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Statutes of the Norddeutschen Landesbank

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Statutes of the Norddeutschen Landesbank Certified translation from German, page 1 of 16 Statutes of Norddeutsche Landesbank - Girozentrale - Pursuant to the State Treaty between the Land Niedersachsen (the State of Lower Saxony), the Land Sachsen-Anhalt (the State of Saxony-Anhalt) and the Land Mecklenburg-Vorpommern (the State of Mecklenburg-Western Pomerania) concerning Norddeutsche Landesbank - Girozentrale -, dated December 6th, 2019, the Owners' Meeting of the Bank adopted the following revised version of the Statutes on December 14th, 2020. I. General Provisions Section 1 Name, Legal Form and Registered Offices (1) The Name of the Bank shall be "Norddeutsche Landesbank - Girozentrale -". (2) The Bank is an institution incorporated under public law and with legal capacity to sue and be sued. It shall bear a seal. (3) The Bank shall have registered offices in Hanover, Braunschweig and Magdeburg. The central administration shall be located in Hanover. (4) The Bank shall be entitled to establish and maintain branches. Section 1a Legal Succession (1) The Bank is the universal successor to Niedersächsische Landesbank – Girozentrale –, Braunschweigische Staatsbank, including Braunschweigische Landessparkasse, Hannoversche Landeskreditanstalt, Niedersächsische Wohnungskreditanstalt – Stadtschaft – as well as Bremer Landesbank Kreditanstalt Oldenburg – Girozentrale –. (2) The Bank is not the legal successor of the former Central German Landesbank – Girozentrale – for the provinces of Saxony, Thuringia and Anhalt, based in Magdeburg. Section 2 Ownership (1) The Bank’s Owners are the State of Lower Saxony, the State of Saxony-Anhalt, the Nied- ersächsischer Sparkassen- und Giroverband (the Lower Saxony Savings Banks and Giro Association – hereinunder referred to as “SVN”), the Sparkassenbeteiligungsverband Sachsen-Anhalt (the Saxony-Anhalt Savings Banks Holding Association – hereinunder referred to as “SBV”) and the Sparkassenbeteiligungszweckverband Mecklenburg-Vor- pommern (Special Purpose Holding Association of the Mecklenburg-Western Pomerania Savings Banks – hereinunder referred to as “SZV”), Niedersachsen Invest GmbH (hereinunder referred to as “NIG”), Hannoversche Beteiligungsgesellschaft Certified translation from German, page 2 of 16 Niedersachsen mbH (hereinunder referred to as “HanBG”), FIDES Gamma GmbH and FIDES Delta GmbH. (2) The Owners shall support the Bank in the performance of its duties, provided however that the Bank shall have no claim against the Owners, and that there shall be no other obligation on the Owners, to furnish the Bank with funds. (3) The Owners’ Meeting can decide that legal entities under public law or legal entities under private law, in which only legal entities under public law are directly or indirectly involved, may join as additional Owners by assuming a stake in the bank's share capital. (4) For the state of Lower Saxony and the state of Saxony-Anhalt, state-owned investment companies in the form of legal entities under private law may be added as further Owners by virtue of a resolution of the Owners’ Meeting with a simple majority of the votes cast by taking a stake in the bank's share capital. The investment companies are at liberty to transfer the ownership or any rights resulting from the ownership, including their participation in the share capital, in whole or in part to the respective state by means of a public law contract, including on a fiduciary basis; approval of the Owners’ Meeting is not required in this case. Paragraph 5 remains unaffected. (5) Each Owner may transfer his or her ownership to the bank by way of an agreement governed under public law, including his participation in the bank's share capital, in whole or in part to one or more legal entities under public law, including the bank, or legal entities under private law within the meaning of paragraph 3, with the consent of the Owners’ Meeting. The transfer of the ownership, including the shares in the bank's share capital, does not affect the warranty liability according to Section 5 paragraph 3. If a transfer according to sentence 1 takes place exclusively to one or more of the bank's respective Owners or if an Owner who is a legal person under public law (public owners) transfers his ownership to a holding company held by him or other public Owners according to sentence 1, a decision with a simple majority of the votes cast is sufficient for the approval of the Owners’ Meeting. The investment company within the meaning of sentence 3 is at liberty to return the ownership or rights resulting from the ownership, including their participation in the share capital, in whole or in part, by way of an agreement governed under public law - including on a fiduciary basis - to the previous or another public institution mentioned in sentence 