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entire - Deutsche Bank Annual Report 2012

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<strong>Deutsche</strong> <strong>Bank</strong> <strong>Report</strong> of the Supervisory Board 47<br />

Financial <strong>Report</strong> 2010<br />

In addition, the Chairman’s Committee and Supervisory Board addressed the implementation of the new regulations<br />

on Management Board compensation at several meetings. For the review of the structure of the Management<br />

Board’s compensation system and of the appropriateness of the variable compensation for the 2010<br />

financial year, the Supervisory Board resolved to engage an independent legal advisor and a compensation<br />

consultant.<br />

Furthermore, at the meeting in October 2010, based on a proposal by the Chairman’s Committee and in<br />

accordance with No. 5.4.1 of the German Corporate Governance Code, we determined the objectives for the<br />

composition of the Supervisory Board (see pages 375 ff. of the Corporate Governance <strong>Report</strong> in the Financial<br />

<strong>Report</strong> 2010).<br />

As resolved in October 2009, efficiency reviews on the basis of company-specific questionnaires were carried<br />

out in spring 2010, not only for the Supervisory Board as a whole, but also for the Chairman’s, Audit and Risk<br />

Committees, and the results were presented and discussed in detail at the subsequent meetings. We are of the<br />

opinion that the work of the Supervisory Board is carried out efficiently and that a high standard was achieved in<br />

this context. Suggestions and measures that had been recommended in the previous review of the Supervisory<br />

Board’s efficiency were effectively implemented and led to a further increase in the efficiency of the work<br />

of the Supervisory Board and its committees. In addition, initial suggestions from the efficiency reviews were<br />

already implemented in 2010.<br />

We determined that the Supervisory Board has what we consider to be an adequate number of independent<br />

members. We also determined that all members of the Audit Committee are independent as defined by the<br />

implementation rules of the Securities and Exchange Commission (SEC) issued pursuant to Section 407 of the<br />

Sarbanes-Oxley Act of 2002. Dr. Börsig and Dr. Eick were named as Audit Committee financial experts in<br />

accordance with the regulations of the SEC as well as Sections 107 (4) and 100 (5) of the German Stock Corporation<br />

Act (AktG).<br />

The Declaration of Conformity pursuant to Section 161 of the German Stock Corporation Act (AktG), last issued<br />

by the Supervisory Board and Management Board in October 2009 and updated in January 2010, was reissued<br />

at the meeting of the Supervisory Board on October 27, 2010. <strong>Deutsche</strong> <strong>Bank</strong> AG complies, without exception,<br />

with all of the recommendations in the version of the Code dated May 26, 2010.<br />

A comprehensive presentation of the bank’s corporate governance, including the text of the Declaration of<br />

Conformity issued on October 27, 2010, can be found in the Financial <strong>Report</strong> 2010 on pages 375 ff. and on our<br />

Internet website at http://www.deutsche-bank.com/ir/en/content/corporate_governance.htm. The terms of reference<br />

for the Supervisory Board and its committees as well as for the Management Board are also published<br />

there, each in their currently applicable versions.<br />

Training and Further Education Measures<br />

Members of the Supervisory Board completed the training and further education measures required for their<br />

tasks on their own. <strong>Deutsche</strong> <strong>Bank</strong> provided the appropriate support to them in this context. New members<br />

joining the Supervisory Board in 2010 were given orientation individually tailored to their levels of knowledge,<br />

a package of information material and opportunities, for internal and external training, which were widely used.<br />

All of the members of the Supervisory Board were informed of the legal basis of the Supervisory Board’s work<br />

as part of a workshop carried out by an external attorney. Furthermore, another external attorney spoke to

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