by the Executive Board and the Supervisory Board of BERU AG with the recommendations of the German Corporate Governance Code pursuant to Section 161 of the German Stock Corporation Act
The Executive Board and the Supervisory Board of BERU AG hereby issue the following declaration concerning the recommendations of the “Government Commission on the German Corporate Governance Code”.
BERU AG has complied with the recommendations of the German Corporate Governance Code as set out in the version of May 21, 2003 and published in the online Federal Gazette of July 4, 2003 with the exceptions described in the previous declaration of compliance of May 31, 2005 with regard to Clause 4.2; Clause 5.3.2, Sentence 1; and Clause 7.1.2.
BERU AG will comply with the recommendations of the German Corporate Governance Code as set out in the version of June 2, 2005 and published in the online Federal Gazette on July 20, 2005 and corrected on July 21, 2005 with the following exception:
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The Company does not follow the Code’s recommendation to establish an Audit Committee, because the Supervisory Board comprises only six members and an Audit Committee would therefore not increase its efficiency. The Supervisory Board in ist current constitution deals intensively with questions of accounting and risk management, the required independence of the external auditors, the placing of the audit assignment with the external auditors, and the determination of the main areas of the audit and the audit fee (Clause. 5.3.2, Sentence 1 of the GCCC). |
Ludwigsburg, March 2006
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For the Supervisory Board of BERU AG Dr. Ulrich Wöhr |
For the Executive Board of BERU AG Marco von Maltzan |
