entire - Deutsche Bank Annual Report 2012

Deutsche Bank
Annual Review 2010
Report of the Supervisory Board
At the meeting on the day before the General Meeting, we discussed the procedures
for the General Meeting and the announced counterproposals as well as the status of
litigation in connection with the General Meetings 2004 – 2009. As necessary, resolutions
were approved. Furthermore, Dr. Ackermann summarized the bank’s exposures
in Greece and reported on the future course of action.
At an extraordinary meeting on June 15, 2010, we noted Mr. Cohrs’s request to retire
from the Management Board with eff ect from September 30, 2010, and agreed
in general, on the basis of specifi c criteria, to the termination of his service agreement.
Furthermore, we approved in general the resulting changes to the Business
Allocation Plan for the Management Board based on the proposal submitted by the
Chairman’s Committee. Dr. Ackermann informed us of the stress tests planned for
fi nancial institutions.
At the meeting on July 27, 2010, we were informed of the bank’s development in the
fi rst six months of the year. Based on the supplements to the German Corporate
Governance Code approved by the Government Commission in May 2010, amendments
to the terms of reference for the Supervisory Board, Chairman’s Committee
and Nomination Committee were resolved, with the aim of implementing all of the
new recommendations of the Code. Furthermore, we approved an adjustment to the
plan conditions for the restricted incentive and equity awards issued to the Management
Board members in 2010. Mr. Lamberti reported to us on the bank’s IT infrastructure,
the governance of GTO and ongoing challenges facing the banking sector.
Mr. Krause presented the strategic and fi nancial objectives of the complexity reduction
program as well as a progress report on the integration of Sal. Oppenheim and
the commercial banking activities taken over from ABN AMRO Bank in the Netherlands.
In addition, we approved the Management Board resolution to raise our participation
in Hua Xia Bank in China to 19.99 % within the framework of its capital increase
as well as the proposal submitted by the Chairman’s Committee regarding the termination
of Mr. Cohrs’s service agreement.
At an extraordinary meeting on September 12, 2010, based on the recommendation
of the Chairman’s Committee, we consented to the Management Board resolutions
taken on the same day to submit a public takeover off er to the shareholders of
Deutsche Postbank AG and to increase the share capital of the bank.
At the last meeting of the year on October 27, 2010, we were informed of the development
of business in the third quarter and of the status of the takeover off er submitted
to shareholders of Deutsche Postbank AG. Together with the Management Board,
we discussed in detail the bank’s further strategic development along with the corresponding
targets and planned measures. Mr. Lamberti presented to us the Deutsche
Bank Human Resources Report. Furthermore, changes to the Terms of Reference
for the Management Board, including the Business Allocation Plan, and to the Terms
of Reference for the Audit Committee, based on the Minimum Requirements for
the Compliance Function were discussed and approved. Finally, we determined the
objectives for the composition of the Supervisory Board.
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