WashTec AG — Governance Information 2011

Dec 22, 2011

WashTec AG, Augsburg Declaration of Conformity under sec. 161 AktG

The management and supervisory boards hereby declare that WashTec AG complied and continues to comply with the recommendations of the Government Commission of the German Corporate Governance Code (version dated 26 May 2010) from the date on which they issued their last declaration of conformity on 9 December 2010. The following exceptions have applied and continue to apply:

• Variable components form part of the management board remuneration, but there is no multi-year basis of assessment (section 4.2.3, para. 2 of the Code),
• As the Company's supervisory board comprised and comprises only three members, no committees have been or will be formed (sections 5.3.1, 5.3.2, and 5.3.3 of the Code). The supervisory board does not view such action as necessary given the number of members, and it specifically believes that when there are only three members, the creation of committees would make the work of the body unnecessarily difficult.
• The supervisory board decided to set the qualities of internationality and independence as specific goals in its composition. Because the supervisory board of the company comprised and comprises only three members and because of the Company's specific situation, no specific goals for the composition of the supervisory board were or have been set, however, which provide for a reasonable participation of women (section 5.4.1 of the Code). The supervisory board believes that it is adequate and reasonable, given the number of board members it has, to take the aforementioned goals, which are based on qualities and skills as well as on internationality and independence, into account when making a preferential selection of suitable candidates and to also consider women if the suitable qualifications and skills exist.

Augsburg, December 22, 2011

WashTec AG Management Board and Supervisory Board

Further information about corporate governance is available in the 2010 Annual Report pages 52 et seq. as well as in the annual reports of prior years and may be downloaded from www.washtec.de.