As a German company listed on the New York Stock Exchange (NYSE), Allianz SE is subject to US corporate governance rules to the extent that these are applicable to foreign issuers.
On July 30, 2002, President Bush signed into law the Sarbanes-Oxley Act of 2002, which is aimed at restoring the trust of investors in the capital markets. For this purpose, the law expands the disclosure obligations of corporations and formalizes the processes that precede corporate reporting. Companies are obliged to establish internal control systems that must be maintained and reexamined on a regular basis. By way of certification, certain corporate officers must personally attest to the exactitude and completeness of reporting. Management must also certify that certain requirements concerning the internal control systems have been met. In addition, the law raises the requirements for the independence of auditors and contains detailed rules concerning the Audit Committee.
The Sarbanes-Oxley Act also has considerable implications for Allianz SE. The new disclosure rules require some amendments of our reporting. The Audit Committee is given comprehensive rights and duties. We have adapted the procedural rules of the Audit Committee accordingly. The Audit Committee has adopted new procedures which make sure that the independence of auditors is specially controlled. These procedures meet the stricter independence requirements of the SEC.
In addition, Allianz SE has adopted a "Code of Ethics" addressed to the members of the Board of Management and senior financial officers. It sets standards of ethical and righteous behavior in the personal and professional area, particularly regarding the handling of conflicts of interest and the application of the highest corporate disclosure standards.
NYSE Corporate Governance Standards
The NYSE also enacted new Corporate Governance Rules last year. As an issuer headquartered outside the USA, Allianz SE is solely held to disclose the material differences between its own corporate governance standards and the new NYSE rules. This disclosure is available here:
Allianz SE and NYSE Standards
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Website of the Securities and Exchange Commission (SEC):
www.sec.gov