Prospectus-Final (clean) - Malta Financial Services Authority

shareholder of Deutsche Telekom AG through the German Finance Ministry. In their capacities asshareholders, the Federal Republic of Germany and KfW may exercise only those rights that theyhave under the Stock Corporation Act and Deutsche Telekom AG's Articles of Incorporation, which arethe same for all of Deutsche Telekom AG's shareholders.At present, the Finance Ministry and KfW each have one representative on Deutsche Telekom AG'sSupervisory Board. Additionally, the Finance Ministry has one representative on the supervisoryboards of Deutsche Telekom AG's subsidiaries, T-Systems International GmbH and T-MobileDeutschland GmbH.Below the number of Deutsche Telekom AG's ordinary shares held by holders of more than 5% ofDeutsche Telekom's ordinary shares and their percentage of ownership, based on informationsupplied to Deutsche Telekom AG by such holders.31 December 2011 Federal Republic of Germany 646,575,126 shares = 14.96%KfW 735,661,686 shares = 17.02%The Blackstone Group holds 191,700,000 shares, which represents 4.4% of Deutsche Telekom AG'soutstanding shares. In addition, BlackRock holds 145,762,000 shares, which represents 3.3% ofDeutsche Telekom AG's outstanding shares.Major Shareholders do not have different voting rights from any of Deutsche Telekom AG's othershareholders.As noted above, KfW is 80% owned by the Federal Republic of Germany. The Federal Republic ofGermany has publicly stated its intention to reduce its holdings of Deutsche Telekom AG shares.Deutsche Telekom AG does not expect that a reduction in the holdings of Deutsche Telekom AG'sshares by the Federal Republic of Germany or KfW will have a material negative effect on DeutscheTelekom AG's governance or business.Based on Deutsche Telekom AG's share register, as of 31 December 2011, the Company hadapproximately 1,653,004 registered holders of Deutsche Telekom AG's ordinary shares, including1,624 registered holders of Deutsche Telekom AG's shares with addresses in the United States. As of31 December 2011, there were 4,321,319,206 total outstanding shares.FINANCIAL INFORMATION CONCERNING DEUTSCHE TELEKOM'S ASSETS AND LIABILITIES,FINANCIAL POSITION AND PROFITS AND LOSSESAuditing of historical annual financial informationDeutsche Telekom AG's consolidated financial statements as of and for the year ended 31 December2011 were prepared in accordance with International Financial Reporting Standards ("IFRS") asadopted by the European Union (EU), as well as with the regulations under commercial law as setforth in § 315a(1) HGB (Handelsgesetzbuch - German Commercial Code). PwC audited thementioned consolidated financial statements. An unqualified auditors' report has been issued.Deutsche Telekom's consolidated financial statements as of and for the year ended31 December 2010 were prepared in accordance with IFRS as issued by the IASB and in accordancewith International Financial Reporting Standards as adopted by the European Union (EU), as well aswith the regulations under commercial law as set forth in § 315a(1) HGB (Handelsgesetzbuch -German Commercial Code). PwC and E&Y audited the mentioned consolidated financial statements.An unqualified auditors' report has been issued.110