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WashTec AG — Governance Information 2012
Aug 6, 2012
483_cgr_2012-08-06_6d3c6c62-af0a-456b-b456-6afd30d21d84.pdf
Governance Information
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Amendment to the Declaration of Conformity dated December 22, 2011
The declaration of conformity, which was issued by the management board and supervisory board of WashTec AG on December 22, 2011 regarding the recommendations of the Government Commission on the German Corporate Governance Code (May 26, 2010 version) pursuant to sec. 161 of the German Stock Corporation Act (AktG), is amended as follows:
Pursuant to section 4.2.3 sentence 3 of the German Corporate Governance Code, the monetary components of remuneration for the management board members should include both fixed and variable components. Whether such a recommendation also applies to members of the supervisory board, who are appointed to serve on the management board pursuant to sec. 105 (2) AktG, is not clear. As a precautionary measure, the management board and supervisory board declare that the supervisory board member, Mr. Michael Busch - who was appointed to the management board pursuant to sec. 105 (2) AktG beginning July 28, 2012 and ending at the latest on July 27, 2013 - will receive only a fixed remuneration without a variable component for his work on the management board. In light of this short term of office, a variable remuneration, which under section 4.2.3 sentence 4 of the German Corporate Governance Code is generally intended to serve as a multi-year basis of assessment, would not be appropriate.
Section 4.2.1 sentence 1 of the German Corporate Governance Code further states that the management board should consist of two or more persons. Until a further management board member is appointed, the management board will initially consist of only one person. This arrangement can be explained by the fact that the appointment of the previous management board members was amicably ended as of July 31, 2012.
Augsburg, August 3, 2012
Management Board Supervisory Board