German Corporate Governance Code

7. Financial Reporting and Auditing

7.1 Financial Reporting
7.1.1 Shareholders and third parties are kept informed by the consolidated financial statements and the group management report, as well as by interim financial information. If the corporation is not required to publish quarterly statements, it shall still inform shareholders during the course of the year in an appropriate way –in addition to the half-year financial report – about business developments, and in particular about material changes in the business outlook and the risk situation.
7.1.2 The consolidated financial statements and the group management report are prepared by the Management Board and audited by the auditor and examined by the Supervisory Board. The Management Board shall reason interim financial information with the Supervisory Board or its Audit Committee before being published.The consolidated financial statements and the group management report shall be made publicly accessible within 90 days from the end of the financial year, while mandatory interim financial information shall be made publicly accessible within 45 days from the end of the reporting period.
7.1.3 The Corporate Governance Report shall contain specific information on stock option programmes and similar securities-based incentive systems of the corporation, unless this information is already provided in the annual financial statements, the consolidated financial statements or the remuneration report.
7.1.4 Relationships with shareholders classified as related parties within the meaning of the applicable financial reporting requirements shall be explained in the consolidated financial statements.
7.2 Auditing
7.2.1 Prior to submitting a proposal for election, the Supervisory Board or the Audit Committee shall obtain a statement from the proposed auditor stating whether and, where applicable, which business, financial, personal or other relationships exist between the auditor and its governing bodies and lead auditors on the one hand, and the company and the members of its governing bodies on the other, that could call its independence into question. This statement shall also include the extent to which other services were provided for the company over the past financial year, especially in the area of consulting, or that have been contracted for the following year.

The Supervisory Board shall agree with the auditor that the Chair of the Supervisory Board or the Audit Committee will be informed, without undue delay, of any grounds for exclusion or disqualification due to impairment of the auditor’s independence that occur during the audit, unless any such grounds are eliminated immediately.
7.2.2 The Supervisory Board issues the engagement letter to the auditor and concludes with the auditor regarding the fee.
7.2.3 The Supervisory Board shall arrange for the auditor to report, without undue delay, on all findings and issues of importance for the tasks of the Supervisory Board which come to the knowledge of the auditor during the performance of the audit.

The Supervisory Board shall arrange for the auditor to inform it or note in the long-form audit report if, during the performance of the audit, the auditor identifies any facts that indicate an inaccuracy in the declaration on the Code issued by the Management Board and Supervisory Board.
7.2.4 The auditor takes part in the Supervisory Board’s deliberations on the annual financial statements and consolidated financial statements and reports on the key findings of its audit.
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