AG Herzogenaurach

09 Financial Statements for the Year Ended December 31, 2009 and Management Report

CONTENTS

3 Balance Sheet

4 Profit and Loss Statement

5 Notes

38 Statements of Changes in Fixed Assets

40 Supervisory Board and Executive Board

45 List of Shareholdings

53 Management Report

112 Auditors’ Report

114 Responsibility Statement

115 Supervisory Board Report

The Financial Statements and The Financial Statements and Management Report of adidas AG as well as the Management Report of adidas AG for List of Shareholdings of adidas AG are also available for download on the the financial year 2009 are filed with Internet at and published in the electronic Federal Gazette. > www.adidas-group.com/en/investorrelations/reports/annualreports.aspx

2 FINANCIAL STATEMENTS of adidas AG

BALANCE SHEET (euros in thousands)

Note 31.12.2009 31.12.2008 A S S E T S

FIXED ASSETS (1)

Intangible assets (2) 166,142 57,569

Tangible assets (2) 171,339 141,382

Financial assets (3) 3,305,605 3,299,090

3,643,086 3,498,041 CURRENT ASSETS

Inventories (4) 19,192 21,428

Receivables and other assets (5) 1,670,602 1,318,875

Securities (6) 3,825 3,675

Cash and cash equivalents (7) 232,078 1,593

1,925,697 1,345,571

PREPAID EXPENSES (8) 48,324 125,664

5,617,107 4,969,276

E Q U I T Y A N D L I A B I L I T I E S

EQUITY

Subscribed capital (9) 209,216 193,516 Contingent capital 1999 1.278 Contingent capital 2003 20.314 Contingent capital 2006 20.000

Capital reserves (9) 1,145,075 830,037

Revenue reserves 652,752 652,752

Retained earnings (10) 284,555 237,409

2,291,598 1,931,714

UNTAXED RESERVE (11) 6,007 6,329

ACCRUALS (12) 239,815 235,240

LIABILITIES (13) 3,079,687 2,813,972

DEFERRED INCOME 021

5,617,107 4,969,276

3 FINANCIAL STATEMENTS of adidas AG

STATEMENT OF INCOME (euros in thousands)

Note 2009 2008

Sales (15) 1,399,182 860,577 Change in inventory -205 -689

Total operating profit 1,398,977 859,888

Other operating income (16) 753,497 809,695 Cost of materials (17) -427,981 -441,078 Personnel expenses (18) -249,939 -241,090 Depreciation and amortization of tangible and intangible assets (19) -55,908 -36,169 Other operating expenses (20) -1,211,360 -899,611

INCOME FROM OPERATIONS 207,286 51,635

Income from investments in related companies (21) 72,151 105,748 Profit/ Loss received under a profit - positive transfer agreement (22) 0 133,340 - negative transfer agreement -7,918 0 Depreciation on financial assets (23) -3,958 0 Interest result (24) -67,515 -68,417

INCOME FROM ORDINARY ACTIVITIES 200,046 222,306

Taxes on income (25) -55,928 -14,054 Other taxes -214 -329

NET INCOME 143,904 207,923

Retained earnings brought forward 140,651 29,486 Earnings appropriated to earned surplus 0 409,387 Earnings appropriated to reduction of subscribed capital 0 10,182 Transfer to capital reserves 0 -10,182 Offset with Retirement of treasury shares 0 -409,387

RETAINED EARNINGS 284,555 237,409

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Notes to the Financial Statements of adidas AG for the Year Ended December 31, 2009

In the interest of providing a clearer overall picture, certain items in the balance sheet and income statement have been combined as permitted in § 265 (7) German Commercial Code (Handelsgesetzbuch, "HGB"), and have been disclosed and explained separately under the numerical text reference indicated below.

The list of shareholdings in adidas AG as required by § 287 HGB is filed with the electronic Federal Gazette.

Accounting Policies

The annual financial statements have been prepared in accordance with the following accounting policies.

Acquired intangible fixed assets are recognized at cost and subject to periodic straight-line amortization.

Tangible fixed assets are recognized at cost. All recognizable direct and overhead costs are included in production costs. Items with a limited life are depreciated/amortized over their expected useful lives.

Buildings are subject to straight-line amortization at adidas AG. The estimated useful life of business premises is 50 years maximum and from two to ten years for technical equipment and machinery, other equipment, and operating and office equipment. The refurbishment costs of buildings comprising the World of Sports headquarters, owned by GEV Grundstücksgesellschaft Herzogenaurach mbH & Co. KG, a company within the adidas AG Group, are being written down over 20 years. The factory outlet building is being depreciated over 33 years. By virtue of a use agreement between the property owner GEV Grundstücksgesellschaft Herzogenaurach mbH & Co. KG and adidas AG, adidas AG is the beneficial owner of the office building under construction on the World of Sports premises. As with the other buildings, these buildings will be depreciated over 33 years upon completion.

Chattel assets are depreciated on a straight-line basis.

Minor-value assets worth less than € 150 are written off in full in the year of their acquisition and are shown as disposals in the statement of changes in fixed assets. Omnibus items are recognized for assets worth between € 150 and

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€ 1,000. These are depreciated on a straight-line basis over five years. 20 % is written off in the year of acquisition.

Write-downs to the lower fair value are also recognized if an impairment is anticipated to be other than temporary.

Long-term financial assets are recognized at cost. To the extent necessary, write-downs are made to their lower fair value. If the reasons for the write- down no longer apply, a reversal is recognized.

Inventories are measured at the lower of cost or market. Manufacturing costs comprise direct costs that must be recognized and recognizable overhead costs. Allowances are taken for discernable fashion and technical risks, age structure, and marketability.

Receivables and other assets are generally recognized at nominal values. Individual adjustments and allowances for doubtful accounts are taken to cover discernible risks.

Securities classified as current assets are recognized at cost. If the market price or fair value is lower at the balance sheet date, this is recognized.

Derivative financial transactions entered into with banks by Group Treasury (primarily forward currency and currency option transactions) are generally related to underlying transactions with group companies. Hedge accounting is applied if there is a direct hedging relationship between these transactions. Unrealized losses are recognized in profit or loss if they are not covered by unrealized gains in the hedge accounting. Derivative transactions that are not recognized using hedge accounting are measured individually at fair value. Any resulting losses are recognized in profit or loss.

The fair value of interest rate swaps and cross currency swaps used for hedging purposes is calculated using generally accepted models. Hedge accounting is applied if interest rate swaps and cross currency swaps are entered into for the purpose of hedging currency and interest rate risk from existing liabilities and there is a direct hedging relationship between these transactions. Unrealized losses are recognized in profit or loss if they are not covered by unrealized gains in the hedge accounting.

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Subscribed capital is recognized at the nominal amount.

The special tax-allowable reserve is recognized for the amounts allowed under tax law provided that tax law requires the establishment of this reserve on the balance sheet.

Provisions for pensions at adidas AG are recognized based on actuarial opinions using the present value under the German entry age normal method (Teilwertverfahren) pursuant to § 6a German Income Tax Act (Einkommensteuergesetz, "EStG") and applying a 6% discount rate (previous year: 6%). The 2005 G mortality tables published in July 2005 by Prof. Klaus Heubeck were used for this purpose.

Other provisions cover all discernible risks and uncertain obligations and have been recognized in the amount required based on prudent business judgment.

Liabilities are recognized at their nominal amount or their higher repayment amount.

Receivables and liabilities denominated in foreign currencies are translated using the end-of-month rate prevailing for the month prior to the transaction posting date. Exchange rate losses are recognized at the balance sheet date unless there is a closed position. The contingent liabilities from payment guarantees and warranties reported correspond to the borrowings and obligations of subsidiaries as of the balance sheet date.

Revenues are then recognized once the price risk has been transferred to the purchaser. This generally occurs upon delivery of the merchandise.

Licensing revenues are recognized in accordance with the underlying contractual agreements. Claims and revenues generally arise whenever the licensee generates sales revenue with adidas products.

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1. Fixed assets

Please see Appendix 1 to the notes on the financial statements for the statement of changes in fixed assets pursuant to § 268 (2) HGB.

2. Intangible fixed assets and tangible fixed assets

In € thousands 12/31/2009 12/31/2008

Balance as of 01/01 198.951 153.538

Additions 197.068 83.045

Reebok, ASL residual carrying amount 1.097 0

Disposals 3.727 1.463

Depreciation, amortization and write-downs 55.908 36.169

Balance as of 12/31 337.481 198.951

The significant additions primarily concern acquired intangible fixed assets (€ 114,000 thousand) due to the transfer of the brand management function (such as trademarks, slogans, patents, design etc.) from adidas International Marketing B.V., Amsterdam, the Netherlands, to adidas AG and, under assets under construction, a new administration building on third-party land (€ 34,842 thousand), as well as licenses for standard software, fixtures and fittings for adidas shops and hardware. The merger of Deutschland GmbH and ASL-American Sports and Leisure Vertriebs GmbH with adidas AG resulted in € 3,187 thousand in additions from historical cost and € 2,090 thousand in cumulative depreciation/amortization.

3. Long-term financial assets Additions (€ 6,554 thousand) consisted of the transformation of one of the loans granted to adidas Industrial S.A. de C.V., Mexico City, Mexico, into a capital contribution (€ 5,351 thousand) and the increase in the Company's equity stake in adidas Hellas A.E., Thessaloniki, Greece (€ 1,203 thousand).

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4. Inventories In € thousands 12/31/2009 12/31/2008

Raw materials, consumables and supplies 3.326 3.302

Work in progress 60 1.090

Finished goods and merchandise 15.806 17.036

19.192 21.428

Inventories relate to raw materials, consumables, and supplies for production purposes, work in progress in the production process, and merchandise at the Company's own adidas shops, the factory outlet, as well as merchandise of the Fashion Group, i.e., products from collections such as "Y3" and "Porsche Design".

5. Receivables and other assets In € thousands 12/31/2009 12/31/2008

Trade accounts receivable 41.144 48.945

of which with a residual maturity of more than one year 0 0

Receivables from affiliated companies 1.611.420 1.243.560

of which with a residual maturity of more than one year 71.017 53.377

Other assets 18.038 26.370

of which with a residual maturity of more than one year 2.450 1.519

1.670.602 1.318.875

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The receivables from affiliated companies primarily concern receivables in connection with Group Treasury activities. Group Treasury uses a netting process to balance out any fund surpluses or deficits at subsidiaries through adidas AG and settle payments between subsidiaries. Receivables from affiliated companies include € 7,633 thousand in trade accounts receivable. € 1,853 thousand in other receivables from affiliated companies was written down.

Other assets include mainly VAT receivables from tax authorities, recognized option premiums, and accounts payable with debit balances.

6. Securities In € thousands 12/31/2009 12/31/2008

Other securities 3.825 3.675

All assets are earmarked for the purpose of serving as hedges against insolvency for partial and early retirement liabilities.

7. Cash and cash equivalents In € thousands 12/31/2009 12/31/2008

Cash-in-hand, bank balances and checks 232.078 1.593

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8. Prepaid expenses In € thousands 12/31/2009 12/31/2008

Issue discount on convertible bond 0 75.964

Advertising and promotion agreements 16.678 21.057

Discount on promissory note loan 1.553 1.680

Other 30.093 26.963

48.324 125.664

€ 16,678 thousand of the prepaid expenses relates to accrued expenditures in connection with long-term advertising and promotion agreements with sports clubs and athletes. The discount on promissory note loans includes € 1,210 thousand as a discount and € 343 thousand as a capitalized commitment fee. Other prepaid expenses mainly comprise advance payments for advertising, insurance premiums and maintenance. Due to the early redemption and the associated conversion of the convertible bond, prepaid expenses for this item were no longer recognized as of the balance sheet date. The discount on the issue of the convertible bond was netted against the capital reserves at the time of the exercise of the conversion right (see note 9 "Subscribed capital/capital reserves").

9. Subscribed capital/capital reserves The share capital of adidas AG (“the company”) was € 193,515,512 as of 31 December 2008, allocated to 193,515,512 no-par value bearer shares ("shares") and was paid-in in full.

On October 5, 2009 the share capital was increased to a total of € 193,531,912, divided into 193,531,912 shares, as a result of the exercise of a total of 4,100 stock options in August 2009 and the issuance of 16,400 new shares as part of adidas AG's Management Share Option Plan (MSOP). The capital reserves increased by € 322,260 to € 830,358,985.

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Additionally, on November 9, 2009, the share capital was increased to a total of € 209,216,186, divided into 209,216,186 shares, as a result of the exercise of all of the remaining 7,999 convertible bonds issued in 2003 by adidas International Finance B.V. (formerly adidas-Salomon International Finance B.V.) and guaranteed by adidas AG (formerly adidas-Salomon AG) and the issue of 15,684,274 new shares. The remaining € 69,549 thousand in prepaid expenses were reversed and netted against the capital reserves on the balance sheet. Taking into account the prepaid expenses netted against it, the capital reserve increased by € 314,716,075 to € 1,145,075,061.

As of the balance sheet date, the Company's share capital totaled € 209,216,186, divided into 209,216,186 shares. It is fully paid in.

The following table summarizes the changes in equity:

Changes in shareholders' equity

In € thousands

01/01/2009 Dividend MSOP Convertible Net profit 12/31/2009 bond for the year

Subscribed capital 193.516 16 15.684 209.216

Capital reserves 830.037 322 314.716 1.145.075

Revenue reserves 652.752 652.752

Net retained profits 237.409 -96.758 143.904 284.555

Equity 1.913.714 -96.758 338 330.400 143.904 2.291.598

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The table below summarizes the increase in the capital reserves in connection with the exercise of conversion rights from 7,999 convertible bonds:

In € thousand

Volume 7,999 bonds at € 50,000 a piece 399.950

Prepaid expenses on the exercise date netted against capital reserves -69.549

Issue of new shares (thousands) -15.684

Cash compensation for fractional shares -1

Contribution to capital reserves 314.716

The change to the amount of the share capital resulting from the above transactions up through December 31, 2009 was entered into the commercial register on January 28, 2010.

No further changes were made to the share capital. On February 19, 2010, adidas AG's share capital thus amounted to € 209,216,186, divided into 209,216,186 shares.

Each share grants one vote and carries dividend rights from the year in which it is issued. Pursuant to § 71 b German Stock Corporation Act (Aktiengesetz, "AktG"), directly or indirectly held own shares do not carry dividend rights. As February 19, 2010, the Company held no treasury shares.

Authorized capital The Executive Board of adidas AG did not use the existing authorized capital totaling € 95,000,000 in the 2009 fiscal year or after the balance sheet date up to February 19, 2010. The following discussion of the existing authorized capital does not extend to include the revocation of Authorized Capital 2005/I and 2008 resolved by the Annual General Meeting on May 7, 2009, which also was not utilized up to May 7, 2009.

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Pursuant to Article 4 paragraphs 2, 3, and 4 of the Articles of Association which, as of the balance sheet date governs the Company's authorized capital, the Executive Board is entitled, subject to Supervisory Board approval, to increase the share capital: until June 21, 2014 by issuing new shares against cash contributions, once or severally, by up to a maximum of € 50,000,000 and, subject to Supervisory Board approval, to exclude fractional shares from shareholders' subscription rights (Authorized Capital 2009/I); until June, 21 2012 by issuing new shares against contributions in kind, once or severally, up to a maximum of € 25,000,000 and, subject to Supervisory Board approval, to exclude shareholders' subscription rights (Authorized Capital 2009/II); until May 28, 2011 by issuing new shares against cash contributions, once or severally, by up to a maximum of € 20,000,000 and, subject to Supervisory Board approval, to exclude shareholders' subscription rights for fractional amounts and when issuing the new shares at an issue price that is not substantially below the market price of shares of the same class (Authorized Capital 2006). However, the authorization to exclude subscription rights pursuant to the previous sentence may only be used to the extent that the pro rata amount of the new shares in share capital, together with the pro rata amount of other shares in share capital issued by the Company since May 11, 2006, subject to the exclusion of subscription rights pursuant or analogous to § 186 (3) sentence 4 Stock Corporation Act (Aktiengesetz, "AktG") on the basis of authorized capital or following a repurchase, or for which conversion rights or warrants were granted since May 11, 2006 through the issuance of convertible bonds or bonds with warrants, with subscription rights excluded in correspondence with § 186 (3) sentence 4 AktG, does not exceed ten percent (10 %) of the share capital existing on the date this authorization was entered into the commercial register or as at the respective date on which the authorization is exercised if such amount is lower.

Contingent capital The following description of contingent capital relates to Article 4 (5), (6) and (7) of the Company's Articles of Association as well as the underlying resolution of the annual general meeting. There is no other contingent capital.

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Contingent Capital 1999/I The Contingent Capital 1999/I was intended to fulfill stock options in connection with the Company's MSOP for members of adidas AG's Executive Board, members of executive bodies of affiliated companies, and other executives of adidas AG and of its affiliated companies.

Due to the issue of 16,400 shares as a result of the exercise of 4,100 stock options during the exercise periods ended in October 2009 for Tranche V (2003) of the Company's MSOP, the nominal amount of Contingent Capital 1999/I since October 5, 2009 and as of the balance sheet date was € 1,278,348 and was divided into 1,278,348 shares.

The corresponding adjustment to the amount of the Contingent Capital 1999/I was submitted for declaratory entry in the commercial register on January 28, 2010 and will be amended in the Articles of Association following the registration

All stock options under the Company's MSOP have either been exercised or have expired. No further Contingent Capital 1999/I has been utilized.

On February 19, 2010, the nominal amount of Contingent Capital 1999/I was therefore € 1,278,348, divided into 1,278,348 shares.

Contingent Capital 2003/II Contingent Capital 2003/II was intended to fulfill conversion rights arising from the convertible bonds issued in 2003 by adidas International Finance B.V. and guaranteed by adidas AG.

Following the issue of 15,684,274 new shares as a result of the exercise of the conversion rights on all 7,999 bonds remaining outstanding, Contingent Capital 2003/II amounted to € 20,313,766 as of the balance sheet date, divided into up to 20,313,766 shares (as of December 31, 2008: 35,998,040). There are no further subscription or conversion rights outstanding.

The corresponding adjustment to the amount of the Contingent Capital 2003/II resulting from the above transaction up to and including December 31, 2009 was submitted for declaratory entry in the commercial register on January 28, 2010 and will be amended in the Articles of Association following the registration.

No further Contingent Capital 2003/II had been utilized.

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On February 19, 2010, the nominal amount of Contingent Capital 2003/II was therefore € 20,313,766, divided into 20,313,766 shares.

Contingent Capital 2006 As of the balance sheet date, the share capital is conditionally increased by up to an additional € 20,000,000, divided into up to 20,000,000 shares (Contingent Capital 2006). The contingent capital increase will be implemented only to the extent that the holders of options or conversion rights, or the persons obligated to exercise warrants or to convert due to bonds with warrants or convertible bonds, which are issued or guaranteed by the Company or a subordinate Group company pursuant to the authorization of the Executive Board by shareholder resolution dated May 11, 2006, exercise their warrants or conversion rights or, if they are obligated to exercise the warrant or conversion feature, such persons fulfill that obligation. The Executive Board is authorized, subject to Supervisory Board approval, to fully exclude the shareholders' subscription rights if the bonds with warrants and/or convertible bonds are issued at a price that is not significantly below the market value of such bonds. The limitation on subscription right exclusions of 10% of the share capital pursuant to § 186 (3) sentence 4 AktG in conjunction with § 221 (4) sentence 2 AktG must be observed.

The Executive Board of adidas AG has not issued any bonds with warrants, convertible bonds or shares from Contingent Capital 2006 in the 2009 fiscal year or after the balance sheet date up until February 19, 2010.

Acquisition of treasury shares At the Annual General Meeting on May 7, 2009, the shareholders of the Company revoked the May 8, 2008 authorization to acquire treasury shares which had been partially utilized in 2008 but not at all during the year under review. At the same time, the Annual General Meeting resolved a new Authorization for the Executive Board to acquire treasury shares of up to a total of 10% of the share capital by November 6, 2010. The authorization may be exercised by the Company, its Group companies or by a third party acting on their account.

The authorization was not exercised during the year under review or by February 19, 2010.

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Convertible bond issue The 2.5% convertible bond issued on October 8, 2003 by adidas International Finance B.V. granting a right to convert to adidas AG shares and unconditionally and irrevocably guaranteed by adidas AG with a total principal amount of € 400,000,000 maturing on October 8, 2018, was called early on October 8, 2009, with effect from November 23, 2009. All conversion rights arising from the 7,999 remaining bonds outstanding were exercised by November 9, 2009. Upon completion of the conversion process, 15,684,274 new shares in the Company were issued on the basis of Contingent Capital 2003/II. Beginning in fiscal year 2009, the new shares carry dividend rights.

Notifications of voting rights Pursuant to § 160 (1) no. 8 AktG, existing shareholdings which have be notified to the Company in accordance with § 21 (1) or (1a) of the German Securities Trading Act (Wertpapierhandelsgesetz – WpHG) need to be disclosed.

The Capital Research and Management Company, Los Angeles, USA, informed the Company by letter on January 5, 2009, pursuant to § 21 (1) sentence 1 WpHG, that on December 19, 2008, their voting interest in adidas AG had exceeded the threshold of 5% and amounted to 5.01% of the voting rights (9,695,127 shares) on this date. All of these voting rights are attributable to the Capital Research and Management Company in accordance with § 22 (1) sentence 1 no. 6 WpHG.

The Euro Pacific Growth Fund, Los Angeles, USA, informed the Company by letter on January 19, 2009, pursuant to § 21 (1) WpHG, that on January 13, 2009, their voting interest in adidas AG had exceeded the threshold of 3% and amounted to 3.11% of the voting rights (6,021,253 shares) on this date.

The Bank of New York Mellon Corporation, New York, USA, informed the Company by letter on February 3, 2009, pursuant to § 21 (1) sentence 1 WpHG, that on January 14, 2009, their voting interest in adidas AG had exceeded the threshold of 3% and amounted to 3.05% of the voting rights (5,901,424 shares) on this date. All of these voting rights are attributable to the Bank of New York Mellon Corporation in accordance with § 22 (1) sentence 1 no. 6 in conjunction with § 22 (1) sentence 2 WpHG.

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The UBS AG, Zurich, Switzerland, informed the Company by letter on March 3, 2009, pursuant to § 21 (1) WpHG, that on February 25, 2009, their voting interest in adidas AG had exceeded the threshold of 3% and amounted to 3.37% of the voting rights (6,525,021 shares) on this date. 0.23% of these voting rights (442,894 shares) are attributable to UBS AG in accordance with § 22 (1) sentence 1 no. 1 WpHG.

The UBS AG, Zurich, Switzerland, informed the Company by letter on March 4, 2009, pursuant to § 21 (1) WpHG, that on February 26, 2009, their voting interest in adidas AG had fallen below the threshold of 3% and amounted to 1.04% of the voting rights (2,010,607 shares) on this date. 0.23% of these voting rights (442,832 shares) are attributable to UBS AG in accordance with § 22 (1) sentence 1 no. 1 WpHG.

The Fidelity International, Tadworth, Great Britain, informed the Company by letter on March 4, 2009 on and behalf of FMR LLC, Boston, USA, pursuant to § 21 (1) WpHG, that on February 26, 2009, their voting interest in adidas AG had fallen below the threshold of 3% and amounted to 2.95% of the voting rights (5,700,013 shares) on this date. All of these voting rights are attributable to the FMR LLC in accordance with § 22 (1) sentence 1 no. 6 in conjunction with § 22 (1) sentence 2 WpHG.

The Invesco Ltd, Hamilton, Bermudas, informed the Company by letter on March 27, 2009, pursuant to § 21 (1) WpHG, that on September 30, 2008, their voting interest in adidas AG had fallen below the threshold of 3% and amounted to 2.97% of the voting rights (5,894,813 shares) on this date. All of these voting rights are attributable to Invesco Ltd. in accordance with § 22 (1) sentence 1 no. 6 in conjunction with § 22 (1) sentence 2 WpHG.

The Invesco Holdings Company Limited, London, Great Britain, informed the Company by letter on March 27, 2009, pursuant to § 21 (1) WpHG, that on September 30, 2008, their voting interest in adidas AG had fallen below the threshold of 3% and amounted to 2.97% of the voting rights (5,894,813 shares) on this date. All of these voting rights are attributable to Invesco Holdings Limited in accordance with § 22 (1) sentence 1 no. 6 in conjunction with § 22 (1) sentence 2 WpHG.

