Corporate Governance

Statement
The Managing Board, Supervisory Board and executives at SINGULUS TECHNOLOGIES endorse the principles of corporate transparency, accountability and control which serve to preserve and strengthen the confidence of shareholders, employees, business partners and the public in general.

SINGULUS TECHNOLOGIES AG – Declaration in Accordance with § 161 AktG
The Federal Department of Justice published an amendment of the German Corporate Governance Code in 2008. During the current business year 2009 the SINGULUS TECHNOLOGIES AG will adhere to the recommendations of the German Corporate Governance Code as per June 6, 2008. The recommendations of the German Corporate Governance Code as per June 14, 2007 and June 6, 2008 were adhered to during the past business year 2008. This excludes the following recommendations for the business years 2008 and 2009 listed under items 1 – 5.

  1. In connection with the conclusion of a personal liability insurance for the members of the Boards (“D&O insurance") the company agreed with them that the members of the Boards will pay their own insurance premiums for the D&O insurance (c. Sec. 3.8 Para 2 of the Code).
  2. Instead of the determination of the maximum age of members of the Executive Board according to the by-laws, the by-laws of the Supervisory Board state that the age limit has to be considered for the succession planning (c. Sec. 5.1.2 Para. 2 of the Code).
  3. As long as the Supervisory Board is only comprised of three members, there have not been and there will be no committees (c. Sec. 5.3.1, 5.3.2 and 5.3.3 of the Code).
  4. Instead of the determination of the maximum age of members of the Supervisory Board according to the by-laws, the by-laws of the Supervisory Board state that the age limit has to be considered for the proposal of new members to be elected (c. Sec. 5.4.1 of the Code).
  5. There is no individualized information about the annual contribution to the provisions for pensions or pension funds for pension benefits for members of the Executive Board (with respect to Art. 4.2.5 of the Code) and no information about the kind of the fringe benefits granted to the members of the Executive Board by the company (with respect to Art. 4.2.5 Para. 3 of the Code). The Compensation Report as part of the Group's Status Report already includes information about the compensation of the individual Executive Board members pursuant to the requirements of the Executive Board Compensation Disclosure Act (Vorstandsvergütungs-Offenlegungsgesetz).
Kahl, January 2009
SINGULUS TECHNOLOGIES AG
Roland LacherGünter BachmannThomas Geitner
Stefan A. BaustertDr. Anton PawlakowitschHans-Jürgen Stangl
OK

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