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Corporate Governance: Introduction

In February 2002, a government commission appointed by the German Ministry of Justice presented the German Corporate Governance Code. Deutsche Börse AG was a member of this commission from the outset, and actively campaigned for improved codes of conduct and disclosure requirements.

Corporate Governance means the responsible management and simultaneous supervision of companies. It includes factors such as efficient cooperation between executive boards and supervisory boards, transparency in corporate communications and the safeguarding of shareholders’ interests. These principles have always been a top priority at Deutsche Börse.

Both the Executive Board and the Supervisory Board of Deutsche Börse AG have recognized the Code in full, thus creating the preconditions for good corporate governance that meets international standards.

The Executive Board and the Supervisory Board issue an annual declaration of conformity with the German Corporate Governance Code. This declaration is published both in the Annual Report and on the Internet.  

Deutsche Börse AG has taken the following measures in order to meet the transparency requirements of the German Corporate Governance Code with regard to corporate communications:

Regular reporting in the form of an annual report, interim reports, an annual financial press conference and telephone conferences.  
The listing of all relevant dates in the financial calendar
Annual General Meeting
Ad hoc disclosures
Reporting of directors’ dealings in accordance with section 15 of the Wertpapierhandelsgesetz (WpHG – German Securities Trading Act)
Information on the Executive and Supervisory Boards (e.g. structure of Executive Board remuneration, the stock option plan, the value of the stock options allocated).

In 2007 Deutsche Börse AG again complies with all recommendations set out in the version of the German Corporate Governance Code dated 14. Juni 2007. However, the Company has not been following the recommendation of agreeing an appropriate deductible for a D&O policy since 1 January 2008.

The German Corporate Governance Code was amended on 6 June 2008 and published by the Federal Ministry of Justice in the official section of the electronic Federal Gazette on 8 August 2008. The declaration of conformity of the Supervisory Board and the Executive Board, which was published on the Internet on 10 December 2007, refers to the Code in the version as of 12 June 2006 for the period since the last declaration of conformity dated 4 December 2006 until 19 July 2007. Since 20 July 2007, the declaration refers to the requirements of the Code in its new version as of 14 June 2007.

Deutsche Börse AG Decision-making Channels

Further details on corporate governance can be found in the corporate governance chapter of the current version of the Annual Report.

Attachments
TitleTypeSize
Deutscher Corporate Governance Kodex as amended on June 6 , 2008 (convenience translation)pdf78 KB
Deutscher Corporate Governance Kodex as amended on June 14 , 2007 (convenience translation)pdf79 KB
Deutscher Corporate Governance Kodex as amended on June 12 , 2006 (convenience translation)pdf77 KB
Deutscher Corporate Governance Kodex as amended on June 2, 2005 (convenience translation)pdf87 KB
Deutscher Corporate Governance Kodex as amended on May 21, 2003 (convenience translation)pdf260 KB
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