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The IVZ Callco Inc., Halifax, Canada, informed the Company by letter on March 27, 2009, pursuant to § 21 (1) WpHG, that on September 30, 2008, their voting interest in adidas AG had fallen below the threshold of 3% and amounted to 2.97% of the voting rights (5,894,813 shares) on this date. All of these voting rights are attributable to IVZ Callco Inc. in accordance with § 22 (1) sentence 1 no. 6 in conjunction with § 22 (1) sentence 2 WpHG.

The Invesco Inc., Toronto, Canada, informed the Company by letter on March 27, 2009, pursuant to § 21 (1) WpHG, that on September 30, 2008, their voting interest in adidas AG had fallen below the threshold of 3% and amounted to 2.97% of the voting rights (5,894,813 shares) on this date. All of these voting rights are attributable to Invesco Inc. in accordance with § 22 (1) sentence 1 no. 6 in conjunction with § 22 (1) sentence 2 WpHG.

The Invesco Canada Holdings Inc. (formerly AIM Canada Holdings Inc.),Toronto, Canada, informed the Company by letter on March 27, 2009, pursuant to § 21 (1) WpHG, that on September 30, 2008, their voting interest in adidas AG had fallen below the threshold of 3% and amounted to 2.97% of the voting rights (5,894,813 shares) on this date. All of these voting rights are attributable to the Invesco Canada Holdings Inc. in accordance with § 22 (1) sentence 1 no. 6 in conjunction with § 22 (1) sentence 2 WpHG.

The Invesco Trimark Ltd (formerly AIM Funds Management Inc.),Toronto, Canada, informed the Company by letter on March 27, 2009, pursuant to § 21 (1) WpHG, that on September 30, 2008, their voting interest in adidas AG had fallen below the threshold of 3% and amounted to 2.97% of the voting rights (5,894,813 shares) on this date. All of these voting rights are attributable to Invesco Trimark Inc. in accordance with § 22 (1) sentence 1 no. 6 WpHG.

The above-listed notifications of voting rights dated March 27, 2009 are the revisions of the notifications dated October 2, 2008, which had not been disclosed due to concerns of the Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht – BaFin) regarding formal requirements.

The UBS AG, Zurich, Switzerland, informed the Company by letter on April 21, 2009, pursuant to § 21 (1) WpHG, that on April 15, 2009, their voting interest in adidas AG had exceeded the threshold of 3% and amounted to 3.23% of the voting rights (6,248,659 shares) on this date. 0.39% of these voting rights (749,197 shares) are attributable to UBS AG in accordance with § 22 (1) sentence 1 no. 1 WpHG.

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The UBS AG, Zurich, Switzerland, informed the Company by letter on April 23, 2009, pursuant to § 21 (1) WpHG, that on April 20, 2009, their voting interest in adidas AG had fallen below the threshold of 3% and amounted to 0.82% of the voting rights (1,580,086 shares) on this date. 0.39% of these voting rights (758,034 shares) are attributable to UBS AG in accordance with § 22 (1) sentence 1 no. 1 WpHG.

The Euro Pacific Growth Fund, Los Angeles, USA, informed the Company by letter on June 11, 2009, pursuant to § 21 (1) WpHG, that on June 8, 2009, their voting interest in adidas AG had exceeded the threshold of 5% and amounted to 5.01% of the voting rights (9,696,414 shares) on this date.

BlackRock Investment Management (UK) Limited, London, United Kingdom, informed the Company by letter on December 7, 2009 pursuant to § 21 (1) sentence 1 as well as § 24 WpHG that:

1) on December 1, 2009, the voting interest of BlackRock Financial Management, Inc., New York, USA, in adidas AG had exceeded the threshold of 3 % and amounted to 4.74 % of the voting rights (9,921,962 shares) on this date. All of these voting rights are attributable to BlackRock Financial Management, Inc. in accordance with § 22 (1) sentence 1 no. 6 in conjunction with § 22 (1) sentence 2 WpHG.

2) on December 1, 2009, the voting interest of BlackRock Holdco 2, Inc., New York, USA, in adidas AG had exceeded the threshold of 3 % and amounted to 4.74 % of the voting rights (9,921,962 shares) on this date. All of these voting rights are attributable to BlackRock Holdco 2, Inc. in accordance with § 22 (1) sentence 1 no. 6 in conjunction with § 22 (1) sentence 2 WpHG.

3) on December 1, 2009, the voting interest of BlackRock, Inc., New York, USA, in adidas AG had exceeded the threshold of 3 % and amounted to 4.93 % of the voting rights (10,308,916 shares) on this date. All of these voting rights are attributable to BlackRock, Inc. in accordance with § 22 (1) sentence 1 no. 6 in conjunction with § 22 (1) sentence 2 WpHG.

BlackRock Inc., New York, USA, informed the Company by letter on January 5, 2010 pursuant to § 21 (1) WpHG that on December 9, 2009, their voting interest in adidas AG had exceeded the threshold of 5% and amounted to 5.03 % of the voting rights (10,521,736 shares) on this date. All of these voting rights are attributable to BlackRock, Inc. in accordance with § 22 (1) sentence 1 no. 6 in conjunction with § 22 (1) sentence 2 WpHG.

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BlackRock Inc., New York, USA, informed the Company by letter on January 28, 2010 pursuant to § 21 (1) WpHG that on January 25, 2010, their voting interest in adidas AG had fallen below the threshold of 5% and amounted to 4.99 % of the voting rights (10,458,560 shares) on this date. All of these voting rights are attributable to BlackRock, Inc. in accordance with § 22 (1) sentence 1 no. 6 in conjunction with § 22 (1) sentence 2 WpHG.

The Bank of New York Mellon Corporation, New York, USA, informed the Company by letter on February 5, 2010, pursuant to § 21 (1) sentence 1 WpHG, that on February 3, 2010, their voting interest in adidas AG had fallen below the threshold of 3% and amounted to 2.99 % of the voting rights (6,260,660 shares) on this date. All of these voting rights are attributable to The Bank of New York Mellon Corporation in accordance with § 22 (1) sentence 1 no. 6 in conjunction with § 22 (1) sentence 2 WpHG.

The Bank of New York Mellon Corporation, New York, USA, informed the Company by letter on February 12, 2010, pursuant to § 21 (1) sentence 1 WpHG, that on February 9, 2010, their voting interest in adidas AG had exceeded the threshold of 3 % and amounted to 3.004 % of the voting rights (6,284,824 shares) on this date. All of these voting rights are attributable to The Bank of New York Mellon Corporation in accordance with § 22 (1) sentence 1 no. 6 in conjunction with § 22 (1) sentence 2 WpHG.

21

Equity participation plans All stock options under the Company's MSOP have either been exercised or have expired as of the balance sheet date. The Executive Board's authority to issue new shares from Contingent Capital 1999/I as part of the Company's MSOP has expired.

10. Net retained profits In € thousands

Net unappropriated profits as of 12/31/2008 237.409

Distribution of a dividend of € 0.50 per ordinary share with a nominal value of € 1 of the share capital for the 2008 fiscal year (198,117,937 ordinary shares) 96.758

Retained profits brought forward 140.651

Net income of adidas AG for the 2009 fiscal year 143.904

Net unappropriated profits as of 12/31/2009 284.555

11. Special tax-allowable reserves

The special reserve for adjustments of € 322 thousand established in 2003 in accordance with § 273 HGB and Section 35 Income Tax Regulations (Einkommensteuer-Richtlinien, "EStR") in connection with construction of the factory outlet was reversed as planned.

22

12. Provisions

In € thousands 12/31/2009 12/31/2008

Provisions for pensions and similar obligations 102.183 95.774

Provisions for taxes 22.452 8.265

Other provisions 115.180 131.201 239.815 235.240 adidas AG's pension provisions were determined using the present value under the German entry age normal method (Teilwertverfahren) pursuant to § 6a EStG based on actuarial calculations and applying a 6 % discount rate. The 2005 G mortality tables published in July 2005 by Prof. Klaus Heubeck were used for this purpose. There are no shortfalls.

After an appropriation to a pension fund in December 2006 for the entitlements of the current members of the Executive Board and two former members of the Executive Board, the pension provisions for pension commitments for the current board members are € 0. As a result of this adidas AG has an indirect obligation. Other payments recognized in profit or loss accrue to a pension trust fund to cover the pension entitlements of active members of the Executive Board. As of the balance sheet date, there are no shortfalls in the pension trust fund.

Pension provisions for pension commitments to former Executive Board members and their survivors total € 29.9 million (previous year: € 30.5 million). Former members of the Executive Board and their survivors received a total of € 2.2 million in retirement pay in fiscal year 2009.

The largest item in other provisions concerns provisions for personnel of € 52,330 thousand. This amount is primarily attributable to provisions for performance-based remuneration components. Further significant items in other provisions are provisions for outstanding invoices (€ 32,034 thousand) and provisions for marketing (€ 19,404 thousand).

The reduction in other provisions was due primarily to a reduction in provisions for unrealized losses on forward exchange transactions (by € 17,219 thousand).

23

13. Liabilities

In € thousands 12/31/2009 12/31/2008 Total Residual Residual Residual Prior term term term year up to 1 - 5 more than total 1 year years 5 years

Liabilities to banks 678.355 198.796 380.000 99.559 1.095.199 (previous year) (565.566) (378.130) (151.503)

Trade accounts payable 23.475 22.519 956 0 69.443 (previous year) (69.443)

Liabilities to affiliated companies 2.344.990 2.037.362 203.229 104.399 1.443.172 (previous year) (1.043.222) (399.950)

Other liabilities 32.867 31.027 1.074 766 206.158 (previous year) (204.067) (1.014) (1.077)

of which for taxes 3.347 4.715

of which relating to 1.022 1.616 social security

12/31/2009 3.079.687 2.289.704 585.259 204.724 2.813.972 12/31/2008 (1.882.298) (779.094) (152.580)

The liabilities are unsecured.

The liabilities to affiliated companies primarily concern liabilities from Group treasury activities. In 2009, adidas International Finance B.V. issued a five-year

24

Eurobond with a € 500,000 thousand face value, which it transferred to adidas AG. Trade payables to affiliated companies amounted to € 7,355 thousand. Other liabilities include leasing liabilities, tax and customs liabilities, liabilities relating to social security and similar obligations, accrued interest not yet payable, credit balances in accounts receivable, and wages, salaries and commissions payable.

25

14. Contingent liabilities and other financial commitments

Contingent liabilities In € thousands 12/31/2009 12/31/2008

Warranty obligations 1,945,886 2,235,799

of wich for affiliated companies - Bank (1,268,603) (1,470,888) loans - Letters of credit (108,550) (46,365) - Guarantee Agreement (568,733) (718,546)

The warranty obligations for bank loans of affiliated companies relate to the U.S. promissory note loans and a commercial paper program of adidas International B.V. Amsterdam, the Netherlands. adidas AG's letters of credit are mainly import letters of credit in connection with product purchases in the Far East. Most of the guarantee agreements are with adidas International Finance B.V., Amsterdam, the Netherlands, and secure a loan to an affiliated company.

Other financial commitments

Other financial commitments of € 616,306 thousand (previous year: € 534,697 thousand) for adidas AG include amounts for the entire foreseeable contractual period for promotion, advertising, rental and leasing agreements as of December 31, 2009. This includes commitments of € 30,317 thousand (previous year: € 29,434 thousand) to GEV Grundstücksgesellschaft Herzogenaurach mbH und Co. KG, a 90%-held subsidiary. Maturities In € thousands

In 2010 186.032 2011 - 2014 300.850 After 2014 129.424

616.306

26

The Group acquires approximately 80% of its products in Asia. Since a major portion of the product costs concerns raw materials that the suppliers have to acquire in USD, billings to the adidas Group are also made in USD. In contrast, sales by Group companies to customers are mainly in EUR, GBP, JPY, and in many other currencies. Currency hedging transactions are entered into in order to reduce currency risk. Most subsidiaries hedge their currency risks through adidas AG, except for those subsidiaries that are unable to hedge through adidas AG due to local currency conditions or where it is more sensible to hedge locally for economic reasons. Currency risks that are assumed by adidas AG from subsidiaries by entering into inter-Group currency transactions are strategically hedged with banks, normally for a period of between 12 and 24 months, using forward exchange transactions, currency swaps, currency options, or a combination of currency options, which provide protection and, at the same time, the opportunity to profit from future beneficial foreign exchange rate movements on financial markets. In some cases, longer-term transactions have been concluded in order to profit from the strong euro. In 2009, adidas AG purchased about USD 2.6 billion net to hedge its operating business.

27

Outstanding financial derivatives

In € millions 12/31/2009 12/31/2008

Nominal amount Currency hedging contracts 6.048 5.420 Interest hedging contracts 369 395 6.417 5.815

12/31/2009 12/31/2008 In € thousands Carrying Fair Carrying Fair amount value amount value Assets (Other assets)

Currency hedging contracts 5.755 49.016 4.818 114.413 Interest hedging contracts 0 2.902 0 7.505

Liabilities (Other liabilities) Currency hedging contracts -2.749 -38.323 -19.968 -104.990 Interest hedging contracts 0 -6.863 0 -6.886 3.006 6.732 -15.150 10.042

Notional amounts represent the gross total of all call and put contracts for derivative financial transactions. Fair values of forward exchange transactions are determined based on current ECB reference exchange rates, together with forward premiums or discounts. The fair values (gains and losses) of the currency hedging contracts are presented as net values.

Currency options are measured using market quotes or option pricing models (Garman-Kohlhagen model). The fair values of interest rate hedges are calculated using discounted expected future cash flows, using current market interest rates for the remaining terms of the financial instruments concerned.

28

The increase in the notional amounts for the currency hedging contracts is primarily a consequence of the longer-term hedging of future USD requirements. The notional amounts of outstanding financial derivatives in foreign currency are translated into euros at year-end closing rates. The fair value of the interest hedging contracts is reported using the clean price.

The carrying values are taken from the balance sheet.

15. Sales revenues adidas AG's business activities are primarily concentrated in one sector, specifically, the development, trading and marketing of sports and leisure articles.

In € thousands 2009 2008

Breakdown by product group

Shoes 283.997 304.620

Textiles 311.950 324.573

Sports equipment 42.620 48.445

638.567 677.638

Other sales revenues 25.806 27.590

Licensing and commission income 734.809 155.349

1.399.182 860.577

Of these revenues, € 573,053 thousand (previous year: € 584,393 thousand) were generated in Germany and € 826,147 thousand (previous year: € 276,184 thousand) outside Germany, mainly in Europe.

29

The increase in licensing revenues is attributable to the transfer of the brand management function from adidas International Marketing B.V., Amsterdam, the Netherlands, to adidas AG as of January 1, 2009 and the associated transfer of the global rights to adidas AG.

16. Other operating income

Other operating income mainly consists of foreign currency gains and cost transfers to affiliated companies. The € 56,198 thousand reduction was due primarily to the € 96,577 thousand reduction in cost transfers to affiliated companies and the € 31,114 thousand increase in exchange rate gains. The reduction in cost transfers is due primarily to the fact that following the transfer of the brand management function to adidas AG, expenses incurred in international marketing activities were no longer transferred to adidas International Marketing as in prior years.

Other operating income includes income relating to other periods of € 28,066 thousand, compared to € 17,367 thousand in the previous year. These consist primarily of income from insurance benefits (€ 12,794 thousand; previous year; € 375 thousand) and income from the reversal of provisions (€ 10,817 thousand; previous year; € 11,248 thousand).

17. Cost of materials

In € thousands 2009 2008

Cost of raw materials, consumables and supplies, and of purchased merchandise 427.981 441.078

30

18. Personnel expenses In € thousand 2009 2008

Wages and salaries 207.159 199.692

Social security, post-employment and other employee benefit costs 42.780 41.398 of which for old age pensions (12,524) (13,034)

249.939 241.090

The increase in personnel expenses was due to salary increases and higher numbers of personnel.

31

19. Amortization and write-downs of intangible fixed assets and depreciation and write-downs of tangible fixed assets

Amortization and write-downs of intangible assets amounted to € 33,285 thousand (previous year: € 15,487 thousand) related to brand rights transferred from adidas International Marketing B.V., Amsterdam, the Netherlands, and computer software and licenses. Depreciation and write-downs of tangible fixed assets of € 22,623 thousand (previous year: € 20,682 thousand) relates primarily to write-downs of € 9,000 thousand (previous year: € 7,893 thousand) on computer hardware and write-downs on buildings of € 6,023 thousand (previous year: € 5,468 thousand).

20. Other operating expenses

Other operating expenses essentially comprise cost transfers, currency exchange losses, advertising and promotional expenses, legal and consulting fees, services, travel expenses, rental and lease charges, postal and telephone expenses, and outgoing freight. The € 311,749 thousand increase in these expenses is due primarily to a € 338,350 thousand rise in cost transfers while expenses fell in nearly every other segment. The increase in costs transferred to adidas AG is due to the transfer of the international brand management function to adidas AG with effect from January 1, 2009. Since that date, affiliated companies have been providing services related to that function for adidas AG, invoicing the expenses incurred to adidas AG.

21. Income from long-term equity investments Income from long-term equity investments at adidas AG of € 72,151 thousand (previous year: € 105,748 thousand) essentially concerns dividend payments from subsidiaries in the Netherlands, Austria, Poland and Switzerland and thus consists entirely of equity income from affiliated companies.

32

22. Profits received/losses absorbed in accordance with a profit and loss transfer agreement.

A profit and loss transfer agreement exists with adidas Insurance & Risk Consultants GmbH, Herzogenaurach, as well as with adidas Beteiligungsgesellschaft mbH, Herzogenaurach.

23. Write-downs on long-term financial assets

In 2009, the Company took write-downs on € 3,958 thousand in loans to affiliated companies (previous year: € 0 thousand).

24. Net interest income (loss) In € thousands 2009 2008

Income from loans of long-term financial assets 1.040 2.550

of which from affiliated (1,040) (2,550) companies

Other interest and similar income 32.472 91.279

of which from affiliated companies (23,280) (72,903)

of which income from securities classified as current assets (78) (73)

Interest and similar expenses -101.027 -162.246

of which to affiliated companies (-30,246) (-58,883)

-67.515 -68.417

33

25. Taxes on income Taxes on income related primarily to withholding tax on licensing income, which rose considerably in connection with the transfer of the brand management function to adidas AG, as well as trade tax.

26. Other disclosures

2009 2008 No. of employees (annual average) Total Salaried Wage Total Salaried Wage

Europe Region 143 138 5 210 198 12

Headquarters Corporate 831 750 81 773 697 76 Services Marketing 768 768 0 617 617 0 Operations 531 505 26 481 456 25

Central Area 791 706 85 669 662 7

Uffenheim 198 48 150 199 46 153

Scheinfeld 219 69 150 218 65 153

3.481 3.167 (Closing date: December 31) 3.537 3.299

34

27. Remuneration of the Executive Board and the Supervisory Board

Remuneration of the Supervisory Board and the Executive Board of adidas AG

Executive Board Total remuneration of members of the Executive Board in the 2009 fiscal year was € 10,494 thousand (previous year: € 8,416 thousand). Please refer to the management report for disclosures pursuant to § 285 sentence 1 no. 9a sentence 5-9 HGB.

Pension commitments for former Executive Board members and their survivors totaled € 29,857 thousand.

Previous members of the Executive Board and their survivors received pension payments totaling € 2,188 thousand in the 2009 fiscal year.

Executive Board members did not receive any loans from the Company in fiscal 2009.

Supervisory Board The annual remuneration for members of the Supervisory Board in accordance with the Articles of Association was € 899 thousand.

No loans were granted to members of the Supervisory Board in fiscal 2009.

Recommendation on appropriation of the net unappropriated profits of adidas AG

The Executive Board of adidas AG recommends that the shareholders approve a dividend of € 0.35 per share for 2009.

It is therefore recommended that adidas AG's net unappropriated profits as of December 31, 2009 be appropriated as follows:

35

In € thousands

Net unappropriated profits as of 12/31/2009 284,555

Distribution of a dividend of € 0.35 per no-par value share on the nominal capital of € 209,216,186.00 entitled to dividends for the 2009 fiscal year (209,216,186 no-par value shares) 73,226

Amount carried forward 211,329

Declaration on the German Corporate Governance Code On February 11, 2010, the Executive Board and Supervisory Board of adidas AG issued an updated Declaration of Conformity in accordance with § 161 AktG and made it accessible to the shareholders on a permanent basis. The wording of the Declaration of Conformity may be found on the Company's website.

36

Disclosures pursuant to § 285 sentence 1 no. 10 HGB and § 285 no. 17 HGB

The disclosures pursuant to § 285 sentence 1 no. 10 HGB are contained in Appendix 2 to the notes to the financial statements.

In accordance with § 285 no. 17 HGB, the Company has opted not to include a disclosure of the total audit fee charged by the auditor in this report, since such disclosures are already contained in the consolidated financial statements of the adidas Group.

In its function as the ultimate parent, adidas AG, Herzogenaurach (Local Court of Fürth, HRB 3868), prepares consolidated financial statements, which are published on the electronic Federal Gazette.

Herzogenaurach, dated February 19, 2010 The Executive Board of adidas AG

37 adidas AG

Statement of changes in fixed assets

Cost

Balance on Reebok Balance on in € thousands (HGB) Jan. 1, 2009 ASL* Additions Reclassifications Disposals Dec. 31, 2009

Intangible assets

Industrial and similar rights and assets and licenses in such rights and assets 138.120 53 129.316 16.121 6.152 277.458

Prepayments and assets under construction 17.953 0 14.758 -16.121 0 16.590 156.073 53 144.074 0 6.152 294.048 Tangible assets Land, land rights and buildings including buildings on third-party land 117.583 0 7.360 12.980 2.154 135.769

Technical equipment and machinery 22.135 0 1.685 233 808 23.245

Other equipment, office and operating equipment 137.390 3.094 5.991 1.202 8.743 138.934

Prepayments and assets under construction 29.917 40 37.958 -14.415 27 53.473

307.025 3.134 52.994 0 11.732 351.421

Financial assets Shares in affiliated companies 3.322.788 0 6.554 0 0 3.329.342 Loans to affiliated companies 10.991 0 3.156 0 4 14.143 3.333.779 9.710 0 4 3.343.485

Total fixed assets 3.796.877 3.187 206.778 0 17.888 3.988.954

* Merger with Reebok Deutschland GmbH and ASL-American Sports and Leisure Vertriebs GmbH

38 Cumulative depreciation, amortization and write-downs

Carrying amount Depreciation, Reebok, ASL* Balance on Net book value Net book value amortization and Jan. 1, 2009 Dec. 31, 2009 Dec. 31, 2009 Dec. 31, 2008 write-downs for the year

35 127.906 149.552 39.616 33.285

0 0 16.590 17.953 0 35 127.906 166.142 57.569 33.285

0 52.202 83.567 70.668 6.023 0 13.701 9.544 9.090 1.463

2.055 114.179 24.755 31.707 15.137

0 0 53.473 29.917 0

2.055 180.082 171.339 141.382 22.623

0 27.955 3.301.387 3.294.834 0

0 9.925 4.218 4.256 3.958 0 37.880 3.305.605 3.299.090 3.958

2.090 345.868 3.643.086 3.498.041 59.866

39

Supervisory Board

Igor Landau, Paris, France Chairman1) Former CEO of Aventis S.A., Paris, France

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- Member of the Supervisory Board, Allianz SE, - Member of Board of Directors of Sanofi-Aventis S.A., Paris, France - Member of Board of Directors of HSBC France S.A., Paris, France

Sabine Bauer*, Erlangen Deputy Chairwoman1) Senior Manager Quality Service Systems, Global Operations, adidas AG2)

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- None

Willi Schwerdtle, Hofheim am Taunus Deputy Chairman1) General Manager, Procter & Gamble GmbH, Schwalbach am Taunus

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- None

* = Employee representative 1) Since the constituting Supervisory Board meeting on May 7, 2009. 2) Until December 31, 2009; Chairman of Group Works Council, adidas AG since January 1, 2010. 3) Since the conclusion of the Annual General meeting on May 7, 2009. 4) Since July 1, 2009; and previously since January 12, 2009, Managing Director of SB Asset Management GmbH, Kronberg , and until January 12, 2009, member of Board of Managing Directors, Dresdner Bank AG, Frankfurt am Main 5) Since July 1, 2009; previously Senior Vice President, Daimler AG, Stuttgart

40

Dieter Hauenstein* 3), Herzogenaurach Chairman of the Works Council of adidas AG, Herzogenaurach

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- None

Dr. Wolfgang Jäger* 3), Bochum Managing Director, Hans Böckler Stiftung

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- None

Dr. Stefan Jentzsch, Kronberg Partner, Perella Weinberg Partners UK LLP, London, United Kingdom4)

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- Member of the Supervisory Board, Sky Deutschland AG (formerly Premiere AG), Unterföhring

