Corporate Governance
Statement of FREE AG regarding the German Corporate Governance Codex
As a privately held company, FREE AG is not required to publish declarations according to the German Corporate Governance Kodex
However, transparency and responsible corporate culture are not only matters of publicly held, but also of privately held companies.
Therefore on these pages we voluntarily inform the public within the meaning of § 161 AktG (German Stock Corporations Code) regarding the principles of our corporate governance:
Dear Ladies and Gentlemen,
herewith we declare, that we have adhered to and do adhere to the recommendations made by the German Ministry of Justice, published in the official part of the electronic federal bulletin (amtlicher Teil des elektronischen Bundesanzeiger) under „Federal Government Commission Corporate Governance Codex“.
We do not adhere to the following recommendations for several reasons as explained below:
Recommendation 2.2.1.
We currently do not fall under the German compulsory audit rules. We therefore do not carry out voluntary audits, since we are fully privately financed and have only a small group of shareholders.
Recommendations 2.3.2. and 2.3.4.
We do not circulate invitations to our shareholder meetings electronically, nor do we publish our shareholder meetings on the internet.
Recommendations 4.2.1., 4.2.4., 4.2.5. and 5.4.7.
We currently have a single managing director. We do not publish renumeration schemes for our board members.
Recommendation 5.3.
Due to the relatively small scale of our company, the board does not have any committees.
Recommendations 6. and 7.
We provide transparency by publishing relevant information on our website. Further transparency and audit requirements are not applicable.
Stuttgart, April 22nd 2008
FREE AG
Thomas Rothenbacher Prof. Dr. Dr. Ekbert Hering
CEO Chairman of the Supervisory Board
