Groups legal structure

Due to its lean personnel structure, the Deutsche EuroShop Group is centrally organised. The parent company, Deutsche EuroShop AG, is responsible for corporate strategy, portfolio and risk management, financing and communication.

The Company’s registered office is in Hamburg. Deutsche EuroShop is an Aktiengesellschaft (stock corporation) under German law. The individual shopping centers are managed as separate companies and depending on the share of nominal capital owned are either fully or proportionally consolidated or accounted for using the equity method. More information on indirect or direct investments is provided in the notes to the consolidated financial statements.

Deutsche EuroShop shares are traded on the Frankfurt Stock Exchange and other exchanges. As at 31 December 2011, 10.0% were owned by Alexander Otto (2010: 11.64%).

The share capital amounted to € 51,631,400 on 31 December 2011 and was composed of 51,631,400 no-par value registered shares. The notional value of each share is € 1.00.

According to section 5 of the Articles of Association, the Executive Board is authorised, with the approval of the Supervisory Board, to increase the share capital by up to a total of € 14,540,467 on one or several occasions by 16 June 2015 through the issuance of up to 14,540,467 (no-par value) registered shares against cash or non-cash contributions (as of 31 December 2011).

The Executive Board is authorised, with the Supervisory Board’s approval, to issue by 15 June 2016, convertible bonds with a total nominal value of up to € 200 million and a maximum term of ten years and to grant the holders of the respective bonds ranking pari passu inter se conversion rights to new no-par value shares in the Company up to a total of 10,000,000 shares, as detailed in the terms and conditions for convertible bonds to be published by the Executive Board with the approval of the Supervisory Board.

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