COMMERZBANK AKTIENGESELLSCHAFT

measures taken by the Deposit Protection Fund could result in sustained reputational damage to the
Group.
Risks arising from the Integration of the Former Dresdner Bank
The Bank expects the integration of the former Dresdner Bank into the Group to unlock substantial
synergetic effects (such as an improvement in the Group’s risk position through diversification or
income and cost synergies). However, these effects may be smaller or be realized at a later date than
expected. Moreover, the integration project is a complex and time-consuming enterprise which will tie
up senior resources at the Group for a long period. This may result in other areas not being managed
to the extent required, which could mean that ongoing business activities suffer. Preparing and
implementing the integration project entails a large number of decision-making processes, which can
cause unease among staff. The integration of Dresdner Bank into the Group also involves significant
costs and investment (especially in connection with standardizing IT systems, realizing planned
headcount reductions and implementing a new, uniform corporate image). These costs and
investments could erode the Group’s operating profits and its return on equity. Furthermore,
unexpected risks and problems may arise that the Board of Managing Directors cannot currently
foresee or evaluate. If these risks or problems were to arise, they could make the integration of
Dresdner Bank into the Group more difficult and, in particular, result in an unplanned increase in the
cost of the integration process. Each of these factors could have material adverse implications for the
Group’s business, results of operations and financial condition.
The Group’s strategy envisages an adjustment of the size of the investment banking business (based,
e.g., on risk-weighted assets) in line with the Group’s revised business model. The aim is to establish
a risk-averse investment banking business with an enhanced cost/income ratio. However,
implementing this strategy could take longer than scheduled and entail higher costs than expected.
Specific difficulties may arise from the riskier portfolios such as those containing credit derivatives and
equity derivatives. In addition, it cannot be ruled out that, even if the strategy is implemented
successfully, the aim of sustained, stable profitability will not be achieved.
In connection with the Transaction a goodwill of € 0.8 billion was accounted. In the 2009 fiscal year
and in subsequent years, these assets will be tested with respect to their future economic benefits
based on the underlying cash-generating units no less frequently than at each balance sheet date. In
this process, the carrying amount of the cash-generating units (including the attributed goodwill) will be
compared with the recoverable amount. If there are objective indications that the economic benefits
originally identified can no longer be realized, an impairment charge must be taken. If an impairment
review on a future balance sheet date results in a significant impairment of the goodwill or trademark
rights recognized on the balance sheet, the Group’s business, results of operations and financial
condition could be materially adversely affected.
As part of the acquisition of Dresdner Bank by Allianz and the disposal of the cominvest group to
Allianz Global Investors Kapitalanlagegesellschaft mbH ("AGI"), a long-term sales partnership was
agreed between the Group and Allianz in respect of the sale and distribution of asset management
and insurance products. However, as a result of the financial market crisis, there may be structural
changes in customers’ demand behavior. In addition, changes in the regulatory and tax framework
may affect the relative appeal of investment and retirement products and have implications for their
sales. In the event that these changes occur, adverse effects on the sale of asset management and
insurance products cannot be ruled out. As a consequence, actual business performance could lag
behind plans. This, in turn, would result in a reduction in the Group’s commission income and could
have a material adverse impact on its business, results of operations and financial condition.
There is a risk that the customers of what the former Dresdner Bank may not remain customers of the
Group in the long term. It cannot be ruled out that the customer base transferred to the Group by the
former Dresdner Bank in connection with the Transaction will not generate the income expected by the
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