Beter Bed Holding

Annual Report 2015

Audit Committee

During the financial year, the Audit Committee was comprised of Ms De Groot (Chairman), Mr Goeminne and Mr Van der Vis. The composition of the Audit Committee is in accordance with the provisions of the Dutch Corporate Governance Code, with Ms De Groot serving as a financial expert. The Audit Committee’s duty is to advise the Supervisory Board on, and assist it in, its responsibility to monitor the company’s compliance with reporting and corporate governance requirements.

The Audit Committee convened on two occasions in the past financial year. The Audit Committee also discussed the change of auditor from Ernst & Young Accountants LLP to PwC Accountants N.V. twice with the Management Board via a conference call. At the end of each meeting, the Audit Committee met with the external auditor in the absence of the Management Board.

The Audit Committee extensively discussed the financial statements and the Report of the Management Board with the Management Board and the former external auditor, Ernst & Young Accountants LLP, and the transition report, the half-year results and associated management letters including the key audit subjects with the current external auditor, PwC Accountants N.V. The Audit Committee also focused on the audit plan for 2015, compliance with previous recommendations, tax issues, liquidity and funding, and the company’s risk management and monitoring system.

The Audit Committee and the Management Board again established in 2015 that the company, in view of its size, complexity and system of internal controls, does not require an internal audit department.