Herbert Kauffmann3) , Stuttgart Management consultant, Stuttgart5)

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- None

* = Employee representative 1) Since the constituting Supervisory Board meeting on May 7, 2009. 2) Until December 31, 2009; Chairman of Group Works Council, adidas AG since January 1, 2010. 3) Since the conclusion of the Annual General meeting on May 7, 2009. 4) Since July 1, 2009; and previously since January 12, 2009, Managing Director of SB Asset Management GmbH, Kronberg , and until January 12, 2009, member of Board of Managing Directors, Dresdner Bank AG, Frankfurt am Main 5) Since July 1, 2009; previously Senior Vice President, Daimler AG, Stuttgart

41

Roland Nosko*, Wolnzach Divisional Officer of IG BCE, Nuremberg District, Nuremberg

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- Member of the Supervisory Board, CeramTec AG, Plochingen

Alexander Popow3), Moscow, Russia Chairman, RFSO "Lokomotiv", Moscow, Russia

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- None

Hans Ruprecht*, Herzogenaurach Sales Director Customer Service, Area Central, adidas AG

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- None

Heidi Thaler-Veh*, Uffenheim Member of Group Works Council, adidas AG

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- None

Christian Tourres, Lungern, Switzerland Former member of Executive Board of adidas AG

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- Member of Board of Directors, Beleta Worldwide Ltd., Guernsey, Channel Islands

* = Employee representative 1) Since the constituting Supervisory Board meeting on May 7, 2009. 2) Until December 31, 2009; Chairman of Group Works Council, adidas AG since January 1, 2010. 3) Since the conclusion of the Annual General meeting on May 7, 2009. 4) Since July 1, 2009; and previously since January 12, 2009, Managing Director of SB Asset Management GmbH, Kronberg , and until January 12, 2009, member of Board of Managing Directors, Dresdner Bank AG, Frankfurt am Main 5) Since July 1, 2009; previously Senior Vice President, Daimler AG, Stuttgart

42

Supervisory Board members who departed from the Supervisory Board at the end of the Annual General Meeting on May 7, 2009

Dr. Hans Friderichs Chairman Federal Minister, retired, Mainz

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- Chairman of the Supervisory Board, allit AG Kunststofftechnik, Bad Kreuznach

Fritz Kammerer* Deputy Chairman Chairman of Group Works Council, adidas AG

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- None

Dr. iur. Manfred Gentz Chairman of Board of Directors, Zurich Financial Services S.A., Zürich, Switzerland

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- Member of Supervisory Board, Deutsche Börse AG, Frankfurt am Main - Member of Supervisory Board, DWS Investment GmbH, Frankfurt am Main - Chairman of Board of Directors, Zurich Financial Services S.A., Zürich, Switzerland

Klaus Weiß* Trade Union Secretary of IG BCE, Hanover Headquarters, Hanover

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB: - Member of the Supervisory Board, Wohnungsbaugesellschaft mbH Glückauf, Lünen

* = Employee representative 1) Since the constituting Supervisory Board meeting on May 7, 2009. 2) Until December 31, 2009; Chairman of Group Works Council, adidas AG since January 1, 2010. 3) Since the conclusion of the Annual General meeting on May 7, 2009. 4) Since July 1, 2009; and previously since January 12, 2009, Managing Director of SB Asset Management GmbH, Kronberg , and until January 12, 2009, member of Board of Managing Directors, Dresdner Bank AG, Frankfurt am Main 5) Since July 1, 2009; previously Senior Vice President, Daimler AG, Stuttgart

43

Executive Board

Herbert Hainer, Herzogenaurach CEO

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- Deputy Chairman of the Supervisory Board, FC Bayern München AG, Munich

- Member of the Supervisory Board, Allianz Deutschland AG, Munich

- Member of the Supervisory Board, Engelhorn KGaA, Mannheim

Glenn Bennett, Portland, Oregon, USA

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- None

Robin Stalker, Oberreichenbach

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- None

Erich Stamminger, Nuremberg

Membership in supervisory bodies pursuant to § 285 sentence 1 no. 10 HGB:

- None

44 Shareholdings of adidas AG, Herzogenaurach at December 31, 2009

Equity Profit / Loss Share in capital Company and Domicile Currency (currency units in % (currency units held by 7) in thousands) in thousands)

Germany

1 GEV Grundstücksgesellschaft Herzogenaurach mbH & Co. KG Herzogenaurach (Germany) EUR -510 directly 90 18

2 GEV Grundstücks-Beteiligungsgesellschaft Herzogenaurach mbH Herzogenaurach (Germany) EUR 35 directly 100 2

3 adidas Insurance & Risk Consultants GmbH 12) (formerly: adidas Versicherungs-Vermittlungs GmbH) Herzogenaurach (Germany) EUR 26 directly 100 -

4 adidas Beteiligungsgesellschaft mbH 12) Herzogenaurach (Germany) EUR 354.103 directly 100 -

5 Immobilieninvest und Betriebsgesellschaft Herzo-Base Verwaltungs GmbH Herzogenaurach (Germany) EUR 31 directly 100 2

6 Immobilieninvest und Betriebsgesellschaft Herzo-Base GmbH & Co. KG Herzogenaurach (Germany) EUR 2.119 directly 100 -114

7 World of Commerce Management GmbH 6) Herzogenaurach (Germany) EUR - directly 100 - 45 8 World of Commerce GmbH & Co. KG 6) Herzogenaurach (Germany) EUR - directly 100 -

9 Hotel Herzo-Base GmbH & Co. KG 6) Herzogenaurach (Germany) EUR - directly 100 -

10 Herzo-Base Management GmbH 6) Herzogenaurach (Germany) EUR - directly 100 -

11 Factory Outlet Herzo-Base GmbH & Co. KG 6) Herzogenaurach (Germany) EUR - directly 100 -

12 Reebok-CCM Hockey GmbH Kirchheim-Heimstetten (Germany) EUR 3.731 105 100 420

Europe (incl. Middle East and Africa)

13 adidas sport gmbh Cham (Switzerland) CHF 10.738 directly 100 3.127

14 Sarragan AG Cham (Switzerland) CHF -2.207 directly 100 -2.400

15 adidas Austria GmbH Klagenfurt (Austria) EUR 9.745 directly 95,89 4.170 13 4,11 16 Reebok Austria GmbH Bergheim (Austria) EUR 912 44 99 199 39 1 17 ASL American Sports and Leisure Vertriebs GmbH Bergheim (Austria) EUR 7.353 16 100 82

18 adidas Holding S.A. Landersheim (France) EUR 10.859 36 100 1.570

19 adidas France S.a.r.l. Landersheim (France) EUR 135.389 18 100 27.440 20 Reebok France S.A. Voisins Le Bretonneux (France) EUR 8.002 19 100 -480

21 Reebok France Retail SARL Voisins Le Bretonneux (France) EUR -2.366 20 100 -1.553

22 adidas International B.V. Amsterdam (Netherlands) EUR 5.768.350 directly 93,97 258.793 19 6,03 23 adidas International Trading B.V. Amsterdam (Netherlands) EUR 567.863 22 100 172.729

24 adidas International Marketing B.V. Amsterdam (Netherlands) EUR 342.878 22 100 112.443

25 adidas International Finance B.V. Amsterdam (Netherlands) EUR 8.465 22 100 1.694

26 adidas Benelux B.V. Amsterdam (Netherlands) EUR 8.691 directly 100 8.576

27 Reebok International Finance B.V. Amsterdam (Netherlands) USD 562 119 100 -3

28 Reebok Europe B.V. Amsterdam (Netherlands) EUR 15.843 44 100 -4

29 Rockport (Europe) B.V. Amsterdam (Netherlands) USD 2.901 109 100 597

30 adidas (UK) Limited 1) Stockport (Great Britain) GBP 36.716 36 100 7.510

31 adidas (ILKLEY) Limited 1) 6) Stockport (Great Britain) GBP - 30 100 -

32 LARA SPORT (UK) Limited 1) 6) Stockport (Great Britain) GBP - 30 100 -

33 Sarragan (UK) Limited 1) 6) Stockport (Great Britain) GBP - 30 100 - 46

34 adidas Trefoil Trading (U.K.) Limited 1) 6) Stockport (Great Britain) GBP - 33 100 -

35 Three Stripes Limited 1) 6) Stockport (Great Britain) GBP - 30 50 - 31 50 36 Reebok International Limited 11) London (Great Britain) GBP 1.162.451 22 65,1 456.217 119 34,9 37 Reebok Finance Limited 6) 11) London (Great Britain) GBP - 119 100 -

38 RBK Holdings Limited 11) London (Great Britain) GBP - 119 89 - 108 11 39 Reebok Sports Limited London (Great Britain) USD 1.937 36 100 90

40 J.W. Foster & Sons (Athletic Shoes) Limited 6) 11) London (Great Britain) GBP - 36 100 -

41 The Rockport Company Limited 6) 11) London (Great Britain) GBP - 36 100 -

42 Reebok Eastern Trading Limited 6) London (Great Britain) USD 3.112 36 100 -

43 Reebok Pensions Management Limited 11) London (Great Britain) GBP - 36 100 -

44 Reebok Europe Holdings London (Great Britain) GBP 72.170 36 100 15.345

45 Taylor Made Golf Limited Basingstoke (Great Britain) GBP -9.834 22 100 -4.654 46 U.K. Ltd. 5) Basingstoke (Great Britain) GBP - 45 100 -

47 adidas (Ireland) Limited Dublin (Ireland) EUR -2.098 22 100 1.446

48 adidas International Re Limited Dublin (Ireland) EUR 8.586 22 100 705

49 Reebok Ireland Limited Dublin (Ireland) EUR 56 47 100 25

50 adidas Belgium N.V. Brussel (Belgium) EUR 3.105 26 100 750

51 Reebok Belgium S.A. Brussel (Belgium) EUR 251 44 100 -399

52 adidas Espana S.A. Zaragoza (Spain) EUR 31.848 4 100 2.315

53 Reebok Spain S.A. Alicante (Spain) EUR 47.344 119 75 -12 22 25 54 adidas Italy S.p.A Monza (Italy) EUR 45.013 22 100 4.936

55 Reebok Italia Srl Monza (Italy) EUR 10.458 54 100 2.113

56 adidas Portugal - Artigos de Desporto, S.A. Lisbon (Portugal) EUR 27.759 22 100 1.096

57 adidas Business Services Lda. Maia (Portugal) EUR -312 22 98 -317 directly 2 58 adidas Norge AS Lillestrom (Norway) NOK 34.485 directly 100 6.877

59 Reebok Jofa AS Gressvik (Norway) NOK 14.129 61 100 1.479 47

60 adidas Sverige AB Stockholm (Sweden) SEK 62.604 directly 100 14.170

61 Nordic Hockey Company AB 10) Malung (Sweden) SEK 187.970 105 100 -

62 Reebok Jofa AB Malung (Sweden) SEK 98.962 61 100 -18.078

63 adidas Suomi Oy Helsinki (Finland) EUR 2.085 22 100 606

64 Reebok Finland Oy Forssa (Finland) EUR 24.649 61 100 2.047

65 adidas Danmark A/S Århus (Denmark) DKK 12.643 22 100 3.216

66 adidas CR s.r.o. Prague (Czech Republic) CZK 196.595 directly 100 50.008

67 adidas Budapest Kft. Budapest (Hungary) HUF 1.259.597 directly 85 144.994

68 adidas Bulgaria EAD Sofia (Bulgaria) BGN 13.439 directly 100 9.557

69 LLC adidas, Ltd. Moscow (Russia) USD 450.681 15 100 108

70 adidas Poland Sp.z.o.o. Warsaw (Poland) PLN 64.007 directly 100 18.977

71 Reebok Poland S.A. Warsaw (Poland) PLN 84.387 119 100 2.324 72 adidas Romania S.R.L. Bucharest (Romania) RON 27.465 22 100 8.767

73 adidas Baltics SIA Riga (Latvia) EUR 746 22 100 608

74 adidas Slovakia s.r.o. Bratislava (Slovak Republic) SKK 4.055 directly 100 1.098

75 adidas Trgovina d.o.o. Ljubljana (Slovenia) EUR 612 directly 100 260

76 SC adidas-Ukraine Kiev (Ukraine) USD 81.835 directly 100 12.786

77 adidas LLP Almaty (Republic of Kazakhstan) USD 7.010 directly 100 3.350

78 adidas Serbia d.o.o. New-Belgrade (Serbia) RSD 477.105 22 100 481.012

79 adidas Croatia d.o.o. Zagreb (Croatia) HRK 19.709 22 100 18.211

80 adidas Hellas A.E. Thessaloniki (Greece) EUR 1.115 directly 100 -6.970

81 adidas (Cyprus) Limited Nicosia (Cyprus) EUR 3.216 directly 100 645

82 adidas Spor Malzemeleri Satis ve Pazarlama A.S. Istanbul (Turkey) TRY 200.534 22 100 60.616

83 a-RET Tekstil ve Deri Ürünleri Tic. A.S. Istanbul (Turkey) TRY 5.430 23 100 1.635

84 adidas Emerging Market L.L.C. Dubai (United Arab Emirates) USD 42.703 indirectly 51 22.359 19 49 85 adidas Emerging Markets FZE Dubai (United Arab Emirates) USD 272 22 100 - 48

86 adidas Levant Limited Dubai (United Arab Emirates) JOD 2.240 85 55 -114

87 adidas Levant Limited - Jordan Amman (Jordan) JOD 482 86 100 432

88 adidas Imports & Exports Ltd. Cairo (Egypt) EGP 869 89 100 -1.189

89 adidas Sporting Goods Ltd. Cairo (Egypt) EGP 23.939 22 90 7.851 23 10 90 adidas Egypt Ltd. 6) Cairo (Egypt) USD -1.831 directly 100 1

91 adidas Israel Ltd. Tel Aviv (Israel) ILS 8.508 directly 100 -404

92 Life Sport Ltd. Holon (Israel) ILS 30.910 22 51 -537

93 adidas (South Africa) (Pty) Ltd. Cape Town (South Africa) ZAR 142.990 directly 100 16.762

North America

94 adidas North America, Inc. Portland, Oregon (USA) USD 4.527.457 22 100 -221.829

95 adidas America, Inc. Portland, Oregon (USA) USD -94.218 94 100 -93.900

96 adidas Promotional Retail Operations, Inc. Portland, Oregon (USA) USD -280 94 100 -31.970 97 adidas Sales, Inc. Portland, Oregon (USA) USD 146.279 94 100 53.125

98 adidas Village Corporation Portland, Oregon (USA) USD 17.101 94 100 3.120

99 adidas International, Inc. Portland, Oregon (USA) USD 43.197 94 100 4.562

100 adidas Team, Inc. Portland, Oregon (USA) USD -155 94 100 -

101 Taylor Made Golf Co. ,Inc. 13) Carlsbad, California (USA) USD 39.076 94 100 -38.609

102 Ashworth, LLC. 13) Carlsbad, California (USA) USD - 101 100 -

103 The Reebok Worldwide Trading Company, LLC Wilmington, Delaware (USA) USD 11.549 119 100 497

104 Reebok-CCM Hockey, Inc. 9) Wilmington, Delaware (USA) USD 150.836 119 100 2.359

105 Sports Holdings Corp. 10) Wilmington, Delaware (USA) USD -18.339 104 100 -6

106 Reebok Aviation, LLC 6) Wilmington, Delaware (USA) USD 13.183 119 100 -

107 RFC, Inc. Wilmington, Delaware (USA) USD 19 119 100 1

108 Reebok Securities Holdings LLC 2) Wilmington, Delaware (USA) USD - 119 100 -

109 The Rockport Company, LLC Wilmington, Delaware (USA) USD 233.347 119 100 -4.518

110 Textronics, Inc. Wilmington, Delaware (USA) USD 11.829 99 100 756 49

111 Ashworth Acquisition Corp. 13) Wilmington, Delaware (USA) USD - 102 100 -

112 Ashworth Store I, Inc. 13) Wilmington, Delaware (USA) USD - 102 100 -

113 Ashworth Store II, Inc. 13) Wilmington, Delaware (USA) USD - 102 100 -

114 Ashworth EDC, LLC 13) Wilmington, Delaware (USA) USD - 102 100 -

115 Sunice Holdings, Inc. 13) Wilmington, Delaware (USA) USD - 102 100 -

116 SLM Trademark Acquisition Corp. 6) 9) Dover, Delaware (USA) USD - 104 100 -

117 Onfield Apparel Group, LLC 8) Dover, Delaware (USA) USD - 119 99 - 118 1 118 Reebok Onfield, LLC 8) Dover, Delaware (USA) USD - 119 100 -

119 Reebok International Ltd. 2) Canton, Massachusetts (USA) USD -737.707 94 100 -145.784

120 Reebok CHC, Inc. 2) 6) Stoughton, Massachusetts (USA) USD - 119 100 -

121 Sports Licensed Division of the adidas Group, LLC Boston, Massachusetts (USA) USD 111.941 119 99 -3.206 108 1 122 RBK Thailand, Inc. 2) Boston, Massachusetts (USA) USD 369 119 100 - 123 Reebok-CCM Hockey U.S., Inc. Montpelier, Vermont (USA) USD 8.733 104 64 4.197 105 36 124 adidas Canada Ltd. 14) Concord, Ontario (Canada) CAD 60.261 directly 100 -3.112

125 adidas Style Retail Limited 14) Concord, Ontario (Canada) CAD - 124 100 -

126 R.C. Investments Ltd. Montreal (Canada) CAD 2.209 119 100 -9

127 Reebok Canada Inc. Montreal (Canada) CAD 16.993 119 100 -21.996

128 CCM Holdings (1983) Inc. Montreal (Canada) CAD 6.317 130 100 -

129 Sport Maska Inc. New Brunswick (Canada) CAD 52.504 104 100 -16.043

130 SLM Trademark Acquisition Canada Corporation 6) 9) New Brunswick (Canada) CAD - 116 100 -

Asia

131 adidas Sourcing Ltd. Hong Kong (China) USD 183.458 23 100 -91.268

132 adidas Services Limited Hong Kong (China) USD 4.487 22 100 1.253

133 adidas Hong Kong Ltd. Hong Kong (China) HKD 135.161 directly 100 41.269

134 Smedley Industries (Hong Kong) Limited 6) 9) Hong Kong (China) HKD - 104 100 -

50 135 Reebok Trading (Far East) Ltd. Hong Kong (China) USD 32.072 119 100 -10.491

136 Reebok (China) Services Limited Hong Kong (China) USD 7.550 135 100 -7

137 RIL Indonesia Services Limited Hong Kong (China) USD 1.968 135 100 -14

138 adidas (Suzhou) Co. Ltd. Suzhou (China) CNY 92.742 4 100 -385.525

139 adidas Sports (China) Co. Ltd. Suzhou (China) CNY 2.848.955 4 100 1.457.991

140 adidas (China) Ltd. Shanghai (China) CNY 32.547 22 100 -46.074

141 Zhuhai adidas Technical Services Ltd. Zhuhai (China) USD 1.080 131 100 -114

142 adidas Japan K.K. Tokyo (Japan) JPY 2.721.374 36 100 338.466

143 Taylor Made Golf Co., Ltd. Tokyo (Japan) JPY 4.433.500 36 100 1.349.072

144 adidas Korea Ltd. Seoul (Korea) KRW 78.416.485 directly 100 18.167.181

145 Taylor Made Korea Ltd. Seoul (Korea) KRW 17.412.773 directly 100 4.896.074

146 adidas Korea Technical Services Ltd. Pusan (Korea) KRW -5.803.705 131 100 205.422 147 adidas India Private Ltd. 3) New Delhi (India) INR -380.918 directly 99 -58.011 22 1 148 adidas India Marketing Pvt. Ltd. 3) New Delhi (India) INR - 147 91,4 - 22 8,6 149 adidas Technical Services Pvt. Ltd. New Delhi (India) USD 955 131 100 822

150 Reebok India Company Unlimited New Delhi (India) INR 1.207 161 93,15 184

151 P.T. adidas Indonesia Ltd. Jakarta (Indonesia) IDR 9.810.204 22 99 4.274.931 directly 1 152 adidas (Malaysia) Sdn. Bhd. Kuala Lumpur (Malaysia) MYR 26.688 directly 60 8.207 22 40 153 adidas Philippines Inc. Manila (Philippines) PHP 163.219 directly 100 3.298

154 adidas Singapore Pte. Ltd. Singapore (Singapore) SGD 15.196 directly 100 -5.054

155 adidas Taiwan Limited Taipei (Taiwan) TWD 371.121 22 100 160.143

156 adidas Holding (Thailand) Co., Ltd. Bangkok (Thailand) THB -23.488 indirectly 51 -1.933 directly 49 157 adidas (Thailand) Co., Ltd. Bangkok (Thailand) THB 545.220 156 50,01 -19.622 directly 49,99 158 adidas Australia Pty. Limited Mulgrave (Australia) AUD 21.311 22 100 9.567

159 adidas New Zealand Limited Auckland (New Zealand) NZD 2.983 directly 100 -143

160 adidas Vietnam Company Limited Ho Chi Minh City (Vietnam) VND -16.812.825 22 100 -19.295.106 51

161 Reebok (Mauritius) Company Limited Port Louis (Mauritius) USD 2.194 119 99 -14 103 1

Latin America

162 adidas Argentina S.A. Buenos Aires (Argentina) ARS 133.679 22 95 23.747 45 163 Reebok Argentina S.A. Buenos Aires (Argentina) ARS -540 22 89,99 -18.264 23 10 164 adidas do Brasil Ltda. 15) Sao Paulo (Brazil) BRL 318.370 4 100 56.436

165 ASPA do Brasil Ltda. Sao Paulo (Brazil) BRL -48.409 131 100 -5.872

166 adidas Trading Paraná Ltda. 15) Pinhais (Brazil) BRL - 164 99,99 -

167 Reebok Productos Esportivos Brasil Ltda. Jundiai (Brazil) BRL 25.985 22 99,99 273

168 adidas Chile Ltda. Santiago de Chile (Chile) CLP 33.091.785 directly 99 5.129.151 31 169 adidas Colombia Ltda. Bogota (Columbia) COP 51.050.713 directly 100 12.148.174 170 adidas de Mexico S.A. de C.V. 4) Mexico City (Mexico) MXN 286.876 directly 100 14.429

171 adidas Industrial S.A. de C.V. 4) Mexico City (Mexico) MXN - directly 100 -

172 Reebok de Mexico, S.A. de C.V. Neucalpan de Juarez (Mexico) MXN -307.643 directly 100 -153.552

173 adidas Latin America, S.A. Panama City (Panama) USD -23.978 directly 100 -10.928

174 Concept Sport, S.A. Panama City (Panama) USD 793 22 100 304

175 3 Stripes S.A. (adidas Uruguay) 6) Montevideo (Uruguay) UYU -436 directly 100 -

176 adidas Corporation de Venezuela, S.A. 6) Caracas (Venezuela) VEF -17 directly 100 -

177 adisport Corporation San Juan (Puerto Rico) USD -1.786 22 100 -1.371

1) Sub-group adidas UK 2) Sub-group Reebok International Ltd. 3) Sub-group India 4) Sub-group Mexico, adidas 5) Sub-group Taylor Made UK 52 6) Company with no active business 7) The number refers to the number of the company 8) Sub-group Onfield 9) Teilkonzern Reebok-CCM Hockey, Inc. 10) Sub-group Sports Holdings Corporation 11) Sub-group Reebok International Limited 12) Profit and loss transfer agreement 13) Sub-group Taylor Made Golf Co., Inc. 14) Sub-group adidas Canada 15) Sub-group adidas Brazil Management Report of adidas AG

Corporate Structure adidas AG is the parent company of the adidas Group. This means adidas AG includes operating business functions, albeit primarily for the German market, as well as corporate headquarters functions such as global marketing, management of equity investments, and the Group Treasury, Tax, Legal and Controlling departments. The majority of the operating business consists of the sale of merchandise to retailers and adidas' own retail activities. As in previous years, merchandise is purchased through the Dutch Group company, adidas International Trading B.V. adidas International Trading B.V., which had formerly been primarily responsible for securing logistics services and the basic supply of goods for the European markets, built up additional management capacity and resources in Global Supply Chain/International Trade in the 2nd half of 2008 and the 1st half of 2009. Therefore, this entity is referred to internally as "TradeCo". TradeCo built up significant international trading functions in this period and now manages the Global Supply Chain in the Group for the adidas and Reebok brands. As of January 1, 2009, the brand management function was transferred from adidas International Marketing B.V., Amsterdam, Netherlands, to adidas AG. The trademarks for the adidas brand created worldwide by adidas International Marketing B.V. were transferred to adidas AG as part of this realignment. In return, the costs of the remaining tasks of adidas International Marketing B.V. related to brand management will continued to be passed on to adidas AG. Reebok Deutschland GmbH and ASL-American Sports and Leisure GmbH were merged into adidas AG during the fiscal year. The merged companies' business activities will be continued by adidas AG. The merger had no significant effects on the assets, liabilities, financial position, and profit and loss of adidas AG.

