Two General Meetings

In December 2012, the Frankfurt am Main District Court granted specific actions of various plaintiffs contesting several resolutions of the Annual General Meeting 2012. In order to establish the required legal certainty and to ensure that the bank could hold its Annual General Meeting 2013, the Management Board decided to convene an Extraordinary General Meeting. 2,500 shareholders were at the event in Frankfurt am Main on April 11, 2013, representing 28.4 % of capital. Shareholders confirmed by a large majority all three contested resolutions.

The ordinary Annual General Meeting on May 23, 2013, was attended by 4,900 shareholders (2012: 7,100). The percentage of capital represented was 23.0 % compared to 34.9 % last year. This reduction is in line with what other companies with registered shares experienced. It is primarily attributable to a legal decision of the Cologne Higher Regional Court that effectively requires investors to register their shares if they want to exercise their voting rights. Many investors were under the impression that registration would impose a restriction on the disposal of their shares. This discouraged foreign investors, in particular, from exercising their voting rights.

The report of the Co-Chairmen of the Management Board on the preceding financial year and current outlook was followed by a lively discussion with shareholders. After the discussion, all of the items on the agenda were approved by large majorities. For the third time, the compensation system for Management Board members was submitted to a vote by shareholders.