Supervisory Board Meeting of SALZGITTER AG on November 2, 2000

Approval of Management Holding

The Supervisory Board of SALZGITTER AG accepts the Executive Board’s proposal to restructure the Company‘s group organization. Heading the Group will be a Management Holding performing strategie, planning and controlling functions. Thereunder, Salzgitter Stahl GmbH is assuming the function of an intermediate holding. Salzgitter Flachstahl GmbH, Peiner Träger GmbH, and Ilsenburger Grobblech GmbH will be established as independently operating subsidiaries.

Aside from the Steel Division, the divisions Trading, Processing, Services, as well as Pipes will be represented in the Group by independent subsidiaries.

The Executive Board of the Management Holding consists of six equal members, filling the classic Group functions of chairmanship, personnel, and finances on the one side, and representing the above mentioned divisions within the Executive Board on the other. Within their responsibilities, the Chairman and the Board members in charge of personnel and finances will be acting for all divisions; at the same time, the other Board members will also perform overlapping functions.

All Executive Board members are thus carrying out cross-functions. The Executive Board member for the Steel Division is thus competent for the technical sector and the Executive Board member for Trading has top sales competence.

Group Management and Labor Union agree that the codetermination rights of the employees are beeing maintained by the restructuring process. The approval by the Shareholders‘ Meeting, planned for May, 2000, as to the corporate implementation of the restructuring now approved by the Supervisory Board, has yet to come.

With this new Group organization, SALZGITTER AG is meeting its objectives towards achieving quantifiable success, as decentralization is creating additional scope for corporate culture, customer relations, and concentration on the traditional business activities.

The future and security of jobs and training positions will also be enhanced.

The growth strategy towards a new corporate dimension started by SALZGITTER AG during 1999 in connection with the reorganization approved today will prove to be a milestone on Salzgitter’s path to a major European steel center.