Annual Report 2006/2007 KGaA/Group - BVB Aktie - Borussia ...

Management compensation
Compensation for members of management is not
stipulated by the Supervisory Board of our Company
but rather by the Executive Committee of the general
partner. Management compensation comprises two
components: a fixed amount and a variable component.
The fixed compensation component is stipulated
by contract and is paid out in twelve equal
monthly instalments. The variable compensation
component is based on the performance of the business
and is granted as a bonus contingent on the
consolidated net income for the year before taxes and
managing directors' bonuses. Any additional noncash
or ancillary benefits granted primarily include
insurance benefits at standard market conditions and
the provision of a company car. There are no stock
option plans or similar incentive plans. The comcase,
if a nomination committee is established,
the Code requires that it comprise shareholder
representatives only; however, that is already
the case with regard to the Supervisory Board.
• The Executive Committee of the Advisory
Board of Borussia Dortmund Geschäftsfüh -
rungs-GmbH reached an agreement with the
managing director and chairman, Hans-Joachim
Watzke, in June 2007, which was earlier than
required, to extend his managing director's
agreement (the term of which was originally
limited until 31 December 2008) by a further
three years, i.e. until 31 December 2011. This
was in order to show continuity in terms of who
would head up management.
This Corporate Governance Report herewith submitted
by our Company will be published in the
Annual Report for the 2006/2007 financial year
and on our website at www.borussia-aktie.de under
the heading “Publications”.
ordinary General Shareholders' Meeting will be held
on Tuesday, 27 November 2007 in Dortmund. At
the end of February 2008 we will publish the interim
report for the first six months of the 2007/2008
financial year. The consolidated financial statements
and the interim reports are prepared in accordance
with internationally accepted accounting principles.
The annual financial statements of Borussia Dortmund
GmbH & Co. KGaA were and will continue to
be prepared in accordance with the provisions of the
German Commercial Code (“HGB”). The 2005/2006
Annual Report is the first to be made available in
English as well as German, and the entire website
www.borussia-aktie.de has also been available in English
since 15 June 2007. This is a suggestion under the
Code which we intend to follow now and in the future.
Other means of communicating with market
participants include the newsletter, “Borussia Invest”,
which appears every 6 months, and the publication
of analysts' recommendations and research
studies on our website at “www.borussia-aktie.de”
under the heading “Publications”.
Transparency
Our Company informs the limited liability shareholders
and shareholder associations, financial analysts
and the interested public regularly as to the
companies' condition and any material changes in its
business. In particular, the ad hoc notices and directors'
dealings disclosures we receive and the current
version of the Articles of Association and the financial
calendar are all published on our website. The
Annual Document under § 10 WpPG, which is also
available on the website www.borussia-aktie.de under
“Corporate Governance”, provides an overview
of the companies' key publications during the
2006/2007 financial year. The financial calendar contains
key Company events and can also be viewed on
the website www.borussia-aktie.de under “Financial
Calendar”. Borussia Dortmund GmbH & Co. KGaA's
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