53 Development of the Sporting Goods Industry

Compared to the previous year, the German sporting goods market declined slightly, primarily due to the impact of 2009 being a "non-event year" and the financial crisis. Compared to other industries, however, the sporting goods industry was less affected by the crisis. Development in the Football category in the overall sporting goods market declined in spite of the initial positive effects related to the 2010 World Cup. adidas AG failed to reach the previous year's revenues in H1 2009 due to the relatively high soccer revenues in connection with the EURO 2008 European soccer championship in the previous year and uncertainties in the wake of the financial crisis. For 2009 as a whole, soccer revenue for the 2010 World Cup in the 4th quarter of 2009 and the positive development in the Sports Style, Running, and Outdoor categories resulted in a positive effect year-on-year. However, the previous year's revenues were not attained for 2009 as a whole.

Earnings Performance

Revenue growth Our Company's sales revenue is composed of Group-external revenues from sporting goods by adidas Germany (€ 537.0 million; previous year: € 549.2 million), Group-external revenues from Y3 goods (€ 35.3 million; previous year: € 33.5 million), as well as revenues from foreign subsidiaries (€ 66.3 million; previous year: € 94.9 million). Reported revenues also include licensing and commission income (€ 734.8 million; previous year: € 155.4 million) and other sales revenues (€ 25.8 million; previous year: € 27.6 million). Sales revenues break down as follows:

Figures in € million 2009 2008 Domestic Foreign Total Domestic Foreign Total Shoes 248.9 35.1 284.0 257.1 47.5 304.6 Textiles 268.7 43.3 312.0 273.4 51.2 324.6 Hardware 35.1 7.5 42.6 33.7 14.7 48.4 Merchandise sales 552.7 85.9 638.6 564.2 113.4 677.6 Licenses 0 734.8 734.8 0 155.4 155.4 Other sales 20.3 5.5 25.8 20.2 7.4 27.6 Total sales revenue 573.0 826.2 1,399.2 584.4 276.2 860.6

54 Our sales revenues increased year-on-year by € 538.6 million from € 860.6 million to € 1,399.2 million. The strong increase in revenue resulted above all from the "Licenses" segment. Both domestic and foreign merchandise sales were slightly below the previous year's level. adidas Germany The adidas Germany segment comprises both the sales activities from retail, key accounts, and buyer's associations and its own retail activities with adidas brand products in Germany. Revenue at our adidas Germany business segment in fiscal year 2009 was down € 12.2 million (-2.2%) compared to 2008. Current sales were € 537.0 million compared to € 549.2 million in 2008. Sales revenue at adidas Germany is composed of the Sports Performance (€ 442.2 million) and Sports Style (€ 94.8 million) segments. The Sport Performance segment generated the following sales revenues:

Figures in € millions 2009 2008 Training 149.8 153.3 Football 141.2 158.6 Running 62.1 58.0 Swimming 22.9 23.9 Outdoor 16.2 12.5 Other 50.0 61.7 Performance sales revenue 442.2 468.0

The increase in revenue in the Outdoor category of € 3.7 million (29.6 %) and Running category of € 4.1 million (7.1 %) did not compensate for the decline in the remaining categories. Overall, revenue in the Sports Performance segment declined by € 25.8 million (-5.5 %). The revenue increase in the Sports Style segment of € 14.5 million is in part attributable to successful introduction of the "adidas Style Essentials" sub- segment in 2009 and to the increased acceptance of the 2009 collection.

Licensing income The sharp increase in licensing income from € 155.4 million € 734.8 million is explained by the transfer of brand management functions and the global marketing rights transferred with them from adidas International Marketing B.V., Amsterdam, Netherlands, to adidas AG as of January 1, 2009. Licensing income is attributable to licensing income from affiliated companies (€ 700.5 million) and licensing income from third parties (€ 34.3 million).

55 Earnings performance In addition to adidas AG's own sales activities, the development of earnings is strongly impacted by the Company's holding function for the adidas Group. The latter is reflected primarily in currency effects, cost transfers and allocations, as well as in net interest income and net income from equity investments. In the fiscal year just ended, our operating result was € 207.3 million (previous year: € 51.6 million). Excluding licensing income, the gross margin (total operating profit minus cost of materials divided by total operating profit) declined to 35.6% (previous year: 37.5%), due to increased procurement prices. Other operating income declined by 6.9%, from € 809.7 million in the previous year to € 753.5 million in 2009. The decline resulted essentially from the decrease in cost transfers of € 96.6 million to € 261.4 million. The smaller cost transfers are primarily related to the transfer of brand management functions to adidas AG, following which adidas AG's related expenses for brand maintenance are no longer passed on. At the same time, currency gains rose by € 31.1 million. Total currency gains were € 455.9 million. Other operating income includes income relating to other periods of € 28.1 million, compared to € 17.4 million in the previous year. This income is essentially composed of income from insurance benefits of € 12.8 million (previous year: € 0.4 million) and from the reversal of accruals of € 10.8 million (previous year: € 11.2 million). The increase in depreciation and amortization of € 19.7 million is primarily attributable to the increase in amortization of intangible assets. The intangible assets acquired in connection with the transfer of business functions contributed € 14.3 million to that increase. Other operating expenses increased by 34.7% to € 1,211.4 million (previous year: € 899.6 million). Other operating expenses are essentially composed of cost transfers (€ 373.1 million; previous year: € 34.7 million), currency losses (€ 415.0 million; previous year: € 416.5 million) and sales-related expenses (€ 223.3 million; previous year: € 231.1 million). The increase in other operating expenses essentially resulted from the increase in cost transfers from adidas International Marketing B.V. to adidas AG. The transfer of this expense to be made henceforth is a direct result of the transfer of brand management to adidas AG. As adidas AG has been collecting the licensing income for the adidas brand since January 1, 2009 it must also bear the costs connected to brand management. Administrative costs declined by € 19.1 million to € 103.8 million (previous year: € 122.9 million), primarily due to savings in consulting expenses. Travel expenses allocable to sales also declined by € 5.6 million.

56 The interest result of € -67.5 million was € 0.9 million below the previous year's interest result. The net loss resulted primarily from interest expenses to third parties totaling € 70.8 million. The interest effect from the overall increase in interest-bearing receivables and liabilities was offset by the declining interest rate level in fiscal year 2009. Income from equity investments decreased by € 33.6 million year-on-year. adidas AG had to accept losses of € 7.9 million due to profit and loss transfer agreements. The profit and loss transfer agreements generated income of € 133.3 million for adidas AG in 2008. Accordingly, the income from ordinary activities was € 200.0 million (previous year: € 222.3 million). Taxes on income totaled € 55.9 million in the year under review (previous year: € 14.1 million). These were essentially expenses for withholding tax on licensing income (€ 37.6 million), which increased considerably due to adidas AG's takeover of licensing functions, as well as expenses for trade tax (€ 16.5 million). The net income for the year after taxes was € 143.9 million (previous year: € 207.9 million).

Assets and Liabilities

The Company's asset and capital structure is very strongly affected by its holding company and financing functions for the Group. For example, financial assets — consisting primarily of shares in affiliated companies — make up 58.8 % of the assets on the balance sheet. The netting accounts, through which transactions between the affiliated companies are settled, represent another 28.7 % of the assets and 41.7 % of the liabilities and equity on the balance sheet. Total assets/total liabilities and equity increased by 13.0 % or € 647.8 million year-on-year, from € 4,969.3 million to € 5,617.1 million. With respect to assets, fixed assets increased by 4.1% or € 145.1 million year-on- year, from € 3,498.0 million to € 3,643.1 million. This was caused by the following changes: Increases in intangible assets amounted to € 108.6 million (previous year: € 19.0 million). This essentially concerned the intangible assets such as trade names sold to adidas AG in connection with the transfer of brand management functions from adidas International Marketing B.V. for € 114.0 million. We invested € 53.0 million in tangible assets, of which € 38.0 million was for assets under construction. This was essentially related to capital expenditures in "LACES", an office building for our employees to be constructed at the World of Sports.

57 The additions to financial assets essentially concern the conversion of a loan granted to adidas Industrial S.A. de C.V., Mexico city, Mexico, into a capital contribution (€ 5.4 million) and the increase in the equity interest in adidas Hellas A.E., Thessaloniki, Greece (€ 1.2 million). Current assets increased overall by 43.1% or € 580.1 million, from € 1,345.6 million to € 1,925.7 million. The increase in receivables and other assets by 26.7% or € 351.7 million, from € 1,318.9 million to € 1,670.6 million, was attributable in particular to receivables from affiliated companies and are rooted in financing activities within the adidas Group. A parallel effect occurred with liabilities to affiliated companies. The sales activities of adidas AG are reflected in the balance sheet primarily under trade accounts receivable, which at € 41.1 million, were 15.9% below the previous year's level of 48.9 million. Inventories declined 10.4% from € 21.4 million to € 19.2 and essentially concern merchandise inventories in connection with adidas AG's retail activities. Liabilities increased by € 265.7 million, primarily due to the increase in liabilities to affiliated companies of € 901.8 million. In contrast, liabilities to banks fell by € 416.8 million and liabilities from the commercial paper program declined by € 162.9 million. Equity rose by €377.9 million or 19.7% to €2,291.6 million. The increase is essentially founded in the conversion of bonds into shares (€ 330.4 million). In addition, accruals rose by 1.9 % or € 4.6 million to € 239.8 million. In spite of the increase in total assets, and after reflecting the distribution from the previous year's retained earnings, the conversion of convertible bonds to shares, and the net annual income generated, the equity ratio increased from 38.5 % to 40.8 %.

58 Financial Position

The Company's cash and cash equivalents increased year-on-year by € 230.5 million to € 232.1 million. Our Company generated a positive cash flow from operating activities of € 492.2 million on net income for the period of € 143.9 million. The negative cash flow from investing activities was € 85.5 million. Financing activities resulted in a negative cash flow of € 176.2 million. The positive cash flow from operating activities resulted primarily from the net income for the period of € 143.9 million and from the change in settlement accounts between the subsidiaries in connection with the Company's function as a holding company (€ 314.6 million). The negative cash flow from investing activities is attributable in particular to € 83.1 million in capital expenditures for tangible and intangible fixed assets. The cash outflow from financing activities primarily concerns the dividend payment of € 96.8 million and the reduction of liabilities to banks and commercial paper totaling € 579.7 million. This was offset by cash inflows from the passing on of a loan from affiliated companies of € 500 million that stemmed from the issue of a Eurobond with five-year maturity and an interest rate of 4.75 % p.a. During the course of the year, all of the liabilities from the commercial paper program (€ 162.9 million) were settled. In addition, current liabilities to banks declined from € 565.6 million to € 198.8 million. Promissory note loans due in 2009 were also paid back.

There is a revolving credit line of € 2.0 billion, which was unused as of the balance sheet date. adidas AG is able to meet its financial commitments at all times.

59 DISCLOSURES PURSUANT TO § 289 (2) NO. 5 AND § 289 (4) GERMAN COMMERCIAL CODE (HANDELSGESETZBUCH, "HGB")

§ 289 (2) no. 5 HGB

Responsibility of the Supervisory Board The individual compensation of our members of the Executive Board is deliberated upon and set by the entire Supervisory Board, after appropriate preparation by the General Committee, pursuant to the Act on the Appropriateness of Management Board Remuneration (Gesetz zur Angemessenheit der Vorstandsvergütung, "VorstAG") that entered into effect on August 5, 2009, as well as a corresponding provision in the Rules of Procedure for the Supervisory Board. In addition, at the recommendation of the General Committee, the Supervisory Board resolves upon the compensation system for the Executive Board and is responsible for reviewing the system regularly.

In fiscal year 2009, the Supervisory Board had the compensation system reviewed in detail by a compensation expert independent of the Executive Board and the Company. The reviews showed that the existing compensation system already met the new legal provisions to a great extent and therefore only required a few adjustments.

Compensation system The compensation system of the Executive Board, which includes fixed and variable elements, is composed of the following components: - Non-performance-based component, - Performance-based component, - Compensation component providing long-term incentives.

The individual components are designed as follows: - The non-performance-based component consists of a fixed annual salary payable in twelve monthly installments. In addition, ancillary benefits are also granted. They are composed essentially of the values recognizable under tax regulations for the private use of a company vehicle and the assumption of insurance premiums. - The performance-based component is granted in the form of a variable performance bonus. The amount of the performance bonus is based on the individual performance of the Executive Board member in question, with reference to the fixed annual salary, as well as on key performance indicators for the Company, such as of income before taxes (IBT) and the reduction of net debt. It is paid after the end of the respective fiscal year after the adoption of the annual financial statements and the determination of target achievement.

60 - The members of adidas AG's Executive Board receive compensation providing long-term incentives from the 2009/2011 Long-Term Incentive Plan (2009/2011 LTIP). Payments from the 2009/2011 LTIP (LTIP Bonus) depend in the fulfillment of the following performance criteria, which are defined exactly and given various weightings in the 2009/2011 LTIP: • Increase in consolidated net profit, • Reduction of net debt (adjusted by non-operating items), • Sales growth of the Reebok, Rockport and Reebok-CCM Hockey brands, as well as • the absolute and relative development of the share price, all measured over the three-year period of 2009 through 2011. The amount of the LTIP Bonus is calculated by multiplying the cumulative degree of attainment of the performance criteria by the target bonus set in advance individually for each member of the Executive Board. The payment is capped at a maximum of 150% of the individual target bonus. If the degree of attainment is below 50%, the LTIP Bonus is not paid out at all. Any payout of the LTIP bonus will be made after adoption of the consolidated financial statements as of December 31, 2011.

There are no compensation components resulting from a stock option plan and none are planned.

Details of the Executive Board compensation The total compensation paid to our Executive Board in the financial year 2009 amounted to € 10.494 million (2008: € 8.416 million). The increase in comparison to the previous year results from higher contributions to the reserves for the LTIP 2009/2011. These are based on the new Executive Board compensation structure which in accordance with the statutory requirements is oriented towards sustainable corporate development. The new compensation structure provides for an increase in the share of the LTIP Bonus in the total compensation and a decrease in the weighting of the Performance-Bonus. For 2009, however, the Performance Bonus laid down in the prior year is applicable, which had a higher share in the total compensation than the LTIP Bonus. In absolute terms, the Performance Bonus decreased in 2009, despite the significant reduction of net debt, due to the decline in consolidated net income.

61 Taking into account the compensation structure of the adidas Group and relevant benchmarks, the review of the compensation system and the individual compensation components in the financial year 2009 convinced the Supervisory Board that all compensation elements, both individually and in total, are appropriate and aligned with sustainable development of the company.

The duties and contribution of each Executive Board member to the Company's success, the member's individual performance, and the performance of the entire Executive Board are criteria for the appropriateness of the compensation packages. In addition, the size and global orientation of our Group, its economic situation and its future prospects are also factored in. The variable compensation components are designed such that attaining the long-term targets set by the 2009/2011 LTIP represent a significantly higher incentive for our members of the Executive Board than attaining the targets to be met for awarding the performance bonus. Corresponding contractual provisions enable this weighting to be maintained in the future as well. The three-year term of the 2009/2011 LTIP and the specific design of the performance criteria evidence the required multi- year assessment basis.

62 Total compensation of the Executive Board in the 2009 fiscal year In € thousands Non-performance- Performance- Compensation Total based components based component providing component long-term incentives1

Fixed Ancillary Performance 2009/2011 LTIP bonus annual benefits bonus salary 1,250 27 1,512 1,400 4,189 (Chairman) Glenn Bennett2 431 25 581 700 1,737 Robin J. Stalker 500 13 612 700 1,825 Erich Stamminger 700 36 1,107 900 2,743 Total 2,881 101 3,812 3,700 10,494 1. The amount reported corresponds to the amount of the provision based on the forecast for target attainment as of the balance sheet date. The amount of a possible payment is not prescribed. Payment will not be made until attainment of the LTIP-targets and the adoption of the consolidated financial statements for the period ending December 31, 2011. 2. The following compensation components for Glenn Bennett were granted in USD as contractually agreed: Fixed annual salary $ 600,000, ancillary benefits: $ 35,000, performance bonus: $ 810,000. An exchange rate of $ 1.3932 = € 1 (2009 average annual rate) was used.

Total compensation of the Executive Board in the 2008 fiscal year In € thousands Non-performance- Performance- Compensation Total based components based component providing component long-term incentives

Fixed Ancillary Performance 2006/2008 LTIP bonus annual benefits bonus salary Herbert Hainer 1,250 26 1,680 480 3,436 (Chairman) Glenn Bennett1 408 13 612 240 1,273 Robin J. Stalker 500 11 680 240 1,431 Erich Stamminger 700 106² 1,230 240 2,276 Total 2,858 156 4,202 1,200 8,416 1. The following compensation components for Glenn Bennett were granted in USD as contractually agreed: Fixed annual salary $ 600,000, ancillary benefits: $ 19,000, performance bonus: $ 900,000. An exchange rate of $ 1.4702 = € 1 (2008 average annual rate) was used. 2. Also contains a tax equalization amount due to different tax rates in Germany and the US.

63 Benefits in the event members of the Executive Board leave the board The following presentation of benefits that our members of the Executive Board receive in the event they end their work on the Executive Board already takes into account the service contract concluded with our Board Chairman in December, 2009 effective as of March 6, 2010.

• Pension commitments The individual contractual pension commitments grant the members of the Executive Board a right to lifetime old-age pensions or surviving dependents' insurance when they reach the age of 65, in case of long-term disability and in case of death.

- The amount of the old-age pension is determined based on the percentage share of the qualifying remuneration, which currently corresponds to the fixed annual salary reported in the adjacent table.1 Starting from a base amount of 10% of the qualifying remuneration, the pension entitlement increases by 2% for each full year of an appointment as an Executive Board member of adidas AG2 and can reach a maximum of 40% of the qualifying remuneration. If a member of the Executive Board leaves office before reaching the retirement age, the accrued pension rights vest based on statutory provisions. The indexing of current pension payments follows statutory provisions, unless the policyholder bonuses from the pension fund are used to increase pension payments after the pension begins.

- The disability pension is 100% of the achieved pension entitlement.

- The surviving dependents' insurance grants the spouse a lifetime survivor's pension of 50% of the pension entitlement, the dependent children either a half-orphan benefit of 15% or a full-orphan benefit of 30% of the pension entitlement, but not to exceed 100% of the pension entitlement in toto.

1 Exception for Glenn Bennett and Robin J. Stalker, who waived the contractually stipulated increase in fixed annual salary for the 2009 calendar year in fiscal year 2009 as of the date the term of the agreement was extended on March 6, 2009. Base amount for Glenn Bennett: $ 660,000 (= € 474,000) Base amount for Robin J. Stalker: € 550,000

2 Date of initial appointment of Herbert Hainer and Erich Stamminger: April 1, 1997; date of initial appointment of Robin J. Stalker: January 1, 2001; separate arrangement for Glenn Bennet: instead of the date of initial appointment (April 1, 1997), January 1, 2000 is the decisive date for computing the pension entitlement. In addition, the base amount is 20% of qualifying remuneration.

64 • Commitments in the event members of the Executive Board leave the board early Should a member of the Executive Board die during the term of his service contract, the spouse, or alternatively the dependent children of the board member, receives the pro rata fixed annual salary for the month of death, as well as for the three subsequent months, but not longer than up to the end date of the service contract stipulated in the service contract.

There are no additional commitments in the event board members leave the board early. However, in the event of early termination of employment that is not due to good cause justifying the termination, the compensation for Board Chairman Herbert Hainer, whose service contract has a term of more than three years, is limited to payment claims for the residual term of the service contract, but at a maximum of two full years' compensation (severance payment cap). In this regard, a full year's compensation is deemed to be his total compensation for the most recent full fiscal year prior to leaving the Executive Board, as reported in the compensation report, taking into account the foreseeable total compensation for the current fiscal year. If the agreement is terminated due to a change in control, any compensation is limited to 150% of the severance payment cap. The remaining members of the Executive Board, whose respective service agreements have a term of up to three years, have no severance payment cap in view of the overall relatively short contractual periods.

• Commitments in the event members of the Executive Board leave the board normally In the event of regular termination of the service agreement, i.e. non- extension of a service agreement or termination due to reaching the age limit, the respective board member receives a post-employment bonus as stipulated in their individual contracts of either 75%1, 100%2 or 125%3 of the performance bonus received for the most recent full fiscal year. The post- employment bonus is payable in two payments 12 and 24 months after the end of the agreement. Instead of the post-employment bonus, Erich Stamminger's service agreement provides for severance payment of 100% of the most recent fixed annual salary in the event that adidas AG does not extend the term of the service agreement after expiration of the term of employment, even though he has declared his readiness to continue work on the Executive Board at the existing conditions.

1 Glenn Bennett 2 Robin J. Stalker 3 Herbert Hainer

65 No loans to members of the Executive Board In fiscal year 2009, as in previous years, adidas AG has not granted any loans or advances to the members of our Executive Board.

Other Our members of the Executive Board do not receive any additional compensation for taking on offices in Group companies.

In the event that our Executive Board members are held liable for property damage in the course of exercising their activities, this personal liability risk is covered by the directors and officers insurance policy for board members of the adidas Group. In accordance with statutory provisions and the recommendations of the German Corporate Governance Code, for the first time there is a deductible for cases of damage arising on or after July 1, 2010 of 10% of the damage, up to 150% of the fixed annual compensation for all cases of damage within a fiscal year.

Payments to former members of the Executive Board and their survivors Pension payments to former members of the Executive Board or their survivors in fiscal year 2009 amounted to € 2.188 million (2008: 1.735 million). There are pension accruals totaling € 29.857 million for pension entitlements to these persons (2008: € 30.520 million).

Compensation of the Supervisory Board The compensation of our Supervisory Board members is set by the Annual General Meeting and is governed by § 18 of the Articles of Association of adidas AG. It takes into account the size of the Company as well as the responsibility and scope of activities of the Supervisory Board members. After the end of each fiscal year the Supervisory Board members receive fixed compensation for their work and compensation for work as chairmen or on committees. No additional variable compensation is granted. Members of the Supervisory Board, who belong to the board for only a part of the fiscal year, receive proportionally lower compensation.

The fixed annual salary of each individual Supervisory Board member is € 40,000. The Chairman of the Supervisory Board receives triple that amount and the two Deputy Chairmen each receive double the fixed annual salary. The members of the General Committee or the Audit Committee receive an additional allowance of € 20,000 or € 40,000, respectively. Committee chairpersons receive an additional annual allowance of € 40,000, and the Chairman of the Audit Committee receives an additional allowance of € 60,000. The members of the Steering Committee, the Mediation Committee, the Nomination Committee, and the ad hoc committees receive no additional compensation. In the event a Supervisory Board member is a member of more than one committee, compensation is only paid for the activities

66 in the committee for which the highest amount is paid. In addition, the members of the Supervisory Board are reimbursed all expenses incurred in the course of exercising their duties, as well as the VAT charged on their compensation, provided this can be and is billed separately.

The total compensation of the Supervisory Board in fiscal year 2009 increased to € 898,871 (2008: € 860,000) due to the redistribution of memberships in committees and the distribution of chairs on May 7, 2009 following the new election of the Supervisory Board.

67

Compensation of the Supervisory Board in € 2009 2008 Members of the Supervisory

Board as of December 31, 2009 Igor Landau (Chairman of the Supervisory Board, 138,871 100,000 Chairman of the General Committee) Sabine Bauer (Deputy Chairman of the Supervisory Board, 78,871 40,000 Member of the General Committee) Willi Schwerdtle (Deputy Chairman of the Supervisory Board, 78,871 40,000 Member of the General Committee) Dieter Hauenstein¹ 25,914 -

Dr. Wolfgang Jäger¹ 51,828 - (Member of the Audit Committee) Dr. Stefan Jentzsch 65,914 40,000 (Member of the Audit Committee) Herbert Kauffmann¹ 64,785 - (Chairman of the Audit Committee) Roland Nosko 52,957 40,000 (Member of the General Committee) Alexander Popow¹ 25,914 - Hans Ruprecht 80,000 80,000 (Member of the Audit Committee) Heidi Thaler-Veh 40,000 40,000 Christian Tourres 40,000 40,000 Members of the Supervisory Board departing at the end of the

Annual General Meeting on May 7, 2009 Dr. Hans Friderichs (Chairman of the Supervisory Board, 56,344 160,000 Chairman of the General Committee, Member of the Audit Committee) Fritz Kammerer (Deputy Chairman of the Supervisory Board, 35,215 100,000 Member of the General Committee) Dr. Manfred Gentz 35,215 100,000 (Chairman of the Audit Committee) Klaus Weiß (Member of the General Committee, 28,172 80,000 Member of the Audit Committee) Total 898,871 860,000

¹ Member of the Supervisory Board for the first time since the end of the Annual General Meeting on May 7, 2009

No loans to Supervisory Board members In fiscal year 2009, as in previous years, adidas AG has not granted any loans or advances to the members of the Supervisory Board.

68 Other In the event that our Supervisory Board members are held liable for property damage in the course of exercising their activities, this personal liability risk is covered by the directors and officers insurance policy for board members of the adidas Group. In accordance with the recommendations of the German Corporate Governance Code, for the first time there is a deductible for cases of damage arising on or after July 1, 2010 of 10% of the damage, up to 150% of the fixed annual compensation for all cases of damage within a fiscal year.

§ 289 (4) HGB

Composition of subscribed capital The share capital of adidas AG was € 209,216,186 as of December 31, 2009, divided into the same number of no-par value bearer shares, each representing € 1 interest in the share capital ("shares"). Pursuant to § 4 (10) of the Articles of Association, shareholders have no claim to the issuance of individual shares. Each share grants one vote at the Annual General Meeting. All shares give rise to the same rights and duties.

We have issued American Depositary Receipts (ADRs) in the US. ADRs are depositary receipts for non-US shares that are traded on US exchanges in place of the original shares. Two ADRs relate to one adidas share.

Limitations to voting rights or the transfer of shares To the extent of our knowledge, there are no contractual agreements with the Company or other agreements placing limitations on voting rights or the transfer of shares. However, pursuant to the adidas AG Code of Conduct Executive Board members who purchase or sell adidas shares are subject to certain holding periods in connection with the publication of our quarterly and annual results. The same holding periods also apply to those employees having access to financial results yet to be published.

Furthermore, there may be limitations to voting rights pursuant to the provisions of the German Stock Corporation Act (Aktiengesetz, "AktG"), such as § 136 AktG, or limitations in relation to own shares pursuant to § 71b AktG.

69 Direct or indirect holdings of share capital in excess of 10% voting rights adidas AG has not been notified, nor is otherwise aware, of any holdings of its share capital in excess of 10% of voting rights.

Shares with special rights There are no shares with special rights, in particular, any conferring control authority.

Monitoring of voting rights for share capital held by employees Employees holding shares of adidas AG exercise their control rights in direct accordance with the statutory provisions and the Articles of Association in the same manner as other shareholders.

Appointment and removal of the Executive Board The Executive Board of adidas AG currently consists of four members. In accordance with § 6 of the Articles of Association and § 84 AktG, the Supervisory Board is responsible for determining the number of Executive Board members, as well as for appointing and removing such members. Members of the Executive Board may be appointed for a maximum term of five years. A reappointment or extension of the term for a maximum of five years at a time is permitted. In accordance with § 6 of our Articles of Association, the Supervisory Board has appointed a board chairman from among the members of the Executive Board. The Supervisory Board may revoke the appointment of a member or the Chairman of the Executive Board for good cause, for example, a gross breach of duty or a vote of no confidence by the Annual General Meeting. Since adidas AG is subject to the provisions of the German Co-Determination Act (Mitbestimmungsgesetz, "MitbestG"), both the appointment and removal of members of the Executive Board require at least a two-thirds majority of the members of the Supervisory Board in all other cases (§ 31 MitbestG). If no such majority is obtained during the first vote by the Supervisory Board, the appointment or removal can be resolved in a second vote by a simple majority of votes cast by the members of the Supervisory Board. If the requisite majority is not reached during this second vote, there will be a third vote, again requiring a simple majority but in which the Chairman of the Supervisory Board is granted two votes. Furthermore, upon request of any party in urgent cases, pursuant to § 85 (1) AktG the Local Court of Fürth must appoint a member to the Executive Board in the event a required member is absent.

70 Amendments to the Articles of Association In accordance with § 179 (1) sentence 1 AktG, the Articles of Association of adidas AG may generally only be amended by way of a resolution of the Annual General Meeting. Pursuant to § 21 (3) of the Articles of Association, in conjunction with § 179 (2) sentence 2 AktG, the Annual General Meeting of adidas AG generally resolves amendments to the Articles of Association by a simple majority of votes cast and by a simple majority of share capital voting on the resolution. To the extent a greater majority of votes or capital is required by law, this is controlling. However, pursuant to § 179 (1) sentence 2 AktG, in conjunction with § 10 (1) of the Articles of Association, the Supervisory Board may resolve amendments to the Articles of Association that merely concern the wording.

Authority of the Executive Board in particular relating to the issue and repurchase of shares The authorities of our Executive Board are governed by §§ 76 et seq. AktG in conjunction with § 7 of the Articles of Association. These provisions state that, in particular, the Executive Board has the duty to manage adidas AG under its own responsibility and to represent the Company in and out of court. Its authority to issue shares is anchored in § 4 of the Articles of Association and the statutory provisions. The authority to acquire treasury shares is anchored in §§ 71 et seq. AktG, and as of the balance sheet date, in addition in the authorizing resolution of the Annual General Meeting of May 7, 2009.

• Authorized capital - Subject to Supervisory Board approval, the Executive Board is authorized until May 28, 2011 to increase the share capital by issuing new shares against contributions in cash, once or severally, up to a maximum of € 20,000,000 (Authorized Capital 2006).

- Subject to Supervisory Board approval, the Executive Board is authorized until June 21, 2012 to increase the share capital by issuing new shares against contributions in kind, once or severally, up to a maximum of € 25,000,000 (Authorized Capital 2009/II).

- Subject to Supervisory Board approval, the Executive Board is authorized until June 21, 2014 to increase the share capital by issuing new shares against contributions in cash, once or severally, up to a maximum of € 50,000,000 (Authorized Capital 2009/I).

Our shareholders' subscription rights can be excluded in certain cases with the approval of the Supervisory Board.

71 • Contingent capital By resolution of the Annual General Meeting dated May 11, 2006, the Executive Board was authorized to issue bonds with warrants and/or convertible bonds with a total principal amount of no more than € 1.5 billion with a term of up to 30 years via the Company or subordinate Group companies, once or severally, before May 10, 2011 and to assume guarantees for such bonds issued by subordinate Group companies of the Company. The Executive Board is authorized to grant options or conversion rights to the holders or creditors of bonds for a total of 20,000,000 shares as more fully described in the relevant terms of the bonds. To that end, the share capital was increased contingently by up to € 20,000,000 (Contingent Capital 2006). The Executive Board is authorized, subject to Supervisory Board approval, to exclude the shareholders' subscription rights to the bonds for fractional amounts and if the strike price of the bonds with warrants and/or convertible bonds does not fall significantly below the market value of such bonds, and the number of shares to be issued does not exceed 10% of the share capital. In specified additional cases, the issue of new shares or the use of treasury shares must be counted towards this limit. Such authorization has not been used to date.

• Share buyback The Company's authority to acquire treasury shares is anchored in §§ 71 et seq. AktG, and as of the balance sheet date, in the authorizing resolution of the Annual General Meeting of May 7, 2009.

Based on the authorization granted by this resolution, the Executive Board is authorized to acquire treasury shares up to a total of 10% of the share capital existing at the resolution date (or, if applicable, 10% of a lesser amount of share capital as of the date the authorization is used) for any legally permissible purpose until November 6, 2010. The authorization can be used by adidas AG but also its subsidiaries or by third parties acting for or on the account of adidas AG or its subsidiaries.

The buyback will be made on the stock exchange, by means of a public purchase offer, a public invitation to submit sale offers, or by issuing tender rights to the shareholders. The authorization also contains stipulations regarding the highest and lowest consideration that may be granted in each case.

72 The treasury shares acquired on the basis of this authorization may be used in particular as follows:

- Subject to Supervisory Board approval, for sale of the shares via the stock exchange or by way of a tender offer to all shareholders for cash, or (limited to 10% of the share capital taking into account specified allowances) at a price not significantly below the market price of the shares of the same class. - Subject to Supervisory Board approval, for purposes of directly or indirectly acquiring companies, parts of companies, or equity investments in companies. - Subject to Supervisory Board approval, as consideration for the acquisition by offering or sale, also through subsidiaries, of industrial or intellectual property rights or for the acquisition by offering or sale of licenses to such rights. - To service warrants and conversion rights to which the holders are entitled from bonds with warrants and/or convertible bonds issued or to be issued by adidas AG or a direct or indirect subsidiary based on the authorizations granted by the Annual General Meetings on May 8, 2003 and May 11, 2006. - To meet the Company's obligations arising from the 1999 MSOP. - They can be retired without further resolutions by the Annual General Meeting.

Further, the shares may be transferred as compensation in the form of a stock bonus to members of the Executive Board, subject to the proviso that disposal of the shares by the Executive Board shall only be permitted following a holding period of at least two years from the transfer date. Responsibility for this lies with the Supervisory Board.

In the event of a disposal of the shares for the aforementioned intended uses, the shareholders' pre-emptive rights shall be excluded. If the consent of the Supervisory Board is required for measures pursuant to this authorization, the Supervisory Board can transfer the responsibility for this to a committee.

73 The Annual General Meeting granted the Executive Board a supplemental authorization on May 7, 2009 to also acquire shares under the authorization as resolved using equity derivatives entered into with a financial institution under market conditions. According to this supplemental authorization, adidas AG may, with the consent of the Supervisory Board, sell put options for physical delivery and/or purchase call options provided that the terms and conditions of the options guarantee that the options are only serviced with shares that have been acquired in line with the principle of equal treatment. Shares acquired using put and call options may not exceed 5% of the share capital existing at the date of the resolution of the Annual General Meeting on this authorization (or, if applicable, 5% of a lesser amount of share capital as of the date the authorization is used). The expiration dates of the options must be structured so that the options cannot be exercised in order to purchase shares after November 6, 2010. The authorization also contains stipulations regarding the highest and lowest consideration that may be granted in each case.

The (aforementioned) general rules adopted by the Annual General Meeting apply to the sale and retirement of shares purchased using derivatives.

adidas AG does not have any treasury shares as of December 31, 2009.

Change of control/compensation agreements adidas AG's significant agreements that are conditional upon a change of control concern financing agreements. As is usual, in the event of a change in control, these agreements grant the lender a right to terminate and call in the repayment early.

There are no agreements with members of the Executive board or employees regarding payments of damages in the event of a takeover bid.

74 Declaration on Corporate Governance and Corporate Governance Report

Our actions are determined by the principles of responsible and transparent management and company control. Good corporate governance provides for sustainable added value and promotes trust in our Company from shareholders, business partners, employees and financial markets. It is therefore essential for the long-term success of any company.

We consider corporate governance a continuing process in which values and principles develop in line with changing requirements. The statutory requirements and internal guidelines that we adhere to are described in the following report, which contains the Company's Declaration on Corporate Governance and the Corporate Governance Report by the Executive Board and Supervisory Board.

Declaration by the Executive Board and Supervisory Board of adidas AG pursuant to § 161 of the German Stock Corporation Act (Aktiengesetz, "AktG") on the German Corporate Governance Code The Executive Board and the Supervisory Board of adidas AG issued last year's Declaration of Compliance in accordance with § 161 AktG on February 11, 2009. For the period from February 12 until August 5, 2009, the declaration hereafter refers to the German Corporate Governance Code (hereinafter, "Code") as amended on June 6, 2008. For the period commencing August 6, 2009, this declaration refers to the recommendations of the Code as amended on June 18, 2009, published in the electronic Federal Gazette on August 5, 2009.

The Executive Board and the Supervisory Board of adidas AG declare that the recommendations of the "Government Commission of the German Corporate Governance Code" have been and are met with the following exceptions:

Deductible under D&O liability insurance (Article 3.8) The D&O liability insurance policy for our Executive Board and Supervisory Board members does not provide for a deductible as it is a group insurance for a large number of executives in Germany and abroad, and deductibles are not common outside of Germany. Since the German Act on the Appropriateness of Executive Board Compensation (Gesetz zur Angemessenheit der Vorstandsvergütung, "VorstAG") came into effect, § 93 (2) sentence 3 AktG, as amended, legally requires a deductible to be included when a D&O insurance policy is concluded for Executive Board members. adidas AG will adhere to the statutory provisions concerning a deductible and will amend existing D&O insurance policies accordingly during the statutory transition period, i.e. no later than with effect as of July 1, 2010. Article 3.8 of the Code as amended on June 18, 2009 also recommends that such a deductible be negotiated for Supervisory Board

75 members as well. adidas AG has decided to implement this recommendation as well with effect no later than July 1, 2010.

Inclusion of severance payment caps in Executive Board member employment contracts (Article 4.2.3 (4)) In accordance with Code recommendations, contracts with a term exceeding three years include caps on severance payments. In the case of contracts with terms of less than three years, we believe that the agreed short terms in conjunction with other contractual provisions already offer sufficient protection from inappropriate severance payments. Therefore, no formal severance payment cap has been provided for in such contracts.

Age limit for Supervisory Board members (Article 5.4.1, sentence 2) We do not set an age limit for Supervisory Board members as this is, in our opinion, an unnecessary limitation of the rights of our shareholders and employees when electing their representatives to the Supervisory Board.

Supervisory Board compensation (Article 5.4.6 (2)) Members of our Supervisory Board do not receive any performance-based compensation in order to prevent any conflicts of interest from arising in connection with decisions by the Supervisory Board that may affect success criteria.

Disclosure of share ownership or related financial instrument holdings by individual Executive Board or Supervisory Board members (Article 6.6, sentence 1) Unless required to do so by broader statutory obligations, we do not disclose the shareholdings of individual directors and officers if ownership exceeds 1 % of the shares issued by adidas AG. Instead, we disclose the total shareholdings of all Executive Board members as a group and all Supervisory Board members as a group in order to protect the interests of directors and officers.

Herzogenaurach, February 11, 2010

For the Supervisory Board For the Executive Board

- Chairman of the Supervisory Board - - Chairman of the Executive Board - Igor Landau Herbert Hainer

76 The above Declaration of Compliance dated February 11, 2010, together with all past Declarations of Compliance can be found at and downloaded from www.adidas-Group.de/corporate_governance.

Suggestions of the German Corporate Governance Code Fulfilled to a Large Extent adidas AG complies with the suggestions of the Code with one exception: Pursuant to Article 3.6 of the Code, Supervisory Board meetings should be prepared separately by the Supervisory Board members representing the shareholders and by those representing the employees. The members of our Supervisory Board meet for such preparation meetings only as required.

Dual Board System In accordance with statutory provisions, adidas AG has a dual board system, which assigns management functions to the Executive Board and supervisory functions to the Supervisory Board. These two boards are strictly separated in terms of membership as well as competencies.

Composition and working practices of the Executive Board Our Executive Board consists of four members. There are no Executive Board committees. The Executive Board is responsible for managing the company, developing the Group's strategic direction, coordinating this with the Supervisory Board and ensuring its implementation. In doing so, it is bound by the company's interests and obliged to achieve a sustainable increase in company value. The members of the Executive Board bear joint responsibility for the overall management of the Company. A detailed description of the tasks of the Executive Board is laid out in the Board's Rules of Procedure, which can be viewed at www.adidas-Group.de/corporate_governance. Irrespective of overall responsibility, individual members assume responsibility for the departments they have been assigned. The Chairman of the Executive Board is responsible in particular for management of the entire Executive Board and coordination of the Group's business policy. In addition, the Chairman is responsible for various departments such as Global Sales (wholesale and retail) for the adidas and Reebok brands, Internal Auditing, Social and Environment and Compliance. The allocation of responsibilities (excerpts of which are published at www.adidas- Group.de/corporate_governance) also assigns another Executive Board member to each of the following departments: Finance, Global Brands and Global Operations. Executive Board meetings are held regularly or are convened on an ad-hoc basis when needed. Meetings are convened by the Chairman of the Executive Board. The Executive Board generally passes resolutions by a simple majority, unless a greater majority is required by law. In case a vote results in a tie, the Chairman of the Executive Board has the casting vote. In practice however, the Executive Board endeavours to take decisions unanimously. Accordingly, most decisions are taken unanimously.

77 Our Executive Board participates in Supervisory Board meetings at the invitation of the Supervisory Board. At these meetings, the Board reports, both orally and in writing, on agenda items and proposed resolutions and answers questions from individual Supervisory Board members. In addition, the Chairman of the Executive Board also regularly consults with the Chairman of the Supervisory Board on the Group's strategy, business development and risk management.

Composition and working practices of the Supervisory Board In accordance with the German Co-Determination Act (Mitbestimmungsgesetz, "MitbestG"), our Supervisory Board consists of six shareholder representatives and six employee representatives. The six shareholder representatives are elected by the Annual General Meeting and the employee representatives are elected prior to the Annual General Meeting in accordance with the German Co- Determination Act. Members of our Supervisory Board were appointed on May 7, 2009. Their term of office will expire at the end of the Annual General Meeting in 2014. The Supervisory Board advises and supervises the Executive Board in matters concerning the management of the Company. The Executive Board reports to the Supervisory Board promptly and comprehensively on all matters relevant to the Company's business development, planning and the risk situation and coordinates strategy and the implementation thereof with the Supervisory Board. The Executive Board must obtain the Supervisory Board's prior consent for certain business transactions and measures. These include, for example, entering or exiting major fields of activity and acquiring or divesting substantial corporate holdings. Furthermore, the Executive Board must obtain the Supervisory Board's approval for the budget including the annual capital expenditure and financial plan. Details are laid out in the Company's Articles of Association and in the Supervisory Board's Rules of Procedure (see www.adidas- Group.de/corporate_governance). The Chairman of the Supervisory Board coordinates the Board's work and chairs meetings. Each year, he explains the tasks of the Supervisory Board and its committees in his report to shareholders and at the Annual General Meeting. The Supervisory Board's main tasks include approving the annual financial statements of adidas AG and the consolidated financial statements of the adidas Group while taking into consideration the auditor's report and the decision regarding the appointment of members of the Executive Board. Supervisory Board meetings are convened at least fourteen days prior to the meeting; a list of items on the agenda must be provided. The Supervisory Board has quorum if all members have been properly notified of the meeting and at least six members participate in voting on a resolution. The Board passes resolutions by simple majority unless a greater majority is required by law. In case a vote results in a tie, the Chairman shall decide whether a new vote shall be taken on the item concerned and if a new vote on the same item results in a tie again, the Chairman shall have the casting vote. In very urgent cases, the Supervisory Board can also pass a resolution by way of a written memorandum circulated outside the

78 meeting. Information on the meetings and working practices of the Supervisory Board are provided in the Supervisory Board's report. Every two years, the Supervisory Board examines the efficiency of its activities. The next efficiency review is set to take place after the 2010 Annual General Meeting.

Increased Efficiency ensured by Supervisory Board Committees In order to perform its tasks in the most efficient manner, our Supervisory Board has formed five permanent expert Committees (see Rules of Procedure of the Supervisory Board at www.adidas-Group.de/corporate_governance). The same rules generally apply to the organization and working practices of the Committees as to the full Supervisory Board. A Committee only has quorum if one half of its members, but no less than three members, participate in voting on a resolution. The Committee chairmen report to the full Supervisory Board on a regular basis. Detailed information on the description of their working practices can be found in the Supervisory Board's report.

- The Steering Committee, which consists of the Supervisory Board Chairman and his two deputies, discusses major issues, prepares resolutions and is authorized in particularly urgent cases to pass resolutions on behalf of the Supervisory Board.

- The co-determined General Committee, with two shareholder representatives and two employee representatives, is responsible in particular for the preparation of Supervisory Board decisions regarding the appointment of Executive Board members. The Committee is also responsible for preparing all resolutions of the full Supervisory Board relating to the Executive Board's compensation structure, the determination of total compensation for individual Executive Board members as well as the terms, structure and execution of Executive Board service contracts.

- The co-determined Audit Committee also comprises four members. The chairman of this Committee is independent and was not a member of the Company's Executive Board prior to serving as a member of the Supervisory Board. He has expertise in the areas of accounting and the audit of financial statements. The chairman is thus to be regarded as an independent financial expert within the meaning of the German Stock Corporation Act. The Committee meets five times a year at regular intervals. It examines adidas AG's annual financial statements as well as the consolidated financial statements including the management reports. It also prepares the Supervisory Board resolutions in relation to the financial statements and management reports. Furthermore, it discusses the quarterly and half-year financial reports. In addition, the Audit Committee prepares the Supervisory Board's proposal to the Annual General Meeting on the appointment and engagement of the auditor. In addition, it establishes the auditor's independence and determines audit priorities. The Audit Committee

79 particularly monitors accounting issues and deals with matters of risk management and compliance. It establishes the efficacy of the internal control system as well as the risk management system and is regularly informed on the work undertaken by Internal Audit. The exact tasks of the Audit Committee are set out in Rules of Procedure, which were resolved upon by the entire Supervisory Board in the year under review (see www.adidas- Group.de/corporate_governance).

- The co-determined four-member Mediation Committee, formed in accordance with § 27 (3) MitbestG, is responsible for submitting a proposal to the Supervisory Board regarding the appointment or dismissal of Executive Board members if the two-thirds Supervisory Board majority required for an appointment or dismissal is not achieved in the preceding resolution.

- The Nomination Committee comprises three members. It is the only Supervisory Board Committee that consists solely of shareholder representatives. It prepares the elections of shareholder representatives to the Supervisory Board and submits recommendations to the Supervisory Board for the proposal of suitable candidates to the Annual General Meeting. When making nominations for election to the Supervisory Board, care is taken to ensure that candidates have the required knowledge, abilities and professional experience. With a view to ensuring the desired degree of diversity on the Supervisory Board, international candidates are also chosen.

In addition, the Committee for Real Estate Projects with three members was established ad hoc in 2009 to address real estate matters.

Avoiding conflicts of interest In accordance with our Supervisory Board's Rules of Procedure, members of the Executive Board and the Supervisory Board disclose any conflicts of interest to the General Committee instead of to the full Supervisory Board. Any major transactions between the Company and the members of the Executive Board or related persons require the approval of the General Committee. The Supervisory Board reports to the Annual General Meeting on any conflicts of interests and how they are addressed. No conflicts of interest on the part of Executive or Supervisory Board members arose in the year under review.

Relevant management practices Our business actions are oriented around the legal systems of the various countries and regions in which we operate, and which give rise to diverse obligations for the adidas Group and its employees in Germany and abroad. Along with managing responsibly in compliance with statutory provisions, regulations and other guidelines, we have also developed internal regulations that reflect the values and leadership principles of our day-to-day actions.

80 Compliance at the adidas Group For us, compliance stands for the conformity of our actions with statutory provisions and regulations as well as ethical and moral principles to which our company is subject or to which we have committed ourselves voluntarily. The adidas Group takes a comprehensive view of compliance by considering it at every step in the product cycle from the supplier chain to the end customer. Social and Environment addresses issues of employee rights in the supply chain and coordinates product safety standards. Our Trademark and Patent Department evaluates the technology, brands, logos and industrial designs used for possible breaches of third party rights before our products go on the market. The internal compliance program also includes, inter alia, a consistently implemented web- based training module available to all employees worldwide in 10 languages. We have also appointed local compliance officers around the world who serve as contact persons to whom complaints and information concerning possible compliance breaches can be reported. We have also introduced a web-based training module on data protection that is available to all employees in 10 languages. In addition, a marketing guide has been made available to our employees to increase their awareness of data protection issues that may arise in dealing with our customers. As a next step, we are taking our system for reporting compliance breaches to the next level by means of a computer-based module. Additional online training modules in the areas of antitrust and competition law are currently being developed.

Compliance with labour and social standards The development of Company guidelines regarding minimum social standards, occupational health and safety and environmental protection, as well as the monitoring of compliance with such guidelines at the production sites of the adidas Group and its business partners, is an integral part of our global corporate policy. Our Group has a code of conduct, our "Workplace Standards", that are based on the conventions of the International Labour Organization (ILO) ,see http://www.adidas-Group.com/sustainability, and are in line with the code of conduct of the World Federation of the Sporting Goods Industry (WFSGI). They aid us in selecting only business partners who meet workplace standards and business practices that are in line with our values. Together with our business partners, we are actively working towards making positive changes and have appointed our own team of experts to coordinate compliance with and monitoring of workplace standards. A report on our sustainability program can be found at www.adidas-Group.com/Sustainability, along with the Sustainability Performance Reviews, which we publish regularly.

