Financial statements for fiscal 2008


The financial statements of the parent company, which were prepared by the Executive Board in compliance with the German Commercial Code, the financial statements of the Group, which were prepared in compliance with International Financial Reporting Standards (IFRSs), the combined review of operations for RWE Aktiengesellschaft and the Group, and the accounts were scrutinized by PricewaterhouseCoopers Aktiengesellschaft Wirtschaftsprüfungsgesellschaft and were issued an unqualified auditor’s opinion. The auditors were elected by the AGM on April 17, 2008, and commissioned by the Supervisory Board to audit the financial statements of RWE AG and the Group. Documents supporting the annual financial statements, the annual report and the auditor’s audit report were submitted to all the members of the Supervisory Board in good time. The Executive Board also commented orally on the documents in the Supervisory Board’s balance sheet meeting of February 24, 2009. The independent auditor attended the meeting, presented the material results of the audit, and was available to answer questions. The Audit Committee concerned itself in depth with the financial statements of RWE Aktiengesellschaft and the Group, as well as audit reports during its meeting on February 23, 2009, with the auditor present. It recommended that the Supervisory Board approve the financial statements as well as the appropriation of profits proposed by the Executive Board.

The Supervisory Board thoroughly reviewed the financial statements of RWE Aktiengesellschaft and the Group, the combined review of operations for RWE Aktiengesellschaft and the Group, and the proposed appropriation of distributable profit. No objections were raised as a result of this review. As recommended by the Audit Committee, the Supervisory Board approved the auditor’s results of the audit of both financial statements, and it adopted the financial statements of RWE Aktiengesellschaft and the Group for the period ended December 31, 2008. The 2008 annual financial statements are thus adopted. The Supervisory Board concurs with the appropriation of profits proposed by the Executive Board, which anticipates a dividend payment of €4.50 per share.