48 To the Shareholders (continued) Heineken NV. Report of the Report of the Financial Sustainability Other Annual Report 2016 Introduction Executive Board Supervisory Board Statements Review Information The Committee supervises the activities of the Executive Board with respect to the publication of financial information. The Committee reviews, in the presence of the Executive Board and the external auditor, the appropriateness of the half-year reporting and the annual financial statements, focusing on: - The decisions made on the selection and application of accounting policies. - The reliability and completeness of disclosures. - Compliance with financial and other reporting requirements. - Significant judgements, estimates and assumptions used in preparing the reports in respect of, among others, accounting for acquisitions and divestments, the annual impairment test and determining the level of provisions. - Any correspondence from regulators in relation to our financial reporting. At the beginning of the year, the Committee reviews the audit plan of the external auditor as well as the internal audit plan. The Committee focuses mainly on the scoping, key risks, staffing and budget. During the year, the Committee reviews the reports of the external and the internal auditor in respect of these items. Furthermore, the Committee in 2016 discussed recurring topics, such as: - The effectiveness and the outcome of the internal control and risk management systems, as well as changes made and improvements planned to these systems. - Functional updates in respect of Global Procurement, Financial Shared Services Internal Control over Financial Reporting, Global Treasury and Tax, Pensions, Litigation and Risk Management. - Update on new IFRS Standards: IFRS 15 (Revenue from contracts with customers) and IFRS 16 (Leases). - HEINEKEN's governance, risk and compliance (GRC) activities, including the HEINEKEN Company Rules and the HEINEKEN Code of Business Conduct. - Post Audit Reviews of large investments. - The outcome of the annual Letter of Representation process and the report from the Integrity Committee related to fraud reporting and Speak Up policy. - The evaluation of the external auditor, Deloitte Accountants B.V., and his proposed re-appointment for a further three-year term. The Chairman of the Audit Committee informed the Supervisory Board of the discussions held in the Audit Committee in respect of these recurring topics. Selection Appointment Committee Composition: Messrs. Wijers (Chairman), de Carvalho, Das, Fernandez Carbajal, and Mrs. Fentener van Vlissingen. The Selection Appointment Committee met three times. In 2016, the following subjects were discussed: - The composition and rotation schedule of the Supervisory Board. - Female representation on the Supervisory Board, including a list of potential female candidates. - The re-appointment of Mr. Jean-Franqois van Boxmeer as member of the Executive Board. Remuneration Committee Composition: Messrs. Das (Chairman), de Carvalho, Wijers, and Huët, and Ms. Brunini. The Remuneration Committee met three times in 2016. The Committee made recommendations to the Supervisory Board on 2016 target setting and 2015 payout levels for the STV pay and LTV awards to the Executive Board, and the replacement of "Organic EBIT beia Growth" performance measure by "Organic Operating Profit beia Growth" performance measure in the LTV plans of the Executive Board as from 2017, all of which were endorsed by the Supervisory Board. The Committee also reviewed the composition of the global labour market peer group, including a list of potential peer companies to replace SABMiller and Philips within this peer group. The Remuneration Committee received a report on status and trends in executive remuneration and executive remuneration governance in order to fulfil its remuneration governance responsibilities. The report aimed to review, among other things, alignment of HEINEKEN's remuneration practices with its remuneration principles, to provide an overview of HEINEKEN's competitive remuneration positioning versus the market, to assess the relation between actual remuneration and performance and to update the Committee on executive compensation trends and regulatory developments. A copy of the report was also submitted to the full Supervisory Board.

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