CORPORATE GOVERNANCE REPORTING DECLARATION OF CONFORMITY by the management and by the Supervisory Board of Borussia Dortmund GmbH & Co. KGaA in accordance with § 161 AktG dated 20 September 2021 In accordance with § 161 of the German Stock to report violations of the law or internal Company Corporation Act (Aktiengesetz, "AktG"), the guidelines, including where necessary in management of the general partner (Borussia confidence, were considered sufficient and Dortmund Geschäftsführungs-GmbH) and the reasonable. Nevertheless, an institutionalised Supervisory Board of Borussia Dortmund GmbH & whistleblower system for Group employees and Co. KGaA declare that since the last Declaration of third parties will now be put in place during the Conformity was submitted on 7 September 2020, second half of the 2021/2022 financial year. The Borussia Dortmund GmbH & Co. KGaA complied and requisite preparations have already been made to will continue to comply with the recommendations put the system in place. of the German Corporate Governance Code (the "Code") in the version dated 16 December 2019 Re recommendation B.4: As in the past, the (published in the Federal Gazette (Bundesanzeiger) Executive Committee of Borussia Dortmund on 20 March 2020), with the exception of the Geschäftsführungs-GmbH will continue to decide following deviations (please note that numerous on the reappointment of its Managing Directors, recommendations of the Code, in particular those including, even in the absence of special pertaining to the remuneration system for executive circumstances, prior to the end of one year before board members and/or executive board pay, are not the end of the existing term of appointment. Given applicable due to the specific characteristics of our the specific features of the KGaA legal form and due Company's legal form as a partnership limited by to the desire for greater flexibility, it is not shares (Kommanditgesellschaft auf Aktien, "KGaA"); considered practicable to make any staffing the respective disclosures and explanations are decision based solely on timing and circumstances. given in the corporate governance declaration): Re recommendation B.5: As in the past, the Re recommendation A.2 sentence 2 first half- Executive Committee of Borussia Dortmund sentence: In accordance with this recommendation, Geschäftsführungs-GmbH will continue to make appropriate measures must be in place that allow decisions as to age limits for the Managing employees to report any violations of the law within Directors of the general partner for upcoming the Company, without fear of retaliation. No formal (re-)appointments of Managing Directors, without whistleblower system was put in place at our generally stipulating an age limit to that extent. It is Company to date because the other opportunities not considered practicable to set any age limits. 41009653-1376911 Anlage 1.4 / 29 29
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