Declaration of Conformity 2007
In the compliance statement dated 21 March 2007, the Executive Board and Supervisory Board of systaic AG have declared that the recommendations of the "Regierungskommission Deutscher Corporate Governance Kodex" (Government Commission on the German Corporate Governance Code) from 12 June 2006, announced by the Federal Ministry of Justice in the official section of the of the Bundesanzeiger (German Federal Gazette), have been complied with the following exceptions:
- Deviating from Section 3.8 of the Code, the company has taken out a D&O insurance without retention. The Executive Board and Supervisory Board are of the opinion that D&O insurance with retention is not an adequate method for achieving the goals of Code. Retentions of this kind are usually insured by the members of the Executive Board and Supervisory Board, meaning that the real function of the retention becomes superfluous and therefore only applies to the question of the amount of remuneration for the Executive Board and Supervisory Board. Retention abroad is therefore not customary.
- Deviating from Section 6.6 of the Code, a separate entry of the overall ownership of shares or finance instruments relating to this is not planed, as stated by the Executive Board and Supervisory Board in the Corporate Governance Report, even if the overall ownership of all members of the Executive Board and Supervisory Board exceeds 1 % of the shares in the corporation. The Executive Board and Supervisory Board believe that it is sufficient to implement the duty of notification stipulated in the shareholding regulations if one single shareholder holds shares in excess of set threshold values.
Düsseldorf, 21 March 2007
The Executive Board
The Supervisory Board
