In the year 2001, the German federal government charged a government commission to draft the German Corporate Governance Codex. The final codex was presented on February 26, 2002. On June 14, 2007, the sixth wording of the German Corporate Governance Codex was completed and published by the Federal Ministry of Justice on July 20, 2007 in the electronic Federal Gazette.
German companies are mandatorily required to apply these provisions. Under Art. 161 of the German Securities Act, companies listed on the stock market must publish an annual declaration of their compliance with the recommendations.
Excerpt from Annual Report 2007:
The Managing Board and the Board of Directors of MBB Industries AG hereby declare that the recommendations of the ‘Government Commission – German Corporate Governance Codex’ in the wording of June 14, 2007 pursuant to Art. 161 of the Companies Act (AktG), published by the Federal Ministry of Justice in the official section of the electronic Federal Gazette is being complied with as of April 7, 2008.
The following are the sole recommendations not to be applied
There is no deductible on the D&O insurance for Managing Board and Board of Directors members.
Board of directors Committees:
The MBB Industries AG Board of Directors comprises three members. The formation of Board of Directors committees is therefore not possible.
Group results and interim reports are published in accordance with the statutory deadlines, and as laid down by the German stock exchange.
Berlin, April 7, 2008
Dr. Peter Niggemann
Dr. Christof Nesemeier