To the shareholders
During the year under review, the Supervisory Board
performed its duties in accordance with the law and the
Articles of Association of Heineken N.V. and supervised
and advised the Executive Board on an ongoing basis.
Report of the Supervisory Board
Financial statements and profit appropriation
The Executive Board has submitted its financial
statements for 2006 to the Supervisory Board.
These financial statements can be found
on pages 67 to 121 of this Annual Report.
KPMG ACCOUNTANTS N.V. audited the financial
statements. Their report appears on page 122.
A new dividend policy will be submitted to the
Annual General Meeting of Shareholders for
approval. The new policy will first be applied over
the financial year 2006. Under the existing policy
Heineken reviewed every three years if there
would be scope to increase the dividend via a
share-split, thereby increasing the number of
shares, whilst maintaining the annual dividend
per share at the same level. This resulted in an
intended dividend payout ratio of 20-25 per cent.
In the new policy it is proposed to increase the
annual dividend payout to 30-35 per cent
of net profit before exceptional items and
amortisation of brands (net profit beia). This
will reinforce the relationship between dividend
payments and the annual development net profit
beia. The new policy supports the intention of
Heineken N.V. to preserve its independence, to
maintain a healthy financial structure and to
retain sufficient earnings in order to grow
the business both organically and through
acquisitions. Under the new policy Heineken will
only consider share splits if and when the share
price has reached a level where the liquidity of
the stock becomes adversely affected. Heineken
will continue to pay the annual dividend in the
form of an interim dividend and a final dividend.
The interim dividend will be fixed at 40 per cent
of the total dividend of the previous year.
The Supervisory Board recommends that the
shareholders, in accordance with the Articles of
Association, adopt these financial statements and,
as proposed by the Executive Board, appropriate
€294 million of the profit as dividend, based on the
new policy, and add the remainder, amounting to
€917 million, to retained earnings. The proposed
dividend amounts to €0.60 per share of €1.60
nominal value, of which €0.16 was paid as an
interim dividend on 20 September 2006.
Supervisory Board changes and appointments
Messrs. C.J.A. van Lede and J.M. de Jong
resigned by rotation from the Supervisory
Board at the Annual General Meeting of
Shareholders on 20 April 2006. Both were eligible
for immediate reappointment for a period of four
years. Messrs. Van Lede (Chairman) and De Jong
Supervisory Board
as at 20 February 2007
Cees (C.J.A.) van Lede (1942)
Dutch nationality; male.
Appointed in 2002; latest
reappointment in 2006; next
reappointment in 2010. Chairman (2004).
Profession: Company director.
Supervisory directorships Dutch
stock listed companies: Akzo Nobel
N.V., Royal Philips Electronics N.V.,
Reed Elsevier Group, Stork N.V."
Other: Sara Lee Corporation,
Air Liquide S.A., Air France/KLM,
Senior Advisor Europe,
JP Morgan Pic., London.
Heineken N.V.
Annual Report 2006
Jan Maarten (J.M.) dejong (1945)
Dutch nationality; male.
Appointed in 2002; latest
reappointment in 2006; next
reappointment in 2010.
Vice-Chairman (2004).
Profession: Banker.
Supervisory directorships Dutch
stock listed companies: Nutreco
Holding N.V.
Other: Banca Antonveneta SpA,
Italy, CRH pic, Ireland, AON Groep
Nederland B.V.
Temporary appointment by the Enterprise
Chamber of the Amsterdam District Court as
from January 2007.
Maarten (M.) Das (1948)
Dutch nationality; male.
Appointed in 1994; latest
reappointment in 2005;
next reappointment in 2009.
Delegated member (1995).
Profession: Lawyer, Partner
of Loyens Loeff N.V.
Supervisory directorships Dutch
stock listed companies: none.
Other: Greenfee B.V. (Chairman).
Other posts": Heineken Holding N.V.
(Chairman), Stichting
Administratiekantoor Priores, LAC B.V.
Where relevant to performance of the duties
of the Supervisory Board.
