is proposed that English be designated as the official language of the annual report with effect from the 2005 financial year, in view of the international character of the company and the financial markets, the international spread of Heineken N.V.'s shareholders, the international composition of the Executive Board and the Supervisory Board and the fact that English is generally accepted as the language of international business. Since the entire annual report is prepared in English, designating English as the official language of the annual report will prevent potential conflicts of interpretation in the translation. Designating English as the official language will make no difference to Dutch share holders, as we shall continue to provide a translated Dutch-language version of the annual report.

Jaarverslagen en Personeelsbladen Heineken

Jaarverslagen | 2004 | | pagina 7