SEC Form 20-F - Deutsche Bank Annual Report 2012

Deutsche Bank
Annual Report 2010 on Form 20-F
Board Practices of the Management Board
Item 6: Directors, Senior Management and Employees 101
The Supervisory Board issued new terms of reference for our Management Board for the conduct of its affairs
on February 2, 2011. These terms of reference provide that in addition to the joint overall responsibility of the
Management Board as a group, the individual responsibilities of the members of the Management Board are
determined by the business allocation plan for the Management Board. The terms of reference stipulate that,
notwithstanding the Management Board’s joint management and joint responsibility, and the functional responsibilities
of the operating committees of our group divisions and of the functional committees, the members of
the Management Board each have a primary responsibility for the divisions or functions to which they are
assigned, as well as for those committees of which they are members.
In addition to managing our company, some of the members of our Management Board also supervise and
advise our affiliated companies. As permitted by German law, some of the members also serve as members of
the supervisory boards of other companies. Also, to assist us in avoiding conflicts of interest, the members of
our Management Board have generally undertaken not to assume chairmanships of supervisory boards of
companies outside our consolidated group.
Section 161 of the Stock Corporation Act requires that the management board and supervisory board of any
German exchange-listed company declare annually that the recommendations of the German Corporate
Governance Code have been adopted by the company or which recommendations have not been so adopted.
These recommendations go beyond the requirements of German law. The Management Board and Supervisory
Board issued a new Declaration of Conformity in accordance with § 161 German Stock Corporation Act (AktG)
on October 27, 2010, which is available on our Internet website at http://www.deutsche-bank.com/corporategovernance
under the heading “Declarations of Conformity”.
Group Executive Committee
The Group Executive Committee was established in 2002. It comprises the members of the Management Board
and senior representatives from the business divisions within our client-facing group divisions and from the
management of our regions appointed by the Management Board. Dr. Josef Ackermann, Chairman of the
Management Board, is also the Chairman of the Group Executive Committee.
The Group Executive Committee serves as a tool to coordinate our businesses and regions through the following
tasks and responsibilities:
— Provision of ongoing information to the Management Board on business developments and particular transactions;
— Regular review of our business segments;
— Consultation with and furnishing advice to the Management Board on strategic decisions;
— Preparation of decisions to be made by the Management Board.