The cooperative views the German corporate governance system for cooperatives set forth in the “Corporate Governance Code for Cooperatives” by the DGRV (Deutscher Genossenschafts- und Raiffeisenverband e. V.) as last amended on November 20, 2015 (hereinafter referred to as the “DGRV Code”) as both transparent and reasonable, and as such, supports in its ongoing operations the recommendations and suggestions contained therein.
Deviations from the recommendations of the DGRV Code have been disclosed in accordance with the stipulations of the DGRV Code.
The cooperative did not adhere to the recommendations of the DGRV Code on the following point:
- The Articles of Incorporation do not set forth an age limit for members of the Supervisory Board, but instead limit the number of times a member on the shareholder side can be reelected.
With respect to a suggestion – whereby members have a legitimate interest in the information – the cooperative discloses the following deviation:
- The Executive Board and the Supervisory Board do not want to adhere to the suggestion that the annual meeting of representatives be limited to between four and six hours. The annual meeting of representatives should have enough time to deal with all pending issues.
The Executive Board and the Supervisory Board would like to point out that, each year during the annual meeting of representatives, the representatives are provided with information regarding the amount, composition, and changes to total compensation paid to members of the Executive Board, although this is required neither by applicable law nor by the DGRV Code.
The DGRV Code, as amended on November 20, 2015, can be downloaded from the following website: