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COREALCREDIT BANK AG

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� BVG-Grundstücks- und Verwertungsgesellschaft mbH, Frankfurt/Main<br />

The Bank did not prepare any consolidated financial statements in 2010 and 2011 as the<br />

remaining subsidiaries are, individually and collectively, not significant in relation to the<br />

requirement to present a true and fair view of the net assets, financial position and results of the<br />

operations of the company.<br />

Administrative, Management and Supervisory Bodies<br />

The Management Board (Vorstand) comprises a minimum of two members. The Supervisory<br />

Board (Aufsichtsrat) appoints the Management Board members and determines their number.<br />

As at 31 December 2011, the Management Board consists of the following three members:<br />

Dr. Claus Nolting (Chairman), Arnd Stricker, Dr. Klaus Vajc.<br />

The Supervisory Board (Aufsichtsrat) of <strong>COREALCREDIT</strong> comprises nine members. The<br />

Supervisory Board members are appointed for the period until the end of the General Meeting<br />

which approves their actions for the four financial years after their appointment. The financial year<br />

in which their office starts is not included.<br />

As at 31 December 2011, the Supervisory Board consists of the following nine members: Bruno<br />

Scherrer (Chairman), Dr. Karsten von Köller (Deputy Chairman), Barbara Stöhr, Olivier Brahin,<br />

Jordi Goetstouwers-Odena, Thomas Herrmann, Michael Kolbeck, Thomas Kötz, Michael D.<br />

Thomson.<br />

The business address of the Board of Managing Directors and the Supervisory Board is:<br />

<strong>COREALCREDIT</strong> <strong>BANK</strong> <strong>AG</strong>, Corealcredit Haus, Grüneburgweg 58-62, D-60322 Frankfurt am<br />

Main, Federal Republic of Germany.<br />

Major Shareholders<br />

<strong>COREALCREDIT</strong> is a non-listed stock corporation organised under the laws of the Federal<br />

Republic of Germany, whose sole shareholder is LSF5 German Investments, L.P. (LSF5). Upon<br />

the entry of the squeeze-out resolution in the Commercial Register (Handelsregister) of the local<br />

court (Amtsgericht) in Frankfurt am Main on 23 June 2009, the transfer of shares of the minority<br />

shareholders of <strong>COREALCREDIT</strong> to the main shareholder, LSF5, has become legally effective.<br />

As at 31 December 2011, the issuer's subscribed capital (gezeichnetes Kapital) amounted to<br />

EUR 100,275,948.50. It consists entirely of bearer shares and was divided into 47,069,450 shares<br />

as at 31 December 2011.<br />

On 31 August 2009, the annual general meeting authorised the Management Board to increase<br />

the subscribed capital by a maximum of EUR 50,000,000.00 by issuing up to 23,469,960 bearer<br />

shares in one or more tranches against cash and/or contributions in kind by 31 August 2014 at the<br />

latest. No use has yet been made of this authorisation.<br />

The extraordinary general meeting held on 14 October 2010 authorised the Management Board to<br />

acquire up to ten per cent. of the company's own shares for purposes other than securities trading,<br />

with the consent of the Supervisory Board, by 30 June 2015 at the latest. Together with the<br />

company's own shares acquired for other reasons and in the possession of the company or<br />

classed as belonging to it pursuant to section 71a et seq. of the German Companies Act<br />

(Aktiengesetz – "AktG"), the shares acquired on the basis of this authorisation must at no time<br />

exceed ten per cent. of its share capital. No use has yet been made of this authorisation.<br />

11

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