On 2 March 2012 the Supervisory Board of T-Systems International GmbH chaired by RenéObermann has appointed Dr. Markus Müller as Director of the new "Telekom IT" unit. Effective1 June 2012, Dr. Müller thus also takes over as Chief Information Officer (CIO) of Deutsche Telekom.Basis of Board of Management CompensationOn 24 February 2010, the Supervisory Board resolved on a new system for the compensation of theBoard of Management members, taking into account the provisions specified in the German Act on theAppropriateness of Management Board Remuneration (Gesetz zur Angemessenheit derVorstandsvergütung) that has been in effect since 5 August 2009. The shareholders' meeting ofDeutsche Telekom AG on 3 May 2010 approved this new system. Pursuant to the VorstAGexplanatory memorandum (document 16/13433), the contracts of the Board of Management membersthat were in existence before the Act entered into force enjoy vested rights protection. These Board ofManagement members nevertheless have the option of voluntarily changing over to the newcompensation system.The compensation of Board of Management members is comprised of various components. Under theterms of their service contracts, members of the Board of Management are entitled to annual fixedremuneration and annual variable performance-based remuneration, a long-term variableremuneration component, as well as fringe benefits and deferred benefits based on a companypension entitlement. The Supervisory Board defines the structure of the compensation system for theBoard of Management and reviews this structure and the appropriateness of compensation at regularintervals.Fixed remuneration is determined for all Board of Management members based on market conditionsin accordance with the requirements of stock corporation law. Board of Management compensation isoriented toward the sustained development of the Company and there is a multi-year measurementbase in the new system for the variable components.At its discretion and after due consideration, the Supervisory Board may also reward extraordinaryperformance by individual or all Board of Management members in the form of a special bonus.In accordance with market-oriented and corporate standards, Deutsche Telekom grants all membersof the Board of Management additional benefits under the terms of their service contracts, some ofwhich are viewed as non-cash benefits and taxed accordingly. This mainly includes being furnishedwith a company car and accident and liability insurance and reimbursements in connection withmaintaining a second household.Employment outside of the Group generally requires prior approval. Generally, no additionalcompensation is paid for being a member of the management or supervisory board of other Groupentities.For more information on the compensation of the Board of Management and the disclosures requiredby § 314 of the German Commercial Code, German Accounting Standard No. 17 (GAS 17), and theGerman Corporate Governance Code, please refer to note 39 to Deutsche Telekom's consolidatedfinancial statements as of and for the year ended 31 December 2011, incorporated by reference intothis <strong>Prospectus</strong>.EmployeesHeadcount DevelopmentEmployees in the Group 31 Dec. 2011 31 Dec. 2010Total 235,132 246,777Germany operating segment 75,058 76,478Europe operating segment 58,010 63,338United States operating segment 32,868 37,760Systems Solutions operating segment 48,163 47,707Group Headquarters & Shared <strong>Services</strong> 21,033 21,494106
Employees in the Group 31 Dec. 2011 31 Dec. 2010Breakdown by geographic areaGermany 121,564 123,174International 113,568 123,603Of which: other EU Member States 64,257 68,941Of which: rest of Europe 9,736 9,991Of which: North America 33,511 38,467Of which: rest of world 6,064 6,204Employees – GermanyDeutsche Telekom's Germany operating segment employed 76,028 people on average in 2011,making it one of the largest employers in Germany. The decline in headcount compared with 2010was mainly attributable to Deutsche Telekom's socially responsible staff-related measures and tostaffing changes within the Group. New hires, especially of junior staff, partially offset the decline.Deutsche Telekom's Germany operating segment had an average of 79,364 employees in 2010.Despite the increase in the number of employees as a result of the first-time consolidation of STRATOand ClickandBuy, headcount at Deutsche Telekom's Germany operating segment decreased by 6.2%,mainly due to Deutsche Telekom's socially responsible measures to reduce and restructure theworkforce by transferring employees to Vivento.Employees – EuropeThe decline in average headcount in 2011 was largely due to downsizing programs in Romania andGreece. Downsizing programs were also implemented in the other countries in this operatingsegment, although on a smaller scale. The deconsolidation of T-Mobile UK also contributed to theyear-on-year reduction in average headcount.In 2010, the decline in the average headcount in Deutsche Telekom's Europe operating segment wasprimarily a result of the deconsolidation of T-Mobile UK. Downsizing programs as part of efficiencyenhancement measures in several countries also reduced the average headcount. This decline wasoffset by an increase in the number of employees resulting from the first-time full-year consolidation ofthe OTE group in early February 2009. In addition, some smaller-scale acquisitions added to theheadcount.Employees – United StatesIn 2011, the decrease in the average number of employees was due in part to a decline in customersupport employees, driven by lower customer care call volumes, and in part to a decrease in thenumber of retail employees, due to the implementation of labor efficiency and store rationalisationprograms.The average number of employees decreased slightly in 2010, as a decrease in customer supportemployees driven by lower customer care call volumes was offset partially by an increase inemployees related to retail distribution growth.Employees – Systems SolutionsIn 2011, the average number of employees in Germany increased by 453 or 1.8% while the averagenumber of employees internationally rose by 183 or 0.8%. The increase was largely due to staff takenon in connection with large-scale contracts, an increase in insourcing (the provision of servicespreviously rendered by third parties), and the development and expansion of nearshore and offshoresites.107
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DESCRIPTION OF BUSINESSGroup Organi
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In February 2011, T-Mobile Czech Re
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2010. The demand for ever-faster da
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2010 2010PricewaterhouseCoopers Akt