Supervisory Board Report

Dear Shareholders,

In fiscal 2008, the Supervisory Board fulfilled all of the duties imposed on it by German law and the company’s articles of association. It regularly advised the Executive Board on running the company and monitored business management measures. It was consulted on all decisions of fundamental importance to RWE. The Executive Board informed the Supervisory Board of all the material aspects of business developments, major events and transactions as well as of the current earnings situation, exposure to risk and risk management regularly, extensively and in a timely manner both in writing and verbally.

In the year under review, the Supervisory Board convened four ordinary and two extraordinary meetings. All of the Supervisory Board members attended at least half of the meetings. The average participation rate exceeded 90 %. The Supervisory Board passed the resolutions required of it by law and the Articles of Association. The decisions were made on the basis of reports and draft resolutions submitted by the Executive Board. The Supervisory Board was also informed of projects and transactions of special importance or urgency in a timely manner between meetings. When necessary, it was asked for approval by circular or in committee meetings. The Chairman of the Supervisory Board was constantly in touch with the members of the Executive Board in order to immediately discuss events of material importance to the RWE Group’s situation and development.