VI. ANNUAL FINANCIAL STATEMENTS AND USE OF PROFITS

Article 22

The fiscal year shall start on 1 January and end on 31 December, under inclusion of an abbreviated fiscal year from 1 October 2000 to 31 December 2000.

Article 23

(1) Within the first five months of each fiscal year, the Management Board shall present to the Supervisory Board for the past fiscal year the annual financial statements including notes as well as a management report and a corporate governance report and, if the annual financial statements recognise a net profit, a proposal for the distribution of profits. The annual financial statements, management report and corporate governance report are to be signed by all the members of the Management Board. The Supervisory Board is to examine these documents within two months of their submission, make a statement concerning same to the Management Board and report its findings to the Shareholders’ Meeting.

(2) Para. 1 shall apply mutatis mutandis to the submission and examination of the consolidated financial statements and Group management report.

(3) If the Supervisory Board approves the annual financial statements, such statements shall be thus adopted unless the Management Board and Supervisory Board determine that the Shareholders’ Meeting shall decide on their adoption.

(4) The Shareholders’ Meeting presented with the documents set forth in paras. 1 and 2 and adopting resolutions discharging the Management Board and Supervisory Board, concerning the distribution of profits, the appointment of the auditor of the financial statements and, if applicable, the adoption of the annual financial statements (ordinary Shareholders’ Meeting), shall take place within the first eight months of each fiscal year.

Article 24

The Shareholders’ Meeting shall determine the appropriation of net profits. The Shareholders’ Meeting is explicitly authorised to except the net profit partly or as a whole from allocation.

Article 25

(1) The profit shares of shareholders shall be distributed in proportion to the number of shares issued.

(2) If new shares are issued, a different entitlement to profits may be determined.

Article 26

(1) Unless otherwise decided by the Shareholders’ Meeting, the profit shares shall be due for payment ten days after the Shareholders’ Meeting has been held.

(2) Profit shares of shareholders which have not been claimed within three years after falling due shall be forfeited and allocated to the Company’s free reserves.

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