3; approval of the Owners’ Meeting is not required in this case. (6) If an Owner does not hold a share in the share capital, the Owners’ Meeting can decide to terminate the ownership of this Owner. In this case, the companies associated with the Owners concerned and those legal entities under public law who are involved in the Owners concerned are not prevented from casting their votes. (7) Each transfer of the ownership is by the parties involved must be notified to the bank immediately in writing for information. Section 3 Capital Stock (1) Of the Bank's capital stock in the amount of EUR 2,972,131,080.86 the state of Lower Saxony has EUR 1,000.59 (approximately 0.000034 per hundred), the State of Saxony- Anhalt has EUR 198,000,000.06 (approximately 6.66 per hundred), the SVN has EUR 282,539,432.26 (about 9.51 per hundred), the SBV has EUR 56,549,854.05 (about 1.90 per hundred), the SZV has EUR 39,244,047.04 (about 1.32 per hundred), NIG has EUR Certified translation from German, page 3 of 16 1,275,750,000.00 (approx. 42.92 per hundred) and HanBG has EUR 363,380,080.86 (approx. 12.23 per hundred), FIDES Gamma GmbH has EUR 378,333,333.00 (approximately 12.73 per hundred) and FIDES Delta GmbH has EUR 378,333,333.00 (approximately 12.73 per hundred). (2) The Owners’ Meeting determines the amount of share capital and the ownership structure. (3) The bank's share capital can be increased or decreased by resolution of the Owners’ Meeting. If individual Owners do not participate in a resolved share capital increase or do not participate in proportion to their share, the share capital increase takes place with a corresponding change in the proportion of shares. (4) On the basis of a decision by the Owners’ Meeting, the bank can acquire shares in its share capital and hold these as treasury shares. The acquisition is only permissible if the regulatory requirements for this are met and the bank could build up a reserve in the amount of the expenses for the acquisition at the time of the acquisition without reducing the share capital. Voting and other rights, including the right to participate in profits from own shares, are suspended. The Owners’ Meeting can decide to redeem their own shares to reduce the share capital. (5) In respect of LBS Norddeutsche Landesbausparkasse Berlin-Hannover, the provisions of Section 14 of the State Treaty between the State of Lower Saxony, the State of Saxony- Anhalt and the State of Mecklenburg-Western Pomerania concerning Norddeutsche Landesbank – Girozentrale – dated 6th December 2019 shall apply. Section 4 Objects of the Bank (1) Subject to the provisions of these Statutes, the Bank shall exercise the functions both of a State bank (Landesbank) and central and clearing bank to the savings banks (Girozentrale), and also those of a commercial bank. It may in addition pursue other business of any kind that serves the purposes either of the Bank or of its Owners. It may assume special tasks related to economic or fiscal policy. It is authorised to issue mortgage-backed securities and other bonds. It may conduct building society business itself or through independent affiliated operations. (2) The Bank’s business shall be conducted in accordance with good commercial practice whilst paying due regard to the interests of the economy as a whole. (3) The Bank shall have Owner security status in accordance with Article 1807 of the German Civil Code (BGB). Section 5 Liability (1) The Bank shall be responsible for its liabilities to the entire extent of its assets. (2) Subject to the provisions of paragraph 3 below, the liability of any Owner shall be limited to the amount of capital contributed or to be contributed by it, as determined by the Owners’ Meeting. Certified translation from German, page 4 of 16 (3) The Bank’s Owners as of July 18th, 2005, shall be liable to meet all liabilities of the Bank existing at that point in time. For such liabilities as were entered into up to and including July 18th, 2001, this shall apply without limit of time; for liabilities entered into thereafter and up to and including July 18th, 2005, only to the extent that their term does not extend beyond December 31st, 2015. The Owners shall meet their obligations arising out of Guar- antors’ Liability towards the creditors of liabilities entered into up to and including July 18th, 2005, immediately upon having properly established in writing at the due dates of such liabilities that the creditors of such liabilities cannot be satisfied out of the Bank’s assets. Liabilities of the Bank arising out of any Guarantors’ Liability of its own or any similar acceptance of liability or out of liability imposed by its membership as guarantor of a savings banks association shall be deemed to have been entered into and to be due within the meaning of sentences 1 to 3 above at the same point in time as the obligation secured by such liability.
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