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E_mg_GB_03_vorne-29_3_04

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MANAGEMENT SHARE STRATEGY SPECIAL SECTION MANAGEMENT REPORT FINANCIAL STATEMENTS FURTHER INFORMATION<br />

Executive Board • Letter to the Shareholders • Supervisory Board • Report of the Supervisory Board • Corporate Governance at <strong>mg</strong><br />

Declaration of compliance<br />

The Executive Board and Supervisory Board of <strong>mg</strong> technologies ag have decided, wherever<br />

possible, to comply with the requirements and recommendations of the German Corporate<br />

Governance Code. To this end, they issued the following declaration of compliance in<br />

December 20<strong>03</strong>:<br />

<strong>mg</strong> technologies ag complies with the recommendations of the German government’s<br />

commission on the German Corporate Governance Code – to the extent that they are<br />

currently applicable (at May 21, 20<strong>03</strong>) – with the following exceptions:<br />

• There are no plans at present to publish details of the individual remuneration paid to<br />

each member of the Executive Board in the Notes to the Consolidated Financial Statements,<br />

broken down into fixed compensation, performance-related pay and long-term<br />

incentives (Code subparagraph 4.2.4, sentence 2).<br />

• The post of chairman and membership of the Supervisory Board’s committees have<br />

no impact on the level of compensation paid to members of the Supervisory Board at<br />

present (Code subparagraph 5.4.5, subsection 1, sentence 3).<br />

• The compensation paid to members of the Supervisory Board does not contain any<br />

variable component that is dependent on either the financial position or the performance<br />

of <strong>mg</strong> technologies ag (Code subparagraph 5.4.5, subsection 2, sentence 1).<br />

The company intends to propose to its Annual Shareholders’ Meeting for fiscal 20<strong>03</strong><br />

that its articles of incorporation be amended in such a way that the Supervisory Board’s<br />

compensation complies with the Code’s recommendations.<br />

Frankfurt am Main, December 16, 20<strong>03</strong><br />

On behalf of the Supervisory Board<br />

Dr. Jürgen Heraeus<br />

On behalf of the Executive Board<br />

Udo Stark, Karlheinz Hornung<br />

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