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technotrans SE — Governance Information 2024
Sep 19, 2024
431_cgr_2024-09-18_9ed598f3-4af3-4128-a9f5-3ea45e2b0007.pdf
Governance Information
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technotrans
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Declaration of compliance pursuant to Section 161 of German Stock Corporation Act (AktG)
The Board of Management and the Supervisory Board of technotrans SE declare pursuant to Section 161 of the German Stock Corporation Act (AktG):
"technotrans SE has complied with the recommendations of the German Corporate Governance Code (GCGC) in the version dated April 28, 2022 (published in the Federal Gazette on June 27, 2022) since December 15, 2023 (publication of the previous declaration of compliance) and will continue to do so in future, except for the following deviations:
Section B.1 (Composition of the Board of Management; Diversity)
In its current version, the GCGC recommends in Section B.1 that the Supervisory Board should also take diversity into account in the composition of the Board of Management, which in the company's understanding particularly includes an appropriate consideration of women. The Supervisory Board still does not consider membership of a particular gender to be a characteristic that would qualify a candidate for a specific position in the first instance. When deciding on the appointment of new members to the Board of Management, therefore, the personal and professional qualifications of the applicants will be considered first and foremost, and their gender second. Otherwise, the Supervisory Board's selection options and decisions when appointing new members to the Board of Management would be significantly restricted. The Supervisory Board also takes this into account when setting the target figures for the proportion of women on the Board of Management in accordance with Section 111 (5) AktG in conjunction with Section 9 para. 1 lit. c) (ii) SE Regulation. A deviation from section B.1 GCGC is therefore declared.
Section F.2 (Transparency and external reporting; Publication deadlines)
In its current version, the GCGC recommends in Section F.2 that the Consolidated Financial Statements and the Group Management Report should be publicly accessible within 90 days of the end of the financial year and the mandatory interim financial information within 45 days of the end of the reporting period. In view of the increasing regulatory requirements for reporting, the Board of Management and the Supervisory Board consider it sufficient to merely adhere to these deadlines. In particular, the Board of Management and the Supervisory Board do not believe that short overruns of the deadlines recommended by the GCGC, which clearly fall short of the statutory deadlines and the deadlines applicable under the applicable stock exchange regulations for the Frankfurt Stock Exchange (Prime Standard), stand in the way of conscientious transparency and the necessary fulfillment of the information interests of shareholders and other addressees. This ensures that the company continuously provides information that complies with both legal requirements and the interests of stakeholders and attaches importance to this. This deviation also serves to guarantee the required quality of the company's financial information."
Sassenberg, September 19, 2024
technotrans SE