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The term Corporate Governance stands for responsible corporate management and control geared to long-term value creation. Efficient cooperation between Executive Board and Supervisory Board, respect for stockholder interests, openness and transparency of corporate communications are key aspects of good corporate governance.
Commitment
COMPUTERLINKS AG is a stock corporation under German law. Accordingly, it is governed by an Executive Board and Supervisory Board. They work closely together for the good of the Company. An intensive, continuous dialogue between the two boards is the basis for efficient corporate management.
COMPUTERLINKS AG welcomes the German Corporate Governance Code, as published by the Government Commission on February 26, 2002 and amended most recently on 14th June 2007. It provides an assessment catalogue for good corporate governance. In December 2002, the Executive Board and Supervisory Board issued their first declaration of conformity with the recommendations of the Government Commission on the German Corporate Governance Code in accordance with Art. 161 of the Stock Corporation Act (AktG).
An updated declaration of compliance was issued in December 2007.
Declaration of the Board of Management and the Supervisory Board of COMPUTERLINKS AG regarding the recommendations of the „Government Commission on the German Corporate Governance Code“ in accordance with § 161 of the German Stock Corporation Law (AktG):
"1. COMPUTERLINKS AG will comply with the recommendations made by the Government
Commission on the German Corporate Governance Code (Code version as of 14th June 2007) with the following exceptions:
The D&O insurance of COMPUTERLINKS AG does not foresee any deductible for members of company bodies (section 3.8). We see the meaning of a D&O insurance as providing full cover against possible risks and will not therefore be introducing any deductible for members of company bodies for the time being. The Management Board and the Supervisory Board, furthermore, are already, due to their office, acting responsibly and in the best interests of the company. They do not regard a deductible as a suitable means of increasing the motivation and sense of responsibility of the Board Members.
2. COMPUTERLINKS AG has fully complied with the recommendations of the German Corporate Governance Code - in the version of 12th June 2006 - since the last declaration of 5th December 2006 except of the stated paragraph 4.2.4.”
Signed by the Executive Board and the Supervisory Board
Munich, December 2007
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