Handling of inside information The provision of transparent and reliable information to the capital market and shareholders is an important factor for our Group's success. For this reason, it is critical that we handle inside information in the proper manner. To this end, we have set up an insider committee to address insider issues, monitor compliance

81 with obligations in connection with insider issues and prepare the necessary decisions. Our employees have been instructed as to the proper handling of inside information and always keep such information strictly confidential.

Transparency and protecting shareholders' interests It is our goal to provide all institutional investors, private shareholders, financial analysts, employees and the interested public with the same information at the same time, in both English and German, by regular, open and up-to-date communication, and to thus create the greatest possible transparency. To do so, we primarily utilize our website (www.adidas-Group.de) to provide the most up- to-date information. In addition, we publish all information subject to disclosure requirements under corporate and capital market law throughout Europe. All documents and information regarding our Annual General Meeting are available to the interested public on our website. We are also in close contact with our shareholders through our Investor Relations activities.

At the Annual General Meeting, shareholders have the option of authorizing a proxy of their choice or a proxy appointed by the company instead of exercising their voting rights themselves. All shareholders can follow the Annual General Meeting live and in full length online. In addition, we are available to answer questions from our shareholders by phone or electronically. We will continue to provide our shareholders with the best possible service at our next Annual General Meeting to take place on May 6, 2010 in Fürth (Bavaria).

Directors' Dealings in 2009 Pursuant to § 15a of the German Securities Trading Act (Wertpapierhandelsgesetz, "WpHG") Executive Board and Supervisory Board members, other key executives as well as related parties are obliged to disclose the purchase or sale of adidas AG shares or related financial instruments (directors' dealings) if the value of the transactions in a single financial year reaches or exceeds € 5,000. In 2009, we received two directors' dealings notifications relating to adidas AG shares (ISIN DE0005003404), which were published at www.adidas- Group.de/directors_dealings.

Directors' Dealings in 2009 Frankfurt Name Position Type oNo. of Price Total am Main, transaction share in € volume Date s in € 5 August Christian Supervisory Sale 50,000 31.999875 1,599,993.75 Tourres Board 1 December Christian Supervisory Sale 50,000 38.30 1,915,000.00 Tourres Board

82 Share Ownership by the Executive Board and Supervisory Board At the end of the financial year 2009, the total number of shares held by the members of the Executive Board of adidas AG amounted to less then 1 % of the shares issued by the Company.

At the same time, the members of the Supervisory Board owned 2.15 % of the shares issued by the Company.

Accounting and Annual Audit The statutory annual financial statements of adidas AG relevant for the distribution of dividends are prepared in accordance with the provisions of the German Commercial Code (Handelsgesetzbuch, "HGB") and the German Stock Corporation Act. The annual consolidated financial statements and the interim financial reports of the adidas Group are prepared by the Executive Board in accordance with the International Financial Reporting Standards (IFRS), as applied in the EU. The financial statements are reviewed and approved by the Supervisory Board. The annual financial statements prepared in accordance with the HGB are thereby deemed adopted.

KPMG AG Wirtschaftsprüfungsgesellschaft, Frankfurt am Main, was appointed as auditor of the annual financial statements of adidas AG and the 2009 consolidated financial statements by the Annual General Meeting after the Supervisory Board had confirmed the independence of the auditor.

Research and development

Product innovations are essential for us to strengthen our market position in the sporting goods industry. Innovative ability positively affects brand awareness with consumers and has a direct influence on the brand value of our products. Therefore, research and development activities (R&D) play a key role in the long- term success of our Company. We invest significant resources in constantly enhancing and marketing technological innovations and contemporizing our design philosophy to best unite our brand values with the special needs of our consumers. Our research and development process is driven by teams of employees from various professions. In 2010, our R&D activities will focus on developing those technologies that make the value proposition of our various brands a reality. adidas AG expended € 33.6 million for research and development in the 2009 fiscal year.

83 R&D: an integral component of product development Research and development is organized decentrally throughout our Company. However, fundamental and biomechanical research findings are made available for consideration to all those involved in R&D throughout the Group. Each brand undertakes its own research, design, and development activities in accordance with its respective market positioning. The teams are normally focused either on a certain category or on a certain technology. Research and development is not an independent organizational unit within the individual segments, but rather it is closely integrated into the procurement, design, and product marketing units. This allows all R&D results to be applied directly to a specific product. The marketing department sets the focus of development at the beginning of the product development phase. This focus is generally the result of a combination of consumer studies and feedback, competitor analyses and our own product testing, as the case may be. Additionally, our innovation teams are constantly on the lookout for ideas for potential product innovations. They analyze, independently of specific development projects, new materials, production processes, and scientific studies - often even relating to other industries. The resulting ideas are presented to the product marketing department early on in order to assess the marketability of the new concept. After establishing the new concept, new technologies are developed using state-of-the-art CAD and FEA (Finite Element Analysis) systems. Cost and production processes considerations are addressed early in the development phase through the inclusion of procurement experts. As soon as the new technology appears to be practicable, a sample is produced. These sample products are then subjected to thorough testing by our innovation teams, as well as by top athletes and teams. Only after these tests have been successfully completed are the new technologies passed on to product marketing, where they are then commercialized as part of the end product.

Initiative for additional streamlining of the product development process We constantly use our R&D processes to fulfill our mission and to develop products that offer our athletes and consumers a significant competitive edge. We introduced our "Fast & Lean Creation" program in 2009. This initiative is intended to further streamline the product development process. For our R&D activities this means in particular that we want to react to changes in consumer demands even faster, more flexibly and more efficiently. That is why we promote close collaboration between our development teams and the respective stakeholders. For example, we have intensified our relationship with suppliers in order to facilitate direct interaction and participation regarding quality control, product testing, and marketing. In so doing in 2009, we made progress in integrating marketing and design teams in the product development process even earlier. This keeps costly product modifications in later phases of the development processes to a minimum.

84 The adidas innovation team drives the brand's R&D activities The adidas brand's R&D activities concentrate on developing innovative technologies for shoes, apparel, and sports accessories for performance sports. To solidify our Company's position as a leader in technology and innovation, the adidas innovation team (ait) is responsible for developing cutting-edge technologies and concepts in all product categories. The team is divided into groups that focus on individual product categories such as basketball or soccer or cross-category projects such as intelligent products or energy management systems (cushioning technologies). The majority of these groups operate from Herzogenaurach, Germany and Portland, Oregon, USA. The product development process is supported by special innovation development centers in Asia that concentrate on designing products especially for the Asian market and on prototype production.

Comfort and fit at the heart of Reebok R&D activities The main focus of R&D teams at Reebok is on developing shoes, apparel, and sports accessories that satisfy the highest performance demands and offer consumers maximum comfort and optimal fit. The organizational structure of the teams follows the brand's respective product categories. There are also certain cross-category teams such as the Reebok Advanced Concepts team, for example. The teams mainly work in Canton, Massachusetts, USA. This ensures close cooperation with the respective product marketing teams. To allow production aspects to be already considered in an early phase, a new development center was opened in mid-2009 in Vietnam near the brand's procurement activities.

Selective purchase of external R&D expertise Above and beyond its internal R&D activities, our Company also purchases, to a limited extent, the R&D experience of established research partners. By entering into international partnerships, we gain access to highly specialized knowledge in certain fields of expertise that we do not wish to fill internally. This strategy affords us greater flexibility and more rapid access to expertise that would otherwise require a large amount of time and resources to build up within our Group. In the interest of working efficiently and protecting the research results, these partnerships are generally established for the long run and exclusively. All projects that are realized jointly with external partners are founded on a clearly defined task that sets out the scope of the project. In this way, we ensure that the project is in line with the R&D focuses of our Company. adidas maintains relations with the University of Loughborough in England, the University of Calgary in Canada, and the University of Freiburg in Germany. For example, the University of Loughborough's extensive aerodynamic research in 2009 was decisive in the development of the JABULANI soccer ball.

85 Strategy for active protection of trademarks and patents We always strive to obtain patent protection for all of our important innovations in shoes, apparel, and sports accessories in order to obtain an appropriate benefit from our Company's research and development accomplishments. One of the most important principles of our business is to ensure the best possible patent protection for our innovations in important markets. We are not dependent on individual technologies or related patent rights because we employ a broad spectrum of various technologies in our products. We possess a comprehensive portfolio of registered trademarks for our Group's brands and the accompanying brand names. Part of our business policy is to vigorously enforce the Group's trademark and patent rights by ferreting out breaches of patent rights and taking actions to prevent such breaches. This includes a rigorous program for combating counterfeits. We have also implemented comprehensive processes and undertaken extensive investigations to avoid breaching third-party property rights.

Highly qualified expert staff Teams of highly qualified employees from various nationalities and diverse fields of study are the key to success for R&D activities for all our brands. The R&D departments for all brands employ experienced teams from a range of different areas of expertise. Our engineering and biomechanics experts are primarily concerned with developing performance footwear. Their research focuses on less strain on knees and other joints. Our materials specialists are primarily occupied with developing apparel and shoes that are more robust and flexible and that breathe better. We also employ specialists in industrial and graphic design, finite element analysis, advanced CAD design, and kinesiology.

86 Successfully marketing technological innovations In order to be an innovation leader it is not enough to merely develop industry- leading technologies. Successfully marketing these technological innovations is just as vital. Our Company generated the majority of its revenue in 2009 from products that went on the market during the course of the year. Newly-introduced products in 2009 contributed disproportionately to the development of consolidated net profit because, as a rule, new products have a higher gross margin than items that have already been on the market for more than one season. We assume that this development will carry on into 2010.

Successful product launches in all major adidas categories In spite of the current economic crisis, the relatively stable revenue growth of the adidas brand in 2009 is mostly attributable to the introduction of new products. In the Running category, adidas brought the adiSTAR® Salvation with an enhanced forefoot and innovative ProModerator technology on the market. The extremely light reinforcement of the interior midsole prevents overpronation (inward rolling of the runner's foot). In addition, the Supernova™ Glide was developed, which is 20% lighter than its predecessor. Among the highlights of the newly-introduced products in the soccer category was the F50i – the first soccer shoe with a single- layer upper (SprintSkin), which gives an optimal feel for the ball. adidas is also continuing development of miCoach. This interactive training system records and uses personal data to prepare customized training plans that are tailored to the user's fitness level and special goals. The heart of this system is the miCoach Pacer that measures heart rate, distance, pace, stride rate, and calories burned in real time. All of the data can be synchronized using the adidas.com/miCoach website where users can follow their progress, see a detailed analysis of their run, and receive online feedback on their training. adidas also expanded its TECHFIT™ Series with the introduction of TECHFIT™ Tuned Compression. TECHFIT™ Tuned Compression uses Seamless Melted Yarn Technology to ensure optimal compression of large muscle groups, as a result of which less waste products (lactate acid) are formed in the body and muscle recovery is accelerated.

87 Ambitious R&D goals for 2010 Research and development is of the highest importance for the success of our Company because we wish to always meet and exceed the technology and design expectations of our consumers and customers. The awards we received in 2009 underscore again our technology leadership in the sporting goods industry. Our Company will continue to bring at least one new and revolutionary technology or groundbreaking enhancement to the market each year. In 2010, intelligent product technologies will be in the focus of adidas' research and development activities because we intend to establish our brand as a technology leader in this rapidly expanding category.

Controlling system The strategic aim of adidas Group's corporate planning and controlling system is the continuous value creation for brands. Our primary financial objective is to generate maximum free cash flow by improving sales and profits as well as optimizing capital employed. Corporate management employs a multitude of different tools in its decision-making processes to evaluate the current state of our business development and to coordinate forward-looking strategy and capital spending decisions such that the Company can fully exploit economic and corporate profit potentials.

Risk and Opportunities Report

As the Group's parent company, adidas AG is also indirectly exposed to the Group companies' risks but also benefits from their opportunities. Our Company systematically endeavors at all times to identify and seize opportunities early in order to sustainably maximize the Group's profitability and concurrently increase long-term shareholder value. We are aware that this endeavor requires us to take certain risks in order to be able to exploit opportunities in the best possible manner. Our principles for risk and opportunity management ensure that we can conduct our business activities in a well-controlled corporate environment. adidas AG faces risks and opportunities from its function as a holding company on the one hand, and from its operating activities on the other. That means adidas AG confronts more or less direct and indirect risks and opportunities that concern the overall Group.

88 Fundamentals and processes of risk and opportunity management Our Group is regularly confronted with risks and opportunities that can have both positive as well as negative impacts on our Company's assets, profitability, cash flow, but also on intangible assets such as brand image. We have divided the most important issues into two main parts in this report: Risks from adidas AG's operating activities and risks from its function as a holding company.

We understand risks to be the potential occurrence of internal and external events that can negatively influence the attainment of our current objectives or the implementation of our long-term strategies. Risks can also be missed or poorly exploited opportunities.

Opportunities may be generally defined as internal and external, strategic and operating developments which, if used correctly, can positively affect adidas AG.

Risk and opportunity management To ensure the most effective management possible, we have implemented an integrated management system that identifies, measures, manages, controls and systematically reports risks and opportunities. adidas AG is also integrated into this Group-wide management system. The primary goal of this system is to ensure and further increase shareholder value. To achieve this goal, we use an opportunity-driven approach in decision making, without neglecting the risks.

For us, risk and opportunity management is optimal if risks as well as risk- compensating measures and opportunities are identified and measured at the place where they occur. A dovetailed approach in controlling, aggregating, and reporting is important here. Risk and opportunity management is therefore a Group-wide task that applies the findings of management of our business units at the local and regional level. These managers receive support and strategic orientation from functions at the brand and Group level. Group Finance manages the reconciliation of various corporate functions in the risk and opportunity management process and coordinates the involvement of Executive and Supervisory Boards as required. It also provides the necessary tools and expertise for supporting the line managers in recording and managing risks and opportunities using a uniform methodology.

Our Group Risk Management Manual, which is available to all employees online, is of special importance. This manual documents the risk management principles, procedures, tools, risk areas, and authority within the Group. It also prescribes the communications duties and reporting requirements. This top-down, bottom- up approach in risk and opportunity management is supplemented in our Group, in that our Global Internal Audit department independently reviews and measures the operational and internal processes throughout the Group.

89 The most important elements of our risk and opportunity management processes are:

• Risk and opportunity identification: We continually monitor not only the macroeconomic environment and developments in the sporting goods industry, but also internal processes, in order to identify risks and opportunities as early as possible. The business units at the local and regional level are primarily responsible for identifying and managing risks and opportunities. Group Finance has prepared a catalog of potential risks and opportunities for our Group to support the identification process. In addition to the potential financial impacts from changes in the macroeconomic, political, and social situation, each business unit actively observes the development of brands, distribution channels, and prices in our core markets (sports, leisure/lifestyle, and sports fusion). Primary qualitative and quantitative market research is a key element in the identification process. This includes, for example, trend scouting, consumer surveys, as well as feedback from our business partners and from the selling space we control. These efforts are supported by global market research and competitor analysis. Here, secondary material such as NPD Sports Tracking Europe market research data is analyzed and relationships with independent trend and media agencies such as Trendwatching.com are maintained. We use this process to seek to determine the markets, categories, target groups and products that offer the greatest opportunities for future growth at the local, regional, and global levels. Our analyses concentrate equally on the areas in which there are risks from market saturation, increasing competition, or changing consumer preferences.

• Risk and opportunity assessment: Identified risks and opportunities are assessed in terms of (1) their probability of occurrence and (2) their potential impact on contribution to earnings. The earnings contribution is defined as the operating profit excluding inter-Group royalties. The probability of occurrence for individual risks and opportunities is measured using a probability between 0% and 100%. We have categorized the earnings contribution into "high", "medium", and "low" to present an aggregated probability for various categories of risks and opportunities. As risks and opportunities exhibit different characteristics, we have established different methodologies for assessing the potential financial impact. The extent of potential losses is measured on a case-by-case basis as the degree by which earnings deviate from the most recent forecast under the assumption that the risk fully materializes. This calculation also reflects the effects from risk-compensating measures. In assessing the potential of the opportunities, each opportunity is appraised with respect to marketability, commercial viability, potential risks, and the expected earnings contribution. This approach is applied to longer- term strategic opportunities but also to shorter-term tactical and opportunistic initiatives at both the Group and, more extensively, the brand level.

90 • Risk and opportunity management: Risks and opportunities are managed in accordance with the Group’s risk and opportunity management principles set forth in the Group Risk Management Manual. In cooperation with Group Finance, line managers decide which of the respective risks we will accept or avoid and which opportunities we will pursue. During this process, we also decide which measures will be taken to compensate for or transfer risks. To seize opportunities most effectively, it may also be necessary to limit or reduce distribution to protect prices and margins or prolong product lifecycles. In some cases, we also seek to transfer certain risks and the responsibility for seizing opportunities to third parties (e.g., through insurance, outsourcing, distribution and license agreements). For example, currency hedging is a risk- compensating measure.

• Risk and opportunity monitoring and controlling: A primary objective of our integrated risk and opportunity management system is to increase the transparency of Group risks and opportunities. In addition, we also seek to measure the success of our risk-compensating initiatives. The Group centrally monitors each of these measures on a regular basis. In particular, Group Finance regularly examines the results of actions taken by management to accept, avoid, reduce, or transfer risks. For opportunities, the objectives and performance indicators that were set in the original identification and assessment process are regularly monitored. This not only facilitates the validation of opportunities, but it also allows us to improve our products as well as our communication and distribution strategies and adapt to ongoing developments in our rapidly changing market. In particular, we collaborate with our manufacturing partners and retail customers to evaluate the impact of our growth and efficiency initiatives. Feedback is relayed in a timely manner to product, marketing and controlling functions.

• Risk and opportunity aggregation and reporting: Group Finance aggregates identified risks throughout the Group and provides regular reports to the Executive Board. The individual risks are aggregated based on the total of all measured risks (as the total of the probability of occurrence multiplied by the potential net loss), taking correlations between individual risks into account. Risks with a likely impact of at least € 1 million on the forecasted full year earnings contribution are reported to Group Finance on a monthly basis. In addition, risks with a likely financial impact of € 5 million or more are required to be reported immediately upon identification to Group Finance. Opportunities are aggregated separately as part of the strategic planning, budgeting, and forecast process. The realization of risks and opportunities can have a critical impact on our ability to achieve our strategic objectives. Therefore, Management is updated in regular business reviews, but also through ad hoc discussions as appropriate.

91 Risks from adidas AG's operating activities Risks from operating activities arise for adidas AG primarily from its own business relationship with customers.

Credit risks A credit risk arises if a customer or other counterparty to a financial instrument fails to meet the contractual obligations. Our Company is exposed to this risk as a result of its operating activities and certain financing activities in connection with its holding function. Credit risks arise from operating activities primarily due to accounts receivable.

At the end of 2009, there was no relevant concentration of the credit risk by customer type or region at adidas AG. Instead, our credit risk exposure is mainly influenced by individual customer characteristics. Under our Company's credit policy, a credit check is conducted for new customers before we offer them our standard payment and delivery terms and conditions. This review is based on external ratings from credit agencies. In addition, each customer has certain purchasing limits and their creditworthiness and purchasing limit are monitored continually. Customers whose creditworthiness does not meet the Company's minimum requirements can only acquire products against advance payment. Other activities to mitigate credit risks, which are employed on a selective basis only, include credit insurance, accounts receivable with recourse, bank guarantees, as well as retention of title clauses. adidas AG utilizes allowance accounts to recognize impairments that represent our estimate of incurred credit losses with respect to accounts receivable. The allowance consists of two components: (1) an allowance based on past due receivables dependent on the ageing structure, and (2) a specific allowance that relates to individually assessed risk for each specific customer – irrespective of ageing. Allowance accounts are used to record impairment losses unless we are satisfied that no recovery of the amount owed is possible; at that point the amount considered irrecoverable is written off against the receivable directly.

The negative impact of the global economic crisis on consumer confidence and spending will likely continue to be felt in 2010 because the economic situation remains very challenging. We believe that our general credit risk from customers remains almost unchanged in some important markets. Therefore, we estimate the likelihood and potential financial impact of credit risks from customers to be low.

92 Customer risks Customer risks arise in our Company's operating activities from our dependence on key accounts that are able to exploit their bargaining power. This could create considerable margin pressure or lead to order cancellations. These risks arise not only due to the relative size of some of our key accounts, but also from our limited ability to influence their business, as well as from the external influences of their respective consumer environment. We have a broad-based distribution strategy, which also comprises the expansion of the selling space we control, to mitigate these risks. This reduces the negative consequences of possible sales losses at key accounts. In 2009, no individual customer accounted for more than 10% of brand sales. In addition, we cooperate proactively with major trading partners to further optimize our revenues through new innovative initiatives at the point of sale. When needed, we also restrict the sale of our brands to protect the brand image or product margins and shorten the supply. We continue to estimate the financial impacts from customer risks as low.

Own-retail risks Given the extremely low share of overall revenue attributable to our own retail activities at adidas AG, we estimate that risk from this distribution channel is extremely low, since revenue is generated mainly via key accounts and retailers.

Risks from the loss of major event and promotional partnerships Event and promotional partnerships play a material role for the Company's brand image and revenue from licensed products. adidas AG faces the risk of losing important partnerships or having to accept disadvantageous terms due to greater competition for attractive agreements. To mitigate these inherent risks, we regularly endeavor to extend our most important partnership agreements prior to their expiration. In addition, our contracts normally include change of control provisions and non-monetary compensation components. In this way, we avoid the risk that the negotiations revolve around price alone. As the competition for top promotion partners has increased in recent years, we continue to estimate that there is a moderate probability of losing important promotional agreements. However, based on the term of our most important agreements, over the medium term we expect that this risk has only minor potential financial impacts.

Risk from the loss of brand image Securing and improving our brand image and our reputation by creating strong brand identities is decisive for supporting and advancing revenue and earnings growth. This is also an important factor for expanding our brands into new categories and regions. adidas AG faces a considerable risk exposure if it should be unable to maintain the attention, attachment, and buying decision of consumers with regard to our brands at a constantly high level. Overall, we continue to consider the probability of a loss of brand image to be moderate over the medium term and estimate the financial effects on our Company to be high.

93 Product quality risks adidas AG faces the risk of possible product defects, which could result in injuries to consumers and/or damage the image of our products on the market. To mitigate such risks, we conduct intensive quality control tests prior to production and collaborate closely with suppliers during of the production process. We also conduct random checks after delivery to the retailers, openly communicate product defects, and if necessary, ensure timely settlement of product liability claims. We regard the probability of significant product liability cases or extensive product recalls as low. As we are insured against significant product liability cases, we also assess the financial consequences as low.

Natural risks As is adidas AG, the adidas Group is exposed to external risks such as natural disasters, epidemics, fire, and accidents. In addition, physical damage to our Company's or our suppliers' premises, production facilities, warehouses or goods in transit could lead to property damage or business interruption. These risks are mitigated various means such as working with reliable suppliers and logistics providers who guarantee high safety standards and disaster recovery plans. In addition to our extensive insurance coverage, we have also implemented emergency plans to minimize potential negative consequences.

Our overall assessment of this risk remains unchanged versus the prior year. As a result, we believe the likelihood of natural risks is low and expect only minor financial loss after insurance compensation should natural risks materialize.

Risks from adidas AG's function as a holding company adidas AG's holding function exposes it to the risks described in more detail below, which could mainly have an indirect influence on the recoverability of financial assets and receivables from affiliated companies. In addition, these risks could also impact the amount of adidas AG's future income from equity investments. Additional risks arise from corporate functions of adidas AG such as the Treasury and IT departments.

Credit risks Credit risks from other financial contractual relationships arise from items such as other loans, receivables from affiliated companies, short-term bank deposits, and derivative financial instruments. The Group Treasury department arranges currency and interest rate hedges, and invests cash with major banks of a high credit standing throughout the world.

94 adidas Group companies are authorized to work with banks rated "BBB+" or higher. Only in exceptional cases are subsidiaries authorized to work with banks that are rated lower than "BBB+". To limit risk in these cases, restrictions are clearly stipulated such as maximum cash deposit levels. In addition, the credit default swap premiums of our partner banks are monitored on a weekly basis. If the defined threshold is exceeded, the swap amounts are transferred to banks that are within the limit. The credit default swap premiums at numerous banks were lowered during the course of 2009, primarily by the intervention of many governments worldwide, after they had reached their peak as a result of market turbulence in 2008. This development indicates a slight decline in the inherent risks.

Although the financial markets have stabilized in 2009, we continue to believe that the probability and potential financial impact of credit risks from these positions must be estimated to be moderate. Nevertheless, we believe our risk concentration is low due to the broad distribution of our investment business with more than 25 banks. As of December 31, 2009, no bank accounted for more than 19% of our investment business.

At € 1.6 billion, receivables from affiliated companies comprise a significant portion of current assets. Negative business performance at the affiliated companies can possibly result in bad debts at adidas AG. Recent years, and 2008 and 2009 in particular, which were shaken by crises, did not result in any significant losses. We therefore estimate the overall risk to be low.

Inventory risks Our Company is exposed to inventory risks because we place our first production orders about six months prior to delivery. These risks relate to possible erroneous assessments of consumer demand at the time of production planning. A sudden decline in demand can possibly lead to excess inventories. The resulting higher share of inventory clearance sales and obsolete outdated inventories and lower liquidity due to the higher need for operating working capital could possibly have a negative impact on our net financial results.

On the other hand, a sudden increase in demand could result in product bottlenecks at the point of sale at both our wholesale partners and in our own retail business. In such a situation, our Company would be exposed to the risk of missed revenue opportunities or of disappointing customers and consumers. This could impair the loyalty to our brands as well as our reputation as a reliable supplier as regards delivery dates and quantities. In addition, potential effects on our profitability could arise from costs, e.g. air freight costs, arising in connection with our actions to accelerate product resupply.

95 To mitigate these risks, we work continually to improve our forecasting and materials planning processes. Our replenishment programs play an extremely important role in reducing our production lead times. These programs ensure product availability while concurrently avoiding excess inventories.

Due to the lack of transparency with regard to the speed of a recovery of consumer spending, as in recent years, precisely planning demand and inventories will again be difficult in 2010. However, the Group's inventory situation has improved significantly compared to the previous year. We therefore estimate the probability of inventory risks occurring and the scope of the potential financial loss to be moderate. As adidas AG itself has only minor inventory levels, it is not directly exposed to inventory risks.

Financing and liquidity risks Liquidity risks arise from not having the necessary resources available to meet maturing liabilities with regard to timing, volume, and currency structure. In addition, adidas AG faces the risk of having to accept unfavorable financing terms due to liquidity bottlenecks. Managing the liquidity risk is the task of the Group Treasury department, which uses an efficient cash management system. adidas AG maintains short-term bilateral credit lines totaling € 1.6 billion and a firmly- committed medium-term syndicated loan facility without a market disruption clause totaling € 2.0 billion at international banks. The € 3.6 billion in credit lines are designed to ensure sufficient liquidity at all times. In order to minimize financing risks and limit the dependency on bank financing, adidas AG took a loan of € 500 million from an affiliated company in 2009.

The liabilities are generally unsecured and may contain debt covenants, which are reviewed quarterly. As of December 31, 2009, all debt covenants were satisfied without restriction.

As a result, we continue to view financing and liquidity risks, which could also result in higher interest costs, as having a low likelihood of occurrence. However, failure to maintain liquidity could have a potentially high financial impact for our Company.

Currency risks Currency risks for adidas AG, and above all its affiliates, are a direct result of multi-currency cash flows. The biggest single driver behind these risks results from the mismatch in the amounts of the various currencies used for sourcing or obtained from selling our products. The vast majority of our sourcing expenses are in US dollars while sales are denominated in other currencies to a large extent – most notably the euro. The exposure from firm commitments and forecasted transactions was calculated on a one-year basis.

96 Utilizing a centralized system for managing currency risks, our Company hedges our currency needs for projected sourcing requirements on a rolling 12- to 24- month basis. Our goal here is to hedge a major portion of our hedging volume six months prior to the beginning of each season. In rare instances, hedges are also concluded beyond the 24-month horizon. Our Group also largely hedges balance sheet risks. Thanks to our strong global position, we are able to minimize currency risk to a large extent through natural hedges. Nevertheless, our net cash flow exposure (US dollars) after natural hedges calculated for the next year was roughly € 2.3 billion at year-end 2009, which we hedged using forward contracts, currency options and currency swaps. Our Group’s Treasury Policy allows us to utilize hedging instruments, such as currency options or option combinations, which provide protection while – at the same time – showing the potential to benefit from future favorable exchange rate developments in the financial markets.

As hedging for 2010 has almost been completed already, it is clear that the exchange rates for our important currencies will be somewhat less favorable than in 2009. Volume forecast variances, greater currency volatility, and a larger share of our business in emerging markets will be currency challenges for us in 2010. We therefore believe that the likelihood of currency risks impacting our 2010 financial performance and the potential impact on the 2010 earnings contribution remains moderate.

Interest rate risks Changes in market interest rates affect future interest payments for variable- interest liabilities. Significant interest rate increases could therefore impair adidas AG's profitability, liquidity and financial position. The acquisition of Reebok in 2006 led to an increase in interest rate risks due to the higher financing requirements and the resulting higher weighted-average interest rate on our Company's financing structure. adidas AG maintains various interest-rate hedging instruments, including a US dollar interest rate swap classified as a fair value hedge and various interest rate swaps denominated in euros, which are classified as cash flow hedges. The latter lower exposure to increasing euro money market rates from euro private placements with variable interest rates.

To mitigate interest rate risks and maintain financial flexibility, a core tenet of our Group’s financial strategy is to reduce the debt to equity ratio (i.e. the ratio of net financial liabilities to shareholders’ equity in the consolidated financial statements) to below 50%. We reached our mid-term target value for the debt to equity ratio in the consolidated financial statements sooner than expected due to the significant reduction of net financial liabilities in 2009. However, in view of the lower interest rate level in North America and Europe and based on our estimate of the global economy we assume that following their low point in 2009, interest

97 rates will again rise in 2010. In spite of this, we continue to project the likelihood of significant Group interest rate increases, which could have a low financial effect, as low. Risk of decreasing income from equity investments Income from equity investments, including income from profit and loss transfer agreements, represents a significant contribution to income for adidas AG. Due to its function as a holding company, the Company is exposed to the risk that it will receive no income from equity investments due to country restrictions at the subsidiary level or that subsidiaries' falling profits will reduce the Company's investment income. If subsidiaries with profit and loss transfer agreements experience negative business performance, the risk of loss absorption increases. Given the global financial crisis, it is not foreseeable whether future income from equity investments or income from profit and loss transfer agreements will match past levels. However, thanks to our global strength, we consider the risk of declining income from equity investments to be low, since we hold equity interests in subsidiaries all around the world and lower equity investment income in some regions can be compensated for by income from other subsidiaries elsewhere. As profit and loss transfer agreements exist essentially with subsidiaries whose income consists of income from equity investments, we also estimate the risk of ongoing loss absorption over a longer period as low.

Macroeconomic risks Consumer spending and consumer confidence influence growth in the sporting goods industry. Sudden economic downturns, especially in regions where our Company is highly represented, therefore pose a significant short-term risk to revenue development. To mitigate this risk, we strive to balance revenues across key global regions and also between developed and emerging markets. In addition, one of the key elements in our performance positioning is the utilization of a comprehensive event and partnership portfolio, in which demand is predictable and less sensitive to macroeconomic developments.

For 2010, we expect moderate growth in the global economy following the previous year's global recession. However, there is major uncertainty with regard to the anticipated pace and extent of the economic upswing. In addition, individual geographical regions are expected to develop differently. We therefore continue to assess the probability that adverse macroeconomic developments could impact our business as high. We also consider the potential financial impact of such developments as high.

98 Consumer demand risks Failure to anticipate changes in consumer demand for sporting goods and to react accordingly is one of the most serious threats for our industry. Changes in consumer demand can be sudden and unexpected, in particular in the fashion segments of our business. As the product procurement cycles in our industry average around 12 to 18 months, our Company faces the risk of a short-term revenue loss if we are incapable of reacting rapidly to such changes. Even more critical, however, is the risk of continuously overlooking a new consumer trend in the long-run or failing to acknowledge its potential magnitude over a sustained period of time.

To mitigate this risk, identifying and responding to consumer demand shifts as early as possible is a key responsibility of our brands. In this respect, we utilize extensive primary and secondary research tools as outlined in our risk and opportunity identification process.

As a leader in our industry, our core brand strategies continue to be focused on influencing rather than reacting to the changing consumer environment. We invest considerable resources in research and development in order to remain innovative and to launch new technologies and designs on the market. In addition, we also seek to enhance consumer demand for our brands and brand initiatives through extensive marketing, product and brand communication programs, and we continue to focus on supply chain improvements to speed up creation-to-shelf timelines.

Given the broad spectrum of our product offering, retailer feedback, and other early indicators, we view the overall risk from shifts in consumer demand as unchanged versus the previous year. We continue to assess this risk as having a medium likelihood of occurrence and could have a potential medium impact on our Company's results.

Industry consolidation risks adidas AG is exposed to risks from market consolidation and strategic alliances among competitors and/or retailers. These could result in a reduction of our bargaining power, or harmful competitive behavior such as price wars. Abnormal product discounting and reduced shelf space availability at retailers are typical outcomes of these risks. Sustained competitive pressure in one of our Company's key markets could threaten revenue and profitability development.

To mitigate this risk, Group management is committed to maintaining a regionally balanced sales mix and continually adjusts the Group's distribution strategy accordingly.

99 The negative consequences of the economic downturn on the real economy and the uncertain prospects for 2010 will likely further increase consolidation pressure in the sporting goods industry. We also expect that the more favorable general conditions in the credit markets will slightly improve the environment for mergers and acquisitions. The previous year's declines in revenues and profits have weakened the situation of many retailers and competitors. As a result of this, we continue to assess the risks from market consolidation as having a high probability of occurrence. We continue to see a medium potential impact on both revenue and profitability.

Political and regulatory risks Political and regulatory risks comprise potential losses through expropriation, nationalization, unrest, terrorism, and major changes to trade policy. In particular, the adidas Group faces risks arising from sudden major increases in import restrictions as well as sharp jumps in import tariffs and duties. Such risks can impact the free flow of goods within our Company and from suppliers to the adidas Group. To minimize these risks, we proactively utilize a diversified supplier base which establishes a certain protection against unforeseen regulatory changes and also allows us to shift production to other countries at an early stage if necessary.

With regard to the medium-term risks of regulatory actions, we still continue to expect a carefully and interest-balanced global trade policy by the governments.

As a result of more restrictive protective measures by governments, we now categorize the risk of additional political and regulatory actions as medium (2008: low). We estimate that an unexpected, significant change in the political and regulatory environment could have a moderate potential financial effect.

Legal risks adidas AG is exposed to the risk of claims and litigation for infringement of third- party intellectual property, patent and other rights. To reduce this risk, new product technologies, designs, and names are carefully researched to identify and avoid potential conflicts with the rights of third parties. We have strengthened our Intellectual Property department resources to drive further enhancements in our patent portfolio, and in the reviewing and analysis of third-party patents.

Due to our safeguards in place, we believe there still is a low likelihood of our Company infringing third-party intellectual property or patent rights in a material way. Nevertheless, we continue to believe that litigation could have a medium financial impact on our Group should it occur.

100 Risks from product counterfeiting and imitation As popular consumer brands with technological and design innovations as defining characteristics, our Company's brands are frequent targets for counterfeiting and imitation by third parties. To reduce the loss of sales and the potential reputation damage resulting from counterfeit products sold under our brand names, we make use of extensive legal protection (generally through registration) and work closely with law enforcement authorities, investigators and outside counsel. Although we have stepped up measures such as product security labeling with our authorized suppliers, continued development of these measures remains a high priority for 2010 and beyond.

We continue to regard the likelihood of sustained counterfeiting and imitation as high in the short and medium term. However, we believe we have adequate costs budgeted to support our ongoing efforts to successfully combat counterfeiting and imitation. We continue to assess the potential risk of counterfeiting and imitation to negatively impact our forecasted financial contribution as low.

Social and environmental risks We have a continuing responsibility to our employees, suppliers and the environment. Malpractice in these areas, in particular human rights violations and dubious employment practices, can have a significant impact on the reputation and operational efficiency of the adidas Group and its suppliers. To limit this risk, we have established workplace standards to which suppliers must conform before and during business relationships with our Company. Internal inspections of suppliers' factories are conducted regularly and confirmed by extensive independent audits. In the event of non-compliance with these standards, we develop joint action plans and set deadlines to ensure future compliance and further improvement. If these deadlines are not met, we end our business relationship with the supplier in question. We continued to push the development of environmentally-friendly products in 2009 in order to minimize the negative effects of production and distribution of our products on the environment.

We expect to further strengthen our supplier monitoring program in 2010. In addition, we want increase the share of sustainable products in all sports categories at the adidas Sports Performance Division by expanding our "Better Place" initiatives. As a result, we continue to regard the risk of social and environmental malpractice as likely in only isolated cases and we believe the potential financial impact is low.

101 Risks from rising input costs Raw material and labor costs account for approximately 70% of the Group's cost of sales. Prices of materials such as rubber and raw materials, which closely correlate with the oil price, are especially subject to the risk of price fluctuations. As our ordering process and price negotiations usually take place around six months in advance of production, our sourcing function has sufficient transparency and reaction time to manage and plan for sharp increases in input costs.

To reduce the financial impact on our product margins from higher sourcing costs, we are implementing further lean manufacturing techniques at our partner factories, eliminating time and cost from the procurement process, and where possible, re-engineering our products and selectively increasing prices. In addition, in the medium term we have the ability to adapt our sourcing structure to take advantage of more competitive pricing in other locations.

Raw material and labor costs decline compared to the previous year due to the significant global economic downturn. We expect this to have a positive effect on our sourcing costs in 2010. As we begin planning for 2011 however, renewed price increases cannot be ruled out given the forecast economic recovery. Therefore, we continue to assess the medium-term risks from rising input costs as having a medium likelihood and a medium potential financial impact.

Supplier default risk Over 95 % of our product offering is sourced through independent suppliers mainly located in Asia. We work closely with suppliers who demonstrate reliability, quality, innovativeness, and continuous improvement in order to reduce the supplier default risk. In addition, we have insured ourselves against the risk of business interruptions caused by physical damage to supplier premises. We continue to assess supplier risks as having a low likelihood of occurrence and potential financial impact.

Personnel risks The Company's future success and that of its affiliates is highly dependent on our employees and their talents. The loss of key employees in strategic positions to competitors or other companies is therefore a significant risk for us. In addition, because the labor market is becoming increasingly competitive, we also face the risk of being unable to identify, recruit, and retain the most talented people that best meet the specific needs of our Group. To reduce this risk, and enable our employees to make use of their full potential, we do our best to offer a motivating work environment. Our general assessment of personnel risks remains unchanged from the previous year. In view of the current economic situation, we expect decreasing volatility in the labor market. For this reason, we continue to regard the likelihood of occurrence of these risks as low. Should these risks materialize, they could have a medium financial impact on adidas AG and its affiliates.

102

Risks from non-compliance There is the risk that our employees violate directives and standards for appropriate and responsible business practices. In order to successfully manage this risk, the Group Policy Manual was launched at the end of 2006 to provide the framework for basic work procedures and processes. It also includes a Code of Conduct which stipulates that every employee shall act ethically in compliance with the laws and regulations of the legal systems where they conduct Group business. All of our employees have been trained on a Code of Conduct e-learning tool as part of our Global Compliance Program. All new employees are also trained using this tool.

We continue to regard the likelihood of grave misconduct as low. Should they materialize, these risks could have a medium financial impact on the Group.

IT risks A major portion of our business processes are based on IT systems, some of which are centralized. A Group-wide breakdown of IT systems or a significant data loss could result in considerable disruptions to our business. To reduce these system risks, we regularly review our IT strategy, conduct proactive maintenance, and prepare emergency plans in the event of system disruptions. We perform scheduled data backups several times a day and one full backup daily, alternating between two different data centers. In addition, for the central enterprise resource planning system, our contingency solution allows us to quickly switch to a remote site if necessary – without any data loss. System security and reliability are reviewed and tested internally on a regular basis. We exceeded our availability target of 99.7% for major IT applications in 2009. We believe the likelihood of a major IT outage continues to be low. However, the potential financial impact of such an outage would be considerable.

Opportunities from operating activities and from adidas AG's function as a holding company The opportunities listed below arise for adidas AG due to both its operating activities as well as from its function as a holding company, on the one hand directly via centralized functions, and on the other hand, indirectly via its influence on affiliates.

Favorable macroeconomic and fiscal developments As a consumer goods company, consumer confidence and spending could have an impact on our revenue growth. Therefore, better than initially forecasted macroeconomic developments and fiscal policy changes which support greater consumer purchasing power can have a positive impact on our revenue and profitability. In addition, legislative changes, e.g. with regard to taxation of corporate profits, can positively impact profitability.

103 Increasing significance of sports in the battle against obesity More and more governments are promoting an active lifestyle to fight obesity and cardiovascular diseases. According to the World Health Organization, around 400 million people were considered obese in 2005. Another 1.6 billion more were estimated to be overweight. These numbers are projected to increase to 700 million and 2.3 billion, respectively, by 2015. Once considered a problem only in affluent nations, obesity is now becoming an issue in countries with lower per capita incomes as well. This development has serious health consequences and dramatic effects on healthcare costs. As a result, governments and non- governmental organizations are increasing their efforts to promote a healthy lifestyle and encourage sports participation. Given our strong market position, in particular in categories considered suitable for weight loss such as endurance training, running, and swimming, we expect to benefit from this trend.

Ongoing fusion of sports and lifestyle The border between pure athletics and lifestyle continues to blur as sport becomes a more integral part in the lives of more and more consumers. People want to be fashionable when engaging in sporting activities without compromising on quality or the latest technological advances. At the same time, performance features and styles are finding their way into products meant for more leisure- oriented use. We estimate the global sports lifestyle market to be at least three times larger than the performance market. This development opens up additional opportunities for our Company and our brands – which already enjoy strong positions in this market.

Emerging markets as long-term growth drivers According to United Nations estimates, the global population will increase from the current 6.8 billion to 7 billion by the end of 2011. By 2050 there may well be more than 9 billion people. A majority of this population growth is occurring in the emerging markets. Rising real incomes and employment and a growing middle class are stimulating these economies – and subsequently our industry. Sports participation in most of these countries has historically been lower than in industrialized countries but we expect participation to increase in the future. Increasing leisure time and greater capital spending on infrastructure are driving this trend. In addition, people are increasingly aware of the positive effects of athletic activity. We also have an additional growth opportunity in that European and North American sporting goods brands are seen as easily accessible, affordable luxury goods.

Women's segment offers long-term potential In our opinion, the women’s sports market is one of the most attractive segments in the sporting goods industry with women's shoes accounting for more than one- third of athletic footwear sales. Our Group still generates the majority of its revenues in men’s and unisex categories. Our Company will continue to invest in the development of special performance and lifestyle products for women that underscore female individuality, authenticity, and style. Current examples of this

104 commitment are the adidas by Stella McCartney collection, Reebok's EasyTone™ shoe, as well as the Women's Burner® 09 golf products from TaylorMade.

Increasing consumer demand for functional apparel Demand for functional apparel has increased significantly in recent years as consumers realize the benefits of this apparel over traditional cotton sportswear. Improved moisture management, superior ease of motion and increased comfort are all factors encouraging consumers to switch to high-performance gear. Designing and developing functional apparel requires significantly more expertise, product and material research, as well as production know-how compared to low-tech apparel. Therefore, only a few companies are able to supply high-end functional apparel. Our resources and our positioning as a sports performance leader enable us to constantly develop innovative products and capitalize on them.

Growing popularity of "green" products Consumers increasingly consider the impact of their consumption patterns on the environment, which is increasing demand for environmentally-friendly products. In the past two years we worked harder on creating meaningful product platforms to promote growth in this segment. For example, we launched the first adidas "Better Place" products worldwide in 2009. This program pays particular attention to adhering to sustainability principles in designing products and packaging. For example, we use more recycled materials and monitor energy consumption when preparing materials and products. All of adidas' Performance categories are participating in the program and we are pursuing ambitious goals in this regard in advance of the 2012 Olympic Games in London. Reebok is also counting increasingly on environmentally-friendly products, for example, launching the Kid's Green Easy collection in 2010 that uses recycled raw materials. Naturally, we do not restrict our efforts in using environmentally-friendly materials for our products just to these special programs. We also follow this principle in other categories as well, albeit to a lesser extent.

Strong market positions worldwide Our Company is the market leader in numerous countries. This strong competitive position offers us many advantages in terms of a global brand visibility, market power, and the ability to effectively expand our position in emerging markets. As a result of our strong partnership portfolio and marketing efforts, consumers around the globe are highly aware of our brands and are receptive to our brand messaging. This makes demand for our products more stable compared to smaller competitors. Hence, many retailers consider our products as core to their offering. This puts us in a strong position in competing for shelf space.

105 Multi-brand approach We believe there is a natural limit to the audience size a single brand can appeal to, given the diverse tastes and expectations of a highly-fragmented consumer market. Our multi-brand approach provides us with the opportunity to leverage the power of our brands in a more precise and meaningful way. We are able to utilize the combined strengths of each brand to compete for a higher percentage of the total market – covering a greater number of consumer needs, price points, and demographics.

Personalization and customization gaining ground Today’s consumers are looking for choice and variety that goes beyond choosing from a wide selection of products. We develop unique, relevant products that meet specific functional and aesthetic requirements. We expect the market for personalized and customized footwear, apparel, and hardware to grow strongly and evolve in the coming years, which is why we will continue investing in this segment.

Breaking new ground in distribution The sporting goods retail environment is changing constantly. Consumers increasingly want to get involved with brands. We therefore continually adapt our distribution to cater to this change and have made controlled space initiatives a strategic priority. This also includes managing selling space at important retail partners as well as introducing new formats for our own retail business. In 2009, for example, we opened Originals shop-in-shops at several important retail partners, in particular in Europe, and our first adidas SLVR label store in New York. In addition, a new special team for handling our global e-commerce activities was created in 2009. We believe that initiatives such as these allow us to address consumers more effectively and create emotional loyalty to our products.

Cost optimization drives profitability improvements Continued optimization of key business processes and strict cost control are vital to achieving high profitability and return on invested capital. We made considerable progress in reducing costs in 2009 through various restructuring measures and introducing a common business model for adidas and Reebok in almost all of our primary markets. However, we have by no means fully exhausted the options for further optimizing of cost structures. For example, in North America we believe we will be able to realize medium-term economies of scale as we continue to integrate adidas and Reebok functions. In addition, we strive to further increase efficiency in our supply chain and make it truly demand-driven. Our "Fast and Lean Creation" program has resulted in the restructuring of functions and responsibilities in order to minimize costly administrative and data entry activities that do not create value. This is intended to allow our development teams to return to concentrating more on their core tasks. By implementing end- to-end planning processes and improving our replenishment capabilities, we also see opportunities to not only better serve our customers but also to further reduce our operating working capital needs. Reducing the number of products is

106 an additional example. This reduces the workload in the creation area and warehouse costs, and allows us to offer more focused ranges to our retail partners.

Favorable changes in the financial markets Favorable exchange and interest rate developments can potentially have a positive impact on our Company's financial results. Our Group Treasury department closely monitors the financial markets to identify opportunities.

Management assessment of overall risk and opportunities for adidas AG Group Finance aggregates all risks reported by the various business units and functions. Based on the compilation of risks – taking into account the likelihood of occurrence and potential financial impact and the current business outlook explained in this report – the Executive Board does not foresee any individual or aggregate risks which could materially jeopardize the viability of the Company as a going concern. We remain confident that the financial performance of adidas AG forms a solid basis for our future business development and provides the necessary resources for exploiting the opportunities available to our Group. Nonetheless, we believe that our risk profile has not changed year-on-year due to the continuing macroeconomic challenges and their negative effects on private consumption and consumer spending.

