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Corporate Governance / Declaration of Governance
2009      
     
Declaration of Compliance with the German Corporate Governance Code pursuant to Section 161 of the German Stock Corporation Act (AktG)   Download PDF-File 52kb
     
Declaration of Governance and reporting on Corporate Governance pursuant to Section 289a German Commercial Code (HGB)   Download PDF-File 53 kb
     
2008      
     
Declaration of Compliance with the German Corporate Governance Code pursuant to Section 161 of the German Stock Corporation Act (AktG)     Download PDF-File 39kb
     
2007      
     
Declaration of Compliance with the German Corporate Governance Code pursuant to Section 161 of the German Stock Corporation Act (AktG)   Download PDF-File 37kb
     
2006      
     
Declaration of Compliance with the German Corporate Governance Code pursuant to Section 161 of the German Stock Corporation Act (AktG)   Download PDF-File 45kb
     
2005      
     
Declaration of Compliance with the German Corporate Governance Code pursuant to Section 161 of the German Stock Corporation Act (AktG)   Download PDF-File 49kb
     
2004      
     
Declaration of Compliance with the German Corporate Governance Code pursuant to Section 161 of the German Stock Corporation Act (AktG) Download PDF-File 27kb
     
German Corporate Govenance Code      
     
German Corporate Govenance Code as amended on June 18, 2009   Download PDF-File 152kb
     
Articles of Association   Download PDF-File 133kb 
     

To us as Executive Board members, “Corporate Governance” is the essence of responsible and ethical management of Epigenomics, with very close and regular communication with the Supervisory Board aimed at the generation of long-term value to our shareholders. Openness and transparency in our corporate communications towards all shareholders, employees, the general public, and other stakeholders are the guiding principle.

For Epigenomics, corporate governance has been an important focus for several years and we welcome the publication of the German Corporate Governance Code in its current form. Even as a private company the compliance with the German corporate governance principles was systematically checked and amendments made wherever possible to ensure fair and responsible corporate management according to the new and amended version of the German Corporate Governance Code.

Epigenomics’ corporate governance principles in some instances go beyond the requirements of law and the recommendations of the German Corporate Governance Code. For example, upon successful completion of our initial public offering (IPO), we have established binding internal guidelines on insider trading and have appointed a Corporate Governance Compliance Officer to ensure best practice is adhered to. The Compliance Officer is required to submit regular compliance reports to the Executive Board and these are reported to the Supervisory Board. All reports in 2004 confirmed the Company to be in compliance with corporate governance principles.

There are some notable exceptions where, based on historic contracts and corporate plans put in place as a private company, certain peculiarities lead to deviations from the German Corporate Governance Code. These are detailed in the documents above and there is a clear commitment to fully adhere to the Code going forward, e. g. with any future stock option plans and future Supervisory Board compensation plans.

Statement of the Executive Board and the Supervisory Board of Epigenomics AG pursuant to Section 161 of the German Stock Corporation Act (AktG) with respect to the German Corporate Governance Code: 
The Executive Board and the Supervisory Board of Epigenomics AG hereby declare that since the last statement of compliance in December 2008, Epigenomics AG has complied with the recommendations of the German Government Commission on the German Corporate Governance Code in the version of June 6, 2008 and June 18, 2009, respectively, and will comply with the recommendations of the German Government Commission on the Corporate Governance Code in the version of June 18, 2009, in each case with the following exemptions, partly due to specific corporate particularities. The above "Declaration of Compliance with the German Corporate Governance Code pursuant to Section 161 of the German Stock Corporation Act (AktG) 2009" names the few exemptions which are partly due to specific corporate particularities. 


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