Deutsche Bank

Annual Report 2017

Compensation System for Supervisory Board Members

The compensation principles for Supervisory Board members are set forth in our Articles of Association, which our shareholders amend from time to time at the Annual General Meeting. Such compensation provisions, which were newly conceived in 2013, were last amended by resolution of the Annual General Meeting on May 18, 2017 and became effective on October 5, 2017. Accordingly, the following provisions apply:

The members of the Supervisory Board receive fixed annual compensation (“Supervisory Board Compensation”). The annual base compensation amounts to € 100,000 for each Supervisory Board member. The Supervisory Board Chairman receives twice that amount and the Deputy Chairperson one and a half times that amount.

Members and chairs of the committees of the Supervisory Board are paid additional fixed annual compensation as follows:

 

Dec 31, 2017

Committee
in €

Chairperson

Member

Audit Committee

200,000

100,000

Risk Committee

200,000

100,000

Nomination Committee

100,000

50,000

Mediation Committee

0

0

Integrity Committee

200,000

100,000

Chairman’s Committee

100,000

50,000

Compensation Control Committee

100,000

50,000

75 % of the compensation determined is disbursed to each Supervisory Board member after submitting invoices within the first three month of the following year. The other 25 % is converted by the company at the same time into company shares based on the average closing price on the Frankfurt Stock Exchange (Xetra or successor system) during the last ten trading days of the preceding January, calculated to three digits after the decimal point. The share value of this number of shares is paid to the respective Supervisory Board member in February of the year following his departure from the Supervisory Board or the expiration of his term of office, based on the average closing price on the Frankfurt Stock Exchange (Xetra or successor system) during the last ten trading days of the preceding January, provided that the member does not leave the Supervisory Board due to important cause which would have justified dismissal.

In case of a change in Supervisory Board membership during the year, compensation for the financial year will be paid on a pro rata basis, rounded up/down to full months. For the year of departure, the entire compensation is paid in cash; a forfeiture regulation applies to 25 % of the compensation for that financial year.

The company reimburses the Supervisory Board members for the cash expenses they incur in the performance of their office, including any value added tax (VAT) on their compensation and reimbursements of expenses. Furthermore, any employer contributions to social security schemes that may be applicable under foreign law to the performance of their Supervisory Board work shall be paid for each Supervisory Board member affected. Finally, the Chairman of the Supervisory Board will be appropriately reimbursed for travel expenses incurred in performing representative tasks that his function requires and for the costs of security measures required on account of his function.

In the interest of the company, the members of the Supervisory Board will be included in an appropriate amount, with a deductible, in any financial liability insurance policy held by the company. The premiums for this are paid by the company.

Supervisory Board Compensation for the 2017 Financial Year

Individual members of the Supervisory Board received the following compensation for the 2017 financial year (excluding value added tax).

 

Compensation for fiscal year 2017

Compensation for fiscal year 2016

Members of the Supervisory Board
in €

Fixed

Thereof payable in 1st quarter 2018

Fixed

Thereof payable in February 2017

1

Member was re-elected on May 18, 2017.

2

Member since January 1, 2017.

3

Member until December 31, 2016.

4

Member since August 2, 2016.

5

Member since May 18, 2017.

6

Member was re-elected on May 19, 2016.

7

Member until May 18, 2017.

8

Member since May 18, 2017.

9

Member since August 23, 2016.

10

Member until July 31, 2016.

11

Member until May 28, 2016.

12

Member until May 18, 2017.

Dr. Paul Achleitner1

800,000

683,333

800,000

600,000

Stefan Rudschäfski2

300,000

225,000

0

0

Alfred Herling3

0

0

300,000

300,000

Wolfgang Böhr

200,000

150,000

141,667

106,250

Frank Bsirske

250,000

187,500

250,000

187,500

Dina Dublon

300,000

225,000

300,000

225,000

Jan Duscheck4

100,000

75,000

41,667

31,250

Gerhard Eschelbeck5

58,333

43,750

0

0

Katherine Garrett-Cox6

200,000

150,000

125,000

104,167

Timo Heider

200,000

150,000

200,000

150,000

Sabine Irrgang

200,000

150,000

200,000

150,000

Prof. Dr. Henning Kagermann

250,000

187,500

250,000

187,500

Martina Klee

200,000

150,000

200,000

150,000

Peter Löscher7

83,333

83,333

200,000

150,000

Henriette Mark

200,000

150,000

200,000

150,000

Richard Meddings

400,000

300,000

400,000

300,000

Louise Parent

400,000

300,000

333,333

250,000

Gabriele Platscher

200,000

150,000

200,000

150,000

Bernd Rose

200,000

150,000

200,000

150,000

Gerd Alexander Schütz8

58,333

43,750

0

0

Prof. Dr. Stefan Simon9

216,667

162,500

33,333

25,000

Rudolf Stockem10

0

0

116,667

116,667

Dr. Johannes Teyssen

250,000

187,500

216,667

162,500

Georg Thoma11

0

0

108,333

108,333

Prof. Dr. Klaus Rüdiger Trützschler12

83,333

83,333

200,000

150,000

Total

5,150,000

3,987,500

5,016,667

3,904,167

Following the submission of invoices in February 2018, 25 % of the compensation determined for each Supervisory Board member for the 2017 financial year was converted into notional shares of the company on the basis of a share price of € 15.458 (average closing price on the Frankfurt Stock Exchange (Xetra) during the last ten trading days of January 2018, calculated to three digits after the decimal point). Members who left the Supervisory Board in 2017 were paid the entire amount of compensation in cash. For members whose term of office ended in 2017, the total compensation for the period until then, was paid fully in cash.

