BORUSSIA DORTMUNDGmbH & Co. Kommanditgesellschaft auf Aktien, Dortmund CORPORATE GOVERNANCE REPORTING Our Company believes it is essential for corporate preservation of shareholder interests, and open and governance to be clearly structured and effective. transparent corporate communications are vital Corporate governance embodies a responsible and aspects of sound corporate governance. This is the transparent system of checks and balances designed guiding principle for the Company's Supervisory Board to ensure a continued focus on sustainable value and for the management of Borussia Dortmund creation. Efficient cooperation between the Geschäftsführungs-GmbH in its capacity as the general management and the Supervisory Board, the partner of Borussia Dortmund GmbH & Co. KGaA. GENERAL INFORMATION ON CORPORATE GOVERNANCE AT BORUSSIA DORTMUNDGmbH & Co. KGaA German stock corporation law sets out the statutory The Code is generally reviewed once annually and framework of corporate governance. Pursuant to § amended as required. It reflects basic statutory 161 AktG, the executive board and the supervisory guidelines concerning the management and board of a listed company are required to submit supervision of listed German companies as well as each year a declaration as to whether and to what internationally and nationally recognised standards extent that company has complied (retrospective) for sound and responsible corporate governance. In or will comply (forward-looking) with the addition to formulating best practices for recommendations of the "Government Commission management, the Code is intended to ensure that of the German Corporate Governance Code" corporate governance in Germany is transparent contained in the German Corporate Governance and open to scrutiny and to promote confidence in Code as published in the official section of the the management and supervision of listed German electronic Federal Gazette. Although companies companies amongst international and national may opt to deviate from the Code, they are then investors, customers, employees and the public. obligated to disclose this on an annual basis, providing an explanation for their non-compliance A large number of the Code's recommendations ("comply or explain"). This option exists to ensure (expressed using the word "shall") are intended that companies are able to meet industry- or exclusively for German stock corporations company-specific requirements. A well-founded (Aktiengesellschaft, "AG"), meaning that they are deviation from a recommendation of the Code may either not applicable at all or must at best be applied be in the interest of sound corporate governance. mutatis mutandis to partnerships limited by shares (Kommanditgesellschaft auf Aktien, "KGaA"), i.e., our Company as well. 22 Anlage 1.4 / 22 41009653-1376911
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