Declaration of Conformity
Joint Declaration of Conformity by the Executive Board and the Supervisory Board of Phoenix Solar AG on the German Corporate Governance Code
JOINT DECLARATION OF CONFORMITY OF MARCH 24, 2016
The Executive and Supervisory boards of Phoenix Solar AG declare that, since the last declaration of conformity on March 25, 2015, the recommendations of the "German Corporate Governance Code Government Commission" – in each case with the following exception – in the version dates June 24, 2014 (published in the German Federal Gazette [Bundesanzeiger] on September 30, 2014) have been complied with, and will continue to be complied with in the future, in the version dated May 5, 2015 (published in the German Federal Gazette [Bundesanzeiger] on June 12, 2015):
In the variable compensation components, retroactive modification of performance targets or comparison parameters shall be excluded.
(pursuant to section 4.2.3 of the Code)
In a market environment that is subject to dynamic change and development, the Executive and Supervisory boards are of the opinion that it can be reasonable and expedient in justified cases to retroactively adjust performance targets for comparison parameters for variable compensation components.
Sulzemoos, 24 March 2016
Phoenix Solar Aktiengesellschaft
For the Executive Board For the Supervisory Board
Tim P. Ryan Oliver Gosemann
(Chief Executive Officer) (Supervisory Board Chairman)