DECLARATION OF CONFORMITY AS OF DECEMBER 18, 2006
General declaration by the Executive Board and Supervisory Board of Reinecke + Pohl Sun Energy AG with regard to the Corporate Governance Code
The Executive and Supervisory Board of Reinecke + Pohl Sun Energy AG (hereinafter referred to as "Company") hereby submit the following declaration of conformity pursuant to section 161 AktG with reference to the recommendations of the "Government Commission of the German Corporate Governance Code":
DECLARATION OF CONFORMITY pursuant to §161 of the German Stock Corporation Act (AktG)
The Executive and Supervisory Boards of Reinecke + Pohl Sun Energy AG fundamentally welcome the intention of the Government Commission's German Corporate Governance Code, giving transparent guidelines as a valuable guide and action assistance for normal management. In future, we will disclose and elucidate any individual deviations to the recommendations of the Code through our Declarations of Conformity.
This said, the Executive and Supervisory Boards of Reinecke + Pohl Sun Energy AG declare that in the future it shall be corresponded to the behavior recommendations of the Code Commission deployed by the German Federal Government regarding management and monitoring under the following conditions:
Deviations:
The German Corporate Governance Code recommends for Directors and Officers Liability Insurances (D&0) which the company contracts for its members of the Executive and Supervisory Board to include an excess. The Reinecke + Pohl Sun Energy AG is not of the opinion that such a measure would improve dedication and responsibility of the members of the Executive and Supervisory Board. The D&O Insurance contract therefore does not carry such a provision.
The German Corporate Governance Code recommends the creation of Supervisory Board committees. Due to the size of the company and the fact that the Supervisory Board only consists of three members, Reinecke + Pohl Sun Energy AG refrain from forming special Supervisory Board committees.
Hamburg, 18th December, 2006
The Executive Board The Supervisory Board
DECLARATION OF CONFORMITY pursuant to §161 of the German Stock Corporation Act (AktG)
The Executive and Supervisory Boards of Reinecke + Pohl Sun Energy AG fundamentally welcome the intention of the Government Commission's German Corporate Governance Code, giving transparent guidelines as a valuable guide and action assistance for normal management. In future, we will disclose and elucidate any individual deviations to the recommendations of the Code through our Declarations of Conformity.
This said, the Executive and Supervisory Boards of Reinecke + Pohl Sun Energy AG declare that in the future it shall be corresponded to the behavior recommendations of the Code Commission deployed by the German Federal Government regarding management and monitoring under the following conditions:
Deviations:
The German Corporate Governance Code recommends for Directors and Officers Liability Insurances (D&0) which the company contracts for its members of the Executive and Supervisory Board to include an excess. The Reinecke + Pohl Sun Energy AG is not of the opinion that such a measure would improve dedication and responsibility of the members of the Executive and Supervisory Board. The D&O Insurance contract therefore does not carry such a provision.
The German Corporate Governance Code recommends the creation of Supervisory Board committees. Due to the size of the company and the fact that the Supervisory Board only consists of three members, Reinecke + Pohl Sun Energy AG refrain from forming special Supervisory Board committees.
Hamburg, 18th December, 2006
The Executive Board The Supervisory Board
