Transparency of Directors’ Dealings and potential conflicts of interest


Transparency is a core element of good corporate governance. It is necessary especially in cases where transactions concluded by the Executive Board may lead to conflicts of interest. Therefore, we would like to underscore the following aspects of RWE’s corporate governance practice:

  • In fiscal 2008, material transactions concluded between RWE or a Group company and an Executive Board member or related party were in line with prevailing market standards. No contracts were concluded between RWE AG and members of the Supervisory Board. Executive Board and Supervisory Board members had no conflicts of interest.
  • Executive Board members again purchased RWE common shares. No sales occurred in the year under review. We distributed information on share transactions by Executive Board members in accordance with Sec. 15a of the German Stock Corporation Act (WpHG) throughout Europe in compliance with statutory regulations. The following is a breakdown of the transactions:

Transaction date

Name

Reason for mandatory disclosure/ function

Type of financial instrument

Transaction (purchase/ sale)

Price per share/€

Number of shares

Total volume €

Jan 21, 2008

Dr. Jürgen Großmann

Exec. Board Member

RWE common share

Purchase

86.8000

20,000

1,736,000.00

Feb 25, 2008

Dr. Jürgen Großmann

Exec. Board Member

RWE common share

Purchase

80.9200

25,000

2,023,000.00

Mar 14, 2008

Dr. Rolf Pohlig

Exec. Board Member

RWE common share

Purchase

79.3834

1,312

104,151.02

Mar 14, 2008

Dr. Ulrich Jobs

Exec. Board Member

RWE common share

Purchase

79.3834

1,312

104,151.02

Mar 14, 2008

Alwin Fitting

Exec. Board Member

RWE common share

Purchase

79.3834

1,312

104,151.02

Mar 14, 2008

Berthold Bonekamp

Exec. Board Member

RWE common share

Purchase

79.3834

1,312

104,151.02

Apr 22, 2008

Dr. Jürgen Großmann

Exec. Board Member

RWE common share

Purchase

73.6500

5,000

368,250.00

Sep 5, 2008

Dr. Jürgen Großmann

Exec. Board Member

RWE common share

Purchase

68.5800

35,000

2,400,300.00

Sep 5, 2008

Dr. Jürgen Großmann

Exec. Board Member

RWE common share

Purchase

68.7600

40,000

2,750,400.00

Oct 14, 2008

Dr. Ulrich Jobs

Exec. Board Member

RWE common share

Purchase

62.6100

1,000

62,610.00

Oct 15, 2008

Dr. Leonhard Birnbaum

Exec. Board Member

RWE common share

Purchase

59.0000

1,000

59,000.00

Oct 27, 2008

Dr. Leonhard Birnbaum

Exec. Board Member

RWE common share

Purchase

54.2000

1,000

54,200.00

  • The number of shares in the company and related financial instruments directly or indirectly held by members of the Executive and Supervisory Boards is below 1 % of the shares issued by RWE.

We publish further information on our corporate governance practices on the Web at www.rwe.com/investorrelations. It provides access to our articles of association, the bylaws of the Supervisory Board and the Executive Board, all statements of compliance and corporate governance reports and all the reports on RWE’s code of conduct.