The following table shows the number of notional shares of the Supervisory Board members, to three digits after the decimal point, that were awarded in the first three month 2018 as part of their 2017 compensation as well as the number of notional shares accrued from previous years 2013 to 2016 accumulated during the respective membership in the Supervisory Board and the total amounts paid out in February 2018 for departed or re-elected members.

 

Number of notional shares

 

Members of the Supervisory Board

Converted in February 2018 as part of the compensation 2017

Total prior-year amounts from 2013 to 2016

Total (cumulative)

In February 2018 payable in €1

1

At a value of € 15.458 based on the average closing price on the Frankfurt Stock Exchange (Xetra or successor system) during the last ten trading days of January 2018.

2

Member was re-elected on May 18, 2017.

3

Member since January 1, 2017.

4

Member since August 2, 2016.

5

Member since May 18, 2017.

6

Member was re-elected on May 19, 2016.

7

Member until May 18, 2017.

8

Member since May 18, 2017.

9

Member since August 23, 2016.

10

Member until May 18, 2017.

Dr. Paul Achleitner2

7,547.235

34,842.354

42,389.589

538,593

Stefan Rudschäfski3

4,851.794

0

4,851.794

0

Wolfgang Böhr

3,234.529

2,039.332

5,273.861

0

Frank Bsirske

4,043.162

9,812.535

13,855.697

0

Dina Dublon

4,851.794

10,445.634

15,297.428

0

Jan Duscheck4

1,617.265

564.436

2,181.701

0

Gerhard Eschelbeck5

943.404

0

943.404

0

Katherine Garrett-Cox6

3,234.529

1,128.872

4,363.401

0

Timo Heider

3,234.529

7,870.476

11,105.005

0

Sabine Irrgang

3,234.529

7,870.476

11,105.005

0

Prof. Dr. Henning Kagermann

4,043.162

10,517.526

14,560.688

0

Martina Klee

3,234.529

8,152.472

11,387.001

0

Peter Löscher7

0

8,152.472

8,152.472

126,021

Henriette Mark

3,234.529

8,896.223

12,130.752

0

Richard Meddings

6,469.058

6,861.587

13,330.645

0

Louise Parent

6,469.058

8,294.024

14,763.082

0

Gabriele Platscher

3,234.529

8,614.226

11,848.755

0

Bernd Rose

3,234.529

8,332.230

11,566.759

0

Gerd Alexander Schütz8

943.404

0

943.404

0

Prof. Dr. Stefan Simon9

3,504.073

451.549

3,955.622

0

Dr. Johannes Teyssen

4,043.162

6,972.511

11,015.673

0

Prof. Dr. Klaus Rüdiger Trützschler10

0

8,896.223

8,896.223

137,518

Total

75,202.803

158,715.158

233,917.961

802,132

All employee representatives on the Supervisory Board, with the exception of Frank Bsirske and Jan Duscheck, are employed by us. In the 2017 financial year, we paid such members a total amount of € 1.13 million in the form of salary, retirement and pension compensation in addition to their Supervisory Board compensation.

We do not provide members of the Supervisory Board with any benefits after they have left the Supervisory Board, though members who are or were employed by us are entitled to the benefits associated with the termination of such employment. During 2017, we set aside € 0.12 million for pension, retirement or similar benefits for the members of the Supervisory Board who are or were employed by us.

With the agreement of the Bank’s Management Board, Dr. Paul Achleitner performs representative functions in various ways on an unpaid basis for the Bank and participates in opportunities for referrals of business for the Bank. These tasks are related to the functional responsibilities of the Chairman of the Supervisory Board of Deutsche Bank AG. In this respect, the reimbursement of costs is provided for in the Articles of Association. On the basis of a separate contractual agreement, the Bank provides Dr. Paul Achleitner with infrastructure and support services free of charge for his services in the interest of the Bank. He is therefore entitled to avail himself of internal resources for preparing and carrying out these activities. The Bank’s security and car services are available for Dr. Paul Achleitner for use free of charge for these tasks. The Bank also reimburses travel expenses and attendance fees and covers the taxes for any non-cash benefits provided. On September 24, 2012, the Chairman’s Committee approved the conclusion of this agreement. The provisions apply for the duration of Dr. Paul Achleitner’s tenure as Chairman of the Supervisory Board and are reviewed on an annual basis for appropriateness. Under this agreement between Deutsche Bank and Dr. Achleitner, support services equivalent to € 248,000 (2016: € 225,000) were provided and reimbursements for expenses amounting to € 197,679 (2016: € 234,488) were paid during the 2017 financial year.