COMMERZBANK AKTIENGESELLSCHAFT

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Group Financial Statements 262 206 Commerzbank Annual Report 2011 Statement of changes in equity €m Sub- scribed capital Capital reserve Retained earnings Silent participationsRevaluation reserve Other reserves Cash flow hedge reserve Currency translation reserve Total before noncontrolling interests Noncontrolling interests Equity as at 31.12.2009 3,071 1,334 7,878 17,178 – 1,755 – 1,223 – 477 26,006 570 26,576 Change due to retrospective adjustments 137 – 137 – – Equity as at 1.1.2010 3,071 1,471 7,741 17,178 – 1,755 – 1,223 – 477 26,006 570 26,576 Total comprehensive income – – 1,430 – 24 218 214 1,886 127 2,013 Consolidated profit or loss 1,430 1,430 59 1,489 Change in revaluation reserve 24 24 18 42 Change in cash flow hedge reserve 218 218 12 230 Change in currency translation reserve 212 212 38 250 Change in companies accounted for using the equity method 2 2 2 Dividend paid on silent participations – – Dividend paid on shares – – 12 – 12 Capital increases – 173 173 Changes in ownership interests 5 5 5 Change due to retrospective adjustments 68 – 68 – – Other changes 1 – 24 – 32 32 – 24 – 73 – 97 Equity as at 31.12.2010 3,047 1,507 9,140 17,178 – 1,731 – 1,005 – 263 27,873 785 28,658 Total comprehensive income – – 638 – – 780 195 – 92 – 39 47 8 Consolidated profit or loss 638 638 109 747 Change in revaluation reserve – 780 – 780 – 1 – 781 Change in cash flow hedge reserve 195 195 195 Change in currency translation reserve – 91 – 91 – 61 – 152 Change in companies accounted for using the equity method – 1 – 1 – 1 Dividend paid on silent participations – – Dividend paid on shares – – 26 – 26 Change in accounting par value – 2,142 2,142 – – Capital increases 4,184 7,470 11,654 11,654 Withdrawal from retained earnings – 873 – 873 – 873 Decrease in silent participations – 14,491 – 14,491 – 14,491 Changes in ownership interests 38 38 – 57 – 19 Other changes 1 24 39 – 121 – 58 – 50 – 108 Equity as at 31.12.2011 5,113 11,158 8,822 2,687 – 2,511 – 810 – 355 24,104 699 24,803 1 Including change in treasury shares, change in derivatives on own equity instruments and changes in the group of consolidated companies. Equity
To our Shareholders Corporate Responsibility Management Report Risk Report Group Financial Statements Further Information 207 263 258 202 Statement of comprehensive income 260 204 Balance sheet 262 206 Statement of changes in equity 264 208 Cash flow statement 266 210 Notes 409 353 Auditors’ report As at December 31, 2011 €– 110m of the cash flow hedge reserve and €8m of the currency translation reserve were attributable to assets held for sale and disposal groups. The changes in ownership interests of €38m in the financial year 2011 resulted entirely from the purchase of additional shares in already consolidated companies. There was no effect from the disposal of shares in subsidiaries that continue to be consolidated. In January 2011 we increased our share capital by 10% less 1 share (118,135,291 shares) for non-cash contributions; this increase was taken from authorised capital with shareholders’ pre-emptive rights excluded. The new shares were subscribed in their entirety and paid for by non-cash contributions of hybrid equity instruments (trust-preferred securities) issued by companies of the Commerzbank Group. The nominal value of the hybrid instruments returned was €0.9bn and it generated non-recurring income of €0.3bn within Group pre-tax profit. Subscribed capital and the capital reserve each increased by €0.3bn. The Financial Market Stabilisation Fund (SoFFin) subsequently converted a portion of its silent participations into shares in order to maintain its stake in Commerzbank at 25% plus 1 share. Thus silent participations with a nominal value of €0.2bn were converted into 39,378,430 shares from the conditional capital approved by the Annual General Meeting (AGM) in 2009. The capital measures announced in an ad hoc release on April 6, 2011, and approved by the Commerzbank AGM on May 6, 2011, were carried out as follows: • Between April 6 and 13, 2011 Conditional Mandatory Exchangeable Notes (CoMEN) were placed with investors by means of a book building procedure. Commerzbank shareholders with the exception of SoFFin received subscription rights for this placement. All 1,004,149,984 CoMEN were successfully placed at a price of €4.25, representing a total issue volume of €4.3bn, and were automatically exchanged for Commerzbank shares on May 12, 2011. In order to maintain its stake of 25% plus 1 share SoFFin converted silent participations in the amount of €1.4bn into 334,716,661 no-par-value shares. • A capital increase with pre-emptive rights was carried out in June 2011 and 1,826,771,821 no-par-value shares were issued from authorised capital at a price of €2.18 per share. The shares arising from the conversion of the CoMEN in the first stage of the capital increase had pre-emptive rights for this share issue. The total issue volume of this capital increase amounted to €4.0bn. The new shares began trading on the stock exchange on June 7, 2011. To maintain its stake of 25% plus 1 share SoFFin converted a further €1.3bn of its silent participations into 608,923,940 no-par-value shares. In addition to the repayment of €11.0bn of silent participations as a result of the capital measures, a further €3.27bn of silent participations were repaid to SoFFin in June 2011 out of free regulatory capital. In connection with the capital measures a one-off payment of €1.03bn was agreed with SoFFin as compensation for the early repayment of the silent participations. This payment is reported in the statement of changes in equity (after deducting the associated tax effects of €157m) as a withdrawal from retained earnings. The costs incurred for the capital increases were €181m (after tax effects of €39m) which were deducted directly from the capital reserve. At the AGM on May 6, 2011, it was resolved to redenominate the notional par value of a Commerzbank share from €2.60 to €1.00. As a result, the subscribed capital of Commerzbank Aktiengesellschaft pursuant to the Bank’s articles of association stood at €5,113m as at December 31, 2011 and was divided into 5,113,429,053 no-par-value shares with an notional value per share of €1.00. After deducting the 863,010 treasury shares held by the Bank on December 31, 2011, the subscribed capital amounted to €5,113m. The Bank made use of the authorisation approved by the Annual General Meeting of May 6, 2011 to purchase its own shares for the purpose of securities trading, pursuant to Art. 71(1) no. 7 of the German Companies Act (Aktiengesetz). Gains and losses from trading in the Bank’s own shares were recognised directly in equity. No dividend is being paid for 2011 as Commerzbank Aktiengesellschaft did not achieve a distributable profit in its parent company accounts under German GAAP (HGB). Nor will a dividend be paid on the silent participations reported in equity as the agreement does not permit such a payment if it would lead to Commerzbank reporting a net loss or would increase such a loss. Further details on equity are contained in Notes 73, 74 and 75. Group Financial Statements
