The Management Board

Article 8 Duties of the Management Board, Number of Members,
Rights of the Chairman

1. The Management Board shall, under its own responsibility, manage the Company in accordance with the statutory provisions, the Articles of Association and its by-laws to be approved by the Supervisory Board in such way as the benefit of the Company requires, taking into consideration the interests of the shareholders and the employees.
 

2. The Managing Board shall consist of at least three, at most seven members. The appointment of deputy members of the Management Board shall be permitted. If a member of the Management Board has been appointed chairman of the Management Board, such member shall have the casting vote in case of a tie.

Article 9 Representation, Signing Authority

1. The Management Board shall represent the Company both in and out of court.

2. Two members of the Management Board jointly or one member of the Management Board together with a "Prokurist" (individual with special powers of attorney vested in him/her by statutory provisions) are authorized to issue declarations of intent and sign for the Company. Subject to the statutory conditions and limitations, two "Prokuristen" each are also authorized to jointly issue declarations of intent and sign for the Company. Any granting of single representation authority for the entire business shall be excluded.

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