107 Description of the main features of the internal control and risk management system in relation to the financial reporting process pursuant to § 289 (5) HGB

We understand the internal control and risk management system in relation to the financial reporting process as a system in which the risk management system applicable throughout the Group is embedded. The risk management system in relation to the financial reporting process is aimed at minimizing the risk of misstatements in the accounting records and in external reporting. As a parent company, adidas AG must ensure that corporate-wide adherence to legal and company-internal provisions is guaranteed. We understand the risk management system as a process which, following the principle of separation of functions, comprises various sub-processes in the accounting, financial control, taxes, treasury, planning, reporting, and legal fields for identifying, measuring, managing, monitoring, and communicating risks. All of the clearly defined sub- processes are assigned clear responsibilities. In the first step, the risk management system serves to identify and assess, and then limit and monitor recognized risks in the financial reporting process that could be an obstacle to the goal of compliance of the financial statements. The financial reporting process's internal control system should ensure that, in spite of identified risks, annual financial statements and management reports are prepared with reasonable assurance of compliance. The Internal Audit department regularly reviews processes relevant to accounting to ensure the effectiveness of the internal control and risk management system. The Executive Board was responsible for designing the scope and orientation of the systems established based on the specific requirements of adidas AG's annual financial statements and management report. However, even appropriate and functional systems cannot guarantee absolute assurance. Preparation of the financial statements is supported by a computerized tool. The tasks, descriptions, and responsibilities of financial statement closing operations are clearly defined in this tool and the chronological sequence of and dependencies between the individual tasks are mapped. The tool shows the status of closing operations at all times and makes it possible to recognize and react to possible delays early. All processes are documented. Standardizing and harmonizing processes is the fundamental requirement for structured and correct accounting. Certain postings in the subsidiary ledgers, such as supplier invoices or incoming payments, are made in a shared service center. There are controls using computerized systems such as SAP and invoice workflow, and manual controls such as fulfillment of VAT requirements by supplier invoices. Certain functions such as Treasury and the management of receivables and payables accounts (netting accounts) of Group companies are handled centrally within adidas AG. Group policies create the basis for centralized management of

108 the entire Group's financing and foreign currency requirements. This is supported by computerized systems such as the Treasury Management system. For example, the subsidiaries’ requests are depicted in the Treasury Management system and the confirmed transactions are transferred automatically to SAP. Different user roles prevent abuse or manipulation of the system. A number of interfaces are connected to the SAP accounting module and contribute figures for the accounting. These interfaces have been documented and accepted by the Internal Audit department. Interface protocols, manual analyses, and user authorization profiles ensure that the interfaces work correctly and the correct figures are transferred. The interaction of various departments such as Taxes, Legal, Group Planning, and Controlling, which contribute significant components and analyses to the financial statements, are of core significance for the accounting. If necessary, independent expert opinions are obtained for presenting and recognizing extremely complex transactions or those that seldom occur. Certain closing entries are only made for the quarterly or year-end closings. These items, some of which are also complex, are reviewed separately yet again within the Accounting department. After all of the postings have been completed, the department head inspects the balance sheet and statement of income. All finance systems employed are protected against abuse by appropriate authorization concepts and access restrictions. Access authorizations are reviewed regularly and updated if necessary. Group IT minimizes the risk of data loss and the outage of IT systems relevant to accounting by centralized management and monitoring of almost all IT systems, by managing change processes, and regular system backups.

Events after the balance sheet date

The settlement of a legal dispute in the USA led to a positive low-double-digit million euro impact on the income in January 2010.

There were no other material events at our Company after the balance sheet date.

109 Outlook

Our Company assumes that merchandise sales in 2010 will increase compared to the previous year in the range of low to mid single-digit percentage points. Revenue expectations for the 2011 fiscal year are slightly below those for 2010. The decline is primarily due to soccer (2010: World Cup) and cannot be fully compensated for by growth in other categories.

Orders on hand at adidas Germany are currently up 13.2% over the previous year as expected, whereby orders on hand for 2010 contain additional orders from the 2010 World Cup business in the football category (+67.4%). We also expect a positive effect in the still-growing Sports Style segment.

2010 is influenced by the World Cup in South Africa. The official game balls for the World Cup and the jerseys of 12 World Cup teams will provide significant growth in the Football category. The official game balls for the Champions League, the Europa League, and for the first time in 2010, the German soccer league will contribute to significant growth.

We expect further increases in revenues in the Running and Outdoor Sports Performance categories.

The motto for the Running category in 2010 is "Personal Coaching". To that end, the "Core Running" category, that is the shoes that are actually worn for running, will continue to receive special attention. Expanding distribution will continue the positive business development in this highly-profitable segment already indicated in 2009. We maintained market leadership in textiles here, which will be further expanded in 2010.

The clear positioning of the Outdoor category as the athletic outdoor brand will be continued systematically in 2010. Double-digit sales growth is again expected in 2010 as a larger textiles collection that is even more targeted will be viewed very positively, in particular in the fall/winter collection.

Sports Style, which contains Originals and Fashion Group, makes a considerable contribution to setting the adidas brand apart in the Streetwear and Fashion segment. Thanks to Originals, adidas can offer a range of genuine lifestyle products in the streetware market. Due to its considerable history, adidas has a unique product portfolio, which it reinterprets for young lifestyle consumers. Originals will put forward new concepts in 2010. Thanks to cooperative agreements with designers such as Jeremy Scott or James Bond, Star Wars, Vespa and Def Jam, adidas combines fashion with music and awareness of life. We also intend to expand our dealer network expanded and reinforce the brand's credibility as a fashion provider.

110 Due to our holding company structure, a key portion of our income consists of distributions from subsidiaries, whereby the amount of the foreign dividends to be collected is significantly affected by the economic situation in foreign markets. Compared to 2009, we currently assume a moderate increase in income from equity investments for 2010. For 2011, these dividend inflows could exhibit a downward trend. Due to the transfer of brand management to adidas AG, the global development of the adidas brand is reflected in the sales-based licensing income flowing to adidas AG. Here, too, the adidas AG's net income is directly influenced to a strong degree by global business development. For 2010 and 2011, we assume increasing consolidated revenue, and correspondingly, increasing licensing income.

In contrast, we expect substantially higher cost transfers from adidas International Marketing B.V. in 2010, which will be incurred mainly in connection with the 2010 World Cup. We therefore expect lower cost transfers in 2011 than in 2010 because it is a "non-event" year.

The Company continues to hedge currency risks (with banks) for almost all Group companies so this does not give rise to any significant influence on net income. In addition, adidas AG enters into currency hedges for non-procurement transactions, the influence of which on the Company's net income for the 2010 and 2011 fiscal years cannot be foreseen however.

Thanks to an unlimited line of credit of € 2 billion granted to adidas AG until October 2012 (which is not currently being drawn down), our Company does not expect any negative effects on earnings due to increased refinancing costs.

Assuming no significant changes in currency effects and refinancing costs, we believe that net income for 2010 and 2011 will remain at almost the same level as 2009 with a slight growth trend.

However, significant changes in the underlying assumptions can lead to considerable deviations from these forecasts.

111

Auditors' report

We issued the following unqualified auditors' report:

"Auditors’ Report

We have audited the annual financial statements, comprising the balance sheet, the income statement, and the notes to the annual financial statements, together with the bookkeeping system, and the management report of adidas AG, Herzogenaurach, for the fiscal year from January 1 to December 31, 2009. The maintenance of the books and records and the preparation of the annual financial statements and management report in accordance with German commercial law are the responsibility of the Company's Executive Board. Our responsibility is to express an opinion on the annual financial statements, together with the bookkeeping system, and the management report based on our audit.

We conducted our audit of the annual financial statements in accordance with § 317 HGB and German generally accepted standards for the audit of financial statements promulgated by the Institut der Wirtschaftsprüfer (Institute of Public Auditors in Germany, "IDW"). Those standards require that we plan and perform the audit such that misstatements materially affecting the presentation of the assets and liabilities, financial position and profit or loss in the annual financial statements in accordance with German principles of proper accounting and in the management report are detected with reasonable assurance. Knowledge of the business activities and the economic and legal environment of the Company and evaluations of possible misstatements are taken into account in the determination of audit procedures. The effectiveness of the accounting-related internal control system and the evidence supporting the disclosures in the books and records, the annual financial statements and the management report are examined primarily on a test basis within the framework of the audit. The audit includes assessing the accounting principles used and significant estimates made by the Executive Board, as well as evaluating the overall presentation of the annual financial statements and management report. We believe that our audit provides a reasonable basis for our opinion.

Our audit has not led to any reservations.

112 In our opinion, based on the findings of our audit, the annual financial statements comply with the statutory regulations and give a true and fair view of the assets, liabilities, financial position, and profit or loss of adidas AG in accordance with German principles of proper accounting. The management report is consistent with the annual financial statements, and on the whole, provides a suitable understanding of the Company's position and suitably presents the risks and opportunities of future development."

Frankfurt am Main, February 19, 2010

KPMG AG Wirtschaftsprüfungsgesellschaft

[German version signed by:]

Dr. Bernd Erle Rainer Gebele Wirtschaftsprüfer Wirtschaftsprüfer (German Public Auditor) (German Public Auditor)

113 Responsibility Statement by management required by section 37y of the German WpHG in conjunction with section 37w(2) no. 3 of the German WpHG regarding the annual financial statements as at December 31, 2009

To the best of our knowledge, and in accordance with the applicable reporting principles, the annual financial statements give a true and fair view of the assets, liabilities, financial position and profit or loss of the company, and the Management Report includes a fair review of the development and performance of the business and the position of the company, together with a description of the principal opportunities and risks associated with the expected development of the company.

Herzogenaurach, February 16, 2010

The Executive Board

114 SUPERVISORY BOARD REPORT

Dear Shareholders,

2009 was a year of major challenges, particularly in light of the ongoing global economic and financial crisis. But despite this difficult environment, the adidas Group was able to maintain its strong competitive position globally. Changed conditions were catered to with a leaner management structure and corresponding cost-saving opportunities. In addition, considerable progress was made in the improvement of the Group’s financing, including a significant reduction of financial leverage. The adidas Group is looking forward with cautious optimism to 2010, a year with major sports events and many promising new product initiatives.

Supervision and advice in dialogue with the Executive Board In 2009, we, as the Supervisory Board, carefully and regularly monitored the Group’s management, in particular the legality, expediency and regularity of the Executive Board’s management and supported the strategic development of the Group as well as major individual measures.

In this respect, the Executive Board informed us regularly, extensively and in a timely manner through oral and written reports, both at Supervisory Board meetings and in the periods between our meetings. This information covered the Group’s business policy as well as all relevant aspects of business planning, including finance, investment and personnel planning. We were also kept up-to- date on the course of business, the operational position of adidas AG and the Group (including the risk situation and risk management), the Group’s financial position and profitability, as well as all major decisions and business transactions. We were involved in all of the Group’s fundamental decisions in a timely manner. After in-depth consultation and examination of the detailed documents submitted to us by the Executive Board, we approved transactions requiring Supervisory Board approval and in cases where, in our opinion, review by the Supervisory Board was necessary in the best interest of the Group. In 2009, the Supervisory Board did not define any new business matters as being subject to approval.

115 We held five Supervisory Board meetings in 2009. In addition, as the mandates of the newly elected Supervisory Board members commenced at the end of the Annual General Meeting on May 7, 2009, a constituent meeting of the newly elected Supervisory Board took place immediately following the Annual General Meeting. We also held a meeting in February 2010, at which we discussed matters relating to the 2009 financial year. In individual cases, we passed additional resolutions between our meetings. More than half of the Supervisory Board meetings were attended by all Supervisory Board members. All committee members were present at all the respective committee meetings. The external auditor, KPMG AG Wirtschaftsprüfungsgesellschaft, Frankfurt am Main (KPMG), attended four of our meetings. In addition, the Supervisory Board Chairman and the Audit Committee Chairman also maintained contact with the Executive Board, in particular with the CEO and the CFO, between the Supervisory Board meetings, discussing the new organisational structure, brand strategy and the impact of the global economic and financial crisis on the adidas Group, and reporting to the entire Supervisory Board on a regular basis. The employee representatives met separately prior to the Supervisory Board meetings to discuss major agenda topics.

Main topics covered and examined by the entire Supervisory Board The development of sales and earnings as well as the financial position of the Group and the development of the individual brand segments were presented to us in detail by the Executive Board and subsequently discussed jointly at each of our meetings following the end of the year and the respective quarter. The effects of the global economic and financial crisis on the development of the Group’s sales and earnings and the employment situation were topics dealt with regularly by the Supervisory Board as a whole. Other Supervisory Board agenda items included numerous individual topics, which we discussed in depth with the Executive Board. These discussions did not give rise to any doubt as to the legality, expediency or regularity of the Executive Board’s management in carrying out its duties.

Having already reviewed the amendments to the German Corporate Governance Code in detail and discussed the main points to be incorporated in the Declaration of Compliance in November 2008, we approved the updated

116 Declaration of Compliance, issued on February 11, 2009, by way of written circular vote.

The main topic on the agenda of the March 3, 2009 financial statements meeting was the review of the consolidated financial statements and the adidas AG annual financial statements as well as the respective Management Reports for the year ending December 31, 2008, as certified by KPMG. We also reviewed the Executive Board's proposal regarding the appropriation of retained earnings. Following initial Audit Committee examination and consultation, we discussed material aspects of these financial statements with the Executive Board and KPMG. Both the Executive Board and KPMG provided us with detailed responses to all of our questions. After having carefully considered adidas AG’s financial position and the expectations of shareholders and the capital market, we approved the proposal submitted by the Executive Board regarding the appropriation of retained earnings. Additionally, we discussed the resolutions that were proposed to the 2009 Annual General Meeting. In this connection, we were also able to assure ourselves of the suitability of the Supervisory Board candidates proposed by the Nomination Committee as shareholder representatives standing for election at the Annual General Meeting for the first time. The candidates were present at our meeting. Following the recommendation of the Audit Committee, we resolved to propose to the Annual General Meeting that KPMG be appointed as auditor of the adidas AG annual financial statements and the consolidated financial statements for 2009 and, if applicable, to examine the interim financial statements. Furthermore, after in- depth discussions, we approved all other resolutions to be put to the Annual General Meeting. We also utilised this meeting to discuss and subsequently approve the resolutions prepared by the General Committee with respect to determination of the bonus resulting from the Long-Term Incentive Plan (LTIP) 2006/2008 and the 2008 Performance Bonus. In addition, we set the key targets for payment of the 2009 Performance Bonus and resolved upon a new LTIP for the members of the Executive Board. Lastly, the Executive Board reported to us in detail on business development at the Reebok and Rockport brands.

The main focus of our May 6, 2009 meeting was the Executive Board’s report on the cost-saving measures initiated by the Executive Board in the autumn of 2008 in light of the economic and financial crisis, as well as the report on the

117 financial results for the first quarter of 2009. Additionally, we resolved upon the reappointment of Herbert Hainer as a member of the Executive Board and his renewed appointment as CEO. The Executive Board was not present during these discussions.

At the constituent meeting of the Supervisory Board following the Annual General Meeting on May 7, 2009, the composition of the Steering Committee and all other committees was resolved upon.

At our August 3, 2009 Supervisory Board meeting, we discussed the report for the first half year and the anticipated development of business for the remainder of 2009. In addition, the Executive Board presented a detailed report on the development of TaylorMade-adidas Golf and business development at the golf apparel brand Ashworth, which was acquired in the fourth quarter of 2008. We established the Committee for Real Estate Projects ad hoc, which deals with the utilisation of real estate that is not required for the Group’s core business.

At our Supervisory Board meeting held on November 3, 2009, discussions centred on the report for the first nine months of the year presented by the Executive Board and the outlook for the remainder of 2009. Following in-depth discussions during which the Executive Board members were not present, we resolved upon the compensation structure for the Executive Board prepared by the General Committee in cooperation with an external compensation expert. The expert, acting independently of the Executive Board and adidas AG, had been commissioned by the Supervisory Board. The compensation structure takes into account the new requirements resulting from the German Act on the Appropriateness of Management Board Remuneration (Gesetz zur Angemessenheit der Vorstandsvergütung - VorstAG). We examined the detailed structure proposed by the General Committee and the individual components of the three-year Long-Term Incentive Plan for the Executive Board, LTIP 2009/2011, which the Supervisory Board had resolved upon in principle at the beginning of the year, and we approved its implementation. In addition, after in- depth discussions with the Executive Board, we approved the new organisational structure for the adidas Group comprising “Wholesale” and “Retail” segments, whereby we examined in particular the resulting effects on the Group’s segmental reporting. Another topic on the agenda of this meeting

118 was the report on the current business development at Reebok and internal corporate restructuring measures in the context of the ongoing Reebok integration.

At the meeting of the Supervisory Board on December 10, 2009, at which the Executive Board was not present, we approved the key individual financial parameters for the LTIP 2009/2011 that had been prepared by the General Committee. Additionally, we approved the conclusion of the new service contract with the CEO, Herbert Hainer, which had been prepared by the General Committee. Furthermore, we resolved upon several adjustments to the service contracts of the other Executive Board members related to the new VorstAG requirements.

In mid-January 2010, we resolved upon changes to the adidas AG Articles of Association relating to the nominal capital and the Contingent Capital amounts. These amendments were necessary as a result of an increase in the nominal capital in the fourth quarter of 2009 due to the final issuance of shares under the company’s Management Share Option Plan (MSOP) and the issuance of shares in connection with the conversion of all bonds relating to a convertible bond, which had resulted in a corresponding reduction in the related Contingent Capital.

On February 10, 2010, we held our Supervisory Board meeting by way of a conference call. We discussed and approved the resolution proposals prepared by the General Committee with respect to the determination of the Performance Bonus 2009 and the key targets for payment of the Performance Bonus 2010. The Executive Board was not present during these discussions. In addition, we approved the issuance of the Declaration of Compliance and the amendment to the Rules of Procedure of the Executive Board in line with the new statutory regulations and the allocation of duties under the new organisational structure.

Report from the committees In order to perform our tasks in an efficient manner, we have five Supervisory Board standing committees. We also established the project-related Committee for Real Estate Projects ad hoc → see Supervisory Board, p. 26. These committees have the task of preparing topics and resolutions of the Supervisory

119 Board. In some cases, the Supervisory Board has also delegated decision- making powers to its committees. At our Supervisory Board meetings, the chairmen of the committees reported to us, in detail and in a timely manner, on the committees’ work and meetings, ensuring complete exchange of information and good cooperation between the committees and the Supervisory Board as a whole.

The committees’ work in the year under review is summarised as follows:

• The Steering Committee, which is authorised to pass resolutions on behalf of the entire Supervisory Board in particularly urgent cases, did not meet in the year under review. All Supervisory Board resolutions were able to be passed by the Supervisory Board as a whole.

• The General Committee met five times in 2009 and held one meeting in February 2010 by way of a conference call. This committee is responsible for preparing personnel decisions of the Supervisory Board and for submitting proposals with regard to the Executive Board compensation system and also the contents, structure and conclusion of Executive Board members’ service contracts. The committee members dealt with the structure of the compensation system and determination of the respective compensation, as well as with the reappointment of Herbert Hainer as CEO, and prepared corresponding resolution proposals for the Supervisory Board. Since the coming into force of the VorstAG requirements, responsibility for resolutions on Executive Board compensation lies with the Supervisory Board as a whole.

• The Audit Committee met five times in 2009. The auditor and the Chief Financial Officer attended all meetings. The committee members focused on the adidas AG annual financial statements and the consolidated financial statements for 2008, the auditor’s reports as well as the first half year report and quarterly financial reports for 2009, which they examined in detail prior to publication. The auditor reported to the committee members in detail on his auditing activities and results. Furthermore, the Audit Committee obtained the required auditor’s declaration of independence and prepared the Supervisory Board proposal for the

120 Annual General Meeting recommending the appointment of the auditor for 2009. Together with the auditor, the Audit Committee also established the priority topics for the audit of the adidas AG annual financial statements and the consolidated financial statements for 2009 and resolved upon the assignment of the audit to the auditor. In addition, the committee members discussed the impact of the economic and financial crisis on the adidas Group on a regular basis. Furthermore, the Audit Committee, which under the Rules of Procedure for the Supervisory Board is also responsible for matters relating to corporate governance, dealt intensively with the new provisions of the German Corporate Governance Code as amended on June 18, 2009 and discussed the contents of the Declaration of Compliance to be issued by the Supervisory Board. Additional major topics of discussion at the committee meetings were the further development of risk management and the compliance programme, as well as the report on the internal control system and the Internal Audit report. The committee members were informed in detail on these topics, including the methods and systems used and the efficiency thereof, through written and oral reports. They discussed these matters in depth and thus assured themselves of the effectiveness of the systems. The structure of the adidas Group’s new segmental reporting and the effects thereof was also the subject of intensive discussions. At its last meeting in the year under review, the Chief Financial Officer explained to the committee the draft budget and investment plan for 2010. In addition to the oral reports from the Audit Committee Chairman on the results of all meetings, the Supervisory Board members received written information on the contents and results of the Audit Committee’s work on a regular basis.

• The Nomination Committee held two meetings in 2009, during which the committee members prepared the proposals for the Annual General Meeting concerning the election of the shareholder representatives to the Supervisory Board. A list of candidates was subsequently put forward.

• The Mediation Committee again had no reason to meet in 2009.

121 • In September 2009, the Committee for Real Estate Projects, which had been established ad hoc in August 2009, dealt with real estate matters of the adidas Group, in particular relating to the utilisation of real estate that is not required for the Group’s core business.

Corporate Governance and Declaration of Compliance The subject of corporate governance is very important to the Supervisory Board. The Supervisory Board believes it continues to have an adequate number of independent members after the new election. In the year under review, our Supervisory Board members again had no conflicts of interest as defined by the German Corporate Governance Code. The composition of the Audit Committee also fulfils the requirement of the German Accounting Law Modernisation Act (Gesetz zur Modernisierung des Bilanzrechts – BilMoG) with regard to the inclusion of at least one financial expert. After detailed discussions on corporate governance topics within the Audit Committee, the Executive Board and the Supervisory Board followed the recommendation of the Audit Committee and on February 11, 2010, jointly issued an updated Declaration of Compliance in accordance with § 161 German Stock Corporation Act (Aktiengesetz - AktG). This declaration is permanently available to shareholders on the corporate website at --> www.adidas-Group.com/corporate_governance. All previous declarations are also available here. Further information on corporate governance within the adidas Group, including Executive Board and Supervisory Board compensation, is contained in the Declaration on Corporate Governance including the Corporate Governance Report, p. 33.

Examination of the adidas AG annual financial statements and consolidated financial statements KPMG audited the consolidated financial statements and the Group Management Report for 2009 prepared by the Executive Board in accordance with § 315a German Commercial Code (Handelsgesetzbuch – HGB) in compliance with IFRS and issued an unqualified opinion thereon. The auditor also approved without qualification the 2009 annual financial statements and the Management Report of adidas AG prepared in accordance with HGB requirements.

122 The financial statements, the proposal put forward by the Executive Board regarding the appropriation of retained earnings and the auditor’s reports were submitted to all Supervisory Board members in a timely manner. They were examined in depth by the Audit Committee at its meeting on February 26, 2010, and at the Supervisory Board meeting on March 2, 2010, and were discussed in detail in the presence of the Executive Board and the auditor. At both meetings, the auditor reported the material results of the financial statements audit with focus on the 2009 priority topics as agreed with the Audit Committee. The examination of the internal control and risk management system relating to the financial accounting process showed that the system is capable of performing its functions. The auditor was available for questions and the provision of additional information to the Audit Committee and the other Supervisory Board members. Having examined the adidas AG annual financial statements and the consolidated financial statements as well as the Management Reports, we came to the conclusion that there were no objections to be raised. Following the recommendation of the Audit Committee, at our financial statements meeting we therefore approved the audit results and adopted the financial statements prepared by the Executive Board. The annual financial statements of adidas AG were thus adopted. We also discussed with the Executive Board the proposal concerning the appropriation of retained earnings with regard to the dividend policy and, in light of the position of the company and the financial and investment planning, we approved the proposal.

Changes on the Supervisory Board At the end of the Annual General Meeting on May 7, 2009, the regular five-year term in office of all Supervisory Board members expired. The Annual General Meeting elected as shareholder representatives, on an individual basis, Dr. Stefan Jentzsch, Herbert Kauffmann, Igor Landau, Alexander Popov, Willi Schwerdtle and Christian Tourres as members of the Supervisory Board. Dr. Hans Friderichs and Dr. iur. Manfred Gentz retired from the Supervisory Board effective May 7, 2009.

In spring 2009, the employees had already elected Sabine Bauer and Heidi Thaler-Veh as well as Dieter Hauenstein, Dr. Wolfgang Jäger, Roland Nosko and Hans Ruprecht as their representatives on the Supervisory Board. Fritz

123 Kammerer and Klaus Weiß retired from the Supervisory Board effective May 7, 2009.

At the constituent meeting of the newly elected Supervisory Board on May 7, 2009, Igor Landau was elected as Chairman of the Supervisory Board and Sabine Bauer and Willi Schwerdtle were elected as Deputy Chairwoman and Deputy Chairman, respectively.

Expression of thanks We wish to expressly thank the retired Supervisory Board Chairman, Dr. Hans Friderichs, for his many years of exceptional service to adidas AG. He accompanied the transition of the Group from a family-run company to one of the world’s leading, listed sporting goods companies with prudent advice and entrepreneurial vision. We also thank all other Supervisory Board members who left the Supervisory Board at the end of the Annual General Meeting for the contributions they have made to the company.

Additionally, the Supervisory Board would like to express its appreciation of the tremendous personal dedication, the performance and the ongoing commitment of the Executive Board, the managements of Group companies, the Works Council and all adidas Group employees.

For the Supervisory Board

Igor Landau Chairman

March 2010

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