Declaration of conformity by OHB SE pursuant to Article 161 of the German Joint-Stock Companies Act concerning the German Corporate Governance Code

OHB SE welcomes the German Corporate Governance Code and its legally binding nature. The Management Board and the Supervisory Board of OHB SE declare that the Company already conforms with the recommendations of the Corporate Governance Code Commission appointed by the German Federal Government and will continue to do so in the future.

This declaration of conformity refers to the new version of the Corporate Governance Code dated May 5, 2015.

OHB SE deviates from the principles of the German Corporate Governance Code in only a small number of points:

Information concerning the compensation for the Management Board (4.2.5)
The OHB SE annually reports the compensation paid to the members of the Management Board within the compensation report as part of the group management report. In our opinion, further disclosures, as recommended to state under point 4.2.5, are not beneficial in the sense of reporting oriented by relevance.

Age limits for the Management Board (5.1.2)
OHB will not be setting a maximum age for the members of the Management Board as this would limit the availability of suitable Management Board members for appointment by the Supervisory Board.

Formation of Supervisory Board committees (5.3)
OHB SE has not formed any committees on account of the small number of members on its Supervisory Board (three).

Age limits for the the Supervisory Board / regular limit of length of membership (5.4.1.)

The Corporate Governance Code recommends defining maximum ages for the members of the Supervisory Board as well as a regular limit of length of membership. The Supervisory Board is elected by the shareholders of OHB SE; accordingly, such specified time limits are not desirable parameters for selection purposes.


Management Board and Supervisory Board of OHB SE



Bremen, December 14, 2016