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Fourth Supplement dated April 13, 2
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Financial Statements and Management
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Corporate Responsibility One bank.
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Environment As a financial services
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In a joint initiative by the overal
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Performance-related remuneration Th
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The members of the Board of Managin
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The monthly amount of the retiremen
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tion for the remainder of his term
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Loans to members of the Board of Ma
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Other details D&O liability insuran
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Details pursuant to Art. 289 of the
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up to five years effective from the
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The Supervisory Board oversees fina
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• Statements on presentation in t
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Since summer 2011, the environment
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At the beginning of December, Comme
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The changes in the individual earni
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As with the change in other assets
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Report on events after the reportin
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We assume that Germany will fare be
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the resulting impact on financial i
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The Asset Based Finance segment was
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Risk report Risk reporting takes pl
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Risk strategy and risk management T
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Macroeconomic stress tests are also
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Overview of management instruments
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The “reduction” area comprises
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Corporates & Markets This segment c
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Public Finance Commerzbank’s Asse
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Portfolio by region as at 31.12.201
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and Europe (CLOs). The exposure in
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In 2011, provisions in Central & Ea
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of the overdraft starts on the firs
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The year 2011 was mainly affected b
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The adjoining diagram documents the
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Available net liquidity in the comb
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OpRisk events by segment | €m 201
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Reputational risk Reputational risk
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Provisions for pensions are calcula
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Notes to the income statement (5) B
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(12) Securities At December 31, 201
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(16) Fiduciary transactions Financi
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(23) Other liabilities Financial St
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(27) Equity Financial Statements an
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c) Retained earnings € Financial
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(30) Non-distributable amounts Fina
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Other notes (33) Off-balance-sheet
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(34) Forward transactions Financial
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(36) Remuneration and loans to boar
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€1,000 LTP Number of participatin
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Name Registered office Share of cap
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) Associated companies Name Registe
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Foreign-exchange rates for €1 as
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Members of the Supervisory Board of
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(41) Boards of Commerzbank Aktienge
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Independent Auditor’s Report 1 To
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Significant subsidiaries and associ
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Annual Report 2011 of the Commerzba
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To our Shareholders Corporate Respo
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Recent developments Optimisation of
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COMMERZBANK AKTIENGESELLSCHAFT Fran
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Jahresabschluss und Lagebericht 201
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COMMERZBANK AKTIENGESELLSCHAFT

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