Declaration of Conformity 2007

Declaration of conformity 2007

by the Management and the Supervisory Board of mwb Wertpapierhandelsbank AG, Gräfelfing on the recommendations of the German Corporate Governance Code pursuant to § 161 of the German Stock Corporation Act (AktG)

The Management and Supervisory Board of mwb Wertpapierhandelsbank AG, Gräfelfing, hereby issue the following declaration of conformity with the recommendations of the “Government Commission German Corporate Governance Code“ in accordance with § 161 AktG:

1. mwb Wertpapierhandelsbank AG will comply with the recommendations of the German Corporate Governance Code as amended on 14 June 2007 with the following exceptions:

a) The German Corporate Governance Code recommends that the Supervisory Board establish professionally qualified committees depending on the specific circumstances of the company and the number of its members (section 5.3.1). In this respect, the Supervisory Board should form an audit committee (section 5.3.2) and a nomination committee (section 5.3.3). The Supervisory Board of mwb Wertpapierhandelsbank AG comprises three members. Since a committee must comprise at least two members, the formation of committees would not lead to more efficient activities by the Supervisory Board.

b) According to the recommendations of the German Corporate Governance Code, the company’s consolidated financial statements should be publicly accessible within 90 days of the end of a given fiscal year, and interim reports should be publicly accessible within 45 days of the end of the respective reporting period (section 7.1.2). The Rules of the Frankfurt Stock Exchange which came into effect on 1 January 2003 provide a period of four months for publication of the consolidated financial statements and a period of two months for publication of the respective interim reports for “Prime Standard” companies. The company intends to adhere to these last-mentioned periods and thus deviates to this extent from the periods recommended under section 7.1.2.

2. With the exception of sections 5.3.1, 5.3.2 und 7.1.2, mwb Wertpapierhandelsbank AG has complied with the recommendations of the German Corporate Governance Code as amended on 12 June 2006 since the last declaration of compliance in December 2006.

mwb Wertpapierhandelsbank AG
Gräfelfing, in December 2007.

Managing Board / Supervisory Board