3. Shareholder right to information (Section 131, Paragraph 1 of the German Stock Corporation Act)
Pursuant to Section 131, Paragraph 1 of the German Stock Corporation Act, every shareholder must be informed of the company’s affairs on request at the Annual General Meeting to the extent necessary to objectively assess the subject matter of items on the Agenda. The Executive Board’s obligation to provide information also includes the legal and business transactions between the company and its affiliates as well as the state of the Group and its consolidated companies (cf. Section 131, Paragraph 1, Sentence 2 and Sentence 4 of the German Stock Corporation Act).
Pursuant to Section 131, Paragraph 3, Sentence 1 of the German Stock Corporation Act, the Executive Board may refuse to provide information if
- applying the prudence of an ordinary businessman, providing such information would put the company or one of its affiliates at a disadvantage that is not immaterial;
- it relates to tax assessments and the amount of individual taxes
- it relates to the difference between a figure at which items have been recognised in the financial statements and a higher figure for these items, unless the financial statements are adopted by the Annual General Meeting;
- it relates to the accounting and measurement methods insofar as the statement of these methods in the notes suffices to give a true and fair view of the net assets, financial position and results of operations of the company in accordance with Section 264, Paragraph 2 of the German Commercial Code. This shall not apply if the financial statements are adopted by the Annual General Meeting;
- providing such information would cause the Executive Board to incriminate itself;
- such information is made available on the company’s website at least seven days before the Annual General Meeting and during it.
Pursuant to Section 131, Paragraph 3, Sentence 2 of the German Stock Corporation Act (AktG), this information may not be withheld for other reasons.