Annual Report 2019

Audit Committee

During financial year 2019, the Audit Committee consisted of Mr Boone, acting as Chair, Mr Goeminne, Mr Beyens and Mr Karis. Following the Annual General Meeting of 25 April 2019, Mr Goeminne stepped down and Mrs Reijnen was appointed as a Supervisory Board member, succeeding Mr Boone as Chair of the Audit Committee. During the period that Mrs Reijnen was member of the Supervisory Board in 2019, the composition of the Audit Committee was in accordance with the provisions of the Dutch Corporate Governance Code, with Mrs Reijnen having served as financial expert.

As per 12 December 2019 Mrs Reijnen stepped down as a Supervisory Director and Chair of the Audit Committee in order to accept the role of CFO of Beter Bed Holding N.V. Mr Boone has again temporarily taken over as Chair until a new financial expert has been found.

The Audit Committee’s duty is to advise the Supervisory Board on, and to assist it in, its responsibility to monitor the Company’s compliance with reporting and corporate governance requirements.

The Audit Committee convened on four occasions in financial year 2019. On two occasions, the Audit Committee met with the external auditor without the Management Board being present.

The Audit Committee extensively discussed the financial statements and the report of the Management Board, the half-year results and the management letter with the Management Board and the external auditor, PricewaterhouseCoopers Accountants N.V. The Audit Committee also focused on the audit plan for 2019, compliance with previous recommendations, tax issues, liquidity and funding, and the Group's risk management and control system. In 2019 the Audit Committee has had particular focus on the implementation of IFRS 16.

Regular discussions took place between the Internal Auditor and the Chair of the Audit Committee. These discussions took place both with and without employees of the Group. The Audit Committee also discussed the findings of the Internal Audit Function.