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ePaper created 2012-04-27, 18:43:33 | version 1.23.1
rELAtIoNShIPS WIth ShArEhoLDErS Shareholders exercise their rights in mat- ters concerning the Company at the Annual General Meeting. The Annual General Meet- ing elects the members of the Supervisory Board and passes resolutions approving the actions of the Executive and Supervisory Boards. It decides on the appropriation of the unappropriated surplus and amendments to the Company’s Articles of Association. The Annual General Meeting, at which the Exec- utive and Supervisory Boards give an account of the past financial year, takes place once a year. When resolutions are adopted at the Annual General Meeting, each share confers entitlement to one vote in line with the prin- ciple of “one share, one vote”. All sharehold- ers are entitled to attend the Annual General Meeting and to speak and submit questions about items on the agenda. Deutsche EuroShop reports to its share- holders and to the public on the Company’s business performance, financial position and results of operations four times a year in line with a financial calendar. Press releases also inform the public and the media of Com- pany activities. Information that may mate- rially influence the Company’s share price is published in the form of ad hoc disclosures in accordance with the statutory requirements. The Executive Board gives regular presenta- tions to analysts and at investor events as part of the Company’s investor relations activities. Analyst conferences on the release of the an- nual and quarterly financial statements are broadcast over the internet, where they are available to anyone interested in the Compa- ny. In addition, Deutsche EuroShop provides financial information and other information about the Deutsche EuroShop Group on its website. ACCouNtINg AND AuDItS The Deutsche EuroShop Group prepares its financial statements according to Interna- tional Financial Reporting Standards (IFRSs) on the basis of section 292a of the Handelsge- setzbuch (HGB – German Commercial Code). The annual financial statements of Deutsche EuroShop AG will continue to be prepared in line with the accounting provi- sions of the HGB. The Executive Board is responsible for the preparation of the finan- cial statements. The Chairman of the Audit Committee commissions the auditor of the annual financial statements, as elected by the Annual General Meeting. The stricter re- quirements for auditor independence are met in this process. outLooK The German Corporate Governance Code was not amended last year. Further inten- sive discussions were held on the diversity of management. Deutsche EuroShop is to focus more intently on this topic and plans to expand the Supervisory Board from six members to nine, in order to broaden exper- tise, particularly in retail and accounting. The Supervisory Board should in future contain at least one woman. An amendment to the Articles of Association to this effect and three candidates for election to the Supervisory Board should be put before the Annual Gen- eral Meeting in June 2012. DECLArAtIoN oF CoNFormItY In November 2011, the Executive and Su- pervisory Boards of the Company jointly submitted their updated declaration of con- formity with the recommendations of the Government Commission on the German Corporate Governance Code for financial year 2011 in accordance with section 161 of the Aktiengesetz (AktG – German Public Companies Act). The declaration was made permanently available to the public on the Company’s website at www.deutsche-euro- shop.de. Joint declaration by the Executive and Supervisory Boards of Deutsche EuroShop AG relating to the recommendations of the Government Commission on the German Stadt-Galerie Passau 70 DES Annual Report 2011 InVeStoR ReLAtIonS corporate governance