entire - Deutsche Bank Annual Report 2012

Deutsche Bank
Annual Review 2010
Report of the Supervisory Board
The Committees of the Supervisory Board
The Chairman’s Committee met ten times during the reporting period. In addition,
two telephone conferences took place. Between the meetings, the Chairman of the
Chairman’s Committee spoke with the Committee members regularly about issues
of major importance. The Committee examined, in particular, the new statutory and
regulatory requirements for Management Board compensation and their implementation,
the preparations for determining the variable compensation for the 2009
fi nancial year, issues of succession planning and the termination of the Management
Board appointment of Mr. Cohrs. Discussions also focussed on the amendments
required to the terms of reference for the Management Board and the Supervisory
Board and its committees as well as changes to the Management Board’s Business
Allocation Plan. In addition, the Chairman’s Committee prepared resolutions for the
Supervisory Board and gave its approval to Management Board members for their
ancillary activities or to accept directorships at other companies. Furthermore, based
on the authorization of the Supervisory Board, it approved the fi nal structure of the
bank’s capital increase. Finally, it handled the implementation of the new recommendations
and suggestions of the German Corporate Governance Code.
At its six meetings, the Risk Committee discussed the bank’s exposures subject to
mandatory approval under German law and the Articles of Association. Where
necessary, the Risk Committee gave its approval. Apart from credit, liquidity, country,
market and operational risks, the Committee also addressed legal and reputational
risks. The Committee’s discussions extensively covered the bank’s risk position along
with the developments of the sovereign debt crisis in Europe and their impacts on the
bank. In addition to the development of risks relating to leveraged fi nance, commercial
real estate fi nance and monoline insurers, the Committee discussed in detail the
eff ects of the new regulatory rules on the bank and its risk position. Furthermore, the
Committee focussed on the risk absorption capacity, i.e. the ratio between available
and required capital (reporting in accordance with ICAAP ) including a comparison
of the economic risks to the risk coverage potential and its consistent incorporation
in risk management, and on the development of the bank’s refi nancing and liquidity
position. Also, global industry portfolios were presented according to a specifi ed plan
and discussed at length.
The Audit Committee met six times in 2010. Representatives of the bank’s auditor
participated regularly in these meetings. Subjects covered were the audit of the
Annual Financial Statements and Consolidated Financial Statements for 2009, the
quarterly fi nancial statements, Forms 20-F and 6-K for the U.S. Securities and
Exchange Commission ( SEC ), as well as the interim reports. The Committee dealt with
the proposal for the election of the auditor for the 2010 fi nancial year, issued the audit
mandate, specifi ed audit areas of focus, resolved on the auditor’s remuneration
and verifi ed the auditor’s independence in accordance with the requirements of the
German Corporate Governance Code and the rules of the U.S. Public Company
Accounting Oversight Board ( PCAOB ). The Audit Committee is convinced that, as in
the previous years, there are no confl icts of interest on the part of the bank’s auditor.
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