As in the preceding years, discussions were held on the implementation of the regulations of the German Corporate Governance Code and the U.S.
Sarbanes-Oxley Act at several of the Supervisory Board, Chairman’s Committee and Audit Committee meetings. In February 2006, we discussed the results of the appraisal of the efficiency of the Supervisory Board, which was conducted using a company-specific questionnaire in autumn 2005, as well as suggestions for improvement. Recommendations were implemented regarding the supply of information to the Supervisory Board as well as the agenda and procedures of the Supervisory Board meetings. In October 2006, the Audit Committee also conducted its own appraisal of efficiency using a previously distributed questionnaire. Representatives of the bank’s auditor also participated in this. In order to address the increased requirements, a resolution was passed to generally hold an additional Audit Committee meeting in December, starting from 2007 on, to discuss, among other things, current issues in accounting.
Executive sessions, i.e. meetings of the Supervisory Board without the Management Board, took place on several occasions.
The Supervisory Board determined that it has what it considers to be an adequate number of independent members.
The Declaration of Conformity pursuant to § 161 German Stock Corporation Act (AktG), last issued by the Supervisory Board and Management Board in October 2005 and amended on April 2, 2006, was reissued at the Supervisory Board meeting on October 31, 2006.
A comprehensive presentation of the bank’s corporate governance, including the text of the Declaration of Conformity issued on October 31, 2006, can be found in the
Financial Report and on our
website in the Internet. The Terms of Reference of the Supervisory Board and its committees as well as of the Management Board are also published there.
Conflicts of Interest and their Handling
The Risk Committee dealt with the loan approvals required pursuant to § 15 of the German Banking Act (KWG). Supervisory Board members who were also board members of the respective borrowing company when the resolutions were taken did not participate in the discussion and voting.
As in the preceding years, the Supervisory Board was kept informed regularly on Dr. Kirch’s lawsuits against Deutsche Bank and Dr. Breuer, and discussed further courses of action. Also the actions for rescission and to obtain information filed in connection with the General Meetings 2003, 2004, 2005 and 2006 were regularly and comprehensively discussed, along with possible consequences. At its meetings on February 1, 2006, and March 17, 2006, the Supervisory Board analyzed, without Dr. Breuer’s participation, the consequences of the German Supreme Court ruling of January 24, 2006, and discussed future courses of action.
Dr. Börsig declared that, in his function as member of the Supervisory Board and its committees, he would not participate in the discussions and voting on all the issues that related to his previous membership on the Management Board and could give cause for a conflict of interests.

